[Form 4] Northern Oil and Gas, Inc. Insider Trading Activity

Rhea-AI Filing Summary

On 30 June 2025, Northern Oil & Gas, Inc. (ticker NOG) filed a Form 4 disclosing that director William F. Kimble received an equity grant of 1,543 common shares under the company’s 2018 Equity Incentive Plan. The shares were issued at a stated price of $0, indicating a routine, non-cash award. Following the transaction, Kimble’s direct holdings increased to 13,961 shares. No derivative securities were reported, and there were no dispositions. This filing represents a standard director compensation event rather than an open-market purchase or sale.

Insights

Insider-Transactions Analyst

TL;DR: Routine director stock grant; negligible impact on float or valuation.

The Form 4 shows a standard equity incentive award of 1,543 shares to director William F. Kimble, bringing his direct ownership to 13,961 shares. At NOG’s recent market price, the grant value is modest and does not materially alter insider ownership percentages. Because the shares were issued at $0 under the company’s plan, the transaction is classified as Code A (award) rather than an open-market purchase, signalling no incremental cash investment by the director. Such grants align director interests with shareholders but do not provide market-moving information. I therefore regard the disclosure as neutral for valuation purposes.

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
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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^*

Pomerantz Jennifer S.

(Last) (First) (Middle)

4350 BAKER ROAD, SUITE 400

(Street)

MINNETONKA MN 55343

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
NORTHERN OIL & GAS, INC. [ N O G ]

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

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
06/30/2025

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(1)	06/30/2025		A		1,543	A	$0	18,976	D

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

Explanation of Responses:

1. Stock granted pursuant to the Issuer's 2018 Equity Incentive Plan.

Remarks:

	/s/ Stephanie L. Horton as attorney-in-fact	07/02/2025
	** 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

How many NOG shares did director William F. Kimble acquire on 30 June 2025?

He received 1,543 common shares through an equity incentive grant.

What is William F. Kimble’s total direct ownership in NOG after the grant?

Following the award, his direct holdings total 13,961 shares.

Was cash paid for the shares in this Form 4 filing?

No. The shares were issued at $0 as part of the 2018 Equity Incentive Plan.

Does the filing report any sales or dispositions of NOG stock?

No sales were reported; the filing only shows an acquisition.

Are any derivative securities (options, warrants) included in this Form 4?

No derivative securities were reported in Table II.