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UNION PACIFIC CORP. 2024-2025 Proxy Voting Records

Compiled from SEC Form N-PX filings and UNION PACIFIC CORP.’s Form 8-K, filed May 9, 2025 (Item 5.07 on EDGAR). Page generated October 14, 2026.

14Ballot items
1,524Asset managers
18,466Fund votes
May 8, 2025Meeting date

Results at a glance

Meeting of May 8, 2025: 14 items on UNION PACIFIC CORP.’s Form 8-K, filed May 9, 2025: 11 elected · 1 approved · 1 not approved · 1 without a stated outcome.

Material dissent

None.

Material dissent: a director nominee under 80% of the votes cast, say-on-pay under 70%, any other item the board put forward under 80%, or a shareholder proposal with more than 50%, on the company’s own Form 8-K tally. How this is decided

Proxy season: 2023-2024 2024-2025 2025-2026

Explore UNION PACIFIC CORP. in the interactive database Compare manager voting policies

Official 2024-2025 meeting results reported by UNION PACIFIC CORP.

These tallies are UNION PACIFIC CORP.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed May 9, 2025 (Item 5.07, “Submission of Matters to a Vote of Security Holders”). They cover every share voted at the meeting, not just the funds that file Form N-PX.

UNION PACIFIC CORP. — official shareholder meeting results, meeting held May 8, 2025
Ballot item	For	Against	Abstain	Withheld	Broker non-votes	Support (of votes cast)	Reported outcome	Voting standard
Elect Director: David B. Dillon	450,242,676	17,380,611	688,351	--	60,433,607	96%	Elected	—
Elect Director: Sheri H. Edison	460,881,949	6,832,955	596,734	--	60,433,607	99%	Elected	—
Elect Director: Teresa M. Finley	465,200,198	2,532,278	579,162	--	60,433,607	99.4%	Elected	—
Elect Director: Deborah C. Hopkins	461,845,351	5,843,442	622,845	--	60,433,607	99%	Elected	—
Elect Director: Jane H. Lute	462,703,764	4,744,418	863,456	--	60,433,607	99%	Elected	—
Elect Director: Michael R. McCarthy	448,028,387	19,627,889	655,362	--	60,433,607	96%	Elected	—
Elect Director: Doyle R. Simons	460,024,306	7,610,249	677,083	--	60,433,607	98%	Elected	—
Elect Director: John K. Tien, Jr.	464,763,520	2,939,115	609,003	--	60,433,607	99.3%	Elected	—
Elect Director: V. James Vena	465,150,515	2,474,488	686,635	--	60,433,607	99.4%	Elected	—
Elect Director: John P. Wiehoff	464,925,020	2,714,692	671,926	--	60,433,607	99.4%	Elected	—
Elect Director: Christopher J. Williams	464,647,641	2,942,907	721,090	--	60,433,607	99.3%	Elected	—
2. Ratification of Appointment of Deloitte & Touche LLP as Independent Registered Public Accounting Firm for the Year Ending December 31, 2025 The Shareholders voted for the ratification of the appointment of Deloitte & Touche LLP as the Company's independent	498,703,418	29,253,506	788,321	--	--	94%	Not verified	—
3. Advisory Vote to Approve Executive Compensation ("Say on Pay")	437,800,732	27,943,427	2,567,479	--	60,433,607	94%	Approved	—
4. Shareholder Proposal Requesting an Amended Clawback Policy A shareholder of the Company submitted a proposal requesting the Board of Directors adopt an amended clawback policy, if properly presented at the meeting	34,840,649	429,453,939	4,017,050	--	60,433,607	8%	Not approved	—

Source: UNION PACIFIC CORP., Form 8-K, filed with the SEC on May 9, 2025 — read the filing on EDGAR.

How asset managers voted at the UNION PACIFIC CORP. 2024-2025 meeting

Each item below shows how the 1,524 asset managers that disclosed a UNION PACIFIC CORP. vote in their SEC Form N-PX filings actually voted. Share totals are the shares those managers' funds voted, summed across every fund they report.

1. Elect Director: David B. Dillon

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 7 wordings of this item as funds reported it.

96% Majority: yes · of votes cast

FOR 96%

FOR: 450,242,676AGAINST: 17,380,611

Details: description as filed, official tally, votes by 241 asset managers

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”): 450,242,676 for, 17,380,611 against, per its Form 8-K filed May 9, 2025 (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 2026 (or until a successor is elected) pursuant to the By-Laws of the Company and the applicable laws of the Stat…”
Support: 96% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 241 asset managers below reported 182,343,714 for, 447,109 against, 14,161 abstained, 36,019 unknown.

