false
0001400897
0001400897
2026-10-16
2026-10-16
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
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)
October 16, 2026
NXG Cushing® Midstream Energy Fund
(Exact name of registrant
as specified in its charter)
| Delaware |
|
811-22072 |
|
35-2303963 |
|
(State or other jurisdiction
of incorporation) |
|
(Commission
File Number) |
|
(IRS Employer
Identification No.) |
| One Energy Square, 4925 Greenville Avenue, Suite 1310, Dallas, Texas |
75206 |
| (Address of principal executive offices) |
(Zip Code) |
Registrant’s telephone number, including area code
(214) 692-6334
(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:
| [ ] |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| [ ] |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| [ ] |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| [ ] |
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(s) |
Name of each exchange on which registered |
| Common Shares of Beneficial Interest |
SRV |
New York Stock Exchange |
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
If an emerging growth company, indicate by check mark if the registrant
has elected not to use the extended transition period for complying with new or revised financial accounting standards provided pursuant
to Section 13(a) of the Exchange Act. [ ]
Item 8.01 Other Events
The Board of Trustees of NXG Cushing®
Midstream Energy Fund (the “Fund”) has approved certain changes to the name of the Fund and the Fund’s non-fundamental
investment policies. Effective December 18, 2026, the Fund’s name will be The NXG Cushing® Energy Infrastructure
Fund.
Additionally, effective December 18, 2026, it will
no longer be a policy of the Fund to invest at least 80% of its net assets, plus any borrowings for investment purposes, in midstream
energy investments. Effective December 18, 2026, the Fund will pursue its investment objective to obtain a high after-tax total return
from a combination of capital appreciation and current income by investing, under normal market conditions, at least 80% of its net assets,
plus any borrowings for investment purposes, in a portfolio of energy infrastructure investments.
On October 16, 2026, the Fund issued a press release
in connection with the changes to the Fund’s name and non-fundamental investment policies, a copy of which is attached hereto as
Exhibit 99.1 and incorporated herein by reference.
The information included in this Item 8.01 and the
press release attached hereto as Exhibit 99.1 and incorporated herein by reference are being “filed” for purposes of Section
18 of the Securities Exchange Act of 1934, and the Fund incorporates the information included in this Item 8.01 by reference into its
effective registration statement under the Securities Act of 1933.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| 99.1 | Press Release, dated October 16, 2026 |
| | | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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.
| |
NXG CUSHING® MIDSTREAM ENERGY FUND |
| |
|
|
|
|
| Date: October 16, 2026 |
By: |
/s/ Blake Nelson |
|
|
| |
Name: |
Blake Nelson |
|
|
| |
Title: |
Chief Financial Officer |
|
|
The NXG Cushing® Midstream
Energy Fund Announces Fund Name Change
Dallas, TX – October 16, 2026 – The NXG Cushing®
Midstream Energy Fund (NYSE: SRV) (the “Fund”) today announced that the Fund’s Board of Trustees (the “Board”)
approved certain changes to the name of the Fund and the Fund’s non-fundamental investment policies.
Effective December 18, 2026, the Fund’s name will be The NXG Cushing®
Energy Infrastructure Fund.
There will be no change to the Fund’s New York Stock Exchange ticker
symbol in connection with the name change. The CUSIP for the Fund’s common shares will remain 231631300 following the name change.
Principal Investment Strategies of the Fund
The Fund will continue to pursue its investment objective to obtain a high
after-tax total return from a combination of capital appreciation and current income. There can be no assurance that the Fund’s
investment objective will be achieved.
The Fund currently pursues its investment objective by investing, under
normal market conditions, at least 80% of its net assets, plus any borrowings for investment purposes, in a portfolio of midstream energy
investments. The Fund considers midstream energy investments to be investments that offer economic exposure to securities of midstream
energy companies, which are companies that provide midstream energy services, including the gathering, transporting, processing, fractionation,
storing, refining and distribution of natural resources, such as natural gas, natural gas liquids, crude oil refined petroleum products,
biofuels, carbon sequestration, solar, and wind.
As of December 18, 2026, it will no longer be a policy of the Fund to invest
at least 80% of its net assets, plus any borrowings for investment purposes, in midstream energy investments.
