SRE 10-K Annual Report Dec. 31, 2018 | Alphaminr
SEMPRA ENERGY

SRE 10-K Fiscal year ended Dec. 31, 2018

SEMPRA ENERGY
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TABLE OF CONTENTS
Part IItem 1. BusinessItem 1A. Risk FactorsItem 1B. Unresolved Staff CommentsItem 2. PropertiesItem 3. Legal ProceedingsItem 4. Mine Safety DisclosuresPart IIItem 5. Market For Registrant S Common Equity, Related Stockholder Matters and Issuer Purchases Of Equity SecuritiesItem 6. Selected Financial DataItem 7. Management S Discussion and Analysis Of Financial Condition and Results Of OperationsItem 7A. Quantitative and Qualitative Disclosures About Market RiskItem 8. Financial Statements and Supplementary DataItem 9. Changes in and Disagreements with Accountants on Accounting and Financial DisclosureItem 9A. Controls and ProceduresItem 9B. Other InformationPart IIIItem 10. Directors, Executive Officers and Corporate GovernanceItem 11. Executive CompensationItem 12. Security Ownership Of Certain Beneficial Owners and Management and Related Stockholder MattersItem 13. Certain Relationships and Related Transactions, and Director IndependenceItem 14. Principal Accountant Fees and ServicesPart IVItem 15. Exhibits and Financial Statement SchedulesItem 16. Form 10-k SummaryNote 1. Significant Accounting Policies and Other Financial DataNote 2. New Accounting StandardsNote 3. RevenuesNote 4. Regulatory MattersNote 5. Acquisition and Divestiture ActivityNote 6. Investments in Unconsolidated EntitiesNote 7. Debt and Credit FacilitiesNote 8. Income TaxesNote 9. Employee Benefit PlansNote 10. Share-based CompensationNote 11. Derivative Financial InstrumentsNote 12. Fair Value MeasurementsNote 13. Preferred StockNote 14. Sempra Energy Shareholders Equity and Earnings Per Commmon ShareNote 15. San Onofre Nuclear Generating StationNote 16. Commitments and ContingenciesNote 17. Segment InformationNote 18. Quarterly Financial Data (unaudited)Note 1. Basis Of PresentationNote 3. Long-term DebtNote 4. Commitments and Contingencies

Exhibits

2.1 Agreement and Plan of Merger, dated as of August 21, 2017, by and among Sempra Energy, Power Play Merger Sub I, Inc. (now known as Sempra Texas Merger Sub I, Inc.), Energy Future Intermediate Holding Company LLC and Energy Future Holdings Corp. (incorporated by reference to Exhibit 2.1 to Sempra Energys Current Report on Form 8-K, filed on August 25, 2017). 2.2 First Amended Joint Plan of Reorganization of Energy Future Holdings Corp., et al., Pursuant to Chapter 11 of the Bankruptcy Code (incorporated by reference to Exhibit 2.2 to Sempra Energys Current Report on Form 8-K, filed on August 25, 2017). 2.3 Waiver Agreement, dated as of October 3, 2017, by and among Sempra Energy, Sempra Texas Merger Sub I, Inc., Energy Future Intermediate Holding Company LLC and Energy Future Holdings Corp. (incorporated by reference to Exhibit 2.1 to Sempra Energys Current Report on Form 8-K, filed on October 6, 2017). 2.4 Amendment No. 2 to the Agreement and Plan of Merger, dated as of February 15, 2018, by and among Sempra Energy, Sempra Texas Merger Sub I, Inc., Energy Future Intermediate Holding Company LLC and Energy Future Holdings Corp. (incorporated by reference to Exhibit 2.1.3 to Sempra Energys Annual Report on Form 10-K, filed on February 27, 2018). 2.5 Purchase and Sale Agreement, dated as of September 20, 2018, by and between Sempra Solar Portfolio Holdings, LLC and CED Southwest Holdings, Inc. (incorporated by reference to Exhibit 2 to Sempra Energys Current Report on Form 8-K, filed on September 20, 2018). 3.2 Bylaws of Sempra Energy (as amended through December 15, 2015) (incorporated by reference to Exhibit 3.1 to Sempra Energys Current Report on Form 8-K, filed on December 17, 2015). 3.3 Certificate of Determination of the 6% Mandatory Convertible Preferred Stock, Series A, of Sempra Energy (including the form of certificate representing the 6% Mandatory Convertible Preferred Stock, Series A), filed with the Secretary of State of the State of California and effective January 5, 2018 (incorporated by reference to Exhibit 3.1 to Sempra Energys Current Report on Form 8-K, filed on January 9, 2018). 