UNP 10-K Annual Report Dec. 31, 2023 | Alphaminr
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UNP 10-K Fiscal year ended Dec. 31, 2023

Balance Sheet
Cash Flow
Income Statement
Debt
UNION PACIFIC CORP
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TABLE OF CONTENTS
Part IItem 1. BusinessItem 1A. Risk FactorsItem 1B. Unresolved Staff CommentsItem 1C. CybersecurityItem 2. PropertiesItem 3. Legal ProceedingsItem 4. Mine Safety DisclosuresPart IIItem 5. Market For The Registrant S Common Equity, Related Stockholder Matters, and Issuer Purchases Of Equity SecuritiesItem 6. [reserved]Item 7. Management S Discussion and Analysis Of Financial Condition and Results Of OperationsItem 7A. Quantitative and Qualitative Disclosures About Market RiskItem 8. Financial Statements and Supplementary DataItem 9. Changes in and Disagreements with Accountants on Accounting and Financial DisclosureItem 9A. Controls and ProceduresItem 9B. Other InformationItem 9C. Disclosure Regarding Foreign Jurisdictions That Prevent InspectionsPart IIIItem 10. Directors, Executive Officers, and Corporate GovernanceItem 11. Executive CompensationItem 12. Security Ownership Of Certain Beneficial Owners and Management and Related Stockholder MattersItem 13. Certain Relationships and Related Transactions, and Director IndependenceItem 14. Principal Accountant Fees and ServicesPart IVItem 15. Exhibit and Financial Statement SchedulesItem 16. Form 10-k Summary

Exhibits

3(a) Restated Articles of Incorporation of UPC, as amended and restated through June 27, 2011, and as further amended May 15, 2014, are incorporated herein by reference to Exhibit 3(a) to the Corporations Quarterly Report on Form 10-Q for the quarter ended June 30, 2014. 3(b) By-Laws of UPC, as amended, effective November 19, 2015, are incorporated herein by reference to Exhibit 3.2 to the Corporations Current Report on Form 8-K dated November 19, 2015. 4(a) Description of securities registered under Section 12 of the Exchange Act is incorporated herein by reference to Exhibit 4(a) to the Corporations Annual Report on Form 10-K for the year ended December 31, 2019. 4(d) Form of 4.750% Note due 2026 is incorporated by reference to Exhibit 4.1 to the Corporations Current Report on Form 8-K dated February 21, 2023. 4(e) Form of 4.950% Note due 2053 is incorporated by reference to Exhibit 4.2 to the Corporations Current Report on Form 8-K dated February 21. 2023. 10(f) Transition and Separation Agreement between the Corporation, the Railroad and Lance M. Fritz dated August 11, 2023, is incorporated by reference to Exhibit 10.1 to the Corporations Current Report on Form 8-K dated August 11, 2023. 10(g) Union Pacific Corporation Key Employee Continuity Plan, as amended December 10, 2021, is incorporated herein by reference to Exhibit 10(c) to the Corporation's Annual Report on Form 10-K for the year ended December 31, 2021. 10(h) Supplemental Thrift Plan (409A Grandfathered Component) of Union Pacific Corporation, as amended March 1, 2013, is incorporated herein by reference to Exhibit 10(d) to the Corporations Quarterly Report on Form 10-Q for the quarter ended March 31, 2013. 10(i) Supplemental Thrift Plan (409A Non-Grandfathered Component) of Union Pacific Corporation, as amended January 1, 2018, is incorporated herein by reference to Exhibit 10(d) to the Corporations Annual Report on Form 10-K for the year ended December 31, 2017. 10(j) Supplemental Pension Plan for Officers and Managers (409A Grandfathered Component) of Union Pacific Corporation and Affiliates, as amended February 1, 2013, and March 1, 2013 is incorporated herein by reference to Exhibit 10(f) to the Corporations Quarterly Report on Form 10-Q for the quarter ended March 31, 2013. 10(k) Deferred Compensation Plan (409A Grandfathered Component) of Union Pacific Corporation, as amended March 1, 2013, is incorporated herein by reference to Exhibit 10(b) to the Corporations Quarterly Report on Form 10-Q for the quarter ended March 31, 2013. 10(l) Deferred Compensation Plan (409A Non-Grandfathered Component) of Union Pacific Corporation, as amended December 9, 2020, is incorporated herein by reference toExhibit 10(c) to the Corporations Annual Report on Form 10-K for the year endedDecember 31, 2020. 10(m) Union Pacific Corporation 2000 Directors Plan, effective as of April 21, 2000, as amended November 16, 2006, January 30, 2007 and January 1, 2009 is incorporated herein by reference to Exhibit 10(j) to the Corporations Annual Report on Form 10-K for the year ended December 31, 2008. 10(n) Union Pacific Corporation Stock Unit Grant and Deferred Compensation Plan for the Board of Directors (409A Non-Grandfathered Component), effective as of January 1, 2009 is incorporated herein by reference to Exhibit 10(k) to the Corporations Annual Report on Form 10-K for the year ended December 31, 2008. 10(o) Union Pacific Corporation Stock Unit Grant and Deferred Compensation Plan for the Board of Directors (409A Grandfathered Component), as amended and restated in its entirety, effective as of January 1, 2009 is incorporated herein by reference to Exhibit 10(l) to the Corporations Annual Report on Form 10-K for the year ended December 31, 2008. 10(p) Union Pacific Corporation 2013 Stock Incentive Plan, effective May 16, 2013, as amended effective as of January 1, 2020 is incorporated herein by reference to Exhibit 10(d) to the Corporations Annual Report on Form 10-K for the year ended December 31, 2019. 10(q) Union Pacific Corporation Executive Incentive Plan, effective May 5, 2005, amended and restated effective January 1, 2020 is incorporated herein by reference to Exhibit 10(e) to the Corporations Annual Report on Form 10-K for the year ended December 31, 2019. 10(r) Union Pacific Corporation 2021 Stock Incentive Plan, effective as of May 13, 2021 is incorporated by reference to Exhibit 99.1 to the Corporation's Form S-8 dated May 25, 2021. 10(v) Form of Non-Qualified Stock Option Agreement for Executives is incorporated herein by reference to Exhibit 10(c) to the Corporations Annual Report on Form 10-K for the year ended December 31, 2013. 10(w) Form of 2021Long Term Plan Stock Unit Agreement is incorporated herein by reference to Exhibit 10(a) to the Corporations Annual Report on Form 10-K for the year ended December 31, 2020. 10(x) Form of 2022Long Term Plan Stock Unit Agreement is incorporated herein by reference to Exhibit 10(a) to the Corporations Annual Report on Form 10-K for the year ended December 31, 2021. 10(y) Form of 2023 Long Term Plan Stock Unit Agreement is incorporated herein by reference to Exhibit 10(a) to the Corporations Annual Report on Form 10-K for the year ended December 31, 2022. 10(z) Executive Incentive Plan (2005) -Deferred Compensation Program, dated December 21, 2005 is incorporated herein by reference to Exhibit 10(g) to the Corporations Annual Report on Form 10-K for the year ended December 31, 2005. 97 Union Pacific Corporation Policy for Recoupment of Certain Compensation, amended and restated effective October 2, 2023, is incorporated by reference to Exhibit 10(a) to the Corporation Quarterly Report on Form 10-Q for the quarter ended September 30, 2023.