Venture Global, Inc.
For the period ended Sep 30, 2026. Filed Nov 10, 2026.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Sep 30, 2026 · Filed Nov 10, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2026-06-30; filed 2026-08-11.
0002007855-26-000062
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-09-30; filed 2026-11-10.
0002007855-26-000088
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 280 previous paragraphs and 290 current paragraphs.
107 unchanged; 104 reworded; 71 added; 60 removed; 9 previous and 8 current paragraphs rearranged.
Tables are not compared: 15 previous and 15 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (71)
Current report
On October 31, 2026, the first phase of the Plaquemines Project, our second LNG export facility, declared COD and commenced the sale of LNG under its post-COD SPAs with its phase one customers.
Current report
Plaquemines Expansion Project. Our applications with the FERC and DOE proposing a 31.0 mtpa expansion of the Plaquemines Project are pending approval.
Current report
In August 2026, the U.S. Court of Appeals for the D.C. Circuit unanimously denied petitions challenging FERC’s order authorizing the CP2 Project. Our applications with the FERC and DOE to increase the CP2 Project's permitted production and authorized export capacity from 28.0 mtpa to 35.0 mtpa are pending approval.
Current report
In 2026, the CP2 Project entered into a 20-year post-COD SPA for the delivery of 1.0 mtpa from the CP2 Expansion Project.
Current report
In September 2026, we took delivery of an LNG tanker, Venture Manatee, bringing our total owned fleet of LNG tankers to eight. One additional LNG tanker is currently under construction and is expected to be delivered in the fourth quarter of 2026.
Current report
•repricing the Blackfin TLB Facility, which reduced the applicable margin on the variable interest rate by 50 basis points.
Current report
In October 2026, we entered into power and grid frame agreements to support the continued expansion of our grid-independent, island-mode industrial power network. These agreements establish a framework for the option to purchase up to 16 new power island units and associated power transformers and other equipment, providing a pathway to add significant island-mode power generation capacity through 2034. This infrastructure is intended to support the continued growth of our LNG operations, while also providing the potential to develop and own or lease up to 10 GW of compute capacity through our own AI Utility. We expect to place the first purchase order for a power island by the end of 2026, with potential additional phased deployments subject to market demand, customer commitments, and regulatory approvals. See Item 1A.—Risk Factors of this Form 10-Q.
Current report
Revenue was $4.8 billion for the three months ended September 30, 2026, a $1.4 billion, or 43%, increase from $3.3 billion for the three months ended September 30, 2025. This increase was primarily due to:
Current report
•$827 million from higher LNG sales volumes primarily from the Plaquemines Project due to commissioning and the continued ramp up of LNG production; and
Current report
•$580 million from higher net LNG sales prices comprised of:
Current report
◦$61 million decrease from lower variable commodity fees due to decreases in Henry Hub natural gas prices.
Current report
•$35 million unfavorable change in the fair value of our natural gas supply contracts; partially offset by
Current report
Operating and maintenance expense was $303 million for the three months ended September 30, 2026, a $58 million, or 24%, increase from $245 million for the three months ended September 30, 2025. This increase was primarily due to:
Current report
Loss on foreign currency transactions was $4 million for the three months ended September 30, 2025.
Current report
Net income attributable to redeemable stock of subsidiary was $44 million for the three months ended September 30, 2025. Calcasieu Funding fully redeemed the CP Funding Redeemable Preferred Units in April 2026.
Current report
Net income attributable to non-controlling interests was $15 million for the three months ended September 30, 2026, a $5 million, or 50%, increase from $10 million for the three months ended September 30, 2025. This increase was primarily due to higher net income at the Calcasieu Project during the current period.
Current report
NM Percentage not meaningful.
Current report
Revenue was $13.9 billion for the nine months ended September 30, 2026, a $4.6 billion, or 49%, increase from $9.3 billion for the nine months ended September 30, 2025. This increase was primarily due to:
Current report
•$5.4 billion from higher LNG sales volumes primarily from the Plaquemines Project due to commissioning and the continued ramp up of LNG production; partially offset by
Current report
•$891 million from lower net LNG sales prices comprised of:
Current report
◦$339 million increase from higher variable commodity fees due to increases in Henry Hub natural gas prices.
Current report
Cost of sales was $6.2 billion for the nine months ended September 30, 2026, a $2.3 billion, or 60%, increase from $3.9 billion for the nine months ended September 30, 2025. This increase was due to:
Current report
•$2.0 billion from higher LNG sales volumes primarily from the Plaquemines Project due to commissioning and the continued ramp up of LNG production; and
Current report
•$430 million from higher costs of feed gas primarily due to increases in Henry Hub natural gas prices.
Current report
Operating and maintenance expense was $908 million for the nine months ended September 30, 2026, a $194 million, or 27%, increase from $714 million for the nine months ended September 30, 2025. This increase was primarily due to:
Current report
General and administrative expense was $322 million for the nine months ended September 30, 2026, a $9 million, or 3%, increase from $313 million for the nine months ended September 30, 2025.
