Please wait

SEC Form 4

FORM 4		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 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
	Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person* Hartz Joseph L. (Last) (First) (Middle) 500 NORTH GULPH ROAD (Street) KING OF PRUSSIA PA 19406 (City) (State) (Zip)	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
	3. Date of Earliest Transaction (Month/Day/Year) 11/25/2025
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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	11/25/2025		M		15,000	A	$33.76	48,492	D
UGI Common Stock	11/25/2025		S		15,000	D	$38.6757(1)	33,492	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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (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: 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	11/25/2025		M			15,000	01/01/2019	12/31/2025	UGI Common Stock	15,000	$0	5,000	D
Options (Right to Buy)	$46.08							(2)	12/31/2026	UGI Common Stock	18,000		18,000	D
Options (Right to Buy)	$48.29							(3)	03/05/2027	UGI Common Stock	12,500		12,500	D
Options (Right to Buy)	$46.95							(4)	12/31/2027	UGI Common Stock	33,000		33,000	D
Options (Right to Buy)	$53.35							(5)	12/31/2028	UGI Common Stock	25,880		25,880	D
Options (Right to Buy)	$45.16							(6)	12/31/2029	UGI Common Stock	42,580		42,580	D
Options (Right to Buy)	$34.96							(7)	12/31/2030	UGI Common Stock	22,070		22,070	D
Options (Right to Buy)	$45.91							(8)	12/31/2031	UGI Common Stock	14,180		14,180	D
Options (Right to Buy)	$41.45							(9)	01/11/2033	UGI Common Stock	19,270		19,270	D
Options (Right to Buy)	$24.6							(10)	12/31/2033	UGI Common Stock	35,660		35,660	D
Performance Units	$0							(11)	12/31/2025	UGI Common Stock	2,110		2,110	D
Performance Units	$0							(12)	12/31/2026	UGI Common Stock	3,310		3,310	D
Performance Units	$0							(12)	09/30/2026	UGI Common Stock	4,070		4,070	D
Performance Units	$0							(13)	12/31/2027	UGI Common Stock	7,156		7,156	D
Stock Units	(14)							(14)	(14)	UGI Common Stock	4,390		4,390	D
Stock Units	(15)							(15)	(15)	UGI Common Stock	6,100		6,100	D
Stock Units	(16)							(16)	(16)	UGI Common Stock	10,627		10,627	D

Explanation of Responses:

1. The shares of common stock with respect to this transaction were sold at prices ranging from $38.60 to $38.90. 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.

2. These options were granted effective January 1, 2017 and became fully vested on January 1, 2020.

3. These options were granted effective March 6, 2017 and became fully vested on March 6, 2020.

4. These options were granted effective January 1, 2018 and became fully vested on January 1, 2021.

5. These options were granted effective January 1, 2019 and became fully vested on January 1, 2022.

6. These options were granted effective January 1, 2020 and became fully vested on January 1, 2023.

7. These options were granted effective January 1, 2021 and became fully vested on January 1, 2024.

8. These options were granted effective January 1, 2022 and became fully vested on January 1, 2025.

9. These options were granted effective January 12, 2023 and vest in three equal annual installments beginning on January 12, 2024.

10. These options were granted effective January 1, 2024 and vest in three equal annual installments beginning on January 1, 2025.

11. 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.

12. 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.

13. 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.

14. 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.

15. 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.

16. 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 March 2017 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.

	/s/ Pamela A. Meredith, Attorney-in-Fact for Joseph L. Hartz	11/28/2025
	** Signature of Reporting Person	Date
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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.