8-KRegulation FD

UNION PACIFIC CORP 8-K Report, Regulation FD Disclosure (Jun 14, 2018)

Filed June 14, 2018For Securities:UNP

Summary

Union Pacific Corporation (UNP) announced on June 14, 2018, the establishment of accelerated share repurchase (ASR) programs totaling $3.6 billion with Morgan Stanley and JPMorgan Chase. This initiative is part of the company's broader plan, announced at its May 31, 2018 Investor Day, to repurchase approximately $20 billion of its shares over the next three years, including 2018. These ASRs demonstrate management's commitment to returning capital to shareholders and reflect confidence in the company's financial outlook.

Key Highlights

  • 1Union Pacific (UNP) entered into accelerated share repurchase (ASR) programs valued at $3.6 billion.
  • 2The ASRs are part of a larger capital return strategy aiming to repurchase $20 billion in shares over three years.
  • 3Approximately 19.87 million shares are expected to be received on June 15, 2018, under the ASRs.
  • 4The final number of shares repurchased will be based on the volume-weighted average stock price during the ASR term, less a discount.
  • 5Final settlement of the ASRs is anticipated before the end of Q4 2018, with potential for early termination.
  • 6These buyback programs are aligned with the company's financial guidance provided on May 31, 2018.
  • 7The announcement underscores management's strategy to enhance shareholder value through significant capital allocation.

Frequently Asked Questions

Union Pacific is initiating accelerated share repurchase programs totaling $3.6 billion. This is part of a larger commitment to repurchase approximately $20 billion of its stock over the next three years, including 2018.

The company is expected to receive approximately 19,870,292 shares of common stock on June 15, 2018, under these accelerated share repurchase programs.

The final number of shares will be determined by the volume-weighted average stock price of Union Pacific's common stock during the term of the ASRs, adjusted by a discount and potentially other terms outlined in the agreements with Morgan Stanley and JPMorgan Chase.

Yes, these ASR programs are a component of the financial guidance Union Pacific announced at its Investor Day on May 31, 2018, and are consistent with its stated capital allocation strategy.