Form 4: Sempra Director Jack T. Taylor Acquires Additional Phantom Shares as Compensation

Sempra Director Jack T. Taylor acquired 164.09 phantom shares as compensation, increasing his total beneficial ownership to 40,321.76 phantom shares.

Summary

• Jack T. Taylor, a Director of Sempra (SRE), acquired 164.09 phantom shares.
• The transaction occurred on July 1, 2025.
• These phantom shares were acquired as director compensation.
• Each phantom share converts to one share of Sempra Common Stock.
• The acquisition price was $76.18 per phantom share.
• Following this transaction, Jack T. Taylor beneficially owns 40,321.76 phantom shares.
• This total includes 1,863.44 unvested restricted phantom shares, which are subject to forfeiture if service as a director terminates for reasons other than death, disability, or removal without cause.
• Vested shares are immediately exercisable.

Sentiment

Score: 7

Explanation: The filing indicates a routine director compensation event, which is generally positive as it aligns director interests with shareholders. No negative or unexpected information is present.

Positives

• Director compensation through equity awards aligns management interests with shareholder value.
• Increased beneficial ownership by a director may signal confidence in the company's future prospects.

Risks

• 1,863.44 unvested restricted phantom shares are subject to forfeiture if the director's service terminates prior to vesting for any reason other than death, disability, or removal without cause.

Future Outlook

The document does not provide forward-looking statements or guidance beyond the details of the reported transaction and the vesting conditions of the phantom shares.

Management Comments

• Phantom shares of Sempra Common Stock acquired as director compensation.
• Conversion of Derivative Security is 1 for 1.
• Date exercisable is immediate for shares that have vested.
• Total includes 1,863.44 unvested restricted phantom shares that are subject to forfeiture if service as a director terminates prior to vesting for any reason other than death, disability or removal without cause.

Industry Context

This Form 4 filing reflects a routine equity compensation event for a director at a utility company like Sempra. Equity compensation, particularly phantom shares or restricted stock units, is a common practice in the utility sector and broader corporate landscape to align the interests of directors and executives with long-term shareholder value. It is a standard mechanism for attracting and retaining experienced board members.

Comparison to Industry Standards

• The use of phantom shares as director compensation is a common practice across various industries, including the utility sector, aligning director incentives with company performance without immediate dilution from direct stock issuance.
• The vesting conditions, including forfeiture clauses for unvested shares upon termination, are standard in equity compensation plans to encourage long-term commitment and performance.
• While specific compensation amounts vary by company size and industry, the structure of this equity award is consistent with corporate governance best practices for director remuneration.

Stakeholder Impact

• Shareholders: The acquisition of phantom shares by a director aligns their interests with long-term shareholder value, as the value of these shares is tied to the company's stock performance.
• Employees: No direct impact on general employees is indicated by this specific filing.
• Customers: No direct impact on customers is indicated by this specific filing.
• Suppliers: No direct impact on suppliers is indicated by this specific filing.
• Creditors: No direct impact on creditors is indicated by this specific filing.

Next Steps

• Continued service of Jack T. Taylor as a Director of Sempra.
• Vesting of the unvested restricted phantom shares over time, subject to the specified conditions.

Key Dates

Recommendation

Keywords

Sempra, SRE, Form 4, Insider Transaction, Director Compensation, Phantom Shares, Equity Compensation, Beneficial Ownership