Romslo Erik J. 4

What Happened Erik J. Romslo, Chief Legal Officer and Secretary of Northern Oil & Gas, received 5,952 shares upon vesting and settlement of performance-based restricted stock units (PSUs) for the 2023–2025 TSR performance period. Of those shares, 3,113 were surrendered to the company to satisfy tax withholding obligations, reported as a disposition valued at $25.88 per share for a total withholding value of $80,564. The awarded shares were issued at $0.00 (standard for vested awards); the net shares delivered to Romslo were 2,839.

Key Details

• Transaction dates: 2026-02-09 (PSU settlement and tax withholding); Form 4 filed 2026-02-11.
• Awarded: 5,952 shares (code A) reported at $0.00.
• Withheld/surrendered for taxes: 3,113 shares (code F) at $25.88 each = $80,564. Footnote indicates $25.88 is the last closing price on or before the surrender date.
• Net shares to insider after withholding: 2,839 shares.
• Shares owned after the transaction: not specified in this filing.
• Filing timeliness: filed Feb 11 for Feb 9 transactions; no late filing flag indicated in the report.
• Footnotes: F1 = PSU settlement for 2023–2025 TSR; F2 = shares withheld to satisfy tax obligations; F3 = price reflects last closing price used for withholding.

Context This was a compensation-related settlement of performance-based RSUs, not an open-market purchase or a voluntary sale. Withholding shares to cover taxes is routine and does not, by itself, indicate a directional trade decision by the insider.