PACIFIC GAS & ELECTRIC Co
For the period ended Dec 31, 2025. Filed Feb 12, 2026.
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FY2025 · Filed Feb 12, 2026
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
| (Mark One) | |
|---|---|
| For the Fiscal Year Ended December 31, 2025 | |
| ☐ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
| For the transition period from _________ to ___________ | |
| CommissionFile Number | Exact Name of Registrantas Specified In Its Charter | State or Other Jurisdiction ofIncorporation or Organization | IRS EmployerIdentification Number |
|---|---|---|---|
| 1-12609 | PG&E CORPORATION | California | 94-3234914 |
| 1-2348 | PACIFIC GAS AND ELECTRIC COMPANY | California | 94-0742640 |
| 300 Lakeside Drive | 300 Lakeside Drive | |||||
|---|---|---|---|---|---|---|
| Oakland, | California | 94612 | Oakland, | California | 94612 | |
| (Address of principal executive offices) (Zip Code) | (Address of principal executive offices) (Zip Code) | |||||
| 415 | 973-1000 | 415 | 973-7000 | |||
| (Registrant’s telephone number, including area code) | (Registrant’s telephone number, including area code) | |||||
| Securities registered pursuant to Section 12(b) of the Act: | ||
|---|---|---|
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
| Common stock, no par value | PCG | The New York Stock Exchange |
| First preferred stock, cumulative, par value $25 per share, 6% nonredeemable | PCG-PA | NYSE American LLC |
| First preferred stock, cumulative, par value $25 per share, 5.50% nonredeemable | PCG-PB | NYSE American LLC |
| First preferred stock, cumulative, par value $25 per share, 5% nonredeemable | PCG-PC | NYSE American LLC |
| First preferred stock, cumulative, par value $25 per share, 5% redeemable | PCG-PD | NYSE American LLC |
| First preferred stock, cumulative, par value $25 per share, 5% series A redeemable | PCG-PE | NYSE American LLC |
| First preferred stock, cumulative, par value $25 per share, 4.80% redeemable | PCG-PG | NYSE American LLC |
| First preferred stock, cumulative, par value $25 per share, 4.50% redeemable | PCG-PH | NYSE American LLC |
| First preferred stock, cumulative, par value $25 per share, 4.36% series A redeemable | PCG-PI | NYSE American LLC |
| 6.000% Series A Mandatory Convertible Preferred Stock, no par value | PCG-PrX | The New York Stock Exchange |
Securities registered pursuant to Section 12(g) of the Act: none
| Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act: | ||||
|---|---|---|---|---|
| PG&E Corporation: | ☒ | Yes | ☐ | No |
| Pacific Gas and Electric Company: | ☒ | Yes | ☐ | No |
| Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act: | ||||
|---|---|---|---|---|
| PG&E Corporation: | ☐ | Yes | ☒ | No |
| Pacific Gas and Electric Company: | ☐ | Yes | ☒ | No |
| Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. | ||||
|---|---|---|---|---|
| PG&E Corporation: | ☒ | Yes | ☐ | No |
| Pacific Gas and Electric Company: | ☒ | Yes | ☐ | No |
| Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). | ||||
|---|---|---|---|---|
| PG&E Corporation: | ☒ | Yes | ☐ | No |
| Pacific Gas and Electric Company: | ☒ | Yes | ☐ | No |
| Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act. | ||||
|---|---|---|---|---|
| PG&E Corporation | Pacific Gas and Electric Company | |||
| ☒ | Large accelerated filer | ☐ | Large accelerated filer | |
| ☐ | Non-accelerated filer | ☒ | Non-accelerated filer | |
| ☐ | Smaller reporting company | ☐ | Smaller reporting company | |
| ☐ | Accelerated filer | ☐ | Accelerated filer | |
| ☐ | Emerging growth company | ☐ | 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. | |
|---|---|
| PG&E Corporation: | ☐ |
| Pacific Gas and Electric Company: | ☐ |
| Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment ofthe effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C.7262(b)) by the registered public accounting firm that prepared or issued its audit report. | |
|---|---|
| PG&E Corporation: | ☒ |
| Pacific Gas and Electric Company: | ☒ |
| If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. | |
|---|---|
| PG&E Corporation: | ☐ |
| Pacific Gas and Electric Company: | ☐ |
| Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). | |
|---|---|
| PG&E Corporation: | ☐ |
| Pacific Gas and Electric Company: | ☐ |
| Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). | ||||
|---|---|---|---|---|
| PG&E Corporation: | ☐ | Yes | ☒ | No |
| Pacific Gas and Electric Company: | ☐ | Yes | ☒ | No |
| Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Section 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. | ||||
|---|---|---|---|---|
| PG&E Corporation: | ☒ | Yes | ☐ | No |
| Pacific Gas and Electric Company: | ☒ | Yes | ☐ | No |
| Aggregate market value of voting and non-voting common equity held by non-affiliates of the registrants as of June 30, 2025, the last business day of the most recently completed second fiscal quarter: | |
|---|---|
| PG&E Corporation common stock | $37,246 million |
| Pacific Gas and Electric Company common stock | Wholly owned by PG&E Corporation |
| Common Stock outstanding as of February 4, 2026: | |
|---|---|
| PG&E Corporation: | 2,675,711,544* |
| Pacific Gas and Electric Company: | 264,374,809 |
| *Includes 477,743,590 shares of common stock held by Pacific Gas and Electric Company | |
DOCUMENTS INCORPORATED BY REFERENCE
Portions of the documents listed below have been incorporated by reference into the indicated parts of this report, as specified in the responses to the item numbers involved:
| Designated portions of the Joint Proxy Statement relating to the 2026 Annual Meetings of Shareholders | Part III (Items 10, 11, 12, 13 and 14) |
|---|
Contents
UNITS OF MEASUREMENT
GLOSSARY
FORWARD-LOOKING STATEMENTS
PART I
ITEM 1. BUSINESS
Triple Bottom Line
Regulatory Environment
Environmental Regulation
Ratemaking Mechanisms
Human Capital
Electric Utility Operations
Natural Gas Utility Operations
Competition
Sustainability and Resiliency
ITEM 1A. RISK FACTORS
ITEM 1B. UNRESOLVED STAFF COMMENTS
ITEM 1C. CYBERSECURITY
ITEM 2. PROPERTIES
ITEM 3. LEGAL PROCEEDINGS
ITEM 4. MINE SAFETY DISCLOSURES
INFORMATION ABOUT OUR EXECUTIVE OFFICERS
PART II
ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED SHAREHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES
ITEM 6. SELECTED FINANCIAL DATA
ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
OVERVIEW
RESULTS OF OPERATIONS
LIQUIDITY AND FINANCIAL RESOURCES
REGULATORY MATTERS
LEGISLATIVE AND REGULATORY INITIATIVES
LITIGATION AND OTHER MATTERS
ENVIRONMENTAL MATTERS
RISK MANAGEMENT ACTIVITIES
CRITICAL ACCOUNTING ESTIMATES
NEW ACCOUNTING PRONOUNCEMENTS
ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
PG&E Corporation
CONSOLIDATED STATEMENTS OF INCOME
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED STATEMENTS OF CASH FLOWS
CONSOLIDATED STATEMENTS OF EQUITY
Pacific Gas and Electric Company
CONSOLIDATED STATEMENTS OF INCOME
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED STATEMENTS OF CASH FLOWS
CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
NOTE 1: ORGANIZATION AND BASIS OF PRESENTATION
NOTE 2: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
NOTE 3: REGULATORY ASSETS, LIABILITIES, AND BALANCING ACCOUNTS
NOTE 4: DEBT
NOTE 5: SB 901 SECURITIZATION AND CUSTOMER CREDIT TRUST
NOTE 6: COMMON STOCK AND SHARE-BASED COMPENSATION
NOTE 7: PREFERRED STOCK
NOTE 8: EARNINGS PER SHARE
NOTE 9: INCOME TAXES
NOTE 10: DERIVATIVES
NOTE 11: FAIR VALUE MEASUREMENTS
NOTE 12: EMPLOYEE BENEFIT PLANS
NOTE 13: RELATED PARTY AGREEMENTS AND TRANSACTIONS
NOTE 14: WILDFIRE-RELATED CONTINGENCIES
NOTE 15: OTHER CONTINGENCIES AND COMMITMENTS
MANAGEMENT’S REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM (PCAOB ID No. 34)
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
ITEM 9A. CONTROLS AND PROCEDURES
ITEM 9B. OTHER INFORMATION
ITEM 9C. DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS
PART III
ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
ITEM 11. EXECUTIVE COMPENSATION
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES
PART IV
ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
SIGNATURES
SCHEDULE I - CONSOLIDATED FINANCIAL INFORMATION OF PG&E CORPORATION (“PARENT”)
SCHEDULE II - CONSOLIDATED VALUATION AND QUALIFYING ACCOUNTS
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.