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PG&E Corp (PCG) director adds 1,932 phantom stock units via deferred compensation grant

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

Rhea-AI Filing Summary

PG&E Corp director Leo P. Denault reported a grant of 1,932.220 phantom stock units tied to common stock. These units were acquired through deferral of compensation under the Deferred Compensation Plan for Non-Employee Directors and are economically equivalent to common shares.

The phantom stock becomes payable in cash when his board service ends. After this award, Denault holds a total of 10,970.160 phantom stock units, including 25.91 units previously acquired via the plan’s dividend reinvestment feature.

Positive

  • None.

Negative

  • None.
Insider DENAULT LEO P
Role null
Type Security Shares Price Value
Grant/Award Phantom Stock 1,932.22 $16.82 $32K
Holdings After Transaction: Phantom Stock — 10,970.16 shares (Direct, null)
Footnotes (1)
  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. Phantom stock acquired upon deferral of compensation under the Deferred Compensation Plan for Non-Employee Directors, exempt under Rule 16b-3(d). This total includes 25.91 units of phantom stock acquired on 4/15/2026 pursuant to a dividend reinvestment feature of the Deferred Compensation Plan for Non-Employee Directors.
Phantom stock granted 1,932.220 units Grant on 2026-06-30
Price per phantom unit $16.8200 Reference price for grant
Total phantom units after grant 10,970.160 units Holdings following transaction
Dividend reinvestment units 25.91 units Acquired on 2026-04-15 via dividend reinvestment
Underlying common stock 1,932.220 shares Underlying security for phantom stock grant
Conversion price $0.0000 Cash-settled phantom stock, no exercise price
Phantom Stock financial
"Each share of phantom stock is the economic equivalent of one share of common stock"
A phantom stock is a form of compensation that gives employees or executives the benefits of stock ownership, such as the increase in stock value, without actually giving them real shares. It acts like a promise to pay the employee the equivalent value of company stock later, often as a bonus or incentive. This allows companies to motivate and reward staff without diluting ownership or transferring actual shares.
Deferred Compensation Plan for Non-Employee Directors financial
"Phantom stock acquired upon deferral of compensation under the Deferred Compensation Plan for Non-Employee Directors"
Rule 16b-3(d) regulatory
"Deferred Compensation Plan for Non-Employee Directors, exempt under Rule 16b-3(d)."
Rule 16b-3(d) is a narrow SEC safe-harbor that shields company insiders (officers, directors and large shareholders) from liability for short‑swing profits when their buys or sells of company stock are made under a pre-established, written plan or contract that removes the insider’s ability to time trades. For investors, this matters because it permits predictable, automated insider transactions — like scheduled sales for diversification or payroll withholding — without triggering forced disgorgement, so such planned trades are treated differently from opportunistic insider trading.
dividend reinvestment feature financial
"25.91 units of phantom stock acquired on 4/15/2026 pursuant to a dividend reinvestment feature"
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Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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 CALIFORNIA 94612
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
PG&E Corp [ PCG ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/30/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Phantom Stock(1)06/30/2026A1,932.22(2) (1) (1)Common Stock1,932.22$16.8210,970.16(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 25.91 units of phantom stock acquired on 4/15/2026 pursuant to a dividend reinvestment feature of the Deferred Compensation Plan for Non-Employee Directors.
Remarks:
/s/ Koyo Konishi, attorney-in-fact for Leo P. Denault (Signed Power of Attorney on file with SEC)07/01/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did PG&E Corp (PCG) director Leo P. Denault report?

Leo P. Denault reported acquiring 1,932.220 phantom stock units linked to PG&E common stock. The award reflects deferred director compensation under the company’s Deferred Compensation Plan for Non-Employee Directors and is treated as a derivative security for reporting purposes.

What is the economic value of the phantom stock reported by PG&E Corp (PCG) director?

Each phantom stock unit is the economic equivalent of one PG&E common share and is payable in cash. Payment occurs upon Denault’s termination of service as a director, giving him cash-settled exposure to the company’s stock performance rather than actual share ownership.

How many phantom stock units does the PG&E Corp (PCG) director hold after this Form 4?

After this transaction, Leo P. Denault holds 10,970.160 phantom stock units. This total includes the 1,932.220 units newly awarded and 25.91 units previously acquired through the plan’s dividend reinvestment feature for non-employee directors.

How was the new phantom stock for PG&E Corp (PCG) director Leo P. Denault granted?

The 1,932.220 phantom stock units were acquired by deferring director compensation into PG&E’s Deferred Compensation Plan for Non-Employee Directors. The grant is reported under Rule 16b-3(d), which generally provides an exemption for certain board-approved compensation arrangements.

Does the Form 4 for PG&E Corp (PCG) show any stock sales by the director?

The Form 4 reports only an acquisition of phantom stock units and no sales of PG&E common shares. The transaction code is “A,” indicating a grant or award acquisition rather than an open-market purchase or sale of stock.