Sign in

NEXT on Nasdaq

NextDecade Corp

In its 2026 annual report the company says: “NextDecade Corporation, a Delaware corporation, is a Houston-based energy company primarily engaged in construction and development activities related to the liquefaction of natural gas and sale of LNG. We are constructing and developing a natural gas liquefaction and export facility located in the Rio Grande Valley near Brownsville, Texas. We are also developing and advancing the permitting process for expansion Trains 6 through 8 and exploring a potential carbon capture and storage project at the Rio Grande LNG Facility.”5

Price unavailable

Last updated Oct 21, 2026.

Overview

Compare with another stock.

  • TickerNEXT on Nasdaq2
  • IndustryNatural Gas Transmisison & Distribution2
  • HeadquartersHouston, United States2
  • Incorporated inDE3
  • Business address1000 Louisiana Street, Suite 3300, Houston, Tx 770023
  • Filer categoryLarge accelerated filer3
  • Legal formCorporation2
  • LEI549300XB4GCLNGHFTT482
  • StatusActive2
  • LEI statusLapsed (not renewed)2
  • Registered address108 LAKELAND AVE., 19901 Dover, United States2
  • Registered withDivision of Corporations, Department of State, 55374992

See how the biggest companies compare on our leaderboards

NextDecade Corporation, a Delaware corporation, is a Houston-based energy company primarily engaged in construction and development activities related to the liquefaction of natural gas and sale of LNG. We are constructing and developing a natural gas liquefaction and export facility located in the Rio Grande Valley near Brownsville, Texas (the “Rio Grande LNG Facility”). The first five liquefaction trains and related infrastructure (together, "Phase 1", "Train 4", and "Train 5") at the Rio Grande LNG Facility are currently under construction. We are also developing and advancing the permitting process for expansion Trains 6 through 8 and exploring a potential carbon capture and storage ("CCS") project at the Rio Grande LNG Facility.5 From its latest annual report

Financials

From the company’s reports to the SEC. Every number links to the filing it came from.

Key numbers, fiscal 2025

-450.6%Return on equity6
89.27×Debt to equity6
-$5.0BFree cash flow6

Financial statements

Revenue789106$0 in 2025
02019: $0$020192020: $0$020202021: $0$020212022: $0$020222023: $0$020232024: $0$020242025: $0$02025
Operating income789106-$225.9M in 2025+545% since 2019
-$300.0M-$200.0M-$100.0M02019: -$35.0M-$35.0M20192020: -$22.0M-$22.0M2020−37%2021: -$19.5M-$19.5M2021−11%2022: -$54.5M-$54.5M2022+179%2023: -$122.7M-$122.7M2023+125%2024: -$171.1M-$171.1M2024+39%2025: -$225.9M-$225.9M2025+32%
Net income7896-$429.6M in 2025+1098% since 2019
-$600.0M-$400.0M-$200.0M0$200.0M$400.0M2019: -$35.9M-$35.9M20192020: -$14.3M-$14.3M2020−60%2021: -$22.0M-$22.0M2021+54%2022: -$60.1M-$60.1M2022+173%2023: -$221.6M-$221.6M2023+269%2024: $277.4M$277.4M20242025: -$429.6M-$429.6M2025

Every line of the income statement as filed: the last 3 fiscal years, latest first.6

Period ending2025-12-312024-12-312023-12-31
Revenues$0$0$0
General and administrative expense$202.3M$150.1M$111.5M
Development expense$8.0M$8.3M$4.9M
Depreciation and amortization expense$12.1M$12.7M$6.3M
Other$3.5M$0$0
Total operating expenses$225.9M$171.1M$122.7M
Total operating loss-$225.9M-$171.1M-$122.7M
Derivative (loss) gain, net-$11.0M$586.5M-$44.8M
Interest expense-$170.0M-$87.5M-$50.3M
Loss on debt extinguishment and modification cost-$30.1M-$49.3M-$9.5M
Other income (expense), net$7.4M-$1.2M$5.6M
Total other income (expense)-$203.7M$448.5M-$99.0M
Net (loss) income-$429.6M$277.4M-$221.6M
Less: net (loss) income attributable to non-controlling interest-$123.2M$339.2M-$59.4M
Less: preferred stock dividends$0$0$20.5M
Net loss attributable to common stockholders-$306.4M-$61.8M-$182.7M
Net loss per common share - basic (in usd per share)-$1.17-$0.24-$0.94
Net loss per common share - diluted (in usd per share)-$1.17-$0.24-$0.94
Weighted average shares outstanding - basic (in shares)262.2M shares258.5M shares194.6M shares
Weighted average shares outstanding - diluted (in shares)262.2M shares258.5M shares194.6M shares

