PG&E Corp

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11‑K
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2023
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from _ to ___
Commission File No. 1-12609
A. Full title of the plan and the address of the plan, if different from
that of the issuer named below:
PG&E Corporation Retirement Savings Plan
(including the PG&E Corporation Retirement Savings Plan
for Union-Represented Employees)
B. Name of issuer of the securities held pursuant to the plan and the
address of its principal executive office:
PG&E CORPORATION
300 Lakeside Drive,
Oakland, CA 94612

The assets of the PG&E Corporation Retirement Savings Plan and the PG&E Corporation Retirement Savings Plan for Union-Represented Employees are held in a single master trust and share the same investment funds, including the PG&E Corporation Common Stock Fund.

REQUIRED INFORMATION

The Statements of Net Assets Available for Benefits of the PG&E Corporation Retirement Savings Plan and the PG&E Corporation Retirement Savings Plan for Union-Represented Employees as of December 31, 2023 and 2022 and the Statements of Changes in Net Assets Available for Benefits for the years then ended for such plans, together with the reports of Mah & Associates, LLP, independent registered public accounting firm, are contained in this Annual Report.
The Consent of Mah & Associates, LLP, independent registered public accounting firm, is contained in Exhibit 1 to this Annual Report.

PG&E CORPORATION

RETIREMENT SAVINGS PLAN

FINANCIAL STATEMENTS

AND SUPPLEMENTAL SCHEDULE

TOGETHER WITH REPORT OF INDEPENDENT

REGISTERED PUBLIC ACCOUNTING FIRM

DECEMBER 31, 2023 AND 2022

PG&E CORPORATION

RETIREMENT SAVINGS PLAN

TABLE OF CONTENTS
	Page
Report of Independent Registered Public Accounting Firm	2
Financial Statements:
Statements of Net Assets Available for Benefits	3
Statements of Changes in Net Assets Available for Benefits	4
Notes to the Financial Statements	5-12
Supplemental Schedule:
Schedule H, Part IV, Line 4i – Schedule of Assets Held	13

All other schedules required by Section 2520.103-10 of the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974 have been omitted because they are not applicable.

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Employee Benefit Committee of

PG&E Corporation and Participants of

PG&E Corporation Retirement Savings Plan

Opinion on the Financial Statements

We have audited the accompanying statements of net assets available for benefits of the PG&E Corporation Retirement Savings Plan (the Plan) as of December 31, 2023 and 2022, and the related statements of changes in net assets available for benefits for the years then ended, and the related notes (collectively referred to as the financial statements). In our opinion, the financial statements present fairly, in all material respects, the net assets available for benefits of the Plan as of December 31, 2023 and 2022, and the changes in net assets available for benefits for the years then ended, in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

These financial statements are the responsibility of the Plan’s management. Our responsibility is to express an opinion on the Plan’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Plan in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Plan is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Plan’s control over financial reporting. Accordingly, we express no such opinion.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

Supplemental Information

The supplemental schedule of assets held as of December 31, 2023 has been subjected to audit procedures performed in conjunction with the audit of the Plan’s financial statements. The supplemental information is the responsibility of the Plan’s management. Our audit procedures included determining whether the supplemental information reconciles to the financial statements or the underlying accounting and other records, as applicable, and performing procedures to test the completeness and accuracy of the information presented in the supplemental information. In forming our opinion on the supplemental information, we evaluated whether the supplemental information, including its form and content, is presented in conformity with the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. In our opinion, the supplemental information is fairly stated, in all material respects, in relation to the financial statements as a whole.

/s/ Mah & Associates, LLP

We have served as the Plan’s auditor since 2021.

San Francisco, California

June 24, 2024

PG&E CORPORATION

RETIREMENT SAVINGS PLAN

STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS

(in thousands)	As of December 31 — 2023	2022
Assets
Plan interest in Master Trust investments, at fair value	$ 4,197,415	$ 3,527,401
Notes receivable from participants	52,879	47,474
Total assets	4,250,294	3,574,875
Liabilities
Administrative expenses payable	119	150
Net assets available for benefits	$ 4,250,175	$ 3,574,725

See accompanying Notes to the Financial Statements.

PG&E CORPORATION

RETIREMENT SAVINGS PLAN

STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS

(in thousands)	Year Ended December 31 — 2023	2022
Additions to net assets attributed to:
Plan interest in Master Trust investment income (loss)	$ 647,180	$ (634,715)
Contributions:
Employer	72,841	67,509
Participant	176,552	165,676
Rollover	12,004	6,285
Total contributions	261,397	239,470
Interest from notes receivable from participants	2,800	2,207
Total additions, net	911,377	(393,038)
Deductions to net assets attributed to:
Benefit distributions to participants	275,153	390,568
Administrative expenses	3,072	3,005
Total deductions	278,225	393,573
Net increase (decrease) before asset transfers	633,152	(786,611)
Asset transfers in, net	42,298	76,175
Net increase (decrease)	675,450	(710,436)
Net assets available for benefits:
Beginning of year	3,574,725	4,285,161
End of year	$ 4,250,175	$ 3,574,725

See accompanying Notes to the Financial Statements.

