TotalEnergies SE - 07 Sep 2023 Form 4 Insider Report for NextDecade Corp. (NEXT)

Source evidence Original filing metadata and source links for verification. 5 source fields
SEC form
4
Accepted by SEC
08 Sep 2023, 16:15:06 UTC
Prior SEC filing
06 Sep 2023
Next SEC filing
12 Sep 2023
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
TotalEnergies SE By: /s/ Paul Moss-Bowpitt Name: Paul Moss-Bowpitt Title: Legal Director - Head of Corporate Transactions

Key filing fact

TotalEnergies SE filed Form 4 for NextDecade Corp. (NEXT) on 08 Sep 2023.

Key facts

  • This page summarizes TotalEnergies SE's Form 4 filing for NextDecade Corp. (NEXT).
  • 1 reported transaction and 0 derivative rows are listed below.
  • Accepted by SEC: 08 Sep 2023, 16:15.

Change

  • Previous filing in this sequence was filed on 06 Sep 2023.
  • Current net transaction value: +$69,399,435.

Research use

  • This tells you what this filing adds before you inspect full transaction and derivative tables.
  • You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

NEXT transaction

Common Stock

Award

Transaction value
$69,399,435
Shares
+14,802,055
Change %
+49%
Price
$4.69
Shares after
44,900,323
Date
07 Sep 2023
Ownership
See Footnote
Footnotes
F1, F2, F3
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Explanation of responses 3 footnotes

Footnote F1

Represents 14,802,055 shares of common stock (the "Tranche 3 Shares") issued to Global LNG North America Corp. ("GLNG NA") in connection with the third closing pursuant to the common stock purchase agreement, dated June 13, 2023 (the "Stock Purchase Agreement"), between NextDecade Corporation (the "Issuer") and GLNG NA, which occurred on September 8, 2023.

Footnote F2

Represents (i) 8,026,165 shares of common stock issued to GLNG NA on June 14, 2023 in connection with the first closing pursuant to the Stock Purchase Agreement, (ii) 22,072,103 shares of common stock issued to GLNG NA on July 27, 2023 in connection with the second closing pursuant to the Stock Purchase Agreement, and (iii) the 14,802,055 Tranche 3 Shares issued to GLNG NA on September 8, 2023 in connection with the third closing pursuant to the Stock Purchase Agreement.

Footnote F3

The securities reported herein are held directly by GLNG NA, which is a wholly owned subsidiary of TotalEnergies Delaware, Inc. ("TotalEnergies Delaware"), which is a wholly owned subsidiary of TotalEnergies Holdings USA, Inc. ("TotalEnergies Holdings USA"), which is a wholly owned subsidiary of TotalEnergies Gestion USA SARL ("TotalEnergies Gestion USA"), which is a wholly owned subsidiary of TotalEnergies SE (collectively with GLNG NA, TotalEnergies Delaware, TotalEnergies Holdings USA and TotalEnergies Gestion USA, the "Reporting Persons"). As a result, each of the Reporting Persons may be deemed to beneficially own the securities reported herein.

SEC remarks

Pursuant to the Purchaser Rights Agreement, dated as of June 14, 2023, between the Issuer and GLNG NA, following the second closing pursuant to the Stock Purchase Agreement, GLNG NA has the right to designate a director to the Issuer's board of directors. Thibaud de Preval currently serves as GLNG NA's designee on the Issuer's board of directors and, therefore, each of the Reporting Persons may each be deemed a "director by deputization" of the Issuer.

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