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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): August 10, 2021 (August 10, 2021)

UNION PACIFIC CORPORATION

(Exact name of registrant as specified in its charter)

Utah

1-6075

13-2626465

(State or other jurisdiction

(Commission

(IRS Employer

of Incorporation)

File Number)

Identification No.)

1400 Douglas Street, Omaha, Nebraska

68179

(Address of principal executive offices)

(Zip Code)

Registrant's telephone number, including area code: (402) 544-5000

N/A

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

¨

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each Class

Trading Symbol

Name of each exchange on which registered

Common Stock (Par Value $2.50 per share)

UNP

New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company     ¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

¨


Item 7.01 Regulation FD Disclosure.

On August 10, 2021 Union Pacific Railroad Company, the principal operating subsidiary of Union Pacific Corporation, issued a press release related to the publication of its 2018, 2019 and 2020 EEO-1 reports on its website: https://www.up.com/aboutup/corporate_info/diversity/talented-workforce/index.htm. A copy of the press release is furnished herewith as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d)Exhibits.

99.1Press Release of Union Pacific Railroad, dated August 10, 2021, announcing publication of its 2018, 2019 and 2020 EEO-1 reports.

104Cover Page Interactive Data File (embedded within the Inline XBRL document).



SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: August 10, 2021

UNION PACIFIC CORPORATION

By:

/s/ Jennifer L. Hamann

Jennifer L. Hamann

Executive Vice President and

Chief Financial Officer

Ex 991 - New

Exhibit 99.1

Who Makes Up Union Pacific Railroad?

Union Pacific Publishes EEO-1 Reports



FOR IMMEDIATE RELEASE



OMAHA, Neb., Aug. 10, 2021 –  Union Pacific Railroad today published its 2018, 2019 and 2020 EEO-1 reports on UP.com. These data supplement quarterly workforce reports and the annual Building America Report, which show the demographic composition of our workforce and highlight our commitment to achieving long-term diversity and inclusion (D&I) goals.



“Transparency is a key objective if we want to move the needle,” said Beth Whited, Union Pacific Executive Vice President and Chief Human Resource Officer. “Our managers must understand the best way to unleash the full potential of our workforce is to embrace diversity and lead diverse teams. These reports help us know where we are today and guide us as we move forward and identify solutions to help us achieve our D&I goals.”



The reports are based on employee self-identification, yet each utilizes slightly different methodology:



·

The D&I Quarterly Report and Building America Report show results based on the way Union Pacific is structured as a company. For example, the diversity of our “people” managers is specifically highlighted in these reports because those managers represent individuals who most influence our business culture. In contrast, the EEO-1 is based on U.S. EEOC categories that are applied uniformly across industries, providing consistency.

·

The D&I Quarterly Report and Building America Report include active employees, which better reflects the human resources available to the company. The EEO-1 includes both active and nonactive employees.

·

The D&I Quarterly Report is updated four times annually, while the Building America Report captures active employees as of Dec. 31 each year. The EEO-1 relies upon one set of defined months that is reported annually.

·

The D&I Quarterly Report and Building America Report provide minority data as one measurement. The EEO-1 breaks down the minority data into different employee groups.



Union Pacific is committed to improving and strengthening performance through an inclusive workforce that reflects the communities we serve. Attracting and retaining a diverse workforce helps Union Pacific access the broad skills, character and perspectives it needs to foster innovative ideas and help our customers compete on a global playing field.



ABOUT UNION PACIFIC

Union Pacific (NYSE: UNP) delivers the goods families and businesses use every day with safe, reliable and efficient service. Operating in 23 western states, the company connects its customers and communities to the global economy. Trains are the most environmentally responsible way to move freight, helping Union Pacific protect future generations. More information about Union Pacific is available at www.up.com.



Union Pacific Media Contact: Kristen South at 402-544-3435 or kmsouth@up.com 



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