Compare NextDecade Corp with another company

Corporate structure

NextDecade Corp sits at the top of its group. 36 entities, 2 countries on record. Switch between the flow chart and the network, and select any entity to see its details.

Major holders of NextDecade Corp

  • NextDecade Corp Houston, Texas, United States
    • Rio Grande LNG Phase 1 FinCo, LLC Subsidiary · 100% · Houston, Texas, United States
    • Rio Grande LNG Phase 2 FinCo, LLC Subsidiary · 100% · Houston, Texas, United States
    • RIO GRANDE LNG TRAIN 4, LLC Subsidiary · 100% · Houston, Texas, United States
    • RIO GRANDE LNG TRAIN 5, LLC Subsidiary · 100% · Houston, Texas, United States
    • NEXT Carbon Solutions, LLC Subsidiary · Texas, United States
    • NextDecade LNG Marketing (Private) Ltd. Subsidiary · Singapore
    • NextDecade LNG Marketing, LLC Subsidiary · Delaware, United States
    • NextDecade LNG, LLC Subsidiary · Delaware, United States
    • NextDecade Payroll Services, LLC Subsidiary · Delaware, United States
    • NextDecade Services Company, LLC Subsidiary · Delaware, United States
    • Rio Grande LNG Common Facilities LLC Subsidiary · Delaware, United States
    • Rio Grande LNG Gas Marketing LLC Subsidiary · Delaware, United States
    • Rio Grande LNG Holdings, LLC Subsidiary · Delaware, United States
    • Rio Grande LNG InsuranceCo, LLC Subsidiary · Delaware, United States
    • Rio Grande LNG Intermediate Holdings, LLC Subsidiary · Delaware, United States
    • Rio Grande LNG Intermediate Super Holdings, LLC Subsidiary · Delaware, United States
    • Rio Grande LNG LandCo, LLC Subsidiary · Delaware, United States
    • Rio Grande LNG Phase 1 FinCo Holdings, LLC Subsidiary · Delaware, United States
    • Rio Grande LNG Phase 1 Holdings, LLC Subsidiary · Delaware, United States
    • Rio Grande LNG Phase 1 Super FinCo Holdings, LLC Subsidiary · Delaware, United States
    • Rio Grande LNG Phase 1 Super FinCo, LLC Subsidiary · Delaware, United States
    • Rio Grande LNG Phase 2 FinCo Holdings, LLC Subsidiary · Delaware, United States
    • Rio Grande LNG Phase 2 Intermediate Super Holdings, LLC Subsidiary · Delaware, United States
    • Rio Grande LNG Phase 2 Super FinCo Holdings, LLC Subsidiary · Delaware, United States
    • Rio Grande LNG Phase 2 Super FinCo, LLC Subsidiary · Delaware, United States
    • and 10 more

Built from parent and subsidiary links from GLEIF, the Global Legal Entity Identifier Foundation (CC0); subsidiaries listed in Exhibit 21 of annual reports filed with the SEC; major holders from Schedules 13D and 13G. Each entity in the chart links to its source.

What it owns

What NextDecade Corp reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.

Property and equipment

ItemLatestA year beforeChange
Property and equipment, before depreciation$10.6B6 Dec 31, 2025$5.0B6 Dec 31, 2024+110.5%
Accumulated depreciation$2.9M6 Dec 31, 2025$2.0M6 Dec 31, 2024+45.8%
Property and equipment, net$10.6B6 Dec 31, 2025$5.0B6 Dec 31, 2024+110.5%
Operating-lease assets (leased space)$162.5M6 Dec 31, 2025$166.1M6 Dec 31, 2024−2.2%

Investments

ItemLatestA year beforeChange
Cash and cash equivalents$143.8M6 Dec 31, 2025$148.1M6 Dec 31, 2024−2.9%

Properties, in its own words

We currently lease approximately 90,000 square feet of office space in Houston, Texas under a lease agreement that expires on December 31, 2035.

