UGI Corp (UGI) officer exercises 15,000 options and sells 15,000 shares

Rhea-AI Filing Summary

UGI Corporation reported a Form 4 for an officer who is President of a subsidiary, covering equity activity on 11/25/2025. The reporting person exercised 15,000 options for UGI common stock at an exercise price of $33.76 per share and, on the same date, sold 15,000 shares at an average price of $38.6757, leaving 33,492 UGI shares owned directly afterward.

The filing also lists a substantial portfolio of derivative awards, including multiple option grants with various exercise prices and expiration dates, performance units tied to UGI common stock, and stock units with dividend equivalents that vest over time. A footnote explains that sale prices ranged from $38.60 to $38.90. The remarks state that the individual was a Section 16 officer from March 2017 to 2021 and again became a Section 16 officer on January 31, 2025, and that current reported holdings include securities accumulated while reporting was not required.

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

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Hartz Joseph L.

(Last) (First) (Middle)

500 NORTH GULPH ROAD

(Street)

KING OF PRUSSIA PA 19406

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
UGI CORP /PA/ [ UGI ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President of Subsidiary

3. Date of Earliest Transaction (Month/Day/Year)
11/25/2025

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
UGI Common Stock	11/25/2025		M		15,000	A	$33.76	48,492	D
UGI Common Stock	11/25/2025		S		15,000	D	$38.6757(1)	33,492	D

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
Options (Right to Buy)	$33.76	11/25/2025		M			15,000	01/01/2019	12/31/2025	UGI Common Stock	15,000	$0	5,000	D
Options (Right to Buy)	$46.08							(2)	12/31/2026	UGI Common Stock	18,000		18,000	D
Options (Right to Buy)	$48.29							(3)	03/05/2027	UGI Common Stock	12,500		12,500	D
Options (Right to Buy)	$46.95							(4)	12/31/2027	UGI Common Stock	33,000		33,000	D
Options (Right to Buy)	$53.35							(5)	12/31/2028	UGI Common Stock	25,880		25,880	D
Options (Right to Buy)	$45.16							(6)	12/31/2029	UGI Common Stock	42,580		42,580	D
Options (Right to Buy)	$34.96							(7)	12/31/2030	UGI Common Stock	22,070		22,070	D
Options (Right to Buy)	$45.91							(8)	12/31/2031	UGI Common Stock	14,180		14,180	D
Options (Right to Buy)	$41.45							(9)	01/11/2033	UGI Common Stock	19,270		19,270	D
Options (Right to Buy)	$24.6							(10)	12/31/2033	UGI Common Stock	35,660		35,660	D
Performance Units	$0							(11)	12/31/2025	UGI Common Stock	2,110		2,110	D
Performance Units	$0							(12)	12/31/2026	UGI Common Stock	3,310		3,310	D
Performance Units	$0							(12)	09/30/2026	UGI Common Stock	4,070		4,070	D
Performance Units	$0							(13)	12/31/2027	UGI Common Stock	7,156		7,156	D
Stock Units	(14)							(14)	(14)	UGI Common Stock	4,390		4,390	D
Stock Units	(15)							(15)	(15)	UGI Common Stock	6,100		6,100	D
Stock Units	(16)							(16)	(16)	UGI Common Stock	10,627		10,627	D

Explanation of Responses:

1. The shares of common stock with respect to this transaction were sold at prices ranging from $38.60 to $38.90. Upon request, UGI Corporation will provide to the U.S. Securities and Exchange Commission staff, or a security holder of UGI Corporation, full information regarding the number of shares of common stock sold at each separate price.

2. These options were granted effective January 1, 2017 and became fully vested on January 1, 2020.

3. These options were granted effective March 6, 2017 and became fully vested on March 6, 2020.

4. These options were granted effective January 1, 2018 and became fully vested on January 1, 2021.

5. These options were granted effective January 1, 2019 and became fully vested on January 1, 2022.

6. These options were granted effective January 1, 2020 and became fully vested on January 1, 2023.

7. These options were granted effective January 1, 2021 and became fully vested on January 1, 2024.

8. These options were granted effective January 1, 2022 and became fully vested on January 1, 2025.

9. These options were granted effective January 12, 2023 and vest in three equal annual installments beginning on January 12, 2024.

10. These options were granted effective January 1, 2024 and vest in three equal annual installments beginning on January 1, 2025.

11. Effective January 12, 2023, the reporting person was granted performance units under the UGI Corporation 2021 Incentive Award Plan. Each performance unit represents the right of the reporting person to receive a share of UGI Common Stock if specified performance goals and other conditions are met.

12. Effective January 1, 2024, the reporting person was granted performance units under the UGI Corporation 2021 Incentive Award Plan. Each performance unit represents the right of the reporting person to receive a share of UGI Common Stock if specified performance goals and other conditions are met.

13. Effective January 1, 2025, the reporting person was granted performance units under the UGI Corporation 2021 Incentive Award Plan. Each performance unit represents the right of the reporting person to receive a share of UGI Common Stock if specified performance goals and other conditions are met.

14. Effective January 12, 2023, the reporting person was granted stock units with dividend equivalents under the UGI Corporation 2021 Incentive Award Plan. Each stock unit represents the right of the reporting person to receive a share of UGI Common Stock after three years of employment.

15. Effective January 1, 2024, the reporting person was granted stock units with dividend equivalents under the UGI Corporation 2021 Incentive Award Plan. Each stock unit represents the right of the reporting person to receive a share of UGI Common Stock after three years of employment.

16. Effective January 1, 2025, the reporting person was granted stock units with dividend equivalents under the UGI Corporation 2021 Incentive Award Plan. Each stock unit represents the right of the reporting person to receive a share of UGI Common Stock, with 50% of such stock units vesting on the second anniversary of the grant date and the remaining 50% vesting on the third anniversary of the grant date.

Remarks:

The reporting person was a Section 16 Officer from March 2017 until 2021. The reporting person became a Section 16 Officer again on January 31, 2025. Holdings reflect current beneficial ownership including securities acquired during the period when reporting was not required.

	/s/ Pamela A. Meredith, Attorney-in-Fact for Joseph L. Hartz	11/28/2025
	** 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 insider transaction did UGI (UGI) report on November 25, 2025?

The filing shows a UGI subsidiary president exercised 15,000 stock options at $33.76 per share and sold 15,000 UGI common shares on 11/25/2025.

At what price were UGI (UGI) shares sold in this Form 4?

The 15,000 UGI shares were sold at an average price of $38.6757 per share, with actual sale prices ranging from $38.60 to $38.90.

How many UGI (UGI) shares does the insider hold after the reported transactions?

After exercising options and selling shares, the reporting person beneficially owns 33,492 shares of UGI common stock directly.

What types of derivative awards does the UGI (UGI) insider hold?

The insider holds multiple options (rights to buy) UGI common stock with various exercise prices and expiration dates, as well as performance units and stock units that can settle in UGI shares under the 2021 Incentive Award Plan.

What do the performance units and stock units in the UGI (UGI) Form 4 represent?

Each performance unit or stock unit generally represents the right to receive one share of UGI common stock if specified performance goals, employment conditions, and vesting schedules are met.

Why does the UGI (UGI) Form 4 mention past and current Section 16 officer status?

The remarks explain that the reporting person was a Section 16 officer from March 2017 to 2021 and again became one on January 31, 2025, and that the holdings shown include securities obtained during the period when reporting was not required.