Current report
Loss on Foreign Currency Transactions
Current report
Dividends on VGLNG Series A Preferred Shares were $202 million for the nine months ended September 30, 2026 and 2025.
Current report
(1) Inclusive of 15.1 TBtu sold to VG Commodities and eliminated in consolidation during the three months ended September 30, 2026. There was no LNG sold to VG Commodities during the three months ended September 30, 2025.
Current report
(2) Inclusive of $3.83 weighted average price of LNG sold to VG Commodities and eliminated in consolidation during the three months ended September 30, 2026.
Current report
•a decrease in cost of sales of $29 million primarily due to:
Current report
◦$24 million favorable change in the fair value of forward natural gas supply contracts; and
Current report
◦$16 million increase from higher LNG sales volumes.
Current report
•a decrease in revenue of $26 million due to:
Current report
◦$51 million from lower LNG sales prices comprised of:
Current report
▪$34 million decrease from lower liquefaction fees due to increased sales to VG Commodities at a lower rate; and
Current report
▪$17 million decrease from lower variable commodity fees due to decreases in Henry Hub natural gas prices; partially offset by
Current report
◦$25 million from higher LNG sales volumes.
Current report
(1) Inclusive of 133.5 TBtu and 64.3 TBtu sold to VG Commodities and eliminated in consolidation during the three months ended September 30, 2026 and 2025, respectively.
Current report
(2) Inclusive of $13.89 and $5.71 weighted average price of LNG sold to VG Commodities and eliminated in consolidation during the three months ended September 30, 2026 and 2025, respectively.
Showing the first 40 of 71 passages. Open the source sections for the rest.
Removed paragraphs (60)
Previous report
(1) Includes fixed liquefaction fees and fees indexed to foreign gas markets, exclusive of an actual or implied commodity fee.
Previous report
Revenue was $4.6 billion for the three months ended June 30, 2026, a $1.5 billion, or 48%, increase from $3.1 billion for the three months ended June 30, 2025. This increase was primarily due to:
Previous report
•$1.3 billion from higher LNG sales volumes primarily from the Plaquemines Project due to commissioning and the continued ramp up of LNG production; and
Previous report
•$102 million from higher net LNG sales prices comprised of:
Previous report
◦$302 million decrease from lower variable commodity fees due to decreases in Henry Hub natural gas prices.
Previous report
Operating and maintenance expense was $335 million for the three months ended June 30, 2026, a $118 million, or 54%, increase from $217 million for the three months ended June 30, 2025. This increase was primarily due to:
Previous report
Net income attributable to redeemable stock of subsidiary was $5 million for the three months ended June 30, 2026, a $34 million, or 87%, decrease from $39 million for the three months ended June 30, 2025. This decrease was due to the full redemption of the CP Funding Redeemable Preferred Units in April 2026.
Previous report
Net Income (Loss) Attributable to Non-controlling Interests
Previous report
Revenue was $9.2 billion for the six months ended June 30, 2026, a $3.2 billion, or 53%, increase from $6.0 billion for the six months ended June 30, 2025. This increase was primarily due to:
Previous report
•$4.5 billion from higher LNG sales volumes primarily from the Plaquemines Project due to commissioning and the continued ramp up of LNG production; partially offset by
Previous report
◦$399 million increase from higher variable commodity fees due to increases in Henry Hub natural gas prices.
Previous report
Cost of sales was $4.4 billion for the six months ended June 30, 2026, a $2.0 billion, or 79%, increase from $2.5 billion for the six months ended June 30, 2025. This increase was due to:
Previous report
•$1.6 billion from higher LNG sales volumes primarily from the Plaquemines Project due to commissioning and the continued ramp up of LNG production; and
Previous report
Operating and maintenance expense was $605 million for the six months ended June 30, 2026, a $136 million, or 29%, increase from $469 million for the six months ended June 30, 2025. This increase was primarily due to:
Previous report
General and administrative expense was $209 million for the six months ended June 30, 2026, a $1 million increase from $208 million for the six months ended June 30, 2025.
Previous report
Dividends on VGLNG Series A Preferred Shares were $135 million for the six months ended June 30, 2026 and 2025.
Previous report
(1) Inclusive of 7.6 TBtu and 18.3 TBtu sold to VG Commodities and eliminated in consolidation during the three months ended June 30, 2026 and 2025, respectively.
Previous report
(2) Inclusive of $0.50 and $3.21 weighted average price of LNG sold to VG Commodities and eliminated in consolidation during the three months ended June 30, 2026 and 2025, respectively.
Previous report
•a decrease in revenue of $218 million due to:
Previous report
◦$200 million from lower LNG sales prices comprised of:
Previous report
▪$114 million decrease from lower facility fees due to the transition from selling LNG under commissioning sales agreements to under post-COD SPAs in April 2025, and
Previous report
▪$86 million decrease from lower variable commodity fees due to decreases in Henry Hub natural gas prices; and
Previous report
◦$18 million from lower LNG sales volumes.
Previous report
•a decrease in cost of sales of $87 million primarily due to:
Previous report
◦$10 million decrease from lower LNG sales volumes; and
Previous report
•a decrease in depreciation and amortization expense of $19 million primarily due to an extension of the estimated useful lives of certain LNG facility assets in the third quarter of 2025 to align with the extended remaining terms of certain land leases to which the LNG facility assets are affixed.
