Form 8-K
8-K — Venture Global, Inc.
Accession: 0002007855-26-000081
Filed: 2026-10-15
Period: 2026-10-09
CIK: 0002007855
SIC: 4924 (NATURAL GAS DISTRIBUTION)
Item: Entry into a Material Definitive Agreement
Item: Other Events
Item: Financial Statements and Exhibits
Documents
8-K — vg-20261009.htm (Primary)
EX-99.1 (frameagreementpressrelease.htm)
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8-K
8-K (Primary)
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): October 9, 2026
Venture Global, Inc.
(Exact name of registrant as specified in its charter)
Delaware 001-42486 93-3539083
(State or other jurisdiction
of incorporation) (Commission
File Number) (IRS Employer
Identification No.)
1001 19th Street North, Suite 1500
22209
Arlington, VA
(Zip Code)
(Address of Principal Executive Offices)
Registrant’s telephone number, including area code: (202) 759-6740
Not Applicable
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class Trading
Symbol(s) Name of each exchange
on which registered
Class A common stock, $0.01 par value per share VG New York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 1.01. Entry into a Material Definitive Agreement.
GE Power Frame Agreement
On October 9, 2026, Venture Global LNG, Inc. (“VGLNG”), a direct wholly-owned subsidiary of Venture Global, Inc. (“Venture Global”, the “Company”, “we”, “us” or “our”) entered into a frame agreement with GE Vernova Operations LLC (“GE Vernova”) and Baker Hughes Energy Services LLC (“Baker Hughes”) for the supply of power generation equipment and associated materials for up to 16 power islands with certain scheduled delivery dates running through 2034, at the latest (“Power Frame Agreement”). We expect to enter into a purchase order for the first power island by the end of 2026. In connection with the Power Frame Agreement, VGLNG also entered into a definitive reservation agreement with GE Vernova for the supply of eight of the remaining 15 power islands (the “Initial Unit Manufacturing Reservation Agreement”), with purchase orders for those power islands anticipated to be entered into commencing in early 2027.
The Power Frame Agreement provides for the supply of incremental power equipment beyond that contained in the Baker Hughes Master Agreement at an agreed-upon price structure and schedule for the equipment that GE Vernova and Baker Hughes are obligated to supply once we elect to proceed with a given order. Such incremental equipment can be utilized for any of our LNG export projects or bolt-on expansions, or to support the LNG-adjacent data center development projects (as we announced today) that we intend to pursue.
Under the Power Frame Agreement, subject to entering into a definitive reservation agreement and payment of a reservation fee, GE Vernova will be obligated to reserve manufacturing capacity. The ability to reserve manufacturing capacity under such definitive reservation agreements expires in a staggered manner from October 2027 to October 2029 if we do not enter into definitive reservation agreements. Under the Power Frame Agreement, Baker Hughes will supply additional equipment and services related to the power islands.
All of the power island system purchase orders entered into under the Power Frame Agreement will follow the pre-negotiated terms and conditions specified in the form purchase order included in the Power Frame Agreement. Purchase orders under the Power Frame Agreement contain terms and conditions, scope of supply, delivery schedule and performance tests and performance guarantees. If we elect to proceed with all purchase orders under the Power Frame Agreement and the Grid Frame Agreement described below, the aggregate amount payable under both agreements, including applicable reservation fees, would be approximately $17.2 billion, subject to adjustment based on various specified criteria.
Outside of payment of the reservation fees and the reservation of capacity pursuant to the Initial Unit Manufacturing Reservation Agreement, neither we nor Baker Hughes or GE Vernova have any binding obligations with respect to the purchase or supply, as the case may be, of power islands under the Power Frame Agreement unless and until we, GE Vernova, and Baker Hughes enter into additional definitive reservation agreements and/or purchase orders for the power islands. Once we enter into any purchase order for the supply of power islands, we may terminate that purchase order under certain circumstances, in which case we may be required to pay a termination fee.
GE Grid Frame Agreement
Additionally, on October 9, 2026, VGLNG entered into a frame agreement with GE Grid Solutions, LLC (“GE Grid”) for the supply of power transformer and gas insulated switchgear equipment to support up to 21 power island projects, complementing the commitments under the Power Frame Agreement, with certain scheduled delivery dates running through 2034, at the latest (the “Grid Frame Agreement”). In connection with the Grid Frame Agreement, VGLNG entered into five definitive reservation agreements for the supply of first five sets of equipment packages (the “Initial Long Lead Equipment Reservation Agreements”), with purchase orders for those equipment packages to be entered into under the Grid Frame Agreement commencing in late 2026.
