National Fuel Gas (NFG) CIO reports RSU vesting and conversion to deferred stock units

Rhea-AI Filing Summary

National Fuel Gas Company’s Chief Information Officer reported routine equity compensation activity. On December 5, 2025, 712 restricted stock units vested and converted into 712 shares of common stock, which were then exchanged for 712 deferred stock units under the company’s deferred compensation plan. On December 6, 2025, 851 restricted stock units vested and converted into 851 shares of common stock, which were likewise exchanged for 851 deferred stock units.

After these transactions, the officer directly held 4,083 shares of common stock and indirectly held 62 units in the NFG stock fund within a 401(k) plan, which represents an interest in a mix of National Fuel Gas common stock and cash as of December 5, 2025. The filing reflects tax and timing elections on previously granted awards rather than open-market buying or selling.

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

Krebs Martin A

(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)
	Chief Information Officer

3. Date of Earliest Transaction (Month/Day/Year)
12/05/2025

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	12/05/2025		M		712	A	(1)	4,795	D
Common Stock	12/05/2025		D		712	D	(2)	4,083	D
Common Stock	12/06/2025		M		851	A	(1)	4,934	D
Common Stock	12/06/2025		D		851	D	(3)	4,083	D
Common Stock								62(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	(1)	12/05/2025		M			712	(5)	(5)	Common Stock	712	$0.00	1,425	D
Deferred Stock Units	(6)	12/05/2025		A		712		(7)	(7)	Common Stock	712	(2)	24,457	D
Restricted Stock Units	(1)	12/06/2025		M			851	(8)	(8)	Common Stock	851	$0.00	851	D
Deferred Stock Units	(6)	12/06/2025		A		851		(7)	(7)	Common Stock	851	(3)	25,308	D

Explanation of Responses:

1. Restricted stock units convert into common stock on a one-for-one basis.

2. In connection with the vesting on December 5, 2025 of restricted stock units previously granted to the reporting person, the reporting person's receipt of 712 shares of common stock was deferred, resulting in the reporting person's receipt instead of 712 deferred stock units pursuant to National Fuel Gas Company's deferred compensation plan. The reporting person is therefore reporting the disposition of 712 shares of common stock in exchange for an equal number of deferred stock units.

3. In connection with the vesting on December 6, 2025 of restricted stock units previously granted to the reporting person, the reporting person's receipt of 851 shares of common stock was deferred, resulting in the reporting person's receipt instead of 851 deferred stock units pursuant to National Fuel Gas Company's deferred compensation plan. The reporting person is therefore reporting the disposition of 851 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 5, 2025, as reported by the plan administrator, divided by the closing price of NFG common stock on that date.

5. On December 5, 2024, the reporting person was granted 2,137 restricted stock units, vesting as follows: 712 on December 5, 2025, 712 on December 5, 2026, and 713 on December 5, 2027.

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

7. 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.

8. On December 6, 2023, the reporting person was granted 2,552 restricted stock units, vesting as follows: 850 on December 6, 2024, 851 on December 6, 2025, and 851 on December 6, 2026.

Remarks:

	J. P. Baetzhold, Attorney in Fact	12/09/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transaction did NATIONAL FUEL GAS CO (NFG) report in this Form 4?

The Chief Information Officer reported vesting of restricted stock units on December 5, 2025 and December 6, 2025, and the exchange of the resulting common shares for an equal number of deferred stock units under the company’s deferred compensation plan.

How many National Fuel Gas (NFG) shares and units were involved in the CIO’s December 2025 transactions?

On December 5, 2025, 712 restricted stock units vested and were exchanged for 712 deferred stock units. On December 6, 2025, 851 restricted stock units vested and were exchanged for 851 deferred stock units.

What is the Chief Information Officer’s reported National Fuel Gas (NFG) ownership after these transactions?

Following the reported transactions, the officer beneficially owned 4,083 shares of NFG common stock directly and 62 units in the NFG stock fund indirectly through a 401(k) plan, as of December 5, 2025.

What are deferred stock units in the National Fuel Gas (NFG) compensation plans?

Each deferred stock unit is the economic equivalent of one share of NFG common stock. These units become payable in shares of common stock after the officer’s termination of service, in line with the officer’s distribution election under National Fuel Gas Company’s Deferred Compensation Plan for Directors and Officers.

How do restricted stock units convert under National Fuel Gas (NFG) equity awards?

The filing states that restricted stock units convert into NFG common stock on a one-for-one basis when they vest, unless the officer elects to defer receipt into deferred stock units under the applicable company plan.

What does the NFG stock fund in the 401(k) plan represent for National Fuel Gas (NFG) employees?

The NFG stock fund is denominated in units that represent an ownership interest in a fund holding both NFG common stock and a cash reserve. The reported 62 units reflect the dollar value of the officer’s balance as of December 5, 2025, divided by the closing price of NFG common stock on that date.