LNG · 10-K filed 26 Feb 2026 · year to 31 Dec 2025

Cheniere Energy

28 named things its latest annual report says its results depend on, each in the company's own words. 14 of them are also named by other companies we've read.

Read the filing on SEC.gov ↗

Customers

Long-term SPA customers

earns from · approximately 90% of the total anticipated productionnamed as a risk

As of December 31, 2025, we had SPAs with initial terms of 10 or more years with approximately 30 different third party customers, with customers under common control being considered a single customer.Risk factors (Item 1A)

TotalEnergies Gas & Power North America, Inc.

earns from · 1 Bcf/d

SPLNG has a long-term, third party TUA for 1 Bcf/d with TotalEnergies Gas & Power North America, Inc. (“TotalEnergies”), under which TotalEnergies is required to pay fixed monthly fees, whether or not it uses the regasification capacity it has reserved.Business (Item 1)

Suppliers

Bechtel Energy Inc.

depends onnamed as a risk

Timely and cost-effective completion of the Corpus Christi Stage 3 Project, the CCL Midscale Trains 8 & 9 Project and any potential expansion projects, including the SPL Expansion Project and the CCL Expansion Project, in compliance with agreed specifications is central to our business strategy and is highly dependent on the performance of our EPC partners, including Bechtel, and our other contractors under their agreements.Risk factors (Item 1A)

Third-party natural gas pipelines

depends onnamed as a risk

We depend upon third party pipelines and other facilities that provide gas delivery options to our liquefaction facilities and pipelines.Risk factors (Item 1A)

LNG vessel charters

depends onnamed as a risk

To fulfill our transportation requirements under these arrangements, including those under long term SPAs, we depend on the ability to secure chartered vessels often through long term lease arrangements.Risk factors (Item 1A)

Other companies

Cheniere Energy Partners, L.P. (CQP)

48.6% limited partner interest

As of December 31, 2025, we owned 100% of the general partner interest, a 48.6% limited partner interest and 100% of the incentive distribution rights of CQP.Business (Item 1)

Places

Sabine Pass LNG Terminal (Cameron Parish, Louisiana)

operates in · over 30 mtpa of total production capacity

The Sabine Pass LNG Terminal, as described above under the caption General, is one of the largest LNG production facilities in the world with over 30 mtpa of total production capacity, five storage tanks and three marine berths.Business (Item 1)

Corpus Christi LNG Terminal (Texas)

operates in · over 30 mtpa of total expected production capacity

The Corpus Christi LNG Terminal, as described above under the caption General, has over 30 mtpa of total expected production capacity, inclusive of estimated debottlenecking opportunities, including over 4 mtpa under construction from the Corpus Christi Stage 3 Project, approximately 5 mtpa under construction from the CCL Midscale Trains 8 & 9 Project and the remainder in operation as of December 31, 2025.Business (Item 1)

Panama Canal

named as a risk

disruptions to maritime transportation routes, such as the security situation in the Gulf of Aden and congestion at the Panama Canal; andRisk factors (Item 1A)

Also named by BBY, DLTR, WSM

United Kingdom

operates in

However, as our trading activities are primarily operated out of the U.K., the main rules that impact and apply to us on a day-to-day basis are the U.K. Onshored Rules.Business (Item 1)

Also named by AGX, AJG, AMP, BAC, BF/B, BGC, BRO, C and 59 more

Hazards

Hurricanes

operates innamed as a risk

Weather events such as major hurricanes and winter storms have caused interruptions or temporary suspension in construction or operations at our facilities or caused minor damage to our facilities.Risk factors (Item 1A)

Also named by AIG, AN, ASO, BAC, BBY, BJ, BPOP, BRO and 89 more

Commodities and inputs

International LNG prices / IPM agreements

exposed to its price · $3.6 billion and $1.3 billion of gainsnamed as a risk

For example, as described in Results of Operations in Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations, our net income for the years ended December 31, 2025 and 2024 included $3.6 billion and $1.3 billion of gains, respectively, resulting from changes in the fair values of our derivatives (beforeRisk factors (Item 1A)

Liquefaction Supply Derivatives (natural gas)

exposed to its price · $2,722named as a risk

In order to test the sensitivity of the fair value of the Liquefaction Supply Derivatives and the LNG Trading Derivatives to changes in underlying commodity prices, management modeled a 10% change in the commodity price for natural gas for each delivery location and a 10% change in the commodity price for LNG, respectively, as follows (in millions):Market risk (Item 7A)

