Sec Form 4 Filing - Bell Hans G. @ UGI CORP /PA/ - 2025-11-26

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Bell Hans G.
2. Issuer Name and Ticker or Trading Symbol
UGI CORP /PA/ [ UGI]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
President of Subsidiary
(Last) (First) (Middle)
500 NORTH GULPH ROAD
3. Date of Earliest Transaction (MM/DD/YY)
11/26/2025
(Street)
KING OF PRUSSIA, PA19406
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
UGI Common Stock 11/26/2025 M 11,300 A $ 33.76 29,520 ( 1 ) D
UGI Common Stock 11/26/2025 S 11,300 D $ 38.9114 ( 2 ) 18,220 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Options (Right to Buy) $ 33.76 11/26/2025 M 11,300 01/01/2019 12/31/2025 UGI Common Stock 11,300 $ 0 0 D
Options (Right to Buy) $ 46.08 ( 3 ) 12/31/2026 UGI Common Stock 10,000 10,000 D
Options (Right to Buy) $ 49.94 ( 4 ) 04/30/2027 UGI Common Stock 4,500 4,500 D
Options (Right to Buy) $ 46.95 ( 5 ) 12/31/2027 UGI Common Stock 13,000 13,000 D
Options (Right to Buy) $ 53.35 ( 6 ) 12/31/2028 UGI Common Stock 12,530 12,530 D
Options (Right to Buy) $ 45.16 ( 7 ) 12/31/2029 UGI Common Stock 20,010 20,010 D
Options (Right to Buy) $ 34.96 ( 8 ) 12/31/2030 UGI Common Stock 15,540 15,540 D
Options (Right to Buy) $ 45.91 ( 9 ) 12/31/2031 UGI Common Stock 9,980 9,980 D
Options (Right to Buy) $ 41.45 ( 10 ) 01/11/2033 UGI Common Stock 14,510 14,510 D
Options (Right to Buy) $ 24.6 ( 11 ) 12/31/2033 UGI Common Stock 24,970 24,970 D
Performance Units $ 0 ( 12 ) 12/31/2025 UGI Common Stock 1,590 1,590 D
Performance Units $ 0 ( 13 ) 12/31/2026 UGI Common Stock 2,320 2,320 D
Performance Units $ 0 ( 13 ) 09/30/2026 UGI Common Stock 2,850 2,850 D
Performance Units $ 0 ( 14 ) 12/31/2027 UGI Common Stock 5,725 5,725 D
Stock Units ( 15 ) ( 15 ) ( 15 ) UGI Common Stock 3,310 3,310 D
Stock Units ( 16 ) ( 16 ) ( 16 ) UGI Common Stock 4,270 4,270 D
Stock Units ( 17 ) ( 17 ) ( 17 ) UGI Common Stock 8,502 8,502 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Bell Hans G.
500 NORTH GULPH ROAD
KING OF PRUSSIA, PA19406
President of Subsidiary
Signatures
/s/ Pamela A. Meredith, Attorney-in-Fact for Hans G. Bell 12/01/2025
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Includes 1,642 shares of UGI Common Stock that are held by the Hans G. Bell and Melissa A. Bell Trust, a joint tenancy for which the reporting person's spouse holds shared voting and investment power with the reporting person.
( 2 )The shares of common stock with respect to this transaction were sold at prices ranging from $38.90 to $38.9950. Upon request, UGI Corporation will provide to the U.S. Securities and Exchange Commission staff, or a security holder of UGI Corporation, full information regarding the number of shares of common stock sold at each separate price.
( 3 )These options were granted effective January 1, 2017 and became fully vested on January 1, 2020.
( 4 )These options were granted effective May 1, 2017 and became fully vested on May 1, 2020.
( 5 )These options were granted effective January 1, 2018 and became fully vested on January 1, 2021.
( 6 )These options were granted effective January 1, 2019 and became fully vested on January 1, 2022.
( 7 )These options were granted effective January 1, 2020 and became fully vested on January 1, 2023.
( 8 )These options were granted effective January 1, 2021 and became fully vested on January 1, 2024.
( 9 )These options were granted effective January 1, 2022 and became fully vested on January 1, 2025.
( 10 )These options were granted effective January 12, 2023 and vest in three equal annual installments beginning on January 12, 2024.
( 11 )These options were granted effective January 1, 2024 and vest in three equal annual installments beginning on January 1, 2025.
( 12 )Effective January 12, 2023, the reporting person was granted performance units under the UGI Corporation 2021 Incentive Award Plan. Each performance unit represents the right of the reporting person to receive a share of UGI Common Stock if specified performance goals and other conditions are met.
( 13 )Effective January 1, 2024, the reporting person was granted performance units under the UGI Corporation 2021 Incentive Award Plan. Each performance unit represents the right of the reporting person to receive a share of UGI Common Stock if specified performance goals and other conditions are met.
( 14 )Effective January 1, 2025, the reporting person was granted performance units under the UGI Corporation 2021 Incentive Award Plan. Each performance unit represents the right of the reporting person to receive a share of UGI Common Stock if specified performance goals and other conditions are met.
( 15 )Effective January 12, 2023, the reporting person was granted stock units with dividend equivalents under the UGI Corporation 2021 Incentive Award Plan. Each stock unit represents the right of the reporting person to receive a share of UGI Common Stock after three years of employment.
( 16 )Effective January 1, 2024, the reporting person was granted stock units with dividend equivalents under the UGI Corporation 2021 Incentive Award Plan. Each stock unit represents the right of the reporting person to receive a share of UGI Common Stock after three years of employment.
( 17 )Effective January 1, 2025, the reporting person was granted stock units with dividend equivalents under the UGI Corporation 2021 Incentive Award Plan. Each stock unit represents the right of the reporting person to receive a share of UGI Common Stock, with 50% of such stock units vesting on the second anniversary of the grant date and the remaining 50% vesting on the third anniversary of the grant date.

Remarks:
The reporting person was a Section 16 Officer from September 2020 until 2021. The reporting person became a Section 16 Officer again on January 31, 2025. Holdings reflect current beneficial ownership including securities acquired during the period when reporting was not required.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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