false 0001383650 0001383650 2023-06-28 2023-06-28





Washington, D.C. 20549







Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): June 28, 2023




(Exact name of registrant as specified in its charter)




Delaware   001-33366   20-5913059
(State or other jurisdiction
of incorporation)
File Number)
  (I.R.S. Employer
Identification No.)

700 Milam Street, Suite 1900

Houston, Texas 77002

(Address of principal executive offices) (Zip Code)

(713) 375-5000

(Registrant’s telephone number, including area code)



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:


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




Name of each exchange

on which registered

Common Units Representing Limited Partner Interests   CQP   NYSE American

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 5.02.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On June 28, 2023, Taylor Johnson, Deputy General Counsel and Assistant Secretary, was appointed to the Board of Directors (the “Board”) of Cheniere Energy Partners GP, LLC, the general partner (the “General Partner”) of Cheniere Energy Partners, L.P. (the “Partnership”). Mr. Johnson is also expected to be appointed to the CMI SPA Committee. In connection with the appointment of Mr. Johnson, Tim Wyatt resigned as a member of the Board and the CMI SPA Committee, effective as of June 28, 2023.

The appointment of Mr. Johnson to the Board was made pursuant to the rights of Cheniere GP Holding Company, LLC under the Third Amended and Restated Limited Liability Company Agreement of the General Partner to appoint certain directors to the Board.

Mr. Johnson entered into the General Partner’s standard form of Indemnification Agreement, as described in the Partnership’s Annual Report on Form 10-K for the year ended December 31, 2022, filed on February 23, 2023.

Mr. Johnson is not party to any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.



Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


  By:   Cheniere Energy Partners GP, LLC, its general partner

Date: June 28, 2023


/s/ Zach Davis

    Name: Title:  

Zach Davis

Executive Vice President and Chief Financial Officer