UGI (UGI) director Romano receives 4,364 stock units under 2021 plan

Rhea-AI Filing Summary

UGI Corporation director Kelly A. Romano reported an award of 4,364 shares of UGI Common Stock on January 30, 2026. The shares were acquired at a price of $0 and are held indirectly through a benefit plan, bringing total beneficial ownership in that plan to 30,005 shares.

The filing explains that, effective January 30, 2026, Romano was granted stock units under the UGI Corporation 2021 Incentive Award Plan. Each stock unit gives the right to receive one share of UGI Common Stock upon retirement or termination of service.

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^*

Romano Kelly A

(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
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
01/30/2026

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
UGI Common Stock	01/30/2026		A		4,364	A	$0	30,005(1)	I	Benefit Plan(2)

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

Explanation of Responses:

1. Total gives effect to dividend equivalent accruals.

2. Effective January 30, 2026, the reporting person was granted Stock Units under the UGI Corporation 2021 Incentive Award Plan. Each Stock Unit represents the right of the recipient to receive a share of Common Stock upon retirement or termination of service.

	/s/ Pamela A. Meredith, Attorney-in-Fact for Kelly A. Romano	02/03/2026
	** 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.
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) director Kelly A. Romano report?

UGI director Kelly A. Romano reported acquiring 4,364 shares of UGI Common Stock at $0 on January 30, 2026. The shares were received as stock units under a company incentive plan and are held indirectly through a benefit plan account.

How many UGI (UGI) shares does Kelly A. Romano beneficially own after this transaction?

After the reported transaction, Kelly A. Romano beneficially owns 30,005 shares of UGI Common Stock through a benefit plan. This total reflects the newly acquired 4,364 shares and includes adjustments for dividend equivalent accruals as described in the filing footnotes.

What is the nature of Kelly A. Romano’s ownership of UGI (UGI) shares?

Kelly A. Romano’s UGI holdings are reported as indirect ownership through a benefit plan. The shares arise from stock units granted under the UGI Corporation 2021 Incentive Award Plan, which convert into common stock when retirement or termination of service occurs.

At what price were the UGI (UGI) shares acquired in this Form 4 filing?

The 4,364 UGI Common Stock shares were acquired at a reported price of $0 per share. This reflects that the shares were granted as stock units under an incentive award plan rather than purchased in the open market for cash consideration.

What does the UGI Corporation 2021 Incentive Award Plan provide to Kelly A. Romano?

Under the UGI Corporation 2021 Incentive Award Plan, Kelly A. Romano received stock units effective January 30, 2026. Each stock unit represents the right to receive one share of UGI Common Stock when Romano retires or her service with the company terminates.

What do the dividend equivalent accruals mean in Kelly A. Romano’s UGI (UGI) holdings?

The filing notes that the reported total of 30,005 shares gives effect to dividend equivalent accruals. This means additional stock units were credited to reflect dividends, increasing the overall number of shares reported as beneficially owned in the benefit plan.