Form 4: Union Pacific Director Acquires Phantom Stock Units

Union Pacific Corp. Director David B. Dillon acquired 262 phantom stock units, increasing his beneficial ownership to 13,099 units.

Summary

• Director David B. Dillon of Union Pacific Corp. (UNP) acquired 262 phantom stock units.
• The transaction occurred on October 1, 2025.
• Following this acquisition, David B. Dillon beneficially owns a total of 13,099 phantom stock units.
• Each phantom stock unit has a distribution ratio of 1:1 with Common Stock.
• The phantom stock units are payable in cash only, commencing at retirement.
• The price of the underlying common stock at the time of the transaction was $234.74 per share.

Sentiment

Score: 7

Explanation: Director acquired additional phantom stock units, indicating continued alignment with company performance, though this is a routine compensation event.

Positives

• Director David B. Dillon's acquisition of additional phantom stock units indicates continued alignment of his interests with those of the company and its shareholders.

Future Outlook

Phantom Stock Units are payable in cash only, commencing at the reporting person's retirement.

Industry Context

This is a routine insider transaction filing (Form 4) disclosing a director's acquisition of equity-based compensation, which is a common practice across publicly traded companies to align management and director interests with shareholders.

Related Party Transactions

• Director David B. Dillon acquired 262 phantom stock units from Union Pacific Corp. as part of his compensation package.

Stakeholder Impact

• Shareholders may view the director's increased beneficial ownership as a positive sign of management's commitment and alignment with long-term company performance.

Next Steps

• Phantom stock units will be paid out in cash upon the director's retirement.

Key Dates

Recommendation

The filing details a routine acquisition of phantom stock units by a director as part of their compensation package. While it indicates continued alignment of interests, it does not present new material information that would alter the fundamental investment thesis for Union Pacific Corp. Therefore, a 'hold' recommendation is appropriate, maintaining current positions based on broader company performance and market conditions.

Keywords

Union Pacific, UNP, David B. Dillon, Phantom Stock, Insider Transaction, Director Compensation, Equity Compensation, SEC Form 4