Union Pacific to acquire Norfolk Southern for 1 UNP share + $88.82 cash per NSC share

UNION PACIFIC CORP

Each Norfolk Southern share exchanged for 1 Union Pacific share plus $88.82 cash.
Deal requires Surface Transportation Board approval, shareholder votes of both companies, and other conditions.
Union Pacific pays $2.5B termination fee if regulatory approvals not obtained or board withdraws recommendation.
Norfolk Southern CEO and Chair expected to join Union Pacific board after closing.
Merger must close by January 28, 2028, with automatic extension for regulatory process.

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