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Key Takeaways NOG's 1.21 forward sales multiple sits below industry, sector and five-year median benchmarks.NOG generated $159 million in second-quarter free cash flow, up 26% year over year.NOG's $2.72 billion debt and reliance on third-party operators add risk despite solid production. Northern Oil and Gas, Inc. (NOG - Free Report) combines a low valuation with solid cash generation, but the discount comes with clear trade-offs. Commodity sensitivity, higher leverage and a business model dependent on third-party operators can keep earnings and production timing uneven.

That leaves investors weighing whether the stock’s inexpensive sales multiple already compensates for those risks. Current fundamentals support the value case, but they do not eliminate the reasons for patience.

NOG Trades Below Key Sales Benchmarks
Image Source: Zacks Investment Research

NOG trades at a forward 12-month price-to-sales ratio of 1.21, below 3.55 for the Zacks sub-industry and 1.41 for the Zacks Oils-Energy sector. The figure also sits below its five-year median of 1.35.

The discount strengthens the value case relative to those benchmarks. Still, NOG’s commodity exposure and earnings volatility mean a low sales multiple alone does not provide a complete buy signal.

Northern's Free Cash Flow Supports ReturnsSecond-quarter 2026 free cash flow rose 26% year over year to $159 million and increased more than fourfold sequentially. Liquidity totaled about $1 billion at June 30, giving NOG flexibility while it funds development and acquisitions.

Management said current commodity-price strip levels support $375-$500 million of 2026 free cash flow. That cash can be directed toward dividends, share repurchases, debt reduction or acquisitions, giving the company several ways to allocate capital as conditions change.

NOG Lags Peers and the E&P Sub-IndustryOver the past year, NOG's shares gained 9.3%, trailing SM Energy’s 39.1% growth, Occidental Petroleum’s 35.1% rise and the 21.4% increase for the Zacks Oil & Gas E&P sub-industry, highlighting NOG’s weaker relative stock-price performance despite its valuation and cash-flow strengths.

Image Source: Zacks Investment Research

NOG's Growth Outlook Is UnevenManagement maintained 2026 production guidance of 143,000-148,000 barrels of oil equivalent per day and expects 74-76 net wells to be turned in line. Second-quarter production reached 145,659 barrels of oil equivalent per day, up 9% year over year.

The earnings picture is less supportive. Projected earnings per share growth for the current fiscal year is negative, showing that durable production does not automatically translate into near-term earnings growth when commodity prices and derivative results remain volatile.

Northern's Debt and Operator Risks MatterLong-term debt increased to $2.72 billion at June 30, 2026, from $2.40 billion at year-end 2025. Debt represented 57.73% of capital, leaving leverage as an important consideration alongside NOG’s cash-generation capacity.

NOG also relies on third parties to operate its wells. Weak Waha economics led operators to shut in about 7,000 barrels of oil equivalent per day and defer three Permian turn-in lines during the second quarter, showing how production timing can move outside NOG’s direct control.

SM Energy Company (SM - Free Report) is among the operators NOG identifies as driving current drilling and completions activity. Occidental Petroleum Corporation (OXY - Free Report) is another, underscoring how NOG participates in development while depending on operating partners for execution.

NOG's Value Signals Support PatienceThe bottom line is that NOG’s valuation and free cash flow make the shares worth monitoring, but commodity exposure, leverage and limited operating control keep the risk-reward profile balanced rather than clear-cut.

The stock currently carries a Zacks Rank #3 (Hold). Its Value Score of A and VGM Score of B reinforce the valuation appeal, while a Growth Score of C and Momentum Score of F point to a less favorable near-term setup. For investors seeking a cleaner buy signal, the current mix supports patience. You can see the complete list of today’s Zacks #1 Rank (Strong Buy) stocks here.

3 Mid-Cap Energy Firms Analysts See Moving Up to the Big LeaguesNorthern Oil and Gas NYSE: NOG reported higher second-quarter cash flow and production, citing the benefits of its diversified non-operated portfolio despite Permian Basin curtailments tied to weak Waha natural gas economics.

Chief Financial Officer Chad Allen said adjusted EBITDA increased 17% sequentially, while free cash flow rose more than 400% from the first quarter. The company generated $159 million of free cash flow during the quarter, according to Allen.

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3 Oil Exploration Stocks To Cushion WTI SwingsTotal production increased 9% from a year earlier, supported by record natural gas volumes that rose 35% year over year and 5% sequentially. Allen said the company experienced significant production curtailments in the Permian during the quarter because of challenging Waha pricing, but volumes have begun returning as market conditions improved. Three net wells brought online are expected to contribute during the third quarter.

Production Mix and Costs Outside of the Waha-driven curtailments, Northern Oil and Gas said its assets performed ahead of internal expectations in several regions. The Williston and Uinta basins exceeded internal expectations, while Appalachian production reached a record with a full quarter of contributions from the company’s Utica joint development.

President Adam Dirlam said early results from the Utica development have been strong. During the question-and-answer session, Chief Technical Officer Jim Evans said the company was seeing performance above internal expectations across its basins, including the Williston, where longer lateral wells have become more efficient.

