Основная статистика
LEI | 8YQ2GSDWYZXO2EDN3511 |
CIK | 1004980 |
SEC Filings
SEC Filings (Chronological Order)
July 31, 2025 |
EXHIBIT 10.4 AMENDMENT NO. 13 TO RECEIVABLES FINANCING AGREEMENT This AMENDMENT NO. 13 TO RECEIVABLES FINANCING AGREEMENT, dated as of June 26, 2025 (this “Amendment”), among PG&E AR Facility, LLC, a Delaware limited liability company (the “Borrower”), Pacific Gas and Electric Company, a California corporation (“PG&E”), as initial Servicer (in such capacity, the “Servicer”) and as retention holder |
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July 31, 2025 |
PG&E Corporation 2021 Long-Term Incentive Plan, as amended effective as of May 22, 2025 EXHIBIT 10.5 PG&E Corporation 2021 Long-Term Incentive Plan (As adopted effective June 1, 2021, and as last amended effective May 22, 2025) 1. Establishment, Purpose and Term of Plan. 1.1 Establishment. The PG&E Corporation 2021 Long-Term Incentive Plan, as amended from time to time (the “Plan”), is hereby established effective as of the later of the date approved by the shareholders of the Compan |
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July 31, 2025 |
PG&E Corporation Reports Second-Quarter Results; On Track to Deliver Solid 2025 Investor Relations: [email protected] | Media: 415.973.5930 | www.pgecorp.com July 31, 2025 PG&E Corporation Reports Second-Quarter Results; On Track to Deliver Solid 2025 OAKLAND — PG&E Corporation (NYSE: PCG) is on track to deliver solid 2025 financial results. Financial progress includes: •GAAP earnings were $0.24 per share for the second quarter of 2025, compared to earnings of $0.24 per sha |
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July 31, 2025 |
q225earningspresentation 2025 SECOND QUARTER EARNINGS July 31, 2025 Delivering For Customers AND Investors 1 2 This presentation and the oral remarks made in connection with it contain statements regarding PG&E Corporation’s and Pacific Gas and Electric Company’s (the “Utility”) future performance, including expectations, objectives, and forecasts about operating results (including 2025 non-GAAP core earnings), debt and equity issuances, refinancing activity, rate base growth, capital expenditures, cash flow, cost savings, customer bills, wildfire risk mitigation, wildfire-related cost recovery, dividends, load growth, operating and maintenance costs, financing efficiency, capital to expense ratio, and regulatory developments. |
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July 31, 2025 |
EXHIBIT 10.6 PG&E CORPORATION 2021 LONG-TERM INCENTIVE PLAN RESTRICTED STOCK UNIT AWARD – NON-EMPLOYEE DIRECTORS PG&E CORPORATION, a California corporation, hereby grants Restricted Stock Units to the Recipient named below. The Restricted Stock Units have been granted under the PG&E Corporation 2021 Long-Term Incentive Plan (the “LTIP”). The terms and conditions of the Restricted Stock Units are s |
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July 31, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C., 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number Exact Name of Regist |
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July 31, 2025 |
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 Date of Report: July 31, 2025 (Date of earliest event reported) Commission File Number Exact Name of Registrant as specified in its charter State or Other Jurisdiction of Incorporation or Organization IRS Employer Identification Numb |
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June 24, 2025 |
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM EXHIBIT 1 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in the Registration Statement (No. |
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June 24, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11‑K [X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 1-12609 A. Full title of the plan and the addre |
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June 24, 2025 |
Exhibit 10.1 Execution Version AMENDMENT NO. 5 TO CREDIT AGREEMENT This AMENDMENT NO. 5 TO CREDIT AGREEMENT, dated as of June 23, 2025 (this “Amendment”), is entered into by and among PACIFIC GAS AND ELECTRIC COMPANY, a California corporation (the “Borrower”), each Lender and Issuing Lender party hereto, and CITIBANK, N.A. (“CBNA”), as administrative agent (in such capacity and including any succe |
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June 24, 2025 |
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 Date of Report: June 23, 2025 (Date of earliest event reported) Commission File Number Exact Name of Registrant as specified in its charter State or Other Jurisdiction of Incorporation or Organization IRS Employer Identification Numb |
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June 24, 2025 |
Exhibit 10.2 Execution Version AMENDMENT NO. 5 TO CREDIT AGREEMENT This AMENDMENT NO. 5 TO CREDIT AGREEMENT, dated as of June 23, 2025 (this “Amendment”), is entered into by and among PG&E Corporation, a California corporation (the “Borrower”), the Lenders party hereto and JPMORGAN CHASE BANK, N.A. (“JPMCB”) as administrative agent (in such capacity and including any successors in such capacity, t |
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June 4, 2025 |
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 Date of Report: June 2, 2025 (Date of earliest event reported) Commission File Number Exact Name of Registrant as specified in its charter State or Other Jurisdiction of Incorporation or Organization IRS Employer Identification Numbe |
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June 4, 2025 |
Exhibit 4.1 TO BE RECORDED AND WHEN RECORDED RETURN TO: Hunton Andrews Kurth LLP 550 South Hope Street, Suite 2000 Los Angeles, CA 90071 Attention: Christopher W. Hasbrouck, Esq. TWENTY-NINTH SUPPLEMENTAL INDENTURE Dated as of June 4, 2025 SUPPLEMENT TO INDENTURE OF MORTGAGE Dated as of June 19, 2020 PACIFIC GAS AND ELECTRIC COMPANY ISSUER (MORTGAGOR) AND THE BANK OF NEW YORK MELLON TRUST COMPANY, |
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June 4, 2025 |
Exhibit 1.1 Execution Version Pacific Gas and Electric Company $400,000,000 5.000% First Mortgage Bonds due 2028 $850,000,000 6.000% First Mortgage Bonds due 2035 Underwriting Agreement New York, New York June 2, 2025 BMO Capital Markets Corp. 151 West 42nd Street New York, New York 10036 BofA Securities, Inc. One Bryant Park New York, New York 10036 Citigroup Global Markets Inc. 388 Greenwich Str |
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May 28, 2025 |
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 Date of Report: May 22, 2025 (Date of earliest event reported) Commission File Number Exact Name of Registrant as specified in its charter State or Other Jurisdiction of Incorporation or Organization IRS Employer Identification Numbe |
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April 24, 2025 |
EXHIBIT 10.2 AMENDMENT NO. 4 TO CREDIT AGREEMENT This AMENDMENT NO. 4, dated as of April 11, 2025 (this “Amendment”), is entered into by and among PACIFIC GAS AND ELECTRIC COMPANY, a California corporation (the “Borrower”), each lender party hereto (the “Lenders”) and BANK OF AMERICA, N.A., as administrative agent (in such capacity, the “Administrative Agent”). RECITALS: WHEREAS, reference is here |
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April 24, 2025 |
Investor Relations: [email protected] | Media: 415.973.5930 | www.pgecorp.com April 24, 2025 PG&E Corporation Reports First-Quarter Results; On Track to Deliver Solid 2025; Residential Electric Rates Lower Today Than a Year Ago OAKLAND — PG&E Corporation (NYSE: PCG) is on track to deliver solid 2025 financial results. Financial progress includes: •GAAP earnings were $0.28 per share for the first |
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April 24, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C., 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number Exact Name of Regis |
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April 24, 2025 |
2025 FIRST QUARTER EARNINGS April 24, 2025 Delivering For Customers AND Investors 1 2 This presentation contains statements regarding PG&E Corporation’s and Pacific Gas and Electric Company’s (the “Utility”) future performance, including expectations, objectives, and forecasts about operating results (including 2025 non-GAAP core earnings), debt and equity issuances, rate base growth, capital expenditures, cash flow, cost savings, customer bills, wildfire risk mitigation, dividends, load growth, and regulatory developments. |
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April 24, 2025 |
Form of Director and Officer Indemnification Agreement, as amended effective as of February 20, 2025 EXHIBIT 10.3 INDEMNIFICATION AGREEMENT This Indemnification Agreement is dated as of the date set forth on the signature page hereto (this “Agreement”) and is between PG&E Corporation, a California corporation (the “Corporation”), Pacific Gas and Electric Company, a California Corporation (the “Utility” and, together with the Corporation, the “Company”), and the person identified as indemnitee on |
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April 24, 2025 |
EXHIBIT 4.4 TO BE RECORDED AND WHEN RECORDED RETURN TO: Hunton Andrews Kurth LLP 550 South Hope Street, Suite 2000 Los Angeles, CA 90071 Attention: Christopher W. Hasbrouck, Esq. TWENTY-SEVENTH SUPPLEMENTAL INDENTURE DATED AS OF FEBRUARY 20, 2025 SUPPLEMENT TO INDENTURE OF MORTGAGE DATED AS OF JUNE 19, 2020 PACIFIC GAS AND ELECTRIC COMPANY Issuer (Mortgagor) and THE BANK OF NEW YORK MELLON TRUST C |
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April 24, 2025 |
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 Date of Report: April 24, 2025 (Date of earliest event reported) Commission File Number Exact Name of Registrant as specified in its charter State or Other Jurisdiction of Incorporation or Organization IRS Employer Identification Num |
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April 24, 2025 |
ATTACHMENT A EXHIBIT 10.4 PG&E CORPORATION 2021 LONG-TERM INCENTIVE PLAN NON-ANNUAL PROGRAM-SPECIFIC RETENTION RESTRICTED STOCK UNIT AWARD PG&E CORPORATION, a California corporation, hereby grants Restricted Stock Units to the Recipient named below (sometimes referred to as “you”). The Restricted Stock Units have been granted under the PG&E Corporation 2021 Long-Term Incentive Plan, as amended (th |
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April 10, 2025 |
pcg-corp2025xdefa14axco UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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April 10, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Amendment No. ) (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant Filed by a party other than the Registrant Check the appropriate box: Preliminary Proxy Statement CONFIDENTIAL, F |
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February 26, 2025 |
EX-1.1 Exhibit 1.1 Pacific Gas and Electric Company $1,000,000,000 5.700% First Mortgage Bonds due 2035 $750,000,000 6.150% First Mortgage Bonds due 2055 Underwriting Agreement New York, New York February 24, 2025 Mizuho Securities USA LLC 1271 Avenue of the Americas New York, New York 10020 MUFG Securities Americas Inc. 1221 Avenue of the Americas, 6th Floor New York, New York 10020 SMBC Nikko Se |
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February 26, 2025 |
EX-4.1 Exhibit 4.1 TO BE RECORDED AND WHEN RECORDED RETURN TO: Hunton Andrews Kurth LLP 550 South Hope Street, Suite 2000 Los Angeles, CA 90071 Attention: Christopher W. Hasbrouck, Esq. TWENTY-EIGHTH SUPPLEMENTAL INDENTURE Dated as of February 26, 2025 SUPPLEMENT TO INDENTURE OF MORTGAGE Dated as of June 19, 2020 PACIFIC GAS AND ELECTRIC COMPANY ISSUER (MORTGAGOR) AND THE BANK OF NEW YORK MELLON T |
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February 26, 2025 |
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 Date of Report: February 24, 2025 (Date of earliest event reported) Commission File Number Exact Name of Registrant as specified in its charter State or Other Jurisdiction of Incorporation or Organization IRS Employer Identification |
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February 13, 2025 |
EXHIBIT 24 POWER OF ATTORNEY Each of the undersigned Directors of PG&E Corporation hereby constitutes and appoints JOHN R. |
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February 13, 2025 |
EXHIBIT 19 Insider Trading Standard SUMMARY It is PG&E’s policy to comply with the letter and spirit of all laws, rules, and regulations related to insider trading. |
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February 13, 2025 |
Description of PG&E Corporation’s Securities - Common Stock and Preferred Stock EXHIBIT 4.1(a) DESCRIPTION OF PG&E CORPORATION’S SECURITIES REGISTERED UNDER SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 Capital Stock Registered under Section 12 of the Securities Exchange Act of 1934: •Common Stock, no par value ( the “Common Stock”) •6.000% Series A Mandatory Convertible Preferred Stock (the “Mandatory Convertible Preferred Stock”) The following description of PG&E Corpor |
