New Fortress Energy : Material Event - Form 8-K

Item 8.01. Other Events.

On March 26, 2024, New Fortress Energy Inc. (the "Company") filed a prospectus supplement (the "Resale Prospectus Supplement") to its previously filed automatic shelf registration statement on Form S-3 (File No. 333-277611) registering the resale of up to an aggregate of 2,064,517 shares of the Company's Class A common stock, par value $0.01 per share (the "Shares") which may be used by Ceiba Energy US LP, the selling securityholder identified therein (the "Selling Securityholder"), to resell the Shares covered thereby.

The Shares are issuable upon conversion of the 4.8% Series A Convertible Preferred Stock of the Company, par value $0.01 per share, issued pursuant to a Certificate of Designations, dated March 20, 2024, to Ceiba Energy Fundo de Investimento em Participações Multiestratégia - Investimento no Exterior ("Ceiba FIP") pursuant to a Share Exchange Agreement, dated as of December 22, 2023, by and among the Company, Ceiba FIP and Portocem Geração de Energia S.A., and assigned thereafter by Ceiba FIP to the Selling Securityholder. The Company will not receive any proceeds from any sale of Shares by the Selling Securityholder.

The Company is filing this report to provide the legal opinion as to the validity of the Shares covered by the Resale Prospectus Supplement, which opinion is attached hereto as Exhibit 5.1 and is incorporated herein by reference.