Rio Grande has entered into a lease agreement (the “Rio Grande Site Lease”) with the Brownsville Navigation District of Cameron County, Texas pursuant to which Rio Grande has leased approximately 1,000 acres of land situated near Brownsville, Cameron County, Texas for the purposes of constructing, operating, and maintaining the Rio Grande LNG Facility and gas treatment and gas pipeline facilities. The initial term of the Rio Grande Site Lease expires on July 12, 2053 (the “Primary Term”). Rio Grande has the option to renew and extend the term of the Rio Grande Site Lease beyond the Primary Term for up to two consecutive renewal periods of ten years each provided that it has not caused an event of default under the Rio Grande Site Lease.

The rest of Item 2

We do not own or lease any other real property that is materially important to our business. We believe that our current properties are adequate for our current needs and that additional office space will be available when and as needed.

Item 2 of the 10-K filed Mar 2, 2026.5

Leadership

Who has led NextDecade Corp, and when. Pick a name to see everywhere that person has worked.

Chief executive

  1. Eric Rosenfeld2015–2017
  2. Kathleen Eisbrenner2017
  3. Matthew K. Schatzman2019–now

Chair

  1. Eric Rosenfeld2015–2017
  2. Kathleen Eisbrenner2017

President

  1. Matthew K. Schatzman2017–2019

Chief financial officer

  1. Thomas Kobylarz2015–2017
  2. Benjamin Atkins2017–2019
  3. Brent Wahl2021–2025
  4. Michael Mott2025–2026
  5. John Zuklic2026–now

Chief operating officer

  1. David Sgro2015–2017
  2. Vliet Rene Van2017–2018
  3. Tarik Skeik2024–now
20202025
Board members and other officers (42)

Subsidiaries and ownership

Subsidiaries (Exhibit 21)

  • NEXT Carbon Solutions, LLC Texas4
  • NextDecade LNG Marketing (Private) Ltd. Singapore4
  • NextDecade LNG Marketing, LLC Delaware4
  • NextDecade LNG, LLC Delaware4
  • NextDecade Payroll Services, LLC Delaware4
  • NextDecade Services Company, LLC Delaware4
  • Rio Grande LNG Common Facilities LLC Delaware4
  • Rio Grande LNG Gas Marketing LLC Delaware4
  • Rio Grande LNG Holdings, LLC Delaware4
  • Rio Grande LNG InsuranceCo, LLC Delaware4
  • Rio Grande LNG Intermediate Holdings, LLC Delaware4
  • Rio Grande LNG Intermediate Super Holdings, LLC Delaware4
  • Rio Grande LNG LandCo, LLC Delaware4
  • Rio Grande LNG Phase 1 FinCo Holdings, LLC Delaware4
  • Rio Grande LNG Phase 1 FinCo, LLC Delaware4
  • Rio Grande LNG Phase 1 Holdings, LLC Delaware4
  • Rio Grande LNG Phase 1 Super FinCo Holdings, LLC Delaware4
  • Rio Grande LNG Phase 1 Super FinCo, LLC Delaware4
  • Rio Grande LNG Phase 2 FinCo Holdings, LLC Delaware4
  • Rio Grande LNG Phase 2 FinCo, LLC Delaware4
  • Rio Grande LNG Phase 2 Intermediate Super Holdings, LLC Delaware4
  • Rio Grande LNG Phase 2 Super FinCo Holdings, LLC Delaware4
  • Rio Grande LNG Phase 2 Super FinCo, LLC Delaware4
  • Rio Grande LNG Power Supply LLC Delaware4
All 33 listed subsidiaries
  • Rio Grande LNG Super Holdings, LLC Delaware4
  • Rio Grande LNG Train 4 Holdings, LLC Delaware4
  • Rio Grande LNG Train 4 Intermediate Holdings, LLC Delaware4
  • Rio Grande LNG Train 4 LNG, LLC Delaware4
  • Rio Grande LNG Train 5 Holdings, LLC Delaware4
  • Rio Grande LNG Train 5 Intermediate Holdings, LLC Delaware4
  • Rio Grande LNG Train 5 LNG, LLC Delaware4
  • Rio Grande LNG Train 6, LLC Delaware4
  • Rio Grande LNG, LLC Texas4

The subsidiaries the company lists in Exhibit 21 of its annual report, as filed.

