Justin I. Loweth - Dec 16, 2021 Form 4 Insider Report for NATIONAL FUEL GAS CO (NFG)

Role: Pres - Seneca Resources
Signature: J. P. Baetzhold, Attorney in Fact
Stock symbol: NFG
Transactions as of: Dec 16, 2021
Transactions value $: -$294,209
Form type: 4
Date filed: 12/20/2021, 04:57 PM
Previous filing: Dec 13, 2021
Next filing: Dec 5, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	NFG	Common Stock	Options Exercise	$294K	+5.55K	+18.39%	$53.05	35.7K	Dec 16, 2021	Direct
transaction	NFG	Common Stock	Disposed to Issuer	-$294K	-4.69K	-13.14%	$62.73	31K	Dec 16, 2021	Direct	F1
transaction	NFG	Common Stock	Tax liability	-$21.1K	-337	-1.09%	$62.73	30.7K	Dec 16, 2021	Direct	F1
transaction	NFG	Common Stock	Sale	-$248K	-3.92K	-12.76%	$63.23	26.8K	Dec 16, 2021	Direct	F2
transaction	NFG	Common Stock	Options Exercise		+1.03K	+3.86%		27.8K	Dec 19, 2021	Direct	F3
transaction	NFG	Common Stock	Tax liability	-$25.4K	-407	-1.46%	$62.38	27.4K	Dec 19, 2021	Direct	F4
holding	NFG	Common Stock						8.75K	Dec 16, 2021	401K Trust	F5
holding	NFG	Common Stock						225	Dec 16, 2021	Held by Spouse
holding	NFG	Common Stock						300	Dec 16, 2021	Held by Son
holding	NFG	Common Stock						200	Dec 16, 2021	Held by Daughter

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	NFG	Stock Appreciation Right	Options Exercise	$0	-5.55K	-100%	$0.00^*	0	Dec 16, 2021	Common Stock	5.55K	$53.05	Direct	F6
transaction	NFG	Restricted Stock Units	Options Exercise	$0	-1.03K	-100%	$0.00^*	0	Dec 19, 2021	Common Stock	1.03K		Direct	F3, F7

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	On December 16, 2021, the reporting person exercised a stock appreciation right with respect to 5,548 shares of Common Stock of the Company. In connection with this exercise, the reporting person was deemed to have sold back to the Company shares of Common Stock of the Company having a value equal to the exercise price of the stock appreciation right. This deemed sale of 4,692 shares is shown on Table I as a disposition (Transaction Code "D" in column 4), although none of these shares were sold into the open market, as indicated by Transaction Code "D" in column 3. Additionally, the reporting person had 337 shares of Common Stock of the Company withheld and cancelled to cover minimum tax withholding. This share cancellation is shown on Table I as a disposition (Transaction Code "D" in column 4), although none of these shares were sold into the open market, as indicated by Transaction Code "F" in column 3.
F2	The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $63.21 to $63.28, inclusive. The reporting person undertakes to provide National Fuel Gas Company, any security holder of National Fuel Gas Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range.
F3	Restricted stock units convert into common stock on a one-for-one basis.
F4	On December 19, 2021, the reporting person had 407 shares withheld and cancelled to cover minimum required tax withholdings due to the vesting of restricted stock units. 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.
F5	The 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 December 17, 2021, as reported by the plan administrator, divided by the closing price of NFG common stock on that date.
F6	On December 19, 2012, the reporting person was granted 8,321 stock appreciation rights, vesting as follows: 2,773 on December 19, 2013, 2,774 on December 19, 2014, and 2,774 on December 19, 2015.
F7	On December 19, 2018, the reporting person was granted 3,097 restricted stock units, vesting as follows: 1,032 on December 19, 2019, 1,032,on December 19, 2020, and 1,033 on December 19, 2021.