Cheniere Energy, Inc.
For the period ended Dec 31, 2025. Filed Feb 26, 2026.
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FY2025 · Filed Feb 26, 2026
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Overview of Significant Events
Our significant events since January 1, 2025 and through the filing date of this Form 10-K include the following:
Strategic
Growth
Following our pre-filing in July 2025, in February 2026, we filed an application with the FERC under the NGA for authorization to site, construct and operate in a phased approach the CCL Expansion Project, a potential further expansion of the Corpus Christi LNG Terminal, inclusive of four liquefaction trains and supporting infrastructure, with an expected total peak production capacity of up to 24 mtpa of LNG, inclusive of estimated debottlenecking opportunities.
In December 2025, we filed an application with the FERC to increase the LNG production capacity of the previously-authorized Corpus Christi Stage 3 Project and CCL Midscale Trains 8 & 9 Project by approximately 5 mtpa, which remains pending at the FERC.
In March 2025, we received authorization from the FERC under the NGA to site, construct and operate the CCL Midscale Trains 8 & 9 Project, and in June 2025, our Board made a positive FID with respect to the investment in the development, construction and operation of the CCL Midscale Trains 8 & 9 Project and issued a full notice to proceed with construction to Bechtel under a fixed price separated turnkey EPC contract.
In June 2025, certain subsidiaries of CQP updated the SPL Expansion Project’s FERC application, originally filed in February 2024, to reflect a two-phased project, inclusive of three liquefaction trains and supporting infrastructure, maintaining an expected total peak production capacity of up to approximately 20 mtpa of LNG, inclusive of estimated debottlenecking opportunities.
Commercialization
In August 2025, Cheniere announced the execution of a long-term LNG SPA between Cheniere Marketing and JERA Co., Inc. (“JERA”), under which JERA has agreed to purchase approximately 1 mtpa of LNG from Cheniere Marketing on an FOB basis from 2029 through 2050. The purchase price for LNG under the SPA is indexed to the Henry Hub price, plus a fixed liquefaction fee.
In May 2025, Cheniere Marketing entered into an IPM agreement with Canadian Natural Resources Limited to purchase 140,000 MMBtu per day of natural gas at a price based on the Japan Korea Marker, less fixed LNG shipping costs and a fixed liquefaction fee, for a term of approximately 15 years commencing in 2030.
Operational
As of February 20, 2026, over 4,610 cumulative LNG cargoes totaling over 315 million tonnes of LNG have been produced, loaded and exported from the Liquefaction Projects.
In March, August, October and December 2025, substantial completions of Trains 1, 2 3 and 4, respectively, of the Corpus Christi Stage 3 Project were achieved. In February 2026, LNG was produced for the first time from Train 5 of the Corpus Christi Stage 3 Project.
During the second quarter of 2025, we completed planned large-scale maintenance activities on two Trains at the SPL Project.
Financial
In February 2026, our Board approved an increase in our share repurchase authorization to approximately $10 billion from 2026 through 2030 with a $9 billion increase to the existing authorization.
In February 2026, SPL redeemed the remaining $200 million aggregate principal amount of its 5.875% Senior Secured Notes due 2026 (the“2026 SPL Senior Notes”).
In August 2025, we amended and restated our $1.25 billion Cheniere Revolving Credit Facility to, among other things, (1) extend the maturity date thereunder, (2) reduce the interest rate and commitment fees payable thereunder and (3) make certain other changes to the terms and conditions of the existing Cheniere Revolving Credit Facility.
In July 2025, CQP issued and sold $1.0 billion aggregate principal amount of 5.550% Senior Notes due 2035 (the“2035 CQP Senior Notes”), and the net proceeds, together with cash on hand, were used to redeem $1.0 billion of the aggregate principal amount of SPL’s 2026 SPL Senior Notes.
In June 2025, we announced updates to our company outlook, which included a plan to increase our annualized dividend by over 10% to $2.22 per common share, which commenced with the dividend pertaining to the third quarter of 2025.
We received the following upgrades from credit rating agencies, including S&P Global Ratings (“S&P”) and Fitch Ratings (“Fitch”):
| Entity | Date | Previous Rating | Upgraded Rating | Rating Agency | Outlook |
|---|---|---|---|---|---|
| Cheniere | November 2025 | BBB | BBB+ | S&P | Stable |
| CQP | November 2025 | BBB | BBB+ | S&P | Stable |
| CCH | October 2025 | BBB | BBB+ | S&P | Positive |
| Cheniere | February 2025 | BBB- | BBB | Fitch | Stable |
| CQP | February 2025 | BBB- | BBB | Fitch | Stable |
In addition to the above issuer credit rating upgrades, the unsecured CQP Notes were upgraded from BBB- to BBB by S&P in June 2025, concurrent with the assignment of the 2035 CQP Senior Notes credit rating. S&P also revised its outlook on SPL to positive from stable in December 2025.
During the year ended December 31, 2025, we accomplished the following pursuant to our capital allocation priorities:
We repurchased approximately 12.1 million shares of our common stock as part of our share repurchase program for approximately $2.7 billion.
We redeemed and repaid $652 million aggregate principal amount of notes across our complex, comprised of the following:
In December 2025, SPL redeemed $300 million aggregate principal amount of its 2026 SPL Senior Notes.
In September 2025, SPL repaid $52 million aggregate principal amount outstanding of its series of senior secured notes due 2037 with a weighted average interest rate of 4.746%, based on their respective fixed amortization schedules.
In March 2025, SPL repaid the remaining $300 million aggregate principal amount outstanding of its 5.625% Senior Secured Notes due 2025 (the“2025 SPL Senior Notes”) at maturity.
We paid dividends of $2.055 per share of common stock during the year ended December 31, 2025.
We continued to invest in accretive organic growth, including our investments in the Corpus Christi Stage 3 Project and the CCL Midscale Trains 8 & 9 Project, as further described under Investing Cash Flows in Sources and Uses of Cash within Liquidity and Capital Resources.
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