SRE Sempra Energy

Filed: 18 May 21, 9:04am





Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):May 14, 2021

(Exact name of registrant as specified in its charter)

(State or other jurisdiction of incorporation)(Commission File Number)(IRS Employer Identification No.)
488 8th Avenue, San Diego, California92101
(Address of principal executive offices)(Zip Code)

Registrant's telephone number, including area code(619) 696-2000

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Title of Each ClassTrading SymbolName of Each Exchange on Which Registered
Sempra Energy Common Stock, without par valueSRENYSE
Sempra Energy 6.75% Mandatory Convertible Preferred Stock, Series B, $100 liquidation preferenceSREPRBNYSE
Sempra Energy 5.75% Junior Subordinated Notes Due 2079, $25 par valueSREANYSE
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.07 Submission of Matters to a Vote of Security Holders.

The 2021 Annual Shareholders Meeting of Sempra Energy (the “Company”) was held on May 14, 2021. At the Annual Shareholders Meeting, the Company’s shareholders:

(1)elected for the ensuing year all 12 of the director nominees up for election and listed below;
(2)ratified the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for 2021;
(3)approved, on an advisory basis, the Company's executive compensation as reported in the Company's proxy statement for the Annual Shareholders Meeting;
(4)did not approve a shareholder proposal requesting an amendment to the Company’s proxy access bylaw to eliminate the shareholder nominating group limit; and
(5)did not approve a shareholder proposal requesting a report on the alignment of the Company’s lobbying activities with the Paris Agreement.

Below are the final voting results for each matter voted on at the Annual Shareholders Meeting, as certified by the Company’s inspector of election at such meeting.

Proposal 1: Election of Directors

NomineesVotes For% of Votes CastVotes
% of Votes CastAbstentionsBroker
Alan L. Boeckmann249,747,697 99.21 %2,000,785 0.79 %307,546 20,166,671 
Andrés Conesa249,853,208 99.25 %1,888,449 0.75 %314,371 20,166,671 
Maria Contreras-Sweet248,694,552 98.79 %3,049,511 1.21 %311,965 20,166,671 
Pablo A. Ferrero250,578,010 99.54 %1,167,989 0.46 %310,029 20,166,671 
William D. Jones241,325,690 95.87 %10,395,204 4.13 %335,134 20,166,671 
Jeffrey W. Martin233,641,116 93.15 %17,183,779 6.85 %1,231,133 20,166,671 
Bethany J. Mayer249,411,480 99.07 %2,342,329 0.93 %302,219 20,166,671 
Michael N. Mears250,282,377 99.42 %1,466,687 0.58 %306,964 20,166,671 
Jack T. Taylor249,792,775 99.22 %1,952,436 0.78 %310,817 20,166,671 
Cynthia L. Walker250,493,661 99.49 %1,273,025 0.51 %289,342 20,166,671 
Cynthia J. Warner250,366,060 99.45 %1,372,375 0.55 %317,593 20,166,671 
James C. Yardley250,486,009 99.50 %1,251,024 0.50 %318,995 20,166,671 

As previously reported in the Company’s proxy statement for the Annual Shareholders Meeting and in accordance with its director retirement policy, Kathleen L. Brown was not nominated to stand for re-election as a director of the Company at the Annual Shareholders Meeting. Accordingly, Ms. Brown retired as a director of the Company effective May 14, 2021.

Proposal 2: Ratification of Appointment of Independent Registered Public Accounting Firm

Votes% of Votes Cast
Votes For262,541,997 96.55 %
Votes Against9,371,589 3.45 %
Abstentions309,113 — %
Broker Non-Votes— — %

Proposal 3: Advisory Approval of the Company’s Executive Compensation

Votes% of Votes Cast
Votes For244,113,359 97.11 %
Votes Against7,267,393 2.89 %
Abstentions675,276 — %
Broker Non-Votes20,166,671 — %

Proposal 4: Shareholder Proposal Requesting an Amendment to the Company’s Proxy Access Bylaw to Eliminate the
Shareholder Nominating Group Limit

Votes% of Votes Cast
Votes For61,186,471 24.66 %
Votes Against186,887,044 75.34 %
Abstentions3,982,513 — %
Broker Non-Votes20,166,671 — %

Proposal 5: Shareholder Proposal Requesting a Report on Alignment of the Company’s Lobbying Activities with the Paris

Votes% of Votes Cast
Votes For92,978,629 37.47 %
Votes Against155,179,155 62.53 %
Abstentions3,898,244 — %
Broker Non-Votes20,166,671 — %


Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: May 18, 2021By: /s/ Peter R. Wall
Peter R. Wall
Senior Vice President, Controller and Chief Accounting Officer