Union Pacific Corp 8-K, filed Feb 18, 2020
Union Pacific Corp (UNP)
About this 8-K
Union Pacific Corp filed this 8-K on February 18, 2020.
Items reported
- Item 7.01: Regulation FD disclosure
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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Item 7.01 Regulation FD Disclosure.
On February 18, 2020, Union Pacific Corporation (the “Company”) established accelerated share repurchase programs (“ASRs”) with each of Bank of America, N.A. (“Bank of America”) and JPMorgan Chase Bank, N.A. (“JPMorgan Chase”, and collectively with Bank of America, the “Counterparties”) to repurchase an aggregate of $2.0 billion of the Company’s shares of common stock. Approximately 8,786,380 shares of common stock repurchased under the ASRs will be received by the Company on February 19, 2020.
The final number of shares to be repurchased under the ASRs will be based on the volume-weighted average price of the Company’s common stock during the term of such ASR, less a discount and subject to potential adjustments pursuant to the terms of such ASR. Under the terms of the ASRs, the final settlement is expected to be completed prior to the end of the third quarter of 2020, but the ASRs may be terminated early in certain circumstances.
This Form 8-K disclosure contains forward-looking statements that are subject to risks and uncertainties that could cause actual performance or results to differ materially from those expressed in the statements. Important factors, including risk factors, regarding forward-looking information and these risks and uncertainties are discussed in the Company’s filings with the Securities and Exchange Commission.
SIGNATURE
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: February 18, 2020
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| UNION PACIFIC CORPORATION | ||
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| By: | /s/ Rhonda S. Ferguson | |
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| Rhonda S. Ferguson | |
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| Executive Vice President, Chief Legal Officer and Corporate Secretary | |