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UGI Corporation approved a new Executive Short-Term Incentive Bonus Plan, effective October 1, 2026. This plan replaces prior executive annual bonus plans across UGI and its participating subsidiaries and affiliates. It provides annual cash incentive opportunities, expressed as a percentage of base salary, for selected senior-level employees.
To earn a bonus, participants must meet the plan’s requirements, including achieving defined Performance Goals, satisfying service conditions, and, when applicable, meeting qualifying termination provisions covering Retirement, Disability, involuntary termination without Cause, or a Change in Control. Terminations without Cause are addressed under the existing UGI Corporation Executive Severance Plan. All officers designated as executive officers under Section 16 of the Exchange Act are included as participants.
UGI Corporation reported nine‑month 2026 revenue of $6.099 billion and net income attributable to UGI of $684 million, compared with $6.090 billion and $691 million a year earlier. Operating income rose to $1.168 billion. Third‑quarter results remained seasonal, with a net loss of $133 million on revenue of $1.331 billion.
Cash from operating activities was $972 million, supporting $617 million of capital expenditures and reducing net short‑term borrowings. UGI agreed to sell its Electric Utility for $470 million, with related assets and liabilities classified as held for sale, and continued divesting European LPG operations, generating or expected to generate about $145 million of proceeds and recognizing net pre‑tax losses of $42 million year‑to‑date.
Debt was refinanced across subsidiaries, including $500 million of 6.875% AmeriGas Partners notes and €300 million of 5.00% UGI International notes, largely used to retire higher‑cost or maturing obligations. Utilities pursued multiple gas and electric rate cases in Pennsylvania and West Virginia, some already settled in principle but still pending final regulatory orders.
UGI Corporation reported a third‑quarter fiscal 2026 net loss attributable to shareholders of $133 million, or GAAP diluted EPS of $(0.62), improving from $(0.76) a year earlier. Adjusted diluted EPS was $(0.20) versus $(0.01) in the prior‑year quarter. For the nine months ended June 30, 2026, GAAP diluted EPS was $3.08 and adjusted diluted EPS was $3.17, compared with $3.16 and $3.55, respectively, in the prior‑year period. Year‑to‑date reportable segments EBIT was $1,187 million, essentially flat to $1,184 million despite about $40 million of headwinds from LPG divestitures and warmer weather.
Utilities and Midstream & Marketing posted higher quarterly EBIT, while UGI International and AmeriGas Propane saw lower EBIT, with AmeriGas’ operating loss widening as retail gallons fell 10%. The company highlighted a recommended settlement in its Pennsylvania gas base rate case that, pending PA PUC approval, would permit a $65 million two‑phase distribution rate increase with a stay‑out through January 2029. UGI also completed debt transactions expected to reduce annual borrowing costs by about $30 million, achieved all of its 2025 ESG commitments, and reaffirmed its revised fiscal 2026 adjusted diluted EPS guidance range of $2.75–$2.90 per share.
UGI Corporation reported that its wholly owned subsidiary, UGI Energy Services, LLC, entered into a Fourth Amendment to its Term Loan Credit Agreement on June 30, 2026. This amendment resets the interest margins UGI Energy Services pays on its existing term loan facility.
Under the amendment, the Applicable Rate is set at 2.00% per annum for SOFR Loans and 1.00% per annum for base rate loans. The change is documented in the Fourth Amendment to Credit Agreement, which is attached as an exhibit and governs the direct financial obligation described.
UGI Corporation’s General Counsel and Chief Legal Officer, Kathleen Shea-Ballay, exercised options to acquire 25,360 shares of UGI common stock at $24.60 per share, then sold the same 25,360 shares in an open-market sale.
The sale was executed at an average price of $33.6157 per share, with individual trades ranging from $33.58 to $33.89. Following these transactions, she holds no UGI common stock directly but retains options for 12,680 shares at a $24.60 exercise price, expiring on December 31, 2033.
UGI Corporation reported a leadership change in its legal department. Kathleen Shea Ballay, the company’s General Counsel and Chief Legal Officer, has notified UGI that she intends to resign, effective July 3, 2026.
UGI stated that members of its internal legal team will assume Ms. Shea Ballay’s duties and responsibilities on an interim basis until a permanent successor is named. The company did not provide additional details about the transition in this report.
UGI Corporation, through subsidiaries AmeriGas Partners and AmeriGas Finance Corp., issued $500 million of 6.875% senior unsecured notes due 2031. These notes pay interest semi-annually and include optional redemption features and covenants limiting additional debt, liens, asset sales, and affiliate transactions.
UGI plans to use the proceeds, along with an equity contribution and cash on hand, to fully repurchase or redeem its 5.750% senior notes due 2027, repurchase up to $175 million of 9.375% senior notes due 2028, repay $150 million of intercompany debt, and pay related fees. The 2027 notes have been placed for full redemption, and the related indenture has been satisfied and discharged.
For the 9.375% 2028 notes, holders tendered $224.8 million in principal by the early tender deadline against a $175 million cap. Accepted tenders will be prorated at approximately 77.9%, with holders receiving total consideration of $1,023.44 per $1,000 principal plus accrued interest.
UGI International, a subsidiary of UGI Corporation, has issued €300,000,000 of 5.000% senior notes due 2031. The notes pay cash interest semiannually each June 1 and December 1, beginning December 1, 2026, and were sold in a private offering under Rule 144A and Regulation S.
The notes include optional redemption features, an equity-funded redemption of up to 40.0% at 105.000% before June 1, 2028, and holder put rights at 101.0% upon a change of control. UGI International used the net proceeds mainly to repay borrowings under its revolving credit and term loan facilities and related intercompany obligations, with the balance for general corporate purposes.
UGI Corporation reports that its subsidiaries AmeriGas Partners, L.P. and AmeriGas Finance Corp. received tenders for $468,471,000 in aggregate principal amount of their 5.750% Senior Notes due 2027, representing about 91.51% of the notes outstanding, in a cash tender offer that expired on May 15, 2026.
Subject to completing required financing and other conditions in the offer documents, the notes accepted for purchase are expected to settle on May 20, 2026, with holders receiving total consideration of $1,011.18 per $1,000 principal amount plus accrued and unpaid interest. The offer is part of a broader financing plan that also contemplates repurchasing up to $175 million of 9.375% Senior Notes due 2028 and repaying $150 million under an intercompany loan.