UNION PACIFIC CORP. 2023-2024 Proxy Voting Records

Description as filed by funds: Election of Directors: William J. DeLaney

UNION PACIFIC CORP.’s own tally for this item (“Elect Director: William J. DeLaney”): 457,206,390 for, 14,156,808 against, per its Form 8-K filed May 10, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “Proposal 1 – Election of Directors The Shareholders elected each of the following directors to serve a term of one year, ending at the time of the next Annual Meeting of Shareholders in 2025 (or until a successor is elected) pursuant to the By-Laws of the Company and the applicable laws of the Stat…”
Support: 97% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 233 asset managers below reported 184,015,398 for, 22,442 against, 21,397 abstained, 2,054 not voted.

Showing the 25 largest of 233 asset managers. See all 233 in the interactive database.

Description as filed by funds: Election of Directors: David B. Dillon

UNION PACIFIC CORP.’s own tally for this item (“Elect Director: David B. Dillon”): 459,431,600 for, 11,951,347 against, per its Form 8-K filed May 10, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “Proposal 1 – Election of Directors The Shareholders elected each of the following directors to serve a term of one year, ending at the time of the next Annual Meeting of Shareholders in 2025 (or until a successor is elected) pursuant to the By-Laws of the Company and the applicable laws of the Stat…”
Support: 97% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 233 asset managers below reported 183,865,499 for, 125,438 against, 21,396 abstained, 2,054 not voted, 47,077 unknown.

Showing the 25 largest of 233 asset managers. See all 233 in the interactive database.

Description as filed by funds: Election of Directors: Sheri H. Edison

UNION PACIFIC CORP.’s own tally for this item (“Elect Director: Sheri H. Edison”): 458,758,981 for, 12,675,988 against, per its Form 8-K filed May 10, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “Proposal 1 – Election of Directors The Shareholders elected each of the following directors to serve a term of one year, ending at the time of the next Annual Meeting of Shareholders in 2025 (or until a successor is elected) pursuant to the By-Laws of the Company and the applicable laws of the Stat…”
Support: 97% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 233 asset managers below reported 182,450,712 for, 1,587,181 against, 21,396 abstained, 2,054 not voted.

Showing the 25 largest of 233 asset managers. See all 233 in the interactive database.

Description as filed by funds: Election of Directors: Teresa M. Finley

UNION PACIFIC CORP.’s own tally for this item (“Elect Director: Teresa M. Finley”): 469,020,825 for, 2,420,043 against, per its Form 8-K filed May 10, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “Proposal 1 – Election of Directors The Shareholders elected each of the following directors to serve a term of one year, ending at the time of the next Annual Meeting of Shareholders in 2025 (or until a successor is elected) pursuant to the By-Laws of the Company and the applicable laws of the Stat…”
Support: 99.4% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 233 asset managers below reported 184,033,816 for, 4,061 against, 21,395 abstained, 2,054 not voted.

Showing the 25 largest of 233 asset managers. See all 233 in the interactive database.

Description as filed by funds: Election of Directors: Deborah C. Hopkins

UNION PACIFIC CORP.’s own tally for this item (“Elect Director: Deborah C. Hopkins”): 462,343,313 for, 9,091,742 against, per its Form 8-K filed May 10, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “Proposal 1 – Election of Directors The Shareholders elected each of the following directors to serve a term of one year, ending at the time of the next Annual Meeting of Shareholders in 2025 (or until a successor is elected) pursuant to the By-Laws of the Company and the applicable laws of the Stat…”
Support: 98% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 233 asset managers below reported 184,007,969 for, 21,013 against, 30,410 abstained, 2,054 not voted.

Showing the 25 largest of 233 asset managers. See all 233 in the interactive database.

Description as filed by funds: Election of Directors: Michael R. McCarthy

UNION PACIFIC CORP.’s own tally for this item (“Elect Director: Michael R. McCarthy”): 445,575,486 for, 25,851,467 against, per its Form 8-K filed May 10, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “Proposal 1 – Election of Directors The Shareholders elected each of the following directors to serve a term of one year, ending at the time of the next Annual Meeting of Shareholders in 2025 (or until a successor is elected) pursuant to the By-Laws of the Company and the applicable laws of the Stat…”
Support: 95% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 233 asset managers below reported 182,315,206 for, 1,675,631 against, 21,392 abstained, 2,054 not voted, 47,077 unknown.