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February 13, 2025 |
q424earningspresentation 2024 FOURTH QUARTER AND FULL YEAR EARNINGS February 13, 2025 Delivering For Customers AND Investors 1 2 This presentation contains statements regarding PG&E Corporation’s and Pacific Gas and Electric Company’s (the “Utility”) future performance, including expectations, objectives, and forecasts about operating results (including 2025 non-GAAP core earnings), debt and equity issuances, rate base growth, capital expenditures, cash flow, cost savings, customer bills, wildfire risk mitigation, dividends, load growth, and regulatory developments. |
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February 13, 2025 |
Pacific Gas and Electric Company Officer Relocation Guide, effective as of May 1, 2022 EXHIBIT 10.25 Officer Relocation Guide Table of Contents TABLE OF CONTENTS.......................................................................................................................1 GETTING STARTED............................................................................................................................1 Your Relocation Guide........................................... |
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February 13, 2025 |
PG&E Corporation Delivers on Guidance for Full-Year 2024 and Updates 2025 Earnings Guidance Investor Relations: [email protected] | Media: 415.973.5930 | www.pgecorp.com February 13, 2025 PG&E Corporation Delivers on Guidance for Full-Year 2024 and Updates 2025 Earnings Guidance OAKLAND — PG&E Corporation (NYSE: PCG) delivered solid financial results in 2024 and is on track to deliver beyond: •GAAP earnings were $0.30 per share for the fourth quarter of 2024, compared to earnings of $0 |
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February 13, 2025 |
Subsidiaries of the Registrant EXHIBIT 21 Significant Subsidiaries Parent of Significant Subsidiary Name of Significant Subsidiary Jurisdiction of Formation of Subsidiary Names under which Significant Subsidiary does business PG&E Corporation Pacific Gas and Electric Company CA Pacific Gas and Electric Company PG&E Pacific Gas and Electric Company PG&E AR Facility, LLC DE PG&E AR Facility, LLC |
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February 13, 2025 |
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 Date of Report: February 13, 2025 (Date of earliest event reported) Commission File Number Exact Name of Registrant as specified in its charter State or Other Jurisdiction of Incorporation or Organization IRS Employer Identification |
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February 13, 2025 |
EXHIBIT 10.49 PG&E CORPORATION 2010 EXECUTIVE STOCK OWNERSHIP GUIDELINES (As adopted effective January 1, 2011, and amended effective December 11, 2024) 1. Description. The 2010 Executive Stock Ownership Guidelines (“Guidelines”) was approved by the Compensation Committee of the PG&E Corporation Board of Directors effective January 1, 2011. The Guidelines were further amended by the PG&E Corporati |
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February 13, 2025 |
Description of Pacific Gas and Electric Company’s Securities - Preferred Stock EXHIBIT 4.1(b) DESCRIPTION OF PACIFIC GAS AND ELECTRIC COMPANY’S SECURITIES REGISTERED UNDER SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 Description of Preferred Stock The following description of Pacific Gas and Electric Company’s (the “Utility”) preferred stock is only a summary and does not purport to be complete. It is subject to and qualified in its entirety by reference to applicable l |
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February 13, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number Exact Name of Registrant as |
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January 21, 2025 |
Exhibit 4.3 DOE (Title XVII) PACIFIC GAS AND ELECTRIC COMPANY FOR FFB USE ONLY Note Date January 17, 2025 Note Identifier: Place of Issue Oakland, CA PGE 0001 Last Day for an Advance (¶3) September 15, 2031 Purchase Date: Maximum Principal Amount (¶4) $15,000,000,000 January 17, 2025 Final Maturity Date (¶5) January 17, 2055 Payment Dates (¶7) January 17 & July 15 of each year Loan Guarantee Agr |
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January 21, 2025 |
Exhibit 10.1 LOAN GUARANTEE AGREEMENT dated as of January 17, 2025 between PACIFIC GAS AND ELECTRIC COMPANY, as Borrower, and U.S. DEPARTMENT OF ENERGY, as Guarantor and Loan Servicer, LOAN GUARANTEE NO. EIR0005 CERTAIN INFORMATION HAS BEEN REDACTED FROM THIS EXHIBIT IN ACCORDANCE WITH ITEM 601(B)(10)(IV) OF REGULATION S-K BECAUSE SUCH INFORMATION (I) IS NOT MATERIAL AND (II) IS THE TYPE OF INFORM |
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January 21, 2025 |
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 Date of Report: January 17, 2025 (Date of earliest event reported) Commission File Number Exact Name of Registrant as specified in its charter State or Other Jurisdiction of Incorporation or Organization IRS Employer Identification N |
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January 21, 2025 |
Exhibit 4.1 Execution Version TO BE RECORDED AND WHEN RECORDED RETURN TO: Hunton Andrews Kurth LLP 550 South Hope Street, Suite 2000 Los Angeles, CA 90071 Attention: Christopher Hasbrouck, Esq. TWENTY-SIXTH SUPPLEMENTAL INDENTURE DATED AS OF JANUARY 17, 2025 SUPPLEMENT TO INDENTURE OF MORTGAGE DATED AS OF JUNE 19, 2020 PACIFIC GAS AND ELECTRIC COMPANY Issuer (Mortgagor) and THE BANK OF NEW YORK ME |
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January 21, 2025 |
Exhibit 4.2 DOE (Title XVII) PACIFIC GAS AND ELECTRIC COMPANY NOTE PURCHASE AGREEMENT made as of January 17, 2025, by and among the FEDERAL FINANCING BANK (“FFB”), a body corporate and instrumentality of the United States of America, PACIFIC GAS AND ELECTRIC COMPANY (the “Borrower”), a corporation duly organized and existing under the laws of the State of California, and the SECRETARY OF ENERGY, a |
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December 16, 2024 |
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 Date of Report: December 12, 2024 (Date of earliest event reported) Commission File Number Exact Name of Registrant as specified in its charter State or Other Jurisdiction of Incorporation or Organization IRS Employer Identification |
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December 16, 2024 |
Bylaws of Pacific Gas and Electric Company, Amended and Restated as of December 12, 2024 PG&E Corporation 8-K Exhibit 3.2 Bylaws of Pacific Gas and Electric Company (“the Utility”) Amended and Restated as of December 12, 2024 (“Effective Date”) ARTICLE I SHAREHOLDERS 1. Place of Meeting. Meetings of the shareholders shall be held at such place, within or without the State of California, as may be designated from time to time by the Board of Directors (the “Board”). |
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December 16, 2024 |
Bylaws of PG&E Corporation, Amended and Restated as of December 12, 2024 PG&E Corporation 8-K Exhibit 3.1 Bylaws of PG&E Corporation (the “Corporation”) Amended and Restated as of December 12, 2024 (“Effective Date”) ARTICLE I SHAREHOLDERS 1. Place of Meeting. Meetings of the shareholders shall be held at such place, within or without the State of California, as may be designated from time to time by the Board of Directors (the “Board”). A meeting of |
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December 5, 2024 |
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 Date of Report: December 2, 2024 (Date of earliest event reported) Commission File Number Exact Name of Registrant as specified in its charter State or Other Jurisdiction of Incorporation or Organization IRS Employer Identification N |
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December 5, 2024 |
Exhibit 1.1 Execution Version PG&E Corporation 28,000,000 Shares of 6.000% Series A Mandatory Convertible Preferred Stock, No Par Value Underwriting Agreement New York, New York December 2, 2024 J.P. Morgan Securities LLC 383 Madison Avenue New York, New York 10179 Barclays Capital Inc. 745 Seventh Avenue New York, New York 10019 Citigroup Global Markets Inc. 388 Greenwich Street New York, New Yor |
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December 5, 2024 |
8-A12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES Pursuant to Section 12(b) or (g) of the Securities Exchange Act of 1934 PG&E Corporation (Exact name of registrant as specified in its charter) California 94-3234914 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification N |
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December 5, 2024 |
EX-3.1 Exhibit 3.1 CERTIFICATE OF DETERMINATION OF 6.000% SERIES A MANDATORY CONVERTIBLE PREFERRED STOCK OF PG&E CORPORATION The effective date of this document is December 5, 2024. Pursuant to the provisions of Section 401 of the Corporations Code of the State of California, the undersigned, Brian M. Wong, the Vice President, Deputy General Counsel, and Corporate Secretary and Margaret K. Becker, |
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December 4, 2024 |
EX-99.2 Exhibit 99.2 News Release PG&E Corporation Announces Pricing of Concurrent Offerings of Common Stock and Mandatory Convertible Preferred Stock OAKLAND, Calif., Dec. 2, 2024 /PRNewswire/ — PG&E Corporation (NYSE: PCG) (“PG&E” or the “Company”) announced today the pricing of its previously announced concurrent underwritten public offerings of (i) 48,661,800 shares of common stock, no par val |
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December 4, 2024 |
EX-99.1 Exhibit 99.1 News Release PG&E Corporation Announces Launch of Concurrent Offerings of Common Stock and Mandatory Convertible Preferred Stock OAKLAND, Calif., Dec. 2, 2024 /PRNewswire/ — PG&E Corporation (NYSE: PCG) (“PG&E” or the “Company”) announced today the launch of concurrent underwritten public offerings of (i) $1,200 million of shares of common stock, no par value (“Common Stock”), |
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December 4, 2024 |
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 Date of Report: December 2, 2024 (Date of earliest event reported) Commission File Number Exact Name of Registrant as specified in its charter State or Other Jurisdiction of Incorporation or Organization IRS Employer Identification N |
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December 4, 2024 |
EX-1.1 Exhibit 1.1 Execution Version PG&E Corporation 48,661,801 Shares of Common Stock, No Par Value Underwriting Agreement New York, New York December 2, 2024 J.P. Morgan Securities LLC 383 Madison Avenue New York, New York 10179 Barclays Capital Inc. 745 Seventh Avenue New York, New York 10019 Citigroup Global Markets Inc. 388 Greenwich Street New York, New York 10013 As Representatives of the |
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December 3, 2024 |
Pricing Term Sheet Free Writing Prospectus dated as of December 2, 2024 Filed pursuant to Rule 433 Relating to the Preliminary Prospectus Supplements each dated December 2, 2024 to the Prospectus dated February 22, 2024 Registration No. |
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December 3, 2024 |
28,000,000 Shares 6.000% Series A Mandatory Convertible Preferred Stock Table of Contents Filed Pursuant to Rule 424(b)(2) Registration No. 333-277286 PROSPECTUS SUPPLEMENT (To Prospectus dated February 22, 2024) 28,000,000 Shares 6.000% Series A Mandatory Convertible Preferred Stock We are offering 28,000,000 shares of our 6.000% Series A Mandatory Convertible Preferred Stock, no par value per share (the “Mandatory Convertible Preferred Stock”). We have granted the u |
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December 3, 2024 |
Exhibit 107 Calculation of Filing Fee Tables 424(b)(2) (Form Type) PG&E Corporation (Exact Name of Registrant as Specified in Its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial effective date Filing Fee Previously Paid In Connection with Unsold Securities to be Carried Forward Fees to Be Paid Equity Common Stock, no par value per share 457(r) 55,961,070 (1)(2) $20. |
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December 3, 2024 |
Exhibit 107 Calculation of Filing Fee Tables 424(b)(2) (Form Type) PG&E Corporation (Exact Name of Registrant as Specified in Its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title (1) Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial effective date Filing Fee Previously Paid In Connection with Unsold Securities to be Carried Forward Fees to Be Paid Equity 6. |
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December 3, 2024 |
48,661,801 Shares Common Stock Table of Contents Filed Pursuant to Rule 424(b)(2) Registration No. 333-277286 PROSPECTUS SUPPLEMENT (To Prospectus dated February 22, 2024) 48,661,801 Shares Common Stock We are offering 48,661,801 shares of our common stock. Our shares of common stock are listed on the New York Stock Exchange under the symbol “PCG.” On December 2, 2024, the last reported sale price of our common stock on the New |
