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TRT Holdings Inc's Form 4 filing

Northern Oil & Gas, Inc. (NOG) · filed Nov 15, 2022

Accession no.
0001104659-22-119275
Filed
Nov 15, 2022, 9:40 PM ET
Trade date
Nov 11-15, 2022
Filing delay
4 days
Rule 10b5-1 plan
Not on the form (before 2023)

This filing lists 3 non-derivative transactions. Open-market sales total $17.6M. It was filed 4 days after the trade.

Reporting owners

A Form 4 can have several reporting owners, such as a person and a fund they control. Trade tables show the first one.

Reporting owners on this filing
OwnerRelationship to the company
TRT Holdings IncCIK 0001376323Other: Former 10% Owners
Rowling Robert B.CIK 0001436419Other: Former 10% Owners
Cresta Investments, LLCCIK 0001660745Other: Former 10% Owners
Rowling Family 2012 Long Term TrustCIK 0001876126Other: Former 10% Owners

Non-derivative securities (Table I)

Acquisitions and disposals of common stock and similar shares, one row per line on the filing.

Non-derivative transactions
Trade dateSecurityTransactionSharesPriceValueShares afterOwnershipFlags
Nov 11, 2022Common Stock, $0.001 par value per shareSSaleDisposed−261,000$37.45F1−$9,774,4508,002,719Direct
Nov 14, 2022Common Stock, $0.001 par value per shareSSaleDisposed−9,132$38.38F2−$350,486.167,993.587Direct
Nov 15, 2022Common Stock, $0.001 par value per shareSSaleDisposed−196,830$38.18F3−$7,514,969.47,796,757Direct

Footnotes and remarks

Livermore keeps the footnotes that transaction prices refer to, all footnotes of amendments (Form 4/A) and the filing's remarks. Other footnotes, such as how indirect holdings are held or the details of a trading plan, are only in the original on SEC EDGAR.

F1

The price reported is the weighted average price. The shares were sold in multiple transactions on November 11, 2022, by Rowling Family 2012 Long Term Trust, a family trust for which Robert B. Rowling serves as trustee and the beneficiaries of which are his family members (the "Trust"), at prices ranging from $37.15 to $37.89 per share, inclusive. The reporting persons undertake to provide Northern Oil and Gas, Inc., any stockholder of Northern Oil and Gas, Inc., or the Staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the price ranges set forth in these footnotes.

Referenced by the price of 1 transaction in Table I.

F2

The price reported is the weighted average price. The shares were sold in multiple transactions on November 14, 2022, by the Trust, at prices ranging from $38.25 to $38.55 per share, inclusive.

Referenced by the price of 1 transaction in Table I.

F3

The price reported is the weighted average price. The shares were sold in multiple transactions on November 15, 2022, by the Trust, at prices ranging from $38.10 to $38.47 per share, inclusive.

Referenced by the price of 1 transaction in Table I.

Remarks

As a result of the sales reported in this Form 4 and an increase in the number of outstanding shares of the Issuer's Common Stock, as of November 15, 2022, the reporting persons are no longer deemed to be 10% owners under Rule 16a-1(a)(1). Therefore. the reporting persons are no longer subject to, and will no longer file reports under, Section 16(a) with respect to transactions in equity securities of the Issuer.

Read the full filing on SEC EDGAR (opens in a new tab)