What changed in this filing

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Item 1. Business

2024-02-23 compared with 2023-02-24 · 77 added, 62 removed, 262 unchanged (35% of the section changed)

We are an independent energy company engaged in the acquisition, exploration, development and production of oil and natural gas properties in the United States, primarily in the Williston Basin, the Appalachian Basin and the Permian Basin.

We believe the location, size and concentration of our acreage positions in some of North America’s leading unconventional oil and gas resource plays provide us with drilling and development opportunities that will result in significant long-term value.

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Prior to 2020, we focused our operations exclusively on oil-weighted properties in the Williston Basin.

We first expanded beyond the Williston Basin in 2020, with several small acquisitions in the Permian Basin.

In 2021 and 2022, we accelerated our diversification outside the Williston Basin via larger acquisitions, including the acquisition of significant producing natural gas properties in the Appalachian Basin and several acquisitions in the Permian Basin.

We have also added to our legacy position in the Williston Basin via larger acquisitions.

See Notes 3 and 14 to our financial statements for further details regarding these acquisitions.

Since then we have significantly grown and diversified our properties via acquisitions in the Permian Basin and the Appalachian Basin, while also adding to our legacy position in the Williston Basin.

See Note 3 to our financial statements for details regarding our recent acquisitions.

Our acquisition activity was a significant driver of our 45% production growth from 78,854 Boe per day in the fourth quarter of 2022 to 114,363 Boe per day in the fourth quarter of 2023.

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We also believe that we can further diversify our risk with acquisitions in multiple basins, focusing on accretive acquisitions of top-tier assets with top-tier operators in the premier basins in the United States.

For the three months ended December 31, 2022, our production consisted of approximately 44,028 Boe per day in the Williston Basin, 22,696 Boe per day in the Permian Basin, and 12,130 Boe per day in the Appalachian Basin.

For the three months ended December 31, 2023, 46% of our production was from the Williston Basin, 44% was from the Permian Basin and 10% was from the Appalachian Basin.

• Accelerate Growth by Pursuing Value-Enhancing Acquisitions.

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Our “ground game” acquisition strategy is to build a strong presence in our core basins and seek to acquire smaller additional lease positions at a significant discount to the contiguous acreage positions typically sought by larger producers and operators of oil and gas wells, focusing on near term drilling opportunities.

Such acquisitions have been a significant driver of our net well additions and additions to production.

Such acquisitions have been a significant driver of our net well additions and production growth.

We intend to continue these activities, while at the same time evaluating and pursuing larger non-operated asset packages that we believe can responsibly add significant production, cash flow and scale to existing operations.

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We strive for financial strength and flexibility through the prudent management of our balance sheet.

We intend to use a significant portion of our expected free cash flow in 2023 to reduce our borrowings under our Revolving Credit Facility with the objective of maintaining leverage near our target of 1.0x Debt / Adjusted EBITDA.

Changes in commodity prices, as well as the timing of various investment and financing opportunities, result in changes to our leverage over time.

However, we manage the business with the long-term goal of maintaining leverage at or near our target of 1.0x Debt / Adjusted EBITDA.

• Systematic Hedging Strategy.

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Industry Operating Environment

The oil and natural gas industry is a global market impacted by many factors, such as government regulations, particularly in the areas of taxation, energy, climate change and the environment, political and social developments in the Middle East, demand in Asian and European markets, and the extent to which members of OPEC and other oil exporting nations manage oil supply through export quotas.

The oil and natural gas industry is a global market impacted by many factors, such as government regulations, particularly in the areas of trade sanctions, taxation, energy, climate change and the environment, geopolitical instability and armed conflicts (including between Russia and Ukraine and in the Middle East), demand in Asian and European markets, and the extent to which members of OPEC and other oil exporting nations manage oil supply through export quotas.

Natural gas prices are generally determined by North American supply and demand and are also affected by imports and exports of liquefied natural gas.

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Sustained levels of high inflation caused the U.S.

