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SAN DIEGO GAS & ELECTRIC CO

For the period ended Dec 31, 2025. Filed Feb 26, 2026.

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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2025 · Filed Feb 26, 2026

SRE$78.77+0.8%Stored close · as of Nov 9, 2026

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Contents

Environmental and Social Impact Permits

Environmental and Social Impact Permits. Several administrative challenges are pending before Mexico’s Secretariat of Environment and Natural Resources (the Mexican environmental protection agency) and Federal Tax and Administrative Courts, seeking revocation of the environmental impact authorization issued to the ECA Regas Facility in 2003. These cases generally allege that the conditions and mitigation measures in the environmental impact authorization are inadequate and challenge findings that the activities of the terminal are consistent with regional development guidelines.

In addition, in 2018 and 2021, three related claimants filed separate challenges in the federal district court in Ensenada, Baja California seeking revocation of the environmental and social impact permits issued by each of ASEA and SENER to ECA LNG authorizing natural gas liquefaction activities at the ECA Regas Facility, as follows:

Resolved - In the first case, the court issued a provisional injunction against the permits in September 2018. In December 2018, ASEA approved modifications to the environmental permit that facilitate the development of the proposed natural gas liquefaction facility in two phases. In May 2019, the court canceled the provisional injunction. The claimant appealed the cancelation of the injunction to the federal appellate court but was not successful. The lower court’s ruling was favorable to the ECA Regas Facility, as the court determined that no harm has been caused to the plaintiff and dismissed the lawsuit. The claimant appealed and petitioned the Mexican Supreme Court to resolve the appeal. The Mexican Supreme Court denied the petition to hear the case. A federal appellate court affirmed the rulings in favor of the ECA Regas Facility, definitively resolving this matter.

Resolved - In the second case, the initial request for a provisional injunction against the permits was denied. That decision was reversed on appeal in January 2020, resulting in the issuance of a new injunction against the permits that were issued by ASEA and SENER. This injunction has uncertain application absent clarification by the court. The claimants petitioned the court to rule that construction of natural gas liquefaction facilities violated the injunction and, in February 2022, the court ruled in favor of the ECA Regas Facility, holding that the natural gas liquefaction construction activities did not violate the injunction. The claimants appealed this ruling to the federal appellate court but were not successful. The lower court’s ruling was favorable to the ECA Regas Facility, as the court determined that no harm has been caused to the plaintiffs and dismissed the lawsuit. The claimants appealed and petitioned the Mexican Supreme Court to resolve the appeal. The Mexican Supreme Court denied the petition to hear the case. A federal appellate court affirmed the rulings in favor of the ECA Regas Facility, definitively resolving this matter.

Pending - In the third case, a group of residents filed an administrative appeal in June 2021 against various federal and state authorities alleging deficiencies in the public consultation process for the issuance of the permits. The request for an administrative appeal was denied. The claimants appealed this ruling via a constitutional challenge (an amparo trial) but were not successful. The lower court’s ruling was favorable to the ECA Regas Facility, as the court determined that no harm has been caused to the plaintiffs and dismissed the lawsuit. The claimants appealed the rulings via the Second Federal Collegiate Court, and the appeal is yet to be resolved.

Port Arthur LNG I

TCEQ Permit - Resolved. The PA LNG Phase 1 project holds two Clean Air Act, Prevention of Significant Deterioration permits issued by the TCEQ, which we refer to as the “2016 Permit” and the “2022 Permit.” The 2022 Permit also governs emissions for the PA LNG Phase 2 project. In November 2023, a panel of the U.S. Court of Appeals for the Fifth Circuit issued a decision to vacate and remand the 2022 Permit to the TCEQ for additional explanation of the agency’s permit decision. In February 2024, the court withdrew its opinion and referred the case to the Supreme Court of Texas to resolve the question of the appropriate standard to be applied by the TCEQ. In February 2025, the Supreme Court of Texas adopted Port Arthur LNG I’s interpretation of the standard. In August 2025, the U.S. Court of Appeals for the Fifth Circuit applied the standard adopted by the Supreme Court of Texas and denied the petitioner’s argument under the case, resulting in the continued effectiveness of the 2022 Permit. Because the petitioners did not file a petition for writ of certiorari with the U.S. Supreme Court by November 2025, the ruling is final and is not subject to further challenge. The 2016 Permit was not the subject of, and is unaffected by, the litigation of the 2022 Permit.

Construction Incident - Pending. In April 2025, an incident occurred at the site of the PA LNG Phase 1 project that resulted in the deaths ofthree Bechtel employees and injuries totwo Bechtel employees.

We have an EPC contract with Bechtel to construct the PA LNG Phase 1 project. Under the EPC contract, Bechtel has full custody and control of the site during the construction period. OSHA opened inspections with respect to Bechtel and SI Partners but has released the site. OSHA’s inspection of SI Partners concluded without the issuance of citations to SI Partners. Bechtel is continuing construction of the PA LNG Phase 1 project.

As of February 19, 2026, there aretwo pending lawsuits filed by 17 plaintiffs in the 172nd Judicial District Court in Jefferson County, Texas and the 295th Judicial District Court in Harris County, Texas. A complaint filed in the 60th Judicial District Court in Jefferson County, Texas was dismissed without prejudice following the plaintiff’s intervention in the proceeding in the 172nd Judicial District Court in Jefferson County, Texas. The complaints collectively name as defendants Port Arthur LNG I, SI Partners, Sempra and/or other Sempra affiliates, Bechtel and/or Bechtel Corporation, and ConocoPhillips. In the lawsuits, plaintiffs assert negligence and gross negligence and additional causes of action for wrongful death, survival and bystander claims. Plaintiffs seek compensatory and punitive damages, lost wages and attorneys’ fees. In November 2025, the cases were transferred to a multidistrict litigation pretrial court and remain stayed pending assignment to a judge by the Texas Multidistrict Litigation Panel.

