Financial & Operational Highlights - Northern Oil & Gas achieved strong Q1 Free Cash Flow of $41.7 million, representing a 43% increase QoQ [9, 11] - The company's annualized Q1 FCF Yield is a compelling 17.6% [11] - A dividend of $0.03 per share was established [12] - The company's Q1 production was 38.4 Mboe/d, a 7.5% increase vs Q4:20 [17, 19] - Northern Oil & Gas' Q1 Recycle Ratio was 3.16x, and ROCE was 25.4%, remaining amongst the best in the industry [14, 18, 23] - The company's cash margin was $28.57/boe, with DD&A at $9.03/boe [24, 25] Strategic Initiatives & Balance Sheet - A substantial Marcellus acquisition was made for $120.9 million in cash, with $95 million of FCF expected in the first 4 years [22] - $418 million of debt due before 2024 was retired [23] - $690 million of debt and equity was raised in Q1 [27] - The company is targeting a leverage ratio of 1x Debt / EBITDA at the current strip [28] 2021 Guidance - 2021 Bakken/Permian production is guided at 37,750 - 42,750 Boe per day [43] - 2021 Bakken/Permian capital expenditures are projected to be $200 - $250 million [42] - 2021 Marcellus production is guided at 75 - 85 Mmcf per day [43] - 2021 Marcellus capital expenditures are projected to be $20 - $25 million [47]

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K (Mark One) ® ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 Or □ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from Commission File Number 001-33999 NORTHERN OIL AND GAS, INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdi ...

Financial Data and Key Metrics Changes - Northern Oil and Gas reported an average production of 35,738 barrels of oil equivalent per day, representing a 23% increase over the third quarter [39] - Adjusted EBITDA for the quarter was $94.3 million, up 14% from the third quarter, primarily due to increased production levels [40] - The company reduced its debt levels by approximately $39 million during the fourth quarter and $178 million for the entire year of 2020 [44] Business Line Data and Key Metrics Changes - The company produced over $30 million of free cash flow in the quarter, marking a record for Northern [23] - Lease operating expenses for the fourth quarter were $28.2 million, or $8.58 per BOE, down 5% sequentially compared to the third quarter [42] - Capital spending for the fourth quarter was $48.9 million, which included $17.9 million of organic D&C capital and $31 million of discretionary acquisition capital [45] Market Data and Key Metrics Changes - Oil differentials improved to $6.94 during the quarter, a 35% improvement over the lowest levels in the second quarter [41] - Gas realizations continued to impact revenues but showed significant improvement as the year closed, with expectations for continued improvement into 2021 [41] Company Strategy and Development Direction - The company aims to maintain a fortress-like balance sheet, projecting leverage below two times for 2021 and targeting around one time in the coming years [12] - Northern Oil and Gas is transitioning from a Williston pure play to a diversified three-basin company, enhancing flexibility in capital allocation [25] - The company plans to initiate a modest dividend by summer 2021, with intentions to grow it over time [17][55] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in the company's ability to generate significant free cash flow, projecting cash flow to approach $150 million in 2021 [15] - The management team emphasized a disciplined approach to capital deployment, focusing on responsible growth and shareholder returns [26][27] - The company is optimistic about the future, with a pipeline of acquisition opportunities and a commitment to financial prudence [11][16] Other Important Information - Northern Oil and Gas has successfully secured and extended new financing, significantly improving its balance sheet [15] - The company has a strong alignment between shareholders, the Board of Directors, and management, which is seen as a unique advantage [13] Q&A Session Summary Question: Discussion on potential dividend strategy - Management indicated plans to start a modest dividend this summer, with the intention to grow it responsibly over time [55][56] - The focus is on maintaining a strong balance sheet while beginning to return capital to shareholders [76] Question: Clarification on the company's market focus - Management confirmed that the company is basin-agnostic and will pursue opportunities based on economic viability, with a focus on high-return areas [64][66] Question: Insights on Bakken production and rig count - Management noted that while the rig count in the Bakken is currently around 15, they expect it to rise as operators begin to replace development activity [81] - The company anticipates a production ramp-up in the second half of the year as workover activities increase [95] Question: Production curtailments and their impact - Management explained that curtailments were concentrated with a few operators and are expected to normalize as workover activities progress [108][110] Question: Future deal focus and strategy - Management reiterated that their deal focus remains on high returns and that they are open to larger working interests if the governance and risk align [120][122]

NYSE American: NOG Q4:20 EARNINGS PRESENTATION NYSE American: NOG FORWARD LOOKING STATEMENTS NYSE American: NOG This presentation contains forward-looking statements regarding future events and future results that are subject to the safe harbors created under the Securities Act of 1933 (the "Securities Act") and the Securities Exchange Act of 1934 (the "Exchange Act"). All statements other than statements of historical facts included in this presentation, including without limitation statements regarding No ...