Federal Reserve and other central banks to increase interest rates multiple times in 2022 in an effort to curb inflationary pressure on the costs of goods and services, which could additionally have the effects of raising the cost of capital and depressing economic growth.

Federal Reserve to increase the federal funds interest rate by 5.25% between March 2022 and December 2023 in an effort to curb inflationary pressure on the costs of goods and services.

While inflationary pressures in the United States’ economy have begun to subside, we continue to be impacted by the increased federal funds interest rate, which could additionally have the effects of raising the cost of capital and depressing economic growth.

We primarily engage in oil and natural gas exploration and production by participating on a proportionate basis alongside third-party interests in wells drilled and completed in spacing units that include our acreage.

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The price at which our natural gas production is sold may reflect either a discount or premium to the NYMEX benchmark price.

Using our commodity hedging program, we may, from time to time, enter into financial hedging contracts to help mitigate pricing risk and volatility with respect to differentials.

Using our commodity hedging program, from time to time we enter into financial hedging contracts to help mitigate pricing risk and volatility with respect to differentials.

The oil and natural gas industry is intensely competitive and we compete with numerous other oil and natural gas exploration and production companies, many of which have substantially greater resources than we have and may be able to pay more for exploratory prospects and productive oil and natural gas properties.

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Our natural gas production is expected to be sold under short-term contracts and priced based on first of the month index prices or on daily spot market prices.

rely on our operating partners to market and sell our production.

We rely on our operating partners to market and sell our production.

Our operating partners include a variety of exploration and production companies, from large publicly-traded companies to small, privately-owned companies.

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Moreover, the Biden Administration has indicated that it expects to impose additional federal regulations limiting access to and production from federal lands.

The effect of these regulations is to limit the amount of oil and natural gas that we can produce from our wells and to limit the number of wells or the locations at which we can drill.

The effect of these regulations is to limit the amount of oil and natural gas that we can produce from our wells and to limit the number of wells or

the locations at which we can drill.

Moreover, many states impose a production or severance tax with respect to the production and sale of oil, natural gas and natural gas liquids within their jurisdictions.

Failure to comply with any such rules and

regulations can result in substantial penalties.

Failure to comply with any such rules and regulations can result in substantial penalties.

The regulatory burden on the oil and natural gas industry will most likely increase our cost of doing business and may affect our profitability.

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Regulation of Transportation and Sales of Natural Gas

Historically, the transportation and sale for resale of natural gas in interstate commerce has been regulated by the FERC under the Natural Gas Act of 1938 (“NGA”), the Natural Gas Policy Act of 1978 and regulations issued under those statutes.

Historically, the transportation and sale for resale of natural gas in interstate commerce has been regulated by the FERC under the Natural Gas Act of 1938, the Natural Gas Policy Act of 1978 and regulations issued under those statutes.

In the past, the federal government has regulated the prices at which natural gas could be sold.

While sales by producers of natural gas can currently be made at market prices, Congress could reenact price controls in the future.

Interstate transportation services, however, remain subject to FERC regulation, including with respect to rates, terms and conditions of service, and authorizations to build new, or abandon old, facilities.

A primary aim of FERC’s regulation of interstate natural gas transportation is to prevent undue discrimination among shippers, and so we do not anticipate that FERC regulation will affect our operations in any way that is materially different from those of similarly situated competitors.

Onshore gathering services, which occur upstream of FERC jurisdictional transmission services, are regulated by the states.

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The basis for intrastate regulation of natural gas transportation and the degree of regulatory oversight and scrutiny given to intrastate natural gas pipeline rates and services varies from state to state.

Insofar as such regulation within a particular state will generally affect all intrastate natural gas shippers within the state on a comparable basis, we believe that the regulation of similarly situated intrastate natural gas transportation in any states in which we operate and ship natural gas on an intrastate basis will not affect our operations in any way that is of material difference from those of our competitors.

Insofar as such regulation within a particular state will generally affect all intrastate natural gas

shippers within the state on a comparable basis, we believe that the regulation of similarly situated intrastate natural gas transportation in any states in which we operate and ship natural gas on an intrastate basis will not affect our operations in any way that is of material difference from those of our competitors.