Bechtel is providing indemnity pursuant to the terms of Port Arthur LNG I’s EPC contract.

Litigation Related to Regulatory and Other Actions by the Mexican Government

Amendments to Mexico’s Electricity Industry Law - Resolved. In March 2021, the Mexican government published a decree with amendments to the LIE that included public policy changes, including establishing priority of dispatch for CFE plants over privately owned ones and allowing the CNE to revoke self-supply permits granted under the former electricity law under certain circumstances. In 2024, the Mexican government adopted changes to the Mexican Constitution to reinforce state control over strategic sectors by granting a central role to government entities like the CFE and PEMEX. Following these constitutional reforms, in March 2025, the Mexican government adopted the 2025 Energy Laws, which repealed the LIE.

Prior to the enactment of the 2025 Energy Laws, Sempra Infrastructure had initiated three amparo lawsuits challenging the 2021 amendments to the LIE. The first lawsuit addressed the provision allowing revocation of self-supply permits, which lawsuit the Second Collegiate Court definitively dismissed in July 2024. The second lawsuit impacted generation permits for certain Sempra Infrastructure facilities, which lawsuit the Second Chamber of the Mexican Supreme Court definitively dismissed in February 2025. The third lawsuit relating to the 2021 amendments to the LIE that impacted Sempra Infrastructure’s power marketing business was definitively dismissed by the Plenary of the Mexican Supreme Court in November 2025.

Ordinary Course Litigation

We are also defendants in ordinary routine litigation incidental to our businesses, including personal injury, employment litigation, product liability, property damage and other claims. Juries have demonstrated an increasing willingness to grant large awards, including punitive damages, in these types of cases.

LEASES

A lease exists when a contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. We determine if an arrangement is or contains a lease at inception of the contract.

Some of our lease agreements contain nonlease components, which represent activities that transfer a separate good or service to the lessee. As the lessee for both operating and finance leases, we have elected to combine lease and nonlease components as a single lease component for real estate, fleet vehicles, aircraft, power generating facilities and pipelines, whereby fixed or in-substance fixed payments allocable to the nonlease component are accounted for as part of the related lease liability and ROU asset. As the lessor, we have elected to combine lease and nonlease components as a single lease component for refined products terminals if the timing and pattern of transfer of the lease and nonlease components are the same and the lease component would be classified as an operating lease if accounted for separately.

Lessee Accounting

We have operating and finance leases for real and personal property (including office space, land, fleet vehicles, aircraft, tugboats, machinery and equipment, warehouses and other operational facilities) and PPAs with renewable energy, energy storage and peaker plant facilities.

Some of our leases include options to extend the lease terms for up to 25 years, or to terminate the lease withinone year. Our lease liabilities and ROU assets are based on lease terms that may include such options when it is reasonably certain that we will exercise the option.

Certain of our contracts are short-term leases, which have a lease term of 12 months or less at lease commencement. We do not recognize a lease liability or ROU asset arising from short-term leases for all existing classes of underlying assets. In such cases, we recognize short-term lease costs on a straight-line basis over the lease term. Our short-term lease costs for the period reasonably reflect our short-term lease commitments.

Certain of our leases contain escalation clauses requiring annual increases in rent ranging from 2% to 5% or based on the Consumer Price Index. The rentals payable under these leases may increase by a fixed amount each year or by a percentage of a base year. Variable lease payments that are based on an index or rate are included in the initial measurement of our lease liability and ROU asset based on the index or rate at lease commencement and are not remeasured because of changes to the index or rate. Rather, changes to the index or rate are treated as variable lease payments and recognized in the period in which the obligation for those payments is incurred.

Similarly, PPAs for the purchase of renewable energy at SDG&E require lease payments based on a stated rate per MWh produced by the facilities, and we are required to purchase substantially all the output from the facilities. SDG&E is required to pay additional amounts for capacity charges and actual purchases of energy that exceed the minimum energy commitments. Under these contracts, we do not recognize a lease liability or ROU asset for leases for which there are no fixed lease payments. Rather, these variable lease payments are recognized separately as variable lease costs. SDG&E estimates these variable lease payments to be $290 million in 2026, $289 million in 2027, $290 million in 2028, $289 million in each of 2029 and 2030 and $1.6 billion thereafter.

As of the lease commencement date, we recognize a lease liability for our obligation to make future lease payments, which we initially measure at present value using our incremental borrowing rate at the date of lease commencement, unless the rate implicit in the lease is readily determinable. We determine our incremental borrowing rate based on the rate of interest that we would have to pay to borrow, on a collateralized basis over a similar term, an amount equal to the lease payments in a similar economic environment. We also record a corresponding ROU asset, initially equal to the lease liability and adjusted for lease payments made at or before lease commencement, lease incentives, and any initial direct costs. We test ROU assets for recoverability whenever events or changes in circumstances have occurred that may affect the recoverability or the estimated useful lives of the ROU assets.

For our operating leases, our non-regulated entities recognize a single lease cost on a straight-line basis over the lease term in operating expenses. SDG&E and SoCalGas recognize this single lease cost on a basis that is consistent with the recovery of such costs in accordance with U.S. GAAP governing rate-regulated operations.

For our finance leases, the interest expense on the lease liability and amortization of the ROU asset are accounted for separately. Our non-regulated entities use the effective interest rate method to account for the imputed interest on the lease liability and amortize the ROU asset on a straight-line basis over the lease term. SDG&E and SoCalGas recognize amortization of the ROU asset on a basis that is consistent with the recovery of such costs in accordance with U.S. GAAP governing rate-regulated operations.

Our leases do not contain any material residual value guarantees, restrictions or covenants.

Classification of ROU assets and lease liabilities and the weighted-average remaining lease term and discount rate associated with operating and finance leases are summarized in the table below.

