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[Form 4] SEMPRA Insider Trading Activity

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

Rhea-AI Filing Summary

Kevin C. Sagara, a director of Sempra (SRE), reported acquisition of 140.04 phantom shares of Sempra common stock on 10/01/2025 as director compensation. The filing presents a price reference of $89.26 and shows total beneficial ownership of 3,913.93 shares following the transaction. The total includes 2,029.89 unvested restricted phantom shares that are subject to forfeiture if service as a director ends before vesting except for death, disability, or removal without cause. The Form 4 was signed and filed on 10/02/2025 by an attorney-in-fact.

Positive

  • 140.04 phantom shares acquired as director compensation on 10/01/2025
  • Reporting person increased beneficial ownership to 3,913.93 shares
  • Some shares are immediately exercisable, providing immediate alignment with shareholders

Negative

  • 2,029.89 phantom shares are unvested and subject to forfeiture if director leaves before vesting
  • Phantom-share award implies potential future dilution when converted to common stock

Insights

Director received phantom-share compensation; substantial unvested portion remains.

The filing shows a director compensation award of 140.04 phantom shares exercisable immediately and converted 1:1 into common stock. The director's total reported beneficial ownership is 3,913.93 shares as of the transaction.

The disclosure that 2,029.89 shares are unvested and forfeitable ties future ownership to continued board service; that is a standard retention mechanism and relevant to governance and alignment with shareholders.

Phantom-share award valued using a stated price of $89.26.

The filing lists $89.26 alongside the phantom-share transaction, indicating the valuation reference used for the award. The phantom shares convert 1-for-1 to common stock and some vested shares are immediately exercisable.

The mix of vested and 2,029.89 unvested restricted phantom shares shows a split between immediate pay and service-conditioned pay, which affects near-term dilution and executive retention costs.

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).
1. Name and Address of Reporting Person*
Sagara Kevin 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)
10/01/2025
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 Shares(1) (2) 10/01/2025 A 140.04 (3) (4) Common Stock 140.04 $89.26 3,913.93(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 2,029.89 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:
KEVIN C. SAGARA BY: Lisa H. Abbot, Managing Attorney - Corporate and Securities of Sempra and Attorney-In-Fact 10/02/2025
** 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 did Sempra (SRE) director Kevin C. Sagara report on Form 4?

He reported acquisition of 140.04 phantom shares of Sempra common stock on 10/01/2025, increasing beneficial ownership to 3,913.93 shares.

How many of the reported shares are unvested for SRE director Kevin C. Sagara?

The filing discloses 2,029.89 unvested restricted phantom shares that are forfeitable if service ends before vesting except in limited circumstances.

What is the stated valuation reference for the phantom shares in the SRE filing?

The Form 4 lists a price reference of $89.26 associated with the phantom-share transaction.

When were the SRE transactions and filing dated?

The transaction date reported is 10/01/2025 and the Form 4 was signed/filed on 10/02/2025.

Do the phantom shares convert to common stock for SRE?

Yes; the filing states the derivative conversion is 1-for-1, so phantom shares convert into common stock on a one-to-one basis.
Sempra Energy

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