Northern Oil and Gas, Inc. (NYSE:NOG) Q3 2020 Earnings Conference Call November 6, 2020 10:00 AM ET Company Participants Mike Kelly ??? Executive Vice President-Finance Bahram Akradi ??? Chairman Nick O'Grady ??? Chief Executive Officer Adam Dirlam ??? Chief Operating Officer Chad Allen ??? Chief Financial Officer Jim Evans ??? Senior Vice President-Engineering Conference Call Participants Duncan McIntosh ??? Johnson Rice Jordan Levy ??? Truist Jeff Grampp ??? Northland Capital Markets John White ??? Roth C ...

[Glossary of Terms](index=2&type=section&id=GLOSSARY%20OF%20TERMS) [Glossary of Terms](index=2&type=section&id=Glossary%20of%20Terms) This section defines key technical terms for oil quantities, well interests, and reserve classifications - Key definitions provided include[8](index=8&type=chunk) - **Quantities:** Bbl (barrel), Boe (barrel of oil equivalent), Mcf (thousand cubic feet)[9](index=9&type=chunk)[13](index=13&type=chunk) - **Interests:** Working interest, Net acres, Gross wells[26](index=26&type=chunk)[29](index=29&type=chunk)[37](index=37&type=chunk) - **Reserves:** Proved reserves (including PDPs and PUDs), Probable reserves, and Possible reserves[39](index=39&type=chunk)[40](index=40&type=chunk)[43](index=43&type=chunk) [PART I – FINANCIAL INFORMATION](index=9&type=section&id=PART%20I%20%E2%80%93%20FINANCIAL%20INFORMATION) [Item 1. Condensed Financial Statements (unaudited)](index=9&type=section&id=Item%201.%20Condensed%20Financial%20Statements) This section presents unaudited condensed financial statements as of September 30, 2020, including a notable 1-for-10 reverse stock split [Condensed Balance Sheets](index=9&type=section&id=Condensed%20Balance%20Sheets) The balance sheet reflects a significant asset decrease due to property impairment, leading to a stockholders' deficit of $83.7 million Condensed Balance Sheet Highlights (in thousands) | Account | Sep 30, 2020 (Unaudited) | Dec 31, 2019 | | :--- | :--- | :--- | | **Total Current Assets** | $183,749 | $133,037 | | **Total Property and Equipment, Net** | $823,002 | $1,748,593 | | **Total Assets** | **$1,025,524** | **$1,905,465** | | **Total Current Liabilities** | $170,455 | $203,477 | | **Long-term Debt** | $918,327 | $1,118,161 | | **Total Liabilities** | **$1,109,255** | **$1,346,822** | | **Total Stockholders' Equity (Deficit)** | **($83,731)** | **$558,643** | [Condensed Statements of Operations](index=11&type=section&id=Condensed%20Statements%20of%20Operations) The company reported a Q3 2020 net loss of $233.0 million, driven by a large impairment charge and a 54% drop in oil and gas sales Q3 2020 vs Q3 2019 Statement of Operations (in thousands) | Metric | Q3 2020 | Q3 2019 | | :--- | :--- | :--- | | Oil and Gas Sales | $73,680 | $157,989 | | Gain (Loss) on Commodity Derivatives, Net | ($26,361) | $75,892 | | Total Revenues | $47,322 | $233,883 | | Impairment Expense | $199,489 | $0 | | Total Operating Expenses | $265,975 | $112,784 | | **Net Income (Loss)** | **($233,004)** | **$94,381** | Net Income (Loss) Per Share (Adjusted for reverse stock split) | Metric | Q3 2020 | Q3 2019 | | :--- | :--- | :--- | | Net Income (Loss) Per Common Share – Basic | ($5.44) | $2.38 | | Net Income (Loss) Per Common Share – Diluted | ($5.44) | $2.38 | [Condensed Statements of Cash Flows](index=12&type=section&id=Condensed%20Statements%20of%20Cash%20Flows) Net cash from operations was $258.7 million for the nine-month period, with significantly lower cash used for investing activities Nine-Month Cash Flow Summary (in thousands) | Activity | Nine Months Ended Sep 30, 2020 | Nine Months Ended Sep 30, 2019 | | :--- | :--- | :--- | | Net Cash Provided by Operating Activities | $258,652 | $269,323 | | Net Cash Used for Investing Activities | ($249,552) | ($417,948) | | Net