Cheniere Energy (NYSE: LNG) shareholders approve board, executive pay and KPMG
Filing Impact
Filing Sentiment
Form Type
8-K
Rhea-AI Filing Summary
Cheniere Energy, Inc. reported the results of its 2026 Annual Meeting of Shareholders held on May 14, 2026. A total of 185,107,232 shares of common stock were present or represented by proxy, representing approximately 88.08% of shares outstanding as of the record date.
All nine director nominees were elected to serve one-year terms until the 2027 annual meeting or until their successors are elected and qualified. In an advisory and non-binding vote, shareholders approved 2025 compensation for the company’s named executive officers, with 150,356,296 votes for, 15,400,645 against, and 1,123,318 abstentions.
Shareholders also ratified the appointment of KPMG LLP as Cheniere’s independent registered public accounting firm for 2026, with 183,080,904 votes for, 1,932,648 against, and 93,680 abstentions.
Positive
- None.
Negative
- None.
8-K Event Classification
2 items: 5.07, 9.01
2 items
Item 5.07
Submission of Matters to a Vote of Security Holders
Governance
Results of a shareholder vote on proposals at an annual or special meeting.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Key Figures
Shares represented: 185,107,232 shares
Turnout percentage: 88.08%
Say-on-pay support: 150,356,296 votes for
+1 more
4 metrics
Shares represented
185,107,232 shares
Present or by proxy at 2026 Annual Meeting
Turnout percentage
88.08%
Shares of common stock outstanding as of record date
Say-on-pay support
150,356,296 votes for
Advisory 2025 executive compensation approval
Auditor ratification votes for
183,080,904 votes
Ratification of KPMG LLP as 2026 auditor
Key Terms
Annual Meeting of Shareholders, broker non-votes, advisory and non-binding vote, independent registered public accounting firm, +1 more
5 terms
broker non-votes regulatory
"Number of Broker Non-Votes 18,226,973"
Broker non-votes occur when a brokerage firm is unable to vote on a shareholder’s behalf during a company election or decision because the shareholder has not given specific voting instructions, and the broker is not allowed or chooses not to vote on certain matters. They are important because they can affect the outcome of votes, especially when the results are close, by effectively reducing the total number of votes cast.
advisory and non-binding vote regulatory
"In an advisory and non-binding vote, the shareholders approved the compensation"
independent registered public accounting firm regulatory
"ratification of KPMG LLP as independent registered public accounting firm for 2026"
An independent registered public accounting firm is an outside accounting company officially registered with the government regulator to examine and report on a public company's financial records and controls. Investors treat its reports like an impartial inspector’s certificate — they add credibility to financial statements, help spot errors or misleading claims, and reduce the risk that shareholders are relying on unchecked or biased numbers.
proxy statement regulatory
"as disclosed in the 2026 Proxy Statement"
A proxy statement is a document companies send to shareholders ahead of a meeting that lays out the items up for a vote—like who will sit on the board, executive pay, and major corporate decisions—and provides background so shareholders can decide how to cast their votes or appoint someone to vote for them. Think of it as an agenda plus a ballot and briefing notes, important because the outcomes can change control, strategy, and value.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 14, 2026
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) | ||||||
(Address of principal executive offices) (Zip Code)
(713 ) 375-5000
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol | Name of each exchange on which registered | ||||||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.07 Submission of Matters to a Vote of Security Holders
Cheniere Energy, Inc. (the “Company”) held its 2026 Annual Meeting of Shareholders (the “2026 Annual Meeting”) on May 14, 2026. At the 2026 Annual Meeting, there were 185,107,232 shares of the Company's common stock present or represented by proxy. This represented approximately 88.08% of the Company's shares of common stock outstanding as of the record date of the 2026 Annual Meeting. Three proposals, as described in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on April 7, 2026 (the “2026 Proxy Statement”), were voted upon at the 2026 Annual Meeting. The following is a brief description of the matters voted upon and the final voting results.
| ITEM 1: | ELECTION OF DIRECTORS | |||||||||||||||||||||||||
| Director | Number of Votes For | Number of Votes Against | Number of Abstentions | Number of Broker Non-Votes | ||||||||||||||||||||||
| Jack A. Fusco | 160,263,892 | 6,540,063 | 76,304 | 18,226,973 | ||||||||||||||||||||||
| Patricia K. Collawn | 157,152,171 | 9,649,312 | 78,776 | 18,226,973 | ||||||||||||||||||||||
| Brian E. Edwards | 166,005,507 | 792,522 | 82,230 | 18,226,973 | ||||||||||||||||||||||
| Denise Gray | 165,972,916 | 828,141 | 79,202 | 18,226,973 | ||||||||||||||||||||||
| Lorraine Mitchelmore | 164,267,533 | 2,533,127 | 79,599 | 18,226,973 | ||||||||||||||||||||||
| W. Benjamin Moreland | 162,751,394 | 4,042,392 | 86,473 | 18,226,973 | ||||||||||||||||||||||
| Scott Peak | 165,626,020 | 1,171,789 | 82,450 | 18,226,973 | ||||||||||||||||||||||
| Donald F. Robillard, Jr. | 158,280,434 | 8,512,141 | 87,684 | 18,226,973 | ||||||||||||||||||||||
| Neal A. Shear | 162,438,284 | 4,356,101 | 85,874 | 18,226,973 | ||||||||||||||||||||||
Each of the director nominees was elected as a director to serve for a one-year term until the 2027 annual meeting of shareholders or until his or her successor is duly elected and qualified.
| ITEM 2: | ADVISORY AND NON-BINDING VOTE TO APPROVE THE COMPENSATION OF THE COMPANY’S NAMED EXECUTIVE OFFICERS FOR 2025 | |||||||||||||
| Number of Votes For | Number of Votes Against | Number of Abstentions | Number of Broker Non-Votes | |||||||||||
| 150,356,296 | 15,400,645 | 1,123,318 | 18,226,973 | |||||||||||
In an advisory and non-binding vote, the shareholders approved the compensation paid for 2025 to the Company’s named executive officers, as disclosed in the 2026 Proxy Statement.
| ITEM 3: | RATIFICATION OF KPMG LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2026 | |||||||||||||
| Number of Votes For | Number of Votes Against | Number of Abstentions | ||||||||||||
| 183,080,904 | 1,932,648 | 93,680 | ||||||||||||
The shareholders ratified the appointment of KPMG LLP as the Company’s independent registered public accounting firm for 2026.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description | |||||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |||||||
* Filed herewith.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| CHENIERE ENERGY, INC. | |||||||||||||||||||||||
| Date: | May 15, 2026 | By: | /s/ Zach Davis | ||||||||||||||||||||
| Name: | Zach Davis | ||||||||||||||||||||||
| Title: | Executive Vice President and | ||||||||||||||||||||||
| Chief Financial Officer | |||||||||||||||||||||||
FAQ
What did Cheniere Energy (LNG) report from its 2026 Annual Meeting?
Cheniere Energy’s 2026 Annual Meeting results show all director nominees elected, executive pay for 2025 approved, and KPMG ratified as auditor for 2026. Shareholder participation was high, with over 185 million shares represented, equal to 88.08% of outstanding shares on the record date.
Were all Cheniere Energy (LNG) director nominees elected in 2026?
Yes, all nine Cheniere Energy director nominees were elected to one-year terms ending at the 2027 annual meeting. Each candidate received substantially more votes for than against, with additional broker non-votes reported, indicating broad shareholder support across the full proposed board slate.