PG&E CORPORATION

RETIREMENT SAVINGS PLAN

NOTES TO THE FINANCIAL STATEMENTS

NOTE 1: DESCRIPTION OF THE PLAN

General

The following is an overview of the PG&E Corporation Retirement Savings Plan (“Plan” or “RSP”). The Plan document provides a more complete description of the Plan’s provisions.

The Plan is a defined contribution plan covering all non-represented employees of PG&E Corporation and all companies owned by PG&E Corporation (collectively “PG&E Corporation Group”), as designated by PG&E Corporation. The Employee Benefit Committee ("EBC") of PG&E Corporation has oversight over the administration and financial management of affiliated company employee benefit plans, including this Plan. The EBC retains Fidelity Management Trust Company as the Trustee of the Plan (“Trustee”). The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (“ERISA”), as amended.

The PG&E Corporation Retirement Savings Plan Master Trust (“Master Trust”) holds the investment assets of both the Plan and the PG&E Corporation Retirement Savings Plan for Union-Represented Employees (“Union RSP”). The accompanying financial statements present the assets and liabilities of the Plan only.

Eligibility

In general, all management and administration & technical employees of participating employers within the PG&E Corporation Group are eligible to participate in the Plan, excluding independent contractors, leased employees, and individuals who have a written contract or agreement that excludes participation in the Plan.

Contributions

Participants may elect to contribute any amount in 1 percent increments from 1 to 50 percent of their eligible compensation on a pre-tax basis, on an after-tax basis, or a combination of both. Participants may also contribute amounts representing distributions from other qualified plans into the Plan. Such “rollover” contributions are not subject to federal or state income taxes until withdrawn or distributed from the Plan.

As provided by the Internal Revenue Code (“Code”), the following table provides the dollar limitations under a 401(k) retirement plan for 2023 and 2022. Section 415(d) of the Code requires the limits to be adjusted annually for cost-of-living increases.

	2023 Limits	2022 Limits
Annual compensation (1)	$330,000	$305,000
Defined contribution limits (2)	$66,000	$61,000
Elective deferral (3)	$22,500	$20,500
Catch-up contributions (4)	$7,500	$6,500

(1) Annual compensation is eligible compensation for the purposes of the Plan and is limited by the Code.

(2) All Plan contributions, including pre-tax and after-tax participant contributions and all employer contributions, may not exceed the lesser of 100 percent of the participant’s eligible compensation or Code limits.

(3) Participant pre-tax contributions are considered elective deferrals and are limited by the Code.

(4) Participants age 50 and older are permitted to make additional pre-tax contributions (catch-up contributions) according to the Code.

All participants hired on or after January 1, 2013 or rehired after January 1, 2013 and originally hired prior to January 1, 2013 and who had a break in service after January 1, 2013, are eligible for 75 percent matching employer contribution of their elective employee contributions up to 8 percent of eligible compensation.

All other participating employees hired before January 1, 2013 who elected to contribute to the Plan are eligible for a 75 percent matching employer contribution of their elective employee contributions not to exceed 6 percent of eligible compensation. In December 2013, these participants were given a one-time opportunity to continue participating in the Final Average Pay Pension under the Pacific Gas and Electric Company Retirement Plan ("Retirement Plan") or elect, beginning in 2014, to participate in the Cash Balance Pension feature of the Retirement Plan. Participants who elected to participate in the Cash Balance Pension receive a matching employer contribution of 75 percent of their elective employee contributions not to exceed 8 percent of eligible compensation beginning January 1, 2014.

Participant Accounts

Individual accounts are maintained for each Plan participant. Each account is credited with the participant’s elective contributions through payroll deductions, monthly employer contributions, and an allocation of the net investment gains (losses) and certain investment management fees of the Master Trust. Allocations of net investment gains (losses) and fees are based on participant account balances as defined in the Plan Document.

Vesting

Employer and participant elective contributions and their related accumulated earnings and losses are 100 percent vested at all times.

Investment Options

The EBC is responsible for the selection of the Plan’s investment fund managers and the selection of the range of investment options. Neither the EBC nor any of the companies within the PG&E Corporation Group is involved in the investment funds’ day-to-day investment operations. Individual participants may select from a suite of target date funds, core funds, and a self-directed brokerage account. Approximately every 5 years, a new target date fund is added to maintain a complete target date horizon. Target date funds with target retirement dates that have passed will merge into the retirement income fund. Individual participants designate the way in which their contributions are invested and may generally change their investment designation at any time. Currently, employer matching contributions are made in cash and initially invested in accordance with a participant's investment fund directions, or if no directions have been given, any such contributions will be allocated to the participant's account in the Plan's Target Date Fund with a target date closest to the participant's 65th birthday.

