YARDLEY JAMES C 4

What Happened

• James C. Yardley, a member of Sempra’s board of directors, received an award of 1,498.77 phantom shares on 2026-05-12. The Form 4 lists the acquisition price as $0.00 (this is a granted derivative award, not an open-market purchase).
• These phantom shares are the economic equivalent of Sempra common stock and are payable in cash following separation of service; the grant is subject to forfeiture if his service ends before Sempra’s 2027 Annual Meeting (except for death, disability, or removal without cause).
• After this grant, the filing indicates a total of 42,849.17 phantom shares reported (this total includes 41,350.40 vested phantom shares that were previously acquired as deferred compensation and are not subject to forfeiture).

Key Details

• Transaction date: 2026-05-12; Form 4 filed: 2026-05-13 (timely).
• Transaction type: A = Award/Grant; derivative phantom shares reported at $0.00 per share.
• Shares granted: 1,498.77 phantom shares; total reported phantom shares after grant: 42,849.17 (includes 41,350.40 vested shares).
• Notable footnotes: F1—each phantom share equals the economic value of one Sempra common share; F2—new phantom shares subject to forfeiture if director leaves before 2027 Annual Meeting (with exceptions); F3—41,350.40 vested phantom shares are deferred compensation and not forfeitable.
• Filing timeliness: reported promptly the next day; not marked late.

Context

• This was a compensation award (derivative/phantom stock), not a market purchase or sale, so it does not signal immediate buying or selling of company stock. Phantom shares typically pay out in cash (based on share value) upon separation or vesting, rather than delivering actual common shares.