Form 4: Union Pacific Director Sheri Edison Acquires Phantom Stock Units

Union Pacific Corp. Director Sheri H. Edison reported the acquisition of 201 phantom stock units, effective July 1, 2025, as disclosed in a recent SEC Form 4 filing.

Summary

• Sheri H. Edison, a Director of Union Pacific Corp. (UNP), reported the acquisition of 201 phantom stock units.
• The transaction date for the acquisition was July 1, 2025.
• The phantom stock units were acquired at an implied price of $235.57 per unit, totaling approximately $47,349.57 for the acquired units.
• Following this transaction, Sheri H. Edison beneficially owns 2,834 phantom stock units.
• These phantom stock units are convertible at a 1:1 ratio to common stock for distribution purposes but are payable in cash only upon retirement.
• The transaction was made pursuant to a Rule 10b5-1(c) plan.

Sentiment

Score: 7

Explanation: The acquisition of phantom stock units by a director is generally viewed positively as it aligns insider interests with long-term company performance, though it represents a routine compensation event rather than a significant strategic development.

Positives

• The acquisition of 201 phantom stock units by Director Sheri H. Edison signals continued confidence in Union Pacific Corp.'s long-term prospects.
• The structure of the phantom stock units, payable in cash only upon retirement, aligns the director's incentives with the company's sustained performance and shareholder value over an extended period.

Future Outlook

Phantom Stock Units acquired by the director are structured to be payable in cash only upon the director's retirement, indicating a long-term incentive structure.

Industry Context

This Form 4 filing represents a routine disclosure of an insider transaction, common across publicly traded companies where directors and executives receive equity-based compensation, such as phantom stock units, to align their interests with long-term shareholder value.

Related Party Transactions

• Acquisition of 201 phantom stock units by Sheri H. Edison, a Director of Union Pacific Corp., which is a transaction between the company and a related party (insider).

Stakeholder Impact

• Shareholders may view the director's acquisition of phantom stock units as a positive signal of management's confidence in the company's future performance and long-term value creation.

Key Dates

Keywords

Union Pacific Corp, UNP, SEC Form 4, insider trading, director stock acquisition, phantom stock, executive compensation, beneficial ownership, Rule 10b5-1