Cheniere Energy Inc 2025年度报告

FORM 10-K ☒ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the fiscal year ended December 31, 2025or ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the transition period fromto CHENIERE ENERGY, INC.(Exact name of registrant as specified in its charter) 95-4352386 Delaware (I.R.S. Employer Identification No.) (State or other jurisdiction of incorporation or organization) 845 Texas Avenue, Suite 1250Houston, Texas 77002(Address of principal executive offices) (Zip Code)(713)375-5000(Registrant’s telephone number, including area code) Securities registered pursuant to Section12(b) of the Act: Securities registered pursuant to Section 12(g) of the Act:None Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes☒No☐ Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes☐No☒ Indicate by check mark whether the registrant (1)has filed all reports required to be filed by Section13 or 15(d) of the Securities Exchange Act of 1934during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2)has been subject to such filingrequirements for the past 90 days. Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 ofRegulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit suchfiles).Yes☒No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or anemerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company”in Rule 12b-2 of the Exchange Act. If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with anynew or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐ Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internalcontrol over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that preparedor issued its audit report.☒ If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in thefiling reflect the correction of an error to previously issued financial statements.☐ Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensationreceived by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).Yes☐No☒ The aggregate market value of the registrant’s Common Stock held by non-affiliates of the registrant was approximately $53.6billion as of June 30,2025.As of February20, 2026, the issuer had 210,202,883 shares of Common Stock outstanding. Documents incorporated by reference: The definitive proxy statement for the registrant’s Annual Meeting of Stockholders (to be filed within120 days of the close of the registrant’s fiscal year) is incorporated by reference into Part III. CHENIERE ENERGY, INC.TABLE OF CONTENTS PART IItems1. and 2. Business and Properties5Item1A. Risk Factors20Item1B. Unresolved Staff Comments32Item 1C. Cybersecurity32Item3. Legal Proceedings33Item4. Mine Safety Disclosure33PART IIItem5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities34Item6. [Reserved]35Item7. Management’s Discussion and Analysis of Financial Condition and Results of Operations36Item7A. Quantitative and Qualitative Disclosures about Market Risk53Item8. Financial Statements and Supplementary Data54Item9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure98Item9A. Controls and Procedures98Item9B. Other Information98Item 9C. Disclosure Regarding Foreign Jurisdictions That Prevent Inspections98PART IIIItem14. Principal Accountant Fees and Services99PART IVItem15. Exhibits and Financial Statement Schedules100Item16. Form 10-K Summary112Signatures113 DEFINITIONS As used in this annual report, the terms listed below have the following meanings: Abbreviated Legal Entity Structure The following diagram depicts our abbreviated legal entity structure as of December 31, 2025, including our ownership of certainsubsidiaries, and the references to these ent