FOR

FOR: 182,343,714AGAINST: 447,109ABSTAIN: 14,161UNKNOWN: 36,019

Largest asset managers voting on “Election of Directors: David B. Dillon” at UNION PACIFIC CORP., 2024-2025
Asset manager	For	Against	Abstain	Vote
Vanguard	62,353,079	16	1	For
Capital Group	19,073,425	0	0	For
Fidelity	16,033,923	0	0	For
BlackRock	15,341,919	0	0	For
JPMorgan	8,197,192	0	0	For
MFS	5,212,928	0	0	For
State Street	4,956,903	76	0	For
Columbia Threadneedle	4,464,842	0	0	For
Franklin Custodian Funds	3,881,039	0	0	For
Charles Schwab	3,626,343	0	0	For
TIAA	3,434,035	0	0	For
T. Rowe Price	3,283,928	0	0	For
Dimensional	2,586,259	0	0	For
Invesco	2,499,266	0	0	For
Legg Mason	1,870,721	0	0	For
INVESTMENT CO OF AMERICA	1,601,705	0	0	For
Prudential/PGIM	1,322,621	0	0	For
Global X	1,152,923	0	0	For
American Century	1,141,532	0	0	For
Jackson National	978,403	0	0	For
DIAMOND HILL FUNDS	958,964	0	0	For
MASTER INVESTMENT PORTFOLIO	951,442	0	0	For
WisdomTree	894,291	0	0	For
Victory Capital	724,141	0	0	For
Brighthouse	699,531	0	14,106	For

Showing the 25 largest of 241 asset managers. See all 241 in the interactive database.

2. Elect Director: Sheri H. Edison

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 7 wordings of this item as funds reported it.

99% Majority: yes · of votes cast

FOR 99%

FOR: 460,881,949AGAINST: 6,832,955

Details: description as filed, official tally, votes by 241 asset managers

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”): 460,881,949 for, 6,832,955 against, per its Form 8-K filed May 9, 2025 (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 2026 (or until a successor is elected) pursuant to the By-Laws of the Company and the applicable laws of the Stat…”
Support: 99% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 241 asset managers below reported 182,606,873 for, 183,953 against, 14,158 abstained, 36,019 unknown.

FOR

FOR: 182,606,873AGAINST: 183,953ABSTAIN: 14,158UNKNOWN: 36,019

Largest asset managers voting on “Election of Directors: Sheri H. Edison” at UNION PACIFIC CORP., 2024-2025
Asset manager	For	Against	Abstain	Vote
Vanguard	62,353,089	5	1	For
Capital Group	19,073,425	0	0	For
Fidelity	16,033,923	0	0	For
BlackRock	15,341,919	0	0	For
JPMorgan	8,197,192	0	0	For
MFS	5,212,928	0	0	For
State Street	4,956,979	0	0	For
Columbia Threadneedle	4,464,842	0	0	For
Franklin Custodian Funds	3,881,039	0	0	For
Charles Schwab	3,626,343	0	0	For
TIAA	3,434,035	0	0	For
T. Rowe Price	3,283,928	0	0	For
Dimensional	2,586,259	0	0	For
Invesco	2,499,266	0	0	For
Legg Mason	1,870,721	0	0	For
INVESTMENT CO OF AMERICA	1,601,705	0	0	For
Prudential/PGIM	1,322,621	0	0	For
Global X	1,152,923	0	0	For
American Century	1,141,532	0	0	For
Jackson National	978,403	0	0	For
DIAMOND HILL FUNDS	958,964	0	0	For
MASTER INVESTMENT PORTFOLIO	951,442	0	0	For
WisdomTree	894,291	0	0	For
Victory Capital	724,141	0	0	For
Brighthouse	699,531	0	14,106	For

Showing the 25 largest of 241 asset managers. See all 241 in the interactive database.

3. Elect Director: Teresa M. Finley

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 8 wordings of this item as funds reported it.

99.4% Majority: yes · of votes cast

FOR 99.4%

FOR: 465,200,198AGAINST: 2,532,278

Details: description as filed, official tally, votes by 241 asset managers

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”): 465,200,198 for, 2,532,278 against, per its Form 8-K filed May 9, 2025 (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 2026 (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 241 asset managers below reported 182,826,506 for, 190 against, 14,157 abstained, 150 unknown.

FOR

FOR: 182,826,506AGAINST: 190ABSTAIN: 14,157UNKNOWN: 150

Largest asset managers voting on “Election of Directors: Teresa M. Finley” at UNION PACIFIC CORP., 2024-2025
Asset manager	For	Against	Abstain	Vote
Vanguard	62,353,092	2	1	For
Capital Group	19,073,425	0	0	For
Fidelity	16,033,923	0	0	For
BlackRock	15,341,919	0	0	For
JPMorgan	8,197,192	0	0	For
MFS	5,212,928	0	0	For
State Street	4,956,979	0	0	For
Columbia Threadneedle	4,464,842	0	0	For
Franklin Custodian Funds	3,881,039	0	0	For
Charles Schwab	3,626,343	0	0	For
TIAA	3,434,035	0	0	For
T. Rowe Price	3,283,928	0	0	For
Dimensional	2,586,259	0	0	For
Invesco	2,499,266	0	0	For
Legg Mason	1,870,721	0	0	For
INVESTMENT CO OF AMERICA	1,601,705	0	0	For
Prudential/PGIM	1,322,621	0	0	For
Global X	1,152,923	0	0	For
American Century	1,141,532	0	0	For
Jackson National	978,403	0	0	For
DIAMOND HILL FUNDS	958,964	0	0	For
MASTER INVESTMENT PORTFOLIO	951,442	0	0	For
WisdomTree	894,291	0	0	For
Victory Capital	724,141	0	0	For
Brighthouse	699,531	0	14,106	For

Showing the 25 largest of 241 asset managers. See all 241 in the interactive database.

