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PG&E 8-K Report, Corporate Update (Jun 4, 2025)

Reports
Other Events·Exhibits & Filings
Filing Date
Filed June 4, 2025
Period End
June 2, 2025
In the record · 2016–202610-K1310-Q338-K367

PCG filed 13 annual reports (10-K), 33 quarterly reports (10-Q) and 367 current reports (8-K) between 2016 and 2026.

  1. Leadership change8-K · Jul ’18Jul ’18
  2. Bankruptcy8-K · Jun ’20Jun ’20
  3. Material agreement8-K · Apr ’22Apr ’22
  4. Material agreement8-K · Jun ’26Jun ’26

01—Abstract

Summary

Summary of the 8-K filed June 4, 2025. Cited figures are marked; the original filing is the authoritative source.

PG&E Corporation and Pacific Gas and Electric Company filed this Current Report under Item 8.01 (Other Events) to disclose a debt financing by the Utility.

On June 2, 2025, Pacific Gas and Electric Company entered into an Underwriting Agreement for the issue and sale of two series of First Mortgage Bonds: $400,000,000a aggregate principal amount of 5.000% First Mortgage Bonds due 2028 (the "2028 Bonds") and $850,000,000 aggregate principal amount of 6.000% First Mortgage Bonds due 2035 (the "2035 Bonds"). On June 4, 2025, the Utility completed the sale of both series. The filing identifies the underwriters as BMO Capital Markets Corp., BofA Securities, Inc., Citigroup Global Markets Inc., and J.P.

Morgan Securities LLC. The bonds were issued under a Twenty-Ninth Supplemental Indenture dated June 4, 2025, with The Bank of New York Mellon Trust Company, N.A., as trustee. Hunton Andrews Kurth LLP provided a legal opinion dated June 4, 2025, which is filed as Exhibit 5.1.

The filing does not describe the use of proceeds, the effect on the company's capital structure, or any changes to guidance. Its main significance for investors is the Utility's access to debt capital through senior secured mortgage bonds with maturities in 2028 and 2035.

02—Key points

Key Highlights

  1. On June 2, 2025, Pacific Gas and Electric Company entered into an Underwriting Agreement for two series of First Mortgage Bonds.
  2. The 2028 Bonds: $400,000,000 aggregate principal amount of 5.000% First Mortgage Bonds due 2028.
  3. The 2035 Bonds: $850,000,000 aggregate principal amount of 6.000% First Mortgage Bonds due 2035.
  4. The Utility completed the sale of both series of Mortgage Bonds on June 4, 2025.
  5. The bonds were issued under a Twenty-Ninth Supplemental Indenture with The Bank of New York Mellon Trust Company, N.A., as trustee.
  6. Underwriters named in the filing are BMO Capital Markets Corp., BofA Securities, Inc., Citigroup Global Markets Inc., and J.P. Morgan Securities LLC.
  7. Hunton Andrews Kurth LLP issued a legal opinion dated June 4, 2025, filed as Exhibit 5.1.

03—Questions

Frequently Asked Questions

  1. What securities did Pacific Gas and Electric Company sell?

    The Utility sold two series of First Mortgage Bonds: $400,000,000 of 5.000% bonds due 2028 and $850,000,000 of 6.000% bonds due 2035.

  2. When were the bonds agreed to and when were they sold?

    The Underwriting Agreement was entered into on June 2, 2025, and the Utility completed the sale of the Mortgage Bonds on June 4, 2025.

  3. Who underwrote the offering?

    The underwriters named in Exhibit 1.1 are BMO Capital Markets Corp., BofA Securities, Inc., Citigroup Global Markets Inc., and J.P. Morgan Securities LLC.

  4. Under what legal documents were the bonds issued?

    The bonds were issued under a Twenty-Ninth Supplemental Indenture dated June 4, 2025, between Pacific Gas and Electric Company and The Bank of New York Mellon Trust Company, N.A., as trustee. The filing states that this exhibit includes the forms of the Mortgage Bonds.

  5. Does the filing state how the proceeds will be used?

    The filing does not state the intended use of the proceeds. It refers only to the Underwriting Agreement, the Supplemental Indenture, and the legal opinion from Hunton Andrews Kurth LLP as exhibits.

04—Continue

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