The Grid Frame Agreement provides for the supply of incremental power transformer and gas insulated switchgear equipment beyond that contained in the Baker Hughes Master Agreement at an agreed-upon price structure and schedule for the equipment that GE Grid is obligated to supply once we elect to proceed with a given order. Such incremental equipment can be utilized for any of our LNG export projects or bolt-on expansions, or to support the LNG-adjacent data center development projects (as we announced today) that we intend to pursue.
Under the Grid Frame Agreement, subject to entering into a definitive reservation agreement and payment of a reservation fee, GE Grid will be obligated to reserve manufacturing capacity. The ability to reserve manufacturing capacity under such definitive reservation agreements expires in a staggered manner over a period ending in mid-December 2026 if we do not enter into definitive reservation agreements.
All of the power equipment package purchase orders entered into under the Grid Frame Agreement will follow the pre-negotiated terms and conditions specified in the form purchase order included in the Grid Frame Agreement. Purchase orders under the Grid Frame Agreement contain terms and conditions, scope of supply, delivery schedule and performance tests and performance guarantees.
Outside of payment of the reservation fees and the reservation of capacity pursuant to the Initial Long Lead Equipment Reservation Agreements, neither we nor GE Grid will have any binding obligations with respect to the purchase or supply, as the case may be, of power equipment packages under the Grid Frame Agreement unless and until we enter into additional definitive reservation agreements and/or purchase orders for the power equipment packages. Once we enter into any purchase order with GE Grid for the supply of power equipment packages, we may terminate that purchase order under certain circumstances, in which case we may be required to pay a termination fee.
Copies of the Power Frame Agreement and the Grid Frame Agreement will be filed as exhibits to the Company’s quarterly report on Form 10-Q for the three months ended September 30, 2026.
Item 8.01. Other Events.
On October 15, 2026, the Company issued a press release announcing that the Company had entered into the Power Frame Agreement and the Grid Frame Agreement and other related developments. A copy of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit Number Exhibit Title or Description
99.1
Press release dated October 15, 2026.
104
Cover Page Interactive Data File (embedded within the Inline XBRL document).
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 15, 2026
By: /s/ Jonathan Thayer
Jonathan Thayer
Chief Financial Officer
EX-99.1
EX-99.1
Filename: frameagreementpressrelease.htm · Sequence: 2
Document
Exhibit 99.1
Venture Global Secures New Agreements to Support Expansion of Existing Grid-Independent Power Network
•Landmark Agreement with GE Vernova and Baker Hughes supports the development of over 10 GW of new Island-Mode power capacity across sites owned or controlled by Venture Global
•Leverages existing team and execution capabilities to enable rapid deployment of adjacent, behind-the-wall, large-scale data centers with no reliance on the public electric grid demand or extra cost to consumers
•Staged, market-driven expansion advances Venture Global’s critical energy infrastructure strategy in a disciplined manner and positions the Company to facilitate power and compute capacity at gigawatt-scale on an attractive timeline
ARLINGTON, Va. — Venture Global, Inc. (NYSE: VG) today announced it has entered into power and grid frame agreements with GE Vernova and Baker Hughes Energy Services for up to 16 new, 720 MW power island units and associated power transformer equipment, supporting the continued expansion of its existing behind-the-meter, Island-Mode industrial power network that is not reliant on the grid.
The agreements will enable continued growth in Venture Global’s LNG business and provide a pathway to make up to 10 GW of new compute capacity available over time - at sites owned or controlled by the Company - for potential adjacent infrastructure and data centers. With Island Mode power generated using this incremental dedicated on-site infrastructure, the expansion would place no additional demand on the public electric grid or public water utilities and, therefore, have no added costs to local consumers. This new capacity would build on the company’s 4.5 gigawatts of Island Mode modular, gas-fired generation that has and will continue to supply power to our facilities.
