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SEMPRA ENERGY : Change in Directors or Principal Officers (form 8-K)

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10/12/2018 | 12:52pm EDT
Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Director Appointments
As previously disclosed in Sempra Energy's (the "Company") Current Report on
Form 8-K, filed on September 18, 2018 (which is incorporated herein by
reference), the Company entered into a cooperation agreement (the "Cooperation
Agreement") with Elliott Associates, L.P. and Elliott International, L.P.
(together, "Elliott"), Bluescape Resources Company LLC ("Bluescape") and Cove
Key Management, LP (together with Elliott and Bluescape collectively, the
"Investors") pursuant to which the Company undertook to work together with the
Investors so that the Company could announce and appoint two new directors to
the Board of Directors of the Company (the "Board") that would be mutually
agreed between the Company and the Investors.
On October 11, 2018 and in accordance with the Cooperation Agreement, the Board
appointed Michael N. Mears, age 55, and Cynthia L. Walker, age 42, to serve on
the Board. Mr. Mears and Ms. Walker will also serve on the LNG and Business
Development Committee of the Board. These appointments and committee assignments
are effective as of October 11, 2018.
Mr. Mears and Ms. Walker will participate in the Company's standard compensation
program for non-employee directors, as described in the Company's proxy
statement filed with the U.S. Securities and Exchange Commission on March 23,
2018, with the following changes made in 2018 to the program:

•        Increased the annual retainer from $7,500 to $10,000 for members of the
         Compensation, Corporate Governance, Environmental, Health, Safety and
         Technology, and Executive Committees;

•        Eliminated the annual retainer of $10,000 for members and $5,000 for the
         chair of the LNG and Business Development Committee;

•        Increased the annual equity grant from $60,000 to $90,000 per year in
         restricted stock units or deferred phantom shares with the same vesting
         period of one year; and

• Increased the annual retainer for Lead Director from $25,000 to $40,000


© Edgar Online, source Glimpses

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