Washington, D.C. 20549 FORM 10-Q ☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)OF THE SECURITIESEXCHANGE ACT OF 1934 For the quarterly period ended December31, 2025OR ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)OF THE SECURITIESEXCHANGE ACT OF 1934 For the transition period from ________ to ________Commission file number 1-11071 UGI CORPORATION (Exact name of registrant as specified in its charter) Pennsylvania(State or other jurisdiction ofincorporation or organization) 23-2668356(I.R.S. EmployerIdentification No.) 500 North Gulph Road, King of Prussia, PA 19406(Address of Principal Executive Offices) (Zip Code) (610) 337-1000(Registrant’s telephone number, including area code) Securities registered pursuant to Section 12(b) of the Act: Indicate by check mark whether the registrant (1)has filed all reports required to be filed by Section13 or 15(d) of the SecuritiesExchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports),and (2)has been subject to such filing requirements for the past 90 days.YesNo Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submittedpursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that theregistrant was required to submit such files). YesNo Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smallerreporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smallerreporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. Large accelerated filerAccelerated filer☐Non-accelerated filerSmaller reporting company☐Emerging growth company☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period forcomplying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).Yes☐NoAt January30, 2026, there were 214,636,337 shares of UGI Corporation Common Stock, without par value, outstanding. UGI CORPORATION AND SUBSIDIARIESTABLE OF CONTENTS Glossary of Terms and Abbreviations1Part I Financial InformationItem 1.Financial Statements (unaudited)Condensed Consolidated Balance Sheets as of December 31, 2025, September 30, 2025 and December 31, 20244Condensed Consolidated Statements of Income for the three months ended December 31, 2025 and 20245Condensed Consolidated Statements of Comprehensive Income for the three months ended December 31, 2025 and 20246Condensed Consolidated Statements of Cash Flows for the three months ended December 31, 2025 and 20247Condensed Consolidated Statements of Changes in Equity for the three months ended December 31, 2025 and 20248Notes to Condensed Consolidated Financial Statements9Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations30Item 3. Quantitative and Qualitative Disclosures About Market Risk43Item 4. Controls and Procedures45Part II Other InformationItem 1. Legal Proceedings46Item 1A. Risk Factors46Item 2. Unregistered Sales of Equity Securities and Use of Proceeds46Item 5. Other Information46Item 6. Exhibits46Signatures49 GLOSSARY OF TERMS AND ABBREVIATIONS Terms and abbreviations used in this Form 10-Q are defined below: UGI Corporation and Related Entities AmeriGas Finance Corp. -A wholly owned subsidiary of AmeriGas Partners AmeriGas OLP -AmeriGas Propane, L.P., the principal operating subsidiary of AmeriGas Partners AmeriGas Partners -AmeriGas Partners, L.P., an indirect wholly owned subsidiary of UGI; also referred to, together with itsconsolidated subsidiaries, as the “Partnership” AmeriGas Propane -Reportable segment comprising AmeriGas Propane, Inc. and its subsidiaries, including AmeriGas Partners andAmeriGas OLP AmeriGas Propane, Inc. -A wholly owned second-tier subsidiary of UGI and the general partner of AmeriGas Partners AvantiGas -AvantiGas Limited, an indirect wholly owned subsidiary of UGI International, LLC Company -UGI and its consolidated subsidiaries collectively Electric Utility -UGI Utilities’ regulated electric distribution utility Energy Services -UGI Energy Services, LLC, a wholly owned subsidiary of Enterprises Enterprises -UGI Enterprises, LLC, a wholly owned subsidiary of UGI ESFC -Energy Services Funding Corporation, a wholly owned subsidiary of Energy Services Flaga -Flaga GmbH, an indirect wholly owned subsidiary of UGI International, LLC, prior to its sale in November 2025 Gas Utility -UGI’s regulated natural gas businesses, inclusive of PA Gas Utility and WV Gas Utility Midstream & Marketing -Reportable segment comprising Energy Se