What exhibit did UGI file with this 8-K related to the credit amendment?

UGI filed Exhibit 10.1, the full Fourth Amendment to Credit Agreement dated June 30, 2026. It also filed Exhibit 104, the cover page interactive data file formatted as inline XBRL for regulatory tagging and electronic data presentation requirements.

UGI (NYSE: UGI) updates term loan credit agreement interest margins

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

8-K

Rhea-AI Filing Summary

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.

8-K Event Classification

3 items: 1.01, 2.03, 9.01

3 items

Item 1.01 Entry into a Material Definitive Agreement Business

The company signed a significant contract such as a merger agreement, credit facility, or major partnership.

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement Financial

The company incurred a new significant debt or off-balance-sheet obligation.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Key Figures

Applicable Rate for SOFR Loans: 2.00% per annum Applicable Rate for base rate loans: 1.00% per annum Amendment date: June 30, 2026

3 metrics

Applicable Rate for SOFR Loans 2.00% per annum Fourth Amendment to Term Loan Credit Agreement

Applicable Rate for base rate loans 1.00% per annum Fourth Amendment to Term Loan Credit Agreement

Amendment date June 30, 2026 Date of Fourth Amendment to Credit Agreement

Key Terms

Material Definitive Agreement, Applicable Rate, SOFR Loans, base rate loans, +1 more

5 terms

Material Definitive Agreement regulatory

"Item 1.01. Entry into a Material Definitive Agreement."

A material definitive agreement is a legally binding contract that creates major, long‑term obligations or rights for a company, such as loans, asset sales, mergers, or supplier deals. Think of it like a mortgage or lease for a business: it can change future cash flow, risk and control, so investors watch these agreements closely because they can materially affect a company’s value, financial health and stock price.

Applicable Rate financial

"The Amendment provides, among other items, that the Applicable Rate shall be 2.00% per annum"

SOFR Loans financial

"Applicable Rate shall be 2.00% per annum for SOFR Loans"

base rate loans financial

"and 1.00% per annum for base rate loans."

Credit Agreement financial

"Fourth Amendment to Credit Agreement, dated June 30, 2026, by and among UGI Energy Services"

A credit agreement is a written loan contract between a borrower and a bank or other lender that lays out how much money can be borrowed, the interest rate, repayment schedule, fees, and the rules the borrower must follow. For investors, it matters because those terms affect a company’s cash costs, borrowing flexibility and risk of default — similar to how a mortgage’s rules determine a homeowner’s monthly budget and freedom to make changes.

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Available on EDGAR 07/07/2026 - 05:01 PM Accepted by SEC EDGAR 07/07/2026 - 05:00 PM

FAQ

What did UGI (UGI) announce in this Form 8-K?

UGI disclosed that its subsidiary UGI Energy Services, LLC executed a Fourth Amendment to its Term Loan Credit Agreement. The amendment primarily revises the interest margins, affecting how much it pays on SOFR-based and base rate loans going forward.

How does the amended credit agreement affect UGI Energy Services’ interest rates?

The amendment sets the Applicable Rate at 2.00% per annum for SOFR Loans and 1.00% per annum for base rate loans. These defined margins determine the interest UGI Energy Services pays on its outstanding term loan borrowings under the credit agreement.

Who are the key parties to UGI’s Fourth Amendment to the Credit Agreement?

The key parties are UGI Energy Services, LLC as borrower, the guarantors party to the agreement, HSBC Bank USA, N.A. as administrative agent and 2026 Refinancing Term Lender, and the other lenders participating under the amended term loan facility.

Why is the UGI credit agreement amendment considered a material definitive agreement?

It is material because it governs a significant term loan obligation of UGI Energy Services and changes core economic terms, specifically the Applicable Rate. Such amendments directly influence financing costs and are therefore reported as a material definitive agreement.

Does this UGI filing involve creation of a direct financial obligation?

Yes. The company states that the information about the Fourth Amendment also relates to creation of a direct financial obligation. The amended credit agreement continues to govern UGI Energy Services’ term loan borrowing obligations to its banking counterparties.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): June 30, 2026

UGI Corporation

(Exact Name of Registrant as Specified in Its Charter)


Pennsylvania (State or Other Jurisdiction of Incorporation)	1-11071 (Commission File Number)	23-2668356 (IRS Employer Identification No.)

500 North Gulph Road, King of Prussia, PA 19406

(Address of Principal Executive Offices) (Zip Code)

Registrant’s Telephone Number, Including Area Code: 610 337-1000

Not Applicable

Former Name or Former Address, if Changed Since Last Report

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, without par value		UGI		New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 1.01. Entry into a Material Definitive Agreement.

On June 30, 2026, UGI Energy Services, LLC (“UGI Energy Services”), a wholly owned subsidiary of UGI Corporation (the “Company”), entered into that certain Fourth Amendment to Credit Agreement (the “Amendment”), by and among UGI Energy Services, the guarantors party thereto, HSBC Bank USA, N.A., as administrative agent, and HSBC Bank USA, N.A. as the 2026 Refinancing Term Lender (as defined in the Amendment) and the lenders party thereto, which amended UGI Energy Services’ Credit Agreement, dated as of August 13, 2019 (as amended, the “Term Loan Credit Agreement”).

The Amendment provides, among other items, that the Applicable Rate (as defined in the Term Loan Credit Agreement) shall be 2.00% per annum for SOFR Loans (as defined in the Term Loan Credit Agreement) and 1.00% per annum for base rate loans.

The foregoing description of the Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Amendment, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

The information set forth above in Item 1.01 regarding the Amendment is hereby incorporated into this Item 2.03 by reference, insofar as it relates to the creation of a direct financial obligation. This description is qualified in its entirety by reference to the full text of the Amendment, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.


Exhibit Number:		Description
10.1		Fourth Amendment to Credit Agreement, dated June 30, 2026, by and among UGI Energy Services, LLC, the guarantors party thereto, the lenders party thereto, HSBC Bank USA, N.A., as administrative agent, and HSBC Bank USA, N.A. as the 2026 Refinancing Term Lender.

104		Cover Page Interactive Data File (formatted as inline XBRL).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	UGI Corporation

July 7, 2026	By:	/s/ Jessica A. Milner
	Name:	Jessica A. Milner
	Title:	Secretary

Source: View Original Filing on SEC EDGAR

Filing Exhibits & Attachments

5 documents

Agreements & Contracts

EX-10.1 EX-10.1 577.3 KB