Form 4: UNP Executive Reports Stock Transactions

Union Pacific's EVP of Marketing & Sales, Kenyatta G. Rocker, reported recent acquisitions and dispositions of company common stock.

Summary

• Kenyatta G. Rocker, EVP Marketing & Sales for Union Pacific Corp (UNP), reported multiple transactions involving company common stock.
• On February 9, 2026, 5,059 shares were directly disposed of at a price of $0.0.
• On February 9, 2026, 1,546 shares were disposed of directly at $254.34 to cover tax liabilities.
• On February 10, 2026, 11.672 shares were acquired directly at $261.32 through the 2021 Employee Stock Purchase Plan.
• Indirectly, through a spouse, 30 shares were disposed of at $254.34 for tax liabilities on February 9, 2026.
• Indirectly, through a spouse, 2.743 shares were acquired at $261.32 via the 2021 Employee Stock Purchase Plan on February 10, 2026.
• Following these transactions, direct beneficial ownership stands at 61,075.7727 shares.
• Indirect beneficial ownership includes 1,287.7675 shares by spouse, 350 shares by deferral account, and 2,036.7649 shares by managed account, which includes holdings in Union Pacific's Payroll-based, Tax-reduction stock ownership plans, and 401(k) plan.

Sentiment

Score: 6

Explanation: StockSavvy.ai views this as a neutral to slightly positive signal, as the executive continues to acquire shares through an employee plan, indicating ongoing commitment, despite routine dispositions for tax purposes and one larger disposition with a $0.0 price which needs further context.

Positives

• Acquisition of 11.672 shares directly and 2.743 shares indirectly through the 2021 Employee Stock Purchase Plan indicates continued insider investment and alignment with shareholder interests.

Negatives

• A direct disposition of 5,059 shares on February 9, 2026, at a price of $0.0, which may warrant further investigation into the nature of the transaction.
• Disposition of 1,546 direct shares and 30 indirect shares (by spouse) at $254.34 to cover tax liabilities reduces the executive's overall shareholding.

Industry Context

StockSavvy.ai notes that insider transactions, particularly acquisitions through employee plans, can signal management's confidence in the company's future performance, aligning their interests with shareholders. Dispositions for tax purposes are routine for equity compensation and generally do not indicate a change in sentiment.

Related Party Transactions

• Acquisition of 2.743 shares and disposition of 30 shares by the reporting person's spouse on February 10, 2026, and February 9, 2026, respectively.

Stakeholder Impact

• Shareholders: Insider buying, even in small amounts via an Employee Stock Purchase Plan, can be perceived as a positive signal of management's confidence in the company's future prospects. Dispositions for tax purposes are common and generally do not significantly impact shareholder sentiment.

Key Dates

Recommendation

This Form 4 details routine insider transactions, including acquisitions through an employee stock purchase plan and dispositions for tax purposes. While the ESPP acquisitions show continued insider confidence, the overall activity does not present new information significant enough to alter an investment thesis. Therefore, a 'hold' recommendation is appropriate as these transactions are largely administrative and do not indicate a fundamental shift in the company's prospects.

Keywords

Union Pacific, UNP, Insider Transaction, Form 4, Stock Ownership, Kenyatta G. Rocker, Employee Stock Purchase Plan, Common Stock