Allen said Northern Oil and Gas’ unhedged net realized oil price improved 36% from the first quarter. Natural gas realizations were 90% of Henry Hub, while realized prices including hedges and Waha basis effects reached 123% of Henry Hub. Strong natural gas liquids pricing also contributed to results.

Production expenses per barrel of oil equivalent declined 4% from the prior-year period. The company reported budgeted capital expenditures of $196 million, including $151 million for organic drilling and completion activity and $45 million for its “ground game” acquisition efforts. Normalized well costs were $761 per lateral foot, largely unchanged from the first quarter.

Second-quarter spending was weighted toward oil-producing areas, with the Permian accounting for 37% and the Williston 33%. Appalachia and the Uinta each represented 14% of spending, while the recently acquired Duvernay position contributed 2%.

Capital Returns and Balance Sheet Northern Oil and Gas ended the quarter with more than $1 billion in total liquidity. During the quarter, it repurchased 2.95 million shares, or about 3% of shares outstanding, at an average price of $20.37 per share. Allen said approximately 81% of those purchases occurred before the late-June dividend record date.

The repurchases largely offset shares issued to the seller of the company’s Duvernay acquisition, leaving the share count roughly flat, according to Allen. After quarter-end, the board increased the company’s repurchase authorization to approximately $243 million.

The board also declared a quarterly dividend of $0.45 per share, representing roughly $48 million that was paid July 31. Allen said the dividend was covered multiple times by second-quarter free cash flow and described it as a floor rather than a ceiling for shareholder returns.

Looking ahead, Chief Executive Officer Nick O’Grady said that, based on current commodity-price strip assumptions, the company expects its assets to generate $1.4 billion to more than $1.5 billion of adjusted EBITDA in 2026. He said sustaining current production volumes would require approximately $850 million to $900 million of drilling and completion capital, resulting in estimated free cash flow of about $375 million to more than $500 million.

Duvernay Expansion and Acquisition Strategy Dirlam highlighted the company’s June closing of its Parallax acquisition, a Duvernay joint development transaction that expanded Northern Oil and Gas into Canada. He characterized the asset as self-funding, with roughly 20 years of inventory and an average breakeven below $50. The acquisition cost was less than $600,000 per location, he said.

The company continued to build its acreage and well inventory through its ground-game efforts. In Appalachia, Northern Oil and Gas has amassed roughly 80 locations through leasing activities, excluding acreage already converted into development, Dirlam said.

During the second quarter, the company acquired more than six net wells that were in process, weighted toward the Permian and Bakken. Through the first half of 2026, its ground-game activities had captured the same number of drilling opportunities as in all of 2025, according to Dirlam.

The drilling and completion list grew to nearly 52 net wells as operators pulled forward some Permian and Williston activity. Northern Oil and Gas elected to participate in about 17 net wells, nearly 20% above its trailing 12-month run rate. About 90% of those elections were directed toward oil-focused basins, with normalized authorization-for-expenditure costs down 5% from the company’s 2025 average. Management Addresses Valuation and Capital Allocation O’Grady said management believes the public market is not fully recognizing the company’s asset value. He estimated that Northern Oil and Gas’ assets were worth more than $7 billion, compared with an enterprise value of $4.6 billion. He said the company would continue evaluating acquisitions, asset sales, dividends, share repurchases and debt reduction as potential capital-allocation tools.

In response to questions about leverage, O’Grady said debt reduction could be achieved through cash-flow growth or asset monetizations, while Allen said the company viewed share repurchases as attractive at current trading levels. O’Grady also said the company’s diversified non-operated model allows it to allocate capital among regions based on economics rather than maintain operating teams and drilling programs in each basin.

Management said activity in the Permian had begun to recover faster than previously expected as logistical constraints eased and operators pulled some development activity forward. O’Grady said the company was not yet prepared to declare a full recovery, but said the trend could support the remainder of the year.

About Northern Oil and Gas (NYSE:NOG)Northern Oil and Gas, Inc is a publicly traded independent energy company focused on the acquisition, exploration and development of oil and natural gas resources in the United States. The company's primary operations are concentrated in the Williston Basin, where it secures acreage positions and partners with drilling operators to advance upstream projects. Through strategic leasehold acquisitions and joint ventures, Northern Oil and Gas seeks to expand its footprint in both conventional and unconventional reservoirs.

Northern Oil and Gas employs horizontal drilling and hydraulic fracturing technologies to develop unconventional resource plays, particularly in the Bakken, Three Forks and Red River formations of North Dakota and Montana.

This instant news alert was generated by narrative science technology and financial data from MarketBeat in order to provide readers with the fastest reporting and unbiased coverage. Please send any questions or comments about this story to [email protected].

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MINNEAPOLIS--(BUSINESS WIRE)--Northern Oil and Gas, Inc. (NYSE: NOG) (“NOG” or “Company”) today announced the Company’s second quarter results.