Like the regulation of interstate transportation rates, the regulation of intrastate transportation rates affects the marketing of natural gas that we produce, as well as the revenues we receive for sales of our natural gas.

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CAA regulations include New Source Performance Standards (“NSPS”) for the oil and natural gas source category to address emissions of sulfur dioxide and volatile organic compounds (“VOCs”) and a separate set of emission standards to address hazardous air pollutants frequently associated with oil and natural gas production and processing activities.

On November 2, 2021, the Environmental Protection Agency (“EPA”) proposed to revise and add to the NSPS program rules.

The proposed rules would formally reinstate methane (a greenhouse gas (“GHG”)) emission limitations for existing and modified facilities in the oil and gas sector and would also regulate, for the first time under the NSPS program, existing oil and gas facilities.

Specifically, EPA’s proposed new rules would require states to implement plans that meet or exceed emission federally established emission reduction guidelines for oil and natural gas facilities.

On November 11, 2022, the EPA issued a proposed rule supplementing the November 2021 proposed rule.

Among other things, the November 2022 supplemental proposed rule removes an emissions monitoring exemption for small wellhead-only sites and creates a new third-

party monitoring system to flag large emissions events, referred to in the proposed rule as “super emitters.” The EPA is currently expected to issue a final rule by August 2023.

In November 2021, the Environmental Protection Agency (“EPA”) issued a proposed rule intended to revise and add to the NSPS program rules, known as Subpart OOOOa.

The proposed rule would formally reinstate methane (a greenhouse gas (“GHG”)) emission limitations for existing and modified facilities in the oil and gas sector under Subpart OOOOa and would also regulate, for the first time under Subpart OOOOb, existing oil and gas facilities.

In addition, under Subpart OOOOc, the EPA’s proposed rule would require states to implement plans that meet or exceed federally established emission reduction guidelines for oil and natural gas facilities.

In November 2022, the EPA issued a proposed rule supplementing the November 2021 proposed rule.

Among other things, the November 2022 supplemental proposed rule removes an emissions monitoring exemption for small wellhead-only sites and creates a new third-party monitoring system to flag large emissions events, referred to in the proposed rule as “super emitters.” In December 2023, the EPA announced a final rule, which, among other things, requires the phase out of routine flaring of natural gas from newly constructed wells (with some exceptions) and routine leak monitoring at all well sites and compressor stations.

Notably, the EPA updated the applicability date for Subparts OOOOb and OOOOc to December 6, 2022, meaning that sources constructed prior to that date will be considered existing sources with later compliance deadlines under state plans.

The final rule gives states, along with federal tribes that wish to regulate existing sources, two years to develop and submit their plans for reducing methane emissions from existing sources.

The final emissions guidelines under Subpart OOOOc provide three years from the plan submission deadline for existing sources to comply.

Additionally, various states and groups of states have adopted or are considering adopting legislation, regulations or other regulatory initiatives that are focused on such areas as greenhouse gas cap and trade programs, carbon taxes, reporting and tracking programs, and restriction of emissions.

At the international level, there exists the United Nations-sponsored Paris Agreement, which is a non-binding agreement for nations to limit their greenhouse gas emissions through individually-determined reduction goals every five years after 2020.

While the United States withdrew from the Paris Agreement during the Trump Administration, President Biden recommitted the United States to the Paris Agreement on January 20, 2021 and established a goal of reducing economy-wide net GHG emissions by at least thirty percent from 2020 levels by 2030.

At the international level, the United Nations-sponsored Paris Agreement requires signatory countries to set voluntary targets to reduce domestic GHG emissions.

While the United States withdrew from the Paris Agreement during the Trump Administration in 2020, President Biden recommitted the United States to the Paris Agreement in January 2021 and established a goal of reducing economy-wide net GHG emissions by at least thirty percent from 2020 levels by 2030.

These regulations and proposals and any other new regulations requiring the installation of more sophisticated pollution control equipment could have a material adverse impact on our business, results of operations and financial condition.