Previous report
(1) Inclusive of 140.1 TBtu and 26.2 TBtu sold to VG Commodities and eliminated in consolidation during the three months ended June 30, 2026 and 2025, respectively.
Previous report
(2) Inclusive of $8.90 and $5.36 weighted average price of LNG sold to VG Commodities and eliminated in consolidation during the three months ended June 30, 2026 and 2025, respectively.
Previous report
•an increase in revenue of $1.7 billion due to:
Previous report
◦$34 million from lower net LNG sales prices comprised of:
Previous report
•a decrease in depreciation and amortization expense of $9 million due to:
Previous report
◦$58 million increase from placing a portion of the Plaquemines Project assets in service from an accounting perspective throughout 2025 and 2026.
Previous report
•an increase in cost of sales of $338 million primarily due to:
Previous report
◦a favorable change in the fair value of natural gas supply contracts of $48 million; and
Previous report
•an increase in operating and maintenance expense of $33 million due to an increase in personnel costs, primarily associated with higher headcount, and higher lease costs; and
Previous report
▪$416 million increase from higher implied facility fee, partially offset by
Previous report
▪$100 million decrease from lower implied variable commodity fee due decreases in Henry Hub natural gas prices.
Previous report
◦$785 million increase from higher LNG sales volumes, and;
Previous report
•an increase in depreciation and amortization of $11 million due to placing additional LNG tankers in service from an accounting perspective throughout 2025 and 2026.
Previous report
•a decrease in revenue of $771 million due to:
Showing the first 40 of 60 passages. Open the source sections for the rest.
Reworded paragraphs (104)
Previous wording
The condensed consolidated financial statements and the accompanying notes thereto, included in Item 1.—Financial Statements of this Form 10-Q, and discussion and analysis of our financial condition and results of operations should be read in conjunction with our Annual Report on Form 10-K filed with the SEC on March 2, 2026 (the “2025 Form 10-K“). In addition to historical condensed consolidated financial information, this Form 10-Q contains forward-looking statements that reflect our plans, estimates, and beliefs that involve significant risks and uncertainties. Our actual results could differ materially from those discussed in the forward-looking statements. Factors that could cause or contribute to those differences include those discussed below and in the Cautionary Statement on Forward-Looking Statements in this Form 10-Q and elsewhere in Item 1A.—Risk Factorsof our 2025 Form 10-K. As used herein, unless the context otherwise requires, references to the "Company," "we," "us," and "our" refer to Venture Global, Inc. and its consolidated subsidiaries. Except for per MMBtu amounts, or as otherwise specified, dollar amounts presented within tables are stated in millions.
Current wording
The condensed consolidated financial statements and the accompanying notes thereto, included in Item 1.—Financial Statements of this Form 10-Q, and discussion and analysis of our financial condition and results of operations should be read in conjunction with our Annual Report on Form 10-K filed with the SEC on March 2, 2026 (the “2025 Form 10-K“). In addition to historical condensed consolidated financial information, this Form 10-Q contains forward-looking statements that reflect our plans, estimates, and beliefs that involve significant risks, uncertainties, and other important factors. Our actual results could differ materially from those discussed in the forward-looking statements. Factors that could cause or contribute to those differences include those discussed below and in the Cautionary Statement on Regarding Forward-Looking Statements in this Form 10-Q and elsewhere in Item 1A.—Risk Factorsof our 2025 Form 10-K and in Item 1A.—Risk Factors of this Form 10-Q. As used herein, unless the context otherwise requires, references to the "Company," "we," "us," and "our" refer to Venture Global, Inc. and its consolidated subsidiaries. Except for per MMBtu amounts, or as otherwise specified, dollar amounts presented within tables are stated in millions.
Previous wording
Our income from operations for the three months ended June 30, 2026 increased compared to the prior year primarily due to higher LNG sales volumes from the Plaquemines Project as commissioning activities progressed and LNG production ramped up, and higher weighted average LNG sales prices net of feed gas costs. These increases were partially offset by higher operating and maintenance expenses primarily associated with commissioning and the ramp up of LNG production at the Plaquemines Project.
Current wording
Our income from operations for the three months ended September 30, 2026 increased compared to the prior year primarily due to higher LNG sales volumes from the Plaquemines Project as commissioning activities progressed and LNG production ramped up, and higher weighted average LNG sales prices net of the costs of feed gas. These increases were partially offset by higher operating and maintenance expenses primarily associated with commissioning and the ramp up of LNG production at the Plaquemines Project and higher depreciation and amortization primarily due to placing assets in service from an accounting perspective throughout 2025 and 2026.
Previous wording
Our income from operations for the six months ended June 30, 2026 increased compared to the prior year primarily due to higher sales volumes from the Plaquemines Project as commissioning activities progressed and LNG production ramped up, as well as lower development costs, primarily at the CP2 Project following its designation as probable in 2025, after which most development costs were capitalized. These increases were partially offset by lower weighted average LNG sales prices net of feed gas costs, and higher net operating and maintenance expenses primarily associated with commissioning and the ramp up of LNG production at Plaquemines, partially offset by lower rectification costs at the Calcasieu Project.
