8-KLeadership ChangesRegulation FDExhibits & Filings

Cheniere Energy, Inc. 8-K Report, Executive Changes (May 12, 2016)

Filed May 12, 2016For Securities:LNG

Summary

Cheniere Energy, Inc. (LNG) filed an 8-K report on May 11, 2016, announcing a significant leadership change. The primary focus of this filing is the appointment of Jack Fusco as the new President and Chief Executive Officer, effective May 12, 2016. Mr. Fusco brings extensive experience from his previous roles at Calpine Corporation, where he served as Executive Chairman and prior CEO. He also has a background in energy investment advising and prior executive positions at Orion Power Holdings and Texas Genco LLC. This transition marks a new chapter for Cheniere under experienced leadership. The report details Mr. Fusco's comprehensive employment agreement, including his base salary, bonus structure, and long-term incentive awards, which reflect a significant commitment to his role. Additionally, the filing outlines the terms for Neal A. Shear's transition from interim CEO to Interim Special Advisor to the CEO, ensuring a smooth handover and leveraging his continued involvement in an advisory capacity.

Key Highlights

  • 1Appointment of Jack Fusco as President and CEO, effective May 12, 2016.
  • 2Mr. Fusco brings substantial experience, having previously held CEO and Executive Chairman roles at Calpine Corporation.
  • 3Detailed employment agreement for Mr. Fusco, including a base salary of $1,250,000, target annual bonus of 125%, and a long-term incentive award valued at 500% of base salary.
  • 4Mr. Fusco will receive a significant new hire equity award valued at $5,000,000, vesting over time.
  • 5Mr. Fusco is required to purchase $10,000,000 worth of Cheniere common shares by December 31, 2016.
  • 6Neal A. Shear transitions from interim CEO to Interim Special Advisor to the CEO, receiving $100,000 monthly salary.
  • 7Severance provisions for Mr. Fusco include up to three times salary and bonus in case of termination without cause or for good reason, especially post-change in control.

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