Venture Global, Inc.·4

May 28, 5:32 PM ET

Earl Thomas 4

4 · Venture Global, Inc. · Filed May 28, 2026

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Venture Global (VG) CCO Earl Thomas Exercises Options, Sells Shares

What Happened
Earl Thomas, Chief Commercial Officer of Venture Global (VG), exercised 1,000,000 options on 2026-05-27 by paying $0.79 per share (total cost $790,000) and then sold 1,000,000 common shares in the open market at a weighted average price of $12.44 per share (gross proceeds $12,444,000). The Form 4 also records the conversion/disposition of 1,000,000 derivative securities at $0.00, which reflects that the exercised options were removed after conversion.

Key Details

  • Transaction date: 2026-05-27 (reported on Form 4 filed 2026-05-28 — filed the next day).
  • Exercise: 1,000,000 shares acquired at $0.79 per share; total exercise cost $790,000. (F2: option fully vested and exercisable.)
  • Sale: 1,000,000 shares sold in multiple open-market trades at a weighted average price of $12.44; gross proceeds $12,444,000. (F1: sale prices ranged from $12.30 to $12.65; issuer/staff may request per-price breakdown.)
  • Derivative entry: 1,000,000 derivative securities reported as disposed at $0.00 — reflects cancellation/conversion of the exercised options.
  • Shares owned after transaction: Not disclosed in the provided filing.
  • Filing timeliness: Reported the next calendar day (not marked late).

Context
Because the options were exercised and the shares were sold the same day, this is effectively a cashless exercise — the sale likely supplied the cash to cover the exercise cost and any taxes. The filing is factual and routine: exercises followed immediately by open-market sales are common for fully vested options and do not, by themselves, indicate management’s longer-term view.

Insider Transaction Report

Form 4
Period: 2026-05-27
Earl Thomas
Chief Commercial Officer
Transactions
  • Exercise/Conversion

    Class A Common Stock

    2026-05-27$0.79/sh+1,000,000$790,0001,000,000 total
  • Sale

    Class A Common Stock

    [F1]
    2026-05-27$12.44/sh1,000,000$12,444,0000 total
  • Exercise/Conversion

    Stock Options

    [F2]
    2026-05-271,000,0004,540,663 total
    Exercise: $0.79Exp: 2027-07-18Class A Common Stock (1,000,000 underlying)
Footnotes (2)
  • [F1]The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $12.30 to $12.65 per share, inclusive. Upon request by the staff of the Securities and Exchange Commission, the Issuer or any securityholder of the Issuer, the Reporting Person undertakes to provide full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.
  • [F2]This stock option is fully vested and exercisable.
Signature
/s /Keith Larson, Attorney-in-Fact for Earl Thomas|2026-05-28

Documents

1 file
  • 4
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