8-KMaterial AgreementsOther EventsExhibits & Filings

Cheniere Energy, Inc. 8-K Report, Material Agreement (Aug 2, 2005)

Filed August 2, 2005For Securities:LNG

Summary

Cheniere Energy, Inc. (LNG) filed an 8-K on August 1, 2005, reporting on the cancellation and regrant of stock options to certain executive officers. This action was taken in accordance with the company's 2003 Stock Incentive Plan, which allows for such option exchanges. The regranting of these options was approved by the Compensation Subcommittee of the Board of Directors. Specifically, the report details that an aggregate of 1,300,000 stock options were canceled and an equal number were regranted. The exercise price for these options remains $36.25 per share, which was the closing price on March 14, 2005, the original grant date. The regranted options have a three-year vesting schedule. This filing is important for investors to understand executive compensation and potential dilution, as well as the company's adherence to its stock incentive plans.

Key Highlights

  • 1Cheniere Energy executed a material definitive agreement concerning stock options.
  • 2The company canceled and regranted an aggregate of 1,300,000 stock options to executive officers.
  • 3The regranted stock options have an exercise price of $36.25 per share.
  • 4The exercise price of $36.25 is based on the closing price of the Common Stock on March 14, 2005 (original grant date).
  • 5Key executives receiving regranted options include Don A. Turkleson, Zurab S. Kobiashvili, Jonathan S. Gross, and Keith M. Meyer.
  • 6The regranted stock options are subject to a three-year vesting schedule, with portions vesting on March 14, 2009, 2010, and 2011.
  • 7These option exchanges were conducted under the Cheniere Energy, Inc. 2003 Stock Incentive Plan, which permits such exchanges.

Frequently Asked Questions

Cheniere Energy canceled and regranted stock options as permitted under its 2003 Stock Incentive Plan, which allows for option exchanges. This action was approved by the Section 162(m) Compensation Subcommittee of the Board of Directors.

The exercise price for the regranted stock options is $36.25 per share. This price was established based on the closing price of Cheniere Energy's common stock on the original grant date of March 14, 2005.

The regranted stock options vest over a three-year period. Specific vesting dates are March 14, 2009 (for 66,667 shares), March 14, 2010 (for 66,666 shares), and March 14, 2011 (for 66,666 shares).

The executives who received regranted stock options, each for 200,000 shares, include Don A. Turkleson (Senior Vice President, Chief Financial Officer and Secretary), Zurab S. Kobiashvili (Senior Vice President and General Counsel), Jonathan S. Gross (Senior Vice President—Exploration), and Keith M. Meyer (Senior Vice President—LNG).