3.4 Certificate of Determination of the 6.75% Mandatory Convertible Preferred Stock, Series B, of Sempra Energy (including the form of certificate representing the 6.75% Mandatory Convertible Preferred Stock, Series B), filed with the Secretary of State of the State of California and effective July 11, 2018 (incorporated by reference to Exhibit 3.1 to Sempra Energys Current Report on Form 8-K, filed on July 13, 2018). 3.5 Amended and Restated Articles of Incorporation of San Diego Gas & Electric Company effective August 15, 2014 (incorporated by reference to Exhibit 3.4 to SDG&Es Annual Report on Form 10-K, filed on February 26, 2015). 3.6 Bylaws of San Diego Gas & Electric (as amended through October 26, 2016) (incorporated by reference to Exhibit 3.1 to SDG&Es Quarterly Report on Form 10-Q, filed on November 2, 2016). 3.8 Bylaws of Southern California Gas Company (as amended through January 30, 2017) (incorporated by reference to Exhibit 3.1 to SoCalGas Current Report on Form 8-K, filed on January 31, 2017). 4.2 Indenture dated as of February 23, 2000, between Sempra Energy and U.S. Bank Trust National Association, as Trustee (incorporated by reference to Exhibit 4.1 to Sempra Energys Registration Statement on Form S-3 (No. 333-153425) filed on September 11, 2008). 4.3 Certificate of Determination of the 6% Mandatory Convertible Preferred Stock, Series A, of Sempra Energy (including the form of certificate representing the 6% Mandatory Convertible Preferred Stock, Series A), filed with the Secretary of State of the State of California and effective January 5, 2018 (included as Exhibit 3.3 above). 4.4 Certificate of Determination of the 6.75% Mandatory Convertible Preferred Stock, Series B, of Sempra Energy (including the form of certificate representing the 6.75% Mandatory Convertible Preferred Stock, Series B), filed with the Secretary of State of the State of California and effective July 11, 2018 (included as Exhibit 3.4 above). 4.13 Supplemental Indenture of Southern California Gas Company to American Trust Company dated as of December 1, 1956 (incorporated by reference to Exhibit 4.09 to Sempra Energys Annual Report on Form 10-K, filed on February 23, 2007). 4.14 Supplemental Indenture of Southern California Gas Company to Wells Fargo Bank dated as of June 1, 1965 (incorporated by reference to Exhibit 4.10 to Sempra Energys Annual Report on Form 10-K, filed on February 23, 2007). 10.1 Plan Support Agreement, dated as of August 21, 2017 (incorporated by reference to Exhibit 10.1 to Sempra Energys Current Report on Form 8-K filed on August 25, 2017). 10.2 Oncor Letter Agreement, dated as of August 25, 2017 (incorporated by reference to Exhibit 10.1 to Sempra Energys Current Report on Form 8-K filed on August 28, 2017). 10.3 Confirmation of Registered Forward Transaction, dated January 4, 2018, by and between Sempra Energy and Morgan Stanley & Co. LLC (incorporated by reference to Exhibit 1.3 to Sempra Energys Current Report on Form 8-K, filed on January 9, 2018). 10.4 Confirmation of Registered Forward Transaction, dated January 4, 2018, by and between Sempra Energy and Royal Bank of Canada (incorporated by reference to Exhibit 1.4 to Sempra Energys Current Report on Form 8-K, filed on January 9, 2018). 10.5 Confirmation of Registered Forward Transaction, dated January 4, 2018, by and between Sempra Energy and Barclays Bank plc (incorporated by reference to Exhibit 1.5 to Sempra Energys Current Report on Form 8-K, filed on January 9, 2018). 10.6 Amendment to Confirmation of Registered Forward Transaction, dated February 27, 2018, by and between Sempra Energy and Morgan Stanley & Co. LLC (incorporated by reference to Exhibit 10.4 to Sempra Energys Quarterly Report on Form 10-Q, filed on May 7, 2018). 