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As Of Filer Filing For·On·As Docs:Size 2/27/20 Sempra Energy 10-K 12/31/19 187:67M Southern California Gas Co San Diego Gas & Electric Co |
Document/Exhibit Description Pages Size
1: 10-K Annual Report HTML 8.81M
2: EX-3.1 Articles of Incorporation/Organization or Bylaws HTML 63K
3: EX-4.2 Instrument Defining the Rights of Security Holders HTML 118K
4: EX-4.9 Instrument Defining the Rights of Security Holders HTML 57K
10: EX-10.35 Material Contract HTML 57K
5: EX-10.5 Material Contract HTML 71K
6: EX-10.6 Material Contract HTML 80K
7: EX-10.7 Material Contract HTML 90K
8: EX-10.8 Material Contract HTML 93K
9: EX-10.9 Material Contract HTML 92K
11: EX-21.1 Subsidiaries List HTML 50K
12: EX-23.1 Consent of Experts or Counsel HTML 50K
13: EX-23.2 Consent of Experts or Counsel HTML 50K
14: EX-23.3 Consent of Experts or Counsel HTML 49K
15: EX-23.4 Consent of Experts or Counsel HTML 49K
28: EX-99.1 Miscellaneous Exhibit HTML 731K
16: EX-31.1 Certification -- §302 - SOA'02 HTML 56K
17: EX-31.2 Certification -- §302 - SOA'02 HTML 56K
18: EX-31.3 Certification -- §302 - SOA'02 HTML 56K
19: EX-31.4 Certification -- §302 - SOA'02 HTML 56K
20: EX-31.5 Certification -- §302 - SOA'02 HTML 56K
21: EX-31.6 Certification -- §302 - SOA'02 HTML 56K
22: EX-32.1 Certification -- §906 - SOA'02 HTML 51K
23: EX-32.2 Certification -- §906 - SOA'02 HTML 51K
24: EX-32.3 Certification -- §906 - SOA'02 HTML 51K
25: EX-32.4 Certification -- §906 - SOA'02 HTML 51K
26: EX-32.5 Certification -- §906 - SOA'02 HTML 51K
27: EX-32.6 Certification -- §906 - SOA'02 HTML 51K
61: R1 Cover HTML 149K
128: R2 Consolidated Statements of Operations HTML 196K
179: R3 Consolidated Statements of Comprehensive Income HTML 136K
(Loss)
84: R4 Consolidated Balance Sheets HTML 325K
59: R5 Consolidated Balance Sheets (Parentheticals) HTML 84K
125: R6 Consolidated Statements of Cash Flows HTML 315K
177: R7 Consolidated Statements of Changes in Equity HTML 153K
79: R8 Consolidated Statements of Changes in Equity HTML 59K
(Parenthetical)
62: R9 Significant Accounting Policies and Other HTML 988K
Financial Data
144: R10 New Accounting Standards HTML 96K
163: R11 Revenues HTML 286K
109: R12 Regulatory Matters HTML 291K
50: R13 Acquistions, Divestitures and Discontinued HTML 193K
Operations
145: R14 Investments in Unconsolidated Entities HTML 285K
164: R15 Debt and Credit Facilities HTML 301K
111: R16 Income Taxes HTML 527K
51: R17 Employee Benefit Plans HTML 1.13M
146: R18 Share-Based Compensation HTML 196K
162: R19 Derivative Financial Instruments HTML 386K
76: R20 Fair Value Measurements HTML 516K
52: R21 Preferred Stock HTML 91K
114: R22 Sempra Energy - Shareholders' Equity and Earnings HTML 159K
Per Share
168: R23 San Onofre Nuclear Generating Station HTML 291K
77: R24 Commitments and Contingencies HTML 520K
54: R25 Segment Information HTML 242K
115: R26 Quarterly Financial Data (Unaudited) HTML 280K
169: R27 Schedule I - Condensed Financial Information of HTML 316K
Parent
74: R28 Significant Accounting Policies and Other HTML 395K
Financial Data (Policies)
56: R29 Schedule I - Condensed Financial Information of HTML 113K
Parent (Policies)
48: R30 Significant Accounting Policies and Other HTML 852K
Financial Data (Tables)
107: R31 New Accounting Standards New Accounting Standards HTML 91K
(Tables)
166: R32 Revenues (Tables) HTML 262K
148: R33 Regulatory Matters (Tables) HTML 218K
47: R34 Acquistions, Divestitures and Discontinued HTML 90K
Operations (Tables)
106: R35 Investments in Unconsolidated Entities (Tables) HTML 251K
165: R36 Debt and Credit Facilities (Tables) HTML 319K
147: R37 Income Taxes (Tables) HTML 538K
46: R38 Employee Benefit Plans (Tables) HTML 1.12M
108: R39 Share-Based Compensation (Tables) HTML 175K
72: R40 Derivative Financial Instruments (Tables) HTML 380K
89: R41 Fair Value Measurements (Tables) HTML 502K
175: R42 Preferred Stock (Tables) HTML 71K
