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Cheniere (NYSE: LNG) CEO granted 44,617 RSUs and manages tax share disposals

Filing Impact
(Very High)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Cheniere Energy President and CEO Jack A. Fusco reported several equity compensation moves on February 11, 2026. A previously granted award of restricted stock units (RSUs) vested and was converted into 13,326 shares of common stock. Of these, 8,082 shares were disposed of to the company and 5,244 shares were withheld to cover taxes, both at a reference price of $200.04 per share. Fusco also received a new grant of 44,617 RSUs, which will vest in equal installments on February 11, 2027, 2028, and 2029, and may be settled in cash or stock. Following these transactions, he continues to hold common stock indirectly through GRAT structures.

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Insider Fusco Jack A
Role President and CEO
Type Security Shares Price Value
Exercise Restricted Stock Units 13,326 $0.00 --
Grant/Award Restricted Stock Units 44,617 $0.00 --
Exercise Common Stock 13,326 $0.00 --
Disposition Common Stock 8,082 $200.04 $1.62M
Tax Withholding Common Stock 5,244 $200.04 $1.05M
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Restricted Stock Units — 26,652 shares (Direct); Common Stock — 13,326 shares (Direct); Common Stock — 362,031 shares (Indirect, by GRAT)
Footnotes (1)
  1. 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. Represents the portion of the previously reported RSU grant that vested February 11, 2026 and settled in cash. 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. Represents the portion of the previously reported RSU grant that vested February 11, 2026. Each grant of a RSU is the economic equivalent of one share of common stock of the Company. The RSUs vest in equal installments on each of February 11, 2027, February 11, 2028, and February 11, 2029, and may be paid in the Company's common stock or in cash.
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Form 4 Insider Transactions: What Each Field Means →
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
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
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)
02/11/2026
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 02/11/2026 M 13,326 A (1) 13,326 D
Common Stock 02/11/2026 D 8,082(2) D $200.04 5,244 D
Common Stock 02/11/2026 F 5,244(3) D $200.04 0 D
Common Stock 362,031 I by GRAT
Common Stock 362,031 I by GRAT (Spouse)
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 (1) 02/11/2026 M 13,326 (4) (4) Common Stock 13,326 $0 26,652 D
Restricted Stock Units (5) 02/11/2026 A 44,617 (6) (6) Common Stock 44,617 $0 44,617 D
Explanation of Responses:
1. 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.
2. Represents the portion of the previously reported RSU grant that vested February 11, 2026 and settled in cash.
3. 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.
4. Represents the portion of the previously reported RSU grant that vested February 11, 2026.
5. Each grant of a RSU is the economic equivalent of one share of common stock of the Company.
6. The RSUs vest in equal installments on each of February 11, 2027, February 11, 2028, and February 11, 2029, and may be paid in the Company's common stock or in cash.
Remarks:
/s/ Sean N. Markowitz under POA by Jack A. Fusco 02/13/2026
** 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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did LNG CEO Jack A. Fusco report on February 11, 2026?

Jack A. Fusco reported RSU vesting, share dispositions, and a new RSU grant on February 11, 2026. 13,326 RSUs converted to common shares, 8,082 shares were disposed to the company, and 5,244 shares were withheld for taxes at $200.04 per share.

How many new restricted stock units did the LNG CEO receive in this Form 4?

The CEO received a new grant of 44,617 restricted stock units. These RSUs are the economic equivalent of common shares and vest in three equal installments in 2027, 2028, and 2029, with settlement possible in either cash or Cheniere common stock.

How were the 13,326 vested RSUs for LNG’s CEO settled on February 11, 2026?

13,326 vested RSUs were converted into an equal number of common shares. Of those, 8,082 shares were disposed of to the company and 5,244 shares were withheld to satisfy tax liabilities, both using a price reference of $200.04 per share.

What do the tax withholding transactions mean in the LNG CEO’s Form 4?

The Form 4 shows 5,244 common shares withheld to cover the CEO’s tax obligations from RSU vesting. This tax-withholding disposition is not an open-market sale; the shares were delivered back to the company at $200.04 per share for tax payment.

When will the LNG CEO’s new 44,617 RSUs vest according to the filing?

The 44,617 newly granted RSUs vest in three equal installments. Vesting dates are February 11, 2027, February 11, 2028, and February 11, 2029, and each installment may be paid in Cheniere common stock or in cash, per the grant terms.

What indirect LNG share holdings are reported for the CEO in this Form 4?

The Form 4 reports indirect holdings of 362,031 Cheniere common shares through a GRAT and an additional 362,031 shares through a spouse’s GRAT. These entries reflect continuing indirect ownership positions rather than new transactions or sales.