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.
Matthew K. Schatzman, identified as NextDecade Corp's Chief Executive Officer and a director, reported three transactions on September 9, 2025. Two sets of restricted stock units (RSUs) were recorded as acquired: 353,662 RSUs vested upon the company achieving a milestone-based performance criterion, and an additional 353,663 RSUs became earned and will vest in two near-equal annual installments beginning September 9, 2026. The filing also shows 139,166 shares of common stock were withheld by the issuer to satisfy tax withholding related to the RSU vesting; those withheld shares were reported as a disposition at an average price of $9.935. Following the transactions, the reporting person beneficially owned 4,964,816 shares (direct).
NextDecade completed a final investment decision for the Rio Grande LNG Train 4 Project and implemented related financing and governance arrangements. The company and project affiliates executed a T4 Credit Agreement providing up to $3.847 billion of construction/term loans, with interest based on SOFR+2.00% or base rate+1.00% and step-down margins tied to credit ratings. The EPC lump-sum contract price with Bechtel is approximately $4.77 billion, and total Train 4 project costs are estimated at $6.68 billion. Commercial operation is expected in the second half of 2030. JV members committed $2.83 billion of equity for the Train 4 Project, with NextDecade’s ND member share initially 40% (about $1.13 billion). Additional facilities and credit arrangements include a $225 million Corporate Credit Agreement and referenced FinCo/Super FinCo facilities. The T4 financing documents include customary project-finance covenants, a required historical debt service coverage ratio of 1.10:1.00 from the initial principal payment date, mandatory prepayment triggers, and intercreditor, collateral and security arrangements.
NextDecade Corp (NEXT) Form 4: Vera de Gyarfas, General Counsel and director, received 11,154 shares of common stock on 09/04/2025 upon partial vesting of performance-based restricted stock units (PSUs) granted in October 2022 because the Compensation Committee certified partial achievement of the performance condition. The shares were issued at no cash price to the reporting person. Concurrently, 4,390 shares were withheld by the issuer to satisfy tax-withholding obligations at an implied price of $10.46 per share. The filing shows 780,374 shares would have been held absent forfeitures; after forfeitures and the withholding, the reporting person beneficially owns 775,984 shares.
Brent Wahl, Chief Financial Officer of NextDecade Corp (NEXT), reported two transactions on 09/04/2025. The company issued 16,731 shares at no cost upon partial vesting of performance-based restricted stock units granted in October 2022 after the Compensation Committee certified partial achievement of the performance condition. The filing reports that some PSU shares were forfeited and exempt from reporting.
To satisfy tax withholding on the vested units, 8,542 shares were withheld by the issuer and reported as a disposition at a price of $10.46, reducing Mr. Wahl's beneficial holdings from 1,237,119 to 1,228,577 shares.
NextDecade Corp (NEXT) director and CEO Matthew K. Schatzman reported changes in his beneficial ownership on Form 4. On 09/04/2025, 50,195 shares of common stock were issued to Mr. Schatzman upon partial vesting of performance-based restricted stock units granted in October 2022, after the Compensation Committee certified partial achievement of the performance condition. The filing also shows 19,752 shares were withheld to satisfy tax withholding related to the vesting. After these transactions, Mr. Schatzman beneficially owned 4,416,409 shares (reflecting issuance and forfeitures described in the filing).
Matthew K. Schatzman, listed as the issuer's Chief Executive Officer and a director, filed a Form 4 reporting changes in his beneficial ownership of NextDecade Corp (NEXT). On 08/29/2025 he was recorded as acquiring 256,529 restricted stock units (each representing a contingent right to one share) at no cash price; those RSUs vest in three near-equal annual installments beginning August 31, 2026. The filing also shows 142,325 shares of common stock were disposed of on 08/29/2025 at $10.72 per share, representing shares withheld by the issuer to satisfy tax withholding obligations related to RSU vesting. After these transactions his reported direct beneficial ownership totaled 4,629,475 shares.
NextDecade Corp Controller Luke Boylston reported equity compensation activity involving the company’s common stock. On August 29, 2025, he received an award of 9,992 shares as part of a grant, while 3,250 shares were withheld at $10.72 per share to satisfy tax obligations tied to restricted stock unit vesting. The filing notes that the restricted stock units vest in three near-equal annual installments beginning August 31, 2026. After these transactions, Boylston holds 70,821 shares of NextDecade common stock directly.
NextDecade Corp (NEXT) insider filing shows Chief Financial Officer Brent Wahl received restricted stock units (RSUs) and had shares withheld for taxes. On 08/29/2025 Mr. Wahl was issued 81,623 RSUs that convert to one share each; these RSUs vest in three near-equal annual installments beginning August 31, 2026. Following the transactions, he beneficially owns 1,369,691 shares.
The filing also reports 61,549 shares were withheld by the issuer on 08/29/2025 to satisfy tax withholding related to RSU vesting at a price of $10.72 per share, leaving a reported beneficial ownership of 1,308,142 shares after that withholding.
NextDecade Corp reporting shows General Counsel Vera de Gyarfas received 58,302 restricted stock units (RSUs) on 08/29/2025; each RSU represents a contingent right to one share and the award vests in three near-equal annual installments beginning 08/31/2026. To cover tax withholding on RSU vesting the issuer withheld 31,630 shares at an indicated price of $10.72. After these transactions the reporting person beneficially owns 859,352 shares (direct) and holds 827,722 shares following the withholding disposal. The filing documents routine equity compensation activity by an officer rather than open-market trading.
Skeik Tarik, identified as the Chief Operating Officer of NextDecade Corp (NEXT), reported transactions on 08/29/2025 involving restricted stock units and share withholding for taxes. The filing shows 46,641 restricted stock units granted (transaction code A) at $0, increasing beneficial ownership to 137,550 shares immediately after the grant. On the same date the issuer withheld 7,379 shares (transaction code F) to satisfy tax withholding at an effective price of $10.72, leaving 130,171 shares beneficially owned following the withholding. The RSUs vest in three near-equal annual installments beginning August 31, 2026. The form is signed by an attorney-in-fact on behalf of the reporting person.