117: R43 Sempra Energy - Shareholders' Equity and Earnings HTML 145K
Per Share (Tables)
71: R44 San Onofre Nuclear Generating Station (Tables) HTML 121K
88: R45 Commitments and Contingencies (Tables) HTML 505K
174: R46 Segment Information (Tables) HTML 235K
116: R47 Quarterly Financial Data (Unaudited) (Tables) HTML 275K
67: R48 Schedule I - Condensed Financial Information of HTML 470K
Parent (Tables)
90: R49 Significant Accounting Policies and Other HTML 51K
Financial Data - Principles of Consolidation
(Details)
103: R50 Significant Accounting Policies and Other HTML 58K
Financial Data - Effects of Regulation (Details)
40: R51 Significant Accounting Policies and Other HTML 75K
Financial Data - Cash and Cash Equivalents and
Restricted Cash (Details)
133: R52 Significant Accounting Policies and Other HTML 65K
Financial Data - Collection Allowances (Details)
149: R53 Significant Accounting Policies and Other HTML 64K
Financial Data - Inventories (Details)
104: R54 Significant Accounting Policies and Other HTML 97K
Financial Data - Wildfire Fund (Details)
41: R55 Significant Accounting Policies and Other HTML 164K
Financial Data - Property, Plant, and Equipment
(Details)
134: R56 Significant Accounting Policies and Other HTML 56K
Financial Data - Capitalized Financing Costs
(Details)
150: R57 Significant Accounting Policies and Other HTML 80K
Financial Data - Other Intangible Assets (Details)
102: R58 Significant Accounting Policies and Other HTML 165K
Financial Data - Variable Interest Entities
(Details)
45: R59 Significant Accounting Policies and Other HTML 86K
Financial Data - Asset Retirement Obligations
(Details)
121: R60 Significant Accounting Policies and Other HTML 112K
Financial Data - Changes in Accumulated Other
Comprehensive Income (Details)
184: R61 Significant Accounting Policies and Other HTML 184K
Financial Data - Reclassification From Accumulated
Other Comprehensive Income (Details)
80: R62 Significant Accounting Policies and Other HTML 79K
Financial Data - Noncontrolling Interests
(Details)
64: R63 Significant Accounting Policies and Other HTML 94K
Financial Data - Other Noncontrolling Interests
(Details)
122: R64 Significant Accounting Policies and Other HTML 53K
Financial Data - Foreign Currency Translation
(Details)
185: R65 Significant Accounting Policies and Other HTML 122K
Financial Data - Transactions With Affiliates
(Details)
81: R66 Significant Accounting Policies and Other HTML 74K
Financial Data - Affiliates Revenue and Cost of
Sales (Details)
65: R67 Significant Accounting Policies and Other HTML 112K
Financial Data - Restricted Net Assets (Details)
130: R68 Significant Accounting Policies and Other HTML 83K
Financial Data - Other Income, Net (Details)
182: R69 New Accounting Standards - Balance Sheet Impact HTML 110K
(Details)
156: R70 Revenues - Disaggregation of Revenue (Details) HTML 155K
142: R71 New Accounting Standards - Narrative (Details) HTML 72K
36: R72 Revenues - Performance Obligations (Details) HTML 82K
97: R73 Revenues - Contract Liabilities (Details) HTML 68K
155: R74 Revenues - Receivables From Revenues From HTML 71K
Contracts With Customers (Details)
141: R75 Regulatory Matters - Regulatory Accounts (Details) HTML 120K
35: R76 Regulatory Matters - General Rate Case (Details) HTML 92K
96: R77 Regulatory Matters - Schedule of General Rate Case HTML 74K
Authorized Revenue Increases (Details)
158: R78 Regulatory Matters - Cost of Capital & Ferc Rates HTML 141K
(Details)
135: R79 Regulatory Matters - Billing Practices (Details) HTML 66K
157: R80 ACQUISTIONS, DIVESTITURES AND DISCONTINUED HTML 178K
OPERATIONS - Sempra Texas Utility (Details)
143: R81 ACQUISTIONS, DIVESTITURES AND DISCONTINUED HTML 86K
OPERATIONS - Schedule of Purchase Price Allocation
(Details)
37: R82 ACQUISTIONS, DIVESTITURES AND DISCONTINUED HTML 81K
OPERATIONS - Sempra Mexico (Details)
98: R83 ACQUISTIONS, DIVESTITURES AND DISCONTINUED HTML 55K
OPERATIONS - Sempra Renewables (Details)