MANAGEMENT COMMENTS

“The strength of the NOG model shows most clearly when the macro backdrop is at its most volatile, and the flexibility of our diversified, non-operated business model is precisely what carried us through this quarter. Adjusted EBITDA was up 17% sequentially over the first quarter and we reiterated our full year production guidance despite less than ideal operating conditions. This directly demonstrates the resiliency of our platform. We strategically expanded our total addressable market by entering the Duvernay, a high quality, low break-even basin with significant growth potential, while also further enhancing our lower 48 footprint through our accretive and dynamic ground game program. Additionally, we opportunistically repurchased ~3 million shares of our stock at a highly attractive valuation, exactly the kind of disciplined capital allocation the NOG model is built to enable,” commented Nick O’Grady, Chief Executive Officer. “NOG remains as strong and as well positioned as ever with an asset base that is materially undervalued by the public market juxtaposed against one of the strongest private asset markets in decades. We believe our value proposition will be well illuminated over time, and we remain steadfast in executing a business plan built to ensure the market recognizes both the value inherent in what we own today and our ability to generate attractive risk-adjusted returns across the cycle.”

FINANCIAL RESULTS

Oil and natural gas sales for the second quarter were $670.8 million. Second quarter GAAP net income was $236.6 million or $2.19 per diluted share. Second quarter Adjusted Net Income was $122.5 million or $1.13 per adjusted diluted share. Adjusted EBITDA in the second quarter was $401.0 million, a 17% increase from the first quarter of 2026, driven primarily by a 13% improvement in realized commodity price per boe. See “Non-GAAP Financial Measures” below.

PRODUCTION

Second quarter 2026 production averaged 145,659 Boe per day, a 9% increase from the second quarter of 2025. Oil represented approximately 47% of total production in the second quarter at an average of 68,275 Bbls per day. As previously announced, oil volumes were impacted by approximately 7,000 Boe per day of well shut-ins and 3 deferred turn-in-lines in certain Permian assets in April, May and part of June. The wells that were shut in are back on line and the turn-in-lines are expected to TIL in the third quarter. During the quarter, NOG added 12.7 net wells to production, compared to 13.5 net wells, excluding major acquisitions, added to production in the second quarter of 2025. The Company anticipates an acceleration of TILs through the second half of 2026.

Well performance continues to be strong across all of NOG’s basins. Appalachian volumes set another production record as our joint development program in West Virginia culminated mid-quarter and our Utica joint development contributed a full quarter of production. Additionally, NOG’s Uinta Assets significantly outperformed internal estimates both on legacy production as well as on the 2026 development program.

PRICING

During the second quarter, NOG’s unhedged net realized oil price was $90.02 per Bbl. The Company’s average differential to WTI prices was ($3.03), a 43% improvement from the second quarter of 2025. NOG’s unhedged net realized gas price in the second quarter was $2.64 per Mcf, representing a 90% realization compared with Henry Hub pricing. Natural gas realizations were pressured throughout the majority of the quarter due to weak Waha pricing, offset by solid NGL realizations and improved differentials in other regions. Conditions began to improve in late June and appear to be returning to normalized levels.

HEDGING

In the second quarter, the Company recorded a non-cash unrealized mark-to-market gain on derivatives of approximately $156.5 million, driven by changes to the value of the Company’s derivatives portfolio. Realized hedge losses were $86.3 million as gains on the Company’s natural gas hedges were more than offset by losses on the Company’s crude oil hedges.

OPERATING COSTS

Lease operating costs were $127.1 million in the second quarter of 2026, or $9.59 per Boe, 4% lower on a per unit basis compared to the second quarter of 2025. Production taxes were $45.7 million in the second quarter of 2026, compared to $35.6 million in the second quarter of 2025 due to higher oil prices. Second quarter general and administrative (“G&A”) costs totaled $24.5 million or $1.85 per Boe, as compared to $1.28 per Boe in the second quarter of 2025. The increase primarily reflects $7.7 million, mainly for the transaction costs associated with the Company’s Duvernay acquisition, which closed in June. NOG’s adjusted cash G&A costs, which excludes non-cash share-based compensation and acquisition cost amounts of $4.4 million and $7.7 million, respectively, totaled $12.4 million or $0.94 per Boe in the second quarter, up $0.05 per Boe compared to the second quarter of 2025.

CAPITAL EXPENDITURES AND ACQUISITIONS

Capital expenditures for the second quarter were $195.8 million (excluding non-budgeted acquisitions and other). This was comprised of $151.0 million of total drilling and completion (“D&C”) capital on organic assets, and $44.7 million of Ground Game activity, inclusive of associated development costs. Normalized well costs on the Company’s AFE elections increased modestly, averaging approximately $761 per lateral foot in the second quarter, as compared to $749 in the first quarter of 2026. NOG’s Permian Basin spending was 37% of the capital expenditures for the second quarter followed by the Williston at 33%, Appalachian at 14%, the Uinta at 14% and the Duvernay at 2%.

LIQUIDITY AND CAPITAL RESOURCES

NOG had total liquidity of $1.0 billion as of June 30, 2026, consisting of $975.0 million of committed borrowing availability under its Revolving Credit Facility and $47.6 million of cash on hand.

SHAREHOLDER RETURNS

In May 2026, the Company’s board of directors declared a cash dividend on the Company’s common stock in the amount of $0.45 per share. The dividend was paid on July 31, 2026, to stockholders of record as of the close of business on June 29, 2026.