The Plan also contains an Employee Stock Ownership Plan. This enables the Plan to pay any dividends directly to participants when declared on the PG&E Corporation common stock held in the PG&E Corporation Stock Fund. Participants may elect to receive their dividends earned from this fund in cash or reinvest their dividends earned from this fund back into the fund.

On December 20, 2017, the Boards of Directors of PG&E Corporation and the Utility suspended quarterly cash dividends on PG&E Corporation’s and the Utility’s common stock, beginning the fourth quarter of 2017. On June 15, 2022, the Board of Directors of the Utility reinstated the dividend on the Utility’s common stock. On November 27, 2023, the Board of Directors of PG&E Corporation reinstated the dividend on PG&E Corporation's common stock.

In January 2019, the EBC appointed Gallagher Fiduciary Advisors, LLC (“Gallagher”) to serve as an independent fiduciary and investment manager of the Plan with respect to the Plan’s PG&E Corporation Stock Fund and its holdings of PG&E Corporation common stock. As an independent fiduciary, Gallagher has the sole discretionary authority with respect to the operation, including, but not limited to, any potential ongoing maintenance, suspension, freezing, or termination of the PG&E Corporation Stock Fund maintained in the Plan.

In November 2019, Gallagher imposed a limit on the percentage of a participant’s account that may be invested in the PG&E Corporation Stock Fund. Pursuant to Gallagher’s action, a participant may not direct his or her own contributions or employer contributions, or transfer funds from other Plan investment options, to the PG&E Corporation Stock Fund until the value of the participant’s units in the fund represents less than twenty percent (20%) of the total value of the participant’s Plan account. Participants are restricted from creating any new or changed deferrals into the plan with a greater than 20% allocation to the PG&E Corporation Stock Fund. Pre-existing deferrals (contributions) and transfers to the PG&E Corporation Stock Fund may be made until the value of the participant’s units in the fund equals twenty percent (20%) of the participant’s total account value.

Notes Receivable from Participants

Participants may borrow from their account a minimum of $1,000 up to a maximum equal to the lesser of $50,000 or 50 percent of the market value of the participant’s account balance. Loans for general purposes have terms ranging up to 5 years and loans for the purchase of a primary residence have terms ranging up to 15 years. The loans are secured by the balance in the participant’s account and bear interest at a rate equal to the prime rate plus 1 percent, as determined by the Trustee, for the month in which the loan is requested. The rate is set when participants apply for a loan and remains fixed throughout the duration of the loan term. Principal and interest are paid primarily through payroll deductions and are returned to the participant’s account. Participants pay a one-time origination fee and quarterly maintenance fees for each loan. Participants may have up to three outstanding loans at any time.

Payment of Benefits

Upon termination of service from all employers within the PG&E Corporation Group, a participant with an account balance greater than $5,000 may elect to leave the assets in the Plan, take a lump-sum or partial distribution in cash, or roll the entire or partial balance to an Individual Retirement Account ("IRA") or other tax-qualified plan. If the account balance is $1,000 or less and the participant does not make an active election to take a lump-sum cash distribution or rollover the account balance to an IRA or another tax-qualified plan, the account balance will be automatically distributed in cash (subject to applicable taxes and penalties). If the account balance is greater than $1,000 but less than $5,000 and the participant does not make an active election to take a lump-sum cash distribution or rollover the account balance to an IRA or another tax-qualified plan, the distribution will be automatically rolled over to a Fidelity IRA and invested in the Fidelity Cash Reserve Fund. In the event of a participant’s death, the participant’s beneficiaries will receive the value of the participant’s account balance in a lump-sum payment or may roll the Plan balance over directly into an inherited IRA.

As previously disclosed, the Setting Every Community Up for Retirement Enhancement Act of 2019 (SECURE Act) increased the required minimum distribution (RMD) age from 70 1/2 to 72. In December 2022, SECURE Act 2.0 was enacted and increased the RMD age to 73 effective 2023 and as late as 75 effective 2033. Additionally, hardship withdrawals and certain in-service withdrawals are permitted subject to Plan provisions.

Administrative Expenses

Certain costs of administering the Plan, including recordkeeping fees and certain expenses of the Trustee, are paid by the participating companies of the PG&E Corporation Group. Investment management fees, used to cover the expenses related to running an investment fund, are paid by participants and are netted against investment returns. Expenses associated with the individual participant brokerage accounts and professional financial advisory services are paid by the participants enrolled in these services. Loan origination and maintenance fees are also paid by participants.

Voting Rights

Each participant is entitled to exercise voting rights based on the equivalent number of PG&E Corporation Stock Fund shares allocated to the participant’s account. Each participant is notified by the Trustee prior to the time that such rights are to be exercised. The Trustee is not permitted to exercise voting rights for any share without instructions from the participant. However, the Trustee is required to vote any unallocated shares on behalf of the collective best interest of the Plan participants and beneficiaries.

Plan Termination

PG&E Corporation, acting through the Board of Directors or any duly authorized Committee of the Board, reserves the right to amend, freeze or terminate the Plan at any time subject to the provisions of ERISA. In the event the Plan is terminated, net assets of the Plan will be distributed to participants. Participants will receive full payment of the balance in their accounts.

