SEC Form 4 · accession 0000100885-19-000068

UNION PACIFIC CORP · UNP

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Officer — EVP & CHIEF FINANCIAL OFFICER

Period of report

Feb 7, 2019

Accepted (ET)

Feb 11, 2019 · 11:45 am EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0000100885

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock^F1	Feb 7, 2019	A	25,254	$0.00	A	129,553	D
Common Stock	Feb 7, 2019	D	10,330	$0.00	D	119,223	D
Common Stock	Feb 7, 2019	F	9,429	$161.57	D	109,794	D
Common Stock^F2	holding	—	—		—	197,002	I	(1)
Common Stock^F3	holding	—	—		—	503	I	by Managed Account
Common Stock	holding	—	—		—	13,550	I	by Trust
Common Stock	holding	—	—		—	79,812	I	by Trust 2

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Non-Qualified Stock Option (right to buy)^F4	$161.57	Feb 7, 2019	A	44,781	A	Feb 7, 2020	Feb 7, 2029	Common Stock	44,781	44,781	D

F1Performance retention unit award with a distribution ratio of 1:1. This award is payable only in shares of common stock with a three year vesting period from the grant date. The amount of shares in column 4 is the maximum number of shares that the reporting person is eligible to receive. The actual number of shares paid out at vesting, if any, depends on applicable performance criteria being met.
F2Represents conversion of restricted stock units to fully vested stock units with a distribution ratio of 1:1 - Payable only in shares of common stock at termination of employment or a date certain.
F3Includes holdings in employee benefit plans, Tax Reduction and Payroll Based Stock Plans, as of Transaction Date.
F4This option becomes exercisable in three equal installments starting one year from the grant date.