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Cheniere EVP Markowitz Reports RSU Vesting and Grant

Cheniere Energy EVP, CLO and Corporate Secretary Sean N. Markowitz reported equity compensation activity on February 11, 2026.

(Moderate)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Cheniere Energy EVP, CLO and Corporate Secretary Sean N. Markowitz reported equity compensation activity on February 11, 2026. 2,939 Restricted Stock Units were exercised into the same number of common shares, and 1,157 shares were delivered to the company to satisfy tax withholding at $219.41 per share. He also received a new award of 10,186 RSUs. After these transactions he directly holds 86,246 common shares and 16,066 RSUs.

Positive

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Negative

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Insights

Routine RSU vesting, tax withholding, and a new grant, with no open-market trades.

Cheniere Energy’s EVP, CLO and Corporate Secretary Sean N. Markowitz reported standard equity compensation events. A previously granted block of 2,939 restricted stock units vested and was converted into an equal number of common shares, reflecting non-cash compensation rather than an open-market purchase.

To satisfy tax obligations tied to this vesting, 1,157 common shares were withheld at a price of $219.41 per share, reducing the post-tax common share balance to 86,246. Separately, he received a new grant of 10,186 restricted stock units, which vest in three equal tranches on February 11, 2027, February 11, 2028, and February 11, 2029.

The remaining 5,880 restricted stock units from the earlier award and the new 10,186-unit grant represent future compensation that may be settled in either common stock or cash, as specified. Given the absence of discretionary open-market buying or selling, these transactions appear as routine executive compensation administration rather than a directional signal.

Insider Markowitz Sean N
Role EVP, CLO and Corp Sec
Type Security Shares Price Value
Exercise Restricted Stock Units 2,939 $0.00 $0.00
Grant/Award Restricted Stock Units 10,186 $0.00 $0.00
Exercise Common Stock 2,939 $0.00 $0.00
Exercise Price or Tax Liability Common Stock 1,157 $219.41 $254K
Holdings After Transaction: Restricted Stock Units — 16,066 contracts (Direct); Common Stock — 86,246 shares (Direct)
Footnotes (5)
  1. F1. 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. F2. 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. F3. Represents the portion of the previously reported RSU grant that vested February 11, 2026.
  4. F4. Each grant of a RSU is the economic equivalent of one share of common stock of the Company.
  5. F5. These 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.
RSUs exercised 2,939 RSUs Restricted Stock Units converted into common stock on February 11, 2026
RSUs granted 10,186 RSUs New RSU award to Sean Markowitz reported for February 11, 2026
Shares withheld for taxes 1,157 shares Common shares delivered to satisfy tax liability at $219.41 per share
Tax withholding price $219.41 per share Per-share value used for common shares withheld for taxes
Common stock holdings 86,246 shares Direct common stock position after the reported transactions
RSU holdings 16,066 RSUs Direct Restricted Stock Unit position after the reported transactions
Restricted Stock Units financial
"Each Restricted Stock Unit represents a right to receive one share of common stock."
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
tax liability financial
"Shares were withheld by the company in order to satisfy the reporting person’s tax liability."
economic equivalent financial
"Each grant of a RSU is the economic equivalent of one share of common stock."
vests in equal installments financial
"These RSUs vest in equal installments on each of February 11, 2027, 2028, and 2029."

FAQ

What RSU vesting did Cheniere Energy (LNG) EVP Sean Markowitz report?

Sean Markowitz reported 2,939 RSUs exercised into an equal number of Cheniere Energy common shares on February 11, 2026. Related to this vesting, 1,157 shares were delivered to the company to cover tax withholding obligations at $219.41 per share.

How many RSUs were granted to Sean Markowitz in this Cheniere Energy (LNG) Form 4?

The filing shows a new grant of 10,186 Restricted Stock Units (RSUs) to Sean Markowitz. Footnotes explain that each RSU is economically equivalent to one share of Cheniere Energy common stock or the cash equivalent, reflecting equity-based executive compensation.

What shares were used for tax withholding in Cheniere Energy (LNG)'s insider filing?

The Form 4 reports 1,157 common shares were delivered to Cheniere Energy to satisfy Sean Markowitz’s tax liability from RSU vesting, valued at $219.41 per share. This is categorized as a tax-withholding disposition rather than an open-market sale.

What are Sean Markowitz's post-transaction holdings at Cheniere Energy (LNG)?

After the reported transactions, Sean Markowitz directly holds 86,246 common shares of Cheniere Energy and 16,066 Restricted Stock Units. These positions reflect his ongoing ownership and unvested equity awards following the February 11, 2026 RSU vesting and new grant.

How do Restricted Stock Units work in Cheniere Energy (LNG)'s compensation plan?

Footnotes state each Restricted Stock Unit represents a right to receive one common share or cash. Certain RSUs vest in equal installments on February 11, 2027, 2028, and 2029, illustrating a multi-year vesting schedule for executive equity incentives.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Learn about SEC filing dates
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*
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)
02/11/2026
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 2,939 A (1) 87,403 D
Common Stock 02/11/2026 F 1,157(2) D $219.41 86,246 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) 02/11/2026 M 2,939 (3) (3) Common Stock 2,939 $0 5,880 D
Restricted Stock Units (4) 02/11/2026 A 10,186 (5) (5) Common Stock 10,186 $0 10,186 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 11, 2026.
4. Each grant of a RSU is the economic equivalent of one share of common stock of the Company.
5. These 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 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.

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