National Fuel Gas (NFG) officer reports 4,153 RSUs and 3,396 deferred stock units

Rhea-AI Filing Summary

National Fuel Gas Company reported equity compensation changes for an officer serving as President of NFG Supply Corp. On December 4, 2025, the officer was granted 4,153 restricted stock units, which are scheduled to vest in three installments: 1,384 units on December 4, 2026, 1,384 units on December 4, 2027, and 1,385 units on December 4, 2028. Each restricted stock unit represents a contingent right to receive one share of NFG common stock.

On the same date, the officer also deferred receipt of 3,396 shares of common stock into 3,396 deferred stock units under the company’s deferred compensation plan, payable in shares after termination of service. To cover taxes on vesting performance shares, 48 shares and 77 shares were withheld and cancelled; these did not involve market sales. After these transactions, the officer directly held 18,866 shares of common stock, plus indirect holdings of the NFG stock fund in a 401(k) plan equivalent to 14,525 shares, along with 4,153 restricted stock units and 17,969 deferred stock units.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Del Vecchio Joseph N

(Last) (First) (Middle)

6363 MAIN STREET

(Street)

WILLIAMSVILLE NY 14221

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
NATIONAL FUEL GAS CO [ NFG ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President, NFG Supply Corp.

3. Date of Earliest Transaction (Month/Day/Year)
12/04/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	12/04/2025		A		1,351	A	$0.00	16,821	D
Common Stock	12/04/2025		F		48(1)	D	$82.01	16,773	D
Common Stock	12/04/2025		A		2,170	A	$0.00	18,943	D
Common Stock	12/04/2025		F		77(2)	D	$82.01	18,866	D
Common Stock	12/04/2025		D		3,396	D	(3)	15,470	D
Common Stock								14,525(4)	I	401K Trust

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units	(5)	12/04/2025		A		4,153		(6)	(6)	Common Stock	4,153	$0.00	4,153	D
Deferred Stock Units	(7)	12/04/2025		A		3,396		(8)	(8)	Common Stock	3,396	(3)	17,969	D

Explanation of Responses:

1. On December 4, 2025, the reporting person had 48 shares withheld and cancelled in respect of taxes in connection with the vesting of performance shares. These share cancellations are shown on Table I as dispositions (Transaction Code "D" in Column 4), although none of these cancelled shares were sold into the market, as indicated by Transaction Code "F" in Column 3.

2. On December 4, 2025, the reporting person had 77 shares withheld and cancelled in respect of taxes in connection with the vesting of performance shares. These share cancellations are shown on Table I as dispositions (Transaction Code "D" in Column 4), although none of these cancelled shares were sold into the market, as indicated by Transaction Code "F" in Column 3.

3. In connection with the vesting on December 4, 2025 of performance shares previously granted to the reporting person, the reporting person's receipt of 3,396 shares of common stock was deferred, resulting in the reporting person's receipt instead of 3,396 deferred stock units pursuant to National Fuel Gas Company's deferred compensation plan. The reporting person is therefore reporting the disposition of 3,396 shares of common stock in exchange for an equal number of deferred stock units.

4. The NFG stock fund under the NFG 401(k) plan is denominated in units, representing ownership interests in a fund that includes both NFG common stock and a reserve of cash. The information reported represents the dollar value of the reporting person's balance in the NFG stock fund as of December 4, 2025, as reported by the plan administrator, divided by the closing price of NFG common stock on that date.

5. Each restricted stock unit represents a contingent right to receive one share of NFG common stock.

6. On December 4, 2025, the reporting person was granted 4,153 restricted stock units, vesting as follows: 1,384 on December 4, 2026, 1,384 on December 4, 2027, and 1,385 on December 4, 2028.

7. Each deferred stock unit is the economic equivalent of one share of common stock.

8. The deferred stock units become payable, in shares of common stock, after the reporting person's termination of service, pursuant to the reporting person's distribution election under National Fuel Gas Company's Deferred Compensation Plan for Directors and Officers.

Remarks:

	J. P. Baetzhold, Attorney in Fact	12/08/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What did the NFG (NFG) executive receive in this Form 4 filing?

The officer received 4,153 restricted stock units on December 4, 2025. These awards give a contingent right to receive an equal number of National Fuel Gas common shares if the vesting conditions are met.

How do the 4,153 restricted stock units for NFG (NFG) vest?

The 4,153 restricted stock units vest in three tranches: 1,384 units on December 4, 2026, 1,384 units on December 4, 2027, and 1,385 units on December 4, 2028.

What happened to the 3,396 NFG (NFG) shares mentioned in the filing?

In connection with vesting performance shares on December 4, 2025, the officer’s receipt of 3,396 common shares was deferred. Instead, the officer received 3,396 deferred stock units under National Fuel Gas Company’s deferred compensation plan.

Were any National Fuel Gas (NFG) shares sold into the market in this Form 4?

The filing shows 48 shares and 77 shares treated as dispositions for tax withholding on performance share vesting, but it explicitly states that none of these cancelled shares were sold into the market.

How many NFG (NFG) shares does the executive own directly after these transactions?

Following the reported transactions on December 4, 2025, the officer directly owned 18,866 shares of National Fuel Gas common stock, plus separate holdings in deferred stock units and restricted stock units.

What are the officer’s indirect holdings in NFG (NFG) through the 401(k) plan?

The officer holds an interest in the NFG stock fund within the company’s 401(k) plan, reported as equivalent to 14,525 shares of common stock, based on the fund’s dollar value and NFG’s closing price as of December 4, 2025.

When will the deferred stock units for NFG (NFG) be paid out?

The filing states that each deferred stock unit is the economic equivalent of one share of common stock and becomes payable in shares after the officer’s termination of service, according to the officer’s distribution election under the deferred compensation plan.