01—Abstract
Summary
Summary of the 8-K filed April 2, 2024. Cited figures are marked; the original filing is the authoritative source.
Cheniere Energy Partners, L.P.
(CQP) filed this Current Report on Form 8-K dated April 2, 2024 to disclose changes to the Board of Directors of its general partner, Cheniere Energy Partners GP, LLC. Matthew Hutton and Matthew Runkle were appointed to the Board effective April 2, 2024, pursuant to the rights of CQP Holdco LP (formerly Blackstone CQP Holdco LP) under the general partner's Third Amended and Restated Limited Liability Company Agreement to appoint certain directors. In connection with these appointments, Brian Baker and Scott Peak resigned from the Board and the Executive Committee, effective the same date, and Mr. Peak also resigned from the CMI SPA Committee.
Messrs. Hutton and Runkle were appointed to the Executive Committee, and Mr. Runkle is expected to join the CMI SPA Committee.
The filing states that both new directors are parties to the general partner's standard form of Indemnification Agreement, as described in the Partnership's Form 10-K for the year ended December 31, 2023, and that neither is party to any transaction reportable under Item 404(a) of Regulation S-K. The filing does not disclose any change in financial results or operations.
02—Key points
Key Highlights
- Matthew Hutton and Matthew Runkle were appointed to the Board of Directors of Cheniere Energy Partners GP, LLC, the general partner, effective April 2, 2024.
- The appointments were made under the rights of CQP Holdco LP (f/k/a Blackstone CQP Holdco LP) under the Amended LLC Agreement.
- Brian Baker and Scott Peak resigned from the Board and the Executive Committee, effective April 2, 2024; Scott Peak also resigned from the CMI SPA Committee.
- Messrs. Hutton and Runkle were appointed to the Executive Committee of the Board.
- Mr. Runkle is expected to be appointed to the CMI SPA Committee.
- Both new directors are party to the general partner's standard form of Indemnification Agreement.
- Neither new director is party to any transaction reportable under Item 404(a) of Regulation S-K.
03—Questions
Frequently Asked Questions
Why were the new directors appointed?
The filing states that the appointments were made pursuant to the rights of CQP Holdco LP under the Amended LLC Agreement to appoint certain directors to the Board. The filing does not give further reasons.
Who left the Board and what committees did they leave?
Brian Baker and Scott Peak resigned as members of the Board and the Executive Committee, effective April 2, 2024. Scott Peak also resigned from the CMI SPA Committee.
Do the new directors have any related-party transactions with the Partnership?
The filing states that neither Matthew Hutton nor Matthew Runkle is a party to any transaction that would be reportable under Item 404(a) of Regulation S-K.
What indemnification protection do the new directors have?
Each new director is a party to the general partner's standard form of Indemnification Agreement, as described in the Partnership's Form 10-K for the year ended December 31, 2023, filed February 22, 2024.
Does this filing report any change to the Partnership's financial results?
No. This Form 8-K covers only Item 5.02 governance changes: director appointments, director resignations and committee changes. It does not report financial results or operating performance.
04—Continue