Dirlam Adam A. 4

What Happened
Adam A. Dirlam, President of Northern Oil & Gas (NOG), was granted restricted stock on 2026-03-16 totaling 36,241 shares (25,292 and 10,949 shares; grant price $0.00). To satisfy tax withholding on the vesting, he surrendered 12,092 shares (10,695 and 1,397 shares) at $27.51 per share, producing proceeds of $294,219 and $38,431 respectively (total ~$332,650). These transactions reflect awards/vesting with share-withholding for taxes rather than open-market sales.

Key Details

• Transaction date: 2026-03-16; Form 4 filed 2026-03-18 (timely within the two-business-day window).
• Grants: 25,292 and 10,949 restricted shares (code A) at $0.00.
• Tax withholding/surrender: 10,695 and 1,397 shares (code F) at $27.51; total value surrendered ≈ $332,650.
• Shares owned after the transactions: not disclosed in the provided filing.
• Footnotes: F1 = restricted stock under the 2018 Equity Incentive Plan; F2 = shares surrendered to pay taxes on vesting; F3 = $27.51 is the last closing price used to value surrendered shares.
• Transaction type: award with cashless withholding (share surrender) for taxes — not an open-market sale (code F indicates tax withholding).

Context
This was a restricted stock vesting event with shares surrendered to cover tax liabilities (a common, routine practice). Such award-and-withholding transactions reflect compensation delivery and tax payment mechanics rather than a manager buying or actively selling shares on the market.