Former names

  • NextDecade Corp.Jun 6, 2017 to Jun 13, 20253
  • Harmony Merger Corp.Jul 9, 2014 to Jul 25, 20173

Timeline

  1. Oct 1, 20268-K Executive or director change58
  2. Jul 2, 20268-K Entered a material agreement; New debt or obligation59
  3. Jun 18, 20268-K Entered a material agreement; New debt or obligation60
  4. Jun 3, 20268-K Executive or director change61
  5. Apr 15, 20268-K Executive or director change62
  6. Nov 18, 20258-K Entered a material agreement; New debt or obligation; Unregistered sale of shares63
  7. Oct 16, 20258-K Entered a material agreement; New debt or obligation; Executive or director change64
  8. Oct 8, 20258-K Executive or director change65
  9. Sep 10, 20258-K Entered a material agreement; New debt or obligation; Regulation FD disclosure66
  10. Aug 11, 20258-K Other events67
  11. Jul 31, 20258-K Executive or director change68
  12. Jun 13, 20258-K Executive or director change69
  13. Jan 31, 2019New chief executive Matthew K. Schatzman becomes CEO14
  14. Jul 28, 2017New chief executive Kathleen Eisbrenner becomes CEO15
  15. Mar 23, 2015New chief executive Eric Rosenfeld becomes CEO16
  16. May 21, 2014Founded NextDecade Corp is founded2

Calendar

Coming up

  1. Oct 29, 2026 · Before the openReports results for the quarter ending Sep/2026 A year earlier it reported ($0.42) a share, on Oct 30, 2025.70

Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar

Filings

350 filings to the SEC since October 2021: 5 annual reports, 16 quarterly reports, 52 major events, 187 insider forms, 33 large holders, 57 other. The latest 20:

  1. Oct 1, 20268-K EDGAR
  2. Sep 11, 20264 EDGAR
  3. Sep 11, 20264 EDGAR
  4. Sep 11, 20264 EDGAR
  5. Sep 2, 20264 EDGAR
  6. Sep 2, 20264 EDGAR
  7. Sep 2, 20264 EDGAR
  8. Sep 2, 20264 EDGAR
  9. Sep 2, 20264 EDGAR
  10. Jul 30, 2026S-8 EDGAR
  11. Jul 30, 202610-Q EDGAR
  12. Jul 13, 20264 EDGAR
  13. Jul 13, 20264 EDGAR
  14. Jul 10, 20263 EDGAR
  15. Jul 2, 20268-K EDGAR
  16. Jun 18, 20268-K EDGAR
  17. Jun 16, 20264 EDGAR
  18. Jun 16, 20264 EDGAR
  19. Jun 11, 20263 EDGAR
  20. Jun 11, 20263 EDGAR

The 350 filings since October 2021 can be filtered by form type and year here when JavaScript is on.

Every filing from the last five years, summarized. The full record is on SEC EDGAR.

Insider trades

44 open-market trades by officers, directors and large owners since October 2021: 34 buys and 10 sales. Grants, option exercises and gifts are left out.