Current wording
Our income from operations for the nine months ended September 30, 2026 increased compared to the prior year primarily due to higher sales volumes from the Plaquemines Project as commissioning activities progressed and LNG production ramped up, as well as lower development costs, primarily due to the fact that the CP2 Project was determined to be probable in 2025, after which most development costs were capitalized. These increases were partially offset by lower weighted average LNG sales prices net of the costs of feed gas, and higher net operating and maintenance expenses primarily associated with commissioning and the ramp up of LNG production at the Plaquemines Project, partially offset by lower remediation costs at the Calcasieu Project.
Previous wording
Plaquemines Project. Production and LNG sales from our second LNG export facility continue to ramp up as construction and commissioning progress. In March 2026, the DOE approved our application to increase authorized exports to Non-FTA Nations from 24.0 mtpa to 27.2 mtpa. Also in March 2026, we submitted an additional DOE export application to further increase authorized export volumes to 35.0 mtpa.
Current wording
Plaquemines Project. Production and LNG sales from our second LNG export facility continue to ramp up as construction and commissioning progress. In March 2026, the DOE approved our application to increase authorized exports to Non-FTA Nations from 24.0 mtpa to 27.2 mtpa. Also in March 2026, we submitted an additional DOE export application to further increase authorized export volumes to 35.0 mtpa. Our applications with the FERC and DOE to increase the Plaquemines Project's permitted production and authorized export capacity from 27.2 mtpa to 35.0 mtpa are pending approval.
Previous wording
CP2 Project. Construction of our third LNG export project remains ongoing. In March 2026, Phase 2 of the CP2 Project achieved FID and we obtained $8.6 billion of additional project financing to fund its development and construction. During the six months ended June 30, 2026, we incurred $6.1 billion of project costs primarily related to construction activities and equipment purchases.
Current wording
CP2 Project. Our third LNG export project remains under construction. In March 2026, Phase 2 of the CP2 Project achieved FID and we obtained $8.6 billion of additional project financing to fund its development and construction. During the nine months ended September 30, 2026, we incurred $9.8 billion of project costs primarily related to construction activities and equipment purchases.
Previous wording
In 2026, the CP2 Project entered into or increased contracted capacity under two 20-year post-COD SPAs for the delivery of a combined 2.0 mtpa from Phase 2, increasing total expected post-COD capacity contracted from 26.0 mtpa to 28.0 mtpa.
Current wording
In 2026, the CP2 Project entered into or increased contracted capacity under three 20-year post-COD SPAs for the delivery of a combined 3.0 mtpa from Phase 2, increasing total post-COD capacity contracted from 26.0 mtpa to 29.0 mtpa.
Previous wording
CP2 Expansion. In May 2026, the Company filed an application with FERC for an 11.7 mtpa expansion of the CP2 Project, or the CP2 Expansion Project. In July 2026, the Company submitted the corresponding export application to the DOE to authorize up to 11.7 mtpa of export volumes.
Current wording
CP2 Expansion. In May 2026, we filed an application with the FERC for an 11.7 mtpa expansion of the CP2 Project, or the CP2 Expansion Project. In July 2026, we submitted the corresponding export application to the DOE to authorize up to 11.7 mtpa of export volumes. Both applications with the FERC and DOE are pending approval.
Previous wording
During the six months ended June 30, 2026, we completed several financing and liability management transactions that strengthened our capital structure and liquidity profile, including:
Current wording
During the nine months ended September 30, 2026, we completed several transactions that strengthened our capital structure and liquidity profile, including:
Previous wording
•redeeming the CP Funding Redeemable Preferred Units, which carried a stated cash distribution rate of 10.000% and various liquidity restrictions, using proceeds from the newly issued variable rate Calcasieu Funding TLB Facility;
Current wording
•redeeming the CP Funding Redeemable Preferred Units, which carried a stated cash distribution rate of 10.000% and included various liquidity restrictions, with proceeds from the newly issued variable rate Calcasieu Funding TLB Facility;
Previous wording
•redeeming the VGLNG 2028 Notes, which carried a stated interest rate of 8.125%, with the proceeds from the newly issued VGLNG 2034 Notes and VGLNG 2036 Notes, which carry a stated interest rate of 6.375% and 6.625%, respectively; and
Current wording
•redeeming the VGLNG 2028 Notes, which carried a stated interest rate of 8.125%, with proceeds from the newly issued VGLNG 2034 Notes and VGLNG 2036 Notes, which carry a stated interest rate of 6.375% and 6.625%, respectively;
Previous wording
•prepaying $1.0 billion outstanding under the CP2 Holdings EBL Facilities, using net proceeds received from the sale of commissioning cargos generated by the Plaquemines Project.