Showing the 25 largest of 233 asset managers. See all 233 in the interactive database.

Description as filed by funds: Election of Directors: Doyle R. Simons

UNION PACIFIC CORP.’s own tally for this item (“Elect Director: Doyle R. Simons”): 469,000,988 for, 2,241,962 against, per its Form 8-K filed May 10, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “Proposal 1 – Election of Directors The Shareholders elected each of the following directors to serve a term of one year, ending at the time of the next Annual Meeting of Shareholders in 2025 (or until a successor is elected) pursuant to the By-Laws of the Company and the applicable laws of the Stat…”
Support: 99.5% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 233 asset managers below reported 184,037,768 for, 198 against, 21,408 abstained, 2,054 not voted.

Showing the 25 largest of 233 asset managers. See all 233 in the interactive database.

Description as filed by funds: Election of Directors: John K. Tien, Jr.

UNION PACIFIC CORP.’s own tally for this item (“Elect Director: John K. Tien, Jr.”): 468,767,113 for, 2,479,143 against, per its Form 8-K filed May 10, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “Proposal 1 – Election of Directors The Shareholders elected each of the following directors to serve a term of one year, ending at the time of the next Annual Meeting of Shareholders in 2025 (or until a successor is elected) pursuant to the By-Laws of the Company and the applicable laws of the Stat…”
Support: 99.4% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 233 asset managers below reported 184,037,715 for, 217 against, 21,408 abstained, 2,054 not voted.

Showing the 25 largest of 233 asset managers. See all 233 in the interactive database.

Description as filed by funds: Election of Directors: John P. Wiehoff

UNION PACIFIC CORP.’s own tally for this item (“Elect Director: John P. Wiehoff”): 469,084,633 for, 2,148,357 against, per its Form 8-K filed May 10, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “Proposal 1 – Election of Directors The Shareholders elected each of the following directors to serve a term of one year, ending at the time of the next Annual Meeting of Shareholders in 2025 (or until a successor is elected) pursuant to the By-Laws of the Company and the applicable laws of the Stat…”
Support: 99.5% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 233 asset managers below reported 184,037,725 for, 189 against, 21,409 abstained, 2,054 not voted.

Showing the 25 largest of 233 asset managers. See all 233 in the interactive database.

Description as filed by funds: Election of Directors: Christopher J. Williams

UNION PACIFIC CORP.’s own tally for this item (“Elect Director: Christopher J. Williams”): 458,981,814 for, 12,287,586 against, per its Form 8-K filed May 10, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “Proposal 1 – Election of Directors The Shareholders elected each of the following directors to serve a term of one year, ending at the time of the next Annual Meeting of Shareholders in 2025 (or until a successor is elected) pursuant to the By-Laws of the Company and the applicable laws of the Stat…”
Support: 97% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 233 asset managers below reported 177,665,305 for, 6,372,716 against, 21,406 abstained, 2,054 not voted.

Showing the 25 largest of 233 asset managers. See all 233 in the interactive database.

Description as filed by funds: Election of Directors: Jane H. Lute

UNION PACIFIC CORP.’s own tally for this item (“Elect Director: Jane H. Lute”): 462,257,771 for, 9,221,866 against, per its Form 8-K filed May 10, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “Proposal 1 – Election of Directors The Shareholders elected each of the following directors to serve a term of one year, ending at the time of the next Annual Meeting of Shareholders in 2025 (or until a successor is elected) pursuant to the By-Laws of the Company and the applicable laws of the Stat…”
Support: 98% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 232 asset managers below reported 183,915,822 for, 120,159 against, 21,392 abstained, 2,054 not voted.

Showing the 25 largest of 232 asset managers. See all 232 in the interactive database.

Description as filed by funds: Election of Directors: V. James Vena

UNION PACIFIC CORP.’s own tally for this item (“Elect Director: V. James Vena”): 468,628,593 for, 2,760,475 against, per its Form 8-K filed May 10, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “Proposal 1 – Election of Directors The Shareholders elected each of the following directors to serve a term of one year, ending at the time of the next Annual Meeting of Shareholders in 2025 (or until a successor is elected) pursuant to the By-Laws of the Company and the applicable laws of the Stat…”
Support: 99.4% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 232 asset managers below reported 184,026,611 for, 9,263 against, 21,396 abstained, 2,054 not voted.