4. Elect Director: Deborah C. Hopkins

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 8 wordings of this item as funds reported it.

99% Majority: yes · of votes cast

FOR 99%

FOR: 461,845,351AGAINST: 5,843,442

Details: description as filed, official tally, votes by 241 asset managers

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”): 461,845,351 for, 5,843,442 against, per its Form 8-K filed May 9, 2025 (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 2026 (or until a successor is elected) pursuant to the By-Laws of the Company and the applicable laws of the Stat…”
Support: 99% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 241 asset managers below reported 182,728,232 for, 48,934 against, 27,818 abstained, 36,019 unknown.

FOR

FOR: 182,728,232AGAINST: 48,934ABSTAIN: 27,818UNKNOWN: 36,019

Largest asset managers voting on “Election of Directors: Deborah C. Hopkins” at UNION PACIFIC CORP., 2024-2025
Asset manager	For	Against	Abstain	Vote
Vanguard	62,353,089	6	1	For
Capital Group	19,073,425	0	0	For
Fidelity	16,033,923	0	0	For
BlackRock	15,341,919	0	0	For
JPMorgan	8,197,192	0	0	For
MFS	5,212,928	0	0	For
State Street	4,956,979	0	0	For
Columbia Threadneedle	4,464,842	0	0	For
Franklin Custodian Funds	3,881,039	0	0	For
Charles Schwab	3,626,343	0	0	For
TIAA	3,434,035	0	0	For
T. Rowe Price	3,283,928	0	0	For
Dimensional	2,586,259	0	0	For
Invesco	2,499,266	0	0	For
Legg Mason	1,870,721	0	0	For
INVESTMENT CO OF AMERICA	1,601,705	0	0	For
Prudential/PGIM	1,322,621	0	0	For
Global X	1,152,923	0	0	For
American Century	1,141,532	0	0	For
Jackson National	978,403	0	0	For
DIAMOND HILL FUNDS	958,964	0	0	For
MASTER INVESTMENT PORTFOLIO	951,442	0	0	For
WisdomTree	894,291	0	0	For
Victory Capital	724,141	0	0	For
Brighthouse	699,531	0	14,106	For

Showing the 25 largest of 241 asset managers. See all 241 in the interactive database.

5. Elect Director: Jane H. Lute

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 7 wordings of this item as funds reported it.

99% Majority: yes · of votes cast

FOR 99%

FOR: 462,703,764AGAINST: 4,744,418

Details: description as filed, official tally, votes by 241 asset managers

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”): 462,703,764 for, 4,744,418 against, per its Form 8-K filed May 9, 2025 (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 2026 (or until a successor is elected) pursuant to the By-Laws of the Company and the applicable laws of the Stat…”
Support: 99% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 241 asset managers below reported 182,807,827 for, 18,844 against, 14,181 abstained, 150 unknown.

FOR

FOR: 182,807,827AGAINST: 18,844ABSTAIN: 14,181UNKNOWN: 150

Largest asset managers voting on “Election of Directors: Jane H. Lute” at UNION PACIFIC CORP., 2024-2025
Asset manager	For	Against	Abstain	Vote
Vanguard	62,353,091	3	1	For
Capital Group	19,073,425	0	0	For
Fidelity	16,033,923	0	0	For
BlackRock	15,341,919	0	0	For
JPMorgan	8,197,192	0	0	For
MFS	5,212,928	0	0	For
State Street	4,956,979	0	0	For
Columbia Threadneedle	4,464,842	0	0	For
Franklin Custodian Funds	3,881,039	0	0	For
Charles Schwab	3,626,343	0	0	For
TIAA	3,434,035	0	0	For
T. Rowe Price	3,283,928	0	0	For
Dimensional	2,586,259	0	0	For
Invesco	2,499,266	0	0	For
Legg Mason	1,870,721	0	0	For
INVESTMENT CO OF AMERICA	1,601,705	0	0	For
Prudential/PGIM	1,322,621	0	0	For
Global X	1,152,923	0	0	For
American Century	1,141,532	0	0	For
Jackson National	978,403	0	0	For
DIAMOND HILL FUNDS	958,964	0	0	For
MASTER INVESTMENT PORTFOLIO	951,442	0	0	For
WisdomTree	894,291	0	0	For
Victory Capital	724,141	0	0	For
Brighthouse	699,531	0	14,106	For

Showing the 25 largest of 241 asset managers. See all 241 in the interactive database.

6. Elect Director: Michael R. McCarthy

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 9 wordings of this item as funds reported it.

96% Majority: yes · of votes cast

FOR 96%

FOR: 448,028,387AGAINST: 19,627,889

Details: description as filed, official tally, votes by 241 asset managers

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”): 448,028,387 for, 19,627,889 against, per its Form 8-K filed May 9, 2025 (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.

The 241 asset managers below reported 182,556,455 for, 234,370 against, 14,159 abstained, 36,019 unknown.

