10-K annual report · filed Feb 26, 2026

NORTHERN OIL & GAS, INC. (NOG) FY2025 10-K Annual Report

Short answer

NORTHERN OIL & GAS, INC. (NOG) filed its fiscal 2025 10-K annual report with the SEC on Feb 26, 2026. It reported revenue of $2.5B (+11.2% year over year) and net income of $39M.

  • Top risk flagged: Regulatory risk from SEC scrutiny on reserves estimation, including reliance on third-party auditor and internal controls over input data verification

FY2025 key financial metrics · XBRL

Revenue
$2.5B
+11.2% YoY
Net income
$39M
−92.6% YoY
Operating margin
9.9%
−27.7 pp YoY
EPS (diluted)
$0.39
−92.4% YoY
ROE
1.8%
−20.6 pp YoY
Operating cash flow
$1.5B
+6.9% YoY

Source: XBRL data from the NORTHERN OIL & GAS, INC. (NOG) FY2025 10-K on SEC EDGAR. USD.

NORTHERN OIL & GAS, INC. FY2025 10-K analysis

AI summary of each section, grounded in the filing text

Business Overview

  • Core business model: Oil and gas exploration and production leveraging exceptions from Investment Company Act regulation
  • Emphasis on regulatory risk tied to potential loss of ICA exemption, which could limit operations and increase compliance costs
  • Board authorized to issue up to 270 million common shares; 97.3 million outstanding as of Dec 31, 2025, raising dilution concerns
  • No new products or segments introduced; focus on equity issuance impacts and control provisions affecting shareholder value
  • Noteworthy risk: Delaware law and charter provisions create significant barriers to change of control, potentially deterring beneficial acquisitions

Management Discussion & Analysis

  • Revenue impacted by production of 135,045 Boe/day in 2025, up 9% YoY from 2024
  • Operating cash flow $1.5B, increased 7% YoY
  • Oil realized price after derivatives $64.35/Bbl in 2025, down 10% YoY; gas realized price $3.32/Mcf, up 11% YoY
  • Impairment expense $702.7M in 2025 vs $0 in 2024, due to lower commodity prices
  • Shareholder returns $230.4M: $173.4M dividends (10% increase) and $57.0M buybacks; extended debt maturity to 5.4 years from 3.9 years
  • Production segment best performer: oil (53% of production) despite price drop; worst: impairment related losses $702.7M non-cash charge
  • Management notes commodity price volatility, OPEC supply increases, and geopolitical tensions as key risks impacting future operations and asset valuations

Risk Factors

  • Regulatory risk from SEC scrutiny on reserves estimation, including reliance on third-party auditor and internal controls over input data verification
  • Macroeconomic risk with U.S. oil supply growth potentially outstripping demand, causing substantial price volatility affecting revenues
  • Operational risk tied to accuracy of reserves estimates reviewed by internal and external engineers, impacting reported asset values
  • Market disruption risk from price volatility in oil and natural gas due to supply-demand imbalances and seasonal weather conditions
  • Financial risk from material adverse effects on cash flows and capital access due to extended oil and gas price declines

Generated from the filing text; verify against the original. How to read a 10-K

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