NXG NextGen Infrastructure Income Fund Files 8-K

TL;DR

NXG NextGen Infrastructure Income Fund filed an 8-K on 12/30/25 for material agreements & other events.

AI Summary

On December 30, 2025, NXG NextGen Infrastructure Income Fund filed an 8-K report. The filing primarily concerns the entry into a material definitive agreement and other events, along with financial statements and exhibits. The company was formerly known as Cushing NextGen Infrastructure Income Fund.

Why It Matters

This 8-K filing indicates significant corporate events or agreements for NXG NextGen Infrastructure Income Fund, requiring disclosure to investors.

Risk Assessment

Risk Level: low — This is a routine 8-K filing reporting on corporate events and agreements, not indicating immediate financial distress or significant operational changes.

Key Players & Entities

• NXG NextGen Infrastructure Income Fund (company) — Registrant
• Cushing NextGen Infrastructure Income Fund (company) — Former Company Name
• December 30, 2025 (date) — Date of Report

FAQ

Key Financial Figures

• $0.001 — eficial interest of the Fund, par value $0.001 per share (the "Common Shares"), from t

Filing Documents

• fp0096778-1_8kixbrl.htm (8-K) — 30KB
• fp0096778-1_ex11.htm (EX-1.1) — 73KB
• fp0096778-1_ex12.htm (EX-1.2) — 73KB
• fp0096778-1_ex51.htm (EX-5.1) — 20KB
• 0001398344-25-023271.txt ( ) — 408KB
• nxg-20251230.xsd (EX-101.SCH) — 3KB
• nxg-20251230_pre.xml (EX-101.PRE) — 22KB
• nxg-20251230_lab.xml (EX-101.LAB) — 33KB
• fp0096778-1_8kixbrl_htm.xml (XML) — 3KB

01. Entry into a Material Definitive Agreement

Item 1.01. Entry into a Material Definitive Agreement. On December 30, 2025, NXG NextGen Infrastructure Income Fund (NYSE: NXG) (the "Fund") entered into a distribution agreement (the "Distribution Agreement") with Foreside Fund Services, LLC (the "Distributor"), pursuant to which the Fund may offer and sell up to 1,600,000 common shares of beneficial interest of the Fund, par value $0.001 per share (the "Common Shares"), from time to time, through the Distributor, in transactions deemed to be "at the market" as defined in Rule 415 under the Securities Act of 1933, as amended (the "Offering"). The minimum price on any day at which Common Shares may be sold will not be less than the then current net asset value per Common Share plus the per Common Share amount of the commission to be paid to the Distributor. Pursuant to the Distribution Agreement, the Distributor may enter into sub-placement agent agreements with one or more selected dealers. The Distributor has entered into a sub-placement agent agreement, dated December 30, 2025 (the "Sub-Placement Agent Agreement"), with UBS Securities LLC (the "Sub-Placement Agent") relating to the Common Shares to be offered under the Distribution Agreement. The Offering is being made pursuant a prospectus supplement, dated December 30, 2025 and the accompanying prospectus, dated July 9, 2025, each of which constitute part of the Fund's effective shelf registration statement on Form N-2 (File No. 333-287058) previously filed with the Securities and Exchange Commission (the "Registration The foregoing descriptions of the Distribution Agreement and the Sub-Placement Agent Agreement do not purport to be complete and are qualified in their entirety by reference to the full text of the Distribution Agreement filed with this report as Exhibit 1.1 and incorporated herein by reference, and the full text of the Sub-Placement Agent Agreement filed with this report as Exhibit 1.2 and incorporated herein by reference.

01. Other Events

Item 8.01. Other Events On December 30, 2025, the Fund commenced the Offering pursuant to the Fund's Registration Statement. A copy of the opinion of Skadden, Arps, Slate, Meagher & Flom LLP relating to the legality of the Common Shares is filed as Exhibit 5.1 to this report. The Fund incorporates by reference the exhibits filed herewith into the Registration Statement.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits 1.1 Distribution Agreement between the Registrant and Foreside Fund Services, LLC 1.2 Sub-Placement Agent Agreement between Foreside Fund Services, LLC and UBS Securities LLC 5.1 Opinion of Skadden, Arps, Slate, Meagher & Flom LLP 23.1 Consent of Skadden, Arps, Slate, Meagher & Flom LLP (included in Exhibit 5.1) 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 NEXTGEN INFRASTRUCTURE INCOME FUND Date: December 31, 2025 By: /s/ Blake Nelson Name: Blake Nelson Title: Chief Financial Officer and Treasurer

View Full Filing

View this 8-K filing on SEC EDGAR