Cheniere Energy (NYSE: LNG) EVP Markowitz reports RSU vesting and tax-share withholding

Rhea-AI Filing Summary

Cheniere Energy, Inc. executive Sean N. Markowitz, EVP, CLO and Corporate Secretary, reported routine equity compensation activity. On February 8, 2026, 3,726 restricted stock units (RSUs) vested and converted into common stock, with 923 shares withheld by the company to cover tax obligations at $213.11 per share. On February 9, 2026, a further 3,808 RSUs vested, with 1,356 shares withheld for taxes at $215.65 per share. After these transactions, Markowitz directly owned 84,464 shares of Cheniere Energy common stock. Each RSU represents a right to receive one share of common stock or its cash equivalent.

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^*

Markowitz Sean N

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, CLO and Corp Sec

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	02/08/2026		M		3,726	A	(1)	82,935	D
Common Stock	02/08/2026		F		923(2)	D	$213.11	82,012	D
Common Stock	02/09/2026		M		3,808	A	(1)	85,820	D
Common Stock	02/09/2026		F		1,356(2)	D	$215.65	84,464	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	(1)	02/08/2026		M			3,726	(3)	(3)	Common Stock	3,726	$0	3,727	D
Restricted Stock Units	(1)	02/09/2026		M			3,808	(4)	(4)	Common Stock	3,808	$0	0	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. 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.

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

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

Remarks:

	/s/ Sean N. Markowitz	02/10/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transactions did LNG executive Sean Markowitz report on this Form 4?

Sean N. Markowitz reported RSU vesting and related share withholding. RSUs covering 3,726 and 3,808 shares converted to Cheniere Energy common stock, with a portion of the resulting shares withheld by the company to satisfy tax obligations tied to these vestings.

How many Cheniere Energy (LNG) shares did Sean Markowitz beneficially own after these transactions?

After the reported transactions, Sean N. Markowitz beneficially owned 84,464 shares of Cheniere Energy common stock directly. This figure reflects RSU vestings on February 8 and 9, 2026, and the associated share withholding for taxes described in the filing.

What were the RSU vesting amounts disclosed by Cheniere Energy (LNG) for Sean Markowitz?

Two RSU tranches vested for Sean N. Markowitz. On February 8, 2026, 3,726 RSUs vested, and on February 9, 2026, 3,808 RSUs vested. Each RSU represents the right to receive one Cheniere Energy common share or its cash equivalent.

Why were some LNG shares withheld in Sean Markowitz’s Form 4 filing?

Shares were withheld by Cheniere Energy to cover Sean N. Markowitz’s tax liabilities arising from RSU vesting. Specifically, 923 shares at $213.11 and 1,356 shares at $215.65 per share were retained by the company for this tax withholding purpose.

What transaction codes M and F mean in the LNG Form 4 for Sean Markowitz?

In this Form 4, code M indicates the conversion of restricted stock units into common stock. Code F indicates shares withheld by the issuer to satisfy tax obligations resulting from the RSU vesting, rather than an open-market purchase or sale by the executive.

Were Sean Markowitz’s LNG RSUs settled in stock or cash according to the filing?

Each restricted stock unit represents a right to receive one share of Cheniere Energy common stock or the cash equivalent. The filing shows RSUs converting into common shares, with a portion of those shares withheld by the company to satisfy related tax liabilities.