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December 2, 2024 |
SUBJECT TO COMPLETION PRELIMINARY PROSPECTUS SUPPLEMENT DATED DECEMBER 2, 2024 424B5 Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-277286 This preliminary prospectus supplement and the accompanying prospectus relate to an effective registration statement under the Securities Act of 1933, as amended. The information in this preliminary prospectus supplement is not complete and may be subject to change. This preliminary prospectus supplement and the a |
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December 2, 2024 |
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 Date of Report: November 29, 2024 (Date of earliest event reported) Commission File Number Exact Name of Registrant as specified in its charter State or Other Jurisdiction of Incorporation or Organization IRS Employer Identification |
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December 2, 2024 |
Offer Letter, by and between PG&E Corporation and Patricia K. Poppe, dated November 29, 2024. EX-10.1 Exhibit 10.1 PG&E Corporation 300 Lakeside Drive Oakland, CA 94612 November 29, 2024 Patricia K. Poppe RE: Amendment to Offer Letter Dear Patti, On behalf of PG&E Corporation (the “Company”), I am pleased to amend your November 13, 2020 offer letter (“Offer Letter”) by extending your current employment term for another five-year period through January 4, 2031. Such term will be subject to |
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December 2, 2024 |
SUBJECT TO COMPLETION PRELIMINARY PROSPECTUS SUPPLEMENT DATED DECEMBER 2, 2024 424B5 Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-277286 This preliminary prospectus supplement and the accompanying prospectus relate to an effective registration statement under the Securities Act of 1933, as amended. The information in this preliminary prospectus supplement is not complete and may be subject to change. This preliminary prospectus supplement and the a |
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November 15, 2024 |
Exhibit 1.1 Execution Version PG&E Corporation $500,000,000 Aggregate Principal Amount of 7.375% Fixed-to-Fixed Reset Rate Junior Subordinated Notes due 2055 Underwriting Agreement New York, New York November 13, 2024 Barclays Capital Inc. 745 Seventh Avenue New York, New York 10019 BofA Securities, Inc. One Bryant Park New York, New York 10036 Mizuho Securities USA LLC 1271 Avenue of the Americas |
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November 15, 2024 |
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 Date of Report: November 13, 2024 (Date of earliest event reported) Commission File Number Exact Name of Registrant as specified in its charter State or Other Jurisdiction of Incorporation or Organization IRS Employer Identification |
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November 14, 2024 |
$500,000,000 7.375% Fixed-to-Fixed Reset Rate Junior Subordinated Notes due 2055 Table of Contents Filed Pursuant to Rule 424(b)(2) Registration Statement No. 333-277286 PROSPECTUS SUPPLEMENT (To Prospectus dated February 22, 2024) $500,000,000 7.375% Fixed-to-Fixed Reset Rate Junior Subordinated Notes due 2055 We are offering $500,000,000 aggregate principal amount of our 7.375% Fixed-to-Fixed Reset Rate Junior Subordinated Notes due 2055 (the “Notes”). The terms of the Notes |
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November 14, 2024 |
Exhibit 107.1 Calculation of Filing Fee Tables (1) 424(b)(2) (Form Type) PG&E Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fe |
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November 13, 2024 |
SUBJECT TO COMPLETION PRELIMINARY PROSPECTUS SUPPLEMENT DATED NOVEMBER 13, 2024 Table of Contents Filed Pursuant to Rule 424B(5) Registration No. 333-277286 This preliminary prospectus supplement and the accompanying prospectus relate to an effective registration statement under the Securities Act of 1933, as amended. The information in this preliminary prospectus supplement is not complete and may be subject to change. This preliminary prospectus supplement and the accompany |
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November 13, 2024 |
Issuer Free Writing Prospectus dated November 13, 2024 Filed Pursuant to Rule 433 Registration No. |
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November 7, 2024 |
ATTACHMENT A EXHIBIT 10.7 PG&E CORPORATION 2021 LONG-TERM INCENTIVE PLAN NON-ANNUAL PROGRAM-SPECIFIC RETENTION RESTRICTED STOCK UNIT AWARD PG&E CORPORATION, a California corporation, hereby grants Restricted Stock Units to the Recipient named below (sometimes referred to as “you”). The Restricted Stock Units have been granted under the PG&E Corporation 2021 Long-Term Incentive Plan, as amended (th |
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November 7, 2024 |
EXHIBIT 10.5 Execution Version AMENDMENT NO. 4 TO CREDIT AGREEMENT This AMENDMENT NO. 4 TO CREDIT AGREEMENT, dated as of July 25, 2024 (this “Amendment”), is entered into by and among PACIFIC GAS AND ELECTRIC COMPANY, a California corporation (the “Borrower”), the Consenting Lenders, each Issuing Lender and CITIBANK, N.A. (“CBNA”), as administrative agent (in such capacity and including any succes |
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November 7, 2024 |
2024 THIRD QUARTER EARNINGS November 7, 2024 Delivering For Customers AND Investors 1 2 This presentation contains statements regarding PG&E Corporation’s and Pacific Gas and Electric Company’s (the “Utility”) future performance, including expectations, objectives, and forecasts about operating results (including 2024 and 2025 non-GAAP core earnings), debt and equity issuances, rate base growth, capital expenditures, cash flow, cost savings, customer bills, wildfire risk mitigation, future dividends, and regulatory developments. |
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November 7, 2024 |
Investor Relations: [email protected] | Media: 415.973.5930 | www.pgecorp.com November 7, 2024 PG&E Corporation Reports Strong Third-Quarter Results; Strengthens 2024 Guidance; Initiates 2025 Guidance; Grows 5-Year Capital Plan OAKLAND — PG&E Corporation (NYSE: PCG) is on track to deliver solid financial results in 2024 and beyond: •GAAP earnings were $0.27 per share for the third quarter of 202 |
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November 7, 2024 |
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 Date of Report: November 7, 2024 (Date of earliest event reported) Commission File Number Exact Name of Registrant as specified in its charter State or Other Jurisdiction of Incorporation or Organization IRS Employer Identification N |
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November 7, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C., 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number Exact Name of R |
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November 7, 2024 |
EXHIBIT 10.6 Execution Version AMENDMENT NO. 4 TO CREDIT AGREEMENT This AMENDMENT NO. 4 TO CREDIT AGREEMENT, dated as of July 25, 2024 (this “Amendment”), is entered into by and among PG&E Corporation, a California corporation (the “Borrower”), the Consenting Lenders and JPMORGAN CHASE BANK, N.A. (“JPMCB”) as administrative agent (in such capacity and including any successors in such capacity, the |
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October 15, 2024 |
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 Date of Report: October 11, 2024 (Date of earliest event reported) Commission File Number Exact Name of Registrant as specified in its charter State or Other Jurisdiction of Incorporation or Organization IRS Employer Identification N |
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October 1, 2024 |
PG&E Corporation 8-K Exhibit 99.1 Wolfe Research Utilities, Midstream & Clean Energy Conference 2024 October 1, 2024 Delivering For Customers AND Investors 1 2 This presentation contains statements regarding PG&E Corporation’s and Pacific Gas and Electric Company’s (the “Utility”) fut ure performance, including expectations, objectives, and forecasts about rate base growth, capital expenditures, c |
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October 1, 2024 |
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 Date of Report: October 1, 2024 (Date of earliest event reported) Commission File Number Exact Name of Registrant as specified in its charter State or Other Jurisdiction of Incorporation or Organization IRS Employer Identification Nu |
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September 11, 2024 |
Exhibit 4.1 Execution Version PG&E CORPORATION TO THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., TRUSTEE. Subordinated Note Indenture Dated As Of September 11, 2024 PG&E Corporation Reconciliation and Tie Between Trust Indenture Act of 1939 and Subordinated Note Indenture, Dated as of September 11, 2024 Trust Indenture Act Section Indenture Section §310 (a)(1) a)(2) (a)(3) (a)(4) (b) 609 609 Not |
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September 11, 2024 |
Exhibit 4.2 Execution Version PG&E CORPORATION TO THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. Trustee First Supplemental Indenture Dated as of September 11, 2024 7.375% Fixed-to-Fixed Reset Rate Junior Subordinated Notes due 2055 TABLE OF CONTENTS Page ARTICLE 1 DEFINITIONS 1 Section 1.1 Defined Terms 1 ARTICLE 2 DESIGNATION OF THE NOTES 4 Section 2.1 Designation and Principal Amount 4 Section |
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September 11, 2024 |
Exhibit 1.1 Execution Version PG&E Corporation $1,000,000,000 Aggregate Principal Amount of 7.375% Fixed-to-Fixed Reset Rate Junior Subordinated Notes due 2055 Underwriting Agreement New York, New York September 9, 2024 Barclays Capital Inc. 745 Seventh Avenue New York, New York 10019 BofA Securities, Inc. One Bryant Park New York, New York 10036 Mizuho Securities USA LLC 1271 Avenue of the Americ |
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September 11, 2024 |
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 Date of Report: September 9, 2024 (Date of earliest event reported) Commission File Number Exact Name of Registrant as specified in its charter State or Other Jurisdiction of Incorporation or Organization IRS Employer Identification |
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September 10, 2024 |
Exhibit 107.1 Calculation of Filing Fee Table (1) 424(b)(2) (Form Type) PG&E Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Fees to Be Paid De |
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September 10, 2024 |
$1,000,000,000 7.375% Fixed-to-Fixed Reset Rate Junior Subordinated Notes due 2055 Table of Contents Filed Pursuant to Rule 424(b)(2) Registration No. 333-277286 PROSPECTUS SUPPLEMENT (To Prospectus dated February 22, 2024) $1,000,000,000 7.375% Fixed-to-Fixed Reset Rate Junior Subordinated Notes due 2055 We are offering $1,000,000,000 aggregate principal amount of our 7.375% Fixed-to-Fixed Reset Rate Junior Subordinated Notes due 2055 (the “Notes”). The Notes will bear interest |
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September 9, 2024 |
SUBJECT TO COMPLETION PRELIMINARY PROSPECTUS SUPPLEMENT DATED SEPTEMBER 9, 2024 Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-277286 This preliminary prospectus supplement and the accompanying prospectus relate to an effective registration statement under the Securities Act of 1933, as amended. The information in this preliminary prospectus supplement is not complete and may be subject to change. This preliminary prospectus supplement and the accompa |
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September 9, 2024 |
Issuer Free Writing Prospectus dated September 9, 2024 Filed Pursuant to Rule 433 Registration No. |
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September 5, 2024 |
Exhibit 1.1 Execution Version Pacific Gas and Electric Company $1,000,000,000 Floating Rate First Mortgage Bonds due 2025 $750,000,000 5.900% First Mortgage Bonds due 2054 Underwriting Agreement New York, New York September 3, 2024 Barclays Capital Inc. 745 Seventh Avenue New York, New York 10019 J.P. Morgan Securities LLC 383 Madison Avenue New York, New York 10179 MUFG Securities Americas Inc. 1 |
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September 5, 2024 |
Exhibit 4.1 TO BE RECORDED AND WHEN RECORDED RETURN TO: Hunton Andrews Kurth LLP 550 South Hope Street, Suite 2000 Los Angeles, CA 90071 Attention: Christopher W. Hasbrouck, Esq. TWENTY-FIFTH SUPPLEMENTAL INDENTURE Dated as of September 5, 2024 SUPPLEMENT TO INDENTURE OF MORTGAGE Dated as of June 19, 2020 PACIFIC GAS AND ELECTRIC COMPANY ISSUER (MORTGAGOR) AND THE BANK OF NEW YORK MELLON TRUST COM |
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September 5, 2024 |
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 Date of Report: September 3, 2024 (Date of earliest event reported) Commission File Number Exact Name of Registrant as specified in its charter State or Other Jurisdiction of Incorporation or Organization IRS Employer Identification |
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August 1, 2024 |