NOTE 2: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Accounting

The accompanying financial statements of the Plan have been prepared on the accrual basis of accounting in accordance with U.S. generally accepted accounting principles (“GAAP”).

Use of Estimates

The preparation of financial statements, in conformity with GAAP, requires Plan management to make estimates and assumptions. These estimates and assumptions affect the reported amounts of assets and liabilities and changes therein, and the disclosure of contingencies. Actual results could differ from these estimates.

Fair Value Measurements

The Plan’s management determines the fair value of certain assets and liabilities based on assumptions that market participants would use in pricing the assets or liabilities. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date, or the “exit price.” The Plan’s management utilizes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value and give precedence to observable inputs in determining fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). Assets and liabilities are classified based on the lowest level of input that is significant to the fair value measurement.

Investment Valuation and Income Recognition

A participant’s interest in the investment funds is represented by participation units allocated on the basis of contributions and assigned a unit value on the basis of the total value of each fund.

Interest income, dividends, investment management fees where appropriate, and the net appreciation or depreciation in the fair value of the investments held by the Plan are allocated to the participant’s account each day based upon the account’s proportional share of the fund balance.

Interest income is recognized as it is earned. Dividends are recorded on the ex-dividend date, the date before which a participant must hold the underlying investment in order to be entitled to dividends. Net appreciation or depreciation in the fair value of the Plan’s investments consists of: (1) the net change in unrealized appreciation or depreciation on investments held during the year, and (2) the realized gain or loss recognized on the sale of investments during the year.

Purchases and sales of securities are recorded on a trade date basis. Realized gains and losses from security transactions are reported on the average cost basis.

Notes Receivable from Participants

Notes receivable from participants are measured at their unpaid principal balance plus any accrued but unpaid interest. Delinquent notes receivable from participants are reclassified as distributions upon default.

Derivative Investments

Subject to certain guidelines, the EBC allows the plan investment managers to use derivative instruments to achieve investment objectives. During the years ended December 31, 2023 and 2022, the Plan and the Master Trust held no direct investments in derivative instruments.

Payment of Benefits

Benefit payments to participants are recorded upon distribution.

NOTE 3: MASTER TRUST INVESTMENTS

The Plan’s investment funds are managed by the Trustee or an investment manager, who has discretionary investment authority over the funds. Investment securities, in general, are exposed to various risks, such as interest rate, credit, and overall market volatility. Due to the level of risk associated with certain investment securities, it is reasonably possible that changes in the values of investment securities will occur in the near term and that such changes could materially affect participants’ account balances and the amounts reported in the Statements of Net Assets Available for Benefits. The following tables present the Master Trust net assets and the Plan’s interest in the Master Trust net assets as of December 31, 2023 and 2022:

(in thousands)	2023 — Master Trust	Plan Interest in the Master Trust
Equity Funds	$ 3,615,295	$ 1,908,952
Target Date Funds	2,319,586	1,071,524
PG&E Corporation Stock Fund	415,957	156,211
Brokerage Link Accounts	895,068	452,170
Fixed Income Funds	792,381	402,680
Money Market Fund	452,642	205,878
Total Trust investments at fair value	8,490,929	4,197,415
Administrative expense payable	(173)	(119)
Total	$ 8,490,756	$ 4,197,296

(in thousands)	2022 — Master Trust	Plan Interest in the Master Trust
Equity Funds	$ 2,939,321	$ 1,534,364
Target Date Funds	1,859,332	865,153
PG&E Corporation Stock Fund	401,748	149,850
Brokerage Link Accounts	730,265	376,704
Fixed Income Funds	762,333	387,373
Money Market Fund	464,603	213,957
Total Trust investments at fair value	7,157,602	3,527,401
Administrative expense payable	(479)	(150)
Total	$ 7,157,123	$ 3,527,251

The following table presents the changes in net assets of the Master Trust for the years ended December 31, 2023 and 2022:

(in thousands)	Year Ended December 31, — 2023	2022
Net appreciation (depreciation) in fair value investments	$ 1,255,364	$ (1,264,962)
Dividends and interest	27,102	33,978
Net investment income (loss)	1,282,466	(1,230,984)
Net transfers	57,179	(113,636)
Administrative expenses	(6,012)	(6,379)
Increase (decrease) in net assets	1,333,633	(1,350,999)
Net assets:
Beginning of year	7,157,123	8,508,122
End of year	$ 8,490,756	$ 7,157,123

NOTE 4: FAIR VALUE MEASUREMENTS

The Master Trust measures certain assets at fair value. A three-tier fair value hierarchy is established as a basis for considering fair value assumptions and for inputs used in the valuation methodologies in measuring fair value:

Level 1 – Observable inputs that reflect quoted prices (unadjusted) for identical assets or liabilities in active markets.

Level 2 – Other inputs that are directly or indirectly observable in the marketplace.

Level 3 – Unobservable inputs which are supported by little or no market activities.