153: R84 ACQUISTIONS, DIVESTITURES AND DISCONTINUED HTML 74K
OPERATIONS - Sempra South American Utilities
(Details)
139: R85 ACQUISTIONS, DIVESTITURES AND DISCONTINUED HTML 141K
OPERATIONS - Divestitures (Details)
34: R86 ACQUISTIONS, DIVESTITURES AND DISCONTINUED HTML 222K
OPERATIONS - Discontinued Operations (Details)
95: R87 Investments in Unconsolidated Entities - Summary HTML 155K
of Investments (Details)
160: R88 Investments in Unconsolidated Entities - Narrative HTML 199K
(Details)
137: R89 Investments in Unconsolidated Entities - HTML 122K
Summarized Financial Information (Details)
120: R90 Debt and Credit Facilities - Narrative (Details) HTML 180K
183: R91 Debt and Credit Facilities - Summary of Lines of HTML 93K
Credit (Details)
78: R92 Debt and Credit Facilities - Schedule of Long-Term HTML 266K
Debt Instruments (Details)
63: R93 Debt and Credit Facilities - Maturities of HTML 80K
Long-Term Debt (5 Year Schedule) (Details)
124: R94 Debt and Credit Facilities - Callable Long-Term HTML 59K
Debt (Details)
187: R95 Income Taxes - Reconciliation to Effective Tax HTML 139K
Rate (Details)
82: R96 Income Taxes - Effects of the Tax Cuts and Jobs HTML 95K
Act of 2017 (Details)
66: R97 Income Taxes - Components of Income Tax Expense HTML 106K
(Benefit) (Details)
127: R98 Income Taxes - Deferred Income Taxes (Details) HTML 123K
180: R99 Income Taxes - Net Operating Losses and Tax Credit HTML 68K
Carryforwards (Details)
178: R100 Income Taxes - Unrecognized Tax Benefits (Details) HTML 90K
126: R101 Income Taxes - Changes in Unrecognized Tax HTML 63K
Benefits (Details)
58: R102 Employee Benefit Plans - Narrative (Details) HTML 115K
83: R103 Employee Benefit Plans - Employee Benefit Plans HTML 455K
(Details)
181: R104 Employee Benefit Plans - Plan Assets (Details) HTML 87K
129: R105 Employee Benefit Plans - Fair Value of Plan Assets HTML 239K
(Details)
60: R106 Employee Benefit Plans - Savings Plans (Details) HTML 57K
85: R107 Share-Based Compensation - Share-Based HTML 199K
Compensation Expense/ Options (Details)
186: R108 SHARE-BASED COMPENSATION - RSAs AND RSUs (Details) HTML 111K
123: R109 Derivative Financial Instruments - Commodity HTML 63K
Volumes (Details)
138: R110 Derivative Financial Instruments - Notionals HTML 61K
Amounts (Details)
161: R111 Derivative Financial Instruments - Balance Sheet HTML 142K
(Details)
94: R112 Derivative Financial Instruments - Income HTML 122K
Statement (Details)
39: R113 Derivative Financial Instruments - Cash Flow HTML 58K
Hedges (Details)
136: R114 Derivative Financial Instruments - Contingent HTML 57K
Features (Details)
159: R115 Fair Value Measurements - Recurring Fair Value HTML 174K
Measures (Details)
93: R116 Fair Value Measurements - Recon of Level 3 Assets HTML 88K
(Details)
38: R117 Fair Value Measurements - Financial Instruments HTML 100K
(Details)
140: R118 Fair Value Measurements - Nonrecurring Fair Value HTML 180K
Measures (Details)
154: R119 Preferred Stock (Details) HTML 143K
92: R120 Sempra Energy - Shareholders' Equity and Earnings HTML 84K
Per Share - Common Stock Offerings (Details)
69: R121 Sempra Energy - Shareholders' Equity and Earnings HTML 134K
Per Share - Earnings (Losses) Per Common Share
Computations (Details)
119: R122 Sempra Energy - Shareholders' Equity and Earnings HTML 57K
Per Share - Antidilutive Securities Excluded From
Computation of Eps (Details)
173: R123 Sempra Energy - Shareholders' Equity and Earnings HTML 77K
Per Share - Common Stock Activity (Details)
91: R124 San Onofre Nuclear Generating Station - Narrative HTML 93K
(Details)
68: R125 San Onofre Nuclear Generating Station - Nuclear HTML 89K
Decommissioning Trusts (Details)
118: R126 San Onofre Nuclear Generating Station - Asset HTML 64K
Retirement Obligation and Spent Nuclear Fuel
(Details)
172: R127 San Onofre Nuclear Generating Station - Nuclear HTML 63K
Insurance (Details)
87: R128 Commitments and Contingencies - Legal Proceedings HTML 194K
