0001104659-21-098402.txt : 20210730 0001104659-21-098402.hdr.sgml : 20210730 20210730183210 ACCESSION NUMBER: 0001104659-21-098402 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210723 FILED AS OF DATE: 20210730 DATE AS OF CHANGE: 20210730 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Rowling Family 2012 Long Term Trust CENTRAL INDEX KEY: 0001876126 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33999 FILM NUMBER: 211134054 BUSINESS ADDRESS: STREET 1: 4001 MAPLE AVENUE, SUITE 600 CITY: DALLAS STATE: TX ZIP: 75219 BUSINESS PHONE: 214-283-8500 MAIL ADDRESS: STREET 1: 4001 MAPLE AVENUE, SUITE 600 CITY: DALLAS STATE: TX ZIP: 75219 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: 601 CARLSON PKWY, SUITE 990 CITY: MINNETONKA STATE: MN ZIP: 55305 BUSINESS PHONE: 952-476-9800 MAIL ADDRESS: STREET 1: 601 CARLSON PKWY, SUITE 990 CITY: MINNETONKA STATE: MN ZIP: 55305 FORMER COMPANY: FORMER CONFORMED NAME: KENTEX PETROLEUM INC DATE OF NAME CHANGE: 20000128 3 1 a3.xml 3 X0206 3 2021-07-23 0 0001104485 NORTHERN OIL & GAS, INC. NOG 0001876126 Rowling Family 2012 Long Term Trust 4001 MAPLE AVENUE SUITE 600 DALLAS TX 75219 0 0 0 1 See Remarks Common Stock, $0.001 par value per share 677488 D 6.5% Series A Perpetual Cum. Convertible Preferred Stock 2020-02-20 Common Stock 95523 D The Preferred Stock is perpetual and therefore has no expiration date. Each share of Preferred Stock is convertible at any time at the election of the holder into shares of Common Stock, at a conversion rate of 4.363 shares of Common Stock per share of Preferred Stock, subject to adjustment as provided in the Certificate of Designations. The "conversion price" at any time means $100, divided by the conversion rate in effect at such time. The Preferred Stock is also subject to mandatory conversion at the election of the Issuer if the closing sales price of the Common Stock of the Issuer equals or exceeds 145% of the conversion price for at least 20 trading days (whether or not consecutive) in a period of 30 consecutive trading days, including the last trading day of such 30-trading day period. The reporting person owns 21,894 shares of Preferred Stock. As a result of its acquisition of the securities reported in this Form 3, the reporting person has become a member of a Section 13(d) group that owns more than 10% of the issuer's outstanding common stock. Robert B. Rowling, Trustee, on behalf of Rowling Family 2012 Long Term Trust 2021-07-30