Cheniere Energy (LNG) Proxy filing summary

Executive summary

• Achieved record net income of $5.3 billion and distributable cash flow of $5.3 billion, exceeding guidance for 2025.

• Deployed over $6 billion under the capital allocation plan, including $2.7 billion in share repurchases and a >10% dividend increase.

• Advanced major growth projects, including CCL Stage 3 (94.1% complete) and CCL Midscale Trains 8 & 9 (31.8% complete), and progressed brownfield expansions.

• Signed new long-term LNG contracts supporting future expansion, and received five credit rating upgrades.

• Maintained top quartile safety performance and achieved industry recognition for operational excellence.

Voting matters and shareholder proposals

• Shareholders to elect nine directors for one-year terms expiring at the 2027 annual meeting.

• Advisory vote on executive compensation for 2025 (say-on-pay).

• Ratification of KPMG LLP as independent auditor for 2026.

• Board recommends voting FOR all proposals.

Board of directors and corporate governance

• Seven of nine director nominees are independent; average tenure is 5.9 years and average age is 63.

• Board refreshment policy includes mandatory retirement at age 75 or after 15 years of service.

• Board leadership to transition: CEO Fusco to become Chairman, Collawn to serve as Lead Director after 2026 meeting.

• Three standing committees (Audit, Governance and Nominating, Compensation), all chaired by independent directors.

• Annual board and committee self-evaluations and robust stock ownership guidelines for directors and executives.