UNPUNION PACIFIC CORP

Railroads, Line-Haul Operating

Revenue: $24.5B; 1.1% YoY
Operating margin: 40.2%; 0.3% YoY
EBITDA: $12.3B; 1.7% YoY
Market cap: $180.6B
Employees: 29,287; $837K revenue each
Net debt / EBITDA: 2.2×; $26.8B net debt
AI in 10-K: 0.3; mentions per 10K words

Takeover score 1 of 13

Fixable underperformance 0 of 7

TSR below peersNo
—
3+ of last 5 years
High CEO pay despite TSRNo
—
Median CEO pay ≥ $15M while TSR trails
Earnings not backed by cashNo
130% of net income
Cash flow under 80% of net income
Dilutive SBCNo
1% of revenue
Over 10% of revenue
Payouts exceed cash flowNo
64% of cash flow
Buybacks + dividends over cash flow
Goodwill-heavyNo
—
Over 40% of assets
Shareholder dissentNo
95% lowest support
Any vote under 80% support

Buyer economics 1 of 4

Low revenue per employeeNo
$837K per employee
Bottom quartile of its SIC industry
Quiet on AIYes
0.3 per 10K words · 17th pct
Bottom quartile of AI mentions in 10-Ks
Net cashNo
2.2× EBITDA net debt
More cash than debt, positive EBITDA
Buyout-sizedNo
$180.6B market cap
Market cap $500M–$5B

Catalysts 0 of 2

Active 13DNo
0 filings
Active-intent 13D in 18 months
Net insider sellingNo
−$9M net
Net sales over $10M in 12 months

Financials

Metric	FY2021	FY2022	FY2023	FY2024	FY2025	YoY	Trend
Revenue	$21.8B	$24.9B	$24.1B	$24.3B	$24.5B	1.1%
Operating income	$9.3B	$9.9B	$9.1B	$9.7B	$9.8B	1.4%
Net income	$6.5B	$7.0B	$6.4B	$6.7B	$7.1B	5.8%
Operating cash flow	$9.0B	$9.4B	$8.4B	$9.3B	$9.3B	0.6%
Capex	$2.9B	$3.6B	$3.6B	$3.5B	$3.8B	9.8%
Stock-based comp	$88M	$99M	$107M	$118M	$142M	20%
Buybacks	$7.3B	$6.3B	$705M	$1.5B	$2.7B	78%
Dividends	$2.8B	$3.2B	$3.2B	$3.2B	$3.2B	0.7%

Deal filings

None.

13D filers

None on file.

Insider trading

Open-market buys, 12 mo: $0 · 0
Open-market sells, 12 mo: $9M · 5
Net: −$9M

Pay vs performance

No pay-versus-performance disclosure yet.