Venture Global, Inc. Files 8-K

TL;DR

Venture Global filed an 8-K on 10/9/25, updating disclosures.

AI Summary

Venture Global, Inc. filed an 8-K on October 9, 2025, reporting under Regulation FD Disclosure and Financial Statements and Exhibits. The company, previously known as Venture Global Holdings, Inc. until January 11, 2024, is incorporated in Delaware and operates in the Natural Gas Distribution sector. Its principal executive offices are located in Arlington, VA.

Why It Matters

This filing provides updated information and financial disclosures for Venture Global, Inc., which is relevant for investors and stakeholders tracking the company's regulatory compliance and financial status.

Risk Assessment

Risk Level: low — This filing is a routine 8-K report and does not appear to contain significant new risks or material adverse information.

Key Numbers

• 001-42486 — SEC File Number (Identifies the company's filing with the SEC)
• 93-3539083 — IRS Employer Identification No. (Company's tax identification number)

Key Players & Entities

• Venture Global, Inc. (company) — Registrant
• Venture Global Holdings, Inc. (company) — Former company name
• 20251009 (date) — Filing date
• 1001 19th Street North, Suite 1500 (address) — Principal Executive Offices
• Arlington, VA (location) — Principal Executive Offices location

FAQ

Key Financial Figures

• $0.01 — which registered Class A common stock, $0.01 par value per share VG New York Stock E
• $1.0 b — ies, BP is seeking damages in excess of $1.0 billion, as well as interest, costs and a

Filing Documents

• vg-20251009.htm (8-K) — 38KB
• vg-20251009_g1.gif (GRAPHIC) — 15KB
• 0002007855-25-000062.txt ( ) — 194KB
• vg-20251009.xsd (EX-101.SCH) — 2KB
• vg-20251009_lab.xml (EX-101.LAB) — 21KB
• vg-20251009_pre.xml (EX-101.PRE) — 12KB
• vg-20251009_htm.xml (XML) — 3KB

01 Regulation FD Disclosure

Item 7.01 Regulation FD Disclosure. Following the positive decision in the arbitration with Shell NA LNG LLC ("Shell") as previously disclosed in the Current Report on Form 8-K filed on August 12, 2025, Venture Global Calcasieu Pass, LLC ("VGCP"), an indirect subsidiary of Venture Global, Inc. ("Venture Global" or the "Company"), has reached another resolution with a post-COD SPA customer related to an arbitration proceeding concerning the Calcasieu Pass facility. The settlement has no material impact on the Company. This arbitration is now resolved in its entirety. The Company remains committed to its long-term contractual relationships and looks forward to continuing to supply this customer with low-cost U.S. liquefied natural gas (LNG). Separately, on October 8, 2025, the International Chamber of Commerce ("ICC") International Court of Arbitration informed VGCP that a partial final award had been issued in the previously disclosed arbitration proceedings with BP Gas Marketing Limited ("BP") regarding LNG sales from the Calcasieu Project under the long-term LNG sales and purchase agreement entered into by VGCP and BP (the "SPA"). Among other remedies, BP is seeking damages in excess of $1.0 billion, as well as interest, costs and attorneys' fees. The award issued by the arbitration tribunal found that VGCP had breached its obligations to declare COD of the Calcasieu Project in a timely manner and act as a "Reasonable and Prudent Operator" pursuant to the SPA, along with certain other obligations. Remedies will be determined in a separate damages hearing, which has not been scheduled but is anticipated to occur in 2026. A final award is expected to follow the damages portion of the hearing. Based on the terms of the award issued by the arbitration tribunal, the Company does not anticipate that the final award will be subject to the seller aggregate liability cap in the SPA. The Company is disappointed by the arbitration tribunal's decision in the proceeding

Forward-Looking Statements

Forward-Looking Statements This current report on Form 8-K contains forward-looking statements. We intend such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in Section 27A of the Securities Act of 1933, as amended (the "Securities Act"), and Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). All statements, other than statements of historical facts, included herein are "forward-looking statements." In some cases, forward-looking statements can be identified by terminology such as "may," "might," "will," "could," "should," "expect," "plan," "project," "intend," "anticipate," "believe," "estimate," "predict," "potential," "pursue," "target," "continue," the negative of such terms or other comparable terminology. These forward-looking statements, which are subject to risks, uncertainties and assumptions about us, may include expectations relating to the outcome of the arbitrations currently pending against us, the terms of any interim or final awards issued in the context of such arbitrations and the potential exposure to other legal proceedings and/or arbitrations that public authorities, shareholders, suppliers, contractors, customers and others may seek to bring against us. These statements are only predictions based on our current expectations and projections about future events. There are important factors that could cause the outcome of such arbitrations and/or legal proceedings to differ materially from the outcomes expressed or implied by the forward-looking statements. Those factors are more fully detailed in our most recent Annual Report on Form 10-K as filed with the Securities and Exchange Commission ("SEC") and any subsequent reports filed with the SEC. In addition, any forward-looking statements contained herein are based on assumptions that we believe to be reasonable as of this date. We undertake no obligation to update these statements as a result

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits Exhibit Number Exhibit Title or Description 104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Venture Global, Inc. Dated: October 9, 2025 By: /s/ Jonathan Thayer Jonathan Thayer Chief Financial Officer

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View this 8-K filing on SEC EDGAR