The fair value hierarchy requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. Investments measured at fair value on a recurring basis for the Master Trust are summarized below.

(in thousands)	Fair Value Measurements as of December 31, 2023 — Level 1	Level 2	Total
Master Trust investments:
Brokerage Link Account	$ 895,068	$ —	$ 895,068
Money Market Fund	452,642	—	452,642
PG&E Corporation Stock Fund	415,957	—	415,957
Equity Funds	—	3,615,295	3,615,295
Fixed Income Funds	—	792,381	792,381
Target Date Funds measured at NAV	—	—	2,319,586
Total Master Trust investments, at fair value	$ 1,763,667	$ 4,407,676	$ 8,490,929
	Fair Value Measurements as of December 31, 2022
(in thousands)	Level 1	Level 2	Total
Master Trust investments:
Brokerage Link Account	$ 730,265	$ —	$ 730,265
Money Market Fund	464,603	—	464,603
PG&E Corporation Stock Fund	401,748	—	401,748
Equity Funds	—	2,939,321	2,939,321
Fixed Income Funds	—	762,333	762,333
Target Date Funds measured at NAV	—	—	1,859,332
Total Master Trust investments, at fair value	$ 1,596,616	$ 3,701,654	$ 7,157,602

The fair value measurements incorporate various factors, such as the credit standing of the counterparties involved, the applicable exit market, and specific risks inherent in the financial instrument. As of December 31, 2023 and 2022, the following is a description of the valuation methodologies used for the financial instruments at fair value:

• Mutual funds offered to participants either through the brokerage link account or as direct investment options are valued based on unadjusted prices in active markets for identical transactions. The PG&E Corporation Stock Fund invests in PG&E stock. These investments are actively traded on a public exchange and are therefore considered Level 1 assets.

• The money market fund is a commingled fund of U.S. government short-term securities that are valued using unadjusted prices in an active market for identical assets and are therefore considered Level 1 assets.

• The equity funds and fixed income funds are stated at estimated fair value as determined by the issuer based on the unit values of the funds. Unit values are determined by dividing the fund’s net assets, which represent the unadjusted prices in active markets of the underlying investments, by the number of units outstanding at the valuation date. Equity funds and fixed income funds are maintained by investment companies for large institutional investors and are not publicly traded. They are comprised primarily of underlying securities represented by a variety of asset classes that are publicly traded on exchanges or over-the-counter, and price quotes for the assets held by these funds are readily observable and available. As of December 31, 2023 and 2022, equity funds and fixed income funds are categorized as Level 2 assets.

Equity funds, and fixed income funds are reported using net asset value as an estimate of fair value. The equity funds invest in common stock and securities convertible into common stock from companies of various sizes and geography, with each fund seeking to match the performance of a specified index. The fixed income funds invest in diversified portfolios of bonds, with each fund seeking to match the performance of a specified index. Each of these funds is able to be purchased or redeemed daily based on the unit value determined on the respective transaction date. These funds have no unfunded commitments, required notice period for redemption, or other redemption restriction.

Investments Measured at Net Asset Value (NAV)

In accordance with FASB ASU No. 2015-07, Fair Value Measurement (Topic 820): Disclosures for Investments in Certain Entities that Calculate Net Asset Value per Share (or Its Equivalent) , investments that are measured at fair value using the NAV per share practical expedient have not been classified in the fair value hierarchy table above. The fair value amounts are included in the table above in order to reconcile to the amounts presented in the Statement of Net Assets Available for Benefits. These investments include the target date funds. There are no restrictions on the terms and conditions upon which the investments may be redeemed.

Transfers Between Levels

There were no transfers between levels for the years ended December 31, 2023 and 2022. However, certain investments were moved from the fair value hierarchy to net asset value and from net asset value to the fair value hierarchy based on re-evaluation of the underlying assets.

Level 3 Rollforward

There were no assets classified as Level 3 in the fair value hierarchy for the years ended December 31, 2023 and 2022.

NOTE 5: RELATED PARTY TRANSACTIONS

Certain Plan investments, including investments held in the Master Trust, are shares of funds managed by the Trustee. The Plan also invests in PG&E Corporation common stock. These transactions qualify as party-in-interest transactions under ERISA.

The party-in-interest transactions for the Plan are comprised of the following investments:

(in thousands)	As of December 31, — 2023	2022
PG&E Corporation Stock Fund	$ 156,211	$ 149,850
Fidelity fund	285,416	244,782
Total party-in-interest investments	$ 441,627	$ 394,632

NOTE 6: FEDERAL INCOME TAX STATUS

The Plan has received a determination letter from the IRS dated January 22, 2016, stating that the Plan is qualified under Section 401(a) and Section 401(k) of the Code, and therefore the related trust is exempt from taxation. A lthough the Plan has been amended since receiving the determination letter, PG&E Corporation believes that the Plan is designed and continues to operate in accordance with the applicable requirements of the Code and no provision for federal income taxes has been recorded in the Plan’s financial statements. Furthermore, participating employees are not liable for federal income tax on amounts allocated to their accounts attributable to: (1) pre-tax participant contributions, (2) reinvested dividends, earnings, and interest income on either pre-tax and after-tax contributions, or (3) employer contributions, until the time that they withdraw such amounts from the Plan.

