================================================================================ 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): June 5, 2006 CHENIERE ENERGY, INC. (Exact name of registrant as specified in its charter) Delaware 1-16383 95-4352386 (State or other jurisdiction of (Commission File Number) (I.R.S. Employer incorporation or organization) Identification No.) 717 Texas Avenue Suite 3100 Houston, Texas 77002 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (713) 659-1361 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 13e-4(c) 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)) ================================================================================ Item 1.01 Entry into a Material Definitive Agreement. On June 5, 2006, David B. Gorte accepted the position of Senior Vice President and Chief Risk Officer with Cheniere Energy, Inc. (the "Company"). Mr. Gorte's employment is expected to begin on August 21, 2006. He is to be paid an annual base salary of $240,000 and is to receive a grant of 10,000 shares of restricted stock on the first business day of the month following his date of employment. He is also to be eligible to participate in the Company's annual cash and/or stock bonus awards and other benefits available to the Company's employees. A summary of the compensation for each of the Company's executive officers is attached hereto as Exhibit 10.1, which is incorporated herein by reference. Item 9.01 Financial Statements and Exhibits. c) Exhibits Exhibit Number Description - ------- ----------- 10.1 Summary of Compensation for Executive Officers (filed herewith) SIGNATURES 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. CHENIERE ENERGY, INC. Date: June 9, 2006 By: /s/ Z.S. Kobiashvili --------------------------------------- Name: Z.S. Kobiashvili Title: Senior Vice President and General Counsel EXHIBIT INDEX Exhibit Number Description - ------- ----------- 10.1 Summary of Compensation for Executive Officers (filed herewith)