Exhibit 99.1 August 1, 2024 To the Persons Listed on the Attached Schedule I Re: Federal and California Constitutional Issues related to PG&E Recovery Bonds Opinion Recipients: We have served as counsel to Pacific Gas and Electric Company, a California corporation (“PG&E”), in connection with the issuance and sale on the date hereof by PG&E Recovery Funding LLC, a Delaware limited liability compan |
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August 1, 2024 |
Exhibit 10.3 ADMINISTRATION AGREEMENT This ADMINISTRATION AGREEMENT, dated as of August 1, 2024 (this “Administration Agreement”), by and between PACIFIC GAS AND ELECTRIC COMPANY, a California corporation (“PG&E”), as administrator (in such capacity, the “Administrator”), and PG&E RECOVERY FUNDING LLC, a Delaware limited liability company (the “Issuer”). Capitalized terms used but not otherwise de |
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August 1, 2024 |
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 Date of Report: August 1, 2024 (Date of earliest event reported) Commission File Number Exact Name of Registrant as specified in its charter State or Other Jurisdiction of Incorporation or Organization IRS Employer Identification Num |
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August 1, 2024 |
Exhibit 10.4 JOINDER AGREEMENT (PG&E Recovery Funding LLC) This Joinder Agreement, dated as of August 1, 2024 (this “Joinder Agreement”) is entered into by and among Pacific Gas and Electric Company (the “Company”), Citibank, N.A., in its role as Collection Account Agent under the Agreement (as defined below), PG&E Recovery Funding LLC (a “Securitization SPV”), and The Bank of New York Mellon Trus |
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August 1, 2024 |
Exhibit 4.1 PG&E RECOVERY FUNDING LLC, Issuer, and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Indenture Trustee and Securities Intermediary INDENTURE Dated as of August 1, 2024 TABLE OF CONTENTS ARTICLE I DEFINITIONS AND INCORPORATION BY REFERENCE 2 SECTION 1.01. Definitions 2 SECTION 1.02. Incorporation by Reference of Trust Indenture Act 2 SECTION 1.03. Rules of Construction 3 ARTICLE I |
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August 1, 2024 |
Exhibit 4.2 SERIES SUPPLEMENT This SERIES SUPPLEMENT dated as of August 1, 2024 (this “Supplement”), by and between PG&E RECOVERY FUNDING LLC, a Delaware limited liability company (the “Issuer”), and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., a national banking association (“BANK”), in its capacity as indenture trustee (the “Indenture Trustee”) for the benefit of the Secured Parties under th |
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August 1, 2024 |
Exhibit 10.2 RECOVERY PROPERTY PURCHASE AND SALE AGREEMENT by and between PG&E RECOVERY FUNDING LLC, as Issuer and PACIFIC GAS AND ELECTRIC COMPANY, as Seller Dated as of August 1, 2024 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 1 SECTION 1.01. Definitions 1 SECTION 1.02. Other Definitional Provisions 2 ARTICLE II CONVEYANCE OF RECOVERY PROPERTY 2 SECTION 2.01. Conveyance of Recovery Property 2 |
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August 1, 2024 |
Exhibit 10.1 RECOVERY PROPERTY SERVICING AGREEMENT by and between PG&E RECOVERY FUNDING LLC, Issuer and PACIFIC GAS AND ELECTRIC COMPANY, Servicer Dated as of August 1, 2024 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 1 SECTION 1.01. Definitions 1 ARTICLE II APPOINTMENT AND AUTHORIZATION 2 SECTION 2.01. Appointment of Servicer; Acceptance of Appointment 2 SECTION 2.02. Authorization 2 SECTION 2.0 |
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July 25, 2024 |
EXHIBIT 10.3 EXECUTION VERSION AMENDMENT NO. 1 TO CREDIT AGREEMENT This AMENDMENT NO. 1 TO CREDIT AGREEMENT, dated as of June 28, 2024 (this “Amendment”), is entered into by and among PACIFIC GAS AND ELECTRIC COMPANY, a California corporation (the “Borrower”), the Consenting Lender, and BARCLAYS BANK PLC (“BARCLAYS”), as administrative agent (in such capacity and including any successors in such c |
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July 25, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C., 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number Exact Name of Regist |
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July 25, 2024 |
EXHIBIT 10.2 EXECUTION VERSION AMENDMENT NO. 12 TO RECEIVABLES FINANCING AGREEMENT This AMENDMENT NO. 12 TO RECEIVABLES FINANCING AGREEMENT, dated as of June 26, 2024 (this “Amendment”), among PG&E AR Facility, LLC, a Delaware limited liability company (the “Borrower”), Pacific Gas and Electric Company, a California corporation (“PG&E”), as initial Servicer (in such capacity, the “Servicer”) and a |
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July 25, 2024 |
EXHIBIT 10.5 PG&E CORPORATION 2021 LONG-TERM INCENTIVE PLAN RESTRICTED STOCK UNIT AWARD – NON-EMPLOYEE DIRECTORS PG&E CORPORATION, a California corporation, hereby grants Restricted Stock Units to the Recipient named below. The Restricted Stock Units have been granted under the PG&E Corporation 2021 Long-Term Incentive Plan (the “LTIP”). The terms and conditions of the Restricted Stock Units are s |
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July 25, 2024 |
PG&E Corporation Reports Second-Quarter Results; On Track to Deliver Solid 2024 Investor Relations: [email protected] | Media: 415.973.5930 | www.pgecorp.com July 25, 2024 PG&E Corporation Reports Second-Quarter Results; On Track to Deliver Solid 2024 OAKLAND — PG&E Corporation (NYSE: PCG) is on track to deliver solid 2024 results. Financial progress includes: •GAAP earnings were $0.24 per share for the second quarter of 2024, compared to earnings of $0.19 for the same peri |
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July 25, 2024 |
PG&E Corporation 2005 Supplemental Retirement Savings Plan, as amended effective as of May 14, 2024 EXHIBIT 10.4 PG&E CORPORATION 2005 SUPPLEMENTAL RETIREMENT SAVINGS PLAN This is the controlling and definitive statement of the PG&E CORPORATION (“PG&E CORP”) 2005 Supplemental Retirement Savings Plan (the “Plan”). The Plan was amended for compliance with the final Code Section 409A regulations effective as of January 1, 2009, further amended effective July 13, 2009 and August 1, 2011 with respect |
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July 25, 2024 |
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 Date of Report: July 25, 2024 (Date of earliest event reported) Commission File Number Exact Name of Registrant as specified in its charter State or Other Jurisdiction of Incorporation or Organization IRS Employer Identification Numb |
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July 25, 2024 |
q224earningspresentation 2024 SECOND QUARTER EARNINGS July 25, 2024 Delivering For Customers AND Investors 1 2 This presentation contains statements regarding PG&E Corporation’s and Pacific Gas and Electric Company’s (the “Utility”) future performance, including expectations, objectives, and forecasts about operating results (including 2024 non-GAAP core earnings), equity needs, rate base growth, capital expenditures, cash flow, cost savings, customer bills, wildfire risk mitigation, future dividends, and regulatory developments. |
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June 25, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11‑K [X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 1-12609 A. Full title of the plan and the addre |
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June 25, 2024 |
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM EXHIBIT 1 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in the Registration Statement (No. |
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May 20, 2024 |
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 Date of Report: May 16, 2024 (Date of earliest event reported) Commission File Number Exact Name of Registrant as specified in its charter State or Other Jurisdiction of Incorporation or Organization IRS Employer Identification Numbe |
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April 25, 2024 |
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 Date of Report: April 25, 2024 (Date of earliest event reported) Commission File Number Exact Name of Registrant as specified in its charter State or Other Jurisdiction of Incorporation or Organization IRS Employer Identification Num |
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April 25, 2024 |
EXHIBIT 10.2 AMENDMENT NO. 10 TO RECEIVABLES FINANCING AGREEMENT This AMENDMENT NO. 10 TO RECEIVABLES FINANCING AGREEMENT, dated as of December 8, 2023 (this “Amendment”), among PG&E AR Facility, LLC, a Delaware limited liability company (the “Borrower”), Pacific Gas and Electric Company, a California corporation (“PG&E”), as initial Servicer (in such capacity, the “Servicer”) and as retention hol |
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April 25, 2024 |
EXHIBIT 10.6 Certain identified information has been excluded from this exhibit because it is both not material and is the type that the registrant treats as private or confidential. February 20, 2024 John R. Simon EVP, General Counsel and Chief Ethics and Compliance Officer Personnel Number: [****] Dear John I want to personally thank you for your dedication and contributions to Pacific Gas and E |
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April 25, 2024 |
EXHIBIT 10.1 AMENDMENT NO. 3 TO CREDIT AGREEMENT This AMENDMENT NO. 3, dated as of April 16, 2024 (this “Amendment”), is entered into by and among PACIFIC GAS AND ELECTRIC COMPANY, a California corporation (the “Borrower”), each lender party hereto (the “Lenders”) and BANK OF AMERICA, N.A., as administrative agent (in such capacity, the “Administrative Agent”). RECITALS: WHEREAS, reference is here |
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April 25, 2024 |
2024 FIRST QUARTER EARNINGS Performance Is Power April 25, 2024 2 Forward-Looking Statements This presentation contains statements regarding PG&E Corporation’s and Pacific Gas and Electric Company’s (the “Utility”) future performance, including expectations, objectives, and forecasts about operating results (including 2024 non-GAAP core earnings), equity needs, rate base growth, capital expenditures, cash flow, cost savings, customer bills, wildfire risk mitigation, future dividends, and regulatory developments. |
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April 25, 2024 |
EXHIBIT 10.3 EXECUTION VERSION Certain identified information has been excluded from this exhibit because it is both not material and is the type that the registrant treats as private or confidential. AMENDMENT NO. 11 TO RECEIVABLES FINANCING AGREEMENT This AMENDMENT NO. 11 TO RECEIVABLES FINANCING AGREEMENT, dated as of March 28, 2024 (this “Amendment”), among PG&E AR Facility, LLC, a Delaware li |
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April 25, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C., 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number Exact Name of Regis |
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April 25, 2024 |
PG&E Corporation Reports First-Quarter Results; On Track to Deliver Solid 2024 Investor Relations: [email protected] | Media: 415.973.5930 | www.pgecorp.com April 25, 2024 PG&E Corporation Reports First-Quarter Results; On Track to Deliver Solid 2024 OAKLAND — PG&E Corporation (NYSE: PCG) is on track to deliver solid 2024 results. Financial progress includes: •GAAP earnings were $0.34 per share for the first quarter of 2024, compared to earnings of $0.27 for the same perio |
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April 25, 2024 |
EXHIBIT 10.5 Certain identified information has been excluded from this exhibit because it is both not material and is the type that the registrant treats as private or confidential. February 20, 2024 Carla J. Peterman EVP, Corporate Affairs and Chief Sustainability Officer Personnel Number: [****] Dear Carla: I want to personally thank you for your dedication and contributions to Pacific Gas and |
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April 25, 2024 |
EXHIBIT 10.4 Certain identified information has been excluded from this exhibit because it is both not material and is the type that the registrant treats as private or confidential. UPDATE to SCHEDULE I to COLLECTION ACCOUNT INTERCREDITOR AGREEMENT THIS UPDATE TO SCHEDULE I TO COLLECTION ACCOUNT INTERCREDITOR AGREEMENT (the “Update”) is made as of March 28, 2024, by and among: (a) Pacific Gas and |
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April 4, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Amendment No. ) (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant Filed by a party other than the Registrant Check the appropriate box: Preliminary Proxy Statement CONFIDENTIAL, F |
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April 4, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Amendment No. ) (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant Filed by a party other than the Registrant Check the appropriate box: Preliminary Proxy Statement CONFIDENTIAL, F |