FOR

FOR: 182,556,455AGAINST: 234,370ABSTAIN: 14,159UNKNOWN: 36,019

Largest asset managers voting on “Election of Directors: Michael R. McCarthy” at UNION PACIFIC CORP., 2024-2025
Asset manager	For	Against	Abstain	Vote
Vanguard	62,353,077	17	1	For
Capital Group	19,073,425	0	0	For
Fidelity	16,033,923	0	0	For
BlackRock	15,341,919	0	0	For
JPMorgan	8,197,192	0	0	For
MFS	5,212,928	0	0	For
State Street	4,956,903	76	0	For
Columbia Threadneedle	4,464,842	0	0	For
Franklin Custodian Funds	3,881,039	0	0	For
Charles Schwab	3,626,343	0	0	For
TIAA	3,434,035	0	0	For
T. Rowe Price	3,283,928	0	0	For
Dimensional	2,586,259	0	0	For
Invesco	2,499,266	0	0	For
Legg Mason	1,870,721	0	0	For
INVESTMENT CO OF AMERICA	1,601,705	0	0	For
Prudential/PGIM	1,322,621	0	0	For
Global X	1,152,923	0	0	For
American Century	1,141,532	0	0	For
Jackson National	978,403	0	0	For
DIAMOND HILL FUNDS	958,964	0	0	For
MASTER INVESTMENT PORTFOLIO	951,442	0	0	For
WisdomTree	894,291	0	0	For
Victory Capital	724,141	0	0	For
Brighthouse	699,531	0	14,106	For

Showing the 25 largest of 241 asset managers. See all 241 in the interactive database.

7. Elect Director: Doyle R. Simons

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 7 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%

FOR: 460,024,306AGAINST: 7,610,249

Details: description as filed, official tally, votes by 241 asset managers

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”): 460,024,306 for, 7,610,249 against, per its Form 8-K filed May 9, 2025 (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 2026 (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 241 asset managers below reported 182,759,258 for, 31,566 against, 14,160 abstained, 36,019 unknown.

FOR

FOR: 182,759,258AGAINST: 31,566ABSTAIN: 14,160UNKNOWN: 36,019

Largest asset managers voting on “Election of Directors: Doyle R. Simons” at UNION PACIFIC CORP., 2024-2025
Asset manager	For	Against	Abstain	Vote
Vanguard	62,353,087	8	1	For
Capital Group	19,073,425	0	0	For
Fidelity	16,033,923	0	0	For
BlackRock	15,341,919	0	0	For
JPMorgan	8,197,192	0	0	For
MFS	5,212,928	0	0	For
State Street	4,956,979	0	0	For
Columbia Threadneedle	4,464,842	0	0	For
Franklin Custodian Funds	3,881,039	0	0	For
Charles Schwab	3,626,343	0	0	For
TIAA	3,434,035	0	0	For
T. Rowe Price	3,283,928	0	0	For
Dimensional	2,586,259	0	0	For
Invesco	2,499,266	0	0	For
Legg Mason	1,870,721	0	0	For
INVESTMENT CO OF AMERICA	1,601,705	0	0	For
Prudential/PGIM	1,322,621	0	0	For
Global X	1,152,923	0	0	For
American Century	1,141,532	0	0	For
Jackson National	978,403	0	0	For
DIAMOND HILL FUNDS	958,964	0	0	For
MASTER INVESTMENT PORTFOLIO	951,442	0	0	For
WisdomTree	894,291	0	0	For
Victory Capital	724,141	0	0	For
Brighthouse	699,531	0	14,106	For

Showing the 25 largest of 241 asset managers. See all 241 in the interactive database.

8. Elect Director: John K. Tien, Jr.

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 8 wordings of this item as funds reported it.

99.3% Majority: yes · of votes cast

FOR 99.3%

FOR: 464,763,520AGAINST: 2,939,115

Details: description as filed, official tally, votes by 241 asset managers

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.”): 464,763,520 for, 2,939,115 against, per its Form 8-K filed May 9, 2025 (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 2026 (or until a successor is elected) pursuant to the By-Laws of the Company and the applicable laws of the Stat…”
Support: 99.3% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 241 asset managers below reported 182,826,466 for, 227 against, 14,160 abstained, 150 unknown.

FOR

FOR: 182,826,466AGAINST: 227ABSTAIN: 14,160UNKNOWN: 150

Largest asset managers voting on “Election of Directors: John K. Tien, Jr.” at UNION PACIFIC CORP., 2024-2025
Asset manager	For	Against	Abstain	Vote
Vanguard	62,353,092	3	1	For
Capital Group	19,073,425	0	0	For
Fidelity	16,033,923	0	0	For
BlackRock	15,341,919	0	0	For
JPMorgan	8,197,192	0	0	For
MFS	5,212,928	0	0	For
State Street	4,956,979	0	0	For
Columbia Threadneedle	4,464,842	0	0	For
Franklin Custodian Funds	3,881,039	0	0	For
Charles Schwab	3,626,343	0	0	For
TIAA	3,434,035	0	0	For
T. Rowe Price	3,283,928	0	0	For
Dimensional	2,586,259	0	0	For
Invesco	2,499,266	0	0	For
Legg Mason	1,870,721	0	0	For
INVESTMENT CO OF AMERICA	1,601,705	0	0	For
Prudential/PGIM	1,322,621	0	0	For
Global X	1,152,923	0	0	For
American Century	1,141,532	0	0	For
Jackson National	978,403	0	0	For
DIAMOND HILL FUNDS	958,964	0	0	For
MASTER INVESTMENT PORTFOLIO	951,442	0	0	For
WisdomTree	894,291	0	0	For
Victory Capital	724,141	0	0	For
Brighthouse	699,531	0	14,106	For

Showing the 25 largest of 241 asset managers. See all 241 in the interactive database.

