UNION PACIFIC CORP
For the period ended May 8, 2025. Filed Mar 25, 2025.
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What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.
May 8, 2025 · Filed Mar 25, 2025
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a)
of the Securities Exchange Act of 1934
(Amendment No. )
Filed by the Registrant ☒
Filed by a Party other than the Registrant ☐
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| ☐ | Preliminary Proxy Statement |
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| ☐ | Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
| ☒ | Definitive Proxy Statement |
| ☐ | Definitive Additional Materials |
| ☐ | Soliciting Material Pursuant to §240.14a-12 |
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| ☒ | No fee required. |
| ☐ | Fee paid previously with preliminary materials. |
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Union Pacific Corporation 1400 Douglas Street, 19th Floor Omaha, NE 68179
March 25, 2025
NOTICE OF
ANNUAL MEETING OF SHAREHOLDERS
DateThursday May 8, 2025
Time7:00 A.M. Central Daylight Time
Placevia live audio webcast at www.virtualshareholdermeeting.com/UNP2025
Record DateMarch 14, 2025 Close of Business
Your vote is very important. New York Stock Exchange rules provide that if your shares are held by a broker, your broker is NOT permitted to vote your shares on most matters presented at the Annual Meeting, including the election of directors, and may elect not to vote your shares at all, unless you provide voting instructions to your broker. We strongly encourage you to submit your proxy card to your broker or utilize your broker’s telephone or internet voting services (if available) and exercise your right to vote as a shareholder.
To Shareholders:
The 2025 Annual Meeting of Shareholders (the Annual Meeting) of Union Pacific Corporation (the Company) will be held at 7:00 A.M., Central Daylight Time, on Thursday, May 8, 2025, via live audio webcast at www.virtualshareholdermeeting.com/UNP2025 for the following purposes:
| 1 | To elect the eleven directors named in the Proxy Statement, each to serve for a term of one year or until his or her successor is elected and qualified; |
| 2 | To ratify the appointment of Deloitte & Touche LLP as the independent registered public accounting firm of the Company for 2025; |
| 3 | To approve, by non-binding vote, the compensation of the Company’s Named Executive Officers; |
| 4 | To consider and vote upon one shareholder proposal if properly presented at the Annual Meeting; and |
| To transact such other businesses as may properly come before the Annual Meeting. |
Only shareholders of record at the close of business on March 14, 2025, are entitled to notice of, and to vote at, the Annual Meeting. This Proxy Statement and the accompanying proxy card are being distributed and made available to shareholders of the Company on March 25, 2025.
You may listen to the live audio webcast of the Annual Meeting via the Internet at www.virtualshareholdermeeting.com/UNP2025. Instructions on how to participate in the Annual Meeting via live audio webcast are described in the accompanying Proxy Statement and posted at www.virtualshareholdermeeting.com/UNP2025.
Craig V. Richardson
Executive Vice President,
Chief Legal Officer and
Corporate Secretary
PROXY STATEMENT
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.