Form 4: Sempra Director Acquires 140 Phantom Shares

Sempra Director James C. Yardley acquired 140.04 phantom shares as part of director compensation, increasing his beneficial ownership to 40,235.71 shares.

Summary

• James C. Yardley, a Director of Sempra (SRE), acquired 140.04 phantom shares on October 1, 2025.
• These phantom shares were acquired as director compensation.
• The conversion of derivative security is 1 for 1 to Sempra Common Stock.
• The price of the derivative security at the time of acquisition was $89.26 per phantom share.
• Following this transaction, Mr. Yardley beneficially owns a total of 40,235.71 phantom shares.
• This total includes 1,879.66 unvested restricted phantom shares, which are subject to forfeiture under specific conditions.

Sentiment

Score: 7

Explanation: A director increasing their stake, even through compensation, is generally a positive signal of confidence in the company's future, though it's a routine event and not indicative of extraordinary performance.

Positives

• Director James C. Yardley increased his beneficial ownership in Sempra by acquiring 140.04 phantom shares, indicating continued alignment with shareholder interests.
• The acquisition is part of a standard director compensation package, which incentivizes board members.

Risks

• 1,879.66 unvested restricted phantom shares are subject to forfeiture if service as a director terminates prior to vesting for any reason other than death, disability, or removal without cause.

Future Outlook

This filing is a historical transaction report and does not contain forward-looking statements or guidance regarding the company's future performance.

Industry Context

This is a routine insider transaction report for a director's compensation, which is a common occurrence across publicly traded companies and does not provide specific insights into broader industry trends.

Corporate Governance

Related Party Transactions

• Acquisition of 140.04 phantom shares by Director James C. Yardley as compensation, which is a transaction between a related party (director) and the company.

Stakeholder Impact

• Shareholders: The transaction increases a director's equity stake, aligning their interests more closely with those of shareholders.
• Management: This reflects a standard compensation practice for board members, which is part of the overall executive and director remuneration strategy.

Key Dates

Recommendation

This Form 4 filing reports a routine acquisition of phantom shares by a director as part of their compensation package. While it indicates continued alignment of interests, it does not present new information that would fundamentally alter the investment thesis for Sempra. Therefore, a 'hold' recommendation is appropriate, maintaining existing positions based on broader company fundamentals rather than this specific insider transaction.

Keywords

Sempra, SRE, Form 4, Insider Trading, Director Compensation, Phantom Shares, Equity Acquisition, James C. Yardley