Form 4: Sempra EVP Caroline Winn's Stock Transactions

Sempra Executive Vice President Caroline Winn reported the acquisition of 60,429 employee stock options and the disposition of 2,442.76 shares of common stock.

Summary

• Caroline Ann Winn, Executive Vice President of Sempra (SRE), reported transactions on January 2, 2026.
• Winn disposed of 2,442.76 shares of Sempra Common Stock at a price of $89.71 per share.
• Winn acquired 60,429 employee stock options with an exercise price of $89.71 per share.
• Following these transactions, Winn directly beneficially owns 31,221.33 shares of Common Stock and 60,429 employee stock options.
• Winn indirectly beneficially owns 11,164 shares of Common Stock through a 401(k) savings plan.
• The employee stock options become exercisable in three equal annual installments, beginning on the first anniversary of the grant date, January 2, 2026.

Sentiment

Score: 6

Explanation: The sentiment is slightly positive due to the significant grant of stock options, which aligns executive incentives with shareholder interests. The disposition of shares is a routine event, likely for tax purposes, and does not indicate negative sentiment.

Positives

• The grant of 60,429 employee stock options aligns the Executive Vice President's incentives with shareholder value creation, as the options gain value if Sempra's stock price increases.
• The exercise price of the options ($89.71) is consistent with the market price at the time of the grant, indicating a standard compensation award.

Negatives

• The disposition of 2,442.76 shares of common stock, while often for tax withholding purposes related to equity compensation, represents a reduction in direct share ownership.

Risks

• The value of the granted employee stock options is subject to market fluctuations and Sempra's future stock performance; if the stock price does not exceed the exercise price, the options may expire worthless.
• The vesting schedule of the options means the full benefit is not immediately realized and is contingent on continued employment and company performance over several years.

Future Outlook

The employee stock options granted to Caroline Ann Winn will vest in three equal annual installments, commencing on January 2, 2027, and will expire on January 1, 2036, providing a long-term incentive tied to Sempra's stock performance.

Industry Context

This filing reflects a routine executive compensation event, common across publicly traded companies, where executives receive stock options as part of their incentive package to align their interests with long-term shareholder value. The disposition of shares is often a standard practice for covering tax obligations associated with equity awards.

Stakeholder Impact

• Shareholders: The grant of stock options to an executive can be viewed positively as it aligns management's long-term interests with shareholder returns. The disposition of a relatively small number of shares for tax purposes is unlikely to have a material impact.
• Employees: This filing pertains to executive compensation and does not directly impact the broader employee base, though it reflects the company's approach to incentivizing its leadership.

Next Steps

• The employee stock options will begin to vest in three equal annual installments starting on January 2, 2027.

Key Dates

Recommendation

This Form 4 filing details routine insider transactions related to executive compensation, specifically the grant of stock options and a disposition of shares likely for tax purposes. It does not provide new fundamental information about Sempra's operational performance, financial health, or strategic direction that would warrant a change in investment recommendation. Therefore, a 'hold' recommendation is appropriate, maintaining existing positions based on broader company fundamentals and market conditions.

Keywords

Sempra, SRE, Form 4, Insider Transaction, Stock Options, Executive Compensation, Common Stock, Beneficial Ownership