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CWA jurisdiction depends on the definition of WOTUS.

The EPA is undergoing a two-phase rulemaking process to redefine the definition of WOTUS which could be impacted by the United States Supreme Court’s upcoming decision in Sackett v.

EPA , a case regarding the proper test in determining whether wetlands qualify as navigable WOTUS.

The first rule was finalized by the EPA on December 30, 2022, and the EPA is expected to propose the second rule by November 2023 and issue a final rule by July 2024.

Changes in the definition of WOTUS could potentially expand CWA jurisdiction to include more features in areas where oil and gas operations are conducted.

In January 2023, the EPA and the U.S.

Army Corps of Engineers (the “Corps”) issued a final rule that based the definition of WOTUS on a pre-2015 definition, which never took effect before being replaced in 2020.

Separately, in May 2023, the U.S.

Supreme Court’s decision in Sackett v.

EPA narrowed federal jurisdiction over wetlands to “traditional navigable waters” and wetlands or other waters that have a “continuous surface connection” with or are otherwise indistinguishable from traditional navigable water.

In September 2023, the EPA and the Corps published a direct-to-final rule that conforms the regulatory definition of WOTUS to the Supreme Court’s May 2023 decision in Sackett .

However, litigation opposing the September 2023 final rule remains ongoing and substantial uncertainty exists with respect to future implementation of the September 2023 rule and the scope of CWA jurisdiction more generally.

Any expansion to CWA jurisdiction could impact areas where oil and gas operations are conducted.

Some states also maintain groundwater protection programs that require permits for discharges or operations that may impact groundwater conditions.

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Hydraulic fracturing involves the injection of water, sand and chemicals under pressure into the formation to stimulate gas production.

Legislation to amend the Safe Drinking Water Act to repeal the exemption for hydraulic fracturing from the definition of “underground injection” and require federal permitting and regulatory control of hydraulic fracturing, as well as legislative proposals to require disclosure of the chemical constituents of the fluids used in the fracturing process, were proposed but not passed in recent sessions of Congress.

Legislation to amend the Safe Drinking Water Act to repeal the exemption for hydraulic fracturing from the definition of “underground injection” and

require federal permitting and regulatory control of hydraulic fracturing, as well as legislative proposals to require disclosure of the chemical constituents of the fluids used in the fracturing process, were proposed but not passed in recent sessions of Congress.

The EPA, however, has issued guidance on permitting hydraulic fracturing that uses fluids containing diesel fuel under the Underground Injection Control (“UIC”) program, specifically as “Class II” UIC wells, and prohibits the discharge of wastewater from onshore unconventional oil and natural gas extraction facilities to publicly owned wastewater treatment plants.

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A number of municipalities in other states, including Colorado and Texas, have attempted to enact bans on hydraulic fracturing.

New York State’s ban on hydraulic fracturing was recently upheld by the Courts.

In Colorado, the Colorado Supreme Court has ruled the municipal bans were preempted by state law.

However, the Colorado legislature subsequently enacted “SB 101” that gave significant local control over oil and gas well head operations.

Some municipalities in Colorado have enacted local rules restricting oil and gas operations ( e.g.

, by implementing mandatory setbacks, controlling odors, and requiring further environmental and policy review before fracturing is approved) based on SB 101.

We cannot predict whether any other legislation will ever be enacted and if so, what its provisions would be.

If additional levels of regulation and permits were required through the adoption of new laws and regulations at the

federal or state level, it could lead to delays, increased operating costs and process prohibitions that would materially adversely affect our revenue and results of operations.

If additional levels of regulation and permits were required through the adoption of new laws and regulations at the federal or state level, it could lead to delays, increased operating costs and process prohibitions that would materially adversely affect our revenue and results of operations.

The National Environmental Policy Act (“NEPA”) establishes a national environmental policy and goals for the protection, maintenance and enhancement of the environment and provides a process for implementing these goals within federal agencies.

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In October 2021, the Biden Administration proposed a Phase 1 rule to undo 2020 changes to NEPA enacted under the Trump Administration.