“Over the last decade, Venture Global has successfully built complex energy infrastructure, including one of the world’s largest private industrial electric grids that supports our core LNG export business. Our power generation platform is not reliant on the grid and reliably runs completely behind-the-meter making this new opportunity a natural extension of what we are experienced and proven to do safely, reliably, and at-scale,” said Venture Global CEO Mike Sabel.
“These new agreements outline a phased, disciplined expansion to make reliable, large-scale power capacity available for new compute as and when we elect. By providing Island-Mode power generation, gas supply, closed-loop water systems, thousands of acres of land, data centers, and other necessary infrastructure, Venture Global is creating a vertically integrated AI utility that could solve for the many chokepoints associated with the AI buildout. This advances Venture Global’s broader strategy of strengthening America’s critical energy infrastructure and addressing one of the most important infrastructure challenges facing our nation today.”
The company remains fully committed to our growing, robust LNG business, customers and our existing contractual commitments. Any potential third-party development for Island Mode power capacity would be separate from and complementary to Venture Global’s existing LNG operations and would not impact the Company’s LNG sales agreements or other existing commercial commitments. The production and delivery of low cost, clean American LNG for the next several decades remains our key strategic objective.
Exhibit 99.1
Creating a Flexible Framework for Future Behind-the-Meter Expansion
The agreements provide that the Company may enter into certain definitive reservation agreements, which contain agreed pricing and delivery terms, to reserve manufacturing capability over time. This framework preserves Venture Global’s flexibility on the timing and scope of future deployments. Venture Global currently expects to place its first power island purchase order by the end of 2026.
Venture Global expects to build additional capacity in stages as customer commitments and other commercial arrangements are established, and the Company determines that additional deployment is warranted. Additional power islands and related electrical equipment would be ordered through future definitive reservation agreements or purchase orders based on the Company’s operational and commercial needs. The 720 MW power island units would consist of combined cycle gas turbines and certain related equipment, utilizing configurations consistent with Venture Global’s existing power infrastructure.
Building on its Existing Differentiated Power Platform
Over the past 15 years, Venture Global has grown into one of the world’s largest LNG producers and exporters. As part of that development, the Company has built one of the largest private and self-sufficient industrial power grids in the world with 6 power islands ordered, in construction, or operating across its LNG facilities. This equates to approximately 4.5 gigawatts of modular, gas-fired generation that has and will supply power to its own facilities entirely behind the meter and off the grid.
With the up to 16 additional power island units contemplated by the new agreements, the Company expects to have the potential to continue supporting its growing LNG business and separately creating a substantial foundation for its AI utility. Subject to customer commitments, market demand, and other commercial considerations, the Company anticipates that it will be able to develop up to 10GW of compute capacity by the end of 2034.
Venture Global will work with federal, state, and local regulators on any additional permitting requirements. This week, the company will file its first permit applications to begin this process.
About Venture Global
Venture Global is an American producer and exporter of low-cost U.S. liquefied natural gas (LNG) with over 100 MTPA of capacity in production, construction, or development. Venture Global began producing LNG from its first facility in 2022 and is now one of the largest LNG exporters in the United States. The company’s vertically integrated business includes assets across the LNG supply chain including LNG production, natural gas transport, shipping and regasification. The company’s first three projects, Calcasieu Pass, Plaquemines LNG, and CP2 LNG, are located in Louisiana along the Gulf of America. Venture Global is developing carbon capture and sequestration projects at each of its LNG facilities.
Exhibit 99.1
Forward-Looking Statements
This press release contains certain statements that may include “forward-looking statements.” All statements, other than statements of historical or present facts or conditions, included herein are “forward-looking statements.” Included among “forward-looking statements” are, among other things, statements regarding Venture Global’s business strategy, plans and objectives. Venture Global believes that the expectations reflected in these “forward-looking statements” are reasonable, however they are inherently uncertain and involve a number of risks and uncertainties beyond Venture Global’s control. In addition, assumptions may prove to be inaccurate. Actual results may differ materially from those anticipated or implied in “forward-looking statements” as a result of a variety of factors. These “forward-looking statements” speak only as of the date made, and other than as required by law, Venture Global undertakes no obligation to update or revise any “forward-looking statement” or provide reasons why actual results may differ, whether as a result of new information, future events or otherwise.
Investors:
Ben Nolan
IR@ventureglobalLNG.com
Media:
Shaylyn Hynes
press@ventureglobalLNG.com
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