Form 4: NFG Director Acquires Shares via DRIP; 122 Shares Withheld for Taxes
Rhea-AI Filing Summary
NFG director and officer Lee E. Hartz reported multiple transactions in National Fuel Gas Co. common stock during 2025. On 04/15/2025 and 07/15/2025 Mr. Hartz acquired shares through dividend reinvestment (100 and 91 shares) at prices of $78.177 and $89.33, increasing his direct holdings to 15,346 shares by July. On 09/10/2025 he received 238 shares (no price) and on the same date 122 vested performance shares were withheld and cancelled for taxes (reported as a disposition at $86.515). He also reports an indirect interest of 2,451 units in the NFG 401(k) stock fund, calculated by the plan administrator.
Positive
- Dividend reinvestment used to acquire shares on 04/15/2025 (100 shares) and 07/15/2025 (91 shares), indicating retention of equity
- Indirect retirement plan holdings of 2,451 units reported, showing continued participation in company 401(k) stock fund
Negative
- 122 vested performance shares were withheld and cancelled for taxes on 09/10/2025, reducing direct share count
Insights
TL;DR Routine insider activity: dividend reinvestment purchases and tax-withheld cancellations on vested performance shares, modest net increase in holdings.
The transactions are ordinary Section 16 reporting events: two dividend reinvestment acquisitions earlier in the year and a grant/vesting event in September where 122 shares were withheld and cancelled for taxes rather than sold into the market. The reporting person’s direct beneficial ownership rose modestly to 15,584 shares before the withholding and ended at 15,462 after the cancellation. The 2,451 units in the 401(k) fund reflect plan-denominated ownership and are reported as indirect holdings.
TL;DR Disclosure aligns with compensation and tax practices: share withholding on vesting and dividend reinvestment are standard, not material governance concerns.
The Form 4 discloses standard compensation mechanics: performance shares vested with tax withholding and use of a dividend reinvestment plan exempt under Rule 16a-11. There is no indication of open-market sales tied to these events; withheld shares were cancelled rather than sold. No change in reporting status or unusual transactions are indicated.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Grant/Award | Common Stock | 238 | $0.00 | -- |
| Tax Withholding | Common Stock | 122 | $86.515 | $11K |
| holding | Common Stock | -- | -- | -- |
| Other | Common Stock | 91 | $89.33 | $8K |
| Other | Common Stock | 100 | $78.177 | $8K |
Footnotes (1)
- Acquired through dividend reinvestment plan, exempt under Rule 16a-11. On September 10, 2025, the reporting person had 122 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. 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 September 10, 2025, as reported by the plan administrator, divided by the closing price of NFG common stock on that date.
