Form 4: Sempra Director Michael Mears Acquires Phantom Shares

Director Michael N. Mears acquired 1,498.77 phantom shares of Sempra common stock as part of his director compensation.

Summary

• Director Michael N. Mears was granted 1,498.77 phantom shares of Sempra common stock on May 12, 2026.
• Each phantom share represents the economic equivalent of one share of Sempra common stock.
• The total number of phantom shares beneficially owned by the director following this transaction is 22,429.06.
• These shares are subject to forfeiture if the director's service terminates before the 2027 Annual Shareholders Meeting, excluding specific conditions like death or disability.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this as a neutral administrative filing regarding standard director compensation that does not signal a change in company strategy or financial health.

Positives

• The acquisition reflects continued alignment between the director and shareholder interests through equity-based compensation.

Negatives

• None identified; this is a standard director compensation disclosure.

Risks

• The phantom shares are subject to forfeiture if the director leaves the board prior to the 2027 Annual Shareholders Meeting.

Future Outlook

The phantom shares are scheduled to be paid out in cash following the director's separation of service, subject to vesting requirements tied to the 2027 Annual Shareholders Meeting.

Industry Context

StockSavvy.ai notes that this transaction is a routine disclosure of director compensation within the utility sector, where equity-linked deferred compensation is a standard practice to ensure long-term board commitment.

Comparison to Industry Standards

• The use of phantom stock for director compensation is consistent with standard corporate governance practices among large-cap utility companies like Duke Energy or Southern Company.
• Vesting schedules tied to annual shareholder meetings are common industry practice to ensure director retention.

Corporate Governance

Stakeholder Impact

• Shareholders: Minimal impact; reflects standard board compensation structure.

Next Steps

• Director service continues through the 2027 Annual Shareholders Meeting to satisfy vesting requirements.

Key Dates

Keywords

Sempra, SRE, Director Compensation, Phantom Shares, Insider Transaction, Corporate Governance