Steel

exposed to its pricenamed as a risk

Any change orders could result in longer construction periods, higher construction costs, including increased commodity prices (particularly nickel and steel) and escalating labor costs, or both.Risk factors (Item 1A)

Also named by AAON, AGX, ALSN, AM, AME, AMRC, AOS, APD and 104 more

Nickel

exposed to its pricenamed as a risk

Also named by ALSN, ATI, BWA, CRS, FLS, HON, HWM, MOD and 4 more

Henry Hub natural gas

exposed to its price

The SPAs also have a variable fee component, which is primarily indexed to Henry Hub and generally structured to cover the cost of natural gas purchases, transportation and liquefaction fuel consumed to produce LNG.Business (Item 1)

Also named by AM, AR, ATI, BSM, BTU, CNX, CRGY, DVN and 13 more

Regulators

Federal Energy Regulatory Commission (FERC)

subject to · up to $1.6 million per day for each violationnamed as a risk

Approvals of the FERC and DOE under Section 3 and Section 7 of the NGA, as well as several other material governmental and regulatory approvals and permits, including several under the CAA and the CWA, are required in order to construct and operate an LNG facility and an interstate natural gas pipeline and export LNG.Risk factors (Item 1A)

Also named by AA, AEE, AEP, AM, AMRC, AR, ARES, ATO and 62 more

Pipeline and Hazardous Materials Safety Administration (PHMSA)

subject to · approximately $2.7 millionnamed as a risk

PHMSA performs inspections of pipeline and LNG facilities and has authority to undertake enforcement actions, including issuance of civil penalties up to approximately $273,000 per day per violation, with a maximum administrative civil penalty of approximately $2.7 million for any related series of violations.Business (Item 1)

Also named by AM, ATO, BKH, CHRD, CNX, CP, CRC, CRGY and 29 more

Commodity Futures Trading Commission (CFTC)

subject tonamed as a risk

Should we violate any of these laws and regulations, we could be subject to a CFTC or an exchange enforcement action and material penalties, possibly resulting in changes in the rates we can charge.Business (Item 1)

Also named by AB, ADM, AGNC, AMG, BAC, BGC, BMNR, C and 35 more

U.S. Department of Energy (DOE)

subject tonamed as a risk

Although it is not expected to occur, the loss of an export authorization could be a force majeure event under our SPAs.Business (Item 1)

Also named by AAON, AMRC, AOS, BWXT, CDE, CDRE, CEG, CLF and 16 more

Texas Commission on Environmental Quality (TCEQ)

subject to

These two permits are issued by the LDEQ for the Sabine Pass LNG Terminal and CTPL and by the TCEQ for the CCL Project.Business (Item 1)

Also named by AESI, USAC

Louisiana Department of Environmental Quality (LDEQ)

subject to

These two permits are issued by the LDEQ for the Sabine Pass LNG Terminal and CTPL and by the TCEQ for the CCL Project.Business (Item 1)

Also named by CLMT

EPA methane and VOC emissions rules

subject to

These regulations require monitoring of methane and VOC emissions at our compressor stations.Risk factors (Item 1A)

Laws and programs

USTR Section 301 Investigation (U.S.-built vessel requirements)

subject to · 1% of U.S. LNG exportsnamed as a risk

These measures require that, beginning in April 2029, 1% of U.S. LNG exports must be exported on U.S.-built vessels, with such percentage gradually increasing to 15% in April 2047, with certain exceptions.Risk factors (Item 1A)

Ad valorem property tax incentives (Texas and Louisiana)

subject to · approximately $89 millionnamed as a risk

Additionally, we have ad valorem legacy property tax incentives secured for the Corpus Christi LNG Terminal, inclusive of the Corpus Christi Stage 3 Project and the CCL Midscale Trains 8 & 9 Project, and the Sabine Pass LNG Terminal that begin to expire starting in 2026 and 2027, respectively, with continuing incentive roll-off thereafter over the longer term.Risk factors (Item 1A)

Natural Gas Act (NGA)

subject tonamed as a risk

We currently have the SPL Expansion Project and the CCL Midscale Trains 8 & 9 Project pending non-FTA export approval with the DOE.Business (Item 1)

Also named by CRGY, DTM, NFG, OKE, TRGP

Inflation Reduction Act of 2022 methane emissions charge

subject to

The OBBBA, signed by President Trump on July 4, 2025, delays the imposition of the methane emissions charge until calendar year 2034.Risk factors (Item 1A)

Also named by USAC

EU Methane Regulation (EU) 2024/1787

subject to

The impact of this regulation on our business is uncertain, but is not expected to be material.Business (Item 1)