Form 4: NFG Executive Loweth Reports Share Acquisitions, RSU Grant

National Fuel Gas Co. President of Seneca Resources, Justin I. Loweth, reported the acquisition of common stock and a grant of restricted stock units, alongside tax-related share dispositions.

Summary

• Justin I. Loweth, President of Seneca Resources for National Fuel Gas Co. (NFG), reported changes in his beneficial ownership of NFG common stock.
• On December 4, 2025, 8,482 shares of common stock were acquired at a price of $0.00, increasing direct beneficial ownership to 64,658 shares.
• On the same date, 3,338 shares were withheld and cancelled for taxes related to the vesting of performance shares, at a price of $82.01 per share, reducing direct beneficial ownership to 61,320 shares.
• Additionally, 13,630 shares of common stock were acquired at a price of $0.00, bringing direct beneficial ownership to 74,950 shares.
• Another 5,364 shares were withheld and cancelled for taxes in connection with the vesting of performance shares, at a price of $82.01 per share, resulting in a direct beneficial ownership of 69,586 shares.
• Mr. Loweth was granted 11,715 Restricted Stock Units (RSUs) on December 4, 2025, each representing a contingent right to receive one share of NFG common stock.
• Indirect holdings include 11,230 shares in an NFG 401(k) Trust, 225 shares held by a spouse, 300 shares held by a son, and 200 shares held by a daughter.

Sentiment

Score: 6

Explanation: The filing indicates ongoing executive ownership and incentive through stock awards, which is generally a neutral to slightly positive signal for alignment with shareholder interests, despite tax-related share dispositions.

Positives

• The acquisition of 8,482 and 13,630 shares of common stock, likely from performance-based awards, indicates continued executive compensation and alignment with company performance.
• The grant of 11,715 Restricted Stock Units (RSUs) provides a future incentive for the executive, aligning long-term interests with shareholder value.

Negatives

• A total of 8,702 shares (3,338 + 5,364) were withheld and cancelled for tax purposes, reducing the executive's direct shareholdings, although these were not market sales.

Future Outlook

The grant of Restricted Stock Units with vesting dates extending to December 2028 indicates a long-term incentive structure for the executive, aligning future performance with equity ownership.

Industry Context

This Form 4 filing is a routine disclosure of insider transactions, common for executives receiving equity-based compensation. It reflects the ongoing compensation practices within publicly traded companies, particularly those with performance-based incentive programs.

Related Party Transactions

• Indirect beneficial ownership includes shares held by a spouse, son, and daughter, as well as shares in a 401(k) Trust.

Stakeholder Impact

• Shareholders can observe the executive's continued equity ownership and long-term incentives, which generally aligns management interests with shareholder value creation.

Next Steps

• Vesting of 3,905 Restricted Stock Units on December 4, 2026.
• Vesting of 3,905 Restricted Stock Units on December 4, 2027.
• Vesting of 3,905 Restricted Stock Units on December 4, 2028.

Key Dates

Keywords

National Fuel Gas Co, NFG, Justin I. Loweth, Seneca Resources, Form 4, Insider Transaction, Stock Acquisition, Restricted Stock Units, RSU Grant, Executive Compensation, Share Ownership