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Peter Wall

Senior Vice President, Controller and Chief Accounting Officer at SEMPRASEMPRA
Executive

About Peter Wall

Peter R. Wall is Senior Vice President, Controller and Chief Accounting Officer at Sempra, serving as Controller & CAO since May 2018 and as Senior Vice President since April 2020; he previously served as Vice President (May 2018–April 2020) and as Vice President & CFO of Sempra Infrastructure (January 2017–April 2018). He is 53 years old as of February 25, 2025 . Company performance relevant to his incentive metrics: Sempra delivered 21% total shareholder return in 2024, and 2024 ABP Earnings achieved $3,158 million vs a $3,051 million target, driving a 143% bonus payout for named executives; the 2022–2024 LTIP paid out at 190% based on relative TSR and EPS growth .

Past Roles

OrganizationRoleYearsStrategic Impact
SempraSenior Vice President; Controller & Chief Accounting OfficerSVP since Apr 2020; Controller & CAO since May 2018Companywide controllership and accounting leadership; signer on SEC filings
SempraVice PresidentMay 2018–Apr 2020Finance leadership; transition into corporate controller role
Sempra InfrastructureVice President & CFOJan 2017–Apr 2018Platform CFO prior to reorganization into Sempra Infrastructure

Fixed Compensation

Multi-year summary for Peter Wall (reported compensation):

MetricFY 2021FY 2022FY 2023
Base Salary ($)390,000 410,000 435,000
Actual Annual Bonus ($)380,600 393,200 383,800
Stock Awards ($)1,140,578 740,097 683,312

2023 bonus target and structure:

Item2023 Value
Target Bonus % of Salary50%
Target Bonus ($)217,500
Payout %176% (rounded)
Actual Bonus Paid ($)383,800

Performance Compensation

Annual bonus (ABP) metrics and outcomes:

MetricWeightTarget (FY 2024)Actual (FY 2024)Payout (FY 2024)Vesting/Timing
ABP Earnings80% $3,051mm $3,158mm 143% (composite score) Cash, paid after year-end
Safety Measures12% Company-defined score Formulaic 200% reduced via negative discretion Included in 143% total Cash
Sustainability Measures8% Company-defined goals Not separately disclosed Included in 143% total Cash

Long-term incentives (LTIP) design and payout:

LTIP ComponentWeightPerformance MeasurePeriodPayout Outcome
PBRSU – Relative TSR vs S&P 500 UtilitiesOne-third of LTIP; 70% of TSR sleeve TSR percentile vs S&P 500 Utilities peers (ex-water) 3 years 2022–2024 awards paid 190% of target
PBRSU – Relative TSR vs S&P 500One-third of LTIP; 30% of TSR sleeve TSR percentile vs S&P 500 3 years 2022–2024 awards paid 190% of target
PBRSU – EPS CAGR vs Utilities PeersOne-third of LTIP 3-year adjusted EPS CAGR relative to peers 3 years 2022–2024 awards paid 190% of target
Options/Service-based RSUsOne-third of LTIP Time-based; 3-year ratable vest3 years Value realized depends on stock price/appreciation

Peter Wall’s 2023 equity grants (share counts):

AwardThreshold (#)Target (#)Maximum (#)
PBRSU – TSR vs S&P 500 Utilities353 1,410 2,820
PBRSU – TSR vs S&P 500353 1,410 2,820
PBRSU – EPS Growth705 2,820 5,640
Service-based RSUs2,820

Vesting schedules:

  • PBRSUs vest after the 3-year performance period, with payout range 0%–200% of target based on certified TSR and EPS results . Service-based RSUs vest ratably over three years; multiple tranches from 2021–2023 grants are outstanding .
  • Special RSU award granted January 4, 2021 vests over four annual installments; tranches vested in 2023 per table footnotes .

Equity Ownership & Alignment

Ownership (as of March 20, 2025):

ItemAmount
Shares of Sempra common stock owned26,887
Shares subject to exercisable options12,971
Total beneficially owned shares39,858 (less than 1% of outstanding)
Phantom shares (deferred comp tracking stock)20,974
Beneficial + phantom (for guideline assessment)60,832

Policies and guidelines:

  • Officers must meet share ownership guidelines: SVPs at 2× base salary; includes direct shares, phantom shares, unvested service-based RSUs, and in-the-money value of service-based options; expected compliance within 5 years; retain at least 50% of net after-tax shares acquired until guideline met .
  • Anti-hedging and anti-pledging: officers and directors are prohibited from hedging or pledging company securities .

Insider selling pressure indicators:

  • Rule 10b5-1 plan adopted March 19, 2024: scheduled sales from June 18, 2024 until completion of (i) 6,100 owned shares; and (ii) all shares vesting from 7,480 PBRSUs in Jan/Feb 2025 and 5,876 PBRSUs in Jan/Feb 2026 (net of tax withholding) .

Employment Terms

Severance Pay Agreement:

  • Agreement effective January 1, 2023; automatic annual extensions beginning year 2 unless notice given; special extension protection around change-in-control; contains asset-sale termination conditions if comparable employment is offered by buyer .

Severance and change-in-control economics (illustrative values disclosed):

ComponentFY 2021 ValueFY 2022 Value
Lump-sum cash (no CIC)$956,050 $1,135,300
Lump-sum cash (with CIC)$1,274,733 $1,513,733
Equity acceleration (with CIC termination)$965,754 $3,009,519
Health & welfare continuation (no CIC / with CIC)$37,199 / $52,584 (2021) $41,054 / $58,098 (2022)
Financial planning allowance (no CIC / with CIC)$37,500 / $50,000 (2021) $37,500 / $50,000 (2022)
Outplacement$50,000 (each scenario)

Trigger terms:

  • “Change in Control Only (without termination)” table discloses equity acceleration values, indicating single-trigger acceleration of certain outstanding awards upon CIC per plan terms; severance cash requires termination without cause or for good reason (double-trigger) .

Clawbacks and risk controls:

  • Mandatory clawback of erroneously paid performance-based incentive compensation per SEC/NYSE rules; Sarbanes-Oxley CEO clawback; committee discretion to recover compensation from LTIPs upon fraudulent or intentional misconduct materially affecting results .
  • Independent compensation risk assessment concluded programs do not create material adverse risk .

Investment Implications

  • Pay-for-performance alignment: High variable weighting with ABP Earnings (80%), safety (12%), sustainability (8%); strong LTIP linkage to relative TSR and EPS CAGR, with 2022–2024 payout at 190% of target supported by company TSR performance in 2024; structurally supportive of long-term value creation .
  • Retention risk appears moderated: Modest severance cash multiples for SVPs (½× salary+bonus without CIC; 1× with CIC) and robust share ownership guidelines (2× salary) that include phantom shares and unvested RSUs; strong anti-hedging/pledging policies further align interests .
  • Selling pressure: The March 2024 Rule 10b5-1 plan schedules sales of 6,100 owned shares plus net shares from 2025/2026 PBRSU vesting, indicating predictable, programmatic supply around vesting dates rather than discretionary insider selling; monitor net shares delivered after withholding around January/February vest dates .
  • Ownership alignment: While beneficial ownership is <1%, inclusion of phantom shares and unvested RSUs in guidelines plus time-based vesting and performance-based RSU exposure provide meaningful “skin in the game” and sensitivity to TSR and EPS outcomes .

Note: All metrics and amounts cited reflect disclosures in Sempra’s 2025, 2024, 2023, and 2021 proxy statements, 2025/2024/2022 10-Ks, and 2024 10-Q.