UGI Corporation (UGI) CEO receives new 2026 performance and stock unit awards

Rhea-AI Filing Summary

UGI Corporation reported a new equity compensation grant to its President and CEO and Director, Robert C. Flexon, effective January 1, 2026. The filing shows an award of 90,435 performance units under the UGI Corporation 2021 Incentive Award Plan, each representing the right to receive one share of UGI common stock if specified performance goals and other conditions are met.

In addition, the reporting person received 60,113 stock units with dividend equivalents under the same plan. Each stock unit represents the right to receive one share of UGI common stock, with 50% of these stock units vesting on the second anniversary of the grant date and the remaining 50% vesting on the third anniversary of the grant date.

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

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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^*

FLEXON ROBERT C

(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)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President and CEO

3. Date of Earliest Transaction (Month/Day/Year)
01/01/2026

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

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
Performance Units	$0	01/01/2026		A		90,435		(1)	12/31/2028	UGI Common Stock	90,435	$0	90,435	D
Stock Units	(2)	01/01/2026		A		60,113		(2)	(2)	UGI Common Stock	60,113	$0	60,113	D

Explanation of Responses:

1. Effective January 1, 2026, 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.

2. Effective January 1, 2026, 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 recipient 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.

	/s/ Pamela A. Meredith, Attorney-in-Fact for Robert C. Flexon	01/05/2026
	** 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).
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FAQ

What insider transaction did UGI (UGI) disclose for January 1, 2026?

UGI disclosed that its President and CEO and Director, Robert C. Flexon, received equity awards effective January 1, 2026 under the UGI Corporation 2021 Incentive Award Plan.

How many performance units were granted to the UGI (UGI) CEO?

The reporting person was granted 90,435 performance units. Each performance unit represents the right to receive one share of UGI common stock if specified performance goals and other conditions are met.

What stock units were granted in this UGI (UGI) Form 4 filing?

The reporting person was granted 60,113 stock units with dividend equivalents under the UGI Corporation 2021 Incentive Award Plan, each representing the right to receive one share of UGI common stock.

What are the vesting terms for the UGI (UGI) stock units granted on January 1, 2026?

For the 60,113 stock units, 50% vest on the second anniversary of the grant date and the remaining 50% vest on the third anniversary of the grant date.

What conditions apply to the UGI (UGI) performance units granted to the CEO?

Each of the 90,435 performance units gives the right to receive one share of UGI common stock if specified performance goals and other conditions set under the plan are met.

What is the exercise or conversion price of the UGI (UGI) derivative securities granted?

The performance units and stock units reported have an exercise or conversion price of $0 as shown in the derivative securities table.

In what capacity is the reporting person related to UGI (UGI)?

The reporting person is identified as both a Director and an Officer, serving as President and CEO of UGI Corporation.