Current wording
•prepaying $1.9 billion outstanding under the CP2 Holdings EBL Facilities with net proceeds received from the sale of commissioning cargos generated by the Plaquemines Project; and
Previous wording
◦$403 million increase from higher implied liquefaction fees for LNG produced by our Plaquemines Project and sold by VG Commodities under commissioning sales agreements, partially offset by
Current wording
◦$640 million increase from higher liquefaction fees primarily from LNG produced by our Plaquemines Project, some of which were sold by VG Commodities under LNG Commissioning Sales Agreements; partially offset by
Previous wording
Cost of sales was $1.7 billion for the three months ended June 30, 2026, a $241 million, or 17%, increase from $1.4 billion for the three months ended June 30, 2025. This increase was primarily due to:
Current wording
Cost of sales was $1.7 billion for the three months ended September 30, 2026, a $356 million, or 26%, increase from $1.4 billion for the three months ended September 30, 2025. This increase was primarily due to:
Previous wording
•$534 million from higher LNG sales volumes primarily at the Plaquemines Project due to commissioning and the continued ramp up of LNG production, partially offset by
Current wording
•$334 million from higher LNG sales volumes primarily at the Plaquemines Project due to commissioning and the continued ramp up of LNG production;
Previous wording
•$282 million from lower costs of feed gas primarily due to decreases in Henry Hub natural gas prices.
Current wording
•$13 million from lower costs of feed gas primarily due to decreases in Henry Hub natural gas prices.
Previous wording
•$48 million at the Plaquemines Project primarily for for higher maintenance and operational insurance costs in support of commissioning and the ramp up of LNG production;
Current wording
•$33 million at the Plaquemines Project primarily for higher maintenance costs in support of commissioning and the ramp up of LNG production; and
Previous wording
General and administrative expense was $112 million for the three months ended June 30, 2026, a $9 million, or 9%, increase from $103 million for the three months ended June 30, 2025. This increase was primarily due to higher marketing and other administrative costs.
Current wording
General and administrative expense was $113 million for the three months ended September 30, 2026, an $8 million, or 8%, increase from $105 million for the three months ended September 30, 2025. This increase was primarily due to increased personnel and other administrative costs.
Previous wording
Development expense was $23 million for the three months ended June 30, 2026, a $34 million, or 60%, decrease from $57 million for the three months ended June 30, 2025. This decrease was primarily due to the phases of the CP2 Project and certain of our pipeline projects being declared probable throughout 2025 and 2026, and the majority of the costs to develop the projects subsequently being capitalized.
Current wording
Development expense was $33 million for the three months ended September 30, 2026, a $20 million, or 38%, decrease from $53 million for the three months ended September 30, 2025. This decrease was primarily due to the phases of the CP2 Project and certain of our pipeline projects being declared probable throughout 2025 and 2026, resulting in the majority of the costs incurred to develop the projects subsequently being capitalized.
Previous wording
Depreciation and amortization was $260 million for the three months ended June 30, 2026, a $7 million, or 3%, decrease from $267 million for the three months ended June 30, 2025. This decrease was primarily due to a decrease of $90 million due to an extension of the estimated useful lives of certain LNG facility assets in the third quarter of 2025 to align with the extended remaining terms of certain land leases to which the LNG facility assets are affixed. This decrease was offset by an increase of $83 million primarily due to placing assets in service from an accounting perspective throughout 2025 and 2026, including a portion of the Plaquemines Project assets, additional LNG tankers, and the Blackfin Pipeline.
Current wording
Depreciation and amortization was $268 million for the three months ended September 30, 2026, a $50 million, or 23%, increase from $218 million for the three months ended September 30, 2025. This increase was primarily due to placing assets in service from an accounting perspective throughout 2025 and 2026, including a portion of the Plaquemines Project assets, Blackfin Pipeline, and additional LNG tankers.
Previous wording
Interest income was $26 million for the three months ended June 30, 2026, a $12 million, or 32%, decrease from $38 million for the three months ended June 30, 2025. This decrease was primarily due to net lower average cash balances and lower interest rates during the three months ended June 30, 2026, compared to the same period in 2025.
Current wording
Interest income was $43 million for the three months ended September 30, 2026, a $16 million, or 59%, increase from $27 million for the three months ended September 30, 2025. This increase was primarily due to higher average cash balances, partially offset by lower interest rates during the three months ended September 30, 2026, compared to the same period in 2025.
Previous wording
Interest expense, net was $489 million for the three months ended June 30, 2026, a $179 million, or 58%, increase from $310 million for the three months ended June 30, 2025. This increase was primarily from higher non-capitalizable interest costs due to placing a portion of the Plaquemines Project assets in service in accordance with the applicable accounting guidance, higher commitment fees, and an increase in our average outstanding debt.
Current wording
Interest expense, net was $486 million for the three months ended September 30, 2026, a $65 million, or 15%, increase from $421 million for the three months ended September 30, 2025. This increase was primarily from higher non-capitalizable interest costs due to placing additional Plaquemines Project assets in service in accordance with the applicable accounting guidance, higher commitment fees, and an increase in our average outstanding debt.