LESSEE INFORMATION ON THE CONSOLIDATED BALANCE SHEETS
(Dollars in millions)
Sempra · SDG&E · SoCalGas
December 31,
202520242025202420252024
ROU assets(1):
Operating leases:
ROU assets$1,262$1,177$1,047$795$68$18
Finance leases:
PP&E1,6731,6261,4401,426233200
Accumulated depreciation(380)(311)(264)(221)(116)(90)
PP&E, net1,2931,3151,1761,205117110
Total ROU assets$2,555$2,492$2,223$2,000$185$128
Lease liabilities(1):
Operating leases:
Other current liabilities(2)$90$91$85$68$—$8
Deferred credits and other(3)1,1761,019969734679
1,2661,1101,0548026717
Finance leases:
Current portion of long-term debt and finance leases736548422523
Long-term debt and finance leases1,2201,2501,1281,1639287
1,2931,3151,1761,205117110
Total lease liabilities$2,559$2,425$2,230$2,007$184$127
Weighted-average remaining lease term (in years):
Operating leases(4)12131212152
Finance leases1314141566
Weighted-average discount rate:
Operating leases(4)(5)5.18%6.10%5.25%5.06%5.19%4.70%
Finance leases13.65%13.71%14.08%14.11%5.67%5.35%

(1)At December 31, 2025, excludes $206 of ROU assets under operating leases included in Assets Held for Sale and $143 of lease liabilities under operating leases included in Liabilities Held for Sale on the Sempra Consolidated Balance Sheet.

(2)Includes $58 and $43 related to PPAs at December 31, 2025 and 2024, respectively, at both Sempra and SDG&E.

(3)Includes $854 and $627 related to PPAs at December 31, 2025 and 2024, respectively, at both Sempra and SDG&E.

(4) At December 31, 2025, excludes operating leases within the disposal group that is classified as held for sale.

(5)Weighted-average discount rate related to PPAs at December 31, 2025 and 2024 is 5.23% and 5.04%, respectively, at both Sempra and SDG&E. Weighted-average discount rate related to all other operating leases at December 31, 2025 and 2024 is 5.05% and 7.41%, respectively, at Sempra and 5.37% and 5.23%, respectively, at SDG&E.

The components of lease costs were as follows:

LESSEE INFORMATION ON THE CONSOLIDATED STATEMENTS OF OPERATIONS(1)
(Dollars in millions)
Sempra · SDG&E · SoCalGas
Years ended December 31,
202520242023202520242023202520242023
Operating lease costs(2)$164$118$99$113$71$53$8$12$13
Finance lease costs:
Amortization of ROU assets(3)696560434240262320
Interest on lease liabilities176178182169173177765
Total finance lease costs245243242212215217332925
Short-term lease costs(4)899888———
Variable lease costs(4)45047245843046044791010
Total lease costs$867$842$808$763$754$725$50$51$48

(1)Includes costs capitalized in PP&E.

(2)Includes $88, $37, and $21 related to PPAs in 2025, 2024 and 2023, respectively, at both Sempra and SDG&E.

(3)Included in O&M, except for $30 in each of 2025 and 2024 and $29 in 2023 at Sempra, and $29 in each of 2025 and 2024 and $28 in 2023 at SDG&E, and $1 at SoCalGas in each of 2025, 2024 and 2023, which is included in Depreciation and Amortization Expense.

(4)Short-term leases with variable lease costs are recorded and presented as variable lease costs.

Cash paid for amounts included in the measurement of lease liabilities and supplemental noncash information were as follows:

LESSEE INFORMATION ON THE CONSOLIDATED STATEMENTS OF CASH FLOWS
(Dollars in millions)
Sempra · SDG&E · SoCalGas
Years ended December 31,
202520242023202520242023202520242023
Operating activities:
Cash paid for operating leases$159$112$85$114$70$46$8$12$13
Cash paid for finance leases161163167154158162765
Financing activities:
Cash paid for finance leases696660434240262420
Increase in operating lease obligations for ROU assets38652014331947413460——
Increase in finance lease obligations capitalized to PP&E474157141417332740

The table below presents the maturity analysis of our lease liabilities and reconciliation to the present value of lease liabilities at December 31, 2025:

LESSEE MATURITY ANALYSIS OF LIABILITIES
(Dollars in millions)
Sempra · SDG&E · SoCalGas
Operating leases(1)(2) · Finance leases · Operating leases(1) · Finance leases(3) · Operating leases · Finance leases
2026$147$229$128$198$6$31
2027143227130197—30
2028143220125195525
20291472121221921220
20301472021211871215
Thereafter1,0781,5617801,54616115
Total undiscounted lease payments1,8052,6511,4062,515196136
Less: imputed interest(539)(1,358)(352)(1,339)(129)(19)
Total lease liabilities1,2661,2931,0541,17667117
Less: current lease liabilities(90)(73)(85)(48)—(25)
Long-term lease liabilities$1,176$1,220$969$1,128$67$92

(1)Includes $104 in each of 2026 through 2029, $105 in 2030, and $724 thereafter related to PPAs.

(2)Excludes $26 in each of 2026 and 2027, $25 in 2028, $24 in 2029, $20 in 2030, and $261 thereafter within the disposal group that is classified as held for sale.

(3)Substantially all amounts are related to PPAs.

Leases That Have Not Yet Commenced

SDG&E hastwo PPAs, of which SDG&E expectsone will commence in 2027 andone will commence in 2028. SDG&E expects the future minimum lease payments to be $4 million in 2028, $5 million in each of 2029 and 2030, and $66 million thereafter (through expiration in 2043).

SI Partners has a lease agreement for tugboat services for the PA LNG Phase 1 project that it expects will commence in 2027. SI Partners expects the future minimum lease payments to be $10 million in 2027, $12 million in each of 2028 through 2030, and $186 million thereafter (through expiration in 2047, exclusive of certain renewal options) and total future minimum fixed payments for operation and maintenance services to be $184 million.

Lessor Accounting

SI Partners is a lessor for certain of its natural gas and ethane pipelines, compressor stations, LPG storage facilities, a rail facility and refined products terminals, which we account for as operating or sales-type leases. These leases expire at various dates from 2026 through 2042.

