Form 4: Union Pacific Director Acquires Phantom Stock Units

Union Pacific Corp. Director Teresa Finley acquired 200 phantom stock units, increasing her beneficial ownership to 2,720 units.

Summary

• Teresa Finley, a Director of Union Pacific Corp. (UNP), acquired 200 Phantom Stock Units.
• The transaction occurred on July 1, 2025.
• The acquisition price was $235.57 per Phantom Stock Unit.
• Following this transaction, Teresa Finley beneficially owns 2,720 Phantom Stock Units.
• Phantom Stock Units are convertible on a 1:1 basis to Common Stock and are payable in cash only commencing at retirement.

Sentiment

Score: 7

Explanation: The acquisition of phantom stock by a director is generally a positive signal, indicating confidence in the company's future. While not a direct purchase of common stock, it aligns the director's interests with long-term shareholder value.

Positives

• Director Teresa Finley increased her beneficial ownership in the company through the acquisition of 200 Phantom Stock Units.
• The acquisition of phantom stock units by a director can signal confidence in the company's future performance and aligns their interests with long-term shareholder value.

Future Outlook

The document does not provide any forward-looking statements or guidance beyond the characteristic that the phantom stock units are payable upon retirement.

Management Comments

• Phantom Stock Units are payable in cash only commencing at retirement.

Industry Context

This Form 4 filing details an insider transaction for Union Pacific Corp., a major player in the U.S. railroad industry. Insider transactions, such as the acquisition of phantom stock by a director, are common compensation mechanisms and can reflect internal confidence in the company's long-term prospects within the broader transportation and logistics sector.

Comparison to Industry Standards

• The acquisition of phantom stock units is a standard form of equity compensation for directors in large publicly traded companies, including those in the railroad and transportation sectors.
• This type of compensation aligns director interests with shareholder value over the long term, as the value of the units is tied to the company's stock performance.
• Specific comparable companies in the railroad industry include CSX Corporation (CSX) and Norfolk Southern Corporation (NSC), which also utilize various forms of equity-based compensation for their executives and directors.

Stakeholder Impact

• Shareholders: The acquisition of phantom stock by a director can be viewed positively as it aligns management interests with shareholder value over the long term.

Key Dates

Recommendation

Keywords

Union Pacific Corp, UNP, Teresa Finley, Form 4, Insider Transaction, Phantom Stock, Director, Beneficial Ownership, Equity Compensation