In August 2026, the Company’s board of directors declared a cash dividend on the Company’s common stock in the amount of $0.45 per share. The dividend is payable on October 30, 2026, to stockholders of record as of the close of business on September 29, 2026.

During the second quarter, the Company repurchased 2.95 million shares of its common stock (approximately 3% of outstanding shares) at an average price of $20.37, including commissions, ~81% of which were purchased before the dividend record date.

On July 10, 2026, NOG’s Board of Directors authorized a $150.0 million increase to the Company’s common stock repurchase program, which provides a current total repurchase capacity of approximately $243.0 million.

2026 ANNUAL GUIDANCE

NOG has made minor changes to its previous guidance reflected in the table below.

Previous Guidance

(May 26, 2026)

Revised FY 2026

Guidance

Annual Production (2-stream, Boe per day)

143,000 - 148,000

143,000 - 148,000

Annual Oil Production (Bbls per day)

71,500 - 73,500

71,500 - 73,500

Total Budgeted Capital Expenditures ($ in millions)

$850 - $900

$850 - $900

Net Total Wells Turned-in-Line

74.0 - 76.0

74.0 - 76.0

Operating Expenses and Differentials

LOE/Production Expenses (per Boe)

$9.70 - $9.90

$9.70 - $9.80

Production Taxes (as a percentage of Oil & Gas Sales)

7.5% - 8.0%

7.5% - 8.0%

Oil Differential to NYMEX WTI (per Bbl)

($5.25 - $5.60)

($5.00 - $5.40)

Gas Realization as a Percentage of NYMEX Henry Hub (per Mcf)

70.0% - 72.5%

70.0% - 75.0%

DD&A Rate (per Boe)

$15.00 - $15.50

$15.00 - $15.50

General and Administrative Expense (per Boe):

Non-Cash

$0.25 - $0.30

$0.25 - $0.30

Cash (excluding transaction costs on non-budgeted acquisitions)

$0.83 - $0.86

$0.83 - $0.86

SECOND QUARTER 2026 RESULTS

The following tables set forth selected operating and financial data for the periods indicated.

Three Months Ended June 30,

2026

2025

% Change

Net Production:

Oil (MBbl)

6,213

7,002

(11

)%

Natural Gas (MMcf)

42,254

31,204

35

%

Total (MBoe)

13,255

12,203

9

%

Average Daily Production:

Oil (Bbl)

68,275

76,944

(11

)%

Natural Gas (Mcf)

464,330

342,900

35

%

Total (Boe)

145,659

134,094

9

%

Average Sales Prices:

Oil (per Bbl)

$

90.02

$

58.37

54

%

Effect of Gain (Loss) on Settled Oil Derivatives on Average Price (per Bbl)

(20.65

)

6.21

(433

)%

Oil Net of Settled Oil Derivatives (per Bbl)

69.37

64.58

7

%

Natural Gas and NGLs (per Mcf) (1)

2.64

2.89

(9

)%

Effect of Gain on Settled Natural Gas Derivatives on Average Price (per Mcf)

0.99

0.56

77

%

Natural Gas and NGLs Net of Settled Natural Gas and NGL Derivatives (per Mcf) (1)

3.63

3.45

5

%

Realized Price on a Boe Basis Excluding Settled Commodity Derivatives (1)

50.61

40.87

24

%

Effect of Gain (Loss) on Settled Commodity Derivatives on Average Price (per Boe)

(6.51

)

4.99

(230

)%

Realized Price on a Boe Basis Including Settled Commodity Derivatives (1)

44.10

45.86

(4

)%

Costs and Expenses (per Boe):

Production Expenses

$

9.59

$

9.95

(4

)%

Production Taxes

3.45

2.92

18

%

General and Administrative Expenses

1.85

1.28

45

%

Depletion, Depreciation, Amortization and Accretion

14.55

16.86

(14

)%

Net Producing Wells at Period End

1,369.7

1,151.7

19

%

HEDGING UPDATE

NOG hedges portions of its expected production volumes to increase the predictability of its cash flow and to help maintain a strong financial position. The following table summarizes NOG’s open crude oil commodity derivative contracts scheduled to settle after June 30, 2026.

Crude Oil Commodity Derivative Swaps(1)

Crude Oil Commodity Derivative Collars

Contract Period

Volume (Bbls/Day)

Weighted Average Price

($/Bbl)

Collar Sub-Floor Volume (Bbls/Day)

Collar Floor Volume (Bbls/Day)

Collar Ceiling Volume (Bbls/Day)

Weighted Average Sub-Floor Price

($/Bbl)

Weighted Average Floor Price

($/Bbl)

Weighted Average Ceiling Price

($/Bbl)

2026(1)

Q3

18,245

$

67.55

2,250

19,187

26,680

$

47.22

$

62.34

$

71.44

Q4

17,245

68.08

2,250

19,187

26,680

47.22

62.34

71.44

2027(1)

Q1

7,750

$

69.47

2,500

6,750

6,750

$

45.00

$

61.14

$

73.76

Q2

7,750

69.47

2,500

6,750

6,750

45.00

61.14

73.76

Q3

5,500

70.50

421

3,842

3,842

45.00

63.04

75.31

Q4

5,500

70.50

—

3,000

3,000

—

64.03

76.37

2028(1)