10.7 Amendment to Confirmation of Registered Forward Transaction, dated February 27, 2018, by and between Sempra Energy and Royal Bank of Canada (incorporated by reference to Exhibit 10.5 to Sempra Energys Quarterly Report on Form 10-Q, filed on May 7, 2018). 10.8 Amendment to Confirmation of Registered Forward Transaction, dated February 27, 2018, by and between Sempra Energy and Barclays Bank plc (incorporated by reference to Exhibit 10.6 to Sempra Energys Quarterly Report on Form 10-Q, filed on May 7, 2018). 10.9 Confirmation of Registered Forward Transaction, dated July 10, 2018, by and between Sempra Energy and Citibank, N.A. (incorporated by reference to Exhibit 1.3 to Sempra Energys Current Report on Form 8-K, filed on July 13, 2018). 10.10 Confirmation of Registered Forward Transaction, dated July 10, 2018, by and between Sempra Energy and JPMorgan Chase Bank, National Association, London Branch (incorporated by reference to Exhibit 1.4 to Sempra Energys Current Report on Form 8-K, filed on July 13, 2018). 10.11 Cooperation Agreement, dated as of September 18, 2018, by and between Elliott Associates, L.P., Elliott International, L.P., Bluescape Resources Company LLC, Cove Key Management, LP and Sempra Energy (incorporated by reference to Exhibit 10.1 to Sempra Energys Current Report on Form 8-K, filed on September 18, 2018). 10.12 Form of Continental Forge and California Class Action Price Reporting Settlement Agreement dated as of January 4, 2006 (incorporated by reference to Exhibit 99.1 to Sempra Energys Form 8-K, filed on January 5, 2006). 10.13 Amended and Restated Operating Order between San Diego Gas & Electric Company and the California Department of Water Resources effective March 10, 2011 (incorporated by reference to Exhibit 10.4 to Sempra Energys Quarterly Report on Form 10-Q, filed on May 9, 2011). 10.14 Amended and Restated Servicing Order between San Diego Gas & Electric Company and the California Department of Water Resources effective March 10, 2011 (incorporated by reference to Exhibit 10.5 to Sempra Energys Quarterly Report on Form 10-Q, filed on May 9, 2011). 10.15 Form of Indemnification Agreement with Directors and Executive Officers (executed after January 2011) (incorporated by reference to Exhibit 10.1 to Sempra Energys Quarterly Report on Form 10-Q, filed on May 4, 2016). 10.16 Form of Sempra Energy Shared Services Executive Incentive Compensation Plan (incorporated by reference to Exhibit 10.19 to Sempra Energys Annual Report on Form 10-K, filed on February 27, 2014). 10.17 Amended and Restated Sempra Energy 2013 Long-Term Incentive Plan (incorporated by reference to Exhibit 10.5 to Sempra Energys Annual Report on Form 10-K, filed on February 26, 2016). 10.18 Form of Sempra Energy 2013 Long-Term Incentive Plan 2018 Performance-Based Restricted Stock Unit Award - Relative Total Shareholder Return Performance Measure - S&P 500 Index (incorporated by reference to Exhibit 10.8 to Sempra Energys Quarterly Report on Form 10-Q, filed on May 7, 2018). 10.19 Form of Sempra Energy 2013 Long-Term Incentive Plan 2018 Performance-Based Restricted Stock Unit Award - Relative Total Shareholder Return Performance Measure - S&P 500 Utilities Index (incorporated by reference to Exhibit 10.9 to Sempra Energys Quarterly Report on Form 10-Q, filed on May 7, 2018). 10.20 Form of Sempra Energy 2013 Long-Term Incentive Plan 2018 Performance-Based Restricted Stock Unit Award - EPS Growth Performance Measure (incorporated by reference to Exhibit 10.10 to Sempra Energys Quarterly Report on Form 10-Q, filed on May 7, 2018). 10.21 Form of Sempra Energy 2013 Long-Term Incentive Plan 2018 Time-Based Restricted Stock Unit Award - Cliff vest (incorporated by reference to Exhibit 10.11 to Sempra Energys Quarterly Report on Form 10-Q, filed on May 7, 2018). 10.22 Form of Sempra Energy 2013 Long-Term Incentive Plan 2018 Special Time-Based Restricted Stock Unit Award - Two-year vest (incorporated by reference to Exhibit 10.12 to Sempra Energys Quarterly Report on Form 10-Q, filed on May 7, 2018). 