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[Form 4] NextDecade Corp Insider Trading Activity

Filing Impact
(High)
Filing Sentiment
(Positive)
Form Type
4
Rhea-AI Filing Summary

NextDecade (NEXT): Insider purchase reported. Hanwha Aerospace Co., Ltd. filed a Form 4 showing an open‑market purchase of 591,837 shares of NextDecade common stock on 11/11/2025 at a weighted average price of $6.0685 per share.

Following the transaction, the filing lists 19,129,534 shares beneficially owned directly and 17,536,369 shares indirectly through Hanwha Ocean LLC. The filer disclaims beneficial ownership beyond its pecuniary interest and notes it may be deemed part of a “group” that beneficially owns more than 10% of the common stock.

Positive
  • None.
Negative
  • None.

Insights

Large open-market purchase by a >10% holder increases reported beneficial ownership; watch for follow-on ownership filings.

Hanwha Aerospace Co., Ltd. reported an open-market purchase (Code P) of 591,837 shares of NextDecade Corp on 11/11/2025 at a weighted average price of $6.0685, with individual trades ranging from $5.7000 to $6.2651. Following this, the filer reports 19,129,534 shares held directly and 17,536,369 shares held indirectly, with the indirect holdings reflecting securities held by Hanwha Ocean LLC.

The filer indicates status as a Director and potential 10% owner, and includes standard disclaimers: no admission of beneficial ownership beyond pecuniary interest, and a note that it may be deemed part of a group owning over 10%. No derivative securities were reported in Table II. The form does not assert a Rule 10b5‑1 plan; the transaction is identified as an open-market purchase.

Items to watch include any subsequent Form 4 activity, and any Schedule 13D/13G amendments that update beneficial ownership or group status. The trade date was 11/11/2025 and the signature date was 11/13/2025, which provides a reference for timing.

SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Hanwha Aerospace Co., Ltd.

(Last) (First) (Middle)
1204, CHANGWON-DAERO, SEONGSAN-GU

(Street)
CHANGWON-SI, GYEONGSANGNAM-DO M5 51542

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
NextDecade Corp [ NEXT ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
11/11/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 11/11/2025 P 591,837 A $6.0685(1) 19,129,534 D(2)
Common Stock 17,536,369 I(2) See footnote(3)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. The price reported is a weighted average price. The shares reported in this transaction were purchased at prices ranging from $5.7000 to $6.2651, inclusive. The reporting person shall provide to the Securities and Exchange Commission, the Issuer or any security holder of the Issuer, upon request, full information regarding the number of shares purchased at each separate price.
2. This filing shall not be deemed an admission that the reporting person is the beneficial owner of all securities covered by this filing for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise, or is subject to Section 16 of the Exchange Act. The reporting person disclaims beneficial ownership of the securities reported herein, except to the extent of its pecuniary interest therein.
3. Reflects securities held directly by Hanwha Ocean LLC. Hanwha Aerospace Co., Ltd. may be deemed to beneficially own the securities held directly by Hanwha Ocean LLC.
Remarks:
The reporting person may be deemed a member of a "group" (as such term is used in Section 13(d) of the Exchange Act and the rules promulgated thereunder) that beneficially owns more than 10% of the outstanding shares of Common Stock. The reporting person disclaims membership in any such group.
Hanwha Aerospace Co., Ltd. By: /s/ Jaeil Son Title: Chief Executive Officer 11/13/2025
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did NEXT disclose in this Form 4?

An open‑market purchase of 591,837 shares of common stock on 11/11/2025 at a weighted average price of $6.0685.

Who is the reporting person on NEXT’s Form 4?

Hanwha Aerospace Co., Ltd. signed the filing.

How many NEXT shares are listed as owned after the transaction?

The filing lists 19,129,534 shares directly and 17,536,369 shares indirectly.

What is the source of the indirect ownership?

Indirect holdings reflect securities held by Hanwha Ocean LLC.

What does the filing say about beneficial ownership and groups?

The filer disclaims beneficial ownership beyond pecuniary interest and notes it may be deemed part of a “group” owning over 10%.

Was the trade under a Rule 10b5-1 plan?

A 10b5‑1 checkbox appears, but the excerpt does not indicate it was checked.
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