Q1

500

$

70.04

—

—

—

$

—

$

—

$

—

Q2

500

70.04

—

—

—

—

—

—

Q3

500

70.04

—

—

—

—

—

—

Q4

500

70.04

—

—

—

—

—

—

2029(1)

Q1

500

$

70.04

—

—

—

$

—

$

—

$

—

Q2

500

70.04

—

—

—

—

—

—

Q3

500

70.04

—

—

—

—

—

—

Q4

500

70.04

—

—

—

—

—

—

The following table summarizes NOG’s open natural gas commodity derivative contracts scheduled to settle after June 30, 2026.

Natural Gas Commodity Derivative Swaps(1)

Natural Gas Commodity Derivative Collars

Contract Period

Volume (MMBTU/Day)

Weighted Average Price ($/MMBTU)

Collar Floor Volume (MMBTU/Day)

Collar Ceiling Volume (MMBTU/Day)

Weighted Average Floor Price

($/MMBTU)

Weighted Average Ceiling Price

($/MMBTU)

2026(1)

Q3

115,054

$

4.03

150,486

150,486

$

3.45

$

4.89

Q4

135,054

4.16

150,105

150,105

3.47

5.06

2027(1)

Q1

89,056

$

4.01

77,389

77,389

$

3.46

$

4.79

Q2

90,989

4.00

65,714

65,714

3.45

4.43

Q3

90,000

4.00

65,000

65,000

3.45

4.43

Q4

71,413

3.96

46,467

46,467

3.45

4.41

2028(1)

Q1

28,077

$

3.83

9,890

9,890

$

3.50

$

4.17

Q2

20,220

3.83

10,110

10,110

3.50

4.17

Q3

20,000

3.83

10,000

10,000

3.50

4.17

Q4

16,630

3.85

10,000

10,000

3.50

4.07

2029(1)

Q1

—

$

—

9,889

9,889

$

3.50

$

3.88

Q2

—

—

10,110

10,110

3.50

3.88

Q3

—

—

10,000

10,000

3.50

3.88

Q4

—

—

6,630

6,630

3.50

3.88

The following table summarizes NOG’s open NGL commodity derivative contracts scheduled to settle after June 30, 2026.

Natural Gas Liquids Commodity Derivative Swaps(1)

Swaps

Contract Period

Volume

(BBL/Day)

Weighted Average Price

($/BBL)

2026(1)

Q3

1,050

$

33.03

Q4

875

33.32

2027(1)

Q1

725

$

32.30

Q2

650

30.73

Q3

625

30.69

Q4

575

30.87

The following table presents NOG’s settlements on commodity derivative instruments and unsettled gains and losses on open commodity derivative instruments for the periods presented, which is included in the revenue section of NOG’s statement of operations:

Three Months Ended

June 30,

(In thousands)

2026

2025

Cash Received (Paid) on Settled Derivatives, Net

$

(86,320

)

$

60,931

Non-Cash Mark-to-Market Gain on Derivatives

156,502

67,888

Gain on Commodity Derivatives, Net

$

70,182

$

128,819

CAPITAL EXPENDITURES & DRILLING ACTIVITY

(In thousands, except for net well data and dollars per foot)

Three Months Ended

June 30, 2026

Capital Expenditures Incurred:

Organic Drilling and Development Capital Expenditures

$

151,019

Ground Game Acquisition Capital Expenditures, Inclusive of Development Costs

$

44,743

Other

$

6,611

Non-Budgeted Acquisitions

$

261,049

Net Wells Added to Production

12.7

Net Producing Wells (Period-End)

1,369.7

Net Wells in Process (Period-End)

51.8

Weighted Average Gross AFE for Wells Elected to

$

10,421

Weighted Average Gross AFE for Wells Elected to, normalized for lateral length ($ per foot)

$

761

SECOND QUARTER 2026 EARNINGS RELEASE CONFERENCE CALL

In conjunction with NOG’s release of its financial and operating results, investors, analysts and other interested parties are invited to listen to a conference call with management on Friday, August 7, 2026 at 8:00 a.m. Central Time.

Those wishing to listen to the conference call may do so via webcast or phone as follows:

Webcast: https://events.q4inc.com/attendee/694699964
Dial-In Number: (888) 596-4144 (US/Canada) and (646) 968-2525 (International)
Conference ID: 4503139 - NOG Second Quarter 2026 Earnings Conference Call
Replay Dial-In Number: (800) 770-2030 (US/Canada) and (647) 362-9199 (International)
Replay Access Code: 4503139 - Replay will be available through August 6, 2027

ABOUT NOG

Northern Oil and Gas (NOG) is the largest publicly traded dedicated non-operator in the United States, built on a differentiated strategy of acquiring non-operated minority working interests and mineral rights across the premier basins of North America. By combining deep industry relationships with disciplined capital allocation, NOG has built a scaled, diversified portfolio that generates durable production and strong cash flow for its shareholders. More information about NOG can be found at www.noginc.com.