10.23 Form of Sempra Energy 2013 Long-Term Incentive Plan 2018 Special Time-Based Restricted Stock Unit Award - Multi-year vest (incorporated by reference to Exhibit 10.13 to Sempra Energys Quarterly Report on Form 10-Q, filed on May 7, 2018). 10.24 Form of Sempra Energy 2013 Long-Term Incentive Plan 2017 Performance-Based Restricted Stock Unit Award - Relative Total Shareholder Return Performance Measure - S&P 500 Index (incorporated by reference to Exhibit 10.7 to Sempra Energys Annual Report on Form 10-K, filed on February 28, 2017). 10.25 Form of Sempra Energy 2013 Long-Term Incentive Plan 2017 Performance-Based Restricted Stock Unit Award - Relative Total Shareholder Return Performance Measure - S&P 500 Utilities Index (incorporated by reference to Exhibit 10.8 to Sempra Energys Annual Report on Form 10-K, filed on February 28, 2017). 10.26 Form of Sempra Energy 2013 Long-Term Incentive Plan 2017 Performance-Based Restricted Stock Unit Award - EPS Growth Performance Measure (incorporated by reference to Exhibit 10.9 to Sempra Energys Annual Report on Form 10-K, filed on February 28, 2017). 10.27 Form of Sempra Energy 2013 Long-Term Incentive Plan 2016 Performance-Based Restricted Stock Unit Award - Relative Total Shareholder Return Performance Measure (incorporated by reference to Exhibit 10.6 to Sempra Energys Annual Report on Form 10-K, filed on February 26, 2016). 10.28 Form of Sempra Energy 2013 Long-Term Incentive Plan 2016 Performance-Based Restricted Stock Unit Award - EPS Growth Performance Measure (incorporated by reference to Exhibit 10.7 to Sempra Energys Annual Report on Form 10-K, filed on February 26, 2016). 10.29 Form of Sempra Energy 2013 Long-Term Incentive Plan 2016 and 2017 Restricted Stock Unit Award (incorporated by reference to Exhibit 10.8 to Sempra Energys Annual Report on Form 10-K, filed on February 26, 2016). 10.30 Form of Sempra Energy 2013 Long-Term Incentive Plan 2015 Restricted Stock Unit Award Agreement (incorporated by reference to Exhibit 10.12 to Sempra Energys Annual Report on Form 10-K, filed on February 26, 2016). 10.31 Form of Sempra Energy 2013 Long-Term Incentive Plan 2015 Performance-Based Restricted Stock Unit Award - Relative Total Shareholder Return Performance Measure (incorporated by reference to Exhibit 10.19 to Sempra Energys Annual Report on Form 10-K, filed on February 26, 2015). 10.32 Form of Sempra Energy 2013 Long-Term Incentive Plan 2015 Performance-Based Restricted Stock Unit Award - EPS Growth Performance Measure (incorporated by reference to Exhibit 10.20 to Sempra Energys Annual Report on Form 10-K, filed on February 26, 2015). 10.33 Form of Sempra Energy 2013 Long-Term Incentive Plan 2015 Performance-Based Restricted Stock Unit Award - Cameron LNG and Cumulative Net Income (incorporated by reference to Exhibit 10.21 to Sempra Energys Annual Report on Form 10-K, filed on February 26, 2015). 10.34 Form of Sempra Energy 2013 Long-Term Incentive Plan 2014 Restricted Stock Unit Award (incorporated by reference to Exhibit 10.1 to Sempra Energys Quarterly Report on Form 10-Q, filed on May 2, 2014). 10.35 Form of Sempra Energy 2013 Long-Term Incentive Plan 2014 Performance-Based Restricted Stock Unit Award - EPS Growth Performance Measure (incorporated by reference to Exhibit 10.2 to Sempra Energys Quarterly Report on Form 10-Q, filed on May 2, 2014). 10.36 Form of Sempra Energy 2013 Long-Term Incentive Plan 2014 Performance-Based Restricted Stock Unit Award - Relative Total Shareholder Return Performance Measure (incorporated by reference to Exhibit 10.3 to Sempra Energys Quarterly Report on Form 10-Q, filed on May 2, 2014). 10.38 Form of Sempra Energy 2008 Long Term Incentive Plan, 2009 Nonqualified Stock Option Agreement (incorporated by reference to Exhibit 10.2 to Sempra Energys Quarterly Report on Form 10-Q, filed on May 5, 2009). 10.39 Form of Sempra Energy 2008 Long Term Incentive Plan, 2008 Nonqualified Stock Option Agreement (incorporated by reference to Exhibit 10.4 to Sempra Energys Quarterly Report on Form 10-Q, filed on August 7, 2008). 