SoCalGas completes $500M 5.5% bond sale

Q: What type of securities did SOUTHERN CALIFORNIA GAS CO (SOCGM) issue in this 8-K?

SOUTHERN CALIFORNIA GAS CO issued 5.500% First Mortgage Bonds, Series GGG, due 2036 in a public offering, structured under a Supplemental Indenture and registered on a Form S-3 shelf registration statement.

Q: How large is the bond offering disclosed by SOUTHERN CALIFORNIA GAS CO (SOCGM)?

The offering totals $500,000,000 aggregate principal amount of 5.500% First Mortgage Bonds, Series GGG, due 2036. This amount represents the face value of the bonds issued in the public offering.

Q: What proceeds did SOUTHERN CALIFORNIA GAS CO (SOCGM) receive from the bond sale?

SOUTHERN CALIFORNIA GAS CO received proceeds equal to 98.755% of the $500,000,000 aggregate principal amount, after deducting the underwriting discount but before approximately $1.1 million of other offering expenses.

Q: What is the interest rate and payment schedule on SOCGM’s new bonds?

The bonds bear interest at 5.500% per annum. Interest accrues from August 21, 2026 and is payable semiannually in arrears on March 1 and September 1 of each year, starting on March 1, 2027.

Q: Can SOUTHERN CALIFORNIA GAS CO (SOCGM) redeem the Series GGG bonds early?

Yes. The bonds are redeemable prior to maturity at the company’s option, at the redemption prices described in the form of bond included in Exhibit 4.1 to the filing.

SOUTHERN CALIFORNIA GAS CO (SOCGM), an indirect subsidiary of Sempra, completed a previously announced public offering of $500,000,000 aggregate principal amount of its 5.500% First Mortgage Bonds, Series GGG, due 2036.

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Form Type

8-K

Rhea-AI Filing Summary

SOUTHERN CALIFORNIA GAS CO (SOCGM), an indirect subsidiary of Sempra, completed a previously announced public offering of $500,000,000 aggregate principal amount of its 5.500% First Mortgage Bonds, Series GGG, due 2036. The company received proceeds of 98.755% of the aggregate principal amount, after underwriting discounts and before estimated offering expenses of approximately $1.1 million.

The bonds were issued under an effective Form S-3 shelf registration and a Supplemental Indenture dated August 21, 2026. The bonds mature on September 1, 2036 and bear interest at 5.500% per annum, payable semiannually in arrears on March 1 and September 1, beginning March 1, 2027. The bonds are redeemable at the company’s option prior to maturity at the redemption prices described in the bond form.

8-K Event Classification

2 items: 8.01, 9.01

2 items

Item 8.01 Other Events Other

Voluntary disclosure of events the company deems important to shareholders but not covered by other items.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, or exhibit attachments filed with this report.

Key Figures

Aggregate principal amount: $500,000,000 Interest rate: 5.500% per annum Proceeds percentage: 98.755% +4 more

7 metrics

Aggregate principal amount $500,000,000 5.500% First Mortgage Bonds, Series GGG, due 2036

Interest rate 5.500% per annum Coupon on First Mortgage Bonds, Series GGG

Proceeds percentage 98.755% Proceeds to the company after underwriting discount, before expenses

Estimated offering expenses $1.1 million Other offering expenses before which proceeds percentage is calculated

Maturity date September 1, 2036 Stated maturity of the First Mortgage Bonds, Series GGG

Interest payment dates March 1 and September 1 Semiannual payments beginning March 1, 2027

Interest commencement date August 21, 2026 Date from which interest on the bonds accrues

Key Terms

First Mortgage Bonds, Supplemental Indenture, aggregate principal amount, Registration Statement on Form S-3, +1 more

5 terms

First Mortgage Bonds financial

"public offering and sale of $500,000,000 aggregate principal amount of its 5.500% First Mortgage Bonds, Series GGG"

First mortgage bonds are debt securities backed by a company’s property, granting bondholders the primary legal claim to that real estate if the issuer cannot pay. Think of them as being first in line for repayment, like a homeowner’s mortgage lender who gets paid before other creditors. For investors, this priority and the tangible collateral typically make these bonds less risky than unsecured debt, which can mean lower yields but greater protection in bankruptcy.