SAFE HARBOR

This press release contains forward-looking statements regarding future events and future results that are subject to the safe harbors created under the Securities Act of 1933, as amended, and the Securities Exchange Act of 1934, as amended. All statements other than statements of historical facts included in this release regarding NOG’s financial position, operating and financial performance, business strategy, dividend plans and practices, plans and objectives of management for future operations, industry conditions, indebtedness covenant compliance, capital expenditures, production, cash flow, borrowing base under NOG’s Revolving Credit Facility, NOG’s intention or ability to pay or increase dividends on its capital stock, and impairment are forward-looking statements. When used in this release, forward-looking statements are generally accompanied by terms or phrases such as “estimate,” “project,” “predict,” “believe,” “expect,” “continue,” “anticipate,” “target,” “could,” “plan,” “intend,” “seek,” “goal,” “will,” “should,” “may” or other words and similar expressions that convey the uncertainty of future events or outcomes. Items contemplating or making assumptions about actual or potential future production, sales, market size, collaborations, cash flows, and trends or operating results also constitute such forward-looking statements.

Forward-looking statements involve inherent risks and uncertainties, and important factors (many of which are beyond NOG’s control) that could cause actual results to differ materially from those set forth in the forward-looking statements, including the following: changes in crude oil and natural gas prices, the pace of drilling and completions activity on NOG’s current properties and properties pending acquisition; infrastructure constraints and related factors affecting NOG’s properties; general economic or industry conditions, whether internationally, nationally and/or in the communities in which NOG conducts business, including any future economic downturn, cost inflation, supply chain disruptions, the impact of continued or further inflation, disruption in the financial markets, changes in the interest rate environment and actions taken by OPEC and other oil producing countries as it pertains to the global supply and demand of, and prices for, crude oil, natural gas and NGLs; ongoing legal disputes over, and potential shutdown of, the Dakota Access Pipeline; NOG’s ability to identify and consummate additional development opportunities and potential or pending acquisition transactions, the projected capital efficiency savings and other operating efficiencies and synergies resulting from NOG’s acquisition transactions, integration and benefits of property acquisitions, or the effects of such acquisitions on NOG’s cash position and levels of indebtedness; changes in NOG’s reserves estimates or the value thereof; disruption to NOG’s business due to acquisitions and other significant transactions; changes in local, state, and federal laws, regulations or policies that may affect NOG’s business or NOG’s industry (such as the effects of tax law changes, and changes in environmental, health, and safety regulation and regulations addressing climate change, and trade policy and tariffs); conditions of the securities markets; risks associated with NOG’s 3.625% convertible senior notes due 2029 (the “Convertible Notes”), including the potential impact that the Convertible Notes may have on NOG’s financial position and liquidity, potential dilution, and that provisions of the Convertible Notes could delay or prevent a beneficial takeover of NOG; the potential impact of the capped call transactions undertaken in tandem with the Convertible Notes issuances, including counterparty risk; increasing attention to environmental, social and governance matters; NOG’s ability to raise or access capital on acceptable terms; cyber-incidents could have a material adverse effect on NOG’s business, financial condition or results of operations; changes in accounting principles, policies or guidelines; events beyond NOG’s control, including a global or domestic health crisis, acts of terrorism, political or economic instability or armed conflict in oil and gas producing regions; and other economic, competitive, governmental, regulatory and technical factors affecting NOG’s operations, products and prices. Additional information concerning potential factors that could affect future results is included in the section entitled “Item 1A. Risk Factors” and other sections of NOG’s most recent Annual Report on Form 10-K for the year ended December 31, 2025, and Quarterly Report on Form 10-Q, as updated from time to time in amendments and subsequent reports filed with the SEC, which describe factors that could cause NOG’s actual results to differ from those set forth in the forward-looking statements.

NOG has based these forward-looking statements on its current expectations and assumptions about future events. While management considers these expectations and assumptions to be reasonable, they are inherently subject to significant business, economic, competitive, regulatory and other risks, contingencies and uncertainties, most of which are difficult to predict and many of which are beyond NOG’s control. Accordingly, results actually achieved may differ materially from expected results described in these statements. NOG does not undertake, and specifically disclaims, any duty to update or revise any forward-looking statements, except as may be required by the federal securities laws.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(UNAUDITED)

Three Months Ended

June 30,

Six Months Ended

June 30,

(In thousands, except share and per share data)

2026

2025

2026

2025

Revenues

Oil and Gas Sales

$

670,796

$

574,369

$

1,210,651

$

1,151,321

Gain (Loss) on Commodity Derivatives, Net

70,182

128,819

(468,874

)

150,581

Other Revenues

4,257

3,621

8,487

7,006

Total Revenues

745,235

706,809

750,264

1,308,908

Operating Expenses

Production Expenses

127,089

121,430

256,836

235,470

Production Taxes

45,699

35,616

84,042

71,685

General and Administrative Expenses

24,529

15,628

47,703

30,109

Legal Settlement Expense

—

33,091

—

33,091

Depletion, Depreciation, Amortization and Accretion

192,885

205,741

389,983

411,432

Impairment of Oil and Gas Assets

—

115,576

268,276

115,576

Other Expenses

2,496

3,561

5,771

6,098

Total Operating Expenses

392,698

530,643

1,052,611

903,461

Income (Loss) From Operations

352,537

176,166

(302,347

)

