PG&E Corp (PCG) EVP receives stock award and forfeits shares for taxes

Rhea-AI Filing Summary

PG&E Corp executive Ajay Waghray reported equity compensation activity involving company common stock. He acquired 83,284 shares as a grant under the PG&E Corporation 2021 Long-Term Incentive Plan for a performance cycle ending on 12/31/2025, at no cash price. In a related move, 38,326 shares at $19.00 per share were forfeited to cover tax withholding obligations upon vesting of performance share units. Following these transactions, he directly owned 219,744 common shares.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Waghray Ajay

(Last) (First) (Middle)

PG&E CORPORATION

300 LAKESIDE DRIVE

(Street)

OAKLAND CA 94612

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
PG&E Corp [ PCG ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP & Chf Information Ofc

3. Date of Earliest Transaction (Month/Day/Year)
03/01/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	03/01/2026		A		83,284(1)	A	$0	258,070	D
Common Stock	03/01/2026		F		38,326(2)	D	$19	219,744	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Vested performance shares granted under the PG&E Corporation 2021 Long-Term Incentive Plan for the performance cycle ended 12/31/2025. Performance shares are payable in shares of PG&E Corporation common stock on a one-for-one basis.

2. These shares were forfeited to satisfy tax withholding obligations in connection with the vesting of performance share units.

Remarks:

	/s/ Koyo Konishi, attorney-in-fact for Ajay Waghray (Signed Power of Attorney on file with SEC)	03/03/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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FAQ

What insider stock transactions did PG&E Corp (PCG) report for Ajay Waghray?

PG&E Corp reported that EVP and Chief Information Officer Ajay Waghray received 83,284 common shares as a performance-based equity grant, and 38,326 shares were simultaneously forfeited to satisfy tax withholding obligations tied to that vesting event.

Was the PG&E Corp (PCG) Form 4 transaction a stock purchase or an equity award?

The Form 4 shows an equity award, not an open-market purchase. Waghray received 83,284 performance shares at no cash cost under PG&E Corporation’s 2021 Long-Term Incentive Plan for a completed performance cycle ending December 31, 2025.

Why were some PG&E Corp (PCG) shares forfeited in Ajay Waghray’s Form 4 filing?

According to the filing, 38,326 PG&E Corp common shares were forfeited to cover tax withholding obligations arising from the vesting of performance share units, a common mechanism to satisfy income and payroll tax liabilities on equity compensation.

How many PG&E Corp (PCG) shares does Ajay Waghray own after this Form 4?

After the reported Form 4 transactions, Ajay Waghray directly holds 219,744 shares of PG&E Corp common stock. This figure reflects both the vested performance share award and the shares forfeited to satisfy associated tax withholding requirements.

What compensation plan is referenced in the PG&E Corp (PCG) Form 4 for Ajay Waghray?

The Form 4 references vested performance shares granted under the PG&E Corporation 2021 Long-Term Incentive Plan. These performance shares are settled in PG&E Corp common stock on a one-for-one basis after completion of the performance cycle ending December 31, 2025.