SEC FORM 4

SEC FORM 4 SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Man Investment Partners (US) LP

(Last)

(First)

(Middle)

299 PARK AVE., 24TH FLOOR

(Street)

NEW YORK

10171

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
NextDecade Corp [ NEXT ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director		10% Owner
Officer (give title below)	X	Other (specify below)
		Director by Deputization

3. Date of Earliest Transaction (Month/Day/Year)
11/17/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Tranche C Warrants	$9.3	11/17/2025		D⁽³⁾			818,171⁽³⁾⁽⁴⁾	11/17/2025	05/14/2030	Common Stock	818,171⁽⁴⁾	⁽³⁾	818,171⁽⁴⁾	I	See notes⁽¹⁾⁽²⁾⁽⁷⁾
Tranche C Warrants	$9.3	11/17/2025		A⁽³⁾		818,171⁽³⁾⁽⁴⁾		11/17/2025	05/14/2032	Common Stock	818,171⁽⁴⁾	⁽³⁾	818,171⁽⁴⁾	I	See notes⁽¹⁾⁽²⁾⁽⁷⁾
Series A-1 Loans	$9.5	11/17/2025		A⁽⁵⁾		1,587,947⁽⁵⁾		11/17/2025	11/17/2030	Common Stock	1,587,947	⁽⁵⁾	1,587,947⁽⁵⁾	I	See notes⁽¹⁾⁽²⁾⁽⁷⁾
Series A-2 Loans	$9.5	11/17/2025		A⁽⁶⁾		452,059⁽⁶⁾		11/17/2025	11/17/2030	Common Stock	452,059	⁽⁶⁾	452,059⁽⁶⁾	I	See notes⁽¹⁾⁽²⁾⁽⁷⁾

1. Name and Address of Reporting Person^*

Man Investment Partners (US) LP

(Last)

(First)

(Middle)

299 PARK AVE., 24TH FLOOR

(Street)

NEW YORK

10171

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director		10% Owner
Officer (give title below)	X	Other (specify below)
		Director by Deputization

1. Name and Address of Reporting Person^*

Kripalani Avinash

(Last)

(First)

(Middle)

C/O MAN INVESTMENT PARTNERS (US) LP

299 PARK AVE., 24TH FLOOR

(Street)

NEW YORK

10171

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

X	Director		10% Owner
	Officer (give title below)	X	Other (specify below)
			Director by Deputization

1. Name and Address of Reporting Person^*

Greene John Winand JR

(Last)

(First)

(Middle)

C/O MAN INVESTMENT PARTNERS (US) LP

299 PARK AVE., 24TH FLOOR

(Street)

NEW YORK

10171

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director		10% Owner
Officer (give title below)	X	Other (specify below)
		Director by Deputization

1. Name and Address of Reporting Person^*

Dillow Jason

(Last)

(First)

(Middle)

C/O MAN INVESTMENT PARTNERS (US) LP

299 PARK AVE., 24TH FLOOR

(Street)

NEW YORK

10171

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director		10% Owner
Officer (give title below)	X	Other (specify below)
		Director by Deputization

1. Name and Address of Reporting Person^*

Desai Pratik

(Last)

(First)

(Middle)

C/O MAN INVESTMENT PARTNERS (US) LP

299 PARK AVE., 24TH FLOOR

(Street)

NEW YORK

10171

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director		10% Owner
Officer (give title below)	X	Other (specify below)
		Director by Deputization

1. Name and Address of Reporting Person^*

Bardin Hill Opportunistic Credit Master (US) Fund II LP

(Last)

(First)

(Middle)

C/O MAN INVESTMENT PARTNERS (US) LP

299 PARK AVE., 24TH FLOOR

(Street)

NEW YORK

10171

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director		10% Owner
Officer (give title below)	X	Other (specify below)
		Director by Deputization

1. Name and Address of Reporting Person^*

Man Investment (US) Opportunistic Credit Fund II GP LLC

(Last)

(First)

(Middle)

C/O MAN INVESTMENT PARTNERS (US) LP

299 PARK AVE., 24TH FLOOR

(Street)

NEW YORK

10171

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director		10% Owner
Officer (give title below)	X	Other (specify below)
		Director by Deputization

Explanation of Responses:

1. See Exhibit 99.1 for text of footnote (1).

2. See Exhibit 99.1 for text of footnote (2).

3. See Exhibit 99.1 for text of footnote (3).

4. See Exhibit 99.1 for text of footnote (4).

5. See Exhibit 99.1 for text of footnote (5).

6. See Exhibit 99.1 for text of footnote (6).

7. See Exhibit 99.1 for text of footnote (7).

Remarks:

Exhibit 99.1 (Footnotes) and Exhibit 99.2 (Joint Filer Information and Signatures) are incorporated herein by reference. This Form 4 is filed by Designated Filer Man Investment Partners (US) LP.

	See Exhibit 99.2 for Signatures	11/19/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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SEC Form 4 filed by Director by Deputization Man Investment Partners (Us) Lp