Over the lease term, we monitor the underlying assets in operating leases for impairment, and we evaluate the net investment in sales-type leases for expected credit losses. SI Partners expects to continue to derive value from the underlying assets associated with its pipelines following the end of their respective lease terms based on the expected remaining useful life, expected market conditions and plans to re-market and re-contract the underlying assets.

Generally, we recognize operating lease income on a straight-line basis over the lease term, and sales-type lease income based on the effective interest method over the lease term. Certain of our leases contain rate adjustments or are based on foreign currency exchange rates that may result in lease payments received that vary in amount from one period to the next. In addition to minimum fixed payments, our refined products terminals receive variable lease payments for barrels delivered that exceed minimum delivery requirements.

We provide information below for leases for which we are the lessor.

LESSOR INFORMATION(1)
(Dollars in millions)
December 31,
2024
Sempra – Assets subject to operating leases:
Property, plant and equipment:
Pipelines and storage$1,313
Refined products terminals623
Other77
Total2,013
Accumulated depreciation(605)
Property, plant and equipment, net$1,408

(1)At December 31, 2025, excludes total net property, plant and equipment subject to operating leases of $1,336, which is included in Assets Held for Sale on the Sempra Consolidated Balance Sheet and is comprised of $1,320 in pipelines and storage, $628 in refined products terminals, $76 in other, and $688 in accumulated depreciation.

LESSOR INFORMATION ON THE CONSOLIDATED STATEMENTS OF OPERATIONS
(Dollars in millions)
Years ended December 31,
202520242023
Sempra – Sales-type leases:
Interest income$3$5$6
Total revenues from sales-type leases(1)$3$5$6
Sempra – Operating leases:
Fixed lease payments$362$340$321
Variable lease payments243834
Total revenues from operating leases(1)$386$378$355
Depreciation expense$53$73$62

(1)Included in Revenues: Energy-Related Businesses on the Sempra Consolidated Statements of Operations.

CONTRACTUAL COMMITMENTS

Natural Gas Contracts

SoCalGas procures natural gas for both SDG&E’s and SoCalGas’ core customers in a combined portfolio. SoCalGas purchases natural gas under short-term and long-term contracts for this portfolio from various producing regions, including from Canada, the U.S. Rockies and the southwestern regions of the U.S. Purchases of natural gas are primarily priced based on published indices, which can be subject to volatility.

SoCalGas transports natural gas primarily under long-term firm and variable interstate pipeline capacity contracts that require the payment of fixed and variable tariffed and negotiated reservation charges to reserve firm and interruptible transportation rights. Commitments under these contracts expire at various dates through 2035.

Within our disposal group that is classified as held for sale, which we discuss in Note 6, SI Partners has various capacity agreements for natural gas storage and transportation that expire at various dates through 2059. SI Partners procures natural gas supply through both short-term and long-term contracts with payment terms that are either indexed to natural gas hubs or at fixed prices. Transportation costs on these agreements vary based on pipeline capacity.

Payments on our natural gas contracts could exceed the minimum commitment based on portfolio needs. At December 31, 2025, the future minimum payments under existing fixed price transportation contracts at SoCalGas are as follows:

FUTURE MINIMUM PAYMENTS
(Dollars in millions)
2026$94
202778
202872
202960
203057
Thereafter66
Total minimum payments$427

At December 31, 2025, SI Partners’ future minimum payments under existing fixed price natural gas storage and transportation contracts of $99 million in 2026, $100 million in 2027, $86 million in 2028, $221 million in 2029, $263 million in 2030, and $4,454 million thereafter are within the disposal group that is classified as held for sale.

The net volumetric exposure and fair value of natural gas derivatives related to contracts with index-based payment terms are discussed in Notes 10 and 11, respectively.

Total payments under natural gas contracts and natural gas storage and transportation contracts as well as payments to meet additional portfolio needs at Sempra and SoCalGas were as follows:

PAYMENTS UNDER NATURAL GAS CONTRACTS
(Dollars in millions)
Years ended December 31,
202520242023
Sempra$1,284$1,185$4,030
SoCalGas1,1921,0883,857

LNG Purchase Agreement

SI Partners has an SPA for the supply of LNG to the ECA Regas Facility, which is included within the disposal group that is classified as held for sale. The commitment amount is calculated using a predetermined formula based on estimated forward prices of the index applicable from 2026 to 2029. Although this agreement specifies a number of cargoes to be delivered, under its terms, the supplier may divert certain cargoes, which would reduce amounts paid under the agreement by SI Partners. Based on the assumption that all LNG cargoes under the agreement are delivered less those already confirmed to be diverted as of December 31, 2025, SI Partners expects LNG commitments to total $1,859 million with expected purchases of $389 million in 2026, $569 million in 2027, $553 million in 2028 and $348 million in 2029. Actual LNG purchases were approximately $7 million in 2025, $23 million in 2024 and $30 million in 2023.

PPAs Not Accounted for as Leases

Payments on SDG&E’s PPAs could exceed the minimum commitments based on energy needs. These PPAs expire on various dates through 2043. At December 31, 2025, the future minimum payments under long-term PPAs for Sempra and SDG&E are as follows:

FUTURE MINIMUM PAYMENTS(1)
(Dollars in millions)
2026$113
2027117
2028122
2029123
2030123
Thereafter744
Total minimum payments$1,342

(1)Excludes PPAs accounted for as operating leases and finance leases.

Payments on these contracts represent capacity charges and minimum energy and transmission purchases that exceed the minimum commitment. SDG&E is required to pay additional amounts for actual purchases of energy that exceed the minimum energy commitments. SDG&E estimates these variable payments to be $79 million in each of 2026 and 2027, $80 million in each of 2028 through 2030, and $361 million thereafter. Total fixed and variable payments under PPAs not accounted for as leases for Sempra and SDG&E were $312 million in 2025, $326 million in 2024 and $325 million in 2023.

