UGI (NYSE: UGI) officer vests 3,310 units and withholds 1,118 shares

Rhea-AI Filing Summary

UGI Corporation executive Hans G. Bell, President of a subsidiary, reported equity award activity dated January 11, 2026. A total of 3,310 stock units previously granted under the UGI Corporation 2021 Incentive Award Plan were converted into an equal number of shares of UGI common stock at an exercise price of $0. In connection with the vesting, 1,118 shares of UGI common stock were withheld by the company at $37.07 per share to cover the reporting person’s income tax liability. After these transactions, Bell directly owned 20,412 shares of UGI common stock.

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

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

Bell Hans G.

(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)
01/11/2026

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	01/11/2026		M		3,310	A	$0	21,530	D
UGI Common Stock	01/11/2026		F(1)		1,118	D	$37.07	20,412	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
Stock Units	$0	01/11/2026		M			3,310	(2)	01/11/2026	UGI Common Stock	3,310	$0	0	D

Explanation of Responses:

1. The shares were withheld by the issuer to satisfy the reporting person's income tax liability associated with the vesting of an award made in 2023.

2. 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.

	/s/ Pamela A. Meredith, Attorney-in-Fact for Hans G. Bell	01/13/2026
	** 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 transactions did UGI (UGI) report for Hans G. Bell?

On January 11, 2026, Hans G. Bell, President of a UGI subsidiary, reported the conversion of 3,310 stock units into UGI common stock and a related tax withholding of 1,118 shares.

How many UGI shares does Hans G. Bell own after the reported Form 4 transactions?

Following the January 11, 2026 transactions, Hans G. Bell directly owned 20,412 shares of UGI common stock.

What does the transaction code M mean in the UGI (UGI) Form 4 for Hans G. Bell?

Transaction code M in the filing shows that 3,310 stock units were converted into UGI common stock at an exercise price of $0 per share.

Why were 1,118 UGI shares withheld in Hans G. Bell’s Form 4?

According to the footnote, 1,118 shares were withheld by UGI to satisfy Hans G. Bell’s income tax liability associated with the vesting of an award made in 2023.

What plan governed the stock units in Hans G. Bell’s UGI (UGI) transaction?

The stock units were granted under the UGI Corporation 2021 Incentive Award Plan, with each stock unit representing the right to receive one share of UGI common stock after three years of employment.

Is Hans G. Bell a director or major shareholder of UGI (UGI)?

In this filing, Hans G. Bell is identified as an officer (President of a subsidiary), not a director or 10% owner of UGI.