UGI CORP /PA/ 8-K

What Happened

• UGI Corporation (UGI) filed an 8-K reporting the results of its Annual Meeting of Shareholders held on January 30, 2026. All ten director nominees were elected, the advisory vote to approve executive compensation ("say-on-pay") was approved, and shareholders ratified KPMG LLP as the Company’s independent registered public accounting firm for fiscal year 2026.
• Each director received strong support, with votes for nominees ranging roughly from 169.0 million to 171.1 million and 19,783,453 broker non-votes recorded. The ratification of KPMG passed overwhelmingly (191,337,687 FOR; 354,039 AGAINST; 368,211 abstentions).

Key Details

• Directors elected (10): Mario Longhi (Chair), David Bingenheimer, M. Shawn Bort, Theodore A. Dosch, Tina V. Faraca, Robert Flexon, Alan N. Harris, Kelly A. Romano, Melanie Ruiz, Santiago Seage. For-votes per nominee were approximately 169–171 million; broker non-votes: 19,783,453.
• Say-on-pay advisory vote: 162,770,981 FOR; 8,703,819 AGAINST; 801,684 abstentions; 19,783,453 broker non-votes.
• Auditor ratification: KPMG LLP ratified with 191,337,687 FOR; 354,039 AGAINST; 368,211 abstentions; no broker non-votes.

Why It Matters

• Election of the board confirms leadership and continuity at UGI for governance and strategic oversight.
• The approved advisory vote on executive compensation signals shareholder support for the company’s pay practices (note: advisory only).
• Ratification of KPMG ensures continuity of the external audit relationship for fiscal 2026, which matters for financial reporting and investor confidence.