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Venture Global (VG) Insider Executes 500K-Share Option Exercise and Sale

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

Rhea-AI Filing Summary

Venture Global, Inc. insider transactions: On 09/15/2025, reporting person Earl Thomas executed paired transactions affecting Class A common stock. The Form 4 shows a stock option exercise/related acquisition of 500,000 shares at an exercise price reported as $0.79 and a subsequent sale of 500,000 shares at a weighted-average price of $13.69 per share (reported purchase prices ranged $13.61 to $13.76). After these transactions the reporting person held 0 shares of Class A common stock but reported 7,540,663 shares underlying stock options that are direct and fully exercisable.

Positive

  • Transparent reporting: Form 4 discloses exercise, sale, prices, and footnote details on price ranges
  • Options fully vested: The option is reported as fully vested and exercisable
  • Significant option stake: Reporting person retains 7,540,663 shares underlying options

Negative

  • No remaining Class A shares: Reporting person beneficially owned 0 Class A shares after the reported sale
  • Large immediate sale: 500,000 shares were sold the same day they were acquired, which may signal insider liquidity-taking

Insights

TL;DR: Insider exercised options for 500,000 shares and sold 500,000 shares same day; substantial option holdings remain exercisable.

The filing documents a paired option exercise/acquisition (500,000 shares at $0.79 exercise price) and an immediate sale of those 500,000 shares at a weighted-average price of $13.69. The reporting person’s direct beneficial ownership of Class A common stock is shown as zero following the sale, while 7,540,663 shares remain outstanding under direct stock options. For investors, this indicates liquidity realization by the reporting person while retaining significant option exposure to the issuer.

TL;DR: Transactions comply with Section 16 reporting; option grant adjustments and full vesting are disclosed.

The Form 4 includes explanatory footnotes: the sale price is a weighted average covering multiple transactions; the reported option was adjusted for a stock split and is fully vested and exercisable. The form is signed by an attorney-in-fact and shows single-person filing. These disclosures meet typical SEC transparency expectations for insider activity.

Insider Earl Thomas
Role Chief Commercial Officer
Sold 500,000 shs ($6.84M)
Type Security Shares Price Value
Exercise Stock Options 500,000 $0.00 --
Exercise Class A Common Stock 500,000 $0.79 $395K
Sale Class A Common Stock 500,000 $13.69 $6.84M
Holdings After Transaction: Stock Options — 7,540,663 shares (Direct); Class A Common Stock — 500,000 shares (Direct)
Footnotes (1)
  1. The price reported is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $13.61 to $13.76 per share, inclusive. Upon request by the staff of the Securities and Exchange Commission, the Issuer or any securityholder of the Issuer, the Reporting Person undertakes to provide full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote. This stock option was previously reported as covering 2,000 shares of Class A Common Stock at an exercise price of $3,568 per share, but was adjusted to reflect the stock split that occurred immediately prior to the consummation of the Issuer's initial public offering. This option is fully vested and exercisable.
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*
Earl Thomas
(Last) (First) (Middle)
C/O VENTURE GLOBAL, INC.
1001 19TH STREET NORTH, SUITE 1500
(Street)
ARLINGTON VA 22209
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Venture Global, Inc. [ VG ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Commercial Officer
3. Date of Earliest Transaction (Month/Day/Year)
09/15/2025
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
Class A Common Stock 09/15/2025 M 500,000 A $0.79 500,000 D
Class A Common Stock 09/15/2025 S 500,000 D $13.69(1) 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
Stock Options $0.79(2) 09/15/2025 M 500,000(2) (3) 07/18/2027 Class A Common Stock 500,000(2) $0 7,540,663(2) D
Explanation of Responses:
1. The price reported is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $13.61 to $13.76 per share, inclusive. Upon request by the staff of the Securities and Exchange Commission, the Issuer or any securityholder of the Issuer, the Reporting Person undertakes to provide full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote.
2. This stock option was previously reported as covering 2,000 shares of Class A Common Stock at an exercise price of $3,568 per share, but was adjusted to reflect the stock split that occurred immediately prior to the consummation of the Issuer's initial public offering.
3. This option is fully vested and exercisable.
/s/ Keith Larson, attorney-in-fact for Thomas Earl 09/17/2025
** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What transactions did Earl Thomas report on the Form 4 for VG?

The Form 4 reports an acquisition via option exercise of 500,000 Class A shares at an exercise price of $0.79 and a sale of 500,000 Class A shares at a weighted-average price of $13.69 on 09/15/2025.

How many Class A shares does the reporting person own after the transactions?

The filing indicates the reporting person beneficially owned 0 Class A common shares following the reported transactions.

How many shares are covered by the reporting person’s stock options?

The reporting person has direct stock options covering 7,540,663 shares that are reported as exercisable.

What prices were involved in the reported transactions?

The exercise price for the reported option is $0.79. The sale price is a weighted-average of $13.69, with individual purchase prices ranging from $13.61 to $13.76 as disclosed.

Are there any footnote disclosures of importance in the Form 4?

Yes. Footnotes state the sale price is a weighted average across multiple transactions, the option was adjusted for a stock split, and the option is fully vested and exercisable.