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February 28, 2024 |
Exhibit 4.1 TO BE RECORDED AND WHEN RECORDED RETURN TO: Hunton Andrews Kurth LLP 550 South Hope Street, Suite 2000 Los Angeles, CA 90071 Attention: Christopher W. Hasbrouck, Esq. TWENTY-FOURTH SUPPLEMENTAL INDENTURE Dated as of February 28, 2024 SUPPLEMENT TO INDENTURE OF MORTGAGE Dated as of June 19, 2020 PACIFIC GAS AND ELECTRIC COMPANY ISSUER (MORTGAGOR) AND THE BANK OF NEW YORK MELLON TRUST CO |
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February 28, 2024 |
Exhibit 1.1 Execution Version Pacific Gas and Electric Company $850,000,000 5.550% First Mortgage Bonds due 2029 $1,100,000,000 5.800% First Mortgage Bonds due 2034 $300,000,000 6.750% First Mortgage Bonds due 2053 Underwriting Agreement New York, New York February 26, 2024 Barclays Capital Inc. 745 Seventh Avenue New York, New York 10019 BMO Capital Markets Corp. 151 West 42nd Street New York, Ne |
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February 28, 2024 |
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 Date of Report: February 26, 2024 (Date of earliest event reported) Commission File Number Exact Name of Registrant as specified in its charter State or Other Jurisdiction of Incorporation or Organization IRS Employer Identification |
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February 22, 2024 |
Exhibit 25.4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ☐ CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. (Exact name of trustee as specified in its charter) 95- |
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February 22, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number Exact Name of Registrant as |
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February 22, 2024 |
Board of Directors’ Resolution of PG&E Corporation. Exhibit 24.3 Registration Statement RESOLUTION OF THE BOARD OF DIRECTORS OF PG&E CORPORATION February 16, 2024 BE IT FURTHER RESOLVED, that for the purposes of facilitating the signing and filing of each Registration Statement and any amendments (including pre-effective amendments or post-effective amendments) or supplements thereto, each of CHRISTINE M. DESANZE, ROBIN J. REILLY, HENRY WEINTRAUB, |
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February 22, 2024 |
Powers of Attorney of PG&E Corporation. Exhibit 24.1 ATTACHMENT A POWER OF ATTORNEY Each of the undersigned Directors of PG&E Corporation, a California corporation (the “Corporation”) hereby constitutes and appoints CHRISTINE M. DESANZE, ROBIN J. REILLY, HENRY WEINTRAUB, BRIAN M. WONG and JOSEPH C. YU, and each of them, as his or her attorneys-in-fact with full power of substitution and resubstitution to sign and file with the Securitie |
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February 22, 2024 |
Description of Pacific Gas and Electric Company’s Securities - Preferred Stock EXHIBIT 4.1(b) DESCRIPTION OF PACIFIC GAS AND ELECTRIC COMPANY’S SECURITIES REGISTERED UNDER SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 Description of Preferred Stock The following description of Pacific Gas and Electric Company’s (the “Utility”) preferred stock is only a summary and does not purport to be complete. It is subject to and qualified in its entirety by reference to applicable l |
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February 22, 2024 |
Description of PG&E Corporation’s Securities - Common Stock EXHIBIT 4.1(a) DESCRIPTION OF PG&E CORPORATION’S SECURITIES REGISTERED UNDER SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The following description of PG&E Corporation’s common stock (the “Common Stock”) is only a summary and does not purport to be complete. It is subject to and qualified in its entirety by reference to applicable law, our Amended and Restated Articles of Incorporation filed |
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February 22, 2024 |
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 Date of Report: February 22, 2024 (Date of earliest event reported) Commission File Number Exact Name of Registrant as specified in its charter State or Other Jurisdiction of Incorporation or Organization IRS Employer Identification |
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February 22, 2024 |
2023 FOURTH QUARTER AND FULL YEAR EARNINGS Performance Is Power February 22, 2024 2 Forward-Looking Statements This presentation contains statements regarding PG&E Corporation’s and Pacific Gas and Electric Company’s (the “Utility”) future performance, including expectations, objectives, and forecasts about operating results (including 2024 non-GAAP core earnings), equity needs, rate base growth, capital expenditures, cash flow, cost reductions, customer bills, wildfire risk mitigation, future dividends, and regulatory developments. |
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February 22, 2024 |
Exhibit 25.2 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ☐ CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. (Exact name of trustee as specified in its charter) 95- |
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February 22, 2024 |
Investor Relations Contact: 415.972.7080 | Media Inquiries Contact: 415.973.5930 | www.pgecorp.com February 22, 2024 PG&E Corporation Delivers High End of Guidance for Full-Year 2023 and Increases 2024 Earnings Guidance •GAAP earnings were $1.05 per share for the year and $0.43 per share for the fourth quarter of 2023, compared to earnings of $0.84 and $0.24 per share, respectively, for the same p |
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February 22, 2024 |
EXHIBIT 10.25 Pacific Gas and Electric Company,. John R. Simon 300 Lakeside Drive Executive Vice President Oakland, CA 94612 General Counsel and Chief Ethics & Compliance Officer December 9, 2023 Mr. Kaled Awada By E-Mail Dear Kaled, We are thrilled to extend a contingent offer of employment for the position of Executive Vice President, Chief People Officer reporting to Patti Poppe, PG&E's CEO. Th |
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February 22, 2024 |
Exhibit 25.5 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ☐ CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. (Exact name of trustee as specified in its charter) 95- |
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February 22, 2024 |
Board of Directors’ Resolution of the Utility. Exhibit 24.4 Registration Statement RESOLUTION OF THE BOARD OF DIRECTORS OF PACIFIC GAS AND ELECTRIC COMPANY February 16, 2024 BE IT FURTHER RESOLVED, that for the purposes of facilitating the signing and filing of each Registration Statement and any amendments (including pre-effective amendments or post-effective amendments) or supplements thereto, each of CHRISTINE M. DESANZE, ROBIN J. REILLY, H |
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February 22, 2024 |
Subsidiaries of the Registrant EXHIBIT 21 Significant Subsidiaries Parent of Significant Subsidiary Name of Significant Subsidiary Jurisdiction of Formation of Subsidiary Names under which Significant Subsidiary does business PG&E Corporation Pacific Gas and Electric Company CA Pacific Gas and Electric Company PG&E |
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February 22, 2024 |
EXHIBIT 24 POWER OF ATTORNEY Each of the undersigned Directors of PG&E Corporation hereby constitutes and appoints JOHN R. |
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February 22, 2024 |
As filed with the Securities and Exchange Commission on February 22, 2024 Table of Contents As filed with the Securities and Exchange Commission on February 22, 2024 Registration Nos. |
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February 22, 2024 |
PG&E Corporation 2012 Officer Severance Policy, as amended effective as of September 12, 2023 EXHIBIT 10.30 PG&E CORPORATION 2012 OFFICER SEVERANCE POLICY (Amended effective as of September 12, 2023) 1. Purpose. This is the controlling and definitive statement of the Officer Severance Policy of PG&E Corporation (“Policy”). Since Officers (defined below) are employed at the will of PG&E Corporation (“Corporation”) or a participating employer (“Employer”), their employment may be terminated |
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February 22, 2024 |
Powers of Attorney of the Utility. Exhibit 24.2 ATTACHMENT B POWER OF ATTORNEY Each of the undersigned Directors of Pacific Gas and Electric Company, a California corporation (the “Corporation”) hereby constitutes and appoints CHRISTINE M. DESANZE, ROBIN J. REILLY, HENRY WEINTRAUB, BRIAN M. WONG and JOSEPH C. YU, and each of them, as his or her attorneys-in-fact with full power of substitution and resubstitution to sign and file wi |
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February 22, 2024 |
Exhibit 107.1 Calculation of Filing Fee Table S-3 (Form Type) PG&E Corporation Pacific Gas and Electric Company (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registrati |
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February 22, 2024 |
PG&E Corporation and Pacific Gas and Electric Company Dodd-Frank Clawback Policy EXHIBIT 97.1 PG&E CORPORATION AND PACIFIC GAS AND ELECTRIC COMPANY DODD-FRANK CLAWBACK POLICY 1. Purpose PG&E Corporation and Pacific Gas and Electric Company (each, a “Company” and together “Companies”), have adopted this Dodd-Frank Clawback Policy (this “Policy”) to comply with Section 954 of the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010, as codified by Section 10D of the |
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February 22, 2024 |
Exhibit 25.1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ☐ CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. (Exact name of trustee as specified in its charter) 95- |
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February 22, 2024 |
Twenty-Third Supplemental Indenture, dated as of December 21, 2023 EXHIBIT 4.5.22 TO BE RECORDED AND WHEN RECORDED RETURN TO: Hunton Andrews Kurth LLP 550 South Hope Street, Suite 2000 Los Angeles, CA 90071 Attention: Christopher W. Hasbrouck, Esq. TWENTY-THIRD SUPPLEMENTAL INDENTURE DATED AS OF DECEMBER 21, 2023 SUPPLEMENT TO INDENTURE OF MORTGAGE DATED AS OF JUNE 19, 2020 PACIFIC GAS AND ELECTRIC COMPANY Issuer (Mortgagor) and THE BANK OF NEW YORK MELLON TRUST |
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February 13, 2024 |
PCG / PG&E Corporation / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SC 13G/A 1 tv0111-pgecorp.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 11)* Name of issuer: PG&E Corp Title of Class of Securities: Common Stock CUSIP Number: 69331C108 Date of Event Which Requires Filing of this Statement: December 29, 2023 Check the appropriate box to designate the rule pursuan |
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February 9, 2024 |
PCG / PG&E Corporation / Capital International Investors - SEC SCHEDULE 13G Passive Investment SC 13G 1 SEC13GFiling.htm SEC SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* PG&E Corp. (Name of Issuer) Common Stock (Title of Class of Securities) 69331C108 (CUSIP Number) December 29, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate th |
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January 12, 2024 |
PCG / PG&E Corporation / JPMORGAN CHASE & CO - FILING PG&E CORPORATION Passive Investment Schedule 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* PG&E Corporation (Name of Issuer) Common stock, no par value (Title of Class of Securities) 69331C108 (CUSIP Number) December 29, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pur |
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December 8, 2023 |
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 Date of Report: December 8, 2023 (Date of earliest event reported) Commission File Number Exact Name of Registrant as specified in its charter State or Other Jurisdiction of Incorporation or Organization IRS Employer Identification N |
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December 8, 2023 |
EX-10.1 Exhibit 10.1 Execution Version AMENDMENT NO. 3 TO TERM LOAN CREDIT AGREEMENT This AMENDMENT NO. 3 to TERM LOAN CREDIT AGREEMENT, dated as of December 8, 2023 (this “Amendment”), is entered into by and among PG&E CORPORATION, a California corporation (the “Borrower”), the Lenders party hereto and JPMORGAN CHASE BANK, N.A. (“JPMCB”), as administrative agent (in such capacity and including an |
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December 8, 2023 |
PG&E Corporation 300 Lakeside Drive Oakland, California 94612 EX-99.1 Exhibit 99.1 PG&E Corporation 300 Lakeside Drive Oakland, California 94612 December 8, 2023 The Bank of New York Mellon Trust Company, N.A., as Trustee 311 South Wacker Drive Suite 6200B, Floor 62 Mailbox #44 Chicago, Illinois 60606 To the Addressee: Reference is hereby made to that certain Indenture, dated as of December 4, 2023 (the “Indenture”), by and among PG&E Corporation, a Californ |
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December 4, 2023 |
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 Date of Report: December 4, 2023 (Date of earliest event reported) Commission File Number Exact Name of Registrant as specified in its charter State or Other Jurisdiction of Incorporation or Organization IRS Employer Identification N |