(Details)
70: R129 Commitments and Contingencies - Leases Balance HTML 108K
Sheet Information (Details)
43: R130 Commitments and Contingencies - Lease Income HTML 73K
Statement Information (Details)
100: R131 Commitments and Contingencies - Leases Cash Flow HTML 70K
Information (Details)
151: R132 Commitments and Contingencies - Lessee Maturity HTML 128K
Analysis of Liabilities (Details)
131: R133 Commitments and Contingencies - Leases That Have HTML 64K
Not Yet Commenced (Details)
44: R134 Commitments and Contingencies - Rent Expense HTML 61K
Operating Leases (Details)
101: R135 Commitments and Contingencies - Future Minimum HTML 111K
Lease Payments Under Topic 840 (Details)
152: R136 Commitments and Contingencies - Lessor Information HTML 93K
(Details)
132: R137 Commitments and Contingencies - Contractual HTML 177K
Commitments (Details)
42: R138 Commitments and Contingencies - Other Commitments HTML 77K
(Details)
105: R139 Commitments and Contingencies - Environmental HTML 65K
Issues (Details)
55: R140 Commitments and Contingencies - Site Contingency HTML 112K
(Details)
73: R141 Segment Information (Details) HTML 212K
170: R142 Quarterly Financial Data (Unaudited) (Details) HTML 141K
112: R143 Quarterly Financial Data (UNAUDITED) - Narrative HTML 78K
(Details)
57: R144 Schedule I - Condensed Financial Information of HTML 115K
Parent - Statement of Operations (Details)
75: R145 Schedule I - Condensed Financial Information of HTML 119K
Parent - Statement of Comprehensive Income
(Details)
171: R146 Schedule I - Condensed Financial Information of HTML 131K
Parent - Balance Sheets (Details)
113: R147 Schedule I - Condensed Financial Information of HTML 127K
Parent - Cash Flows (Details)
53: R148 Schedule I - Condensed Financial Information of HTML 259K
Parent - Footnotes (Details)
49: R9999 Uncategorized Items - sre20191231form10k.htm HTML 52K
110: XML IDEA XML File -- Filing Summary XML 330K
99: XML XBRL Instance -- sre20191231form10k_htm XML 22.26M
86: EXCEL IDEA Workbook of Financial Reports XLSX 369K
30: EX-101.CAL XBRL Calculations -- sre-20191231_cal XML 698K
31: EX-101.DEF XBRL Definitions -- sre-20191231_def XML 4.09M
32: EX-101.LAB XBRL Labels -- sre-20191231_lab XML 6.36M
33: EX-101.PRE XBRL Presentations -- sre-20191231_pre XML 4.44M
29: EX-101.SCH XBRL Schema -- sre-20191231 XSD 677K
176: JSON XBRL Instance as JSON Data -- MetaLinks 1,123± 1.78M
167: ZIP XBRL Zipped Folder -- 0001032208-20-000006-xbrl Zip 1.64M
| Exhibit |
You have been granted a nonqualified option award representing the right to purchase the number of shares of Sempra Energy Common Stock set forth below, subject to the vesting conditions set forth below. The option may not be sold or assigned. The option will be subject to forfeiture unless and until it is vested in accordance with the attached Year
<YEAR> Nonqualified Stock Option Award Agreement (the “Award Agreement”). The terms and conditions of your award are set forth in the attached Award Agreement and in the Sempra Energy <YEAR> Long Term Incentive Plan (the “Plan”), which has been provided to you. The summary below highlights selected terms and conditions but it is not complete and you should carefully read the Award Agreement and the Plan to fully understand the terms and conditions of your award. | |||
SUMMARY | |||
Date
of Award: | <DATE>, <YEAR> | ||
Name of Optionee: | NAME | ||
Optionee’s Employee Number: | EE ID | ||
Number of Shares of Sempra Energy Common Stock Covered by Option: | # SHARES | ||
Exercise Price per Share: | $TBD | ||
Vesting/Forfeiture of
Option: Subject to certain exceptions set forth in the Award Agreement, your option will vest (become exercisable) in three equal annual cumulative installments of one-third each over a three-year period. Once an installment becomes exercisable, it will remain exercisable until it is exercised or your option expires or terminates. Any portion of the option that does not vest will be forfeited. | |||
