SEC Form 4 · accession 0001495829-26-000002
NATIONAL FUEL GAS CO · NFG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
David P Bauer
Officer — President and CEO · Director
Period of report
Sep 16, 2026
Accepted (ET)
Sep 17, 2026 · 6:04 pm EDT
Rule 10b5-1 plan
box not checked
Issuer CIK
0000070145
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Sep 16, 2026 | A | 5,088 | $0.00 | A | 77,135 | D | |
| Common StockF1 | Sep 16, 2026 | F | 181 | $81.515 | D | 76,954 | D | |
| Common StockF2 | Sep 16, 2026 | D | 4,907 | — | D | 72,047 | D | |
| Common StockF3 | holding | — | — | — | 15,775 | I | 401K Trust | |
| Common StockF4 | holding | — | — | — | 1,151 | I | Held by daughter | |
| Common StockF4 | holding | — | — | — | 1,151 | I | Held by daughter |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Deferred Stock UnitsF5,F6,F7 | — | Jan 15, 2026 | J | 1,829 | A | — | — | Common Stock | 1,829 | 279,804 | D |
| Deferred Stock UnitsF5,F6,F7 | — | Apr 15, 2026 | J | 1,673 | A | — | — | Common Stock | 1,673 | 281,477 | D |
| Deferred Stock UnitsF5,F6,F7 | — | Jul 15, 2026 | J | 1,953 | A | — | — | Common Stock | 1,953 | 283,430 | D |
| Deferred Stock UnitsF2,F6,F7 | — | Sep 16, 2026 | A | 4,907 | A | — | — | Common Stock | 4,907 | 288,337 | D |
Explanation of responses
- F1On September 16, 2026, the reporting person had 181 shares withheld and cancelled in respect of taxes in connection with the vesting of performance shares. These share cancellations are shown on Table I as dispositions (Transaction Code "D" in Column 4), although none of these cancelled shares were sold into the market, as indicated by Transaction Code "F" in Column 3.
- F2In connection with the vesting on September 16, 2026 of performance shares previously granted to the reporting person, the reporting person's receipt of 4,907 shares of common stock was deferred, resulting in the reporting person's receipt instead of 4,907 deferred stock units pursuant to National Fuel Gas Company's deferred compensation plan. The reporting person is therefore reporting the disposition of 4,907 shares of common stock in exchange for an equal number of deferred stock units.
- F3The NFG stock fund under the NFG 401(k) plan is denominated in units, representing ownership interests in a fund that includes both NFG common stock and a reserve of cash. The information reported represents the dollar value of the reporting person's balance in the NFG stock fund as of September 16, 2026, as reported by the plan administrator, divided by the closing price of NFG common stock on that date.
- F4Includes 23 shares acquired year-to-date in calendar 2026 through a dividend reinvestment plan, exempt under Rule 16a-11.
- F5Acquired through dividend reinvestment feature of the National Fuel Gas Company Deferred Compensation Plan for Directors and Officers, exempt under Rule 16a-11.
- F6Each deferred stock unit is the economic equivalent of one share of common stock.
- F7The deferred stock units become payable, in shares of common stock, after the reporting person's termination of service, pursuant to the reporting person's distribution election under National Fuel Gas Company's Deferred Compensation Plan for Directors and Officers.