UNION PACIFIC CORP — Director's Dealing 2022

Feb 4, 2022

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: UNION PACIFIC CORP (UNP)
CIK: 0000100885
Period of Report: 2022-02-03

Reporting Person: Whited Elizabeth F (EVP SUSTAINABILITY & STRATEGY)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2022-02-03	Common Stock	A	8596	$0.0	Acquired	44864.5852	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2022-02-03	Non-Qualified Stock Option (right to buy)	$244.35	A	13485	Acquired	2032-02-03	Common Stock (13485)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	11241.0147	Indirect
Common Stock	35640	Indirect

Footnotes

F1: Performance 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.

F2: Represents 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.

F3: This option becomes exercisable in three equal installments starting one year from the grant date.