STOCK TITAN

Northern Oil & Gas estimates $300M–$320M unrealized loss

Fourth-quarter capital expenditures are expected to trend lower absent significant non-budgeted activity.

(High)

Sentiment and the balance of points

Rhea-AI Sentiment reads the wording of the document, how positive or negative its language is on a 1 to 5 scale. The balance of points shown with the takes weighs what the document actually discloses, so the two can disagree, for example when a trial that missed its main goal is described in upbeat language.

Form Type
8-K

Rhea-AI Filing Summary

Northern Oil and Gas, Inc. (NOG) provided preliminary, unaudited third-quarter 2026 operating results, estimating capital expenditures at $250.0 million to $253.0 million, excluding non-budgeted acquisitions and other. Its 19 Ground Game deals added approximately 1,060 net acres and 2.8 net wells, with approximately $56.5 million in acquisition costs and associated development capital. NOG described the quarter as operationally clean, with minimal field disruptions, and said all basins met internal expectations.

NOG estimated $300.0 million to $320.0 million in unrealized derivative mark-to-market losses and $51.0 million to $52.0 million in realized hedge losses. It reiterated its 2026 capital expenditures guidance and said spending was expected to be toward the higher end of the range based on the current pace. Fourth-quarter capital expenditures are expected to trend lower absent significant non-budgeted activity.

NOG repurchased 667,989 shares in the quarter for $16.0 million, inclusive of commissions, at an average price of $23.96 per share. The company declared a $0.45 quarterly cash dividend, payable October 30, 2026. After a July 2026 board-authorized $150.0 million increase to its repurchase program and the quarter’s repurchases, remaining capacity was approximately $227.2 million.

Insights

Analyzing...

Item 2.02 Results of Operations and Financial Condition Financial
Disclosure of earnings results, typically an earnings press release or preliminary financials.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
Capital expenditures $250.0 million to $253.0 million Estimated for third-quarter 2026; excludes non-budgeted acquisitions and other
Unrealized derivative mark-to-market losses $300.0 million to $320.0 million Third quarter of 2026 estimate
Realized hedge losses $51.0 million to $52.0 million Third quarter of 2026 estimate
Shares repurchased 667,989 shares Third quarter of 2026
Repurchase expenditure $16.0 million Third quarter of 2026; inclusive of commissions
Average repurchase price $23.96 per share Third quarter of 2026; inclusive of commissions
Quarterly cash dividend $0.45 per share Declared August 4, 2026; payable October 30, 2026
Remaining repurchase capacity Approximately $227.2 million After consideration for third-quarter repurchases
Ground Game technical
"19 deals closed, adding approximately 1,060 net acres and 2.8 net wells"
mark-to-market losses financial
"unrealized mark-to-market losses on derivatives"
Mark-to-market losses occur when a company revalues assets or investments at current market prices and records the resulting drop in value, even if those assets haven’t been sold. They matter to investors because they reduce reported profits and shareholders’ equity immediately, can affect borrowing terms and stock perception, and give a real-time view of how market swings are hurting a company’s balance sheet — like lowering the listed price of items in a shop to match what buyers are willing to pay today.
realized hedge losses financial
"Realized hedge losses were an estimated $51.0 to $52.0 million"
non-operator technical
"the largest publicly traded dedicated non-operator in the United States"
A non-operator is an owner, investor, or partner in a business or asset who does not take part in day-to-day management or operational decisions. Think of a non-operator as a silent co-owner who provides capital or holds a stake but leaves running the business to the operating partner or management team. It matters to investors because a non-operator’s limited role affects who makes strategic decisions, how quickly changes can be implemented, and how returns and risks are shared.
basis hedges financial
"partially offset by gas and basis hedges"
A basis hedge is a protection strategy that locks in the expected difference between two related prices — typically the local or physical market price and a reference price such as a futures contract or benchmark. Think of it like agreeing on the margin between what you sell in your local store and the price at the central market so you don’t get hurt if that gap widens or shrinks; for investors it reduces unpredictable profit swings from mismatches between the asset being hedged and the instrument used to hedge it.
Capital expenditures $250.0 million to $253.0 million
Unrealized derivative mark-to-market losses $300.0 million to $320.0 million
Realized hedge losses $51.0 million to $52.0 million
Guidance

NOG reiterated its 2026 capital expenditures guidance and, based on the current pace, expects capital spending toward the higher end of the range.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What were NOG’s estimated third-quarter 2026 capital expenditures?

NOG estimated third-quarter capital expenditures of $250.0 million to $253.0 million, excluding non-budgeted acquisitions and other.