9. Elect Director: V. James Vena

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 7 wordings of this item as funds reported it.

99.4% Majority: yes · of votes cast

FOR 99.4%

FOR: 465,150,515AGAINST: 2,474,488

Details: description as filed, official tally, votes by 241 asset managers

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”): 465,150,515 for, 2,474,488 against, per its Form 8-K filed May 9, 2025 (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 2026 (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 241 asset managers below reported 182,812,831 for, 13,860 against, 14,161 abstained, 150 unknown.

FOR

FOR: 182,812,831AGAINST: 13,860ABSTAIN: 14,161UNKNOWN: 150

Largest asset managers voting on “Election of Directors: V. James Vena” at UNION PACIFIC CORP., 2024-2025
Asset manager	For	Against	Abstain	Vote
Vanguard	62,353,092	2	1	For
Capital Group	19,073,425	0	0	For
Fidelity	16,033,923	0	0	For
BlackRock	15,341,919	0	0	For
JPMorgan	8,197,192	0	0	For
MFS	5,212,928	0	0	For
State Street	4,956,979	0	0	For
Columbia Threadneedle	4,464,842	0	0	For
Franklin Custodian Funds	3,881,039	0	0	For
Charles Schwab	3,626,343	0	0	For
TIAA	3,434,035	0	0	For
T. Rowe Price	3,283,928	0	0	For
Dimensional	2,586,259	0	0	For
Invesco	2,499,266	0	0	For
Legg Mason	1,870,721	0	0	For
INVESTMENT CO OF AMERICA	1,601,705	0	0	For
Prudential/PGIM	1,322,621	0	0	For
Global X	1,152,923	0	0	For
American Century	1,141,532	0	0	For
Jackson National	978,403	0	0	For
DIAMOND HILL FUNDS	958,964	0	0	For
MASTER INVESTMENT PORTFOLIO	951,442	0	0	For
WisdomTree	894,291	0	0	For
Victory Capital	724,141	0	0	For
Brighthouse	699,531	0	14,106	For

Showing the 25 largest of 241 asset managers. See all 241 in the interactive database.

10. Elect Director: John P. Wiehoff

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 7 wordings of this item as funds reported it.

99.4% Majority: yes · of votes cast

FOR 99.4%

FOR: 464,925,020AGAINST: 2,714,692

Details: description as filed, official tally, votes by 241 asset managers

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”): 464,925,020 for, 2,714,692 against, per its Form 8-K filed May 9, 2025 (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 2026 (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 241 asset managers below reported 182,824,406 for, 2,287 against, 14,160 abstained, 150 unknown.

FOR

FOR: 182,824,406AGAINST: 2,287ABSTAIN: 14,160UNKNOWN: 150

Largest asset managers voting on “Election of Directors: John P. Wiehoff” at UNION PACIFIC CORP., 2024-2025
Asset manager	For	Against	Abstain	Vote
Vanguard	62,353,092	3	1	For
Capital Group	19,073,425	0	0	For
Fidelity	16,033,923	0	0	For
BlackRock	15,341,919	0	0	For
JPMorgan	8,197,192	0	0	For
MFS	5,212,928	0	0	For
State Street	4,956,979	0	0	For
Columbia Threadneedle	4,464,842	0	0	For
Franklin Custodian Funds	3,881,039	0	0	For
Charles Schwab	3,626,343	0	0	For
TIAA	3,434,035	0	0	For
T. Rowe Price	3,283,928	0	0	For
Dimensional	2,586,259	0	0	For
Invesco	2,499,266	0	0	For
Legg Mason	1,870,721	0	0	For
INVESTMENT CO OF AMERICA	1,601,705	0	0	For
Prudential/PGIM	1,322,621	0	0	For
Global X	1,152,923	0	0	For
American Century	1,141,532	0	0	For
Jackson National	978,403	0	0	For
DIAMOND HILL FUNDS	958,964	0	0	For
MASTER INVESTMENT PORTFOLIO	951,442	0	0	For
WisdomTree	894,291	0	0	For
Victory Capital	724,141	0	0	For
Brighthouse	699,531	0	14,106	For

Showing the 25 largest of 241 asset managers. See all 241 in the interactive database.

11. Elect Director: Christopher J. Williams

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 8 wordings of this item as funds reported it.

99.3% Majority: yes · of votes cast

FOR 99.3%

FOR: 464,647,641AGAINST: 2,942,907

Details: description as filed, official tally, votes by 241 asset managers

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”): 464,647,641 for, 2,942,907 against, per its Form 8-K filed May 9, 2025 (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 2026 (or until a successor is elected) pursuant to the By-Laws of the Company and the applicable laws of the Stat…”
Support: 99.3% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 241 asset managers below reported 182,809,968 for, 3,064 against, 27,822 abstained, 150 unknown.

