Form 8-K PG&E Corp For: Jun 01 Filed by: PACIFIC GAS & ELECTRIC Co
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report: June 1, 2026
(Date of earliest event reported)
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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 (see General Instruction A.2. below): 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) |
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Securities registered pursuant to Section 12(b) of the Act:
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule
12b-2
of the Securities Exchange Act of 1934 (§240.12b-2
of this chapter). | Emerging growth company | PG&E Corporation | |||||
| Emerging growth company | Pacific Gas and Electric 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 | ☐ |
Item 8.01. |
Other Events |
On June 1, 2026, Pacific Gas and Electric Company (the “Utility”) entered into an Underwriting Agreement for the issue and sale of (i) $800,000,000 aggregate principal amount of 5.050% First Mortgage Bonds due 2031 (the “2031 Bonds”), (ii) $800,000,000 aggregate principal amount of 5.600% First Mortgage Bonds due 2036 (the “2036 Bonds”) and (iii) $600,000,000 aggregate principal amount of 6.300% First Mortgage Bonds due 2056 (the “2056 Bonds”, together with the 2031 Bonds and the 2036 Bonds, the “Mortgage Bonds”). On June 3, 2026, the Utility completed the sale of the Mortgage Bonds. For further information concerning the Mortgage Bonds, refer to the exhibits attached to this report.
Item 9.01. |
Financial Statements and Exhibits |
(d) Exhibits.
Exhibit No. |
Description | |
1.1 |
Underwriting Agreement, dated as of June 1, 2026, by and among Pacific Gas and Electric Company, BNP Paribas Securities Corp., Citigroup Global Markets Inc., MUFG Securities Americas Inc. and RBC Capital Markets, LLC | |
4.1 |
Thirty-Fourth Supplemental Indenture, dated as of June 3, 2026, between Pacific Gas and Electric Company and The Bank of New York Mellon Trust Company, N.A., as Trustee (including the forms of the Mortgage Bonds) | |
5.1 |
Opinion of Hunton Andrews Kurth LLP, dated June 3, 2026 | |
23.1 |
Consent of Hunton Andrews Kurth LLP (included in Exhibit 5.1 above) | |
104 |
Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document | |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrants have duly caused this report to be signed on their behalf by the undersigned thereunto duly authorized.
PG&E CORPORATION | ||||||
| Date: June 3, 2026 | By: | /s/ Carolyn J. Burke | ||||
| Name: | Carolyn J. Burke | |||||
| Title: | Executive Vice President and Chief Financial Officer | |||||
PACIFIC GAS AND ELECTRIC COMPANY | ||||||
| Date: June 3, 2026 | By: | /s/ Stephanie N. Williams | ||||
| Name: | Stephanie N. Williams | |||||
| Title: | Vice President, Chief Financial Officer and Controller | |||||
ATTACHMENTS / EXHIBITS