UGI Shareholders Re-Elect Directors, Approve Pay and KPMG at Virtual 2026 Annual Meeting

Key Points

• All 10 director nominees were re-elected, including Chair Mario Longhi and CEO Bob Flexon, at UGI’s virtual 2026 annual meeting where a quorum was established.
• Shareholders approved the advisory "say-on-pay" vote for the compensation of UGI’s named executive officers, in line with the board’s recommendation.
• Shareholders ratified KPMG as UGI’s independent registered public accounting firm for fiscal 2026, with final results to be reported on a Form 8-K.

UGI NYSE: UGI held its 2026 annual meeting of shareholders in a virtual format, with Chair of the Board Mario Longhi presiding. Longhi said the company again opted for an online meeting to enable participation “from any location around the world” and to provide cost savings to the company and shareholders.

Meeting participants and logistics

Longhi introduced the company’s director nominees, all of whom are current directors and attended virtually. In addition to Longhi, the nominees included President and CEO Bob Flexon, David Bingenheimer, Shawn Bort, Ted Dosch, Tina Faraca, Alan Harris, Kelly Romano, Melanie Kirkwood Ruiz, and Santiago Seage.

Management participants included Chief Financial Officer Sean O’Brien and General Counsel, Chief Legal Officer, and Chief Compliance Officer Kathleen Shea Ballay. Representatives of KPMG, UGI’s independent registered public accounting firm, also joined virtually.

The company said the notice of annual meeting and availability of proxy materials were mailed beginning Dec. 17, 2025, to shareholders of record as of Dec. 1, 2025. Longhi noted that the business portion of the meeting would be brief and that there would be no management presentation, pointing shareholders instead to the company’s fiscal 2026 first-quarter earnings call scheduled for Feb. 5, 2026, at 9 a.m. Eastern.

Broadridge Financial Solutions served as the judge of election, represented at the meeting by Lewis Larson. Longhi said Broadridge reported that more than a majority of UGI’s issued and outstanding shares entitled to vote were present in person or by proxy, establishing a quorum.

Proposals put to a vote

As outlined in the proxy statement, shareholders were asked to vote on three items. Longhi summarized the proposals and said the board recommended votes “in favor of all three proposals.” The items were:

• Election of 10 director nominees named in the proxy statement
• An advisory vote to approve the compensation of UGI’s named executive officers
• Ratification of KPMG as the company’s independent registered public accounting firm for 2026

Longhi also addressed shareholder questions, noting that no questions had been submitted in advance related to the items being voted on. He said the company would try to respond to other questions at the end of the meeting and directed shareholders to contact Investor Relations with any additional inquiries.

Voting results

After opening the polls for balloting through the meeting website and then closing them, Jessica Milner, vice president, deputy general counsel, and corporate secretary, reported the preliminary results based on the judge of election’s report.

According to Milner, shareholders:

• Elected all 10 director nominees
• Approved the advisory proposal on compensation for the company’s named executive officers
• Ratified KPMG’s appointment as independent registered public accounting firm for fiscal 2026

Longhi said the results were subject to review and verification and that final voting results would be reported in a Form 8-K. He also stated that meeting records would include the notice of meeting, proxy statement, form of proxy, annual report, affidavits of mailing and notice, ballots, and the inspector of election’s certificate.

Adjournment and next event

With no further business, Longhi adjourned the annual meeting. The company then opened a separate period for shareholder questions and comments submitted shortly before or during the meeting. Flexon was prepared to respond, but the company said there were no questions at that time, and the discussion concluded.

UGI again invited shareholders to listen to its fiscal 2026 first-quarter earnings call on Feb. 5 at 9 a.m. Eastern and thanked participants for attending.

About UGI NYSE: UGI

UGI Corporation NYSE: UGI is a publicly traded energy distribution company headquartered in King of Prussia, Pennsylvania. Founded in 1882 as the United Gas Improvement Company, UGI has grown into a diversified provider of energy products and services. The company's operations are organized into three primary segments—AmeriGas Propane, UGI Utilities and UGI International—each focused on the delivery of propane, natural gas and related services to residential, commercial and industrial customers.

AmeriGas Propane, UGI's largest segment, is the leading retail propane distributor in the United States with a network of dealers serving customers in all 50 states.

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