The Phase 1 rule is the first of two planned rules to roll back the 2020 rule and was finalized on April 20, 2022.

The Phase 1 rule is the first of two planned rules to roll back the 2020 rule and was finalized in April, 2022.

The Phase 1 Final Rule generally restores certain regulatory provisions that were in effect prior to the 2020 rule, affecting the assessment of projects ranging from oil and gas leasing to development on public and Indian lands.

Additionally, in September 2023, the Biden Administration announced that federal agencies will be directed to consider the Social Cost of GHGs in agency budgeting, procurement, and other agency decisions, including in environmental reviews conducted pursuant to NEPA, where appropriate.

Climate Change

Significant studies and research have been devoted to climate change, and climate change has developed into a major political issue in the United States and globally.

Certain research suggests that greenhouse gas emissions contribute to climate change and pose a threat to the environment.

Recent scientific research and political debate has focused in part on carbon dioxide and methane incidental to oil and natural gas exploration and production.

In the United States, no comprehensive federal climate change legislation regulating GHG emissions or directly imposing a price on carbon has been implemented to date;

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Methane Emissions Reduction Action Plan, a commitment to cut greenhouse gas emissions 50-52 percent of 2005 levels by 2030, and participation in the Global Methane Pledge, a pact that aims to reduce global methane emissions at least 30% below 2020 levels by 2030.

Since its formal launch at the 26 th United Nations Climate Change Conference, over 150 countries have joined the pledge.

Since its formal launch at the 26 th United Nations Conference of the Parties (“COP”), over 150 countries have joined the pledge.

At the 27th COP, President Biden announced the EPA’s supplemental proposed rule to reduce methane emissions from existing oil and gas sources and agreed, in conjunction with the European Union and a number of other partner countries, to develop standards for monitoring and reporting methane emissions to help create a market for low methane-intensity natural gas.

At the 28th COP, member countries agreed to the first “global stocktake” which calls on countries to contribute to global efforts, including a tripling of renewable energy capacity and doubling energy efficiency improvements by 2030;

accelerating efforts towards the phase-down of unabated coal power;

phasing out inefficient fossil fuel subsidies;

and transitioning away from fossil fuels in energy systems.

Additionally, on March 21, 2022, the SEC issued a proposed rule regarding the enhancement and standardization of mandatory climate-related disclosures for investors.

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and Scope 3 GHG emissions and intensity, if material, or if the registrant has set a GHG emissions reduction target, goal or plan that includes Scope 3 GHG emissions.

Although the proposed rule’s ultimate date of effectiveness and the final form and substance of these requirements is not yet known and the ultimate scope and impact on our business is uncertain, compliance with the proposed rule, if finalized, may result in increased legal, accounting and financial compliance costs, make some activities more difficult, time-consuming and costly, and place strain on our personnel, systems and resources.

compliance costs, make some activities more difficult, time-consuming and costly, and place strain on our personnel, systems and resources.

Further, legislative and regulatory initiatives are underway to that purpose.

The Inflation Reduction Act of 2022 (“IRA”), signed into law in August 2022, appropriates significant federal funding for renewable energy initiatives and, for the first time ever, imposes a fee on GHG emissions from certain oil and gas sources and facilities.

To implement the program, the IRA requires revisions to GHG reporting regulations for petroleum and natural gas systems (Subpart W) by 2024.

In July 2023, the EPA proposed to expand the scope of the Greenhouse Gas Reporting Program for petroleum and natural gas facilities, as required by the IRA.

Among other things, the proposed rule would expand the emissions events that are subject to reporting requirements to include “other large release events” and apply reporting requirements to certain new sources and sectors.

The rule is expected to be finalized in the spring of 2024 and become effective on January 1, 2025 in advance of the deadline for GHG reporting for 2024 (March 2025).

The fee imposed under the Methane Emissions and Waste Reduction Incentive Program for 2024 would be $900 per ton emitted over annual methane emissions thresholds, and would increase to $1,200 in 2025, and $1,500 in 2026.