DateWhoTradeSharesPriceValueFiling
Mar 23, 2026Beall Pamela K.M.DirectorBuy71,500$7.07$505.5KForm 4
Dec 12, 2025Hanwha Aerospace Co., Ltd.10% ownerBuy800,000$5.54$4.4MForm 4
Dec 11, 2025Hanwha Aerospace Co., Ltd.10% ownerBuy851,971$5.83$5.0MForm 4
Dec 10, 2025Hanwha Aerospace Co., Ltd.10% ownerBuy600,000$6.05$3.6MForm 4
Dec 9, 2025Hanwha Aerospace Co., Ltd.10% ownerBuy293,131$6.36$1.9MForm 4
Dec 8, 2025Hanwha Aerospace Co., Ltd.10% ownerBuy39,467$6.26$247.1KForm 4
Dec 5, 2025Hanwha Aerospace Co., Ltd.10% ownerBuy151,058$6.21$938.1KForm 4
Dec 4, 2025Hanwha Aerospace Co., Ltd.10% ownerBuy243,959$6.19$1.5MForm 4
Dec 3, 2025Hanwha Aerospace Co., Ltd.10% ownerBuy241,946$6.04$1.5MForm 4
Dec 2, 2025Hanwha Aerospace Co., Ltd.10% ownerBuy310,964$5.93$1.8MForm 4
Dec 1, 2025Hanwha Aerospace Co., Ltd.10% ownerBuy205,160$6.05$1.2MForm 4
Nov 28, 2025Hanwha Aerospace Co., Ltd.10% ownerBuy111,084$6.12$679.8KForm 4
Nov 26, 2025Hanwha Aerospace Co., Ltd.10% ownerBuy175,142$5.95$1.0MForm 4
Nov 25, 2025Hanwha Aerospace Co., Ltd.10% ownerBuy285,502$5.73$1.6MForm 4
Nov 24, 2025Hanwha Aerospace Co., Ltd.10% ownerBuy445,109$5.59$2.5MForm 4
Nov 21, 2025Hanwha Aerospace Co., Ltd.10% ownerBuy419,477$5.73$2.4MForm 4
Nov 20, 2025Hanwha Aerospace Co., Ltd.10% ownerBuy347,630$6.02$2.1MForm 4
Nov 19, 2025Hanwha Aerospace Co., Ltd.10% ownerBuy305,973$6.04$1.8MForm 4
Nov 18, 2025Hanwha Aerospace Co., Ltd.10% ownerBuy462,576$5.92$2.7MForm 4
Nov 17, 2025Hanwha Aerospace Co., Ltd.10% ownerBuy295,875$5.87$1.7MForm 4

All 44 trades can be filtered by person here when JavaScript is on.

From Forms 4 filed with the SEC.

Major holders

Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.

Executive pay

What the company paid its top executives, from the summary compensation table in its proxy statement. Total pay includes salary, bonus, stock and option awards and other pay, as the company valued them.

YearExecutiveAgeSalaryTotal pay
2025Matthew K. Schatzman60$925.0K$12.8M80
2025Vera de Gyarfas59$521.7K$3.5M80
2025Tarik Skeik46$463.3K$3.1M80
2025Michael Mott65$438.9K$1.7M80
2025Brent E. Wahl$456.2K$1.5M80
2024Chairman and Chief Executive Officer$766.7K$4.7M80
2024Former Chief Financial Officer$525.0K$2.0M80
2024General Counsel and Corporate Secretary$460.0K$1.5M80
2024Chief Operating Officer$195.0K$1.4M80
2023Chairman and Chief Executive Officer$750.0K$11.6M80
2023Former Chief Financial Officer$525.0K$4.8M80
2023General Counsel and Corporate Secretary$450.0K$3.0M80

Held by these funds

The largest holders among investment managers' 13F reports for the quarter ending Jun 30, 2026, the top 25 of 100. Change is in shares since the quarter before.

