NextDecade Corporation's SEC filings document the financing, governance and capital-structure records tied to its Rio Grande LNG development business. Recent 8-K reports describe material definitive agreements for Rio Grande LNG Train 4 and Train 5 subsidiaries, including common terms agreements, equity contribution agreements, credit agreements, collateral and intercreditor arrangements, secured debt instruments, notes and related security documents.
The filings also cover amended credit arrangements at a wholly owned indirect subsidiary, exchangeable loan features, officer employment and compensation agreements, chief financial officer transition disclosures, board appointments and annual proxy matters. Proxy materials include executive compensation, equity awards, director elections and shareholder meeting governance for the Nasdaq-listed common stock.
NextDecade Corp director Diana L. Sands reported an equity award of restricted stock. On January 30, 2026, she acquired 40,642 shares of NextDecade common stock at a price of $0 per share. These shares are restricted stock scheduled to vest on January 31, 2027.
Following this grant, Sands beneficially owned 47,404 shares of NextDecade common stock in direct ownership, reflecting her updated stake as a company director.
NextDecade Corp director Chapman Frank received 30,245 shares of common stock as restricted stock on January 30, 2026 at a price of $0 per share. These restricted shares are scheduled to vest on January 31, 2027. Following this grant, he beneficially owns 285,427 shares of NextDecade common stock directly.
NextDecade Corp director Brian Belke reported receiving 49,149 shares of restricted common stock on January 30, 2026. The grant was priced at $0 per share and increased his beneficial ownership to 440,919 shares of NextDecade common stock.
The filing notes these 49,149 restricted shares will vest on January 31, 2027, meaning Belke will gain full rights to them on that date if vesting conditions are met. This Form 4 reflects routine director equity compensation rather than an open‑market purchase or sale.
NextDecade Corp director reports stock award. Director Edward Andrew Scoggins Jr. received 30,245 shares of NextDecade common stock on January 30, 2026 in a transaction coded "A" for acquisition at $0 per share, reflecting an equity compensation grant.
These shares are described as restricted stock that will vest on January 31, 2027, meaning they are subject to a time-based vesting condition. Following this grant, Scoggins directly beneficially owns 230,315 shares of NextDecade common stock.
NextDecade Corp director Wells Louis Spencer reported receiving 30,245 shares of common stock as a restricted stock award on January 30, 2026. The shares were granted at a price of $0 per share and are scheduled to vest on January 31, 2027.
After this equity grant, Spencer beneficially owns 276,410 shares of NextDecade common stock in direct ownership. The filing reflects an equity-based compensation award rather than an open-market purchase.
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.
Hanwha Aerospace Co., Ltd., a more than 10% owner of NextDecade Corp (NEXT), reported open‑market purchases of the company’s common stock. On 11/20/2025, it bought 347,630 shares at a weighted average price of $6.0205, and on 11/21/2025 it bought 419,477 shares at a weighted average price of $5.7275, with each trade executed across a range of prices as disclosed.
Following these transactions, the reporting person shows direct beneficial ownership of 21,665,729 shares and indirect beneficial ownership of 17,536,369 shares held by Hanwha Ocean LLC. Hanwha Aerospace states that it may be deemed part of a group that beneficially owns more than 10% of NextDecade’s common stock, and it disclaims beneficial ownership and group status except to the extent of its pecuniary interest.
Hanwha Aerospace Co., Ltd., identified as a director of NextDecade Corp (NEXT), reported open-market purchases of the company’s common stock over three consecutive days. On 11/17/2025 it bought 295,875 shares at a weighted average price of $5.8683, on 11/18/2025 it bought 462,576 shares at $5.9247, and on 11/19/2025 it bought 305,973 shares at $6.0362.
After these transactions, the form lists 20,898,622 shares of common stock beneficially owned directly and 17,536,369 shares beneficially owned indirectly. The notes state that the prices reflect weighted averages over ranges of individual trade prices and that Hanwha Aerospace disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest. The filing also notes that Hanwha Aerospace 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.
NextDecade Corp (NEXT) reported insider derivative transactions involving Man Investment Partners (US) LP and related reporting persons. The Form 4 shows activity dated 11/17/2025 in several securities linked to NextDecade common stock.
In Table II, the reporting persons show Tranche C Warrants with an exercise price of $9.3, tied to 818,171 shares of common stock, with one line coded as a disposition and another as an acquisition, with expiration dates in 2030 and 2032. They also report Series A-1 Loans and Series A-2 Loans, each treated as derivative securities with a conversion or exercise price of $9.5, linked to 1,587,947 and 452,059 shares of common stock, respectively, exercisable from 11/17/2025 and expiring on 11/17/2030. All positions are reported as indirectly owned, with detailed footnotes and joint filer information incorporated by reference to attached exhibits.
NextDecade Corporation entered into an amended and restated credit agreement through its subsidiary Rio Grande LNG Super Holdings, LLC, adding an incremental $50 million Series A term loan and recharacterizing $50 million of existing principal as Series A loans. These Series A loans mature on November 17, 2030, bear interest at 8.0% per annum, and are exchangeable into NextDecade common stock at $9.50 per share. Remaining principal under the prior facility is now Series B loans, which mature on October 16, 2030 and accrue interest at 13.5% per annum, with detailed prepayment premium schedules for both series.
The agreement is secured by equity and substantially all personal property of Super Holdings and removes a prior obligation to offer full prepayment tied to earlier financing transactions. In connection with this refinancing, NextDecade extended the exercise periods of existing Tranche A/B and Tranche C warrants, granted registration rights for shares issuable under the warrants and exchange feature, and expanded governance rights for lender General Atlantic, including the right to nominate one director candidate and maintain a board observer role subject to loan and equity value thresholds.