8-KLeadership ChangesRegulation FDExhibits & Filings

UNION PACIFIC CORP 8-K Report, Executive Changes (May 9, 2025)

Filed May 9, 2025For Securities:UNP

Summary

Union Pacific Corporation (UNP) has announced significant changes in its executive leadership. Most notably, Elizabeth F. Whited will transition from her role as President to a Strategic Advisor, effective July 1, 2025. She will remain with the company in an advisory capacity until February 28, 2026, continuing to receive a reduced base salary and benefits, with her previously granted equity awards remaining in place and vesting according to existing terms. This transition marks a shift in the company's operational leadership. In parallel, Todd M. Rynaski is moving from Senior Vice President, Chief Accounting, Risk, and Compliance Officer to Senior Vice President-Strategy. Concurrently, Carrie J. Powers has been appointed as the new Vice President, Controller, and Chief Accounting Officer, effective immediately. Ms. Powers brings extensive experience in financial reporting and has been with Union Pacific for over twenty-five years. These executive adjustments are detailed in the company's latest 8-K filing.

Key Highlights

  • 1Elizabeth F. Whited to transition from President to Strategic Advisor effective July 1, 2025.
  • 2Ms. Whited will serve in an advisory role until February 28, 2026, with specified compensation and benefits.
  • 3Ms. Whited's existing equity awards will continue to vest under the transition agreement.
  • 4Todd M. Rynaski moves from Chief Accounting Officer to Senior Vice President-Strategy.
  • 5Carrie J. Powers appointed as the new Vice President, Controller, and Chief Accounting Officer.
  • 6Ms. Powers has over 25 years of experience with Union Pacific in financial reporting and analysis.

Frequently Asked Questions

The filing states that Ms. Whited will transition from her role as President to Strategic Advisor. The specific reasons for this transition are not detailed in the 8-K, but a formal Transition Agreement has been put in place.

During her transition period, Ms. Whited will receive an annual base salary of $300,000 and remain eligible for the 2025 annual bonus. Her previously granted equity awards will continue to vest according to their original terms. She will not receive new equity awards during this period, and will not be eligible for annual bonuses after 2025.

Carrie J. Powers has been appointed as the new Vice President, Controller, and Chief Accounting Officer, effective immediately. She has been with Union Pacific for over twenty-five years and has extensive experience in financial reporting and analysis.

Todd M. Rynaski is transitioning from Chief Accounting, Risk, and Compliance Officer to Senior Vice President-Strategy, and will cease serving as the principal accounting officer. Carrie J. Powers' appointment as the new Chief Accounting Officer signifies a direct replacement for this function.