Form 4: NextDecade CEO's Stock Holdings Update

NextDecade CEO Matthew K. Schatzman reported significant changes in his beneficial ownership of common stock, including vesting of restricted stock units and tax-related dispositions.

Summary

• Matthew K. Schatzman, Chief Executive Officer and Director of NextDecade Corp, reported changes in his beneficial ownership of common stock.
• On September 9, 2025, 353,662 restricted stock units (RSUs) vested due to the Issuer's achievement of a milestone-based performance criteria. These shares were acquired at a price of $0.
• Concurrently, 139,166 shares of common stock were disposed of at a price of $9.935 per share to satisfy tax withholding obligations related to the RSU vesting.
• Additionally, 353,663 restricted stock units were earned by Mr. Schatzman on September 9, 2025, also upon the Issuer's achievement of a milestone-based performance criteria. These RSUs are scheduled to vest in two approximately equal annual installments, beginning on September 9, 2026.
• Following these transactions, Mr. Schatzman's direct beneficial ownership of common stock increased to 4,964,816 shares.

Sentiment

Score: 6

Explanation: Slightly positive, as the RSU vesting and earning indicate the company achieved performance milestones, which is generally a good sign. The transactions themselves are routine for executive compensation.

Positives

• The vesting of 353,662 restricted stock units indicates the Issuer's achievement of a milestone-based performance criteria.
• The earning of an additional 353,663 restricted stock units further confirms the Issuer's achievement of a milestone-based performance criteria.

Negatives

• No inherently negative events were reported; the disposition of 139,166 shares was for tax withholding, a standard practice upon RSU vesting.

Future Outlook

The 353,663 restricted stock units earned on September 9, 2025, are scheduled to vest in two approximately equal annual installments, commencing on September 9, 2026.

Industry Context

This filing is a routine insider transaction report and does not provide specific details to analyze broader industry trends or competitors. It reflects compensation events for a key executive.

Stakeholder Impact

• Shareholders: The increase in insider ownership, even if due to compensation, can be viewed positively as it aligns management's interests with shareholders. The achievement of performance milestones could also be seen as beneficial.
• Employees: The vesting of RSUs for the CEO may signal a healthy compensation structure tied to performance, potentially impacting employee morale and retention strategies.

Next Steps

• The vesting of the 353,663 earned restricted stock units will occur in two near-equal annual installments, beginning on September 9, 2026.

Key Dates

Keywords

NextDecade Corp, NEXT, Matthew K. Schatzman, CEO, Director, Restricted Stock Units, RSU Vesting, Insider Transaction, Stock Ownership, SEC Form 4