Showing the 25 largest of 232 asset managers. See all 232 in the interactive database.

Description as filed by funds: An advisory vote to approve executive compensation ("Say On Pay").

UNION PACIFIC CORP.’s own tally for this item (“3. Advisory Vote on Executive Compensation ( " Say on Pay " )”): 448,487,420 for, 20,318,864 against — passed, per its Form 8-K filed May 10, 2024 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Proposal 3 – Advisory Vote on Executive Compensation ( " Say on Pay " ) The Shareholders approved, on an advisory (non-binding) basis, the compensation of the Company's Named Executive Officers, by the following count:”
Support: 96% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

Also reported under other wordings, matched to the same row of UNION PACIFIC CORP.’s official tally and shown with their own fund figures; their managers are not in the figures or the table on this card: “Section 14a Executive Compensation” (24 managers, Fund and manager reports combined; may count the same shares twice; no share total shown); “Compensation” (2 managers, 7,004 for).

Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice).

Fund voting reports, all 222 managers: 183,769,506 for, 45,558 against, 41,416 abstained, 2,054 not voted. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports, all 1,233 managers: 288,055,682 for, 13,369,078 against, 59 withheld, 533,668 abstained, 85,498 not voted, 26,095 unknown. Showing the 25 largest; see all in the interactive database.

Description as filed by funds: Ratification of the appointment of Deloitte & Touche LLP as the independent registered public accounting firm of the Company for 2024.

UNION PACIFIC CORP.’s own tally for this item (“2. Ratification of Appointment of Deloitte & Touche LLP as Independent Registered Public Accounting Firm for the Year Ending December 31, 2024 The Shareholders voted for the ratification of the appointment of Deloitte & ”): 502,720,319 for, 30,181,546 against, per its Form 8-K filed May 10, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 94% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 237 asset managers below reported 183,581,856 for, 427,645 against, 24,007 abstained, 2,054 not voted, 47,077 unknown.

Showing the 25 largest of 237 asset managers. See all 237 in the interactive database.

Description as filed by funds: Shareholder proposal requesting adoption of a policy limiting severance payments.

UNION PACIFIC CORP.’s own tally for this item (“4. Shareholder Proposal Requesting Adoption of a Policy Limiting Severance Payments A shareholder of the Company submitted a proposal requesting the Board of Directors adopt a policy limiting severance payments, if prope”): 29,828,975 for, 440,962,166 against — failed, per its Form 8-K filed May 10, 2024 (Item 5.07).

Reported outcome: Not approved, in the filing’s own words: “The Shareholders voted against Proposal 4 by the following count:”
Support: 6% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

Also reported under other wordings, matched to the same row of UNION PACIFIC CORP.’s official tally and shown with their own fund figures; their managers are not in the figures or the table on this card: “Submit Severance Agreement (Change-in-Control) to Shareholder Vote” (17 managers, Fund and manager reports combined; may count the same shares twice; no share total shown).

The 247 asset managers below reported 1,905,875 for, 168,016,190 against, 23,923 abstained, 2,054 not voted, 369 unknown.

Showing the 25 largest of 247 asset managers. See all 247 in the interactive database.

Description as filed by funds: Shareholder proposal requesting an amendment to the Safety and Service Quality Committee's charter to review staffing levels and confer on safety issues with stakeholders.

UNION PACIFIC CORP.’s own tally for this item (“5. Shareholder Proposal Requesting an Amendment to the Safety and Service Quality Committee ' s Charter to Review Staffing Levels and Confer on Safety Issues with Stakeholders A shareholder of the Company submitted a pro”): 34,152,574 for, 431,916,634 against — failed, per its Form 8-K filed May 10, 2024 (Item 5.07).

Reported outcome: Not approved, in the filing’s own words: “The Shareholders voted against Proposal 5 by the following count:”
Support: 7% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 234 asset managers below reported 1,286,202 for, 182,718,081 against, 30,012 abstained, 2,554 not voted, 39,742 unknown.

Showing the 25 largest of 234 asset managers. See all 234 in the interactive database.