10.40 Amended and Restated Sempra Energy 2005 Deferred Compensation Plan, now known as Sempra Energy Employee and Director Retirement Savings Plan. 10.41 Amended and Restated Sempra Energy Deferred Compensation and Excess Savings Plan (incorporated by reference to Exhibit 10.28 to Sempra Energys Annual Report on Form 10-K, filed on February 28, 2017). 10.42 2009 Amendment and Restatement of the Sempra Energy Supplemental Executive Retirement Plan effective July 1, 2009 (incorporated by reference to Exhibit 10.28 to Sempra Energys Annual Report on Form 10-K, filed on February 26, 2016). 10.43 First Amendment to the 2009 Amendment and Restatement of the Sempra Energy Supplemental Executive Retirement Plan effective February 11, 2010 (incorporated by reference to Exhibit 10.29 to Sempra Energys Annual Report on Form 10-K, filed on February 26, 2016). 10.44 Second Amendment to the 2009 Amendment and Restatement of the Sempra Energy Supplemental Executive Retirement Plan effective January 1, 2014 (incorporated by reference to Exhibit 10.43 to Sempra Energys Annual Report on Form 10-K, filed on February 26, 2015). 10.45 2015 Amendment and Restatement of the Sempra Energy Cash Balance Restoration Plan effective November 10, 2015 (incorporated by reference to Exhibit 10.31 to Sempra Energys Annual Report on Form 10-K, filed on February 26, 2016). 10.46 Sempra Energy Amended and Restated Executive Life Insurance Plan (incorporated by reference to Exhibit 10.22 to Sempra Energys Annual Report on Form 10-K, filed on February 26, 2013). 10.47 Sempra Energy Executive Personal Financial Planning Program Policy Document (incorporated by reference to Exhibit 10.11 to Sempra Energys Quarterly Report on Form 10-Q, filed on November 4, 2004). 10.48 Form of Indemnification Agreement with Directors and Executive Officers (incorporated by reference to Exhibit 10.2 to Sempra Energys Quarterly Report on Form 10-Q, filed on August 7, 2008). 10.49 Sempra Energy Amended and Restated Executive Medical Plan (incorporated by reference to Exhibit 10.26 to Sempra Energys Annual Report on Form 10-K, filed on February 24, 2009). 10.50 Severance Pay Agreement between Sempra Energy and P. Kevin Chase, dated March 4, 2017. 10.51 Severance Pay Agreement between Sempra Energy and Bruce A. Folkmann, dated March 1, 2017 (incorporated by reference to Exhibit 10.15 to Sempra Energys Quarterly Report on Form 10-Q, filed on May 9, 2017). 10.53 Amended and Restated Severance Pay Agreement between Sempra Energy and Jeffrey W. Martin, dated May 1, 2018 (incorporated by reference to Exhibit 10.3 to Sempra Energys Quarterly Report on Form 10-Q, filed on August 6, 2018). 10.54 Amended and Restated Severance Pay Agreement between Sempra Energy and Trevor I. Mihalik, dated May 1, 2018 (incorporated by reference to Exhibit 10.5 to Sempra Energys Quarterly Report on Form 10-Q, filed on August 6, 2018). 10.55 Severance Pay Agreement between Sempra Energy and Dennis Arriola, dated January 1, 2017 (incorporated by reference to Exhibit 10.42 to Sempra Energys Annual Report on Form 10-K, filed on February 28, 2017). 10.56 Severance Pay Agreement between Sempra Energy and Debra L. Reed dated March 1, 2017 (incorporated by reference to Exhibit 10.1 to Sempra Energys Quarterly Report on Form 10-Q, filed on May 9, 2017). 10.57 Amended and Restated Severance Pay Agreement between Sempra Energy and Joseph A. Householder dated May 1, 2018 (incorporated by reference to Exhibit 10.4 to Sempra Energys Quarterly Report on Form 10-Q, filed on August 6, 2018). 10.58 Severance Pay Agreement between Sempra Energy and Martha B. Wyrsch dated March 1, 2017 (incorporated by reference to Exhibit 10.3 to Sempra Energys Quarterly Report on Form 10-Q, filed on May 9, 2017). 10.59 Severance Pay Agreement between Sempra Energy and G. Joyce Rowland dated March 1, 2017 (incorporated by reference to Exhibit 10.4 to Sempra Energys Quarterly Report on Form 10-Q, filed on May 9, 2017). 