405,447

Other Income (Expense)

Interest Expense, Net

(41,442

)

(44,389

)

(84,027

)

(87,739

)

Gain (Loss) on Unsettled Interest Rate Derivatives, Net

1,474

1

3,040

(143

)

Loss on Foreign Currency Transactions

(4,655

)

—

(4,655

)

—

Loss on Extinguishment of Debt

—

—

(14

)

—

Gain on Contingent Consideration

2,682

—

2,682

—

Total Other Expense, Net

(41,941

)

(44,388

)

(82,974

)

(87,882

)

Income (Loss) Before Income Taxes

310,596

131,778

(385,321

)

317,565

Income Tax Expense (Benefit)

73,968

32,193

(99,102

)

78,998

Net Income (Loss)

$

236,628

$

99,585

$

(286,219

)

$

238,567

Net Income (Loss) Attributable to Common Stockholders

$

236,628

$

99,585

$

(286,219

)

$

238,567

Net Income (Loss) Per Common Share – Basic

$

2.24

$

1.02

$

(2.80

)

$

2.43

Net Income (Loss) Per Common Share – Diluted

$

2.19

$

1.00

$

(2.80

)

$

2.39

Weighted Average Common Shares Outstanding – Basic

105,871,269

98,060,407

102,207,355

98,308,686

Weighted Average Common Shares Outstanding – Diluted

108,091,366

99,394,539

102,207,355

99,692,134

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(UNAUDITED)

Three Months Ended June 30,

Six Months Ended June 30,

(In thousands, except share and per share data)

2026

2025

2026

2025

Net Income (Loss)

$

236,628

$

99,585

$

(286,219

)

$

238,567

Other Comprehensive Loss:

Foreign Currency Translation Adjustment

(3,164

)

—

(3,164

)

—

Total Other Comprehensive Loss

(3,164

)

—

(3,164

)

—

Comprehensive Income (Loss)

$

233,464

$

99,585

$

(289,383

)

$

238,567

CONDENSED CONSOLIDATED BALANCE SHEETS

(UNAUDITED)

(In thousands, except par value and share data)

June 30, 2026

December 31, 2025

Assets

Current Assets:

Cash and Cash Equivalents

$

47,603

$

14,299

Accounts Receivable, Net

377,818

349,927

Advances, Prepaid Expenses, and Other

27,968

37,061

Derivative Instruments

30,914

166,678

Income Tax Receivable

17,799

18,066

Total Current Assets

502,102

586,031

Property and Equipment:

Oil and Natural Gas Properties, Full Cost Method of Accounting

Proved

12,429,203

11,441,786

Unproved

301,755

86,034

Less – Accumulated Depletion and Impairment

(7,440,256

)

(6,784,649

)

Total Oil and Natural Gas Properties, Net

5,290,702

4,743,171

Other Property and Equipment, Net

2,438

3,196

Total Property and Equipment, Net

5,293,140

4,746,367

Derivative Instruments

9,726

3,036

Deferred Income Taxes

8,152

—

Other Noncurrent Assets, Net

14,745

73,941

Total Assets

$

5,827,865

$

5,409,375

Liabilities and Stockholders’ Equity

Current Liabilities:

Accounts Payable

$

206,275

$

218,620

Accrued Liabilities and Other

399,176

320,673

Derivative Instruments

25,041

—

Total Current Liabilities

630,492

539,293

Long-term Debt, Net

2,724,814

2,395,393

Deferred Tax Liability

158,290

247,645

Derivative Instruments

255,868

48,102

Contingent Consideration

6,614

—

Asset Retirement Obligations

54,949

50,831

Other Noncurrent Liabilities

1,505

1,770

Total Liabilities

$

3,832,532

$

3,283,034

Commitments and Contingencies

Stockholders’ Equity

Common Stock, Par Value $0.001; 270,000,000 Shares Authorized;

106,549,128 Shares Outstanding at 6/30/2026

97,265,559 Shares Outstanding at 12/31/2025

509

499

Additional Paid-In Capital

1,802,928

1,644,563

Retained Earnings

195,060

481,279

Accumulated Other Comprehensive Loss

(3,164

)

—

Total Stockholders’ Equity

1,995,333

2,126,341

Total Liabilities and Stockholders’ Equity

$

5,827,865

$

5,409,375

Non-GAAP Financial Measures

Adjusted Net Income, Adjusted EBITDA and Free Cash Flow are non-GAAP measures. NOG defines Adjusted Net Income as income before income taxes, excluding (i) (gain) loss on unsettled commodity derivatives, net of tax, (ii) (gain) loss on extinguishment of debt, net of tax, (iii) contingent consideration (gain) loss, net of tax, (iv) acquisition transaction costs, net of tax, (v) (gain) loss on unsettled interest rate derivatives, net of tax, (vi) (gain) loss on foreign currency transactions and (vii) impairment of long-lived assets, net of tax. NOG defines Adjusted EBITDA as net income before (i) interest expense, (ii) income taxes, (iii) depreciation, depletion, amortization and accretion, (iv) non-cash stock-based compensation expense, (v) (gain) loss on extinguishment of debt, (vi) contingent consideration (gain) loss (vii) acquisition transaction costs, (viii) (gain) loss on unsettled interest rate derivatives, (ix) (gain) loss on unsettled commodity derivatives, (x) (gain) loss on foreign currency transactions, (xi) impairment of long-lived assets, and (xii) other non-cash adjustments. NOG defines Free Cash Flow as cash flows from operations before changes in working capital and other items, less (i) capital expenditures, excluding non-budgeted acquisitions and changes in accrued capital expenditures and other items. A reconciliation of each of these measures to the most directly comparable GAAP measure is included below.

