NextDecade director Giovanni Oddo resigns immediately

Ninteenth Investment Company LLC has the right to designate a replacement director under its Purchaser Rights Agreement with NextDecade.

Rhea-AI Filing Summary

NextDecade Corp. (NEXT) received a letter from director Giovanni Oddo on September 29, 2026, stating that he was resigning from the Board effective immediately. Oddo was initially appointed to the Board in May 2022 under the Purchaser Rights Agreement between NextDecade and Ninteenth Investment Company LLC (NIC), dated October 28, 2019. Oddo indicated that his resignation was not due to disagreements with the company concerning its operations, policies or practices. NIC, an affiliate of Mubadala Investment Company, has the right under the agreement to designate a replacement for him on the Board.

8-K Event Classification

Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers

1 item

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance

Key personnel changes including departures, elections, or appointments of directors and executive officers.

Key Terms

Purchaser Rights Agreement, right to designate a replacement

2 terms

Purchaser Rights Agreement regulatory

"under the Purchaser Rights Agreement between NextDecade and Ninteenth Investment Company LLC"

right to designate a replacement regulatory

"NIC has the right to designate a replacement for him on the Board"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

Did Giovanni Oddo say his resignation from NEXT's board was due to disagreements?

No. Oddo indicated that his resignation was not due to disagreements with NextDecade concerning its operations, policies or practices.

Who can designate a replacement for Giovanni Oddo on NEXT's board?

Ninteenth Investment Company LLC (NIC), an affiliate of Mubadala Investment Company, has the right to designate a replacement under the Purchaser Rights Agreement with NextDecade.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 10/01/2026 - 04:27 PM Accepted by SEC EDGAR 10/01/2026 - 04:26 PM Learn about SEC filing dates

FALSE000161272000016127202026-10-012026-10-01

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): September 29, 2026

NEXTDECADE CORPORATION

(Exact Name of Registrant as Specified in Charter)

Delaware			001-36842			46-5723951
(State or other jurisdiction of incorporation or organization)			(Commission File Number)			(I.R.S. Employer Identification No.)
1000 Louisiana Street, Suite 3300
Houston, Texas						77002
(Address of principal executive offices)						(Zip code)

Registrant’s telephone number, including area code: (713) 574-1880

(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):

o			Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o			Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o			Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o			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

Name of each exchange on which registered:

Common Stock, $0.0001 par value

NEXT

The Nasdaq Stock Market LLC

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 o

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. o

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On September 29, 2026, NextDecade Corporation (the “Company”) received a letter from Mr. Giovanni Oddo indicating that he was resigning from the Company's Board of Directors (the “Board”), effective immediately. Mr. Oddo was initially appointed to the Board in May 2022 pursuant to that certain Purchaser Rights Agreement between the Company and Ninteenth Investment Company LLC (“NIC”), an affiliate of Mubadala Investment Company, dated as of October 28, 2019 (the “Purchaser Rights Agreement”). Mr. Oddo indicated that his resignation was not due to any disagreements with the Company on any matter relating to the Company’s operations, policies or practices.

Under the terms of the Purchaser Rights Agreement, NIC has the right to designate a replacement for Mr. Oddo on the Company's Board.

SIGNATURE

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.

Dated: October 1, 2026

			NEXTDECADE CORPORATION
			By:			/s/ Vera de Gyarfas
						Name: Vera de Gyarfas
						Title: General Counsel

Filing Exhibits & Attachments

3 documents

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA DOCUMENT 1.8 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE DOCUMENT 22.0 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE DOCUMENT 12.7 KB