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PG&E Corp (PCG) director reports 7,139.66 phantom stock units balance

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

PG&E Corp director reports additional phantom stock units from deferred compensation. On 12/31/2025, the reporting director acquired 2,022.4 units of phantom stock at $16.07 per unit under the Deferred Compensation Plan for Non-Employee Directors, coded as an acquisition of derivative securities. These units are economically equivalent to common stock and are payable in cash when the director’s board service ends. After this transaction, the director beneficially owned 7,139.66 phantom stock units in total, held directly. This total includes 7.66 units of phantom stock that were added earlier on 10/15/2025 through a dividend reinvestment feature of the same plan.

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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
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
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*
DENAULT LEO P

(Last) (First) (Middle)
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)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
12/31/2025
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
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
Phantom Stock (1) 12/31/2025 A 2,022.4(2) (1) (1) Common Stock 2,022.4 $16.07 7,139.66(3) D
Explanation of Responses:
1. Each share of phantom stock is the economic equivalent of one share of common stock and becomes payable in cash upon the reporting person's termination of service as a director.
2. Phantom stock acquired upon deferral of compensation under the Deferred Compensation Plan for Non-Employee Directors, exempt under Rule 16b-3(d).
3. This total includes 7.66 units of phantom stock acquired on 10/15/2025 pursuant to a dividend reinvestment feature of the Deferred Compensation Plan for Non-Employee Directors.
Remarks:
/s/ Christine Zhang, attorney-in-fact for Leo P. Denault (Signed Power of Attorney on file with SEC) 01/05/2026
** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transaction did PG&E Corp (PCG) report in this Form 4?

The filing shows a PG&E Corp director acquired 2,022.4 phantom stock units on 12/31/2025 as an acquisition of derivative securities under the company’s deferred compensation plan.

How many phantom stock units does the PG&E Corp (PCG) director now hold?

Following the reported transaction, the director beneficially owned 7,139.66 phantom stock units, held in a direct ownership form.

What is phantom stock in the context of PG&E Corp (PCG)?

Each share of phantom stock is described as the economic equivalent of one share of PG&E Corp common stock and becomes payable in cash when the director’s service on the board ends.

At what price were the new phantom stock units credited for the PG&E Corp director?

The 2,022.4 phantom stock units acquired on 12/31/2025 were credited at a price of $16.07 per unit.

How were the phantom stock units acquired by the PG&E Corp (PCG) director?

The filing states the phantom stock was acquired through deferral of compensation under the Deferred Compensation Plan for Non-Employee Directors, which is noted as exempt under Rule 16b-3(d).

Why does the total phantom stock for the PG&E Corp director include 7.66 additional units?

The total of 7,139.66 units includes 7.66 phantom stock units acquired on 10/15/2025 through a dividend reinvestment feature of the Deferred Compensation Plan for Non-Employee Directors.

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