UGI Corporation Executive Compensation Arrangements for John L. Walsh, Kirk R. Oliver, Monica M. Gaudiosi, and Roger Perreault

Summary

UGI Corporation has oral compensation arrangements with its top executives, including the President and CEO, CFO, General Counsel, and President of UGI International, LLC. Each executive receives an annual base salary, participates in annual and long-term bonus and equity incentive plans, and is eligible for various company benefit plans. They are also entitled to cash benefits if their employment is terminated without cause following a change in control. The agreement outlines the compensation structure and benefits for these key executives for fiscal year 2017.

EX-10.9 3 a2017ugicorp10kex109.htm EXHIBIT 10.9 Exhibit

EXHIBIT 10.9

UGI CORPORATION
DESCRIPTION OF COMPENSATION ARRANGEMENT
FOR
JOHN L. WALSH

John L. Walsh is President and Chief Executive Officer of UGI Corporation. Mr. Walsh has an oral compensation arrangement with UGI Corporation which includes the following:

Mr. Walsh:


1.	is entitled to an annual base salary, which for fiscal year 2017 was $1,173,380;


2.	participates in UGI Corporation’s annual bonus plan, with bonus payable based on the achievement of pre-approved financial and/or business performance objectives that support business plans and strategic goals;


3.	participates in UGI Corporation’s long-term compensation plans, UGI Corporation’s 2004 Omnibus Equity Compensation Plan, as amended, and UGI Corporation’s 2013 Omnibus Incentive Compensation Plan;


4.	will receive cash benefits upon termination of his employment without cause following a change in control of UGI Corporation; and


5.	participates in UGI Corporation’s benefit plans, including the UGI Pension Plan, Senior Executive Employee Severance Plan, Supplemental Executive Retirement Plan, UGI Savings Plan, and Supplemental Savings Plan.

UGI CORPORATION
DESCRIPTION OF COMPENSATION ARRANGEMENT
FOR
KIRK R. OLIVER

Kirk R. Oliver is Chief Financial Officer of UGI Corporation. Mr. Oliver has an oral compensation arrangement with UGI Corporation which includes the following:

Mr. Oliver:


1.	is entitled to an annual base salary, which for fiscal year 2017 was $549,315;


2.	participates in UGI Corporation’s annual bonus plan, with bonus payable based on the achievement of pre-approved financial and/or business performance objectives that support business plans and strategic goals;


3.	participates in UGI Corporation’s long-term compensation plans, UGI Corporation’s 2004 Omnibus Equity Compensation Plan, as amended, and UGI Corporation’s 2013 Omnibus Incentive Compensation Plan;


4.	will receive cash benefits upon termination of his employment without cause following a change in control of UGI Corporation; and


5.	participates in UGI Corporation’s benefit plans, including the Senior Executive Employee Severance Plan, 2009 Supplemental Executive Retirement Plan for New Employees, and UGI Savings Plan.

UGI CORPORATION
DESCRIPTION OF COMPENSATION ARRANGEMENT
FOR
MONICA M. GAUDIOSI

Monica M. Gaudiosi is Vice President, General Counsel and Secretary of UGI Corporation. Ms. Gaudiosi has an oral compensation arrangement with UGI Corporation which includes the following:

Ms. Gaudiosi:


1.	is entitled to an annual base salary, which for fiscal year 2017 was $459,264;


2.	participates in UGI Corporation’s annual bonus plan, with bonus payable based on the achievement of pre-approved financial and/or business performance objectives that support business plans and strategic goals;


3.	participates in UGI Corporation’s long-term compensation plans, UGI Corporation’s 2004 Omnibus Equity Compensation Plan, as amended, and UGI Corporation’s 2013 Omnibus Incentive Compensation Plan;


4.	will receive cash benefits upon termination of her employment without cause following a change in control of UGI Corporation; and


5.	participates in UGI Corporation’s benefit plans, including the Senior Executive Employee Severance Plan, 2009 Supplemental Executive Retirement Plan for New Employees, and UGI Savings Plan.

UGI CORPORATION

DESCRIPTION OF COMPENSATION ARRANGEMENT

FOR

ROGER PERREAULT

Roger Perreault is President of UGI International, LLC. Mr. Perreault has an oral compensation arrangement with UGI Corporation, which includes the following:

Mr. Perreault:


1.	is entitled to an annual base salary, which for fiscal year 2017 was $563,758;


2.	participates in UGI International, LLC’s annual bonus plan, with bonus payable based on the achievement of pre-approved financial and/or business performance objectives that support business plans and strategic goals;


3.	participates in UGI Corporation’s 2013 Omnibus Incentive Compensation Plan;


4.	will receive cash benefits upon termination of his employment without cause following a change in control of UGI International, LLC or UGI Corporation; and


5.	participates in UGI Corporation’s benefit plans, including the Senior Executive Employee Severance Plan, 2009 Supplemental Executive Retirement Plan for New Employees, and UGI Savings Plan.