Cash (Used for) Provided by Financing Activities | ($23,365) | $148,169 | | **Net Decrease in Cash** | **($14,265)** | **($456)** | [Notes to Condensed Financial Statements](index=16&type=section&id=Notes%20to%20Condensed%20Financial%20Statements) Notes detail the impact of COVID-19, a reverse stock split, a $962.2 million impairment charge, and the company's debt and derivative positions - On September 18, 2020, the company executed a **1-for-10 reverse stock split** of its common stock, with all share and per-share data retroactively adjusted[77](index=77&type=chunk)[134](index=134&type=chunk) - Due to a significant decline in commodity prices, the company recognized a non-cash ceiling test impairment of its oil and gas properties totaling **$962.2 million** for the nine months ended September 30, 2020[80](index=80&type=chunk)[101](index=101&type=chunk) Long-Term Debt Composition (in thousands) | Debt Instrument | Sep 30, 2020 | Dec 31, 2019 | | :--- | :--- | :--- | | Revolving Credit Facility | $571,000 | $580,000 | | Second Lien Notes due 2023 | $287,755 | $417,733 | | Unsecured VEN Bakken Note | $130,000 | $130,000 | | **Total Principal** | **$988,755** | **$1,127,733** | Net Gain (Loss) on Commodity Derivatives (in thousands) | Period | Gain on Settled Derivatives | Gain (Loss) on Unsettled Derivatives | Net Gain (Loss) | | :--- | :--- | :--- | :--- | | **Q3 2020** | $43,837 | ($70,198) | ($26,361) | | **Q3 2019** | $18,386 | $57,506 | $75,892 | [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=37&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses the adverse impacts of COVID-19, including reduced spending, production curtailments, and a significant impairment charge [Overview and COVID-19 Impact](index=37&type=section&id=Overview%20and%20COVID-19%20Impact) The company responded to the pandemic and oil price decline by significantly reducing 2020 capital spending and curtailing production - The company reduced its 2020 capital spending forecast to a range of **$175.0 – $200.0 million**, a reduction of 53% – 59% compared to 2019 actuals[191](index=191&type=chunk) - A full-cost ceiling test impairment charge of **$199.5 million** was recorded for Q3 2020, bringing the year-to-date total to $962.2 million[192](index=192&type=chunk) - Average daily production in Q3 2020 was **29,051 Boe per day**, a 22% increase from Q2 2020 as shut-in production returned, but still impacted by curtailments[188](index=188&type=chunk) [Results of Operations](index=43&type=section&id=Results%20of%20Operations) Q3 2020 results show a 53% drop in oil and gas sales, driven by lower production and prices, though partially offset by derivative gains Q3 2020 vs Q3 2019 Operating Metrics | Metric | Q3 2020 | Q3 2019 | % Change | | :--- | :--- | :--- | :--- | | Total Production (Boe) | 2,672,656 | 3,752,266 | (29)% | | Realized Price (per Boe, ex-hedges) | $27.57 | $42.10 | (35)% | | Realized Price (per Boe, incl-hedges) | $43.97 | $47.00 | (6)% | | Production Expenses (per Boe) | $9.04 | $8.62 | 5% | | DD&A (per Boe) | $11.52 | $14.81 | (22)% | - The oil price differential widened to **$6.54 per barrel** in Q3 2020 from $5.48 per barrel in Q3 2019, further pressuring realized prices[215](index=215&type=chunk) - For the nine months ended Sep 30, 2020, the company recorded a non-cash ceiling test impairment of **$962.2 million** due to low commodity prices[243](index=243&type=chunk) [Non-GAAP Financial Measures](index=52&type=section&id=Non-GAAP%20Financial%20Measures) Adjusted Net Income and Adjusted EBITDA are presented to clarify core performance, excluding non-cash impairments and unsettled derivative effects Adjusted EBITDA Reconciliation (in thousands) | Metric | Q3 2020 | Q3 2019 | | :--- | :--- | :--- | | Net Income (Loss) | ($233,004) | $94,381 | | Adjustments (Interest, Taxes, DD&A, Impairment, etc.) | $315,727 | $29,015 | | **Adjusted EBITDA** | **$82,723** | **$124,396** | Adjusted Net Income | Metric | Q3 2020 | Q3 2019 | | :--- | :--- | :--- | | Adjusted Net Income (in thousands) | $27,490 | $36,304 | | Adjusted Net Income Per Share - Diluted | $0.51 | $0.92 | [Liquidity and Capital Resources](index=55&type=section&id=Liquidity%20and%20Capital%20Resources) The company maintained $90.8 million in liquidity and strengthened its balance sheet by retiring $116.4 million of debt through equity exchanges - Total liquidity as of September 30, 2020 was **$90.8 million**[263](index=263&type=chunk) - During the first nine months of 2020, the company retired a total of **$116.4 million** in principal of its Second Lien Notes through various exchange agreements for equity[262](index=262&type=chunk) Nine-Month Cash Flow Summary (in thousands) | Activity | Nine Months Ended Sep 30, 2020 | Nine Months Ended Sep 30, 2019 | | :--- | :--- | :--- | | Net Cash Provided by Operating Activities | $258,652 | $269,323 | | Net Cash Used for Investing Activities | ($249,552) | ($417,948) | | Net Cash (Used for) Provided by Financing Activities | ($23,365) | $148,169 | [Item 3. Quantitative and Qualitative Disclosures about Market Risk](index=58&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20about%20Market%20Risk) The company manages commodity price and interest rate risks through an extensive portfolio of derivative swap contracts Open Crude Oil Swap Contracts as of Sep 30, 2020 | Period | Volume (Barrels) | Weighted Avg. Price ($/Bbl) | | :--- | :--- | :--- | | Q4 2020 | 2,372,362 | $58.03 | | 2021 | 7,808,624 | $54.67 | | 2022 | 365,000 | $50.05 | Open Natural Gas Swap Contracts as of Sep 30, 2020 | Period | Volume (MMBTU) | Weighted Avg. Price ($/MMBTU) | | :--- | :--- | :--- | | Q4 2020 | 2,760,000 | $2.44 | | 2021 | 13,000,000 | $2.50 | | 2022 | 1,825,000 | $2.53 | - A **1% increase** in short-term interest rates on floating-rate debt would result in approximately **$3.7 million** in additional annual interest expense[294](index=294&type=chunk) [Item 4. Controls and Procedures](index=60&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were effective, with no material changes to internal controls during the quarter - The principal executive officer and principal financial officer concluded that the company's disclosure controls and procedures were **effective** as of September 30, 2020[297](index=297&type=chunk) - **No material changes** in internal control over financial reporting occurred during the quarter ended September 30, 2020[298](index=298&type=chunk) [PART II – OTHER INFORMATION](index=62&type=section&id=PART%20II%20%E2%80%93%20OTHER%20INFORMATION) [Item 1. Legal Proceedings](index=62&type=section&id=Item%201.%20Legal%20Proceedings) The company is subject to ordinary course litigation and regulatory proceedings not expected to have a material impact [Item 1A. Risk Factors](index=62&type=section&id=Item%201A.%20Risk%20Factors) This section updates risk factors, emphasizing the adverse effects of the COVID-19 pandemic and litigation concerning the Dakota Access Pipeline - The global COVID-19 pandemic and oil market developments have negatively impacted the company through **reduced prices, decreased demand, and curtailed development** and production activity[302](index=302&type=chunk)[305](index=305&type=chunk) - The **Dakota Access Pipeline (DAPL)** is subject to ongoing litigation that could result in a court-ordered shutdown, which would increase transportation costs and could lead to production shut-ins, adversely affecting the company's business[309](index=309&type=chunk)[310](index=310&type=chunk) - The company's business