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December 4, 2023 |
EX-4.1 Exhibit 4.1 EXECUTION VERSION PG&E CORPORATION and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee and JPMORGAN CHASE BANK, N.A., as Collateral Agent INDENTURE Dated as of December 4, 2023 4.25% Convertible Senior Secured Notes due 2027 TABLE OF CONTENTS PAGE ARTICLE 1 DEFINITIONS Section 1.01. Definitions 6 Section 1.02. References to Interest 37 ARTICLE 2 ISSUE, DESCRIPTION, E |
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November 30, 2023 |
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 Date of Report: November 29, 2023 (Date of earliest event reported) Commission File Number Exact Name of Registrant as specified in its charter State or Other Jurisdiction of Incorporation or Organization IRS Employer Identification |
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November 30, 2023 |
EX-99.1 Exhibit 99.1 Marketing & Communications | 415.973.5930 November 29, 2023 PG&E Corporation Announces Upsize and Pricing of $1.9 Billion Convertible Senior Secured Notes due 2027 to Prepay Portion of Existing Term Loan OAKLAND, Calif. – PG&E Corporation (NYSE: PCG) announced the pricing of its offering of $1.9 billion aggregate principal amount of 4.25% Convertible Senior Secured Notes due 2 |
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November 29, 2023 |
Financial Statements and Exhibits, Other Events 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 Date of Report: November 29, 2023 (Date of earliest event reported) Commission File Number Exact Name of Registrant as specified in its charter State or Other Jurisdiction of Incorporation or Organization IRS Employer Identification |
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November 29, 2023 |
Exhibit 99.1 Marketing & Communications | 415.973.5930 November 29, 2023 PG&E Corporation Announces Proposed Offering of $1.5 Billion Convertible Senior Secured Notes due 2027 to Repay Portion of Existing Term Loan OAKLAND, Calif. – PG&E Corporation (NYSE: PCG) announced today that it intends to offer, subject to market and other conditions, $1.5 billion aggregate principal amount of Convertible S |
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November 28, 2023 |
Regulation FD Disclosure, Financial Statements and Exhibits, Other Events 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 Date of Report: November 7, 2023 (Date of earliest event reported) Commission File Number Exact Name of Registrant as specified in its charter State or Other Jurisdiction of Incorporation or Organization IRS Employer Identification N |
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November 28, 2023 |
PG&E Corporation 8-K Exhibit 99.1 Business Update Investing in California’s Prosperity November 28, 2023 2 Forward - Looking Statements This presentation contains statements regarding PG&E Corporation’s and Pacific Gas and Electric Company’s (the “Utility”) fut ure performance, including expectations, objectives, and forecasts about operating results (including 2023 and 2024 non - GAAP core earnin |
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November 20, 2023 |
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 Date of Report: November 15, 2023 (Date of earliest event reported) Commission File Number Exact Name of Registrant as specified in its charter State or Other Jurisdiction of Incorporation or Organization IRS Employer Identification |
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November 20, 2023 |
Exhibit 10.1 Execution Version $2,100,000,000 BRIDGE TERM LOAN CREDIT AGREEMENT among PACIFIC GAS AND ELECTRIC COMPANY, as Borrower, the Lenders from Time to Time Party Hereto, and BARCLAYS BANK PLC, as Administrative Agent, Dated as of November 15, 2023 BARCLAYS BANK PLC, as Sole Lead Arranger and Bookrunner i TABLE OF CONTENTS PAGE SECTION 1. DEFINITIONS 1 1.1 Defined Terms 1 1.2 Other Definitio |
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November 20, 2023 |
Exhibit 4.1 Execution Version TO BE RECORDED AND WHEN RECORDED RETURN TO: Hunton Andrews Kurth LLP 550 South Hope Street, Suite 2000 Los Angeles, CA 90071 Attention: Robert M. Johnson, Esq. TWENTY-SECOND SUPPLEMENTAL INDENTURE DATED AS OF NOVEMBER 15, 2023 SUPPLEMENT TO INDENTURE OF MORTGAGE DATED AS OF JUNE 19, 2020 PACIFIC GAS AND ELECTRIC COMPANY Issuer (Mortgagor) and THE BANK OF NEW YORK MELL |
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November 8, 2023 |
EX-1.1 Exhibit 1.1 Execution Version Pacific Gas and Electric Company $800,000,000 6.950% First Mortgage Bonds due 2034 Underwriting Agreement New York, New York November 6, 2023 BNP Paribas Securities Corp. 787 Seventh Avenue New York, New York 10019 Mizuho Securities USA LLC 1271 Avenue of the Americas New York, New York 10020 MUFG Securities Americas Inc. 1221 Avenue of the Americas, 6th Floor |
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November 8, 2023 |
Financial Statements and Exhibits, Other Events 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 Date of Report: November 6, 2023 (Date of earliest event reported) Commission File Number Exact Name of Registrant as specified in its charter State or Other Jurisdiction of Incorporation or Organization IRS Employer Identification N |
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November 8, 2023 |
EX-4.1 Exhibit 4.1 Execution Version TO BE RECORDED AND WHEN RECORDED RETURN TO: Hunton Andrews Kurth LLP 550 South Hope Street, Suite 2000 Los Angeles, CA 90071 Attention: Robert M. Johnson, Esq. TWENTY-FIRST SUPPLEMENTAL INDENTURE Dated as of November 8, 2023 SUPPLEMENT TO INDENTURE OF MORTGAGE Dated as of June 19, 2020 PACIFIC GAS AND ELECTRIC COMPANY ISSUER (MORTGAGOR) AND THE BANK OF NEW YORK |
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October 26, 2023 |
EXHIBIT 10.3 PG&E CORPORATION 2005 SUPPLEMENTAL RETIREMENT SAVINGS PLAN This is the controlling and definitive statement of the PG&E CORPORATION (“PG&E CORP”) 2005 Supplemental Retirement Savings Plan (the “Plan”). The Plan was amended for compliance with the final Code Section 409A regulations effective as of January 1, 2009, further amended effective July 13, 2009 and August 1, 2011 with respect |
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October 26, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C., 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number Exact Name of R |
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October 26, 2023 |
PG&E Corporation Reports Third-Quarter Results; On Track to Deliver Solid 2023 Investor Relations Contact: 415.972.7080 | Media Inquiries Contact: 415.973.5930 | www.pgecorp.com October 26, 2023 PG&E Corporation Reports Third-Quarter Results; On Track to Deliver Solid 2023 •Recorded GAAP earnings were $0.16 per diluted share for the third quarter of 2023, compared to earnings of $0.21 per diluted share for the same period in 2022. •Non-GAAP core earnings were $0.24 per dilut |
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October 26, 2023 |
EXHIBIT 10.2 PG&E CORPORATION SUPPLEMENTAL RETIREMENT SAVINGS PLAN This is the controlling and definitive statement of the PG&E CORPORATION (“PG&E CORP”) Supplemental Retirement Savings Plan (the “Plan”). Except as provided herein, the Plan is effective as of January 1, 2000, with respect to all individuals who were Eligible Employees as of such date. The Plan takes the place of and assumes existi |
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October 26, 2023 |
EXHIBIT 10.5 PG&E CORPORATION DEFINED CONTRIBUTION EXECUTIVE SUPPLEMENTAL RETIREMENT PLAN Effective as of January 1, 2013 (the “Effective Date”), PG&E Corporation adopted this Plan for the benefit of a select group of management or highly compensated employees of PG&E Corporation and its Participating Subsidiaries. This Plan was further amended effective September 17, 2013, with respect to certain |
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October 26, 2023 |
q323earningspresentation 2023 THIRD QUARTER EARNINGS Investing in California’s Prosperity October 26, 2023 2 Forward-Looking Statements This presentation contains statements regarding PG&E Corporation’s and Pacific Gas and Electric Company’s (the “Utility”) future performance, including expectations, objectives, and forecasts about operating results (including 2023 and 2024 non-GAAP core earnings), equity needs, rate base growth, capital expenditures, cost reductions, wildfire risk mitigation, and regulatory developments. |
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October 26, 2023 |
PG&E Corporation 2012 Officer Severance Policy, as amended effective as of September 12, 2023 EXHIBIT 10.6 PG&E CORPORATION 2012 OFFICER SEVERANCE POLICY (Amended effective as of September 12, 2023) 1. Purpose. This is the controlling and definitive statement of the Officer Severance Policy of PG&E Corporation (“Policy”). Since Officers (defined below) are employed at the will of PG&E Corporation (“Corporation”) or a participating employer (“Employer”), their employment may be terminated a |
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October 26, 2023 |
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 Date of Report: October 26, 2023 (Date of earliest event reported) Commission File Number Exact Name of Registrant as specified in its charter State or Other Jurisdiction of Incorporation or Organization IRS Employer Identification N |
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October 26, 2023 |
EXHIBIT 10.4 SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN OF PG&E CORPORATION (As Amended Effective as of September 12, 2023) This is the controlling and definitive statement of the Supplemental Executive Retirement Plan (“PLAN”)1 for ELIGIBLE EMPLOYEES of PG&E Corporation (“CORPORATION”), Pacific Gas and Electric Company (“COMPANY”) and such other companies, affiliates, subsidiaries, or associations as |
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September 18, 2023 |
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 Date of Report: September 13, 2023 (Date of earliest event reported) Commission File Number Exact Name of Registrant as specified in its charter State or Other Jurisdiction of Incorporation or Organization IRS Employer Identification |
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August 30, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number Exact Name of Registrant as specified in its charter State or Other Jurisdic |
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August 17, 2023 |
NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on August 28, 2023, pursuant to the provisions of Rule 12d2-2 (a). |
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August 16, 2023 |
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 Date of Report: August 10, 2023 (Date of earliest event reported) Commission File Number Exact Name of Registrant as specified in its charter State or Other Jurisdiction of Incorporation or Organization IRS Employer Identification Nu |
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August 10, 2023 |
PCG / PG&E Corp. / Capital Research Global Investors - SEC SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3 )* PG&E Corp. (Name of Issuer) Common Stock (Title of Class of Securities) 69331C108 (CUSIP Number) July 31, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is fil |
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July 27, 2023 |
q223earningspresentation 2023 SECOND QUARTER EARNINGS Investing in California’s Prosperity July 27, 2023 2 Forward-Looking Statements This presentation contains statements regarding PG&E Corporation’s and Pacific Gas and Electric Company’s (the “Utility”) future performance, including expectations, objectives, and forecasts about operating results (including 2023 and 2024 non-GAAP core earnings), equity needs, rate base growth, capital expenditures, cost reductions, wildfire risk mitigation, and regulatory developments. |
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July 27, 2023 |
PG&E Corporation Short-Term Incentive Plan, as amended effective as of May 16, 2023 Exhibit 10.8 PG&E CORPORATION SHORT-TERM INCENTIVE PLAN (As adopted effective January 19, 2022) 1. Purpose Effective as of January 19, 2022 (the “Effective Date”), PG&E Corporation adopted this Short-Term Incentive Plan is to motivate and reward eligible officers and other employees of PG&E Corporation (or its successor) and its Participating Subsidiaries, and other designated participants, with f |
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July 27, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C., 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number Exact Name of Regist |
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July 27, 2023 |
PG&E Corporation Reports Second-Quarter Results; On Track to Deliver Solid 2023 Investor Relations Contact: 415.972.7080 | Media Inquiries Contact: 415.973.5930 | www.pgecorp.com July 27, 2023 PG&E Corporation Reports Second-Quarter Results; On Track to Deliver Solid 2023 •Recorded GAAP earnings were $0.19 per diluted share for the second quarter of 2023, compared to earnings of $0.17 per diluted share for the same period in 2022. •Non-GAAP core earnings were $0.23 per dilute |