NOTE 7: SUBSEQUENT EVENTS

The Plan has evaluated subsequent events through June 24, 2024, the date the financial statements were available to be issued and noted no subsequent events which would have an impact on the Statements of Net Assets Available for Benefits and the related Statements of Changes in Net Assets Available for Benefits or require disclosure in the notes to financial statements.

PG&E CORPORATION

RETIREMENT SAVINGS PLAN

EIN #: 94-3234914

PLAN #: 001

FORM 5500, SCHEDULE H, PART IV, LINE 4i –

SCHEDULE OF ASSETS HELD

AS OF DECEMBER 31, 2023

(in thousands) — (a)	(b)	(c)	(d)	(e)
	Identity of issue, borrower, lessor, or similar party	Description of investment including maturity date, rate of interest, collateral, par, or maturity value	Cost	Current Value
*	Participant loans	Loans to participants with interest rates ranging from 4.25% to 10.50% maturing through 2038	$ —	$ 52,879

(*) Represents a party-in-interest to the Plan, as defined under ERISA.

PG&E CORPORATION

RETIREMENT SAVINGS PLAN

FOR UNION-REPRESENTED EMPLOYEES

FINANCIAL STATEMENTS

AND SUPPLEMENTAL SCHEDULE

TOGETHER WITH REPORT OF INDEPENDENT

REGISTERED PUBLIC ACCOUNTING FIRM

DECEMBER 31, 2023 AND 2022

PG&E CORPORATION

RETIREMENT SAVINGS PLAN

FOR UNION-REPRESENTED EMPLOYEES

TABLE OF CONTENTS
	Page
Report of Independent Registered Public Accounting Firm	2
Financial Statements:
Statements of Net Assets Available for Benefits	3
Statements of Changes in Net Assets Available for Benefits	4
Notes to the Financial Statements	5-12
Supplemental Schedule:
Schedule H, Part IV, Line 4i – Schedule of Assets Held	13

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Employee Benefit Committee of

PG&E Corporation and Participants of

PG&E Corporation Retirement Savings Plan for Union-Represented Employees

Opinion on the Financial Statements

We have audited the accompanying statements of net assets available for benefits of the PG&E Corporation Retirement Savings Plan for Union-Represented Employees (the Plan) as of December 31, 2023 and 2022, and the related statements of changes in net assets available for benefits for the years then ended, and the related notes (collectively referred to as the financial statements). In our opinion, the financial statements present fairly, in all material respects, the net assets available for benefits of the Plan as of December 31, 2023 and 2022, and the changes in net assets available for benefits for the years then ended, in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

Supplemental Information

/s/ Mah & Associates, LLP

We have served as the Plan’s auditor since 2021.

San Francisco, California

June 24, 2024

PG&E CORPORATION

RETIREMENT SAVINGS PLAN

FOR UNION-REPRESENTED EMPLOYEES

STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS

(in thousands)	As of December 31 — 2023	2022
Assets
Plan interest in Master Trust investments, at fair value	$ 4,293,514	$ 3,630,201
Notes receivable from participants	104,719	95,654
Total assets	4,398,233	3,725,855
Liabilities
Administrative expenses payable	54	329
Net assets available for benefits	$ 4,398,179	$ 3,725,526

See accompanying Notes to the Financial Statements.

PG&E CORPORATION

RETIREMENT SAVINGS PLAN

FOR UNION-REPRESENTED EMPLOYEES

STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS

(in thousands)	Year Ended December 31 — 2023	2022
Additions to net assets attributed to:
Plan interest in Master Trust investment income (loss)	$ 635,286	$ (596,270)
Contributions:
Employer	84,907	76,579
Participant	248,717	231,276
Rollover	11,132	8,183
Total contributions	344,756	316,038
Interest from notes receivable from participants	5,336	4,276
Total additions, net	985,378	(275,956)
Deductions to net assets attributed to:
Benefit distributions to participants	267,487	277,081
Administrative expenses	2,940	3,374
Total deductions	270,427	280,455
Net increase (decrease) before asset transfers	714,951	(556,411)
Asset transfers out, net	(42,298)	(76,175)
Net increase (decrease)	672,653	(632,586)
Net assets available for benefits:
Beginning of year	3,725,526	4,358,112
End of year	$ 4,398,179	$ 3,725,526

See accompanying Notes to the Financial Statements.

PG&E CORPORATION

RETIREMENT SAVINGS PLAN

FOR UNION-REPRESENTED EMPLOYEES

NOTES TO THE FINANCIAL STATEMENTS

NOTE 1: DESCRIPTION OF THE PLAN

General

The following is an overview of the PG&E Corporation Retirement Savings Plan for Union-Represented Employees (“Plan” or Union RSP). The Plan document provides a more complete description of the Plan’s provisions.

