0001104659-16-100539.txt : 20160226
0001104659-16-100539.hdr.sgml : 20160226
20160226163710
ACCESSION NUMBER: 0001104659-16-100539
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20160224
FILED AS OF DATE: 20160226
DATE AS OF CHANGE: 20160226
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: NORTHERN OIL & GAS, INC.
CENTRAL INDEX KEY: 0001104485
STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311]
IRS NUMBER: 953848122
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 315 MANITOBA AVE
CITY: WAYZATA
STATE: MN
ZIP: 55391
BUSINESS PHONE: 952-476-9800
MAIL ADDRESS:
STREET 1: 315 MANITOBA AVE
CITY: WAYZATA
STATE: MN
ZIP: 55391
FORMER COMPANY:
FORMER CONFORMED NAME: KENTEX PETROLEUM INC
DATE OF NAME CHANGE: 20000128
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Cresta Greenwood, LLC
CENTRAL INDEX KEY: 0001660744
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-33999
FILM NUMBER: 161462512
BUSINESS ADDRESS:
STREET 1: 4001 MAPLE AVENUE
STREET 2: SUITE 600
CITY: DALLAS
STATE: TX
ZIP: 75219
BUSINESS PHONE: 2142838649
MAIL ADDRESS:
STREET 1: 4001 MAPLE AVENUE
STREET 2: SUITE 600
CITY: DALLAS
STATE: TX
ZIP: 75219
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Cresta Investments, LLC
CENTRAL INDEX KEY: 0001660745
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-33999
FILM NUMBER: 161462513
BUSINESS ADDRESS:
STREET 1: 4001 MAPLE AVENUE
STREET 2: SUITE 600
CITY: DALLAS
STATE: TX
ZIP: 75219
BUSINESS PHONE: 2142838649
MAIL ADDRESS:
STREET 1: 4001 MAPLE AVENUE
STREET 2: SUITE 600
CITY: DALLAS
STATE: TX
ZIP: 75219
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: TRT Holdings Inc
CENTRAL INDEX KEY: 0001376323
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-33999
FILM NUMBER: 161462514
BUSINESS ADDRESS:
STREET 1: 4001 MAPLE AVE
STREET 2: SUITE 600
CITY: DALLAS
STATE: TX
ZIP: 75219
BUSINESS PHONE: 214-283-8500
MAIL ADDRESS:
STREET 1: 4001 MAPLE AVE
STREET 2: SUITE 600
CITY: DALLAS
STATE: TX
ZIP: 75219
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Rowling Robert B.
CENTRAL INDEX KEY: 0001436419
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-33999
FILM NUMBER: 161462515
MAIL ADDRESS:
STREET 1: 4001 MAPLE AVE
STREET 2: SUITE 600
CITY: DALLAS
STATE: TX
ZIP: 75219
4
1
a4.xml
4
X0306
4
2016-02-24
0
0001104485
NORTHERN OIL & GAS, INC.
NOG
0001436419
Rowling Robert B.
4001 MAPLE AVENUE, SUITE 600
DALLAS
TX
75219
0
0
1
0
0001376323
TRT Holdings Inc
4001 MAPLE AVENUE, SUITE 600
DALLAS
TX
75219
0
0
1
0
0001660745
Cresta Investments, LLC
4001 MAPLE AVENUE, SUITE 600
DALLAS
TX
75219
0
0
1
0
0001660744
Cresta Greenwood, LLC
4001 MAPLE AVENUE, SUITE 600
DALLAS
TX
75219
0
0
1
0
Common Stock, $0.001 par value per share
2016-02-24
4
P
0
184220
2.6231
A
12386585
D
Common Stock, $0.001 par value per share
2016-02-25
4
P
0
75300
2.7346
A
12461885
D
The price reported is the weighted average price. The shares were purchased in multiple transactions by TRT Holdings, Inc. at prices ranging from $2.5050 to $2.7100 per share, inclusive. The reporting persons undertake to provide Northern Oil and Gas, Inc., any stockholder of Northern Oil and Gas, Inc., or the Staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote.
The price reported is the weighted average price. The shares were purchased in multiple transactions by TRT Holdings, Inc. at prices ranging from $2.5400 to $2.8150 per share, inclusive. The reporting persons undertake to provide Northern Oil and Gas, Inc., any stockholder of Northern Oil and Gas, Inc., or the Staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote.
7,169,741 of the reported securities are owned directly by TRT Holdings, Inc., 3,947,921 of the reported securities are owned directly by Cresta Investments, LLC and 1,344,223 of the reported securities are owned directly by Cresta Greenwood, LLC. Robert B. Rowling indirectly beneficially owns all of the reported securities due to his ownership of all Class B shares of Common Stock of TRT Holdings, Inc., his ownership of 100% of the ownership interests in Cresta Investments, LLC, and his indirect ownership of 100% of the ownership interests in Cresta Greenwood, LLC.
/s/ Robert B. Rowling
2016-02-26
/s/ Michael G. Smith, Senior Vice President, on behalf of TRT Holdings, Inc.
2016-02-26
/s/ Michael G. Smith, Secretary, on behalf of Cresta Investments, LLC
2016-02-26
/s/ Michael G. Smith, Vice President, on behalf of Cresta Greenwood, LLC
2016-02-26