Sempra Energy SEC Filings

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.

Form 144 notice for Sempra (symbol: SREA) shows a proposed sale of 28,864 shares of common stock through Oppenheimer & Co., with an aggregate market value of $2,422,844.16 and an approximate sale date of 09/15/2025. The filing reports that all shares to be sold were acquired primarily through vesting of restricted stock units and reinvested dividends under Sempra's Long-Term Incentive Plan, with acquisition dates ranging from 01/03/2022 through 02/19/2025. The filing lists 652,472,426 shares outstanding, and discloses that there were no securities sold by the filer in the past three months.