Effective as of December 18, 2026, the Fund will pursue its investment
objective by investing, under normal market conditions, at least 80% of its net assets, plus any borrowings for investment purposes, in
a portfolio of energy infrastructure investments. The Fund considers energy infrastructure investments to be investments that offer economic
exposure to securities of energy infrastructure companies, including direct investments in equity and debt securities of such companies,
as well as derivatives (such as options and swaps) and other instruments referencing such securities. Energy infrastructure companies
are companies that, directly or through their subsidiaries, own, develop, construct, operate, manage or lease energy infrastructure assets,
or provide equipment, technology or services integral to such assets. Energy infrastructure activities include (i) midstream and fuel
infrastructure for the gathering, compression, transportation (including land and marine transportation), processing, fractionation, liquefaction,
regasification, storage, refining, distribution and marketing of natural gas, natural gas liquids, crude oil, refined petroleum products,
renewable fuels and hydrogen, and related terminals and export facilities; the sourcing, delivery, treatment, transportation and disposal
of water and other fluids associated with oil and gas production; and the capture, transportation, storage and sequestration of carbon;
(ii) power and utility infrastructure for the generation, transmission, distribution, storage and sale of electricity or thermal energy
from any source, including natural gas, nuclear, solar, wind, hydroelectric, geothermal and biomass, whether by regulated electric and
gas utilities, independent power producers or owners of renewable and energy storage assets; (iii) distributed, behind-the-meter, mobile
and modular power generation and storage, including power-as-a-service arrangements for data centers and other commercial and industrial
customers; and (iv) the engineering, construction, installation, operation, maintenance and leasing of the foregoing infrastructure; the
manufacture and servicing of equipment dedicated to or predominantly used in such infrastructure, such as turbines, generators, fuel cells,
batteries and compression and electrical distribution equipment; and dedicated energy logistics infrastructure and services for the handling,
storage and transportation of fuels, proppants and other materials used in energy production and delivery.
The Fund considers a company to be an energy infrastructure company if,
on a consolidated basis, at least 50% of its assets, income, sales or profits are committed to or derived from one or more of the energy
infrastructure activities described above.
As of October 15, 2026, 90% of the Fund’s net assets, plus borrowings
for investment purposes, consist of energy infrastructure investments, and therefore the Fund does not anticipate that any changes in
the Fund’s investment approach or rebalancing of the Fund’s portfolio will be required in connection with the name and policy
change.
The Fund will continue to invest no more than 25% of its total assets in
securities of energy master limited partnerships that qualify as publicly traded partnerships under the Internal Revenue Code.
The Fund will continue to be non-diversified and may continue to invest
in companies of any market capitalization size.
The Fund’s investments will continue to be concentrated in issuers
in the industry or group of industries that make up the natural resources sector, and specifically in midstream energy companies within
the natural resources sector.
No other changes to the Fund’s investment policies are being made
in connection with these changes, nor are any such further changes currently anticipated.
In connection with the name change and investment policy changes, there
will be no change to the Fund’s investment adviser or the portfolio management personnel primarily responsible for the day to day
management of the Fund’s portfolio.
No action is required by shareholders of the Fund in connection with these
changes.
About NXG INVESTMENT Management
Cushing® Asset Management, LP (“Cushing”) is
an SEC-registered investment adviser headquartered in Dallas, Texas. Cushing serves as investment adviser to affiliated funds and managed
accounts. Cushing is doing business as NXG Investment Management. The Firm provides Next Generation investment strategies to investors
seeking long-term growth in companies focused on traditional and transformational infrastructure.
Contact:
Blake Nelson
NXG Investment Management
214-692-6334
www.nxgim.com
Source: NXG Investment Management
IMPORTANT INFORMATION
This press release shall not constitute an offer to sell or a solicitation
to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer or solicitation or sale would
be unlawful prior to registration or qualification under the laws of such state or jurisdiction.
There can be no assurance that the Fund will achieve its investment objective.
Investments in the Fund involve operating expenses and fees. The net asset value of the Fund will fluctuate with the value of the underlying
securities. It is important to note that closed-end funds trade on their market value, not net asset value, and closed-end funds often
trade at a discount to their net asset value. Past performance is not indicative of future performance. An investment in the Fund is subject
to investment risk, including the possible loss of the entire amount that you invest. See www.nxgim.com for a detailed discussion of Fund-specific
risks.