Option Term: Ten years subject to earlier expiration if your employment terminates. | |||
Transfer Restrictions: | |||
Your option may not be sold or otherwise transferred and will remain subject to forfeiture conditions until it vests, except as set forth herein. | |||
Termination
of Employment: | |||
Subject to certain exceptions set forth in the Award Agreement, your option will expire and will cease to vest upon your termination of employment. | |||
No Dividend Equivalents: | |||
No dividend equivalents will be paid with respect to your option or the shares covered by your option. | |||
Exercise of Option/Taxes: | |||
You may exercise vested portions of the option in accordance with the Award Agreement. Upon exercise of your option you must pay (or make acceptable arrangements to pay) the exercise price for each share for which you exercise your option
and any withholding taxes that may be due as a result of exercise. | |||
Sempra Energy: | ||
Title: | ||
Award: | You have been granted a nonqualified stock option award under Sempra Energy’s <YEAR> Long Term Incentive Plan (the “Plan”). The award consists of an option to purchase the number of shares of Sempra Energy Common Stock (“Common Stock”) set forth on the Cover Page/Summary to this Award Agreement. ˙Capitalized terms used in this Award
Agreement and not defined shall have the meaning set forth in the Plan. Unless and until it is vested, your option will be subject to forfeiture and vesting conditions. Subject to the provisions below relating to the treatment of your option in connection with a Change in Control (as defined in the Plan), your option will vest as described herein. Subject to certain exceptions set forth herein, your option will also be forfeited if your employment terminates before it vests. See “Vesting/Forfeiture,” ”Termination of Employment” and “Transfer Restrictions” below. |
Vesting/Forfeiture: | Your option vests (becomes exercisable) in equal annual cumulative
installments over a three-year period. Each installment is one-third of the original number of shares covered by your option and an installment vests on each of the first three anniversaries of the Grant Date shown on the Cover Page/Summary to this Award Agreement. Once an installment of your option becomes exercisable, it will remain exercisable until it is exercised or your option expires. Any unvested portion of the option will be forfeited in accordance with this Award Agreement. |
Term: | Your option will expire at the close of business at Sempra Energy headquarters on the day before the 10th anniversary of the Grant Date shown on the cover sheet and, except as otherwise provided, is subject to earlier expiration or termination (as described below) if your employment terminates. |
Termination
of Employment: Termination: | If your employment with Sempra Energy and its Subsidiaries terminates for any reason prior to the vesting of your option (other than under the circumstances set forth below), any unvested portion of your option will be forfeited effective immediately after your termination; provided, however, that the Compensation Committee in its sole discretion may determine that all or a portion of your option will not be forfeited but will be vested as of your termination of employment (subject to Code Section 409A requirements and the terms of the Plan). Except as provided below, the vested portion of your option will expire at the close of business at Sempra Energy’s headquarters on the 90th day after your employment terminates or, if earlier, on the ten-year expiration date of
the option. The option will not continue to vest after your termination of employment except as provided below or as provided by the Compensation Committee and will be exercisable only as to the number of shares for which it was exercisable on the date of your termination. |