The emissions fee and funding provisions of the law could increase operating costs within the oil and gas industry and accelerate a transition away from fossil fuels, which could in turn adversely affect our business and results of operations.

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Supreme Court finding that GHG emissions fall within the CAA definition of an “air pollutant,” the EPA has adopted regulations that, among other things, establish construction and operating permit review for GHG emissions from certain large stationary sources, require the monitoring and annual reporting of GHG emissions from certain petroleum and natural gas system sources, and together with the United States Department of Transportation, implement GHG emissions limits on vehicles manufactured for operation in the United States.

The EPA has also proposed rules in November 2021 and 2022 intended to reduce methane emissions from new and existing oil and gas sources.

Furthermore, many state and local leaders have intensified or stated their intent to intensify efforts to support

international climate commitments and treaties, in addition to developing programs that are aimed at reducing GHG emissions by means of cap and trade programs, carbon taxes or encouraging the use of renewable energy or alternative low-carbon fuels.

The EPA has also finalized rules in December 2023 intended to reduce methane emissions from new and existing oil and gas sources and in January 2024, the Biden Administration announced a temporary pause on pending decisions on exports of liquified natural gas to non-free trade agreement countries until the Department of Energy can update the underlying analyses for authorizations, including an assessment of the impact of GHG emissions.

Furthermore, many state and local leaders have intensified or stated their intent to intensify efforts to support international climate commitments and treaties, in addition to considering or enacting laws requiring the disclosure of climate-related information and developing programs that are aimed at reducing GHG emissions by means of cap and trade programs, carbon taxes or encouraging the use of renewable energy or alternative low-carbon fuels.

In 2014, Colorado was the first state in the nation to adopt rules to control methane emissions from oil and gas facilities.

In 2016, the EPA revised and expanded NSPS to include final rules to curb emissions of methane, a greenhouse gas, from new, reconstructed and modified oil and gas sources.

In 2016, the EPA revised and expanded NSPS, also known as Subpart OOOOa, to include final rules to curb emissions of methane, a greenhouse gas, from new, reconstructed and modified oil and gas sources.

Previously, already existing NSPS regulated VOCs, and controlling VOCs also had the effect of controlling methane, because natural gas leaks emit both compounds.

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In 2021, President Biden issued Executive Order 13990, Protecting Public Health and the Environment and Restoring Science to Tackle the Climate Crisis.

In furtherance of this EO, EPA on November 2, 2021 proposed rules to regulate methane emissions from the oil and natural gas industry, including, for the first time, reductions from certain upstream and midstream existing oil and gas sources.

In furtherance of this EO, in November 2021, EPA proposed rules to regulate methane emissions from the oil and natural gas industry, including, for the first time, reductions from certain upstream and midstream existing oil and gas sources under Subparts OOOOa and OOOOb.

These regulations also expanded controls to reduce methane emissions, such as enhancement of leak detection and repair provisions.

In November 2022, the EPA issued a proposed rule supplementing the November 2021 proposed rules, removing an emissions monitoring exemption for small wellhead-only sites and creating a new third-party monitoring program to flag large emissions events.

The EPA is expected to issue a final rule by August 2023.

In December 2023, the EPA announced a final rule, which, among other things, requires the phase out of routine flaring of natural gas from newly constructed wells (with some exceptions) and routine leak monitoring at all well sites and compressor stations.

Notably, the EPA updated the applicability date for certain Subparts OOOOb and OOOOc to December 6, 2022, meaning that sources constructed prior to that date will be considered existing sources with later compliance deadlines under state plans.

The final rule gives states, along with federal tribes that wish to regulate existing sources, two years to develop and submit their plans for reducing methane emissions from existing sources.

The final emissions guidelines under Subpart OOOOc provide three years from the plan submission deadline for existing sources to comply.

The Pipeline and Hazardous Materials Safety Administration (“PHMSA”) and the Department of Interior continue to focus on regulatory initiatives to control methane emissions from upstream and midstream equipment.