FOR

FOR: 182,809,968AGAINST: 3,064ABSTAIN: 27,822UNKNOWN: 150

Largest asset managers voting on “Election of Directors: Christopher J. Williams” at UNION PACIFIC CORP., 2024-2025
Asset manager	For	Against	Abstain	Vote
Vanguard	62,353,092	3	1	For
Capital Group	19,073,425	0	0	For
Fidelity	16,033,923	0	0	For
BlackRock	15,341,919	0	0	For
JPMorgan	8,197,192	0	0	For
MFS	5,212,928	0	0	For
State Street	4,956,979	0	0	For
Columbia Threadneedle	4,464,842	0	0	For
Franklin Custodian Funds	3,881,039	0	0	For
Charles Schwab	3,626,343	0	0	For
TIAA	3,434,035	0	0	For
T. Rowe Price	3,283,928	0	0	For
Dimensional	2,586,259	0	0	For
Invesco	2,499,266	0	0	For
Legg Mason	1,870,721	0	0	For
INVESTMENT CO OF AMERICA	1,601,705	0	0	For
Prudential/PGIM	1,322,621	0	0	For
Global X	1,152,923	0	0	For
American Century	1,141,532	0	0	For
Jackson National	978,403	0	0	For
DIAMOND HILL FUNDS	958,964	0	0	For
MASTER INVESTMENT PORTFOLIO	951,442	0	0	For
WisdomTree	894,291	0	0	For
Victory Capital	724,141	0	0	For
Brighthouse	699,531	0	14,106	For

Showing the 25 largest of 241 asset managers. See all 241 in the interactive database.

12. 3. Advisory Vote to Approve Executive Compensation ("Say on Pay")

Official result Fund totals may overlapSECTION 14A SAY-ON-PAY VOTESReported outcome: Approved

Combines 74 wordings of this item as funds reported it.

94% Approved · of votes cast

FOR 94%

FOR: 437,800,732AGAINST: 27,943,427

Details: description as filed, official tally, votes by 1,516 asset managers

Description as filed by funds: Approve, by non-binding vote, the compensation of the Company's Named Executive Officers ("Say on Pay").

UNION PACIFIC CORP.’s own tally for this item (“3. Advisory Vote to Approve Executive Compensation ("Say on Pay")”): 437,800,732 for, 27,943,427 against — passed, per its Form 8-K filed May 9, 2025 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Proposal 3 – Advisory Vote to Approve 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: 94% 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: “COMPENSATION” (3 managers, 4,901 for, 1,611 against).

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: 229 asset managers voting on “Approve, by non-binding vote, the compensation of the Company's Named Executive Officers ("Say on Pay").” at UNION PACIFIC CORP., 2024-2025
Asset manager	For	Against	Abstain	Vote
Vanguard	62,338,928	14,164	3	For
Capital Group	19,073,425	0	0	For
Fidelity	16,033,923	0	0	For
BlackRock	15,332,217	9,702	0	For
JPMorgan	8,197,192	0	0	For
MFS	5,212,928	0	0	For
State Street	4,956,384	595	0	For
Columbia Threadneedle	4,464,842	0	0	For
Franklin Custodian Funds	3,881,039	0	0	For
Charles Schwab	3,626,343	0	0	For
TIAA	3,434,035	0	0	For
T. Rowe Price	3,274,028	9,900	0	For
Dimensional	2,586,259	0	0	For
Invesco	2,499,266	0	0	For
Legg Mason	1,870,721	0	0	For
INVESTMENT CO OF AMERICA	1,601,705	0	0	For
Prudential/PGIM	1,322,621	0	0	For
Global X	1,152,923	0	0	For
American Century	1,141,532	0	0	For
Jackson National	978,403	0	0	For
DIAMOND HILL FUNDS	958,964	0	0	For
MASTER INVESTMENT PORTFOLIO	951,442	0	0	For
WisdomTree	894,291	0	0	For
Victory Capital	724,141	0	0	For
Brighthouse	699,531	0	14,106	For

Fund voting reports, all 229 managers: 181,943,128 for, 486,833 against, 34,114 abstained. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 1,326 asset managers voting on “Approve, by non-binding vote, the compensation of the Company's Named Executive Officers ("Say on Pay").” at UNION PACIFIC CORP., 2024-2025
Asset manager	For	Against	Vote
BlackRock	19,840,376	10,099	For
State Street	15,068,684	222,801	For
GEODE CAPITAL MANAGEMENT, LLC	14,859,420	0	For
JPMorgan	13,110,819	0	For
Capital Group	11,960,598	357	For
MASSACHUSETTS FINANCIAL SERVICES CO /MA/	9,554,237	0	For
Capital Research Global Investors	8,827,128	0	For
T. Rowe Price	7,652,273	62,109	For
UBS	6,534,446	54,416	For
Fisher Asset Management, LLC	6,178,598	0	For
Northern Trust	5,702,451	33,016	For
Wellington	5,357,486	0	For
Clearbridge Investments, LLC	4,718,174	12,169	For
FRANKLIN ADVISERS INC	4,415,036	0	For
CANADA PENSION PLAN INVESTMENT BOARD	4,305,888	0	For
Nuveen	4,189,876	0	For
Vanguard	4,027,350	0	For
Fidelity	3,930,356	0	For
Invesco	3,895,909	0	For
Charles Schwab	3,760,990	0	For
Legal & General Investment Management Ltd	131,923	3,418,519	Against
STATE FARM MUTUAL AUTOMOBILE INSURANCE CO	3,018,016	0	For
Amundi	0	2,835,079	Against
PARAMETRIC PORTFOLIO ASSOCIATES LLC	0	2,712,117	Against
MELLON INVESTMENTS Corp	2,593,035	0	For

Institutional-manager reports, all 1,326 managers: 269,041,014 for, 19,116,661 against, 699,864 abstained, 114,835 not voted, 44,010 unknown. Showing the 25 largest; see all in the interactive database.

