Form 4: NFG Executive Joseph Del Vecchio Reports Stock Transactions

National Fuel Gas Co. executive Joseph N. Del Vecchio reported the vesting and conversion of restricted stock units, along with tax withholdings and deferral into deferred stock units.

Summary

• Joseph N. Del Vecchio, President of NFG Supply Corp., reported changes in his beneficial ownership of National Fuel Gas Co. common stock.
• On December 5, 2025, 1,119 restricted stock units (RSUs) vested and converted into common stock.
• Concurrently on December 5, 2025, 572 shares of common stock were withheld for taxes at a price of $82.28 per share, reducing direct ownership.
• On December 6, 2025, an additional 788 RSUs vested and converted into common stock.
• On December 6, 2025, 28 shares of common stock were withheld for taxes at $82.28 per share.
• Also on December 6, 2025, 760 shares of common stock were deferred into an equal number of deferred stock units (DSUs) under the company's deferred compensation plan.
• Following these transactions, direct beneficial ownership of common stock is 16,017 shares, with an additional 14,523 shares held indirectly in a 401K Trust as of December 5, 2025.
• The reporting person also holds 2,240 direct restricted stock units and 789 direct restricted stock units from different grants, and 18,729 direct deferred stock units.

Sentiment

Score: 5

Explanation: The filing reports routine insider transactions related to executive compensation, which are neither inherently positive nor negative for the company's operational or financial performance.

Positives

• Vesting of restricted stock units indicates continued executive compensation alignment with company performance.
• The executive maintains significant direct and indirect ownership in the company, including 16,017 direct common shares and 14,523 shares in a 401K Trust.
• The deferral of 760 shares into deferred stock units demonstrates a long-term commitment to holding company equity, as these units are payable after termination of service.

Negatives

• A total of 600 shares (572 + 28) were withheld for tax purposes, reducing the executive's direct common stock holdings, although these were not market sales.
• The deferral of 760 common shares into deferred stock units means these shares are not immediately available as direct common stock.

Risks

• No specific company-level risks are detailed in this Form 4 filing. The primary risk related to this type of filing is the potential for insider selling to signal a lack of confidence, but these transactions are primarily related to compensation vesting and tax withholding, not discretionary sales.

Future Outlook

Future vesting of restricted stock units includes 1,120 RSUs on December 5, 2026, and 1,120 RSUs on December 5, 2027, from the 12/05/2024 grant. Additionally, 789 RSUs are scheduled to vest on December 6, 2026, from the 12/06/2023 grant. Deferred Stock Units will be payable in common stock after the reporting person's termination of service, pursuant to their distribution election.

Industry Context

This Form 4 filing details routine insider transactions related to executive compensation, which is a standard practice across publicly traded companies. It does not provide broader industry trends or competitive analysis.

Comparison to Industry Standards

• NA

Corporate Governance

Related Party Transactions

• The transactions involve an executive (Joseph N. Del Vecchio) of National Fuel Gas Co. receiving and converting restricted stock units and deferring common stock into deferred stock units, which are forms of executive compensation.

Stakeholder Impact

• Shareholders: Minor dilution from RSU conversions, but these are part of established compensation plans. No significant market impact is expected from these routine transactions.
• Employees: The filing details executive compensation, which is a component of the overall employee compensation strategy.

Next Steps

• Future vesting of 1,120 restricted stock units on December 5, 2026.
• Future vesting of 789 restricted stock units on December 6, 2026.
• Future vesting of 1,120 restricted stock units on December 5, 2027.
• Deferred stock units will become payable in shares of common stock after the reporting person's termination of service.

Key Dates

Keywords

NFG, National Fuel Gas, Form 4, insider trading, stock transactions, restricted stock units, deferred stock units, executive compensation, beneficial ownership