Form 4: Sempra CEO Martin Sells Shares, Acquires Options

Sempra's Chairman, CEO, and President, Jeffrey W. Martin, reported sales of common stock and the acquisition of employee stock options under a pre-arranged 10b5-1 plan.

Summary

• Jeffrey W. Martin, Chairman, CEO, and President of Sempra (SRE), reported multiple transactions involving the company's common stock and derivative securities.
• On January 2, 2026, Martin sold 2,394 shares of common stock at a weighted average price of $88.31 per share, with actual prices ranging from $87.915 to $88.90.
• Also on January 2, 2026, an additional 27,606 shares of common stock were sold at a weighted average price of $89.38 per share, with actual prices ranging from $88.94 to $89.89.
• On January 5, 2026, Martin sold 20,533 shares of common stock at a weighted average price of $87.13 per share, with actual prices ranging from $86.545 to $87.535.
• Further sales on January 5, 2026, included 2,278 shares at a weighted average price of $87.74 per share (actual prices $87.55 to $88.435) and 300 shares at a weighted average price of $88.93 per share (actual prices $88.66 to $89.135).
• Following these transactions, Martin directly beneficially owns 50,719.41, 23,113.41, 2,580.41, 302.41, and 2.41 shares of common stock across various holdings.
• Martin also indirectly beneficially owns 20,255.99 shares of common stock through a 401(k) savings plan as of January 2, 2026.
• On January 2, 2026, Martin acquired 343,856 employee stock options (right to buy) with an exercise price of $89.71 per share.
• These options become exercisable in three equal annual installments, beginning on the first anniversary of the grant date (January 2, 2027), and expire on January 1, 2036.
• All reported transactions were made pursuant to a Rule 10b5-1(c) contract, instruction, or written plan.

Sentiment

Score: 5

Explanation: The filing reports routine insider transactions, including significant stock sales under a pre-arranged 10b5-1 plan, balanced by the grant of new employee stock options. This is generally considered neutral as it reflects standard executive compensation and liquidity management.

Positives

• Jeffrey W. Martin was granted 343,856 employee stock options, indicating continued incentive alignment with shareholder value creation.
• The acquisition of new stock options demonstrates ongoing compensation and potential future equity ownership for the CEO.

Negatives

• Jeffrey W. Martin sold a significant number of common shares across multiple transactions, totaling 53,111 shares, which could be interpreted as a reduction in direct equity exposure.

Future Outlook

NA

Industry Context

This Form 4 filing details routine insider transactions for Sempra's CEO, which are common for executives managing personal liquidity and compensation, and do not inherently reflect broader industry trends.

Related Party Transactions

• Jeffrey W. Martin, Chairman, CEO, and President, sold 53,111 shares of Sempra common stock across multiple transactions on January 2, 2026, and January 5, 2026, at weighted average prices ranging from $87.13 to $89.38.
• Jeffrey W. Martin was granted 343,856 employee stock options on January 2, 2026, with an exercise price of $89.71.

Stakeholder Impact

• Shareholders may observe the CEO's stock sales, but the disclosure that these were made under a Rule 10b5-1 plan suggests they were pre-scheduled and not based on new material non-public information.
• The grant of new stock options aligns the CEO's future incentives with long-term company performance, potentially benefiting shareholders.

Next Steps

• The employee stock options will become exercisable in three equal annual installments, starting on January 2, 2027.

Key Dates

Recommendation

The Form 4 details pre-scheduled insider stock sales and the grant of new stock options. These are routine compensation and liquidity events for executives and do not typically signal a change in the company's fundamental outlook or warrant a change in investment recommendation based solely on this filing.

Keywords

Sempra, SRE, Form 4, Insider Trading, Stock Sale, Stock Option, Jeffrey W. Martin, CEO, Director, 10b5-1 Plan