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July 27, 2023 |
Exhibit 10.9 PG&E CORPORATION 2021 LONG-TERM INCENTIVE PLAN RESTRICTED STOCK UNIT AWARD – NON-EMPLOYEE DIRECTORS PG&E CORPORATION, a California corporation, hereby grants Restricted Stock Units to the Recipient named below. The Restricted Stock Units have been granted under the PG&E Corporation 2021 Long-Term Incentive Plan (the “LTIP”). The terms and conditions of the Restricted Stock Units are s |
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July 27, 2023 |
Exhibit 10.6 Schedules (or similar attachments) to the exhibits required by this item are not required to be filed provided that they do not contain information material to an investment or voting decision and that information is not otherwise disclosed in the exhibit or the disclosure document. FIRST AMENDMENT TO OFFICE LEASE This FIRST AMENDMENT TO OFFICE LEASE (this “Amendment”) is made and ent |
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July 27, 2023 |
Exhibit 10.3 EXECUTION VERSION AMENDMENT NO. 9 TO RECEIVABLES FINANCING AGREEMENT This AMENDMENT NO. 9 TO RECEIVABLES FINANCING AGREEMENT, dated as of June 9, 2023 (this “Amendment”), among PG&E AR Facility, LLC, a Delaware limited liability company (the “Borrower”), Pacific Gas and Electric Company, a California corporation (“PG&E”), as initial Servicer (in such capacity, the “Servicer”) and as r |
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July 27, 2023 |
Exhibit 10.7 Certain identified information has been excluded because it is both not material and is the type that the registrant treats as private or confidential. Certain schedules (or similar attachments) to this agreement have been excluded because they do not contain information material to an investment or voting decision and that information is not otherwise disclosed in the exhibit or the |
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July 27, 2023 |
Exhibit 10.2 Execution Version AMENDMENT NO. 2 TO TERM LOAN CREDIT AGREEMENT This AMENDMENT NO. 2 to TERM LOAN CREDIT AGREEMENT, dated as of June 21, 2023 (this “Amendment”), is entered into by and among PG&E CORPORATION, a California corporation (the “Borrower”) and JPMORGAN CHASE BANK, N.A. (“JPMCB”), as administrative agent (in such capacity and including any successors in such capacity, the “A |
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July 27, 2023 |
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 Date of Report: July 27, 2023 (Date of earliest event reported) Commission File Number Exact Name of Registrant as specified in its charter State or Other Jurisdiction of Incorporation or Organization IRS Employer Identification Numb |
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July 14, 2023 |
EX-99.2 Exhibit 99.2 LOCK-UP LETTER July 12, 2023 Morgan Stanley & Co. LLC 1585 Broadway New York, NY 10036 Ladies and Gentlemen: This letter agreement is entered into in connection with the undersigned’s sale of 60,000,000 Shares (the “Shares”) of common stock, no par value (the “Common Stock”) of PG&E Corporation (the “Company”) to Morgan Stanley & Co. LLC (“Morgan Stanley”) in accordance with t |
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July 14, 2023 |
PCG / PG&E Corp. / PG&E Fire Victim Trust - SC 13D/A Activist Investment SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 9)* PG&E CORPORATION (Name of Issuer) Common Stock, no par value (Title of Class of Securities) 69331C108 (CUSIP Number) Cathy Yanni Trustee PG&E Fire Victim Trust Two Embarcadero Center, Suite 1500 San Francisco, CA 94111 (888) 664-1152 (Name, Addr |
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June 28, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11‑K [X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 1-12609 A. Full title of the plan and the addre |
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June 28, 2023 |
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM EXHIBIT 1 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in the Registration Statement (No. |
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June 26, 2023 |
EX-10.1 Exhibit 10.1 Execution Version AMENDMENT NO. 3 TO CREDIT AGREEMENT This AMENDMENT NO. 3 TO CREDIT AGREEMENT, dated as of June 22, 2023 (this “Amendment”), is entered into by and among PG&E Corporation, a California corporation (the “Borrower”), the Consenting Lenders and JPMORGAN CHASE BANK, N.A. (“JPMCB”) as administrative agent (in such capacity and including any successors in such capac |
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June 26, 2023 |
EX-10.2 Exhibit 10.2 Execution Version AMENDMENT NO. 3 TO CREDIT AGREEMENT This AMENDMENT NO. 3 TO CREDIT AGREEMENT, dated as of June 22, 2023 (this “Amendment”), is entered into by and among PACIFIC GAS AND ELECTRIC COMPANY, a California corporation (the “Borrower”), the Consenting Lenders, each Issuing Lender and CITIBANK, N.A. (“CBNA”), as administrative agent (in such capacity and including an |
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June 26, 2023 |
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 Date of Report: June 22, 2023 (Date of earliest event reported) Commission File Number Exact Name of Registrant as specified in its charter State or Other Jurisdiction of Incorporation or Organization IRS Employer Identification Numb |
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June 5, 2023 |
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 Date of Report: June 1, 2023 (Date of earliest event reported) Commission File Number Exact Name of Registrant as specified in its charter State or Other Jurisdiction of Incorporation or Organization IRS Employer Identification Numbe |
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June 5, 2023 |
EX-4.1 Exhibit 4.1 Execution Version TO BE RECORDED AND WHEN RECORDED RETURN TO: Hunton Andrews Kurth LLP 550 South Hope Street, Suite 2000 Los Angeles, CA 90071 Attention: Robert M. Johnson, Esq. TWENTIETH SUPPLEMENTAL INDENTURE Dated as of June 5, 2023 SUPPLEMENT TO INDENTURE OF MORTGAGE Dated as of June 19, 2020 PACIFIC GAS AND ELECTRIC COMPANY ISSUER (MORTGAGOR) AND THE BANK OF NEW YORK MELLON |
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June 5, 2023 |
Exhibit 1.1 Execution Version Pacific Gas and Electric Company $850,000,000 6.100% First Mortgage Bonds due 2029 $1,150,000,000 6.400% First Mortgage Bonds due 2033 $500,000,000 6.750% First Mortgage Bonds due 2053 Underwriting Agreement New York, New York June 1, 2023 Barclays Capital Inc. 745 Seventh Avenue New York, New York 10019 BofA Securities, Inc. One Bryant Park New York, New York 10036 G |
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May 31, 2023 |
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 Date of Report: May 31, 2023 (Date of earliest event reported) Commission File Number Exact Name of Registrant as specified in its charter State or Other Jurisdiction of Incorporation or Organization IRS Employer Identification Numbe |
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May 31, 2023 |
Marketing & Communications | 415.973.5930 | www.pge.com May 31, 2023 PG&E and Shasta County District Attorney Reach Settlement to Further Enhance Wildfire Safety Agreement Resolves Legal Proceeding in 2020 Zogg Fire OAKLAND, Calif.— Pacific Gas and Electric Company (PG&E) announced today that it reached an agreement with the Shasta County District Attorney under which criminal charges arising from |
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May 25, 2023 |
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 Date of Report: May 24, 2023 (Date of earliest event reported) Commission File Number Exact Name of Registrant as specified in its charter State or Other Jurisdiction of Incorporation or Organization IRS Employer Identification Numbe |
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May 25, 2023 |
Investor Day presentation dated May 24, 2023 EXHIBIT 99.1 |
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May 22, 2023 |
Bylaws of Pacific Gas and Electric Company, Amended and Restated as of May 18, 2023 Bylaws of Pacific Gas and Electric Company (“the Utility”) Amended and Restated as of May 18, 2023 (“Effective Date”) ARTICLE I SHAREHOLDERS 1. |
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May 22, 2023 |
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 Date of Report: May 18, 2023 (Date of earliest event reported) Commission File Number Exact Name of Registrant as specified in its charter State or Other Jurisdiction of Incorporation or Organization IRS Employer Identification Numbe |
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May 22, 2023 |
Bylaws of PG&E Corporation, Amended and Restated as of May 18, 2023 Bylaws of PG&E Corporation (the “Corporation”) Amended and Restated as of May 18, 2023 (“Effective Date”) ARTICLE I SHAREHOLDERS 1. |
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May 15, 2023 |
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 Date of Report: May 15, 2023 (Date of earliest event reported) Commission File Number Exact Name of Registrant as specified in its charter State or Other Jurisdiction of Incorporation or Organization IRS Employer Identification Numbe |
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May 15, 2023 |
Exhibit 99.1 GAAP Net Income (Loss) to Non-GAAP Adjusted EBITDA Reconciliation PG&E Corporation Year EndedDecember 31, (in millions) 2022 2021 PG&E Corporation's Net Income (Loss) on a GAAP basis 1,814 (88) Income tax provision (benefit) (1,338) 836 Other income, net (394) (457) Interest expense 1,917 1,601 Interest income (162) (20) Reorganization items, net - 11 Operating Income 1,837 1,883 Depr |
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May 10, 2023 |
pcgdefa14a UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Amendment No. ) (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant Filed by a party other than the Registrant Check the appropriate box: Preliminary Proxy Statement CONF |
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May 4, 2023 |
EXHIBIT 10.4 Human Resources Executive Recruiting 300 Lakeside Drive Oakland, CA 94612 Certain identified information has been excluded from this exhibit because it is both not material and is the type that the registrant treats as private or confidential. March 15, 2023 Carolyn Burke [****] [****] Dear Carolyn: We are thrilled to extend a contingent offer of employment effective March 15, 2023, f |
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May 4, 2023 |
EXHIBIT 10.5 PG&E CORPORATION 2021 LONG-TERM INCENTIVE PLAN RESTRICTED STOCK UNIT AWARD PG&E CORPORATION, a California corporation, hereby grants Restricted Stock Units to the Recipient named below (sometimes referred to as “you”). The Restricted Stock Units have been granted under the PG&E Corporation 2021 Long-Term Incentive Plan, as amended (the “LTIP”). The terms and conditions of the Restrict |
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May 4, 2023 |
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 Date of Report: May 4, 2023 (Date of earliest event reported) Commission File Number Exact Name of Registrant as specified in its charter State or Other Jurisdiction of Incorporation or Organization IRS Employer Identification Number |
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May 4, 2023 |
EX-10.6 5 exhibit106-03312023.htm EX-10.6 EXHIBIT 10.6 PG&E CORPORATION 2021 LONG-TERM INCENTIVE PLAN PERFORMANCE SHARE UNIT AWARD PG&E CORPORATION, a California corporation, hereby grants performance share units to the Recipient named below (sometimes referred to as “you”). The performance share units have been granted under the PG&E Corporation 2021 Long-Term Incentive Plan, as amended (the “LTI |
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May 4, 2023 |
EXHIBIT 10.7 CONSENT TO AMEND AWARD AGREEMENT This Consent to the amendment of outstanding award agreements under the 2014 PG&E Corporation Long Term Incentive Plan and/or 2021 PG&E Corporation Long Term Incentive Plan (this “Consent”) is entered into by and between PG&E Corporation (the “Corporation”) and (the “Participant”) on . First & Last Name Date WHEREAS, the Corporation has granted Restric |
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May 4, 2023 |
Powers of Attorney (corrected version of previously filed exhibit) Exhibit 24 POWER OF ATTORNEY Each of the undersigned Directors of PG&E Corporation hereby constitutes and appoints JOHN R. |
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May 4, 2023 |
q123earningspresentation 2023 FIRST QUARTER EARNINGS May 4, 2023 ® 2 This presentation contains statements regarding PG&E Corporation’s and Pacific Gas and Electric Company’s (the “Utility”) future performance, including expectations, objectives, and forecasts about operating results (including 2023 and 2024 non-GAAP core earnings), equity needs, rate base growth, capital expenditures, expense reductions, wildfire risk mitigation, and regulatory developments. |