Construction and Development Projects

Our total contractual commitments on various capital projects in progress at December 31, 2025 are approximately $200 million, requiring future payments of $126 million in 2026, $18 million in 2027, $15 million in 2028, $13 million in 2029, $2 million in 2030, and $26 million thereafter. The following is a summary of contractual commitments and contingencies related to such projects.

SDG&E

At December 31, 2025, SDG&E has commitments to make future payments of $184 million for construction projects that include:

$93 million related to construction supply agreements

$19 million related to spent fuel management at SONGS

$72 million for infrastructure improvements for electric transmission and distribution systems

SDG&E expects future payments under these contractual commitments to be $126 million in 2026, $13 million in 2027, $10 million in 2028, $7 million in 2029, $2 million in 2030, and $26 million thereafter.

At December 31, 2025, SoCalGas has commitments to make future payments of $16 million for an information technology software project. SoCalGas expects future payments under this contractual commitment to be $5 million in each of 2027 and 2028, and $6 million in 2029.

OTHER COMMITMENTS

SDG&E

We discuss nuclear insurance and nuclear fuel disposal related to SONGS in Note 15.

Fire Mitigation Fund

In connection with the completion of the Sunrise Powerlink project in 2012, the CPUC required that SDG&E establish a fire mitigation fund to minimize the risk of fire as well as reduce the potential wildfire impact on residences and structures near the Sunrise Powerlink. The future payments for these contractual commitments, for which a liability has been recorded, are expected to be $4 million in each of 2026 through 2030, and $260 million thereafter, subject to escalation of 2% per year, ending in 2069. At December 31, 2025, the present value of these future payments of $125 million has been recorded as a regulatory asset as the amounts represent a cost that we expect will be recovered from customers in the future.

Franchise Agreements

In July 2021, SDG&E’s natural gas and electric franchise agreements for the City of San Diego went into effect. These franchise agreements provide SDG&E the opportunity to serve the City of San Diego for a period of 20 years, consisting of 10-year agreements that will automatically renew for an additional 10 years unless the City Council voids the automatic renewals. At December 31, 2025, SDG&E has commitments to make future principal and interest payments as consideration for the franchise agreements of $4 million in 2026, $2 million in each of 2027 through 2029, $14 million in 2030, and $30 million thereafter. The consideration paid will not be recovered from customers and will be amortized over 20 years.

ENVIRONMENTAL ISSUES

Our operations are subject to federal, state, regional, local, tribal and foreign environmental laws. We also are subject to regulations related to hazardous wastes, air and water quality, land use, solid waste disposal and the protection of wildlife. These laws and regulations generally require that we investigate and correct the effects of the release or disposal of certain materials at sites associated with our past and our present operations. These sites include those at which we have been identified as a PRP under the federal Superfund laws and similar state laws.

In addition, we are required to obtain numerous governmental permits, licenses and other approvals to construct facilities and operate our businesses. The related costs of environmental monitoring, pollution control equipment, environmental safety practices, cleanup and other mitigation costs, and emissions fees and other payments are significant. Increasing national and international concerns regarding global warming and mercury, carbon dioxide, nitrogen oxide and sulfur dioxide emissions could increase these requirements in a manner that could adversely affect our businesses. Although SDG&E’s and SoCalGas’ costs to operate their facilities in compliance with these laws and regulations generally have been recovered in customer rates, this may not be the case in the future or with respect to all costs.

We disclose any proceeding under environmental laws to which a government authority is a party when the potential monetary sanctions, exclusive of interest and costs, exceed the lesser of $1 million or 1% of current assets, which was $348 million for Sempra, $18 million for SDG&E and $19 million for SoCalGas at December 31, 2025.

Other Environmental Issues

We generally capitalize the significant costs we incur to mitigate or prevent future environmental contamination or extend the life, increase the capacity, or improve the safety or efficiency of property used in current operations. The following table shows our capital expenditures (including construction work in progress) in order to comply with environmental laws and regulations:

CAPITAL EXPENDITURES FOR ENVIRONMENTAL ISSUES
(Dollars in millions)
Years ended December 31,
202520242023
Sempra$63$65$107
SDG&E242329
SoCalGas394278

We have not identified any significant environmental issues outside the U.S.

At SDG&E and SoCalGas, costs that relate to current operations or an existing condition caused by past operations are generally recorded as a regulatory asset due to the probability that these costs will be recovered in rates.

The environmental issues currently facing us, except for those resolved during the last three years, include (1) investigation and remediation of SDG&E’s and SoCalGas’ manufactured-gas sites, (2) cleanup of third-party waste-disposal sites used by SDG&E and SoCalGas at which we have been identified as a PRP and (3) mitigation of damage to the marine environment caused by the cooling-water discharge from SONGS.

The table below shows the status at December 31, 2025 of SDG&E’s and SoCalGas’ manufactured-gas sites and the third-party waste-disposal sites for which we have been identified as a PRP:

STATUS OF ENVIRONMENTAL SITES
# Sitescomplete(1)# Sitesin process
SDG&E:
Manufactured-gas sites3—
Third-party waste-disposal sites21
SoCalGas:
Manufactured-gas sites393
Third-party waste-disposal sites52

(1) There may be ongoing compliance obligations for completed sites, such as regular inspections, adherence to land use covenants and water quality monitoring.

We record environmental liabilities when our liability is probable and the costs can be reasonably estimated. In many cases, however, investigations are not yet at a stage where we can determine whether we are liable or, if the liability is probable, reasonably estimate the amount or range of amounts of the costs. Estimates of our liability are further subject to uncertainties such as the nature and extent of site contamination, evolving cleanup standards and imprecise engineering evaluations. We review our accruals periodically and, as investigations and cleanups proceed, we make adjustments as necessary.

The following table shows our accrued liabilities for environmental matters at December 31, 2025. Of the total liability, $18 million at SoCalGas is recorded on a discounted basis, with a weighted-average discount rate of 2.24%.