Management believes the use of these non-GAAP financial measures provides useful information to investors to gain an overall understanding of current financial performance. Management believes Adjusted Net Income and Adjusted EBITDA provide useful information to both management and investors by excluding certain expenses and unrealized commodity gains and losses that management believes are not indicative of NOG’s core operating results. Management believes that Free Cash Flow is useful to investors as a measure of a company’s ability to internally fund its budgeted capital expenditures, to service or incur additional debt, and to measure success in creating stockholder value. In addition, these non-GAAP financial measures are used by management for budgeting and forecasting as well as subsequently measuring NOG’s performance, and management believes it is providing investors with financial measures that most closely align to its internal measurement processes. The non-GAAP financial measures included herein may be defined differently than similar measures used by other companies and should not be considered an alternative to, or more meaningful than, the comparable GAAP measures. From time to time NOG provides forward-looking Free Cash Flow estimates or targets; however, NOG is unable to provide a quantitative reconciliation of the forward looking non-GAAP measure to its most directly comparable forward looking GAAP measure because management cannot reliably quantify certain of the necessary components of such forward looking GAAP measure. The reconciling items in future periods could be significant.

Reconciliation of Adjusted Net Income

Three Months Ended

June 30,

(In thousands, except share and per share data)

2026

2025

Income Before Income Taxes

$

310,596

$

131,778

Add:

Impact of Selected Items:

Acquisition Transaction Costs

7,698

1,046

Gain on Unsettled Commodity Derivatives

(156,502

)

(67,888

)

Gain on Unsettled Interest Rate Derivatives

(1,474

)

(1

)

Gain Contingent Consideration

(2,682

)

—

Loss on Foreign Currency Transactions

4,655

—

Impairment of Oil and Gas Assets

—

115,576

Adjusted Income Before Adjusted Income Tax Expense

162,291

180,511

Adjusted Income Tax Expense (1)

(39,761

)

(44,225

)

Adjusted Net Income (non-GAAP)

$

122,530

$

136,286

Weighted Average Shares Outstanding – Basic

105,871,269

98,060,407

Weighted Average Shares Outstanding – Diluted

108,091,366

99,394,539

Income Before Income Taxes Per Common Share – Basic

$

2.93

$

1.34

Add:

Impact of Selected Items

(1.40

)

0.50

Impact of Income Tax

(0.37

)

(0.45

)

Adjusted Net Income Per Common Share – Basic

$

1.16

$

1.39

Income Before Income Taxes Per Common Share – Adjusted Diluted

$

2.87

$

1.33

Add:

Impact of Selected Items

(1.37

)

0.49

Impact of Income Tax

(0.37

)

(0.45

)

Adjusted Net Income Per Common Share – Adjusted Diluted

$

1.13

$

1.37

Reconciliation of Adjusted EBITDA

Three Months Ended

June 30,

(In thousands)

2026

2025

Net Income

$

236,628

$

99,585

Add:

Interest Expense, Net

41,442

44,435

Income Tax Expense

73,968

32,193

Depreciation, Depletion, Amortization and Accretion

192,885

205,741

Non-Cash Stock-Based Compensation

4,409

3,729

Other Adjustments

—

6,000

Acquisition Transaction Costs

7,698

1,046

Gain on Unsettled Commodity Derivatives

(156,502

)

(67,888

)

Gain on Unsettled Interest Rate Derivatives

(1,474

)

(1

)

Gain Contingent Consideration

(2,682

)

—

Loss on Foreign Currency Transactions

4,655

—

Impairment of Oil and Gas Assets

—

115,576

Adjusted EBITDA

$

401,027

$

440,416

Reconciliation of Free Cash Flow

Three Months Ended

June 30,

(In thousands)

2026

2025

Net Cash Provided by Operating Activities

$

321,617

362,112

Exclude: Changes in Working Capital and Other Items

32,061

(23,700

)

Less: Capital Expenditures (1)

(194,676

)

(212,234

)

Free Cash Flow

$

159,002

$

126,178

Three Months Ended

June 30,

(In thousands)

2026

2025

Cash Paid for Capital Expenditures

$

379,811

327,361

Less: Non-Budgeted Acquisitions, inclusive of Acquisition Transaction Costs

(171,527

)

(61,555

)

Plus: Change in Accrued Capital Expenditures and Other

(13,608

)

(53,572

)

Capital Expenditures

$

194,676

$

212,234

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