Form 4: Sempra Director Michael Mears Acquires Additional Phantom Shares as Compensation

Sempra Director Michael N. Mears acquired 164.09 phantom shares as part of his director compensation, increasing his total beneficial ownership to 19,924.06 derivative securities.

Summary

• Michael N. Mears, a Director of Sempra, acquired 164.09 phantom shares on July 1, 2025.
• The acquisition was part of director compensation.
• The phantom shares convert to Sempra Common Stock on a 1-for-1 basis.
• The implied price per phantom share acquired was $76.18.
• Following this transaction, Michael N. Mears beneficially owns 19,924.06 derivative securities, which are phantom shares.
• This total includes 1,863.44 unvested restricted phantom shares, which are subject to forfeiture if service as a director terminates prior to vesting for any reason other than death, disability, or removal without cause.

Sentiment

Score: 7

Explanation: The filing reports a routine acquisition of phantom shares by a director as part of compensation, which is a neutral to slightly positive event as it aligns management interests with shareholders.

Positives

• Director Michael N. Mears acquired additional phantom shares, aligning his interests with shareholders.
• The acquisition is part of director compensation, indicating ongoing commitment and a structured remuneration plan.

Risks

• 1,863.44 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

The future outlook for the unvested phantom shares is dependent on Michael N. Mears' continued service as a director, as they are subject to forfeiture under specific conditions.

Industry Context

This Form 4 filing details a routine insider transaction, specifically the acquisition of equity-based compensation by a director. Such filings are common across publicly traded companies as part of their executive and director compensation programs, aiming to align leadership interests with shareholder value.

Corporate Governance

Related Party Transactions

• Acquisition of 164.09 phantom shares by Director Michael N. Mears as part of his compensation package.

Stakeholder Impact

• Shareholders: The acquisition of phantom shares by a director aligns their interests with the company's stock performance, potentially benefiting shareholders through improved governance and long-term focus.

Next Steps

• Vesting of the 1,863.44 unvested restricted phantom shares, subject to continued service as a director.

Key Dates

Keywords

Sempra, SRE, Form 4, insider transaction, phantom shares, director compensation, beneficial ownership, Michael Mears