Northern Oil & Gas (NOG) director receives 2,038 share grant

Rhea-AI Filing Summary

Northern Oil & Gas, Inc. reported an insider equity award for a director. On 12/31/2025, the director acquired 2,038 shares of common stock in a transaction coded as an acquisition at a price of $0 per share, indicating a stock grant rather than an open-market purchase. Following this grant, the director directly beneficially owns 22,778 shares of Northern Oil & Gas common stock. The shares were granted pursuant to the company’s 2018 Equity Incentive Plan, reflecting part of the director’s compensation in equity form.

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^*

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)
12/31/2025

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)	12/31/2025		A		2,038	A	$0	22,778	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	01/02/2026
	** 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 Northern Oil & Gas (NOG) report in this Form 4?

The filing reports that a director of Northern Oil & Gas, Inc. acquired 2,038 shares of common stock on 12/31/2025 in an acquisition transaction.

How many Northern Oil & Gas (NOG) shares does the director own after the transaction?

After the reported transaction, the director beneficially owns 22,778 shares of Northern Oil & Gas common stock, held as direct ownership.

Was the Northern Oil & Gas director’s Form 4 transaction a purchase or a grant?

The 2,038 shares were stock granted to the director, as noted in the explanation that the stock was granted pursuant to the issuer's 2018 Equity Incentive Plan, at a reported price of $0 per share.

What is the transaction date for the Northern Oil & Gas (NOG) director stock grant?

The transaction date for the director’s stock grant is 12/31/2025, as shown in Table I of the filing.

Under which plan were the Northern Oil & Gas (NOG) shares granted to the director?

The 2,038 shares of common stock were granted pursuant to Northern Oil & Gas, Inc.’s 2018 Equity Incentive Plan, according to the explanation of responses.

What is the relationship of the reporting person to Northern Oil & Gas (NOG)?

The reporting person is identified as a Director of Northern Oil & Gas, Inc., as indicated in the relationship section of the filing.