Form 4: NFG Officer Reports Share Acquisitions and RSU Grants

National Fuel Gas Co. Secretary and General Counsel Lee E. Hartz reported acquisitions of common stock and restricted stock units, alongside dispositions for tax withholding, on December 4, 2025.

Summary

• Lee E. Hartz, Secretary and General Counsel of National Fuel Gas Co., reported multiple transactions on December 4, 2025.
• Acquired 708 shares of Common Stock at a price of $0.00.
• Disposed of 362 shares of Common Stock at $82.01 due to tax withholding in connection with the vesting of performance shares.
• Acquired an additional 1,137 shares of Common Stock at a price of $0.00.
• Disposed of 581 shares of Common Stock at $82.01 due to tax withholding in connection with the vesting of performance shares.
• Direct beneficial ownership of Common Stock following these transactions is 16,613 shares.
• Indirectly holds 2,509 shares through the NFG 401(k) Trust.
• Granted 1,716 Restricted Stock Units (RSUs), each representing a contingent right to receive one share of NFG common stock, at a price of $0.00.
• These 1,716 RSUs are scheduled to vest in three equal installments: 572 units on December 4, 2026, 572 units on December 4, 2027, and 572 units on December 4, 2028.
• Direct beneficial ownership of Restricted Stock Units following this grant is 1,716 units.

Sentiment

Score: 7

Explanation: The reporting person, a key executive, increased their direct beneficial ownership of common stock and received a significant grant of Restricted Stock Units, aligning their interests with long-term shareholder value, despite some shares being withheld for tax purposes.

Positives

• Lee E. Hartz was granted 1,716 Restricted Stock Units, aligning executive incentives with future company performance and shareholder value.
• Acquired a total of 1,845 shares of Common Stock (708 + 1,137) at a price of $0.00, increasing direct beneficial ownership.

Negatives

• Disposed of a total of 943 shares (362 + 581) of Common Stock at $82.01 for tax withholding purposes, which reduced the direct share count.

Future Outlook

Restricted Stock Units granted on December 4, 2025, are scheduled to vest in three equal tranches on December 4, 2026, December 4, 2027, and December 4, 2028, aligning executive incentives with long-term company performance.

Industry Context

NA

Stakeholder Impact

• Shareholders: Increased alignment of executive interests with shareholder value through equity grants and acquisitions, potentially fostering long-term growth.

Next Steps

• Vesting of 572 Restricted Stock Units on December 4, 2026.
• Vesting of 572 Restricted Stock Units on December 4, 2027.
• Vesting of 572 Restricted Stock Units on December 4, 2028.

Key Dates

Recommendation

This Form 4 details routine executive compensation and tax-related share dispositions. While the grant of Restricted Stock Units and acquisition of shares at $0.00 increases the executive's stake, it does not provide new fundamental information about the company's operational performance or strategic direction that would warrant a change in investment recommendation. It primarily reflects standard executive equity incentives.

Keywords

National Fuel Gas, NFG, Insider Trading, Form 4, Executive Compensation, Restricted Stock Units, Common Stock, Share Transactions