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Union Pacific logoUnion Pacific UNP

Union Pacific said shareholders approved the issuance of Union Pacific common stock pursuant to the Merger Agreement with Norfolk Southern at a special meeting held on November 14, 2025. The vote was 465,888,036 shares for, 2,214,119 shares against, and 786,729 shares abstaining.

8-KSubmission of Matters to a Vote of Security HoldersFiled Period of report Summary published (UTC)

Key points

AI summary
  1. Union Pacific said shareholders approved the issuance of Union Pacific common stock pursuant to the Merger Agreement with Norfolk Southern at a special meeting held on November 14, 2025. The vote was 465,888,036 shares for, 2,214,119 shares against, and 786,729 shares abstaining.

  2. As of October 6, 2025, the record date, 593,127,035 shares of Union Pacific common stock were issued and outstanding. The company said 468,888,884 shares (approximately 79% of issued shares) were present virtually or represented by proxy at the special meeting, constituting a quorum.

  3. Union Pacific said the Adjournment Proposal was approved by 443,263,243 votes for, 24,770,175 votes against, and 855,466 abstentions, but no motion to adjourn was made because the company determined that adjournment was not necessary or appropriate.

  4. In a press release, Union Pacific said 99.5% of votes cast were in favor of the share issuance. The company said completion of the merger is subject to various conditions, including receipt of certain regulatory approvals, and is subject to review and approval by the Surface Transportation Board (STB).

Summary

AI-written

Analysis scope · Filing body and confirmed press-release exhibitWe analyzed the filing body and confirmed exhibits. This is not a review of other exhibits, investor presentations or the full earnings call.

Shareholders Approve Share Issuance for Norfolk Southern Merger

Union Pacific said shareholders approved the issuance of Union Pacific common stock pursuant to the Merger Agreement with Norfolk Southern at a special meeting held on November 14, 2025. The vote was 465,888,036 shares for, 2,214,119 shares against, and 786,729 shares abstaining.

Source · Based on the filing body and exhibits

Record Date Shares Outstanding and Meeting Attendance

As of October 6, 2025, the record date, 593,127,035 shares of Union Pacific common stock were issued and outstanding. The company said 468,888,884 shares (approximately 79% of issued shares) were present virtually or represented by proxy at the special meeting, constituting a quorum.

Source · Based on the filing body and exhibits

Adjournment Proposal Approved; No Adjournment Made

Union Pacific said the Adjournment Proposal was approved by 443,263,243 votes for, 24,770,175 votes against, and 855,466 abstentions, but no motion to adjourn was made because the company determined that adjournment was not necessary or appropriate.

Source · Based on the filing body and exhibits

Vote Percentage and Merger Completion Conditions

In a press release, Union Pacific said 99.5% of votes cast were in favor of the share issuance. The company said completion of the merger is subject to various conditions, including receipt of certain regulatory approvals, and is subject to review and approval by the Surface Transportation Board (STB).

Source · Based on the filing body and exhibits

AI summarized the filing and translated the summary into English; it may differ from the original. For reference only, not investment advice. AI translated the published Korean report into English. Figures are copied as filed, not recalculated.

Original filing

The filing as submitted to SEC EDGAR. You can check the figures and statements of this summary against it.

Source: SEC EDGAR (U.S. Securities and Exchange Commission). Item captions are the SEC's. The summary is for reference only and is not investment advice.