UGI Corp (UGI) awards CFO performance and stock units under 2021 plan

Rhea-AI Filing Summary

UGI Corporation reported that its Chief Financial Officer received new equity awards effective January 1, 2026 under the UGI Corporation 2021 Incentive Award Plan. The officer was granted 30,547 performance units, each representing the right to receive one share of UGI common stock if specified performance goals and other conditions are met, with these units expiring on December 31, 2028.

On the same date, the officer was also granted 20,305 stock units with dividend equivalents, each representing the right to receive one share of UGI common stock. For these stock units, 50% vest on the second anniversary of the grant date and the remaining 50% vest on the third anniversary. Both awards have an exercise price of $0 and are held directly by the reporting person.

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^*

O'Brien Sean

(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)
	Chief Financial Officer

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		30,547		(1)	12/31/2028	UGI Common Stock	30,547	$0	30,547	D
Stock Units	(2)	01/01/2026		A		20,305		(2)	(2)	UGI Common Stock	20,305	$0	20,305	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 Sean O'Brien	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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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FAQ

What equity awards did UGI (UGI) grant to its CFO on January 1, 2026?

Effective January 1, 2026, UGI granted its Chief Financial Officer 30,547 performance units and 20,305 stock units with dividend equivalents under the UGI Corporation 2021 Incentive Award Plan.

How do the performance units granted by UGI (UGI) to the CFO work?

Each of the 30,547 performance units granted effective January 1, 2026 represents the right to receive one share of UGI common stock if specified performance goals and other conditions are met, with an expiration date of December 31, 2028 and an exercise price of $0.

What is the vesting schedule for the UGI (UGI) stock units granted to the CFO?

The 20,305 stock units with dividend equivalents granted on January 1, 2026 vest in two tranches: 50% on the second anniversary of the grant date and the remaining 50% on the third anniversary.

What does each stock unit granted by UGI (UGI) to the CFO represent?

Each stock unit granted under the UGI Corporation 2021 Incentive Award Plan represents the right of the recipient to receive one share of UGI common stock, along with dividend equivalents, subject to the vesting schedule.

Are the UGI (UGI) performance and stock units held directly or indirectly by the CFO?

The Form 4 indicates that the 30,547 performance units and 20,305 stock units are beneficially owned on a direct (D) basis by the reporting person.

Under which plan were the January 1, 2026 UGI (UGI) equity awards granted?

Both the performance units and stock units granted to the Chief Financial Officer effective January 1, 2026 were issued under the UGI Corporation 2021 Incentive Award Plan.