How much were NOG’s third-quarter 2026 hedge losses?

NOG estimated $300.0 million to $320.0 million in unrealized derivative mark-to-market losses and $51.0 million to $52.0 million in realized hedge losses. The realized losses were driven by crude oil hedges and partially offset by gas and basis hedges.

How many shares did NOG repurchase in the third quarter of 2026?

NOG repurchased 667,989 shares for $16.0 million, inclusive of commissions, at an average price of $23.96 per share.

What is NOG’s quarterly dividend and when is it payable?

NOG declared a $0.45 quarterly cash dividend on August 4, 2026, payable October 30, 2026.

How much repurchase capacity remained after NOG’s third-quarter 2026 buybacks?

NOG reported approximately $227.2 million of remaining repurchase capacity after the quarter’s repurchases. The board authorized a $150.0 million increase to the common stock repurchase program in July 2026.

AI-generated analysis. How Rhea-AI works. Not financial advice.

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google
Add on Google
Available on EDGAR Accepted by SEC EDGAR Learn about SEC filing dates
0001104485FALSE00011044852026-10-122026-10-12

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): October 12, 2026

NORTHERN OIL AND GAS, INC.
(Exact name of Registrant as specified in its charter)
Delaware
001-33999
95-3848122
(State or other jurisdiction
of incorporation)
(Commission File Number)
(IRS Employer
Identification No.)
4350 Baker Road, Suite 400
Minnetonka, Minnesota
55343
(Address of principal executive offices)
(Zip Code)
Registrant’s telephone number, including area code   (952) 476-9800
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17CFR 240.14a-12)
☐    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, par value $0.001NOGNew York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐



Item 2.02.    Results of Operations and Financial Condition.

On October 12, 2026, Northern Oil and Gas, Inc. issued a press release that includes preliminary financial and operating results for the third quarter of 2026. A copy of the press release is furnished as Exhibit 99.1 hereto.


Item 9.01.    Financial Statements and Exhibits.

Exhibit NumberDescription
99.1
  Press release of Northern Oil and Gas, Inc., dated October 12, 2026
104The cover page from this Current Report on Form 8-K, formatted in Inline XBRL





SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: October 12, 2026
NORTHERN OIL AND GAS, INC.
By /s/ Erik J. Romslo
Erik J. Romslo
Chief Legal Officer and Secretary



Exhibit 99.1
NOG Provides Third Quarter Operational Update



Minneapolis – October 12, 2026 - Northern Oil and Gas, Inc. (NYSE: NOG) (“NOG” or the “Company”) today provided an update on several business matters including third quarter ground game transactions, anticipated capital expenditures, hedging results and shareholder returns.

HIGHLIGHTS

•Clean operational quarter with all basins meeting internal expectations
•Active third quarter for the Ground Game closing on approximately 1,060 net acres and 2.8 net wells
•Expect third quarter capital expenditures in the range of $250.0 to $253.0 million, excluding non-budgeted acquisitions and other
•Third quarter unrealized mark to market losses expected to be $300.0 to $320.0 million on derivatives, with realized hedge losses of $51.0 to $52.0 million
•Repurchased 667,989 shares of common stock in the third quarter for a total of $16.0 million inclusive of commissions

BUSINESS UPDATE

Operationally, NOG experienced a clean quarter with minimal field disruptions. As oil strip prices have rallied, the Company has seen incremental acceleration of development activity across its oil basins.


GROUND GAME AND CAPITAL EXPENDITURE UPDATE

NOG continued executing high quality ground game acquisitions in the third quarter with 19 deals closed, adding approximately 1,060 net acres and 2.8 net wells while deploying approximately $56.5 million in acquisition costs and associated development capital. Spend remained more heavily focused toward near-term production in our oil-focused basins with nearly 85% of capital deployed to the Permian, Williston, and Uinta basins.

Total booked capital spending for the third quarter is estimated to be $250.0 to $253.0 million, excluding non-budgeted acquisitions and other. The Company saw acceleration in current and forward activity in the third quarter, driving increased sequential capital spend. Capital expenditures are expected to trend lower in the fourth quarter, absent significant non-budgeted activity. The Company reiterates its 2026 capital expenditures guidance. Based on current pace, NOG expects capital spending to be toward the higher end of the range.


HEDGING UPDATE

In the third quarter, the Company recorded unrealized mark-to-market losses on derivatives of approximately $300.0 – $320.0, driven by changes to the value of the Company’s derivatives portfolio. Realized hedge losses were an estimated $51.0 to $52.0 million, driven by the Company’s crude oil hedges, partially offset by gas and basis hedges.


