Cheniere Energy (NYSE: LNG) CEO details stock sales and RSU vesting

Rhea-AI Filing Summary

Cheniere Energy, Inc. President and CEO Jack A. Fusco reported several equity-related transactions involving company common stock and restricted stock units. On May 12, 2025, 362,031 shares previously held directly were reclassified through a marital property partition and transferred into grantor retained annuity trusts, now reported as indirectly held.

On February 8 and 9, 2026, portions of previously granted restricted stock units vested, with 16,892 and 17,004 units converted into an equal number of common shares at no cost. On those dates he disposed of 10,995 and 10,312 shares at $199.65 per share, while additional shares were withheld by the company to cover tax liabilities tied to the RSU vesting.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Fusco Jack A

(Last) (First) (Middle)

845 TEXAS AVENUE

SUITE 1250

(Street)

HOUSTON TX 77002

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Cheniere Energy, Inc. [ LNG ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President and CEO

3. Date of Earliest Transaction (Month/Day/Year)
02/08/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock								362,031	I	by GRAT(1)
Common Stock	05/12/2025		G(2)	V	362,031	D	$0	0	D
Common Stock	05/12/2025		G(2)	V	362,031	A	$0	362,031	I	by GRAT (Spouse)
Common Stock	02/08/2026		M		16,892	A	(3)	16,892	D
Common Stock	02/08/2026		D		10,995(4)	D	$199.65	5,897	D
Common Stock	02/08/2026		F		5,897(5)	D	$199.65	0	D
Common Stock	02/09/2026		M		17,004	A	(3)	17,004	D
Common Stock	02/09/2026		D		10,312(6)	D	$199.65	6,692	D
Common Stock	02/09/2026		F		6,692(5)	D	$199.65	0	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units	(3)	02/08/2026		M			16,892	(7)	(7)	Common Stock	16,892	$0	16,893	D
Restricted Stock Units	(3)	02/09/2026		M			17,004	(8)	(8)	Common Stock	17,004	$0	0	D

Explanation of Responses:

1. These shares, which were previously held by the reporting person directly, were previously transferred to a grantor retained annuity trust (the "GRAT"). As the reporting person is the trustee and the sole annuitant of the GRAT, this transfer was exempt from Section 16 pursuant to Rule 16a-13.

2. The reporting person and his spouse entered into a marital property partition agreement pursuant to which 362,031 shares previously reported as owned directly by the reporting person, and which was community property, became the separate property of his spouse and was subsequently transferred by his spouse to a GRAT. The reporting person is the trustee and his spouse is the sole annuitant of this GRAT.

3. Each Restricted Stock Unit ("RSU") represents a right to receive one share of common stock of Cheniere Energy, Inc. (the "Company") or the cash equivalent thereof.

4. Represents the portion of the previously reported RSU grant that vested February 8, 2026 and settled in cash.

5. These shares were withheld by the Company in order to satisfy the Reporting Person's tax liability incident to a vesting of restricted stock units.

6. Represents the portion of the previously reported RSU grant that vested February 9, 2026 and settled in cash.

7. Represents the portion of the previously reported RSU grant that vested February 8, 2026.

8. Represents the portion of the previously reported RSU grant that vested February 9, 2026.

Remarks:

	/s/ Sean N. Markowitz under POA by Jack A. Fusco	02/10/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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FAQ

What did Cheniere Energy (LNG) CEO Jack Fusco report in this Form 4?

Jack A. Fusco reported RSU vesting, related share issuances, and stock dispositions. RSUs converted into common shares on February 8 and 9, 2026, with some shares sold and others withheld to satisfy tax obligations tied to the vesting events.

How many Cheniere Energy shares were transferred to GRATs in Jack Fusco’s filing?

The filing shows 362,031 Cheniere Energy common shares moved from direct ownership into grantor retained annuity trust structures. This followed a marital property partition agreement, and the shares are now reported as indirectly held through GRATs associated with Jack Fusco and his spouse.

What RSU activity did Cheniere Energy (LNG) disclose for Jack Fusco?

Previously granted restricted stock units vested on February 8 and 9, 2026. On those dates, 16,892 and 17,004 RSUs converted into an equal number of Cheniere common shares at no cost, reflecting compensation that had been awarded earlier and settled upon vesting.

What Cheniere Energy stock sales did Jack Fusco report, and at what price?

He reported disposing of 10,995 shares on February 8, 2026 and 10,312 shares on February 9, 2026. Both transactions occurred at a price of $199.65 per share, as part of the activity surrounding his restricted stock unit vesting and related share movements.

Why were some Cheniere Energy shares withheld in Jack Fusco’s Form 4?

The filing states that certain shares were withheld by Cheniere Energy to satisfy Jack Fusco’s tax liabilities. These obligations arose in connection with the vesting of restricted stock units, and withholding shares is a common method to cover associated tax payments.

How does this Form 4 describe Jack Fusco’s role at Cheniere Energy (LNG)?

The document identifies Jack A. Fusco as both a director and an officer of Cheniere Energy, Inc., serving specifically as President and CEO. This dual role means his equity awards and transactions are closely tracked under Section 16 insider reporting requirements.