SEMPRA SEC Filings

Sempra reports that the California Public Utilities Commission has issued proposed decisions affecting its utilities San Diego Gas & Electric (SDG&E) and Southern California Gas Company (SoCalGas).

For SDG&E’s 2024 General Rate Case Track 2, the proposal approves $1,036 million of $1,472 million in requested wildfire mitigation costs incurred from 2019 through 2022, including $91 million of operation and maintenance costs and $945 million of capital costs. It authorizes a total Track 2 revenue requirement of $721 million for 2019 through 2027, compared with SDG&E’s request of $1,148 million, and would allow SDG&E to collect $431 million from 2026 through 2028 after previously authorized interim recovery in 2024 and 2025.

A separate Cost of Capital proposal for 2026–2028 maintains the 52% equity capital structure for both SDG&E and SoCalGas but sets a return on common equity that is 35 basis points lower than the current level, with total weighted returns on rate base of 7.39% for SDG&E and 7.49% for SoCalGas. Both proposed decisions remain subject to comments and a CPUC vote, with the earliest possible vote date on December 18, 2025.

Sempra (SRE) reported an insider transaction by its SVP, Corp Affairs and HR. On 11/07/2025, the officer sold 4,322 shares of common stock at $92.55 (Transaction Code S). After the sale, the reporting person directly beneficially owned 11,324.84 shares.

Sempra (SRE) reported a Form 144 notice for a proposed sale of 4,322 shares of common stock. The filing lists an aggregate market value of $400,995.16, an approximate sale date of 11/07/2025, execution on the NYSE, and brokerage through Oppenheimer & Co., Inc.

The securities to be sold were acquired via the vesting of restricted stock units under Sempra’s Long‑Term Incentive Plan, including 1,186 shares on 01/02/2025, 1,560 shares on 01/28/2025, and 1,576 shares on 02/19/2025. A Form 144 is a notice of a proposed sale by or for the account of a holder, not an issuance by the company.

Sempra reported Q3 2025 revenues of $3,151 million, up from $2,776 million a year earlier, driven by growth in natural gas, electric and energy-related businesses. Despite higher revenue, earnings attributable to common shares fell sharply to $77 million, or $0.12 per share, from $638 million, or $1.01 per share, mainly due to a swing in income taxes from a benefit to a large expense.

For the first nine months, Sempra generated revenue of $9,953 million and earnings attributable to common shares of $1,444 million, down from $2,152 million in 2024, while operating cash flow remained strong at $3,376 million. The balance sheet shows $28,465 million of assets and $11,175 million of liabilities classified as held for sale, reflecting planned portfolio changes, and total assets of $106,919 million.

SDG&E delivered Q3 2025 net income of $324 million, up from $261 million, and SoCalGas reported net income of $46 million versus a $14 million loss. Both utilities continued heavy capital investment, with rising property, plant and equipment balances and significant capitalized financing costs.

Sempra furnished an 8‑K announcing financial results for the three and nine months ended September 30, 2025. The company attached a news release as Exhibit 99.1 and segment Statements of Operations data as Exhibit 99.2.

The disclosure was made under Item 2.02 and is expressly stated as furnished, not filed. San Diego Gas & Electric Company and Southern California Gas Company are co‑registrants. Listed securities include Sempra common stock (SRE) and 5.75% Junior Subordinated Notes due 2079 (SREA).

Sempra (SRE): The Vanguard Group filed Amendment No. 11 to Schedule 13G reporting passive ownership of Sempra common stock. The filing lists 75,724,549 shares beneficially owned, representing 11.60% of the class as of 09/30/2025.

Vanguard reports no sole voting power, with shared voting power over 4,137,863 shares. It reports sole dispositive power over 69,167,967 shares and shared dispositive power over 6,556,582 shares. The position is certified as held in the ordinary course of business without the purpose or effect of changing or influencing control.

Vanguard notes its clients, including registered investment companies and other managed accounts, have rights to dividends or sale proceeds related to the reported securities, and no single other person’s interest exceeds 5%.

Sempra Infrastructure Partners approved a positive final investment decision for PA LNG Phase 2 and executed a near-50/50 investor equity subscription to fund the project. The project has definitive 20-year offtake agreements aggregating 10 Mtpa with named counterparties and additional long-term incremental offtake up to 0.75 Mtpa. A JVCo issued 49.9% to an investor consortium led by Blackstone Credit & Insurance for $3.4 billion funded now and $3.6 billion on a scheduled basis; Sempra holds 50.1% and will provide up to $7.8 billion of capital commitments for its share of construction costs. Distributions initially allocate 59.9% to Investor Members and 40.1% to Sempra's JVCo Member. The agreement includes rights that require a lump-sum payment to investors if certain events occur and allows the JVCo Member to repurchase investor interests after such payment. Separately, the Guaymas-El Oro pipeline segment remains a Sole Risk Project of Sempra with PP&E of approximately $400 million at 2Q 2025. The amended LPA restricts Sempra unit transfers before January 1, 2029, and includes customary co-sale, drag-along and registration rights.

Sempra and SDG&E describe key provisions of California's 2025 Wildfire Legislation and a new Continuation Account that would add up to $18 billion of wildfire liquidity. The Continuation Account activates if all large IOUs join and certain depletion or claim thresholds occur and would be funded by $9 billion of ratepayer bonds plus $5.1 billion of electric IOU shareholder contributions. SDG&E expects to elect participation and estimates its shareholder obligation at $387 million through 2045, split into $219.3 million fixed and $167.7 million contingent amounts. The law also caps non‑earnings wildfire mitigation capital at $6 billion with SDG&E's share limited to $258 million. Reimbursement from the account is subject to CPUC reasonableness reviews and does not cover fires before the law's effective date.

Kevin C. Sagara, a director of Sempra (ticker SRE), reported sales of common stock on 09/15/2025 executed under a pre-established Rule 10b5-1 trading plan. The Form 4 shows two bulk disposals: 11,640 shares sold at a weighted average price of $83.76 (actual prices ranged $83.37–$84.365) and 17,224 shares sold at a weighted average price of $84.51 (actual prices ranged $84.37–$85.20). After these transactions Mr. Sagara directly beneficially owned 15,475.07 shares. He also holds an indirect interest of 2,404.4654 shares through a 401(k) savings plan. The filing notes sales were pursuant to a written instruction and 10b5-1 plan established March 19, 2025, and provides that breakdowns by price are available on request.