Sempra (SRE) director James C. Yardley receives 139 phantom shares as compensation

Rhea-AI Filing Summary

Sempra director reports phantom stock award

Director James C. Yardley reported receiving 139.34 phantom shares of Sempra common stock as director compensation at a derivative price of $89.71 per share on 01/02/2026. These phantom shares are a form of deferred equity-based compensation that track the value of Sempra common stock on a 1-for-1 basis. Following this transaction, Yardley beneficially owned a total of 40,656.7 phantom shares.

The total phantom share balance includes 1,892.82 unvested restricted phantom shares that can be forfeited if his service as a director ends before vesting for reasons other than death, disability or removal without cause. The phantom shares that have vested are immediately exercisable, and the instrument does not have an expiration date.

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

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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^*

YARDLEY JAMES C

(Last) (First) (Middle)

488 8TH AVENUE

(Street)

SAN DIEGO CA 92101

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
SEMPRA [ SRE ]

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)
01/02/2026

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

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 Shares(1)	(2)	01/02/2026		A		139.34		(3)	(4)	Common Stock	139.34	$89.71	40,656.7(5)	D

Explanation of Responses:

1. Phantom shares of Sempra Common Stock acquired as director compensation.

2. Conversion of Derivative Security is 1 for 1.

3. Date exercisable is immediate for shares that have vested.

4. Expiration date is Not Applicable.

5. Total includes 1,892.82 unvested restricted phantom shares that are subject to forfeiture if service as a director terminates prior to vesting for any reason other than death, disability or removal without cause.

Remarks:

	JAMES C. YARDLEY BY: Lisa H. Abbot, Managing Attorney - Corporate and Securities of Sempra and Attorney-In-Fact	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 Sempra (SRE) disclose in this Form 4?

The filing shows director James C. Yardley acquired 139.34 phantom shares of Sempra common stock as director compensation on 01/02/2026 at a derivative price of $89.71 per share.

What are the terms of the phantom shares reported by Sempra (SRE)?

The phantom shares convert into Sempra common stock on a 1-for-1 basis. Shares that have vested are immediately exercisable, and the disclosure states the expiration date is not applicable.

How many phantom shares does the Sempra (SRE) director own after this transaction?

After the reported transaction, James C. Yardley beneficially owns 40,656.7 phantom shares linked to Sempra common stock.

How many Sempra (SRE) phantom shares held by the director are still unvested?

The total includes 1,892.82 unvested restricted phantom shares that remain subject to potential forfeiture under specified conditions.

Under what conditions can the unvested Sempra (SRE) phantom shares be forfeited?

The 1,892.82 unvested restricted phantom shares are subject to forfeiture if the director's service ends before vesting for any reason other than death, disability or removal without cause.

Is this Sempra (SRE) Form 4 filed for one reporting person or multiple insiders?

The disclosure indicates the Form 4 is filed by one reporting person, covering the holdings and transaction of James C. Yardley.