The Plan is a defined contribution plan covering all union-represented employees of PG&E Corporation and all companies owned by PG&E Corporation (collectively “PG&E Corporation Group”), as designated by PG&E Corporation. The Employee Benefit Committee ("EBC") of PG&E Corporation has oversight over the administration and financial management of affiliated company employee benefit plans, including this Plan. The EBC retains Fidelity Management Trust Company as the Trustee of the Plan (“Trustee”). The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (“ERISA”), as amended.

The PG&E Corporation Retirement Savings Plan Master Trust (“Master Trust”) holds the investment assets of both the Plan and the PG&E Corporation Retirement Savings Plan (“RSP”). The accompanying financial statements present the assets and liabilities of the Plan only.

Eligibility

In general, all union employees of participating employers within the PG&E Corporation Group are eligible to participate in the Plan, excluding independent contractors, leased employees, and individuals who have a written contract or agreement that excludes participation in the Plan.

Contributions

Participants may elect to contribute any amount in 1 percent increments from 1 to 20 percent of their eligible compensation on a pre-tax basis, on an after-tax basis, or a combination of both. Participants may also contribute amounts representing distributions from other qualified plans into the Plan. Such “rollover” contributions are not subject to federal or state income taxes until withdrawn or distributed from the Plan.

	2023 Limits	2022 Limits
Annual compensation (1)	$330,000	$305,000
Defined contribution limits (2)	$66,000	$61,000
Elective deferral (3)	$22,500	$20,500
Catch-up contributions (4)	$7,500	$6,500

(1) Annual compensation is eligible compensation for the purposes of the Plan and is limited by the Code.

(3) Participant pre-tax contributions are considered elective deferrals and are limited by the Code.

(4) Participants age 50 and older are permitted to make additional pre-tax contributions (catch-up contributions) according to the Code.

All participants hired on or after January 1, 2013 or rehired after January 1, 2013 and originally hired prior to January 1, 2013 and who had a break in service after January 1, 2013, are eligible for a 75 percent matching employer contribution of their elective employee contributions up to 8 percent of eligible compensation.

All other participating employees hired before January 1, 2013 are eligible for a matching employer contribution according to the following years of service:

Length of Service	Matching Employer Contribution
Less than 1 year of service	None
1 to 3 years of service	60 percent matching employer contributions of the participant’s pre-tax and/or after-tax contributions that do not exceed 3 percent of the employee’s eligible compensation
3 years of service or more	60 percent matching employer contributions of the participant’s pre-tax and/or after-tax contributions that do not exceed 6 percent of the employee’s eligible compensation

In December 2013, these participants were given a one-time opportunity to continue participating in the Final Average Pay Pension under the Pacific Gas and Electric Company Retirement Plan ("Retirement Plan") or elect, beginning in 2014, to participate in the Cash Balance Pension feature of the Retirement Plan. Participants who elected to participate in the Cash Balance Pension receive a 75 percent matching employer contribution of their elective employee contributions not to exceed 8 percent of eligible compensation beginning January 1, 2014.

Participant Accounts

Vesting

Employer and participant elective contributions and their related accumulated earnings and losses are 100 percent vested at all times.

Investment Options

Notes Receivable from Participants

Payment of Benefits

Administrative Expenses

Voting Rights

Plan Termination

NOTE 2: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Accounting

The accompanying financial statements of the Plan have been prepared on the accrual basis of accounting in accordance with U.S. generally accepted accounting principles (“GAAP”).

Use of Estimates

Fair Value Measurements

Investment Valuation and Income Recognition

Purchases and sales of securities are recorded on a trade date basis. Realized gains and losses from security transactions are reported on the average cost basis.

Notes Receivable from Participants

Derivative Investments

Payment of Benefits

Benefit payments to participants are recorded upon distribution.

NOTE 3: MASTER TRUST INVESTMENTS

(in thousands)	2023 — Master Trust	Plan Interest in the Master Trust
Equity Funds	$ 3,615,295	$ 1,706,343
Target Date Funds	2,319,586	1,248,062
PG&E Corporation Stock Fund	415,957	259,746
Brokerage Link Accounts	895,068	442,898
Fixed Income Funds	792,381	389,701
Money Market Fund	452,642	246,764
Total Trust investments at fair value	8,490,929	4,293,514
Administrative expense payable	(173)	(54)
Total	$ 8,490,756	$ 4,293,460

(in thousands)	2022 — Master Trust	Plan Interest in the Master Trust
Equity Funds	$ 2,939,321	$ 1,404,957
Target Date Funds	1,859,332	994,179
PG&E Corporation Stock Fund	401,748	251,898
Brokerage Link Accounts	730,265	353,561
Fixed Income Funds	762,333	374,960
Money Market Fund	464,603	250,646
Total Trust investments at fair value	7,157,602	3,630,201
Administrative expense payable	(479)	(329)
Total	$ 7,157,123	$ 3,629,872