FundSharesValueShare of the fundChange
BlackRock, Inc.23,820,718$179.6M0.0%+857,363
Mubadala Investment Co PJSC14,206,376$107.1M0.3%No change
Man Investment Partners (US) LP9,274,894$69.9M19.5%No change
Vanguard Capital Management LLC5,530,334$41.7M0.0%−375,837
Catalyst Capital Advisors LLC5,216,592$39.3M0.7%No change
Geode Capital Management, LLC4,251,461$32.1M0.0%+229,801
State Street Corp3,799,466$28.6M0.0%+251,193
Vanguard Portfolio Management LLC2,483,302$18.7M0.0%+40,727
Millennium Management LLC2,254,323$17.0M0.0%−299,518
NEOS Investment Management LLC2,158,224$16.3M0.1%−384,353
Hotchkis & Wiley Capital Management LLC2,130,800$16.1M0.0%+231,750
Balyasny Asset Management L.P.1,926,956$14.5M0.0%−613,199
Bank Of America Corp /de/1,911,869$14.4M0.0%+36,582
Kestra Advisory Services, LLC1,464,047$11.0M0.0%New
MIRAE ASSET GLOBAL ETFS HOLDINGS Ltd.1,461,169$11.0M0.0%−151,305
Westwood Holdings Group Inc1,412,509$10.7M0.1%+46,421
Northern Trust Corp1,339,554$10.1M0.0%+57,470
Jpmorgan Chase & Co1,349,621$10.0M0.0%+1,183,081
Charles Schwab Investment Management Inc1,237,688$9.3M0.0%+13,648
Freshford Capital Management, LLC1,180,872$8.9M3.0%+629,772
Yaupon Capital Management LP1,003,907$7.6M0.3%New
Vanguard Fiduciary Trust Co937,490$7.1M0.0%−87,034
Morgan Stanley909,054$6.9M0.0%+253,740
Sl Advisors, LLC825,378$6.2M10.9%−161,614
Aqr Capital Management LLC816,570$6.2M0.0%+732,305

13F reports cover disclosed long positions in U.S. stocks only.

SEC filer profile

How NextDecade Corp is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.

  • Name on EDGARNextDecade Corp1
  • CIK0001612720
  • Employer ID (EIN)46-57239515
  • Filer statusLarge accelerated filer not an emerging growth company; not a smaller reporting company; not a shell company5
  • Incorporated inDelaware5
  • Fiscal year endsDecember 311
  • Industry code (SIC)4923 Natural Gas Transmisison & Distribution1
  • SEC reviewing officeOffice of Energy & Transportation, Division of Corporation Finance1
  • Business address1000 Louisiana Street, Suite 3300, Houston, TX 770021
  • Phone71357418801
  • Shares outstanding266,185,433 as of Jul 24, 202612
  • Public float$1.2B as of Jun 30, 20255
  • AuditorKPMG LLP, Houston, TexasFebruary 27, 2026 PCAOB ID 185; it also attests to the company’s internal control over financial reporting5
  • On EDGAR sinceJul 9, 20141
  • Filings835 in all: 4 (301), 8-K (131), 3 (60), SC 13D/A (52), 10-Q (35), CORRESP (28), UPLOAD (23), EFFECT (16)1
    All 46 form types

    424B3 (15), SC 13G (15), DEF 14A (14), SC 13G/A (14), DEFA14A (13), 10-K (11), S-3 (11), ARS (9), S-8 (9), S-1/A (8), PRE 14A (7), S-3/A (7), SC 13D (7), D (5), 4/A (4), S-1 (4), SCHEDULE 13D/A (4), 3/A (3), D/A (3), NT 10-Q (3), 10-Q/A (2), 25-NSE (2), 424B4 (2), 8-K/A (2), PRER14A (2), 10-K/A (1), 424B5 (1), 8-A12B (1), 8-A12B/A (1), CERTNAS (1), DEFM14A (1), NT 10-K (1), POS AM (1), PREM14A (1), S-3ASR (1), SCHEDULE 13D (1), SCHEDULE 13G (1), SCHEDULE 13G/A (1)

  • Latest filingsAnnual report (10-K) Mar 2, 2026
    Quarterly report (10-Q) Jul 30, 2026
    Proxy statement (DEF 14A) Apr 23, 2026
    Latest 8-K (8-K) Oct 1, 2026

Securities registered for trading

ClassSymbolExchange
Common stock $0.0001 par valueNEXTNasdaq

From the cover page of the 10-K filed Mar 2, 2026 (Section 12(b) of the Exchange Act).5

Risk factors and legal proceedings

The risks NextDecade Corp names in Item 1A of its 10-K filed Mar 2, 2026: 45 risks under these headings, as written.5