Supplemental Indenture financial

"The Bonds were issued pursuant to a Supplemental Indenture, dated as of August 21, 2026"

A supplemental indenture is a written amendment to the original bond agreement that changes specific terms of a debt contract, such as payment schedules, interest rates, collateral or covenant protections. Investors care because it alters the legal rights and risks tied to a security — like renegotiating a mortgage where the lender and borrower agree to new rules — and can affect a bond’s credit quality, yield and market value.

aggregate principal amount financial

"public offering and sale of $500,000,000 aggregate principal amount of its 5.500% First Mortgage Bonds"

The aggregate principal amount is the total amount of money borrowed through a bond or loan that the borrower promises to repay. It’s like the original price tag on a loan or bond, showing how much money is involved in the deal. This number matters because it indicates the size of the debt and helps investors understand the scale of the borrowing.

Registration Statement on Form S-3 regulatory

"The sale of the Bonds was registered under the Company’s Registration Statement on Form S-3"

A registration statement on Form S‑3 is a short, standardized filing a qualified public company uses to register new securities with regulators so they can be sold to investors; think of it as a pre-approved, reusable permission slip that speeds up future offerings. It matters to investors because it lets the company raise money more quickly and cheaply — which can fund growth or pay debt — but may also lead to share dilution or change in ownership, so it affects value and liquidity.

underwriting discount financial

"with proceeds to the Company (after deducting the underwriting discount but before deducting"

The underwriting discount is the fee that investment banks or broker-dealers keep when they buy securities from an issuer and resell them to the public; it’s the difference between the price paid to the company and the public offering price, shown per share or as a percentage. It matters to investors because it reduces the cash the company actually raises and is a cost built into the deal—like a sales commission—so a larger discount can mean higher issuance costs, tighter returns for new investors, and a signal about how much effort underwriters must expend to sell the offering.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What type of securities did SOUTHERN CALIFORNIA GAS CO (SOCGM) issue in this 8-K?

SOUTHERN CALIFORNIA GAS CO issued 5.500% First Mortgage Bonds, Series GGG, due 2036 in a public offering, structured under a Supplemental Indenture and registered on a Form S-3 shelf registration statement.

How large is the bond offering disclosed by SOUTHERN CALIFORNIA GAS CO (SOCGM)?

The offering totals $500,000,000 aggregate principal amount of 5.500% First Mortgage Bonds, Series GGG, due 2036. This amount represents the face value of the bonds issued in the public offering.

What proceeds did SOUTHERN CALIFORNIA GAS CO (SOCGM) receive from the bond sale?

SOUTHERN CALIFORNIA GAS CO received proceeds equal to 98.755% of the $500,000,000 aggregate principal amount, after deducting the underwriting discount but before approximately $1.1 million of other offering expenses.

What is the interest rate and payment schedule on SOCGM’s new bonds?

The bonds bear interest at 5.500% per annum. Interest accrues from August 21, 2026 and is payable semiannually in arrears on March 1 and September 1 of each year, starting on March 1, 2027.

When do SOUTHERN CALIFORNIA GAS CO (SOCGM) Series GGG bonds mature?

The 5.500% First Mortgage Bonds, Series GGG, issued by SOUTHERN CALIFORNIA GAS CO mature on September 1, 2036. Principal is scheduled to be repaid on that maturity date, subject to any earlier redemption by the company.

Can SOUTHERN CALIFORNIA GAS CO (SOCGM) redeem the Series GGG bonds early?

Yes. The bonds are redeemable prior to maturity at the company’s option, at the redemption prices described in the form of bond included in Exhibit 4.1 to the filing.

