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SRE · Current Report (Form 8-K) · Filed May 14, 2026

Sempra — Current Report (Form 8-K)

Form
8-K
Filed
May 14, 2026
Period
May 12, 2026
Ticker
SRE
Accession
0001032208-26-000032
Boardroom Alpha · Filing insights

Shareholders elected all 11 directors, ratified the auditor, approved executive pay, and rejected an independent chair proposal.

About Sempra
Market cap
$58.5B
1Y TSR
+24.5%
3Y TSR
+11.3%
Board grade
B
Sector
Utilities
CEO
Jeffrey W Martin
Last annual meeting: May 12, 2026 · View full Sempra profile →
sempra-20260512

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934

May 12, 2026
Date of Report (Date of earliest event reported)
Sempra_h_tm_rgb_c.jpg
Sempra
(Exact name of registrant as specified in its charter)
California1-1420133-0732627
(State or other jurisdiction of incorporation)(Commission File Number)(IRS Employer Identification No.)
488 8th Avenue, San Diego, California 92101
(619) 696-2000
(Address of principal executive offices) (Zip Code)(Registrant’s telephone number, including area code)
N/A
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of Each ClassTrading SymbolName of Each Exchange on Which Registered
Common Stock, without par valueSRE New York Stock Exchange
5.75% Junior Subordinated Notes Due 2079, $25 par valueSREANew York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐







Item 5.07 Submission of Matters to a Vote of Security Holders.

The 2026 Annual Shareholders Meeting (the “Annual Meeting”) of Sempra (the “Company”) was held on May 12, 2026. At the Annual Meeting, the Company’s shareholders:
(1)elected for the ensuing year all eleven of the director nominees up for election and listed below;
(2)ratified the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for 2026;
(3)approved, on an advisory basis, the Company’s executive compensation as reported in the Company’s proxy statement for the Annual Meeting; and
(4)did not approve a shareholder proposal requesting an independent board chairman.
Below are the final voting results for each matter voted on at the Annual Meeting, as certified by the Company’s inspector of election at such meeting.

Proposal 1: Election of Directors
Nominees
Votes For
% of
Votes Cast
Votes
Against
% of
Votes Cast
Abstentions
Broker
Non-Votes
Andrés Conesa
530,490,966
96.88
17,103,152
3.12
509,686
36,862.423
Pablo A. Ferrero
533,945,095
97.52
13,589,907
2.48
568,802
36,862.423
Jennifer M. Kirk
546,392,474
99.78
1,216,994
0.22
494,336
36,862.423
Richard J. Mark
542,116,893
99.01
5,421,949
0.99
564,962
36,862.423
Jeffrey W. Martin
526,295,512
96.12
21,257,598
3.88
550,694
36,862.423
Michael N. Mears
510,209,726
93.28
36,743,303
6.72
1,150,775
36,862.423
Kevin C. Sagara
541,535,730
98.90
6,030,495
1.10
537,579
36,862.423
Jack T. Taylor
520,342,322
95.03
27,225,829
4.97
535,653
36,862.423
Cynthia J. Warner
539,940,688
98.66
7,355,288
1.34
807,828
36,862.423
Anya Weaving
545,253,466
99.57
2,347,012
0.43
503,326
36,862.423
James C. Yardley
533,446,183
97.43
14,082,600
2.57
575,021
36,862.423

Proposal 2: Ratification of Appointment of Independent Registered Public Accounting Firm
Votes
% of Votes Cast
Votes For
547,934,091
93.74
Votes Against
36,570,033
6.26
Abstentions
462,103
-
Broker Non-Votes
-
-
Proposal 3: Advisory Approval of the Company’s Executive Compensation
Votes
% of Votes Cast
Votes For
478,271,349
87.52
Votes Against
68,194,329
12.48
Abstentions
1,638,126
-
Broker Non-Votes
36,862,423
-









Proposal 4: Shareholder Proposal Requesting an Independent Board Chairman
Votes
% of Votes Cast
Votes For
91,475,417
16.82
Votes Against
452,247,737
83.18
Abstentions
4,380,650
-
Broker Non-Votes
36,862,423
-










SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

SEMPRA,
(Registrant)
Date: May 14, 2026By: /s/ Dyan Z. Wold
Dyan Z. Wold
Vice President, Controller and Chief Accounting Officer




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Reference

Frequently asked questions

When did Sempra file this 8-K?
Sempra (SRE) filed this Current Report (Form 8-K) with the SEC on May 14, 2026. The accession number assigned by EDGAR is 0001032208-26-000032.
What does an 8-K disclose?
Form 8-K is the SEC's current-report form, used to disclose material events between periodic reports (10-K / 10-Q). Triggers include CEO/CFO departures, acquisitions, bankruptcies, earnings releases, auditor changes, changes in fiscal year, and amendments to corporate governance. Each 8-K is keyed to one or more Item numbers (1.01 through 9.01).
What is the key takeaway from this filing?
Shareholders elected all 11 directors, ratified the auditor, approved executive pay, and rejected an independent chair proposal. This is Boardroom Alpha's one-line summary of the current report; see the full filing text above for the formal disclosure.
What Item codes does an 8-K cover?
An 8-K's Item codes (1.01 through 9.01) specify what kind of event is being disclosed — e.g. Item 1.01 for entering a material agreement, Item 5.02 for departure/election of directors and executive officers, Item 8.01 for other events. The Item codes for this 8-K appear in the filing text above.
Where can I find Sempra's prior current reports on EDGAR?
The SEC EDGAR browser lists every 8-K Sempra has filed under CIK 1032208, sortable by date. Use the "View on SEC EDGAR" link in the page header, or browse directly via https://www.sec.gov/cgi-bin/browse-edgar.
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