10.60 Amended and Restated Severance Pay Agreement between Sempra Energy and Peter R. Wall dated May 1, 2018 (incorporated by reference to Exhibit 10.6 to Sempra Energys Quarterly Report on Form 10-Q, filed on August 6, 2018). 10.61 Form of Sempra Energy Non-Employee Directors Restricted Stock Unit Award (incorporated by reference to Exhibit 10.59 to Sempra Energys Annual Report on Form 10-K, filed on February 26, 2015). 10.62 Form of 2017 and 2018 Sempra Energy Non-Employee Directors Initial Restricted Stock Unit Award (incorporated by reference to Exhibit 10.50 to Sempra Energys Annual Report on Form 10-K, filed on February 27, 2018). 10.63 Form of Sempra Energy 2008 Non-Employee Directors Stock Plan, Nonqualified Stock Option Agreement (incorporated by reference to Exhibit 10.5 to Sempra Energys Quarterly Report on Form 10-Q, filed on August 7, 2008). 10.64 Sempra Energy Amended and Restated Sempra Energy Retirement Plan for Directors (incorporated by reference to Exhibit 10.7 to Sempra Energys Quarterly Report on Form 10-Q, filed on August 7, 2008). 10.65 Sempra Energy Annual Incentive Plan (incorporated by reference to Exhibit 10.7 to Sempra Energys Quarterly Report on Form 10-Q, filed on May 7, 2018). 10.66 Form of San Diego Gas & Electric Company Executive Incentive Compensation Plan (incorporated by reference to Exhibit 10.64 to Sempra Energys Annual Report on Form 10-K, filed on February 27, 2014). 10.67 Severance Pay Agreement between Sempra Energy and Caroline A. Winn dated March 1, 2017 (incorporated by reference to Exhibit 10.6 to Sempra Energys Quarterly Report on Form 10-Q, filed on May 9, 2017). 10.68 Severance Pay Agreement between Sempra Energy and Diana L. Day dated March 1, 2017. 10.69 Severance Pay Agreement between Sempra Energy and Randall L. Clark dated March 1, 2017 (incorporated by reference to Exhibit 10.8 to Sempra Energys Quarterly Report on Form 10-Q, filed on May 9, 2017). 10.70 Severance Pay Agreement between Sempra Energy and Scott D. Drury dated August 25, 2018 (incorporated by reference to Exhibit 10.4 to Sempra Energys Quarterly Report on Form 10-Q, filed on November 7, 2018). 10.71 Severance Pay Agreement between Sempra Energy and Kevin C. Sagara dated September 8, 2018 (incorporated by reference to Exhibit 10.5 to Sempra Energys Quarterly Report on Form 10-Q, filed on November 7, 2018). 10.72 Form of Southern California Gas Company Executive Incentive Compensation Plan (incorporated by reference to Exhibit 10.71 to Sempra Energys Annual Report on Form 10-K, filed on February 27, 2014). 10.73 Severance Pay Agreement between Sempra Energy and Patricia K. Wagner dated March 1, 2017 (incorporated by reference to Exhibit 10.9 to Sempra Energys Quarterly Report on Form 10-Q, filed on May 9, 2017). 10.74 Severance Pay Agreement between Sempra Energy and J. Bret Lane, dated March 1, 2017 (incorporated by reference to Exhibit 10.10 to Sempra Energys Quarterly Report on Form 10-Q, filed on May 9, 2017). 10.75 Severance Pay Agreement between Sempra Energy and Jimmie I. Cho, dated March 1, 2017. 10.76 Severance Pay Agreement between Sempra Energy and Gillian A. Wright, dated March 1, 2017. 10.77 Severance Pay Agreement between Sempra Energy and David J. Barrett, dated January 12, 2019. 10.85 Seventh Amendment to the San Diego Gas & Electric Company Nuclear Facilities Qualified CPUC Decommissioning Master Trust Agreement for San Onofre Nuclear Generating Station dated December 24, 2003 (see Exhibit 10.78 above) (incorporated by reference to Exhibit 10.42 to Sempra Energys Annual Report on Form 10-K, filed on February 25, 2004). 10.86 Eighth Amendment to the San Diego Gas & Electric Company Nuclear Facilities Qualified CPUC Decommissioning Master Trust Agreement for San Onofre Nuclear Generating Station dated October 12, 2011 (see Exhibit 10.78 above) (incorporated by reference to Exhibit 10.70 to SDG&Es Annual Report on Form 10-K, filed on February 28, 2012). 