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May 4, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C., 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number Exact Name of Regis |
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May 4, 2023 |
PG&E Corporation Reports First-Quarter Results; On Track to Deliver Solid 2023 Investor Relations Contact: 415.972.7080 | Media Inquiries Contact: 415.973.5930 | www.pgecorp.com May 4, 2023 PG&E Corporation Reports First-Quarter Results; On Track to Deliver Solid 2023 •Recorded GAAP earnings were $0.27 per diluted share for the first quarter of 2023, compared to earnings of $0.22 per diluted share for the same period in 2022. •Non-GAAP core earnings were $0.29 per diluted sh |
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May 4, 2023 |
EXHIBIT 10.3 AMENDMENT NO. 2 TO CREDIT AGREEMENT This AMENDMENT NO. 2, dated as of April 18, 2023 (this “Amendment”), is entered into by and among PACIFIC GAS AND ELECTRIC COMPANY, a California corporation (the “Borrower”), each lender party hereto (the “Lenders”) and BANK OF AMERICA, N.A., as administrative agent (in such capacity, the “Administrative Agent”). RECITALS: WHEREAS, reference is here |
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April 13, 2023 |
EX-99.2 Exhibit 99.2 LOCK-UP LETTER April 11, 2023 Morgan Stanley & Co. LLC 1585 Broadway New York, NY 10036 Ladies and Gentlemen: This letter agreement is entered into in connection with the undersigned’s sale of 60,000,000 Shares (the “Shares”) of common stock, no par value (the “Common Stock”) of PG&E Corporation (the “Company”) to Morgan Stanley & Co. LLC (“Morgan Stanley”) in accordance with |
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April 13, 2023 |
PCG / PG&E Corp. / PG&E Fire Victim Trust - SC 13D/A Activist Investment SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 8)* PG&E CORPORATION (Name of Issuer) Common Stock, no par value (Title of Class of Securities) 69331C108 (CUSIP Number) Cathy Yanni Trustee PG&E Fire Victim Trust Two Embarcadero Center, Suite 1500 San Francisco, CA 94111 (888) 664-1152 (Name, Addr |
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April 6, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Amendment No. ) (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant Filed by a party other than the Registrant Check the appropriate box: Preliminary Proxy Statement CONFIDENTIAL, F |
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April 6, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Amendment No. ) (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant Filed by a party other than the Registrant Check the appropriate box: Preliminary Proxy Statement CONFIDENTIAL, F |
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March 30, 2023 |
Financial Statements and Exhibits, Other Events 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 Date of Report: March 28, 2023 (Date of earliest event reported) Commission File Number Exact Name of Registrant as specified in its charter State or Other Jurisdiction of Incorporation or Organization IRS Employer Identification Num |
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March 30, 2023 |
Exhibit 1.1 EXECUTION VERSION Pacific Gas and Electric Company $750,000,000 6.700% First Mortgage Bonds due 2053 Underwriting Agreement New York, New York March 28, 2023 BMO Capital Markets Corp. 151 West 42nd Street New York, New York 10036 BNP Paribas Securities Corp. 787 Seventh Avenue New York, New York 10019 BofA Securities, Inc. One Bryant Park New York, New York 10036 Wells Fargo Securities |
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March 30, 2023 |
EX-4.1 Exhibit 4.1 TO BE RECORDED AND WHEN RECORDED RETURN TO: Hunton Andrews Kurth LLP 550 South Hope Street, Suite 2000 Los Angeles, CA 90071 Attention: Robert M. Johnson, Esq. NINETEENTH SUPPLEMENTAL INDENTURE Dated as of March 30, 2023 SUPPLEMENT TO INDENTURE OF MORTGAGE Dated as of June 19, 2020 PACIFIC GAS AND ELECTRIC COMPANY ISSUER (MORTGAGOR) AND THE BANK OF NEW YORK MELLON TRUST COMPANY, |
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March 15, 2023 |
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 Date of Report: March 12, 2023 (Date of earliest event reported) Commission File Number Exact Name of Registrant as specified in its charter State or Other Jurisdiction of Incorporation or Organization IRS Employer Identification Num |
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February 27, 2023 |
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 Date of Report: February 24, 2023 (Date of earliest event reported) Commission File Number Exact Name of Registrant as specified in its charter State or Other Jurisdiction of Incorporation or Organization IRS Employer Identification |
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February 23, 2023 |
EXHIBIT 10.70 PG&E CORPORATION 2005 SUPPLEMENTAL RETIREMENT SAVINGS PLAN This is the controlling and definitive statement of the PG&E CORPORATION (“PG&E CORP”) 2005 Supplemental Retirement Savings Plan (the “Plan”). The Plan was amended for compliance with the final Code Section 409A regulations effective as of January 1, 2009, further amended effective July 13, 2009 and August 1, 2011 with respec |
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February 23, 2023 |
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 Date of Report: February 22, 2023 (Date of earliest event reported) Commission File Number Exact Name of Registrant as specified in its charter State or Other Jurisdiction of Incorporation or Organization IRS Employer Identification |
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February 23, 2023 |
EXHIBIT 10.67 CONSENT TO RECOUPMENT OF EXCESS PERFORMANCE SHARE UNITS This Consent to the Recoupment of Excess Performance Share Units (this “Consent”) is entered into by and between PG&E Corporation (the “Corporation”) and John R Simon (the “Participant”) on October 14, 2022. WHEREAS, the Corporation has adopted a 2014 Long-Term Incentive Plan, as amended, and a 2021 Long-Term Incentive Plan (col |
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February 23, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number Exact Name of Registrant as |
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February 23, 2023 |
q422earningspresentation Restricted 2022 FOURTH QUARTER AND FULL YEAR EARNINGS February 23, 2023 Restricted ® 2 This presentation contains statements regarding PG&E Corporation’s and Pacific Gas and Electric Company’s (the “Utility”) future performance, including expectations, objectives, and forecasts about operating results (including 2023 and 2024 non-GAAP core earnings), equity needs, debt needs, rate base growth, capital expenditures, expense reductions, wildfire risk mitigation, and regulatory developments. |
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February 23, 2023 |
PG&E Corpr9oartion EXHIBIT 10.68 PG&E CORPORATION DEFINED CONTRIBUTION EXECUTIVE SUPPLEMENTAL RETIREMENT PLAN Effective as of January 1, 2013 (the “Effective Date”), PG&E Corporation adopted this Plan for the benefit of a select group of management or highly compensated employees of PG&E Corporation and its Participating Subsidiaries. This Plan was further amended effective September 17, 2013, wit |
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February 23, 2023 |
Description of PG&E Corporation’s Securities – Common Stock and Equity Units EXHIBIT 4.62(a) DESCRIPTION OF PG&E CORPORATION’S SECURITIES REGISTERED UNDER SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The following description of PG&E Corporation’s common stock (the “Common Stock”) and equity units (each an “Equity Unit”) is only a summary and does not purport to be complete. It is subject to and qualified in its entirety by reference to applicable law, our Amended and |
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February 23, 2023 |
Investor Relations Contact: 415.972.7080 | Media Inquiries Contact: 415.973.5930 | www.pgecorp.com February 23, 2023 PG&E Corporation Delivers on Guidance for Full-Year 2022, Updates 2023 GAAP Earnings Guidance of $0.98 to $1.13 per Diluted Share, and Reaffirms 2023 Non-GAAP Core Earnings Guidance of $1.19 to $1.23 per Diluted Share •Recorded GAAP earnings were $0.84 per diluted share for the year |
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February 23, 2023 |
Subsidiaries of the Registrant EXHIBIT 21 Significant Subsidiaries Parent of Significant Subsidiary Name of Significant Subsidiary Jurisdiction of Formation of Subsidiary Names under which Significant Subsidiary does business PG&E Corporation Pacific Gas and Electric Company CA Pacific Gas and Electric Company PG&E Pacific Gas and Electric Company PG&E AR Facility, LLC DE PG&E AR Facility, LLC |
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February 23, 2023 |
Description of Pacific Gas and Electric Company’s Securities – Preferred Stock EXHIBIT 4.62(b) DESCRIPTION OF PACIFIC GAS AND ELECTRIC COMPANY’S SECURITIES REGISTERED UNDER SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 Description of Preferred Stock The following description of Pacific Gas and Electric Company’s (the “Utility”) preferred stock is only a summary and does not purport to be complete. It is subject to and qualified in its entirety by reference to applicable |
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February 23, 2023 |
EXHIBIT 14 PG&E Code of Conduct Text February 16, 2022 (Front Cover) [Our Purpose icon] Living our Purpose, Virtues and Stands PG&E Code of Conduct February 2022 [PG&E logo] (Inside Cover left) The most up-to-date version of this Code of Conduct can be found online at http://www. |
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February 23, 2023 |
EXHIBIT 24 POWER OF ATTORNEY Each of the undersigned Directors of PG&E Corporation hereby constitutes and appoints JOHN R. |
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February 23, 2023 |
EXHIBIT 3.1 CONFORMED VERSION OF AMENDED AND RESTATED ARTICLES OF INCORPORATION OF PG&E CORPORATION (as amended) On June 22, 2020, PG&E Corporation (the “Corporation”) filed Amended and Restated Articles of Incorporation with the Secretary of State of the State of California. On May 24, 2022, PG&E Corporation filed a Certificate of Amendment of Articles of Incorporation with the Secretary of State |
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February 23, 2023 |
EXHIBIT 10.77 AMENDMENT TO THE POSTRETIREMENT LIFE INSURANCE PLAN OF THE PACIFIC GAS AND ELECTRIC COMPANY A. Adoption and effective date of amendment. This Amendment to the Postretirement Life Insurance Plan of the Pacific Gas and Electric Company (the “Plan”) is adopted by the Employee Benefit Committee of PG&E Corporation pursuant to its authority set forth in the Plan. This Amendment shall be e |
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February 23, 2023 |
EXHIBIT 10.66 CONSENT TO RECOUPMENT OF EXCESS PERFORMANCE SHARE UNITS This Consent to the Recoupment of Excess Performance Share Units (this “Consent”) is entered into by and between PG&E Corporation (the “Corporation”) and (the “Participant”) on . WHEREAS, the Corporation has adopted a 2014 Long-Term Incentive Plan, as amended, and a 2021 Long-Term Incentive Plan (collectively, the “Plan”), pursu |
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February 23, 2023 |
EXHIBIT 10.37 Execution Version AMENDMENT NO. 1 TO CREDIT AGREEMENT This AMENDMENT NO. 1, dated as of September 23, 2022 (this “Amendment”), is entered into by and among PACIFIC GAS AND ELECTRIC COMPANY, a California corporation (the “Borrower”), each lender party hereto (the “Lenders”) and BANK OF AMERICA, N.A., as administrative agent (in such capacity, the “Administrative Agent”). RECITALS: WHE |
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February 23, 2023 |
PG&E Corporation Short-Term Incentive Plan, as amended effective as of February 15, 2023. EXHIBIT 10.71 PG&E CORPORATION SHORT-TERM INCENTIVE PLAN (As adopted effective January 19, 2022) 1. Purpose Effective as of January 19, 2022 (the “Effective Date”), PG&E Corporation adopted this Short-Term Incentive Plan is to motivate and reward eligible officers and other employees of PG&E Corporation (or its successor) and its Participating Subsidiaries, and other designated participants, with |
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February 22, 2023 |
PCGU / PG&E Corp. - Units / Shaolin Capital Management LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No.1 )* PG&E Corp (Name of Issuer) First preferred stock, cumulative, par value $25 per share, 5.50% nonredeemable (Title of Class of Securities) 69331C140 (CUSIP Number) December 31, 2022 (Date of Event which Requires Filing of this Statement) Check the appro |
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February 21, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: February 6, 2023 (Date of earliest event reported) Commission File Number Exact Name of Registrant as specified in its charter State or Other Jurisdiction of Incorporation or Organization IRS Emplo |