UGI CORP /PA/ — Director's Dealing 2014

Dec 16, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: UGI CORP /PA/ (UGI)
CIK: 0000884614
Period of Report: 2014-12-15

Reporting Person: VINCENT ROGER B (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-12-15	UGI Common Stock	M	12750	$14.92	Acquired	12750	Direct
2014-12-15	UGI Common Stock	F	5234	$36.34	Disposed	7516	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-12-15	Option (Right to Buy)	$14.92	M	12750	Disposed	2016-02-21	UGI Common Stock (12750)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
UGI Common Stock	39745	Indirect
UGI Common Stock	15000	Indirect

Footnotes

F1: The shares were withheld by the issuer to satisfy the director's exercise price associated with the transaction.

F2: These securities are held by the Roger B. Vincent, Sr. 2012 Family Trust, for which the reporting person's spouse holds voting and dispositive power as a trustee. The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.