10.87 Ninth Amendment to the San Diego Gas & Electric Company Nuclear Facilities Qualified CPUC Decommissioning Master Trust Agreement for San Onofre Nuclear Generating Station dated January 9, 2014 (see Exhibit 10.78 above) (incorporated by reference to Exhibit 10.83 to Sempra Energys Annual Report on Form 10-K, filed on February 27, 2014). 10.88 Tenth Amendment to the San Diego Gas & Electric Company Nuclear Facilities Qualified CPUC Decommissioning Master Trust Agreement for San Onofre Nuclear Generating Station dated August 27, 2014 (see Exhibit 10.78 above) (incorporated by reference to Exhibit 10.1 to Sempra Energys Quarterly Report on Form 10-Q, filed on November 4, 2014). 10.89 Eleventh Amendment to the San Diego Gas & Electric Company Nuclear Facilities Qualified CPUC Decommissioning Master Trust Agreement for San Onofre Nuclear Generating Station dated August 27, 2014 (see Exhibit 10.78 above) (incorporated by reference to Exhibit 10.2 to Sempra Energys Quarterly Report on Form 10-Q, filed on November 4, 2014). 10.90 Twelfth Amendment to the San Diego Gas & Electric Company Nuclear Facilities Qualified CPUC Decommissioning Master Trust Agreement for San Onofre Nuclear Generating Station dated August 27, 2014 (see Exhibit 10.78 above) (incorporated by reference to Exhibit 10.3 to Sempra Energys Quarterly Report on Form 10-Q, filed on November 4, 2014). 10.91 Thirteenth Amendment to the San Diego Gas & Electric Company Nuclear Facilities Qualified CPUC Decommissioning Master Trust Agreement for San Onofre Nuclear Generating Station dated January 1, 2015 (see Exhibit 10.78 above) (incorporated by reference to Exhibit 10.78 to Sempra Energys Annual Report on Form 10-K, filed on February 26, 2016). 10.92 Fourteenth Amendment to the San Diego Gas & Electric Company Nuclear Facilities Qualified CPUC Decommissioning Master Trust Agreement for San Onofre Nuclear Generating Station dated February 18, 2016 (see Exhibit 10.78 above) (incorporated by reference to Exhibit 10.1 to Sempra Energys Quarterly Report on Form 10-Q, filed on November 2, 2016). 10.93 Fifteenth Amendment to the San Diego Gas & Electric Company Nuclear Facilities Qualified CPUC Decommissioning Master Trust Agreement for San Onofre Nuclear Generating Station dated August 31, 2016 (see Exhibit 10.78 above) (incorporated by reference to Exhibit 10.2 to Sempra Energys Quarterly Report on Form 10-Q, filed on November 2, 2016). 10.99 Fifth Amendment to the San Diego Gas & Electric Company Nuclear Facilities Non-Qualified CPUC Decommissioning Master Trust Agreement for San Onofre Nuclear Generating Station dated December 24, 2003 (see Exhibit 10.94 above) (incorporated by reference to Exhibit 10.48 to Sempra Energys Annual Report on Form 10-K, filed February 25, 2004). 10.10 Sixth Amendment to the San Diego Gas & Electric Company Nuclear Facilities Non-Qualified CPUC Decommissioning Master Trust Agreement for San Onofre Nuclear Generating Station dated October 12, 2011 (see Exhibit 10.94 above) (incorporated by reference to Exhibit 10.77 to SDG&Es Annual Report on Form 10-K, filed February 28, 2012). 10.101 Seventh Amendment to the San Diego Gas & Electric Company Nuclear Facilities Non-Qualified CPUC Decommissioning Master Trust Agreement for San Onofre Nuclear Generating Station dated January 9, 2014 (see Exhibit 10.94 above) (incorporated by reference to Exhibit 10.91 to Sempra Energys Annual Report on Form 10-K, filed on February 27, 2014). 10.102 Eighth Amendment to the San Diego Gas & Electric Company Nuclear Facilities Non-Qualified CPUC Decommissioning Master Trust Agreement for San Onofre Nuclear Generating Station dated August 27, 2014 (see Exhibit 10.94 above) (incorporated by reference to Exhibit 10.4 to Sempra Energys Quarterly Report on Form 10-Q, filed on November 4, 2014). 10.103 Ninth Amendment to the San Diego Gas & Electric Company Nuclear Facilities Non-Qualified CPUC Decommissioning Master Trust Agreement for San Onofre Nuclear Generating Station dated August 27, 2014 (see Exhibit 10.94 above) (incorporated by reference to Exhibit 10.5 to Sempra Energys Quarterly Report on Form 10-Q, filed on November 4, 2014). 