Previous wording
Gain on interest rate swaps was $124 million for the three months ended June 30, 2026, a $236 million, or 211%, increase from a loss on interest rate swaps of $112 million for the three months ended June 30, 2025. This favorable change was primarily due to an increase in the forward interest rate curves during the three months ended June 30, 2026, compared to a decrease during the three months ended June 30, 2025.
Current wording
Gain on interest rate swaps was $1.4 billion for the three months ended September 30, 2026, a $1.5 billion favorable change from a loss on interest rate swaps of $144 million for the three months ended September 30, 2025. This favorable change was primarily due to an increase in the forward interest rate curves during the three months ended September 30, 2026, compared to a decrease during the three months ended September 30, 2025.
Previous wording
Loss on financing transactions was $109 million for the six months ended June 30, 2026, a $46 million, or 73%, increase from $63 million for the six months ended June 30, 2025. This increase was due to a $70 million loss associated with the early redemption of the VGLNG 2028 Notes and a $37 million loss associated with partial prepayments of the CP2 Holdings EBL Facilities during the six months ended June 30, 2026, as compared to a $63 million loss associated with the partial prepayment of the Plaquemines Construction Term Loan during the comparable period in 2025.
Current wording
Loss on financing transactions was $32 million for the three months ended September 30, 2026, a $109 million, or 77%, decrease from $141 million for the three months ended September 30, 2025. This decrease was due to a $100 million loss associated with the partial prepayment of the Plaquemines Construction Term Loan and a $41 million loss associated with the prepayment of CP2 Bridge Facilities during the three months ended September 30, 2025, as compared to a $27 million loss associated with the partial prepayments of the CP2 Holdings EBL Facilities during the comparable period in 2026.
Previous wording
Income tax expense was $336 million for the three months ended June 30, 2026, a $220 million or 190%, increase from $116 million for the three months ended June 30, 2025, primarily due to an increase in pre-tax income, partially offset by the impact of the FDDEI deduction and an increase in tax benefits associated with employee stock option exercises.
Current wording
Income tax expense was $560 million for the three months ended September 30, 2026, a $473 million increase from $87 million for the three months ended September 30, 2025, primarily due to an increase in pre-tax income, partially offset by an increase in tax benefits associated with employee stock option exercises, the impact of the FDDEI deduction, and an increase in research and development credits.
Previous wording
Our effective tax rate was 19.2% for the three months ended June 30, 2026, as compared to 19.6% for the three months ended June 30, 2025. The 2026 effective tax rate was different from the statutory income tax rate primarily due to the recognition of tax benefits upon the exercise of employee stock options, the impact of the FDDEI deduction, and non-deductible expenses.
Current wording
Our effective tax rate was 17.6% for the three months ended September 30, 2026, as compared to 13.7% for the three months ended September 30, 2025. The 2026 effective tax rate was different from the statutory income tax rate primarily due to the recognition of tax benefits upon the exercise of employee stock options, the impact of the FDDEI deduction, research and development credits, and non-deductible expenses.
Previous wording
◦$1.9 billion decrease from lower implied liquefaction fees primarily due to the Calcasieu Project's transition from selling LNG under commissioning sales agreements to under post-COD SPAs in April 2025 and lower implied liquefaction fees for LNG produced by our Plaquemines Project, partially offset by
Current wording
◦$1.2 billion decrease from lower liquefaction fees primarily due to the Calcasieu Project's transition from selling LNG under LNG Commissioning Sales Agreements to under post-COD SPAs in April 2025 and lower liquefaction fees for LNG produced by our Plaquemines Project; partially offset by
Previous wording
•$79 million at the Plaquemines Project primarily for higher maintenance and operational insurance costs in support of commissioning and the ramp up of LNG production;
Current wording
•$112 million at the Plaquemines Project primarily for higher maintenance and operational insurance costs in support of commissioning and the ramp up of LNG production;
Previous wording
•$33 million at the CP2 Project primarily due to an increase in personnel costs, primarily associated with higher headcount, and an increase in lease costs; and
Current wording
•$76 million at the CP2 Project primarily due to an increase in personnel costs, primarily associated with higher headcount, and an increase in lease costs; and
Previous wording
•$17 million primarily due to increased costs associated with more LNG tankers in operation and increased fees associated with regasification capacity contracts.
Current wording
•$33 million primarily due to increased costs associated with more LNG tankers in operation and increased fees associated with regasification capacity contracts.
Previous wording
These increases were partially offset by a $52 million reduction at the Calcasieu Project primarily due to lower commissioning and remediation work and legal fees.
Current wording
These increases were partially offset by a $57 million reduction at the Calcasieu Project primarily due to lower commissioning and remediation work, legal fees, and personnel costs.
Previous wording
Development expense was $69 million for the six months ended June 30, 2026, a $170 million, or 71%, decrease from $239 million for the six months ended June 30, 2025. This decrease was primarily due to the phases of the CP2 Project and certain of our pipeline projects being declared probable throughout 2025 and 2026, and the majority of the costs to develop the projects subsequently being capitalized.
Current wording
Development expense was $102 million for the nine months ended September 30, 2026, a $190 million, or 65%, decrease from $292 million for the nine months ended September 30, 2025. This decrease was primarily due to the phases of the CP2 Project and certain of our pipeline projects being declared probable throughout 2025 and 2026, resulting in the majority of the costs incurred to develop the projects subsequently being capitalized.