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Available on EDGAR 08/21/2026 - 04:17 PM Accepted by SEC EDGAR 08/21/2026 - 04:17 PM

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

August 21, 2026

Date of Report (Date of earliest event reported)


Commission File No.	Exact Name of Registrants as Specified in their Charters, Address and Telephone Number	State of Incorporation	I.R.S. Employer Identification Nos.	Former name, former address and former fiscal year, if changed since last report
1-14201	SEMPRA 488 8th Avenue San Diego, California 92101 (619) 696-2000	California	33-0732627	No change

1-01402	SOUTHERN CALIFORNIA GAS COMPANY 555 West 5th Street Los Angeles, California 90013 (213) 244-1200	California	95-1240705	No change

Check the appropriate box below if the Form

8-K

filing is intended to simultaneously satisfy the filing obligation of the registrants 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
SEMPRA:
Sempra Common Stock, without par value	SRE	New York Stock Exchange
Sempra 5.75% Junior Subordinated Notes Due 2079, $25 par value	SREA	New York Stock Exchange

SOUTHERN CALIFORNIA GAS COMPANY:
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
SEMPRA		☐
SOUTHERN CALIFORNIA GAS 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.


SEMPRA		☐
SOUTHERN CALIFORNIA GAS COMPANY		☐

Item 8.01 Other Events.

On August 21, 2026, Southern California Gas Company (the “Company”), an indirect subsidiary of Sempra, closed its previously announced public offering and sale of $500,000,000 aggregate principal amount of its 5.500% First Mortgage Bonds, Series GGG, due 2036 (the “Bonds”) with proceeds to the Company (after deducting the underwriting discount but before deducting the Company’s other offering expenses estimated at approximately $1.1 million) of 98.755% of the aggregate principal amount of the Bonds. The sale of the Bonds was registered under the Company’s Registration Statement on Form S-3 (File No. 333-295219).

The Bonds were issued pursuant to a Supplemental Indenture, dated as of August 21, 2026 (the “Supplemental Indenture”), which is filed herewith as Exhibit 4.1. The Bonds will mature on September 1, 2036. The Bonds will bear interest at the rate of 5.500% per annum. Interest on the Bonds will accrue from August 21, 2026 and is payable semiannually in arrears on March 1 and September 1 of each year, beginning on March 1, 2027. The Bonds will be redeemable prior to maturity, at the Company’s option, at the redemption prices described in the form of Bond, which form is included in Exhibit 4.1 hereto.

The foregoing description of some of the terms of the Bonds is not complete and is qualified in its entirety by the form of Bond and the Supplemental Indenture, which are filed as exhibits herewith and are incorporated herein by reference. Further information regarding the sale of the Bonds is contained in the Underwriting Agreement, dated August 17, 2026, which was filed as Exhibit 1.1 to the Company’s Current Report on Form 8-K filed with the U.S. Securities and Exchange Commission on August 18, 2026.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.


Exhibit Number		Exhibit Description

4.1		Supplemental Indenture of Southern California Gas Company to U.S. Bank National Association, dated as of August 21, 2026.

4.2		Form of Series GGG Bond (included in Exhibit 4.1 hereto).

5.1		Opinion of Latham & Watkins LLP.

23.1		Consent of Latham & Watkins LLP (contained in the opinion filed as Exhibit 5.1 hereto).

104		Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrants have duly caused this report to be signed on their behalf by the undersigned hereunto duly authorized.


	SEMPRA,
	(Registrant)

Date: August 21, 2026	By:	/s/ Dyan Z. Wold
		Dyan Z. Wold
		Vice President, Controller and Chief Accounting Officer

	SOUTHERN CALIFORNIA GAS COMPANY,
	(Registrant)

Date: August 21, 2026	By:	/s/ Elvia Lima Ortiz
		Elvia Lima Ortiz
		Vice President, Controller and Chief Accounting Officer

Source: View Original Filing on SEC EDGAR

Filing Exhibits & Attachments

3 documents