Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On January 8, 2026, the Board of Directors of SoCalGas appointed Valerie A. Bille, currently Senior Vice President and Chief Financial Officer for SDG&E since March 2025, to be Senior Vice President and Chief Financial Officer for SoCalGas. As part of the shared officer model, Ms. Bille will retain her roles as Senior Vice President and Chief Financial Officer for SDG&E. Ms. Bille, 47, has also served as a Vice President, Controller, Chief Accounting Officer and Treasurer for SDG&E since August 2020, but will not retain these titles. In connection with these changes, (i) Ms. Bille’s annual base salary will increase to $430,000, (ii) the target value of Ms. Bille’s performance-based cash bonus award will remain at 50% of her annual base salary, (iii) the Compensation Committee of the Board of Directors of SoCalGas will recommend to the Compensation and Talent Development Committee of the Sempra Board of Directors that the target value of Ms. Bille’s annual long-term equity-based incentive awards remain at 120% of her annual base salary, and (iv) Ms. Bille will be eligible for other executive benefits commensurate with SoCalGas’ similarly situated officers, including Ms. Bille’s existing severance pay agreement that will remain unchanged. Additional information regarding executive benefits provided for SoCalGas’ executive officers is described in SoCalGas’ 2025 Information Statement filed with the U.S. Securities and Exchange Commission on April 25, 2025. Also on January 8, 2026, (i) David J. Barrett provided notice that he will resign as Senior Vice President and General Counsel for SoCalGas, and he was appointed Senior Vice President and Deputy General Counsel of Litigation and Regulatory for Sempra, and (ii) the Board of Directors of SoCalGas appointed Robert J. Borthwick, who currently serves as Chief Risk Officer for Sempra, to be Senior Vice President and General Counsel for SoCalGas. Mr. Borthwick was also appointed to the same roles for SDG&E.
On January 6, 2026, Mia L. DeMontigny provided notice that she will resign as Senior Vice President, Chief Financial Officer and Treasurer for SoCalGas.
All of the foregoing actions and related compensation and benefits changes will be effective January 31, 2026.