Hanwha Aerospace (NEXT) reports new NextDecade share purchases

Rhea-AI Filing Summary

Hanwha Aerospace Co., Ltd., a director of NextDecade Corp (ticker NEXT), reported open-market purchases of the company’s common stock. On December 11, 2025, it bought 851,971 shares at a weighted-average price of $5.8313 per share, and on December 12, 2025, it bought 800,000 shares at a weighted-average price of $5.5391 per share. After these trades, Hanwha Aerospace directly beneficially owned 26,420,222 NextDecade shares. The filing also lists 17,536,369 shares as indirectly beneficially owned through Hanwha Ocean LLC, which Hanwha Aerospace may be deemed to beneficially own. Hanwha Aerospace disclaims beneficial ownership of all reported securities beyond its pecuniary interest and notes it may be deemed part of a group that beneficially owns more than 10% of NextDecade’s outstanding common stock, while disclaiming membership in any such group.

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

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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)
12/11/2025

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	12/11/2025		P		851,971	A	$5.8313(1)	25,620,222	D(3)
Common Stock	12/12/2025		P		800,000	A	$5.5391(2)	26,420,222	D(3)
Common Stock								17,536,369	I(3)	See footnote(4)

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 $5.6700 to $6.1200, 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. The price reported is a weighted average price. The shares reported in this transaction were purchased at prices ranging from $5.4500 to $5.7400, 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.

3. 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.

4. 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	12/15/2025
	** 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).
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FAQ

What insider transactions did Hanwha Aerospace report in NextDecade (NEXT)?

Hanwha Aerospace Co., Ltd. reported two open-market purchases of NextDecade Corp common stock. It bought 851,971 shares on December 11, 2025 and 800,000 shares on December 12, 2025, both coded as purchases ("P") in Table I of the Form 4.

At what prices were the NEXT shares purchased by Hanwha Aerospace?

The December 11, 2025 trade was executed at a weighted-average price of $5.8313 per share, with individual trades between $5.6700 and $6.1200. The December 12, 2025 trade had a weighted-average price of $5.5391 per share, with individual trades between $5.4500 and $5.7400, as explained in the footnotes.

How many NextDecade (NEXT) shares does Hanwha Aerospace own after these trades?

After the reported transactions, Hanwha Aerospace directly beneficially owned 26,420,222 shares of NextDecade common stock. The Form 4 also shows 17,536,369 shares as indirectly beneficially owned and held through Hanwha Ocean LLC.

How is the indirect ownership of NextDecade (NEXT) shares structured for Hanwha Aerospace?

The filing states that the 17,536,369 indirectly owned shares are held directly by Hanwha Ocean LLC. Hanwha Aerospace Co., Ltd. may be deemed to beneficially own the securities held by Hanwha Ocean LLC, as noted in the explanatory footnote.

Does Hanwha Aerospace disclaim beneficial ownership of some NEXT shares?

Yes. The Form 4 explains that Hanwha Aerospace disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest. It also states the filing should not be deemed an admission that it is the beneficial owner of all securities covered.

Is Hanwha Aerospace considered a more than 10% owner of NextDecade (NEXT)?

The remarks section notes that Hanwha Aerospace may be deemed a member of a group that beneficially owns more than 10% of NextDecade’s outstanding common stock, but it expressly disclaims membership in any such group.