ACCRUED LIABILITIES FOR ENVIRONMENTAL MATTERS
(Dollars in millions)
Sempra(1)SDG&E(1)SoCalGas
Manufactured-gas sites$39$—$39
Waste disposal sites (PRP)(2)853
Other hazardous waste sites12111
Total(3)$59$16$43

(1) Excludes SDG&E’s liability for SONGS marine environment mitigation.

(2)Sites for which we have been identified as a PRP.

(3) Includes $3, $1, $2 classified as current liabilities and $56, $15 and $41 classified asnoncurrent liabilities on Sempra’s, SDG&E’s and SoCalGas’ Consolidated Balance Sheets, respectively.

We expect future payments related to our environmental liabilities on an undiscounted basis to be $3 million in 2026, $8 million in 2027, $8 million in 2028, $24 million in 2029, $1 million in 2030, and $19 million thereafter.

In connection with the issuance of operating permits, SDG&E and the other owners of SONGS previously reached an agreement with the California Coastal Commission to mitigate the damage to the marine environment caused by the cooling-water discharge from SONGS during its operation. SONGS’ early retirement, described in Note 15, does not impact SDG&E’s mitigation obligation under this agreement. SDG&E’s share of the estimated mitigation costs is $154 million, of which $57 million has been incurred through December 31, 2025 and $97 million is accrued for remaining costs through 2059, which is recoverable in rates and included in noncurrent Regulatory Assets on Sempra’s and SDG&E’s Consolidated Balance Sheets.

SEMPRA–GUARANTEES

Sempra Promissory Note for SDSRA Distribution

Cameron LNG JV’s debt agreements require Cameron LNG JV to maintain the SDSRA, which is an additional reserve account beyond the Senior Debt Service Accrual Account, where funds accumulate from operations to satisfy senior debt obligations due and payable on the next payment date. Both accounts can be funded with cash or authorized investments. In June 2021, Sempra Infrastructure received a distribution of $165 million based on its proportionate share of the SDSRA, for which Sempra provided a promissory note and letters of credit to secure a proportionate share of Cameron LNG JV’s obligation to fund the SDSRA. Sempra’s maximum exposure to loss is replenishment of the amount withdrawn by Sempra Infrastructure from the SDSRA, or $165 million. We recorded a guarantee liability of $22 million in June 2021, with an associated carrying value of $17 million at December 31, 2025, for the fair value of the promissory note, which is being reduced over the duration of the guarantee through Sempra Infrastructure’s investment in Cameron LNG JV. The guarantee will terminate upon full repayment of Cameron LNG JV’s debt, scheduled to occur in 2039, or replenishment of the amount withdrawn by Sempra Infrastructure from the SDSRA.

This guarantee will remain with Sempra after the planned sale of a portion of our equity interest in SI Partners is complete, which we discuss in Note 6.

Sempra Support Agreement for CFIN

In July 2020, CFIN entered into a financing arrangement with Cameron LNG JV’sfour project owners and received aggregate proceeds of $1.5 billion fromtwo project owners and from external lenders on behalf of the othertwo project owners (collectively, the affiliate loans), based on their proportionate ownership interest in Cameron LNG JV. CFIN used the proceeds from the affiliate loans to provide a loan to Cameron LNG JV. The affiliate loans mature in 2039. Principal and interest are paid from Cameron LNG JV’s project cash flows from its three-train natural gas liquefaction facility. Cameron LNG JV used the proceeds from its loan to return equity to its project owners.

Sempra Infrastructure’s $753 million proportionate share of the affiliate loans, based on SI Partners’50.2% ownership interest in Cameron LNG JV, was funded by external lenders comprised of a syndicate of banks (the bank debt) to whom Sempra has provided a guarantee pursuant to the Support Agreement under which:

Sempra has severally guaranteed repayment of the bank debt plus accrued and unpaid interest if CFIN fails to pay the external lenders

the external lenders may exercise an option to put the bank debt to Sempra Infrastructure upon the occurrence of certain events, including a failure by CFIN to meet its payment obligations under the bank debt

on March 28, 2028, March 28, 2030 and March 28, 2035, the agent for the external lenders, on behalf of such external lenders, is obligated to put all of the then outstanding bank debt to Sempra Infrastructure, except to the extent any external lender elects not to participate in the put three months prior to the applicable put exercise date

Sempra Infrastructure also has a right to call the bank debt back from, or to refinance the bank debt with, the external lenders at any time

the Support Agreement will terminate upon full repayment of the bank debt, including repayment following an event in which the bank debt is put to Sempra Infrastructure

In exchange for this guarantee, the external lenders pay a guarantee fee that is based on the credit rating of Sempra’s long-term senior unsecured non-credit enhanced debt rating, which guarantee fee Sempra Infrastructure recognizes as interest income as earned. Sempra’s maximum exposure to loss is the bank debt plus any accrued and unpaid interest and related fees, subject to a liability cap of 130% of the bank debt, or $979 million. We measure the Support Agreement at fair value, net of related guarantee fees, on a recurring basis (see Note 11). At December 31, 2025, the fair value of the Support Agreement is $41 million, of which $8 million is included in Other Current Assets and $33 million is included in Other Long-Term Assets on Sempra’s Consolidated Balance Sheet.

This guarantee will remain with Sempra after the planned sale of a portion of our equity interest in SI Partners is complete, which we discuss in Note 6.

SI Partners Credit Support Agreement

In February 2025, SI Partners entered into a 15-month credit support agreement with a third-party financial institution related to a customer’s secured borrowing for repayment of its past due account balance owed to SI Partners. At December 31, 2025, SI Partners’ maximum exposure to loss under this off-balance sheet arrangement is $60 million.

This guarantee, if not yet terminated, will remain with SI Partners after the planned sale of a portion of our equity interest in SI Partners is complete, which we discuss in Note 6.