If your employment with Sempra Energy and its Subsidiaries terminates prior to a Change in Control, other than by termination for cause, and you had both completed at least five years of continuous service with Sempra Energy AND met any of the following conditions: 1.) your
employment terminates on or after December 31, <YEAR> and at the date of termination you had attained age 55; or 2.) your employment terminates on or after November 30, <YEAR> and at the date of termination you had attained age 62; or 3.) at the date of termination you had attained age 65 and you were an officer subject to the company’s mandatory retirement policy; your option will not be forfeited but will continue to be subject to the transfer restrictions and vesting conditions and other terms and conditions of this Award Agreement until the earlier of the ten-year expiration date of the option or the third anniversary of your termination date (fifth anniversary of your termination date if you were at least age 62 at the time of your termination). If
your employment with Sempra Energy and its Subsidiaries terminates by reason of your death prior to the vesting of your option and your option would otherwise be forfeited (you do not meet the age and service conditions described above), the unvested portion of your option will not expire but will continue to be subject to the transfer restrictions and vesting conditions and other terms and conditions of this Award Agreement until the earlier of the ten-year expiration date of the option or the third anniversary of your death. | |
Termination for Cause: | If your employment with Sempra Energy and its Subsidiaries terminates for cause, or your employment would have been subject to termination for cause, prior to the vesting of your option, the unvested portion of your option will be forfeited and cancelled. Prior
to the consummation of a Change in Control, a termination for cause is (i) the willful failure by you to substantially perform your duties with the Company (other than any such failure resulting from your incapacity due to physical or mental illness), (ii) the grossly negligent performance of such obligations referenced in clause (i) of this definition, (iii) your gross insubordination; and/or (iv) your commission of one or more acts of moral turpitude that constitute a violation of applicable law (including but not limited to a felony) which have or result in an adverse effect on the Company, monetarily or otherwise, or one or more significant acts of dishonesty. For purposes of clause (i), no act, or failure to act, on your part shall be deemed “willful” unless done, or omitted to be done, by you not in good faith and without reasonable belief that your act, or failure to act, was in the best interests of the Company. If your option remains outstanding following
a Change in Control pursuant to a Replacement Award, a termination for cause following such Change in Control shall be determined in accordance with the provisions of the Plan that define “Cause”, including reasonable notice and, if possible, a reasonable opportunity to cure as provided therein. |
Change in Control: | The terms of the Plan relating to treatment of awards in the event of a Change in Control shall apply to your option in the event of a Change in Control. |
Restrictions on Exercise: | You will not be permitted to exercise your option at any time at which Sempra Energy determines that the issuance of shares may violate any law, regulation or Sempra Energy policy. |
Exercise