depends on third-party transportation and processing facilities, and any lack of available capacity could result in **increased costs, shut-ins, or development delays**[308](index=308&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=65&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) No shares of common stock were repurchased during the third quarter of 2020, leaving $68.1 million available under the program Issuer Purchases of Equity Securities (Q3 2020) | Period | Total Shares Purchased | Avg. Price Paid | Value Remaining in Program | | :--- | :--- | :--- | :--- | | July 2020 | 0 | N/A | $68.1 million | | August 2020 | 0 | N/A | $68.1 million | | September 2020 | 0 | N/A | $68.1 million | | **Total** | **0** | **N/A** | **$68.1 million** | [Item 6. Exhibits](index=66&type=section&id=Item%206.%20Exhibits) This section lists all exhibits filed with the report, including corporate governance documents, debt agreements, and officer certifications

Financial & Operational Highlights - Q3 2020 Cash Flow From Operations (CFFO) was $69.0 million, a 30% increase from Q2 2020, exceeding capital expenditures of $43.8 million[7] - $43.8 million in hedge gains were realized in Q3 2020[7] - $160 million of debt was retired Year-To-Date (YTD) as of November 6, 2020[7] - Q3 2020 production was 29,100 barrels of oil equivalent per day (Mboe/d), with an estimated reduction of 11,000 Mboe/d due to curtailments and delays[7,38] - The company anticipates a production recovery in Q4 2020, projecting 30,000-40,000 Mboe/d as curtailments subside[7] - The company's recycle ratio was 2.69x and Return on Capital Employed (ROCE) was 18.8% in Q3 2020[7] Hedging & Free Cash Flow - The hedge book had a gross in-the-money value of over $145 million as of November 4, 2020[10] - For Q4 2020, 25,800 barrels per day (Mbo/d) were hedged at $58.03 per barrel, representing approximately 100% of expected oil production[10,37] - For 2021, 19,400 barrels per day (Mbo/d) were hedged at $55.68 per barrel[10,39] - The company expects $75-100 million in Free Cash Flow (FCF) at the midpoint of the 2021 base case guidance (37,500-42,500 Mboe/d)[11] Strategic Initiatives - The company entered the Permian Basin with a 5% stake in a 21-well EOG development in Lea County, New Mexico[7,23] - The company's Permian deal pipeline has increased to over $500 million of potential transactions since the September 10 announcement[23]

NYSE American: NOG Enercom 2020 Conference NYSE American: NOG Northern Oil & Gas, Inc. - August 2020 FORWARD LOOKING STATEMENTS NYSE American: NOG This presentation contains forward-looking statements regarding future events and future results that are subject to the safe harbors created under the Securities Act of 1933 (the "Securities Act") and the Securities Exchange Act of 1934 (the "Exchange Act"). All statements other than statements of historical facts included in this presentation regarding Northern ...

Northern Oil and Gas, Inc. (NYSE:NOG) Q2 2020 Earnings Conference Call August 7, 2020 11:00 AM ET Company Participants Michael Kelly - Executive Vice President of Finance Bahram Akradi - Chairman Nicholas O'Grady - Chief Executive Officer Adam Dirlam - Chief Operating Officer Chad Allen - Chief Financial Officer James Evans - Senior Vice President of Engineering Conference Call Participants Derrick Whitfield - Stifel, Nicolaus & Company, Inc. Duncan McIntosh - Johnson Rice & Company, LLC Jeffrey Grampp - No ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q _________________________________ ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2020 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ____________ to____________ Commission File No. 001-33999 NORTHERN OIL AND GAS, INC. (952) 476-9800 (Registrant's Telephone ...