SEC Form 4 · accession 0001094891-17-000162
NextDecade Corp · NEXT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Eric Rosenfeld
Director
Period of report
Jul 24, 2017
Accepted (ET)
Jul 25, 2017 · 5:16 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001612720
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Jul 24, 2017 | J | 202,561 | — | D | 1,418,614 | D | |
| Common StockF2 | Jul 24, 2017 | C | 19,261 | — | A | 1,437,875 | D | |
| Common Stock | holding | — | — | — | 90,744 | I | By Rosenfeld Children's Successor Trust |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Convertible Promissory NoteF2 | $10.00 | Jul 24, 2017 | C | 19,261 | D | Jul 24, 2017 | Jul 24, 2017 | Units | 19,261 | 0 | D |
| Redeemable WarrantF2 | $11.50 | Jul 24, 2017 | C | 19,261 | A | Aug 23, 2017 | Jul 23, 2022 | Common Stock | 19,261 | 66,232 | D |
| Redeemable Warrant | $11.50 | holding | — | — | — | Aug 23, 2017 | Jul 23, 2022 | Common Stock | 30,000 | 30,000 | I |
Explanation of responses
- F1The Reporting Person transferred these shares in connection with the Issuer's initial business combination to other initial stockholders of the Issuer and certain third parties, including 744 shares to the Rosenfeld Children's Successor Trust, for no additional consideration.
- F2The Reporting Person converted an aggregate of $192,610 of convertible promissory notes into 19,261 shares of common stock and 19,261 warrants of the Issuer upon consummation of the Issuer's initial business combination in accordance with the terms of such notes.