Independent
Tenure on this board
8.5 yrs
Also a director at
Life Time Group Holdings Inc (LTH)
Meeting calendar
NOG · Annual meeting · Thursday, May 21, 2026
Northern Oil & Gas Inc
7 nominees · 3 ballot items.
Elect seven directors; Ratify Deloitte & Touche LLP as independent registered public accounting firm; Advisory (non-binding) vote to approve named executive officers’ compensation (Say-on-Pay).
Market cap
$2.1B
1Y TSR
-29.2%
Board grade
C
Record date
Mar 26, 2026
Filing
DEF 14A
Meeting concluded · May 21, 2026
Follow how the vote landed and what changed on Northern Oil & Gas Inc’s board — director track records, governance grades, and ongoing monitoring — on the Boardroom Alpha platform.
Proposals
On the ballot3
- 1
Election of Directors
ManagementBoard: FORElect seven directors to serve until the 2027 Annual Meeting.
- 2
Ratification of Appointment of Independent Registered Public Accountants
ManagementBoard: FORRatify the appointment of Deloitte & Touche LLP as the company’s independent registered public accounting firm for the fiscal year ending December 31, 2026.
- 3
Advisory Vote to Approve the Compensation of the Named Executive Officers (Say-on-Pay
ManagementBoard: FORNon-binding advisory vote to approve the compensation of the company’s named executive officers as disclosed in the proxy statement.
More detail
The Say-on-Pay proposal requests an advisory approval of the named executive officers’ 2025 compensation, encompassing the Compensation Discussion and Analysis and accompanying tables. Management seeks shareholder approval to validate its pay decisions, to demonstrate alignment between executive pay and company performance, and to respond to prior strong shareholder support (approximately 90% approval in 2025). The Compensation Committee designed a multi-part program—base salary, a performance-based STIP tied to Adjusted EBITDA and ROCE plus individual goals, and a long-term equity incentive plan with 3-year absolute and relative TSR PRSUs and service-based RSAs—to align incentives with long-term value creation. The board recommends a 'FOR' vote, noting robust governance including independent committee oversight, external consultant input, clawback and stock ownership guidelines, and double-trigger change-in-control protections. Key context includes strong 2025 operating results, significant LTIP alignment with TSR and peer-relative metrics, and sizable equity-based pay that can fluctuate with stock performance; the advisory nature means the vote is non-binding but will inform the Compensation Committee’s future decisions.
Director elections
Nominees on the ballot7
Independent
Tenure on this board
18.9 yrs
Independent
Tenure on this board
9.9 yrs
Independent
Tenure on this board
4.0 yrs
Also a director at
Liberty Energy Inc (LBRT)
Independent
Tenure on this board
6.3 yrs
Also a director at
Life Time Group Holdings Inc (LTH)
Not independent
Tenure on this board
1.6 yrs
Independent
Tenure on this board
4.6 yrs
Also a director at
Life Time Group Holdings Inc (LTH)
Ownership
Latest 13F quarterTop institutional holders10
| # | Owner | % of shares | Shares | Value |
|---|---|---|---|---|
| 1 | BlackRock, Inc. | 10.3% | 10,889,525 | $318M |
| 2 | AMERICAN CENTURY COMPANIES INC | 7.5% | 7,974,272 | $233M |
| 3 | VANGUARD PORTFOLIO MANAGEMENT LLC | 6.2% | 6,582,052 | $192M |
| 4 | STATE STREET CORP | 6.2% | 6,539,968 | $194M |
| 5 | FMR LLC | 4.5% | 4,784,370 | $140M |
| 6 | Invesco Ltd. | 4.5% | 4,725,980 | $138M |
| 7 | VANGUARD CAPITAL MANAGEMENT LLC | 4.3% | 4,504,117 | $132M |
| 8 | DIMENSIONAL FUND ADVISORS LP | 3.7% | 3,957,353 | $116M |
| 9 | ALLIANCEBERNSTEIN L.P. | 3.2% | 3,433,394 | $74M |
| 10 | BlackRock, Inc. | 3.1% | 3,279,499 | $96M |
Peers
Nearest market capOther Energy sector meetings6
Upcoming shareholder meetings at Northern Oil & Gas Inc’s closest sector peers — compare boards, ballots, and ownership across the cohort.
Granite Ridge Resources IncGRNT
Special meeting·Aug 4, 2026·$608M
Weatherford International PLCWFRD
Special meeting·Sep 3, 2026·$5.9B
Nextdecade CorpNEXT
Annual meeting·Jun 3, 2026·$2.2B
Talos Energy IncTALO
Annual meeting·Jun 4, 2026·$2.4B
World Kinect CorpWKC
Annual meeting·Jun 18, 2026·$1.9B
Dnow IncDNOW
Annual meeting·May 20, 2026·$2.4B
Reference
Frequently asked questions
- When is the Northern Oil & Gas Inc 2026 annual meeting?
- Northern Oil & Gas Inc (NOG) holds its 2026 annual shareholder meeting on Thursday, May 21, 2026.
- What is the record date for the Northern Oil & Gas Inc 2026 meeting?
- The record date for the Northern Oil & Gas Inc 2026 meeting is Thursday, March 26, 2026. Shareholders of record on or before that date are eligible to vote.
- Who are the director nominees for Northern Oil & Gas Inc's 2026 meeting?
- The board is presenting 7 director nominees at the Northern Oil & Gas Inc 2026 meeting, listed with their independence status and background.
- What proposals will shareholders vote on at the Northern Oil & Gas Inc 2026 meeting?
- Shareholders will vote on 3 proposals at the Northern Oil & Gas Inc 2026 meeting, each tagged with who proposed it and the board's recommendation.
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