NOTE 17. SEGMENT INFORMATION

SEMPRA

Sempra is a holding company whose principal businesses are regulated utilities in California and Texas. Our businesses invest in and operate electric and gas utilities and other energy infrastructure that provide energy services to customers. Sempra has the following three operating and reportable segments, which are managed separately based on services provided, geographic location and regulatory framework:

Sempra California provides natural gas and electric service to Southern California and part of central California through Sempra’s wholly owned subsidiaries, SDG&E and SoCalGas, which are regulated public utilities.

Sempra Texas Utilities holds our equity method investment in Oncor Holdings, which owns an 80.25% interest in Oncor, a regulated electric transmission and distribution utility serving customers in the north-central, eastern, western and panhandle regions of Texas; and our equity method investment in Sharyland Holdings, which owns Sharyland Utilities, a regulated electric transmission utility serving customers near the Texas-Mexico border.

Sempra Infrastructure includes the operating companies of SI Partners, in which Sempra Infrastructure owns a 70% interest, as well as a holding company and certain services companies. Sempra Infrastructure develops, constructs, operates and invests in energy infrastructure to help provide safe, sustainable and reliable access to cleaner energy in markets in the U.S., Mexico and globally.

Sempra’s CODM is its chief executive officer, who uses segment earnings attributable to common shares predominantly in the annual financial planning process to assess financial performance. Sempra’s CODM prioritizes resource allocation to each segment in a manner that aligns with Sempra’s capital expenditures plan, which is focused on safety, reliability and modernization of its segments’ infrastructure while supporting customer affordability; investing in incremental infrastructure growth projects with attractive risk-adjusted returns; maintaining a strong balance sheet; and returning cash to shareholders.

The accounting policies of the segments are consistent with those described in the summary of significant accounting policies in Note 1. Sempra accounts for intersegment sales as if the sales were to third parties, that is, at current market prices. The cost of common services shared by the reportable segments is assigned directly or allocated based on various cost factors, depending on the nature of the service provided. Parent and other allocates depreciation expense to the reportable segments without allocating the related depreciable assets to those reportable segments. Interest income and interest expense are recorded on intersegment loans. We have eliminated intersegment accounts and transactions within Sempra’s consolidated financial statements. Amounts labeled as “Parent and other,” which does not meet the definition of an operating or reportable segment, consist primarily of activities of parent organizations.

The following tables present selected information by segment and reconciliations of assets, capital expenditures for PP&E, and earnings attributable to common shares to Sempra’s consolidated totals.

SEGMENT INFORMATION
(Dollars in millions)
December 31,
2025 · 2024
ASSETS
Sempra California$60,364$56,116
Sempra Texas Utilities17,73315,534
Sempra Infrastructure32,79622,954
Segment totals110,89394,604
Parent and other1,0842,622
Intersegment eliminations(1)(1,099)(1,071)
Total Sempra$110,878$96,155
EQUITY METHOD INVESTMENTS
Sempra Texas Utilities$17,601$15,522
Sempra Infrastructure(2)172,411
Segment totals/Total Sempra$17,618$17,933
GEOGRAPHIC LOCATION OF PROPERTY, PLANT AND EQUIPMENT, NET(3)
United States$48,622$52,952
Mexico3898,485
Total Sempra$49,011$61,437
Years ended December 31,
2025 · 2024 · 2023
CAPITAL EXPENDITURES FOR PROPERTY, PLANT AND EQUIPMENT
Sempra California$4,543$4,753$4,560
Sempra Infrastructure6,0633,4593,832
Segment totals10,6068,2128,392
Parent and other635
Total Sempra$10,612$8,215$8,397
GEOGRAPHIC LOCATION OF REVENUES(4)
United States$12,136$11,623$14,973
Mexico1,5661,5621,747
Total Sempra$13,702$13,185$16,720

(1)Primarily includes an intersegment loan from Sempra Infrastructure to Parent and other related to deferred income taxes.

(2)At December 31, 2025, $2,566 is included in Assets Held for Sale on the Sempra Consolidated Balance Sheet. The remaining $17 represents our investment balance in Cameron LNG JV related to our guarantee under the SDSRA, which we discuss in Note 16.

(3)At December 31, 2025, excludes total PP&E of $21,356, which is included in Assets Held for Sale on the Sempra Consolidated Balance Sheet and is comprised of $12,724 in the United States and $8,632 in Mexico.

(4)Amounts are based on where the revenue originated, after intersegment eliminations.

SEGMENT INFORMATION (CONTINUED)
(Dollars in millions)
Sempra California · Sempra Texas Utilities(1) · Sempra Infrastructure · Sempra
Year ended December 31, 2025
Revenues$11,818$1,965
Operation and maintenance(4,315)(865)
Depreciation and amortization(2,332)(226)
Interest income866
Interest expense(2)(926)(28)
Income tax benefit (expense)166(1,200)
Equity earnings$869735
Earnings attributable to noncontrolling interests(238)
Losses attributable to contingently redeemable noncontrolling interest3
Other segment items(3)(2,991)(8)(372)
Segment earnings (losses) attributable to common shares$1,428$861$(160)$2,129
Parent and other(333)
Earnings attributable to common shares$1,796
Year ended December 31, 2024
Revenues$11,382$1,882
Operation and maintenance(4,398)(858)
Depreciation and amortization(2,133)(297)
Interest income1425
Interest expense(2)(848)243
Income tax (expense) benefit(184)164
Equity earnings$788802
Earnings attributable to noncontrolling interests(638)
Other segment items(3)(1,987)(7)(412)
Segment earnings attributable to common shares$1,846$781$911$3,538
Parent and other(721)
Earnings attributable to common shares$2,817
Year ended December 31, 2023
Revenues$13,761$3,071
Operation and maintenance(4,591)(793)
Depreciation and amortization(1,937)(281)
Interest income2443
Interest expense(782)(129)
Income tax benefit (expense)31(673)
Equity earnings$701740
Earnings attributable to noncontrolling interests(543)
Other segment items(3)(4,759)(7)(558)
Segment earnings attributable to common shares$1,747$694$877$3,318
Parent and other(288)
Earnings attributable to common shares$3,030

(1) Substantially all earnings attributable to common shares are from equity earnings.

