What is the primary purpose of the 2015 Long-Term Cash Incentive Plan?

The primary purpose of the 2015 Plan is to attract and retain key personnel (employees, consultants, and non-employee directors), provide performance-based incentives to achieve company goals, and align the financial interests of these individuals with those of Cheniere Energy's stockholders by offering cash-settled awards.

What types of awards can be granted under the 2015 Plan?

The 2015 Plan generally provides for cash-settled awards in the form of stock appreciation rights, phantom unit awards, performance unit awards, other stock-based awards, and cash awards.

How are performance goals determined for awards under the 2015 Plan?

The Compensation Committee can condition awards on the satisfaction of one or more performance goals over defined periods. These goals can relate to the performance of various parts of the company (business units, divisions, subsidiaries, regions, product lines) or the company as a whole, and can be measured on an absolute or relative basis, potentially compared to a peer group of companies or an index.

What happens to awards if there is a Change of Control at Cheniere Energy?

In the event of a Change of Control, unless otherwise specified in an award agreement, most awards (like phantom units) will generally become vested and settled. Stock appreciation rights will typically vest and become exercisable in full. These rights will either be assumed by the acquiring corporation or, if not assumed, will be canceled in exchange for a cash payment equal to their value immediately prior to the Change of Control.

LNG 8-K: Leadership Changes

Summary

Cheniere Energy, Inc. (LNG) filed an 8-K on April 23, 2015, detailing the approval of its 2015 Long-Term Cash Incentive Plan (the "2015 Plan") and a related sub-plan for 2014-2018. This plan is designed to align the financial interests of employees, consultants, and non-employee directors with those of the company's stockholders by offering cash-settled awards such as stock appreciation rights, phantom units, and performance units. The primary goals are to incentivize performance, attract and retain key personnel, and foster the company's growth. The 2015 Plan grants the Compensation Committee broad authority in administering awards, determining eligibility, and setting performance metrics, which can be absolute or relative and compared against peers or indices. The plan also includes provisions for adjustments to awards in the event of capital structure changes and details how awards will be handled in the event of a Change of Control, generally leading to accelerated vesting and settlement or assumption by a successor entity.

Key Highlights

1Cheniere Energy has approved the 2015 Long-Term Cash Incentive Plan and a 2014-2018 sub-plan.
2The plan aims to align employee, consultant, and director interests with stockholders through cash-settled awards.
3Awards can include stock appreciation rights, phantom units, performance units, and other cash awards.
4The Compensation Committee has significant discretion in administering the plan, including award eligibility and performance metrics.
5Performance metrics can be based on business units, divisions, subsidiaries, regions, product lines, or the company as a whole, with options for absolute or relative comparisons, including peer groups.
6The plan includes provisions for adjusting awards due to changes in the company's capital structure.
7In the event of a Change of Control, awards generally become vested and settled, or are assumed by the acquiring entity.

Cheniere Energy, Inc. 8-K Report, Executive Changes (Apr 24, 2015)

Summary

Key Highlights

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