Venture Global (VG) executive Robert Pender moves 1.08M shares into 2025 dynasty trusts

Rhea-AI Filing Summary

Venture Global, Inc. insider Robert B. Pender, an executive co-chairman, director, and 10% owner, reported a large internal transfer of Class A Common Stock. On November 25, 2025, he moved a total of 1,080,000 shares of Class A Common Stock for no consideration, reducing his directly held stake to 107,111 shares.

The filing explains that 360,000 shares of Class A Common Stock were transferred to each of three 2025 irrevocable “dynasty” trusts, one for each of Victoria R. Pender, Alexandra L. Pender, and Caroline Pender Craft. These positions are reported as indirect holdings of 360,000 shares per trust. Pender is the investment manager with dispositive power over these trust-held shares, but he disclaims beneficial ownership except to the extent of his pecuniary interest.

Insights

Insider transactions analyst

Large insider share transfer to family trusts, structured as no‑consideration gifts.

The reporting person, Robert B. Pender, shifted 1,080,000 Class A Common shares on November 25, 2025 using transaction code G, which denotes a gift or similar transfer. The shares were moved for no consideration from his direct holdings into three separate 2025 irrevocable dynasty trusts associated with his children, each receiving 360,000 shares.

Following the transfer, Pender’s directly held stake is reported as 107,111 shares, while each dynasty trust is shown with an indirect position of 360,000 shares. The footnote states he serves as investment manager with dispositive power, but he disclaims beneficial ownership of the trust shares beyond any pecuniary interest, indicating this is mainly a wealth and estate planning structure rather than an open‑market sale.

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

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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^*

Pender Robert B

(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)

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	See Remarks

3. Date of Earliest Transaction (Month/Day/Year)
11/25/2025

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	11/25/2025		G(1)		1,080,000	D	$0	107,111	D
Class A Common Stock	11/25/2025		G(1)		360,000	A	$0	360,000	I(2)	By Victoria R. Pender 2025 Irrevocable Trust
Class A Common Stock	11/25/2025		G(1)		360,000	A	$0	360,000	I(2)	By Alexandra L. Pender 2025 Irrevocable Trust
Class A Common Stock	11/25/2025		G(1)		360,000	A	$0	360,000	I(2)	By Caroline Pender Craft 2025 Irrevocable Trust

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. Represents the transfer of 360,000 shares of Class A Common Stock to each of three dynasty trusts for no consideration.

2. Represents shares of Class A Common Stock held through a dynasty trust, of which the Reporting Person's children are beneficiaries (the "Dynasty Trust"). The Reporting Person is the investment manager for the Dynasty Trust and has dispositive power over the shares held by the Dynasty Trust, but disclaims beneficial ownership of the shares of Class A Common Stock held by the Dynasty Trust except to the extent of his pecuniary interest therein.

Remarks:

Mr. Robert Pender's title is Executive Co-Chairman, Founder, and Executive Co-Chairman of the Board of Directors of the Issuer.

	/s/ Keith Larson, as Attorney-in-Fact for Robert Pender	01/23/2026
	** 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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** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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FAQ

What insider transaction did Robert B. Pender report at Venture Global, Inc. (VG)?

Robert B. Pender reported transferring a total of 1,080,000 shares of Venture Global, Inc. Class A Common Stock on November 25, 2025, using transaction code G, which reflects a gift or similar transfer for no consideration.

How many Venture Global (VG) shares does Robert B. Pender hold directly after this Form 4?

After the reported transactions, Robert B. Pender beneficially owns 107,111 shares of Venture Global, Inc. Class A Common Stock in his direct holdings.

Who received the 1,080,000 Venture Global (VG) shares transferred by Robert B. Pender?

The filing states that 360,000 shares of Class A Common Stock were transferred to each of three 2025 irrevocable dynasty trusts: one for Victoria R. Pender, one for Alexandra L. Pender, and one for Caroline Pender Craft.

Was there any cash consideration for the Venture Global (VG) shares transferred to the dynasty trusts?

No. A footnote explains that the transfers of 360,000 shares of Class A Common Stock to each of the three dynasty trusts were made for no consideration.

How are the dynasty trust holdings in Venture Global (VG) reported for Robert B. Pender?

Each dynasty trust’s 360,000 Venture Global Class A Common shares is reported as an indirect holding. Pender is investment manager with dispositive power but disclaims beneficial ownership of these shares except to the extent of his pecuniary interest.

What is Robert B. Pender’s role at Venture Global, Inc. (VG)?

The remarks state that Robert B. Pender is Executive Co-Chairman, Founder, and Executive Co-Chairman of the Board of Directors of Venture Global, Inc., and he is also reported as a director, officer, and 10% owner.