SoCalGas shareholders back board and pay plan
Southern California Gas Company reported the results of its 2026 Annual Shareholders Meeting held on May 14, 2026.
Accepted by SEC EDGAR
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Form Type
8-K
Rhea-AI Filing Summary
Southern California Gas Company reported the results of its 2026 Annual Shareholders Meeting held on May 14, 2026. Shareholders elected all four director nominees — Diana L. Day, Lisa Larroque Alexander, Karen L. Sedgwick, and Caroline A. Winn — each receiving 91,350,970 votes in favor with no votes against, abstentions, or broker non-votes.
Shareholders also approved, on an advisory basis, the Company’s executive compensation, with 91,350,970 votes for and no votes against, abstentions, or broker non-votes. These results show unified shareholder support for the board slate and current executive pay program.
8-K Event Classification
Item 5.07 — Submission of Matters to a Vote of Security Holders
1 item
Item 5.07
Submission of Matters to a Vote of Security Holders
Governance
Results of a shareholder vote on proposals at an annual or special meeting.
Key Figures
Votes for each director: 91,350,970 votes
Votes for executive compensation: 91,350,970 votes
Votes against directors: 0 votes
+4 more
7 metrics
Votes for each director
91,350,970 votes
Election of four director nominees at 2026 annual meeting
Votes for executive compensation
91,350,970 votes
Advisory approval of executive compensation at 2026 annual meeting
Votes against directors
0 votes
Election of all four director nominees
Votes against executive compensation
0 votes
Advisory pay proposal at 2026 annual meeting
Abstentions on all items
0 votes
Director elections and advisory pay vote
Broker non-votes on all items
0
Director elections and advisory pay vote
Annual meeting date
May 14, 2026
2026 Annual Shareholders Meeting date
Key Terms
Annual Shareholders Meeting, Advisory basis, Broker Non-Votes, Executive compensation, +1 more
5 terms
Advisory basis financial
"approved, on an advisory basis, the Company’s executive compensation as reported in the Company’s information statement"
Broker Non-Votes financial
"No. of Broker Non-Votes Diana L. Day | 91,350,970 | — | — | —"
Broker non-votes occur when a brokerage firm is unable to vote on a shareholder’s behalf during a company election or decision because the shareholder has not given specific voting instructions, and the broker is not allowed or chooses not to vote on certain matters. They are important because they can affect the outcome of votes, especially when the results are close, by effectively reducing the total number of votes cast.
Executive compensation financial
"approved, on an advisory basis, the Company’s executive compensation as reported in the Company’s information statement"
Payments and benefits given to a company's top leaders — including base salary, cash bonuses, stock awards, options and retirement or perquisites — designed to compensate and motivate them. Investors care because these packages affect a company’s costs, influence executives’ decisions and signal how well management’s interests line up with shareholders’; like a captain’s contract, the structure of pay can encourage safe navigation toward long-term gains or risky short-term moves that hurt returns.
Inspector of election financial
"final voting results for each matter voted on at the Annual Shareholders Meeting, as certified by the Company’s inspector of election"
An inspector of election is an independent individual or firm appointed to oversee and verify a company’s shareholder vote, acting like a neutral referee who counts ballots, confirms voter eligibility, and certifies the official results. Investors care because the inspector’s work ensures votes on key issues — such as board members, mergers or executive pay — are tallied fairly and accurately, which protects shareholder rights and preserves confidence in corporate governance.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
Were all director nominees elected at Southern California Gas Company’s 2026 meeting?
Yes, all four director nominees were elected. Diana L. Day, Lisa Larroque Alexander, Karen L. Sedgwick, and Caroline A. Winn each received 91,350,970 votes for, with zero votes against, zero abstentions, and zero broker non-votes recorded.
How many votes were cast against Southern California Gas Company’s director nominees in 2026?
No votes were cast against any director nominee. Each nominee—Diana L. Day, Lisa Larroque Alexander, Karen L. Sedgwick, and Caroline A. Winn—received 91,350,970 votes for, with zero votes against, abstentions, or broker non-votes reported.
Did Southern California Gas Company report any broker non-votes at the 2026 meeting?
No broker non-votes were reported for any proposal. For both the election of directors and the advisory vote on executive compensation, the Company reported 91,350,970 votes for and dashes in the broker non-vote columns.
AI-generated analysis. How Rhea-AI works. Not financial advice.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934
| Date of Report (Date of earliest event reported) | ||
| (Exact name of registrant as specified in its charter) | ||
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||||||||||||
| (Address of principal executive offices) (Zip Code) | (Registrant’s telephone number, including area code) | |||||||
| N/A | ||
| (Former name or former address, if changed since last report.) | ||
| Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: | |||||
| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |||||
| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |||||
| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |||||
| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) | |||||
| Securities registered pursuant to Section 12(b) of the Act: | ||||||||
| Title of Each Class | Trading Symbol | Name of Each Exchange on Which Registered | ||||||
| None | ||||||||
| Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2). | ||||||||
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. ☐ | ||||||||
Item 5.07 Submission of Matters to a Vote of Security Holders.
The 2026 Annual Shareholders Meeting of Southern California Gas Company (the “Company”) was held on May 14, 2026. At the Annual Shareholders Meeting, the Company’s shareholders:
(1)elected until the next annual meeting of shareholders all four of the director nominees up for election and listed below; and
(2)approved, on an advisory basis, the Company’s executive compensation as reported in the Company’s information statement for the Annual Shareholders Meeting.
Below are the final voting results for each matter voted on at the Annual Shareholders Meeting, as certified by the Company’s inspector of election at such meeting:
Proposal 1: Election of Directors
Director Nominees | No. of Votes For | No. of Votes Against | No. of Abstentions | No. of Broker Non-Votes | ||||||||||
Diana L. Day | 91,350,970 | — | — | — | ||||||||||
Lisa Larroque Alexander | 91,350,970 | — | — | — | ||||||||||
Karen L. Sedgwick | 91,350,970 | — | — | — | ||||||||||
Caroline A. Winn | 91,350,970 | — | — | — | ||||||||||
Proposal 2: Advisory Approval of the Company’s Executive Compensation
No. of Votes | |||||
Votes For | 91,350,970 | ||||
Votes Against | — | ||||
Abstentions | — | ||||
Broker Non-Votes | — | ||||
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| SOUTHERN CALIFORNIA GAS COMPANY, | |||||
| (Registrant) | |||||
| Date: May 15, 2026 | By: /s/ Sara P. Mijares | ||||
| Sara P. Mijares Vice President, Controller and Chief Accounting Officer | |||||