Previous wording
Depreciation and amortization was $511 million for the six months ended June 30, 2026, a $28 million, or 6%, increase from $483 million for the six months ended June 30, 2025. This increase was primarily due to placing assets in service from an accounting perspective throughout 2025 and 2026, including a portion of the Plaquemines Project assets, additional LNG tankers, and the Blackfin Pipeline. This increase was partially offset by a decrease of $181 million due to an extension of the estimated useful lives of certain LNG facility assets in the third quarter of 2025 to align with the extended remaining terms of certain land leases to which the LNG facility assets are affixed.
Current wording
Depreciation and amortization was $779 million for the nine months ended September 30, 2026, a $78 million, or 11%, increase from $701 million for the nine months ended September 30, 2025. This increase was primarily due to $259 million from placing additional assets in service from an accounting perspective throughout 2025 and 2026, including a portion of the Plaquemines Project assets, additional LNG tankers, and the Blackfin Pipeline. This increase was partially offset by a decrease of $181 million due to an extension of the estimated useful lives of certain LNG facility assets in the third quarter of 2025 to align with the extended remaining terms of certain land leases to which the LNG facility assets are affixed.
Previous wording
Interest income was $54 million for the six months ended June 30, 2026, a $40 million, or 43%, decrease from $94 million for the six months ended June 30, 2025. This decrease was primarily due to lower average cash balances and interest rates during the six months ended June 30, 2026, compared to the six months ended June 30, 2025.
Current wording
Interest income was $97 million for the nine months ended September 30, 2026, a $24 million, or 20%, decrease from $121 million for the nine months ended September 30, 2025. This decrease was primarily due to lower interest rates during the nine months ended September 30, 2026, compared to the nine months ended September 30, 2025.
Previous wording
Interest expense, net was $933 million for the six months ended June 30, 2026, a $347 million, or 59%, increase from $586 million for the six months ended June 30, 2025. This increase was primarily due to higher non-capitalizable interest costs due to placing a portion of the Plaquemines Project assets in service in accordance with the applicable accounting guidance, higher commitment fees, and an increase in our average outstanding debt.
Current wording
Interest expense, net was $1.4 billion for the nine months ended September 30, 2026, a $412 million, or 41%, increase from $1.0 billion for the nine months ended September 30, 2025. This increase was primarily due to higher non-capitalizable interest costs due to placing additional Plaquemines Project assets in service in accordance with the applicable accounting guidance, higher commitment fees, and an increase in our average outstanding debt.
Previous wording
Gain on interest rate swaps was $139 million for the six months ended June 30, 2026, a $443 million, or 146%, favorable change from a loss on interest rate swaps of $304 million for the six months ended June 30, 2025. This favorable change was primarily due to an increase in the forward interest rate curves during the six months ended June 30, 2026, compared to a decrease during the six months ended June 30, 2025.
Current wording
Gain on interest rate swaps was $1.5 billion for the nine months ended September 30, 2026, a $2.0 billion favorable change from a loss on interest rate swaps of $448 million for the nine months ended September 30, 2025. This favorable change was primarily due to an increase in the forward interest rate curves during the nine months ended September 30, 2026, compared to a decrease during the nine months ended September 30, 2025.
Previous wording
Loss on financing transactions was $96 million for the three months ended June 30, 2026, a $33 million, or 52%, increase from $63 million for the three months ended June 30, 2025. This increase was due to a $70 million loss associated with the early redemption of the VGLNG 2028 Notes and a $24 million loss associated with the partial prepayments of the CP2 Holdings EBL Facilities during the three months ended June 30, 2026, as compared to a $63 million loss associated with the partial prepayment of the Plaquemines Construction Term Loan during the three months ended June 30, 2025.
Current wording
Loss on financing transactions was $141 million for the nine months ended September 30, 2026, a $63 million, or 31%, decrease from $204 million for the nine months ended September 30, 2025. This decrease was due to a $163 million loss associated with the partial prepayment of the Plaquemines Construction Term Loan and a $41 million loss associated with the prepayment of CP2 Bridge Facilities for the nine months ended September 30, 2025, as compared to a $70 million loss associated with the early redemption of the VGLNG 2028 Notes and a $64 million loss associated with the partial prepayments of the CP2 Holdings EBL Facilities during the comparable period in 2026.
Previous wording
Loss on foreign currency transactions was $1 million for the six months ended June 30, 2026.
Current wording
Loss on foreign currency transactions was $1 million for the nine months ended September 30, 2026, a $3 million, or 75%, decrease from $4 million for the nine months ended September 30, 2025.
Previous wording
Income tax expense was $447 million for the six months ended June 30, 2026, a $180 million, or 67%, increase from $267 million for the six months ended June 30, 2025, primarily due to an increase in pre-tax income, partially offset by an increase in tax benefits associated with employee stock option exercises and the impact of the FDDEI deduction.