of Option/Tax Withholding: | You may exercise your option, to the extent vested, prior to the date on which the option expires. Exercise shall be done in accordance with policies and procedures established by Sempra Energy. Upon exercise, Sempra Energy or its Subsidiary is required to withhold taxes. Unless you instruct otherwise and pay or make arrangements satisfactory to Sempra Energy to pay the exercise price and the taxes (which can be accomplished through a broker assisted cashless exercise), upon exercise, Sempra Energy will withhold a sufficient number of shares of common stock that you otherwise would be entitled to receive upon exercise to pay the exercise price for the shares with respect to which the option is exercised and to cover the minimum required withholding taxes and will transfer to you only the remaining balance of the shares with respect to which the option is exercised. |
Transfer
Restrictions: | Prior to your death, your option may only be exercised by you. You may not sell or otherwise transfer or assign your option. You may, however, dispose of your option in your will. If someone wants to exercise your option after your death, that person must prove to Sempra Energy’s satisfaction that he or she is entitled to do so. |
Restrictions on Resale: | You agree not to sell any option shares at a time when applicable laws, regulations or Sempra Energy policies prohibit a sale. |
Recoupment (“Clawback”) Policy: | The Company shall require the forfeiture, recovery or reimbursement of awards or compensation under the Plan and
this award as (i) required by applicable law, or (ii) required under any policy implemented or maintained by the Company pursuant to any applicable rules or requirements of a national securities exchange or national securities association on which any securities of the Company are listed. The Company reserves the right to recoup compensation paid if it determines that the results on which the compensation was paid were not actually achieved. The Compensation Committee may, in its sole discretion, require the recovery or reimbursement of long-term incentive compensation awards from any employee whose fraudulent or intentional misconduct materially affects the operations or financial results of the Company or any of its Subsidiaries. |
Retention Rights: | Neither your option nor this Award Agreement
gives you the right to be retained by Sempra Energy or any of its Subsidiaries in any capacity and your employer reserves the right to terminate your employment at any time, with or without cause. The value of the shares subject to your option will not be included as compensation or earnings for purposes of any other benefit plan offered by Sempra Energy or any of its Subsidiaries. |
No Shareholder Rights: | You have no rights as a shareholder of Sempra Energy until your option shares have been issued. No adjustments are made for dividends or other rights if the applicable record date occurs before your option shares are issued. |
Nonqualified Stock Option: | This option is not intended to be an incentive
stock option under section 422 of the Code. |
Applicable Law: | This Award Agreement will be interpreted and enforced under the laws of the State of California. |
Further Actions: | You agree to take all actions and execute all documents appropriate to carry out the provisions of this Award Agreement. You shall be deemed to have accepted this award unless you affirmatively reject it in writing addressed to the Corporate Secretary of the Company no later than 90 days following the Date of Award. You also appoint as your attorney-in-fact each individual who at the time of so acting is the Secretary or an Assistant Secretary of
Sempra Energy with full authority to effect any transfer of any shares of Common Stock distributable to you pursuant to the option, including any transfer to pay withholding taxes, that is authorized by this Award Agreement. |
Other Agreements: | In the event of any conflict between the terms of this Award Agreement and any written employment, severance or other employment-related agreement between you and Sempra Energy, the terms of this Award Agreement, or the terms of such other agreement, whichever are more favorable to you, shall prevail. In the event of a conflict between the terms of this Award Agreement and the Plan, the Plan document shall prevail. |