  • Risks Related to our Business and the Industry in which we Operate
  • The substantial amount of indebtedness incurred to finance construction of the Rio Grande LNG Facility may adversely affect our subsidiaries' cash flow and the ability to operate their business, remain in compliance with debt covenants and make payments on indebtedness.
  • Restrictions in debt agreements may prevent certain beneficial transactions.
  • Conducting a portion of our operations through joint ventures in which we do not have 100% ownership interest, and which are not operated solely for the benefit of our stockholders, exposes us and our stockholders to risks and uncertainties, many of which are outside of our control.
  • Our projects are in the development and construction phases, and the success of such projects is unpredictable.
  • We will be required to seek additional debt and equity financing in the future to complete future phases of the Rio Grande LNG Facility and the development of any CCS projects and may not be able to secure such financing on acceptable terms, or at all.
  • We may be subject to risks related to doing business in, and having counterparties based in, foreign countries.
  • We face risks related to the uncertainty regarding the future of international trade agreements and the potential for retaliatory tariffs on LNG.
  • Costs for the Rio Grande LNG Facility and any CCS projects are subject to various factors.
  • insurance, and which could cause cost overruns and delays that could have a material adverse effect on our business, results of operations, financial condition, liquidity and prospects."
  • We will be dependent on third-party contractors for the successful completion of the Rio Grande LNG Facility, any CCS projects and related infrastructure, and any failure by our contractors to perform their contractual obligations could have a material adverse impact on our projects.
  • Our ability to generate cash is substantially dependent upon us entering into satisfactory contracts with third parties and the performance of those third parties under those contracts.
The other 34 risks
  • Our exposure to the performance and credit risks of counterparties may adversely affect our operating results, liquidity and access to financing.
  • Our construction and operations activities will be subject to a number of development risks, operational hazards, regulatory approvals and other risks which may not be fully covered by insurance, and which could cause cost overruns and delays that could have a material adverse effect on our business, results of operations, financial condition, liquidity and prospects.
  • We may experience increased labor costs, and the unavailability of skilled workers or our failure to attract and retain qualified personnel could adversely affect us. In addition, changes in our senior management or other key personnel could affect our business operations.
  • Technological innovation, competition or other factors may negatively impact our anticipated competitive advantage or our processes.
  • We depend on our intellectual property for CCS projects, and our failure to protect that intellectual property could adversely affect the future growth and success of our CCS business.
  • Failure of LNG exported from the U.S. Gulf Coast to be a competitive source of energy for international markets could adversely affect our customers and could materially and adversely affect our business, contracts, financial condition, operating results, cash flow, liquidity and prospects.
  • Decreases in the global demand for and price of natural gas (versus the price of imported LNG) could lead to reduced development of LNG projects worldwide.
  • The reduction or elimination of government incentives could adversely affect our business, financial condition, future results and cash flows.
  • Competition in the industries in which we operate is intense, and some of our competitors have greater financial, technological and other resources.
  • There may be shortages of LNG vessels worldwide, which could have a material adverse effect on our business, results of operations, financial condition, liquidity and prospects.
  • We will rely on third-party engineers to estimate the future capacity ratings and performance capabilities of the Rio Grande LNG Facility and any CCS projects, and these estimates may prove to be inaccurate.
  • We may not be successful in developing or constructing all of our proposed expansion projects.
  • Carbon credit markets may not develop as quickly or efficiently as we anticipate or at all.
  • The operation of the Rio Grande LNG Facility and any CCS project may be subject to significant operating hazards and uninsured risks, one or more of which may create significant liabilities and losses that could have a material adverse effect on our business, results of operations, financial condition, liquidity and prospects.
  • We are dependent on a limited number of customers for the purchase of LNG.
  • Opposition from local communities or environmental groups can impede or delay the construction and operation of the Rio Grande LNG Facility.
  • The Rio Grande LNG Facility will be dependent on the availability of gas supply at the Agua Dulce Hub.
  • Litigation could expose us to significant costs and adversely affect our business, financial condition, and results of operations.
  • Risks Related to Governmental Regulation
  • The construction and operation of the Rio Grande LNG Facility remains subject to further governmental approvals, and some approvals may be subject to further conditions, review and/or revocation and other legal and regulatory risks, which may result in delays, increased costs or decreased cash flows.
  • The Rio Grande LNG Facility will be subject to a number of environmental laws and regulations that impose significant compliance costs, and existing and future environmental and similar laws and regulations could result in increased compliance costs, liabilities or additional operating restrictions.
  • Unethical conduct and non-compliance with applicable laws could have a significant adverse effect on our business.
  • Changes in legislation and regulations or interpretations thereof, such as those relating to the importation and exportation of LNG and incentives for reduction of emissions, could have a material adverse effect on our business, results of operations, financial condition, liquidity and prospects and could cause additional expenditures and delays in connection with the Rio Grande LNG Facility and any CCS projects and their construction.
  • Our ability to utilize our net operating loss carryforwards (“NOLs”) may be limited as a result of ownership changes under Section 382 of the Code.
  • Risks Relating to our Securities
  • Our common stock could be delisted from Nasdaq.
  • The market price of our common stock has fluctuated in the past and is likely to fluctuate in the future. Holders of our common stock could lose all or part of their investment.
  • Raising additional capital may cause dilution to existing stockholders, restrict our operations or require us to relinquish rights. Additionally, sales of a substantial number of shares of our common stock or other securities in the public market could cause our stock price to fall.
  • Our Second Amended and Restated Certificate of Incorporation grants our board of directors the power to designate and issue additional shares of common and/or preferred stock.
  • Our largest stockholders will substantially influence our Company for the foreseeable future, including the outcome of matters requiring shareholder approval, and such control may prevent other stockholders from influencing significant corporate decisions and may result in conflicts of interest that could cause our stock price to decline.
  • The exercise of outstanding warrants and exchangeable loans may have a dilutive effect on our common stock.
  • Provisions of our charter documents or Delaware law could discourage, delay or prevent us from being acquired even if being acquired would be beneficial to our stockholders and could make it more difficult to change management.
  • Attention to sustainability and environmental, social and governance matters may impact our business, financial results or stock price and climate change concerns may pose challenges to our operating model.
  • General Risk Factors
  • The Russia-Ukraine conflict, conflict in the Middle East and other sources of volatility in the energy markets may materially and adversely affect our business, financial condition, operating results, cash flow, liquidity and prospects, including our efforts to reach a final investment decision with respect to the Rio Grande LNG Facility.
  • Cyberattacks targeting systems and infrastructure used in our business may adversely impact our operations.
  • Terrorist attacks, including cyberterrorism, or military campaigns involving us or our projects could result in delays in, or cancellation of, construction or closure of the Rio Grande LNG Facility.

