SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* Halcyon Capital Management LP (Last) (First) (Middle) 477 MADISON AVENUE, 8TH FLOOR (Street) NEW YORK NY 10022 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 07/24/2017	3. Issuer Name and Ticker or Trading Symbol NextDecade Corp. [ NEXT ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director 10% Owner Officer (give title below) Other (specify below)	5. If Amendment, Date of Original Filed (Month/Day/Year) 08/03/2017
			6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock, $ 0.0001 par value	11,067,943	I	See footnote(1)(2)(3)(4)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Warrants	08/23/2017	07/23/2022(5)	Common Stock, $ 0.0001 par value	107,500(3)(6)	$11.5	I	See footnote(1)(2)(4)(5)

1. Name and Address of Reporting Person* Halcyon Capital Management LP (Last) (First) (Middle) 477 MADISON AVENUE, 8TH FLOOR (Street) NEW YORK NY 10022 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Halcyon Mount Bonnell Fund LP (Last) (First) (Middle) C/O HALCYON CAPITAL MANAGEMENT, LLC 477 MADISON AVE., 8TH FLOOR (Street) NEW YORK NY 10022 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* HLTS GP LLC (Last) (First) (Middle) C/O HALCYON CAPITAL MANAGEMENT, LLC 477 MADISON AVE., 8TH FLOOR (Street) NEW YORK NY 10022 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* HCN LP (Last) (First) (Middle) C/O HALCYON CAPITAL MANAGEMENT, LLC 477 MADISON AVENUE, 8TH FLOOR (Street) NEW YORK NY 10022 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* HCN GP LLC (Last) (First) (Middle) C/O HALCYON CAPITAL MANAGEMENT, LLC 477 MADISON AVE., 8TH FLOOR (Street) NEW YORK NY 10022 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Halcyon Energy, Power & Infrastructure Capital Holdings LLC (Last) (First) (Middle) C/O HALCYON CAPITAL MANAGEMENT, LLC 477 MADISON AVE., 8TH FLOOR (Street) NEW YORK NY 10022 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* First Series of HDML Fund I, LLC (Last) (First) (Middle) C/O HALCYON CAPITAL MANAGEMENT, LLC 477 MADISON AVE., 8TH FLOOR (Street) NEW YORK NY 10022 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* HDML Assets LLC (Last) (First) (Middle) C/O HALCYON CAPITAL MANAGEMENT, LLC 477 MADISON AVE., 8TH FLOOR (Street) NEW YORK NY 10022 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

1. See Exhibit 99.1 for text of footnote (1).

2. See Exhibit 99.1 for text of footnote (2).

3. See Exhibit 99.1 for text of footnote (3).

4. See Exhibit 99.1 for text of footnote (4).

5. See Exhibit 99.1 for text of footnote (5).

6. See Exhibit 99.1 for text of footnote (6).

Remarks:

This amendment on Form 3 (the "Amendment") is being filed to add as Reporting Persons, and reflect the holdings of, Halcyon Solutions Master Fund LP and Halcyon Solutions GP LLC, which were inadvertently omitted from the original Forms 3 filed on August 3, 2017 (the "Original Filing"), and to correct the direct holdings of certain of the Reporting Persons included in the Original Filing. Exhibit 99.1 (Footnotes) and Exhibit 99.2 (Joint Filer Information) are incorporated herein by reference. This is the first of two forms being filed, as there are more than ten Reporting Persons and the SEC's EDGAR filing system limits a single Form 3 to a maximum of ten Reporting Persons. This Amendment is filed by Designated Filer Halcyon Capital Management L.P.

	/s/ Halcyon Capital Management, L.P.	11/03/2017
	/s/ Halcyon Mount Bonnell Fund LP	11/03/2017
	/s/ HLTS GP LLC	11/03/2017
	/s/ HCN LP	11/03/2017
	/s/ HCN GP LLC	11/03/2017
	/s/ Halcyon Energy, Power & Infrastructure Capital Holdings LLC	11/03/2017
	/s/ First Series of HDML Fund I LLC	11/03/2017
	/s/ HDML Asset LLC	11/03/2017
	** Signature of Reporting Person	Date
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