Hanwha Aerospace Co., Ltd. - Jun 13, 2024 Form 3 Insider Report for NextDecade Corp. (NEXT)

Role
10%+ Owner
Signature
Hanwha Aerospace Co., Ltd. By: /s/ Jaeil Son Title: Chief Executive Officer
Stock symbol
NEXT
Transactions as of
Jun 13, 2024
Transactions value $
$0
Form type
3
Date filed
6/24/2024, 07:53 AM

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding NEXT Common Stock 11.7M Jun 13, 2024 Direct F1, F2, F3
holding NEXT Common Stock 11.7M Jun 13, 2024 Direct F1, F3, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Includes shares of common stock (the "Common Stock"), par value $0.0001 per share, of NextDecade Corporation, a Delaware corporation, that both Hanwha Aerospace Co., Ltd. ("Hanwha Aerospace"), a corporation organized under the laws of the Republic of Korea, and Hanwha Ocean USA International LLC ("Hanwha Ocean LLC"), a Delaware limited liability company, agreed to purchase pursuant to the secondary block trade agreement, dated June 13, 2024, by and among Hanwha Aerospace and the sellers party thereto (the "Sellers"), and the secondary block trade agreement, dated June 13, 2024, by and among Hanwha Ocean LLC and the Sellers, respectively, as more fully described in the Amendment No. 2 to the Schedule 13D filed by HGC NEXT INV LLC ("HGC"), a Delaware limited liability company, on June 17, 2024.
F2 Reflects securities to be held directly by Hanwha Aerospace.
F3 This filing shall not be deemed an admission that the reporting persons are beneficial owners of all securities covered by this filing for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act") or otherwise, or are subject to Section 16 of the Exchange Act, and each of the reporting persons disclaims beneficial ownership of the securities reported herein, except to the extent of their pecuniary interest therein.
F4 Reflects securities to be held directly by Hanwha Ocean LLC. Hanwha Ocean USA Holdings Corp. ("Hanwha Ocean Corp."), a Delaware corporation, is the sole member of Hanwha Ocean LLC, and Hanwha Ocean Co., Ltd., a corporation organized under the laws of the Republic of Korea, is the sole shareholder of Hanwha Ocean Corp.

Remarks:

The reporting persons, together with the entities identified on HGC's Form 3 filed July 24, 2023, may be deemed members of a "group" (as such term is used in Section 13(d) of the Exchange Act and the rules promulgated thereunder) that beneficially own more than 10% of the outstanding shares of Common Stock. Each of the reporting persons disclaims membership in any such group.