Form 4: Sempra Director Kevin Sagara Acquires Phantom Shares as Compensation
Insider Transaction Report
Sempra Director Kevin C. Sagara acquired 164.09 phantom shares of Sempra Common Stock as director compensation on July 1, 2025.
Summary
- Kevin C. Sagara, a Director of Sempra (SRE), acquired 164.09 phantom shares of Sempra Common Stock.
- The transaction occurred on July 1, 2025.
- These phantom shares were acquired as part of director compensation.
- The conversion rate for these derivative securities is 1 for 1 to common stock.
- The price of the derivative security was $76.18 per phantom share.
- Following this transaction, Kevin C. Sagara beneficially owns 3,742.74 phantom shares.
- This total includes 2,012.37 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: 6
Explanation: The acquisition of phantom shares as director compensation is a routine and expected event, indicating stable corporate governance and aligning director interests with shareholders. It is a neutral to slightly positive signal.
Positives
- The acquisition of phantom shares represents a form of compensation for the director, aligning their interests with shareholder value.
- The transaction is a routine part of director remuneration, indicating stable corporate governance practices regarding compensation.
Negatives
- No specific negative aspects are identified in this routine compensation filing.
Risks
- 2,012.37 unvested restricted phantom shares are subject to forfeiture if the director's service terminates prior to vesting for reasons other than death, disability, or removal without cause.
Future Outlook
No forward-looking statements or guidance are provided.
Industry Context
This Form 4 filing details a routine insider transaction related to director compensation, which is a standard practice across publicly traded companies in various industries, including the utilities sector where Sempra operates. It does not provide broader industry trends or competitive insights.
Comparison to Industry Standards
- This transaction represents a standard practice of compensating directors with equity-based awards, common across large publicly traded companies.
- The specific value and number of shares are consistent with typical director compensation packages in the utility sector, though direct comparisons to specific companies like Duke Energy, NextEra Energy, or Southern Company would require detailed compensation plan disclosures from those entities.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Compensation Structure | The document details the acquisition of phantom shares as director compensation, which is a standard component of corporate governance related to executive and director remuneration. | 07/01/2025 | Aligns director's interests with long-term shareholder value through equity-based compensation, subject to vesting conditions. |
Related Party Transactions
- The acquisition of phantom shares by Kevin C. Sagara, a director of Sempra, from Sempra itself constitutes a related party transaction as it involves a company insider.
Stakeholder Impact
- Shareholders: The transaction aligns the director's interests with shareholders through equity ownership, potentially encouraging long-term value creation.
Next Steps
- The unvested restricted phantom shares will vest over time, subject to the director's continued service.
Key Dates
| Date | Description |
|---|---|
| 07/01/2025 | Date of earliest transaction for the acquisition of phantom shares. |
| 07/02/2025 | Date the Form 4 was signed by the reporting person's attorney-in-fact. |
Keywords
Sempra, SRE, Kevin C. Sagara, Form 4, SEC filing, director compensation, phantom shares, beneficial ownership, insider transaction, corporate governance
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