UGI CORP /PA/ — Director's Dealing 2014

May 16, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: UGI CORP /PA/ (UGI)
CIK: 0000884614
Period of Report: 2014-05-14

Reporting Person: GREENBERG LON R (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-05-14	UGI Common Stock	M	150000	$24.42	Acquired	520816	Direct
2014-05-14	UGI Common Stock	F	110717	$47.49	Disposed	410099	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-05-14	Option (Right to Buy)	$24.42	M	150000	Disposed	2018-12-31	UGI Common Stock (150000)	Direct

Footnotes

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