Union Pacific 10-Q 2024-06-30

Filed 2024-07-25. 1 sections, 136K characters. Original on sec.gov · Markdown · JSON

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

(Mark One)

☑QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2024

OR

☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from __________ to ____________

Commission File Number 1-6075

UNION PACIFIC CORPORATION

(Exact name of registrant as specified in its charter)

Utah13-2626465
(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification No.)
1400 Douglas Street, Omaha, Nebraska68179
(Address of principal executive offices)(Zip Code)

(402) 544-5000

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:
Title of each ClassTrading SymbolName of each exchange on which registered
Common Stock (Par Value $2.50 per share)UNPNew York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

☑ Yes ☐ No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

☑ Yes ☐ No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large Accelerated Filer☑Accelerated Filer☐Non-Accelerated Filer☐
Smaller Reporting Company☐Emerging Growth Company☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

☐ Yes ☑ No

As of July 19, 2024, there were 609,197,628 shares of the Registrant's Common Stock outstanding.

TABLE OF CONTENTS

UNION PACIFIC CORPORATION

AND SUBSIDIARY COMPANIES

PART I. FINANCIAL INFORMATION
Item 1.Condensed Consolidated Financial Statements:
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (Unaudited)
For the Three Months Ended June 30, 2024 and 20233
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Unaudited)
For the Three Months Ended June 30, 2024 and 20233
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (Unaudited)
For the Six Months Ended June 30, 2024 and 20234
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Unaudited)
For the Six Months Ended June 30, 2024 and 20234
CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION (Unaudited)
At June 30, 2024, and December 31, 20235
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
For the Six Months Ended June 30, 2024 and 20236
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN COMMON SHAREHOLDERS’ EQUITY (Unaudited)
For the Three and Six Months Ended June 30, 2024 and 20237
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)8
Item 2.Management's Discussion and Analysis of Financial Condition and Results of Operations18
Item 3.Quantitative and Qualitative Disclosures About Market Risk28
Item 4.Controls and Procedures29
PART II. OTHER INFORMATION
Item 1.Legal Proceedings29
Item 1A.Risk Factors29
Item 2.Unregistered Sales of Equity Securities and Use of Proceeds30
Item 3.Defaults Upon Senior Securities30
Item 4.Mine Safety Disclosures30
Item 5.Other Information30
Item 6.Exhibits30
Signatures32
Certifications33

PART I. FINANCIAL INFORMATION

Item 1. Condensed Consolidated Financial Statements

Condensed Consolidated Statements of Income (Unaudited)

Union Pacific Corporation and Subsidiary Companies

Millions, Except Per Share Amounts, for the Three Months Ended June 30,20242023
Operating revenues:
Freight revenues$5,638$5,569
Other revenues369394
Total operating revenues6,0075,963
Operating expenses:
Compensation and benefits1,1871,269
Fuel625664
Purchased services and materials644650
Depreciation596577
Equipment and other rents219248
Other336351
Total operating expenses3,6073,759
Operating income2,4002,204
Other income, net (Note 6)10393
Interest expense(319)(339)
Income before income taxes2,1841,958
Income tax expense (Note 7)(511)(389)
Net income$1,673$1,569
Share and per share (Note 8):
Earnings per share - basic$2.75$2.58
Earnings per share - diluted$2.74$2.57
Weighted average number of shares - basic609.4608.7
Weighted average number of shares - diluted610.3609.5

Condensed Consolidated Statements of Comprehensive Income (Unaudited)

Union Pacific Corporation and Subsidiary Companies

Millions, for the Three Months Ended June 30,20242023
Net income$1,673$1,569
Other comprehensive income/(loss):
Defined benefit plans**

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