13. 2. Ratification of Appointment of Deloitte & Touche LLP as Independent Registered Public Accounting Firm for the Year…

Outcome not verifiedAUDIT-RELATEDReported outcome: Not verified

Combines 11 wordings of this item as funds reported it.

94% Majority: yes · of votes cast

FOR 94%

FOR: 498,703,418AGAINST: 29,253,506

Details: description as filed, official tally, votes by 247 asset managers

Description as filed by funds: Ratification of the appointment of Deloitte & Touche LLP as the independent registered public accounting firm of the Company for 2025.

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, 2025 The Shareholders voted for the ratification of the appointment of Deloitte & ”): 498,703,418 for, 29,253,506 against, per its Form 8-K filed May 9, 2025 (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 247 asset managers below reported 182,357,670 for, 435,687 against, 16,782 abstained, 35,869 unknown.

FOR

FOR: 182,357,670AGAINST: 435,687ABSTAIN: 16,782UNKNOWN: 35,869

Largest asset managers voting on “Ratification of the appointment of Deloitte & Touche LLP as the independent registered public accounting firm ” at UNION PACIFIC CORP., 2024-2025
Asset manager	For	Against	Abstain	Vote
Vanguard	62,334,825	18,270	0	For
Capital Group	19,073,425	0	0	For
Fidelity	16,033,923	0	0	For
BlackRock	15,341,919	0	0	For
JPMorgan	8,197,192	0	0	For
MFS	5,212,928	0	0	For
State Street	4,956,903	76	0	For
Columbia Threadneedle	4,464,842	0	0	For
Franklin Custodian Funds	3,881,039	0	0	For
Charles Schwab	3,626,343	0	0	For
TIAA	3,434,035	0	0	For
T. Rowe Price	3,283,928	0	0	For
Dimensional	2,586,259	0	0	For
Invesco	2,499,266	0	0	For
Legg Mason	1,870,721	0	0	For
INVESTMENT CO OF AMERICA	1,601,705	0	0	For
Prudential/PGIM	1,322,621	0	0	For
Global X	1,139,739	13,184	0	For
American Century	1,141,532	0	0	For
Jackson National	947,469	30,934	0	For
DIAMOND HILL FUNDS	958,964	0	0	For
MASTER INVESTMENT PORTFOLIO	951,442	0	0	For
WisdomTree	894,291	0	0	For
Victory Capital	724,141	0	0	For
Brighthouse	695,001	4,530	14,106	For

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

14. 4. Shareholder Proposal Requesting an Amended Clawback Policy A shareholder of the Company submitted a proposal…

Official resultCOMPENSATIONReported outcome: Not approved

Combines 13 wordings of this item as funds reported it.

8% Not approved · of votes cast

8%AGAINST

FOR: 34,840,649AGAINST: 429,453,939

Details: description as filed, official tally, votes by 253 asset managers

Description as filed by funds: Shareholder proposal requesting an amended clawback policy if properly presented at the Annual Meeting.

UNION PACIFIC CORP.’s own tally for this item (“4. Shareholder Proposal Requesting an Amended Clawback Policy A shareholder of the Company submitted a proposal requesting the Board of Directors adopt an amended clawback policy, if properly presented at the meeting”): 34,840,649 for, 429,453,939 against — failed, per its Form 8-K filed May 9, 2025 (Item 5.07).

Reported outcome: Not approved, in the filing’s own words: “The Shareholders voted against Proposal 4 by the following count:”
Support: 8% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 253 asset managers below reported 8,062,346 for, 175,708,708 against, 280,639 abstained.

AGAINST

FOR: 8,062,346AGAINST: 175,708,708ABSTAIN: 280,639

Largest asset managers voting on “Shareholder proposal requesting an amended clawback policy if properly presented at the Annual Meeting.” at UNION PACIFIC CORP., 2024-2025
Asset manager	For	Against	Abstain	Vote
Vanguard	18,276	62,334,816	4	Against
Capital Group	0	19,073,425	0	Against
Fidelity	0	16,033,923	0	Against
BlackRock	12,096	15,329,823	0	Against
JPMorgan	0	8,197,192	0	Against
MFS	5,212,928	0	0	For
State Street	430	4,956,549	0	Against
Columbia Threadneedle	0	4,464,842	0	Against
Franklin Custodian Funds	0	3,881,039	0	Against
Charles Schwab	0	3,626,343	0	Against
TIAA	0	3,434,035	0	Against
T. Rowe Price	0	3,283,928	0	Against
Dimensional	0	2,586,259	0	Against
Invesco	0	2,499,266	0	Against
Legg Mason	0	1,870,721	0	Against
INVESTMENT CO OF AMERICA	0	1,601,705	0	Against
Prudential/PGIM	476,631	845,990	0	Mixed
Global X	13,184	1,139,739	0	Against
American Century	0	1,141,532	0	Against
Jackson National	0	978,403	0	Against
DIAMOND HILL FUNDS	0	958,964	0	Against
MASTER INVESTMENT PORTFOLIO	0	951,442	0	Against
WisdomTree	0	894,291	0	Against
Victory Capital	0	724,141	0	Against
Brighthouse	231,077	468,454	14,106	Mixed