The following table presents the changes in net assets of the Master Trust for the years ended December 31, 2023 and 2022:

(in thousands)	Year Ended December 31, — 2023	2022
Net appreciation (depreciation) in fair value investments	$ 1,255,364	$ (1,264,962)
Dividends and interest	27,102	33,978
Net investment income (loss)	1,282,466	(1,230,984)
Net transfers	57,179	(113,636)
Administrative expenses	(6,012)	(6,379)
Increase (decrease) in net assets	1,333,633	(1,350,999)
Net assets:
Beginning of year	7,157,123	8,508,122
End of year	$ 8,490,756	$ 7,157,123

NOTE 4: FAIR VALUE MEASUREMENTS

Level 1 – Observable inputs that reflect quoted prices (unadjusted) for identical assets or liabilities in active markets.

Level 2 – Other inputs that are directly or indirectly observable in the marketplace.

Level 3 – Unobservable inputs which are supported by little or no market activities.

(in thousands)	Fair Value Measurements as of December 31, 2023 — Level 1	Level 2	Total
Master Trust investments:
Brokerage Link Account	$ 895,068	$ —	$ 895,068
Money Market Fund	452,642	—	452,642
PG&E Corporation Stock Fund	415,957	—	415,957
Equity Funds	—	3,615,295	3,615,295
Fixed Income Funds	—	792,381	792,381
Target Date Funds measured at NAV	—	—	2,319,586
Total Master Trust investments, at fair value	$ 1,763,667	$ 4,407,676	$ 8,490,929
	Fair Value Measurements as of December 31, 2022
(in thousands)	Level 1	Level 2	Total
Master Trust investments:
Brokerage Link Account	$ 730,265	$ —	$ 730,265
Money Market Fund	464,603	—	464,603
PG&E Corporation Stock Fund	401,748	—	401,748
Equity Funds	—	2,939,321	2,939,321
Fixed Income Funds	—	762,333	762,333
Target Date Funds measured at NAV	—	—	1,859,332
Total Master Trust investments, at fair value	$ 1,596,616	$ 3,701,654	$ 7,157,602

• Mutual funds offered to participants either through the brokerage link account or as direct investment options are valued based on unadjusted prices in active markets for identical transactions. The PG&E Corporation stock fund invests in PG&E stock. These investments are actively traded on a public exchange and are therefore considered Level 1 assets.

Investments Measured at Net Asset Value (NAV)

Transfers Between Levels

There were no transfers between levels for the years ended December 31, 2023 and 2022. H owever, certain investments were moved from the fair value hierarchy to net asset value and from net asset value to the fair value hierarchy based on re-evaluation of the underlying assets.

Level 3 Rollforward

There were no assets classified as Level 3 in the fair value hierarchy for the years ended December 31, 2023 and 2022.

NOTE 5: RELATED PARTY TRANSACTIONS

The party-in-interest transactions for the Plan are comprised of the following investments:

(in thousands)	As of December 31, — 2023	2022
PG&E Corporation Stock Fund	$ 259,746	$ 251,898
Fidelity fund	252,489	199,006
Total party-in-interest investments	$ 512,235	$ 450,904

NOTE 6: FEDERAL INCOME TAX STATUS

The Plan has received a determination letter from the IRS dated January 22, 2016, stating that the Plan is qualified under Section 401(a) and Section 401(k) of the Code, and therefore the related trust is exempt from taxation. Although the Plan has been amended since receiving the determination letter, PG&E Corporation believes that the Plan is designed and continues to operate in accordance with the applicable requirements of the Code and no provision for federal income taxes has been recorded in the Plan’s financial statements. Furthermore, participating employees are not liable for federal income tax on amounts allocated to their accounts attributable to: (1) pre-tax participant contributions, (2) reinvested dividends, earnings, and interest income on either pre-tax and after-tax contributions, or (3) employer contributions, until the time that they withdraw such amounts from the Plan.

NOTE 7: SUBSEQUENT EVENTS

PG&E CORPORATION

RETIREMENT SAVINGS PLAN

FOR UNION-REPRESENTED EMPLOYEES

EIN #: 94-3234914

PLAN #: 002

FORM 5500, SCHEDULE H, PART IV, LINE 4i –

SCHEDULE OF ASSETS HELD

AS OF DECEMBER 31, 2023

(in thousands) — (a)	(b)	(c)	(d)	(e)
	Identity of issue, borrower, lessor, or similar party	Description of investment including maturity date, rate of interest, collateral, par, or maturity value	Cost	Current Value
*	Participant loans	Loans to participants with interest rates ranging from 4.25% to 10.50% maturing through 2038	$ —	$ 104,719

(*) Represents a party-in-interest to the Plan, as defined under ERISA.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Trustees (or other persons who administer the employee benefit plan) have duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized.

PG&E CORPORATION RETIREMENT SAVINGS PLAN (including the PG&E Corporation Retirement Savings Plan for Union-Represented Employees)

By:
Carolyn Burke
Member, Employee Benefit Committee

Date: June 24, 2024

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