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8-KThe WireRoutine

Shareholder Vote

Filed May 16, 2025 · 1y ago · Accession 0000003570-25-000064

Plain English

Material event — a significant development the company must disclose promptly.

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 15, 2025 CHENIERE ENERGY, INC. (Exact name of registrant as specified in its charter) Delaware 001-16383 95-4352386 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.) 845 Texas Avenue , Suite 1250 Houston , Texas 77002 (Address of principal executive offices) (Zip Code) ( 713 )  375-5000 (Registrant’s telephone number, including area code) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐     Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐     Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐     Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐     Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))     Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol Name of each exchange on which registered Common Stock, $0.003 par value LNG NYSE Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐ Item 5.07    Submission of Matters to a Vote of Security Holders Cheniere Energy, Inc. (the “Company”) held its 2025 Annual Meeting of Shareholders (the “2025 Annual Meeting”) on May 15, 2025. At the 2025 Annual Meeting, there were 196,062,733 shares of the Company's common stock present or represented by proxy. This represented approximately 87.99% of the Company's shares of common stock outstanding as of the record date of the 2025 Annual Meeting. Three proposals, as described in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on April 8, 2025 (the “2025 Proxy Statement”), were voted upon at the 2025 Annual Meeting. The following is a brief description of the matters voted upon and the final voting results. ITEM 1: ELECTION OF DIRECTORS Director Number of Votes For Number of Votes Against Number of Abstentions Number of Broker Non-Votes G. Andrea Botta 167,963,552 12,190,707 75,319 15,833,155 Jack A. Fusco 179,423,122 732,015 74,441 15,833,155 Patricia K. Collawn 178,232,005 1,927,547 70,026 15,833,155 Brian E. Edwards 178,659,225 1,496,416 73,937 15,833,155 Denise Gray 177,796,193 2,364,001 69,384 15,833,155 Lorraine Mitchelmore 178,726,039 1,432,821 70,718 15,833,155 W. Benjamin Moreland 179,670,537 484,205 74,836 15,833,155 Donald F. Robillard, Jr. 174,514,334 5,641,844 73,400 15,833,155 Matthew Runkle 178,249,030 1,908,219 72,329 15,833,155 Neal A. Shear 170,501,086 9,656,615 71,877 15,833,155 Each of the director nominees was elected as a director to serve for a one-year term until the 2026 annual meeting of shareholders or until his or her successor is duly elected and qualified. ITEM 2: ADVISORY AND NON-BINDING VOTE TO APPROVE THE COMPENSATION OF THE COMPANY’S NAMED EXECUTIVE OFFICERS FOR 2024 Number of Votes For Number of Votes Against Number of Abstentions Number of Broker Non-Votes 159,717,094 19,392,096 1,120,388 15,833,155 In an advisory and non-binding vote, the shareholders approved the compensation paid for 2024 to the Company’s named executive officers, as disclosed in the 2025 Proxy Statement. ITEM 3: RATIFICATION OF KPMG LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2025 Number of Votes For Number of Votes Against Number of Abstentions 193,792,541 2,143,526 126,666 The shareholders ratified the appointment of KPMG LLP as the Company’s independent registered public accounting firm for 2025. Item 9.01    Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) * Filed herewith. SIGNATURES     Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. CHENIERE ENERGY, INC. Date: May 16, 2025 By: /s/ Zach Davis Name: Zach Davis Title: Executive Vice President and Chief Financial Officer
Filing details
Ticker
LNG
CIK
3570
Form type
8-K
Filing date
May 16, 2025
Report date
May 15, 2025
Document
lng-20250515.htm
Size
250 KB