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Supreme Court held in its 2011 decision American Electric Power Co.

Connecticut that, with respect to claims concerning GHG emissions, the federal common law of nuisance was displaced by the CAA, the Court left open the question of whether tort claims against sources of GHG emissions alleging property damage may proceed under state common law.

GHG emissions alleging property damage may proceed under state common law.

There thus remains some litigation risk for such claims.

Due to the uncertainties surrounding the regulation of and other risks associated with GHG emissions, we cannot predict the financial impact of related developments on us.

Legislation or regulations that may be adopted to address climate change could also affect the markets for our products by making our products more or less desirable than competing sources of energy.

To the extent that our products are competing with higher GHG emitting energy sources, our products would become more desirable in the market with more stringent limitations on GHG emissions.

To the extent that our products are competing with lower GHG emitting energy sources such as solar and wind, our products would become less desirable in the market with more stringent limitations on GHG emissions.

We cannot predict with any certainty at this time how these possibilities may affect our operations.

The majority of scientific studies on climate change suggest that extreme weather conditions and other risks may occur in the future in the areas where we operate, although the scientific studies are not unanimous.

Although operators may take steps to mitigate any such risks, no assurance can be given that they will not have a material adverse effect on our business.

Human Capital Resources

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and company-supported health savings accounts and flexible spending accounts.

We offer many additional programs to support the wellness of our workforce, including an onsite fitness center at our executive offices, a flexible paid time off and vacation policy, and a flexible remote work policy.

We recognize the importance of investing in our employees’ professional development, and are committed to ensuring that all employees are prepared for every aspect of their day-to-day roles, and have the opportunity to further their professional

development through appropriate external educational programs.

We offer tuition reimbursement benefits for various extended educational learning opportunities.

We offer many additional programs to support the wellness of our workforce, including an onsite fitness center at our executive offices and a flexible paid time off and vacation policy.

We recognize the importance of investing in our employees’ professional development, and are committed to ensuring that all employees are prepared for every aspect of their day-to-day roles.

We have a multi-year rotational analyst development program, to ensure that we are hiring and developing new talent and offering cross-functional exposure and learning experience.

This program was designed with the intent of developing an internally trained pool of future leaders that have a wholistic view of our systems, processes and operations.

We also support employees’ seeking to further their professional development through appropriate external educational programs, and offer tuition reimbursement benefits for various extended educational learning opportunities.

We are committed to providing a workplace environment free of discrimination and harassment, where all individuals are treated with respect and dignity, can contribute fully, and have equal opportunities.

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Available Information – Reports to Security Holders

Our website address is www.northernoil.com .

Our website address is www.noginc.com.

We make available on this website, free of charge, our annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, proxy statements and amendments to those reports as soon as reasonably practicable after we electronically file those materials with, or furnish those materials to, the SEC.

Electronic filings with the SEC are also available on the SEC internet website at www.sec.gov.

We have also posted to our website our Audit Committee Charter, Compensation Committee Charter, Governance, Nominating and ESG Committee Charter, Corporate Governance Guidelines, Code of Business Conduct and Ethics and Insider Trading Policy, in addition to all pertinent company contact information.

We have also posted to our website our Bylaws, Audit Committee Charter, Compensation Committee Charter, Governance, Nominating and ESG Committee Charter, Executive Committee Charter, Acquisition Committee Charter, Corporate Governance Guidelines, Code of Business Conduct and Ethics, Insider Trading Policy and Clawback Policy, in addition to all pertinent company contact information.

In certain circumstances, we may post information, such as presentation materials and press releases, to our corporate website, www.noginc.com, or our investor relations website to expedite public access to information regarding the Company in lieu of making a filing with the SEC for first disclosure of the information.

When permissible, we expect to continue to do so without also providing disclosure of this information through filings with the SEC.

Where we have included internet addresses in this Annual Report on Form 10-K, we have included those internet addresses as inactive textual references only.

Except as specifically incorporated by reference into this Annual Report on Form 10-K, information on those websites is not part hereof.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 1. Business