0001628280-25-008841 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • February 28th, 2025 • NextDecade Corp. • Natural gas transmisison & distribution • New York

This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of December 31, 2024, is made and entered into by and among NextDecade Corporation, a Delaware corporation (the “Company”), and APSC II HoldCo II, L.P., a Delaware limited partnership (the “Initial Holder”). Capitalized terms used but not otherwise defined in this Agreement shall have the respective meanings ascribed to them in the Warrants (as defined below).

TRANCHE A / TRANCHE B] COMMON STOCK PURCHASE WARRANT NEXTDECADE CORPORATION
Warrant Agreement • February 28th, 2025 • NextDecade Corp. • Natural gas transmisison & distribution • New York

This Warrant is issued pursuant to the terms of that certain Credit Agreement, dated as of December 31, 2024 (the “Credit Agreement”), by and among Rio Grande LNG Super Holdings, LLC, a limited liability company formed and existing under the laws of the State of Delaware; Atlantic Park Strategic Capital Master Fund II, L.P., as Administrative Agent for the lenders party thereto; Atlantic Park Strategic Capital Master Fund II, L.P., as Collateral Agent for the secured parties thereto; the Lenders signatory thereto or who subsequently become party thereto pursuant to the terms thereof. The Company hereby represents and agrees that the shares of Common Stock underlying this Warrant represent 1.375% of the Common Stock Outstanding as of the Issue Date.

NEXTDECADE CORPORATION Stock Option Award Agreement
Stock Option Award Agreement • February 28th, 2025 • NextDecade Corp. • Natural gas transmisison & distribution • Texas

This Stock Option Award Agreement (this “Agreement”) is made by and between NextDecade Corporation, a Delaware corporation (the “Company”), and [●] (the “Participant”), effective as of [●] (the “Date of Grant”).