LNG Form 4: Director Mitchelmore Withholds Shares to Cover Taxes

Rhea-AI Filing Summary

Lorraine Mitchelmore, a director of Cheniere Energy, Inc. (LNG), reported a Section 16 transaction dated 08/15/2025. The Form 4 shows a disposition coded F related to tax withholding in connection with the vesting of restricted stock; the filing states "These shares were withheld by the Company in order to satisfy the Reporting Person's tax liability incident to a vesting of restricted stock." The transaction line lists a price of $230.14 and, following the reported transaction(s), the reporting person beneficially owned 7,221 shares in a direct capacity. The Form 4 was signed under power of attorney on 08/19/2025.

Positive

• Transparent disclosure: The Form 4 explicitly states the withholding was to satisfy tax liability from restricted stock vesting.
• Continued direct ownership: The reporting person retains 7,221 shares following the withholding, shown as direct ownership.

Negative

• None.

Insights

Securities Analyst

TL;DR: Routine tax-withholding disposition from restricted stock vesting; no evidence of discretionary sale or change in board status.

The filing documents a withholding disposition (code F) made on 08/15/2025 to cover tax liabilities arising from restricted stock vesting for director Lorraine Mitchelmore. The entry shows a price of $230.14 and reports 7,221 shares beneficially owned after the transaction in a direct capacity. This is a common administrative action that reduces reported share count without indicating an open-market sale or a change in ownership control. No amendments or additional derivative transactions are reported.

Corporate Governance Expert

TL;DR: Administrative insider reporting consistent with compensation vesting; not a material corporate event.

The Form 4 reflects a standard Section 16 disclosure: restricted stock vested and the company withheld shares to satisfy the reporting person's tax obligation. The filing identifies the reporting person as a director and shows direct ownership of 7,221 shares after withholding. The signature is executed under power of attorney. There are no indications of leadership changes, pledges, or derivative movements that would suggest governance or control concerns.

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^*

Mitchelmore Lorraine

(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
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
08/15/2025

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	08/15/2025		F		61(1)	D	$230.14	7,221	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

Explanation of Responses:

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

Remarks:

	/s/ Sean N. Markowitz under POA by Lorraine Mitchelmore	08/19/2025
	** 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.

FAQ

What did Lorraine Mitchelmore report on the Form 4 for LNG?

The Form 4 reports a withholding disposition related to restricted stock vesting on 08/15/2025, with a listed price of $230.14, and shows 7,221 shares beneficially owned after the transaction.

Was the transaction an open-market sale reported in the Form 4?

No. The filing states the shares were withheld by the company to satisfy tax liability due to vesting of restricted stock; it does not state an open-market sale.

What does transaction code F mean in this Form 4?

In this filing the code F is used for the disposition reported; the form's explanation specifies the shares were withheld to satisfy the reporting person's tax liability from restricted stock vesting.

How was the Form 4 signed and when?

The Form 4 was signed under power of attorney by Sean N. Markowitz on behalf of Lorraine Mitchelmore on 08/19/2025.

Does the Form 4 show any derivative transactions or amendments?

No. Table II for derivative securities contains no reported transactions, and the filing does not indicate an amendment date.