Welcome to our dedicated page for Nextdecade SEC filings (Ticker: NEXT), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
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 Matthew W. Bonanno has filed an initial Form 3 reporting his beneficial ownership in the company. The filing shows direct ownership of 84,900 shares of Common Stock as of the reported date. This is a disclosure of existing holdings rather than a new purchase or sale of shares.
NextDecade Corp director Charles Q. Brown Jr. filed an initial Form 3 showing his beneficial ownership position in the company. The filing reports that he holds no shares of NextDecade Corp Common Stock directly as of the reporting date.
NextDecade Corp director David L. Stover filed an initial Form 3 regarding his holdings in the company’s Common Stock. The filing shows 0 shares of Common Stock beneficially owned directly following the reported position, indicating no reportable ownership in this security at the time of filing.
General Atlantic-affiliated funds have disclosed a significant investment in NextDecade Corp, reporting beneficial ownership of 16,658,563 shares of common stock, or 5.9% of the class. The position is held through a group of Delaware entities investing via convertible loans and stock warrants.
APSC II Holdco I may acquire 8,272,308 shares upon converting $78,586,925 of Series A term loans at an exchange price of $9.50 per share, maturing on November 17, 2030. APSC II Holdco II holds 8,386,255 common stock purchase warrants across three tranches with exercise prices of $7.15 and $9.30 per share and expiries in 2031 and 2032.
The loans carry 8.0% annual interest and are secured by equity interests in Super Holdings and its subsidiaries. The investor group also holds registration rights and board designation and observer rights tied to the size of its economic stake, allowing ongoing influence over governance and potential future share issuances.
NextDecade Corporation appointed John Zuklic as Chief Financial Officer, effective July 6, 2026. He has more than 30 years of energy industry experience, including senior finance roles at Citgo Petroleum, Phillips 66 and ConocoPhillips, with responsibilities spanning financial strategy, capital structuring and large-scale transformation projects.
His compensation includes a $600,000 annual base salary, a target annual bonus equal to 100% of base salary, and an annual long-term incentive award valued at $2,100,000 under the company’s 2017 Omnibus Incentive Plan. His employment is at will and there are no related-party relationships or transactions disclosed.
At the 2026 Annual Meeting, stockholders elected Class B and Class C directors, approved an amendment to the 2017 Omnibus Incentive Plan to add 5,000,000 shares, supported executive compensation in an advisory vote, and ratified KPMG LLP as independent auditors for the fiscal year ending December 31, 2026.
NextDecade Corp controller Luke Boylston reported a routine tax-related share disposition. On May 13, 2026, 1,312 shares of common stock were withheld at $8.54 per share to satisfy tax withholding obligations tied to vesting restricted stock units.
After this tax-withholding disposition, Boylston directly holds 219,509 shares of NextDecade common stock. This event reflects automatic share withholding for taxes rather than an open-market purchase or sale decision.
NextDecade Corporation registered 19,730,742 shares of Common Stock for resale by selling stockholders.
The registration covers 9,204,426 Warrant Shares issuable upon exercise of warrants and 10,526,316 Exchange Shares issuable upon exchange of Series A Loans under the A&R Corporate Credit Agreement, pursuant to the Second Amended and Restated Registration Rights Agreement. The Company is not selling any shares hereunder and will receive no proceeds from these resales.
NextDecade Corporation reported a net loss attributable to common stockholders of $136.4 million for the quarter ended March 31, 2026, or $0.51 per share, as it continues to construct its Rio Grande LNG Facility with no revenues yet recognized. Total assets reached $13.23 billion, driven mainly by $11.66 billion of property, plant and equipment under construction, while debt, net totaled $9.36 billion and cash, cash equivalents and restricted cash were $465.1 million.
Phase 1 (Trains 1–2 and common facilities) was 67.8% complete and Train 3 was 44.2% complete as of March 2026, with early electrical commissioning underway on Train 1 and first gas expected in the second half of 2026. Train 4 and Train 5 were 10.6% and 6.8% complete, respectively, supporting an expected total production capacity of about 30 MTPA.
The company continued to fund heavy construction, using $1.18 billion in investing cash flows and raising $817 million of new debt and $248.7 million of equity commitments in the quarter. It also entered LNG sales agreements covering over 175 TBtu of early cargoes for 2027–2028, targeting cargo margins above $3.00 per MMBtu.
NextDecade Corporation is asking stockholders to vote at a fully virtual annual meeting on June 3, 2026. Holders of 264,979,673 shares of common stock as of April 15, 2026 may participate online.
Stockholders will elect four Class C and two Class B directors, vote on increasing shares under the 2017 Omnibus Incentive Plan, cast an advisory vote on named executive officer pay, and ratify KPMG LLP as auditor for 2026. The Board recommends voting in favor of all proposals.
The proxy highlights progress at the Rio Grande LNG facility, including Phase 1 construction ~58% complete as of December 2025, positive final investment decisions on Trains 4 and 5 supported by about $13.4 billion in project financing, and a total recordable incident rate of 0.22. For 2025, executives earned annual incentives at 157% of target under a scorecard tied mainly to safety, construction, contracting, financing, and regulatory milestones.