Showing the 25 largest of 253 asset managers. See all 253 in the interactive database.

Not shown here: this season’s fund filings also report 1 item from the meeting of May 9, 2024, which belongs to the 2023-2024 season. A meeting outside this season’s July 1 to June 30 window is not counted in this page’s items or in its totals of asset managers and fund votes.

Largest UNION PACIFIC CORP. shareholders voting in 2024-2025

Ranked separately for each type of Form N-PX report. An institutional manager can report shares that a fund it advises also reports, so the two tables can list the same shares and are never added together. Each is ranked by the shares voted on the item that the most managers of that type reported, shown as a share of the 598,992,024 shares outstanding at the time of that meeting.

Fund voting reports: top UNION PACIFIC CORP. shareholders by shares voted on “Approve, by non-binding vote, the compensation of the Company's Named Executive Officers ("Say…”, 2024-2025
#	Asset manager	% of shares outstanding
1	Vanguard	10.41%
2	Capital Group	3.18%
3	Fidelity	2.68%
4	BlackRock	2.56%
5	JPMorgan	1.37%
6	MFS	0.87%
7	State Street	0.83%
8	Columbia Threadneedle	0.75%
9	Franklin Custodian Funds	0.65%
10	Charles Schwab	0.61%

Institutional-manager reports: top UNION PACIFIC CORP. shareholders by shares voted on “Approve, by non-binding vote, the compensation of the Company's Named Executive Officers ("Say…”, 2024-2025
#	Asset manager	% of shares outstanding
1	BlackRock	3.31%
2	State Street	2.55%
3	GEODE CAPITAL MANAGEMENT, LLC	2.48%
4	JPMorgan	2.19%
5	Capital Group	2.00%
6	MASSACHUSETTS FINANCIAL SERVICES CO /MA/	1.60%
7	Capital Research Global Investors	1.47%
8	T. Rowe Price	1.29%
9	UBS	1.10%
10	Fisher Asset Management, LLC	1.03%

Reported UNION PACIFIC CORP. holdings and ownership

As disclosed to the SEC in Form 13F (quarter-end holdings of 30 large managers), Schedules 13D and 13G (beneficial ownership above 5%) and the company’s own proxy statement (DEF 14A). Each row names its form.

UNION PACIFIC CORP. holdings and ownership disclosed for the 2024-2025 proxy season
Holder	% outstanding	Disclosure
Vanguard Group	9.82%	13F
BlackRock	7.58%	13F
BlackRock, Inc. (d)	7.02%	DEF14A
State Street	4.25%	13F
JPMorgan Chase	2.81%	13F
Morgan Stanley	1.72%	13F
Norges Bank	1.34%	13F
Northern Trust	1.19%	13F
T. Rowe Price	1.16%	13F
Jennifer L. Hamann	0.03%	DEF14A

Percentages above are of 598,992,024 shares outstanding, as reported by UNION PACIFIC CORP. on its Form 10-Q dated March 31, 2025 (see the filing on EDGAR). This is the count contemporaneous with the 2024-2025 meeting, not today’s. Each holding is as of its own filing, which may be dated before or after the meeting.

About this page

Every figure above is derived from filings made with the US Securities and Exchange Commission: Form N-PX, in which registered funds disclose how they voted every proxy and institutional managers disclose their votes on executive pay (say-on-pay, say-on-frequency and golden parachutes), and Form 8-K Item 5.07, in which the company reports its own meeting results. Shares outstanding are taken from UNION PACIFIC CORP.’s 10-Q dated March 31, 2025. This page is a static snapshot rebuilt weekly on October 14, 2026; a live search always shows the current data.

At UNION PACIFIC CORP.'s shareholder meeting held May 8, 2025, in the 2024-2025 proxy season, 1,524 asset managers reported how they voted on 14 ballot items in their SEC Form N-PX filings, covering 18,466 separate fund positions. On the most widely held item on that ballot — Approve, by non-binding vote, the compensation of the Company's Named Executive Officers ("Say… — UNION PACIFIC CORP.'s filing reports the proposal as approved, with 94% support of the votes cast (FOR divided by FOR plus AGAINST, the conventional basis for proxy support; abstentions, broker non-votes and unvoted shares are excluded because none of them took a side). Source: UNION PACIFIC CORP.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on May 9, 2025.

UNION PACIFIC CORP. proxy season coverage: 2023-2024 · 2024-2025 (this page) · 2025-2026.

Download data (CSV): ballot items · votes by manager · column guide.