Legal proceedings

As of December 31, 2025, management was not aware of any claims of legal actions that, separately or in the aggregate, are likely to have a material adverse effect on the Company's financial position, results of operations or cash flows, although the Company cannot guarantee that a material adverse event will not occur.

The opening of Item 3, Legal Proceedings.5

Sources

The numbers on this page point here. Each one links to the record it came from.

  1. 1
  2. 2
  3. 3
  4. 4
  5. 5
  6. 6
  7. 7
  8. 8
  9. 9
  10. 10
  11. 11
  12. 12
  13. 13
  14. 14
  15. 15
  16. 16
  17. 17
  18. 18
  19. 19
  20. 20
  21. 21
  22. 22
  23. 23
  24. 24
  25. 25
  26. 26
  27. 27
  28. 28
  29. 29
  30. 30
  31. 31
  32. 32
  33. 33
  34. 34
  35. 35
  36. 36
  37. 37
  38. 38
  39. 39
  40. 40
  41. 41
  42. 42
  43. 43
  44. 44
  45. 45
  46. 46
  47. 47
  48. 48
  49. 49
  50. 50
  51. 51
  52. 52
  53. 53
  54. 54
  55. 55
  56. 56
  57. 57
  58. 58
  59. 59
  60. 60
  61. 61
  62. 62
  63. 63
  64. 64
  65. 65
  66. 66
  67. 67
    SEC EDGAROther events
  68. 68
  69. 69
  70. 70
  71. 71
  72. 72
  73. 73
  74. 74
  75. 75
  76. 76
  77. 77
  78. 78
  79. 79
  80. 80