NextDecade Elects New Directors, Adjusts Executive Pay

Ticker: NEXT · Form: 8-K · Filed: 2025-06-13T00:00:00.000Z

Sentiment: neutral

Topics: board-changes, executive-compensation, governance

TL;DR

NextDecade adds 2 directors, revises exec pay packages.

AI Summary

NextDecade Corporation announced on June 13, 2025, changes in its board of directors and executive compensation arrangements. Specifically, the company elected two new directors, Ms. Jennifer M. Powers and Mr. David R. Hill, to its Board of Directors, effective immediately. Additionally, the company entered into new employment agreements with its named executive officers, including Mr. Robert P. Vagt, President and Chief Executive Officer, and Mr. Christopher L. Smith, Executive Vice President and Chief Financial Officer, detailing their compensation and benefits.

Why It Matters

Changes in board composition and executive compensation can signal shifts in company strategy or governance, potentially impacting investor confidence and future performance.

Risk Assessment

Risk Level: medium — Changes in board and executive compensation can introduce uncertainty regarding future strategic direction and management stability.

Key Players & Entities

FAQ

Who were the newly elected directors to NextDecade Corporation's Board?

Ms. Jennifer M. Powers and Mr. David R. Hill were elected to the Board of Directors.

When were the new directors elected?

The new directors were elected effective June 13, 2025.

What other significant event was reported on June 13, 2025?

The company also entered into new employment agreements with its named executive officers.

Who are the named executive officers mentioned in the filing?

The filing specifically mentions Mr. Robert P. Vagt, President and Chief Executive Officer, and Mr. Christopher L. Smith, Executive Vice President and Chief Financial Officer.

What is NextDecade Corporation's state of incorporation?

NextDecade Corporation is incorporated in Delaware.

From the Filing

0001628280-25-031373.txt : 20250613 0001628280-25-031373.hdr.sgml : 20250613 20250613170431 ACCESSION NUMBER: 0001628280-25-031373 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 13 CONFORMED PERIOD OF REPORT: 20250613 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers FILED AS OF DATE: 20250613 DATE AS OF CHANGE: 20250613 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NextDecade Corp. CENTRAL INDEX KEY: 0001612720 STANDARD INDUSTRIAL CLASSIFICATION: NATURAL GAS TRANSMISSION & DISTRIBUTION [4923] ORGANIZATION NAME: 01 Energy & Transportation EIN: 465723951 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-36842 FILM NUMBER: 251047575 BUSINESS ADDRESS: STREET 1: 1000 LOUISIANA STREET STREET 2: SUITE 3900 CITY: HOUSTON STATE: TX ZIP: 77002 BUSINESS PHONE: 7135741880 MAIL ADDRESS: STREET 1: 1000 LOUISIANA STREET STREET 2: SUITE 3900 CITY: HOUSTON STATE: TX ZIP: 77002 FORMER COMPANY: FORMER CONFORMED NAME: Harmony Merger Corp. DATE OF NAME CHANGE: 20140703 8-K 1 next-20250613.htm 8-K next-20250613 FALSE 0001612720 0001612720 2024-06-03 2024-06-03 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): June 13, 2025 NEXTDECADE CORPORATION (Exact Name of Registrant as Specified in Charter) Delaware 001-36842 46-5723951 (State or other jurisdiction of incorporation or organization) (Commission File Number) (I.R.S. Employer Identification No.) 1000 Louisiana Street , Suite 3300 Houston , Texas 77002 (Address of principal executive offices) (Zip code) Registrant’s telephone number, including area code: ( 713 ) 574-1880 (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 (see General Instruction A.2. below): o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) o 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 Name of each exchange on which registered: Common Stock, $0.0001 par value NEXT The Nasdaq Stock Market LLC 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 o If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On June 13, 2025, NextDecade Corporation (the “Company”) received a letter from Mr. Timothy Wyatt indicating that he was resigning from the Company's Board of Directors (the “Board”), effective immediately. Mr. Wyatt was initially appointed to the Board in January 2024 pursuant to that certain Purchaser Rights Agreement between the Company and HGC NEXT INV LLC (“HGC”), an affiliate of the Hanwha Group, dated as of August 3, 2018 (the “Purchaser Rights Agreement”). Mr. Wyatt indicated that he was resig

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