Venture Global Files 8-K on Material Agreement

TL;DR

Venture Global just filed an 8-K for a new material agreement and financial obligation. Big moves happening.

AI Summary

On December 9, 2025, Venture Global, Inc. filed an 8-K report detailing a material definitive agreement and the creation of a direct financial obligation. The company, previously known as Venture Global Holdings, Inc. until January 11, 2024, is involved in natural gas distribution and is headquartered in Arlington, VA.

Why It Matters

This filing indicates Venture Global, Inc. has entered into a significant agreement that likely involves financial commitments or obligations, impacting its financial structure and operations.

Risk Assessment

Risk Level: medium — The filing pertains to a material definitive agreement and a direct financial obligation, which inherently carry financial risks and require careful monitoring.

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
• 1001 19th Street North, Suite 1500 (address) — Principal Executive Offices
• Arlington, VA (location) — Principal Executive Offices Location
• 20251209 (date) — Date of Report

FAQ

Key Financial Figures

• $0.01 — which registered Class A common stock, $0.01 par value per share VG New York Stock E
• $1.75 billion — ure Global, Inc. (the "Company") issued $1.75 billion aggregate principal amount of 6.125% se
• $1.25 billion — notes due 2030 (the "2030 Notes"), and $1.25 billion aggregate principal amount of 6.500% se

Filing Documents

• vg-20251209.htm (8-K) — 39KB
• vgpldecember2025bondclosin.htm (EX-99.1) — 8KB
• vg-20251209_g1.gif (GRAPHIC) — 15KB
• 0002007855-25-000070.txt ( ) — 206KB
• vg-20251209.xsd (EX-101.SCH) — 2KB
• vg-20251209_lab.xml (EX-101.LAB) — 21KB
• vg-20251209_pre.xml (EX-101.PRE) — 12KB
• vg-20251209_htm.xml (XML) — 3KB

01. Entry into a Material Definitive Agreement

Item 1.01. Entry into a Material Definitive Agreement. On December 9, 2025 (the "Issue Date"), Venture Global Plaquemines LNG, LLC ("VGPL"), an indirect, wholly-owned subsidiary of Venture Global, Inc. (the "Company") issued $1.75 billion aggregate principal amount of 6.125% senior secured notes due 2030 (the "2030 Notes"), and $1.25 billion aggregate principal amount of 6.500% senior secured notes due 2034 (the "2034 Notes" and, together with the 2030 Notes, the "Notes"). The Notes were offered in the United States and sold to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the "Securities Act"), and outside the United States to non-U.S. persons pursuant to Regulation S under the Securities Act. The Notes were issued by VGPL on the Issue Date pursuant to the second supplemental indenture, dated as of December 9, 2025, which supplements the first supplemental indenture, dated as of July 3, 2025, and the base indenture, dated as of April 21, 2025 (as supplemented, the "Indenture"), among VGPL, Venture Global Gator Express, LLC, as guarantor (the "Guarantor"), any other guarantor that may become a party thereto from time to time and Regions Bank, as trustee (the "Trustee"). The 2030 Notes bear interest at a rate of 6.125% per annum and the 2034 Notes bear interest at a rate of 6.500% per annum, with interest on each series of notes payable semi-annually in arrears on June 15 and December 15 of each year, commencing on June 15, 2026. The 2030 Notes will mature on December 15, 2030, and the 2034 Notes will mature on June 15, 2034. VGPL's obligations under the Notes are guaranteed by the Guarantor and may be guaranteed by certain of VGPL's future domestic subsidiaries, if any. The Notes and the guarantees are secured by certain collateral, and the Notes, the existing term loan and working capital revolving facilities entered into by VGPL, as borrower, and the Guarantor, as guar

01. Other Events

Item 8.01. Other Events. On December 9, 2025, the Company issued a press release announcing that VGPL had closed a private offering of the Notes. A copy of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K.

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits Exhibit Number Exhibit Title or Description 99.1 Press release dated December 9, 2025, relating to VGPL's offering of the Notes. 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: December 9, 2025 By: /s/ Jonathan Thayer Jonathan Thayer Chief Financial Officer

View Full Filing

View this 8-K filing on SEC EDGAR