10.104 Tenth Amendment to the San Diego Gas & Electric Company Nuclear Facilities Non-Qualified CPUC Decommissioning Master Trust Agreement for San Onofre Nuclear Generating Station dated August 27, 2014 (see Exhibit 10.94 above) (incorporated by reference to Exhibit 10.6 to Sempra Energys Quarterly Report on Form 10-Q, filed on November 4, 2014). 10.105 Eleventh Amendment to the San Diego Gas & Electric Company Nuclear Facilities Non-Qualified CPUC Decommissioning Master Trust Agreement for San Onofre Nuclear Generating Station dated January 1, 2015 (see Exhibit 10.94 above) (incorporated by reference to Exhibit 10.90 to Sempra Energys Annual Report on Form 10-K, filed on February 26, 2016). 10.106 Twelfth Amendment to the San Diego Gas & Electric Company Nuclear Facilities Non-Qualified CPUC Decommissioning Master Trust Agreement for San Onofre Nuclear Generating Station dated February 18, 2016 (see Exhibit 10.94 above) (incorporated by reference to Exhibit 10.3 to Sempra Energys Quarterly Report on Form 10-Q, filed on November 2, 2016). 10.107 Thirteenth Amendment to the San Diego Gas & Electric Company Nuclear Facilities Non-Qualified CPUC Decommissioning Master Trust Agreement for San Onofre Nuclear Generating Station dated August 31, 2016 (see Exhibit 10.94 above) (incorporated by reference to Exhibit 10.4 to Sempra Energys Quarterly Report on Form 10-Q, filed on November 2, 2016). 14.1 Sempra Energy Code of Business Conduct and Ethics for Board of Directors and Senior Officers (also applies to directors and officers of San Diego Gas & Electric Company and Southern California Gas Company) (incorporated by reference to Exhibit 14.01 of SDG&Es and SoCalGas Annual Reports on Forms 10-K, filed on February 23, 2007). 21.1 Sempra Energy Schedule of Certain Subsidiaries at December 31, 2018. 23.1 Sempra Energy Consent of Independent Registered Public Accounting Firm. 23.2 Oncor Electric Delivery Holdings Company LLC Consent of Independent Auditors. 23.3 San Diego Gas & Electric Company Consent of Independent Registered Public Accounting Firm. 23.4 Southern California Gas Company Consent of Independent Registered Public Accounting Firm. 31.1 Certification of Sempra Energys Principal Executive Officer pursuant to Rules 13a-14 and 15d-14 of the Securities Exchange Act of 1934. 31.2 Certification of Sempra Energys Principal Financial Officer pursuant to Rules 13a-14 and 15d-14 of the Securities Exchange Act of 1934. 31.3 Certification of San Diego Gas & Electric Companys Principal Executive Officer pursuant to Rules 13a-14 and 15d-14 of the Securities Exchange Act of 1934. 31.4 Certification of San Diego Gas & Electric Companys Principal Financial Officer pursuant to Rules 13a-14 and 15d-14 of the Securities Exchange Act of 1934. 31.5 Certification of Southern California Gas Companys Principal Executive Officer pursuant to Rules 13a-14 and 15d-14 of the Securities Exchange Act of 1934. 31.6 Certification of Southern California Gas Companys Principal Financial Officer pursuant to Rules 13a-14 and 15d-14 of the Securities Exchange Act of 1934. 32.1 Certification of Sempra Energys Principal Executive Officer pursuant to 18 U.S.C. Sec. 1350. 32.2 Certification of Sempra Energys Principal Financial Officer pursuant to 18 U.S.C. Sec. 1350. 32.3 Certification of San Diego Gas & Electric Companys Principal Executive Officer pursuant to 18 U.S.C. Sec. 1350. 32.4 Certification of San Diego Gas & Electric CompanysPrincipal Financial Officer pursuant to 18 U.S.C. Sec. 1350. 32.5 Certification of Southern California Gas Companys Principal Executive Officer pursuant to 18 U.S.C. Sec. 1350. 32.6 Certification of Southern California Gas Companys Principal Financial Officer pursuant to 18 U.S.C. Sec. 1350. 99.1 Audited consolidated financial statements of Oncor Electric Delivery Holdings Company LLC and subsidiary as of December 31, 2018 and 2017 and for each of the three years ended in the period ended December 31, 2018, and the related Independent Auditors Report.