SHAREHOLDER RETURNS

On August 4, 2026, the Company declared a $0.45 quarterly cash dividend, payable on October 30, 2026.

In the third quarter, the Company repurchased 667,989 shares of common stock at an average price, inclusive of commissions, of $23.96 per share.




In July 2026, NOG’s Board of Directors authorized a $150.0 million increase to the Company’s common stock repurchase program, which provides a remaining repurchase capacity of approximately $227.2 million after consideration for the repurchases in the quarter.

ABOUT NOG

Northern Oil and Gas (NOG) is the largest publicly traded dedicated non-operator in the United States, built on a differentiated strategy of acquiring non-operated minority working interests and mineral rights across the premier basins of North America. By combining deep industry relationships with disciplined capital allocation, NOG has built a scaled, diversified portfolio that generates durable production and strong cash flow for its shareholders. More information about NOG can be found at www.noginc.com.

PRELIMINARY INFORMATION

The preliminary unaudited third quarter 2026 financial and operating information included in this press release (including with respect to hedging results, capital expenditures and other matters) is based on estimates and subject to completion of NOG’s financial closing procedures. Such information has been prepared by management solely based on currently available information. The preliminary information does not represent and is not a substitute for a comprehensive statement of financial and operating results, and NOG’s actual results may differ materially from these estimates because of final adjustments, the completion of NOG’s financial closing procedures, and other developments after the date of this release.

SAFE HARBOR

This release contains forward-looking statements regarding future events and future results that are subject to the safe harbors created under the Securities Act of 1933, as amended (the “Securities Act”), and the Securities Exchange Act of 1934, as amended (the “Exchange Act”). All statements other than statements of historical facts included or referenced in this press release regarding NOG’s dividend plans and practices (including timing, amounts and relative performance), financial position, business strategy, plans and objectives for future operations, industry conditions, cash flow, and growth prospects are forward-looking statements. When used in this release, forward-looking statements are generally accompanied by terms or phrases such as “estimate,” “project,” “predict,” “believe,” “expect,” “continue,” “anticipate,” “target,” “could,” “plan,” “intend,” “seek,” “goal,” “will,” “should,” “may” or other words and similar expressions that convey the uncertainty of future events or outcomes. Items contemplating or making assumptions about actual or potential future sales, market size, collaborations, and trends or operating results also constitute such forward-looking statements.

Forward-looking statements involve inherent risks and uncertainties, and important factors (many of which are beyond NOG’s control) that could cause actual results to differ materially from those set forth in the forward-looking statements, including the following: changes in NOG’s capitalization, changes in crude oil and natural gas prices; the pace of drilling and completions activity on NOG’s properties and properties pending acquisition; NOG’s ability to acquire additional development opportunities; integration and benefits of property acquisitions, or the effects of such acquisitions on NOG’s cash position and levels of indebtedness; changes in NOG’s reserves estimates or the value thereof; general economic or industry conditions, nationally and/or in the communities in which NOG conducts business; changes in the interest rate environment or market dividend practices, legislation or regulatory requirements; conditions of the securities markets; NOG’s ability to raise or access capital; changes in accounting principles, policies or guidelines; and financial or political instability, acts of war or terrorism, and other economic, competitive, governmental, regulatory and technical factors affecting NOG’s operations, products, services and prices. Additional information concerning potential factors that could affect future plans and results is included in the section entitled “Item 1A. Risk Factors” and other sections of NOG’s most recent Annual Report on Form 10-K and subsequent Quarterly Reports on Form 10-Q, as updated from time to time in amendments and subsequent reports filed with the SEC, which describe factors that could cause NOG’s actual results to differ from those set forth in the forward-looking statements.




NOG has based these forward-looking statements on its current expectations and assumptions about future events. While management considers these expectations and assumptions to be reasonable, they are inherently subject to significant business, economic, competitive, regulatory, and other risks, contingencies, and uncertainties, most of which are difficult to predict and many of which are beyond NOG’s control. You are urged not to place undue reliance on these forward-looking statements, which speak only as of the date they are made. Except as may be required by applicable law or regulation, NOG does not undertake, and specifically disclaims, any obligation to update any forward-looking statements to reflect events or circumstances occurring after the date of such statements.

CONTACT:
Evelyn Leon Infurna
Vice President of Investor Relations
(952) 476-9800
ir@noginc.com





Filing Exhibits & Attachments

4 documents

Keep reading