Current wording
Income tax expense was $1.0 billion for the nine months ended September 30, 2026, a $653 million, or 184%, increase from $354 million for the nine months ended September 30, 2025, primarily due to an increase in pre-tax income, partially offset by an increase in tax benefits associated with employee stock option exercises, the impact of the FDDEI deduction, and an increase in research and development credits.
Previous wording
Our effective tax rate was 18.0% for the six months ended June 30, 2026, compared to 21.2% for the six months ended June 30, 2025. The 2026 effective tax rate was impacted primarily by the recognition of tax benefits upon the exercise of employee stock options, the impact of the FDDEI deduction, and non-deductible expenses.
Current wording
Our effective tax rate was 17.7% for the nine months ended September 30, 2026, compared to 18.7% for the nine months ended September 30, 2025. The 2026 effective tax rate was impacted primarily by the recognition of tax benefits upon the exercise of employee stock options, the impact of the FDDEI deduction, non-deductible expenses, and research and development credits.
Previous wording
Net income attributable to redeemable stock of subsidiary was $47 million for the six months ended June 30, 2026, a $30 million, or 39%, decrease from $77 million for the six months ended June 30, 2025. This decrease was due to the full redemption of the CP Funding Redeemable Preferred Units in April 2026.
Current wording
Net income attributable to redeemable stock of subsidiary was $47 million for the nine months ended September 30, 2026, a $74 million, or 61%, decrease from $121 million for the nine months ended September 30, 2025. This decrease was due to the full redemption of the CP Funding Redeemable Preferred Units in April 2026.
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Rearranged current paragraphs (8)
Current report — wording carried from elsewhere
•$22 million at the CP2 Project primarily due to an increase in personnel costs, primarily associated with higher headcount.
Current report — wording carried from elsewhere
Net Income Attributable to Non-controlling Interests
Current report — wording carried from elsewhere
◦$873 million from higher LNG sales volumes due to the commissioning and continued ramp up of LNG production; and
Current report — wording carried from elsewhere
These decreases were partially offset by:
Current report — wording carried from elsewhere
•an increase in cost of sales of $2.6 billion incurred from the purchase of LNG produced from our Calcasieu and Plaquemines LNG facilities and sold by VG Commodities, primarily due to;
Current report — wording carried from elsewhere
▪lower liquefaction fees primarily due to the Calcasieu Project's transition from selling LNG under LNG Commissioning Sales Agreements to under post-COD SPAs in April 2025; partially offset by
Current report — wording carried from elsewhere
Actual impacts will depend on changes in tariff regimes, supplier negotiations, procurement strategies and delivery timing.
Current report — wording carried from elsewhere
We were notified in October 2026 that a partial final award had been issued in the arbitration proceedings with Galp Trading S.A. (“Galp”). A majority of the arbitration tribunal found that VGCP had breached its obligations to declare COD of the Calcasieu Project in a timely manner pursuant to the Galp post-COD SPA. A dissenting arbitrator found no breach. Remedies were not addressed in the majority’s partial final award and will be determined in a separate damages hearing yet to be scheduled. Based on the terms of the majority’s partial award, the final award will be subject to the $170 million seller aggregate liability limitation in the Galp post-COD SPA.
Rearranged previous paragraphs (9)
Previous report — wording carried elsewhere
Net loss attributable to non-controlling interests was $2 million for the three months ended June 30, 2026, a $3 million, or 300%, unfavorable change from a net income attributable to non-controlling interests of $1 million for the three months ended June 30, 2025. This decrease was primarily due to the allocation of losses to the Calcasieu Holdings Class B common unit holders based on ownership interests subsequent to COD of the Calcasieu Project on April 15, 2025, compared to a stated allocation of 10% per annum prior to COD.
Previous report — wording carried elsewhere
•$54 million at the CP2 Project primarily due to an increase in personnel costs, primarily associated with higher headcount, and an increase in lease costs; and
Previous report — wording carried elsewhere
•$36 million primarily due to increased costs associated with more LNG tankers in operation and increased fees associated with regasification capacity contracts.
Previous report — wording carried elsewhere
◦$67 million decrease from an extension of the estimated useful lives of certain LNG facility assets in the third quarter of 2025 to align with the extended remaining terms of certain land leases to which the LNG facility assets are affixed, partially offset by
Previous report — wording carried elsewhere
◦$4.4 billion increase from higher LNG sales volumes due to the continued ramp up of LNG production; partially offset by
Previous report — wording carried elsewhere
This decrease was partially offset by:
Previous report — wording carried elsewhere
•an increase in general and administrative expense of $19 million due to an increase in administrative services.
Previous report — wording carried elsewhere
◦higher cost of feed gas due to increases in Henry Hub natural gas prices.
Previous report — wording carried elsewhere
BP post-COD SPA. The remedies sought by BP include damages ranging from $3.7 billion to potentially in excess of $6.0 billion, as well as interest, costs and attorneys’ fees. We believe BP’s theory and calculations of damages are without merit and that the magnitude of damages sought by BP is not recoverable under the express terms of the post-COD SPA, which include express limits on the tribunal’s jurisdictional authority, although there can be no assurance as to the outcome of the damages portion of the arbitration.