(2) Sempra Infrastructure includes net unrealized gains (losses) from undesignated interest rate swaps related to the PA LNG Phase 1 project.

(3) Includes cost of natural gas, cost of electric fuel and purchased power, regulatory disallowances, franchise fees and other taxes, other income (expense), net, and preferred dividends for Sempra California; O&M, interest expense, and income tax (expense) benefit for Sempra Texas Utilities related to activities at the holding company; and cost of natural gas, energy-related businesses cost of sales, franchise fees and other taxes, and other income (expense), net, for Sempra Infrastructure.

The following table presents revenues by services by segment, reconciled to Sempra’s consolidated revenues.

REVENUES BY SERVICES
(Dollars in millions)
Sempra California · Sempra Infrastructure · Sempra
Year ended December 31, 2025
Revenues from external customers:
Utilities$11,429$78
Energy-related businesses—911
Total revenues from external customers(1)11,429989$12,418
Other revenues(2):
Utilities364—
Energy-related businesses—920
Total other revenues3649201,284
Intersegment revenues(3):
Utilities25—
Energy-related businesses—56
Total intersegment revenues255681
Segment revenues$11,818$1,96513,783
Intersegment eliminations(81)
Revenues$13,702
Year ended December 31, 2024
Revenues from external customers:
Utilities$10,985$78
Energy-related businesses—755
Total revenues from external customers(1)10,985833$11,818
Other revenues(2):
Utilities374—
Energy-related businesses—993
Total other revenues3749931,367
Intersegment revenues(3):
Utilities23—
Energy-related businesses—56
Total intersegment revenues235679
Segment revenues$11,382$1,88213,264
Intersegment eliminations(79)
Revenues$13,185
Year ended December 31, 2023
Revenues from external customers:
Utilities$13,668$87
Energy-related businesses—1,094
Total revenues from external customers(1)13,6681,181$14,849
Other revenues(2):
Utilities75—
Energy-related businesses—1,796
Total other revenues751,7961,871
Intersegment revenues(3):
Utilities18—
Energy-related businesses—94
Total intersegment revenues1894112
Segment revenues$13,761$3,07116,832
Intersegment eliminations(112)
Revenues$16,720

(1) We did not have revenues from transactions with a single external customer that amounted to 10% or more of Sempra’s total revenues.

(3) See “Transactions with Affiliates” in Note 1 for a description of services provided by one operating segment to another operating segment within Sempra.

SDG&E

SDG&E is a regulated public utility that provides electric service to San Diego and southern Orange counties and natural gas service to San Diego County. SDG&E hasone operating and reportable segment.

In connection with certain organizational changes, effective July 5, 2025, SDG&E’s president assumed the responsibilities of the CODM. The CODM utilizes earnings attributable to common shares to manage the business, assess performance and allocate resources. SDG&E’s CODM allocates resources to support the delivery of safe, reliable and affordable energy to customers. SDG&E’s CODM was previously its chief executive officer.

Total assets at SDG&E were $32.7 billion and $30.8 billion at December 31, 2025 and 2024, respectively. The following table presents selected information for SDG&E’s single segment and reconciliation of earnings attributable to common shares.

SEGMENT INFORMATION
(Dollars in millions)
Years ended December 31,
202520242023
SDG&E:
Revenues from external customers:
Electric$4,122$4,164$4,750
Natural gas1,0438781,204
Total revenues from external customers(1)5,1655,0425,954
Other revenues(2):
Electric446149(401)
Natural gas8615044
Total other revenues532299(357)
Total revenues5,6975,3415,597
Operation and maintenance(1,725)(1,692)(1,846)
Depreciation and amortization(1,316)(1,223)(1,098)
Interest income2515
Interest expense(559)(525)(497)
Income tax benefit (expense)128(153)26
Other segment items(3)(1,664)(862)(1,261)
Earnings attributable to common shares$563$891$936
Capital expenditures for property, plant and equipment$2,427$2,522$2,540

(1) SDG&E did not have revenues from transactions with a single external customer that amounted to 10% or more of its total revenues.

(3) Includes cost of electric fuel and purchased power, cost of natural gas, regulatory disallowances, franchise fees and other taxes, and other income (expense), net.

SOCALGAS

SoCalGas is a regulated public natural gas distribution utility, serving customers throughout most of Southern California and part of central California. SoCalGas hasone operating and reportable segment.

SoCalGas’ CODM, who is its chief executive officer, utilizes earnings attributable to common shares to manage the business, assess performance and allocate resources. SoCalGas’ CODM allocates resources to support the delivery of safe, reliable and affordable energy to customers.

Total assets at SoCalGas were $27.7 billion and $25.4 billion at December 31, 2025 and 2024, respectively. The following table presents selected information for SoCalGas’ single segment and reconciliation of earnings attributable to common shares.

SEGMENT INFORMATION
(Dollars in millions)
Years ended December 31,
202520242023
SoCalGas:
Natural gas:
Revenues from external customers(1)$6,459$6,134$7,857
Other revenues(2)(168)75432
Total revenues6,2916,2098,289
Operation and maintenance(2,689)(2,791)(2,821)
Depreciation and amortization(1,016)(910)(839)
Interest income699
Interest expense(367)(323)(285)
Income tax benefit (expense)38(31)5
Other segment items(3)(1,398)(1,208)(3,547)
Earnings attributable to common shares$865$955$811
Capital expenditures for property, plant and equipment$2,116$2,231$2,020

(1) SoCalGas did not have revenues from transactions with a single external customer that amounted to 10% or more of its total revenues.

(3) Includes cost of natural gas, franchise fees and other taxes, other income (expense), net, and preferred dividends.

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