Sec Form 4 Filing - Rowling Robert B. @ NORTHERN OIL & GAS, INC. - 2022-01-05

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Rowling Robert B. 2. Issuer Name and Ticker or Trading Symbol NORTHERN OIL & GAS, INC. [ NOG] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 4001 MAPLE AVENUE, SUITE 600 3. Date of Earliest Transaction (MM/DD/YY) 01/05/2022 (Street) DALLAS, TX75219 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock, $0.001 par value per share 01/05/2022 J( 1 ) 171,100 D $ 0 9,134,819 I See footnote( 2 ) Common Stock, $0.001 par value per share 01/05/2022 J( 3 ) 171,100 D $ 0 8,963,719 I See footnote( 4 )

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Rowling Robert B. 4001 MAPLE AVENUE, SUITE 600 DALLAS, TX75219 X Signatures /s/ Robert B. Rowling 01/05/2022 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The reporting person was trustee of a trust that owned 100% of the ownership interests in TTBR Investments LLC, the direct owner of 171,100 shares of Common Stock of the Issuer. On January 5, 2022, the reporting person caused the trust to be dissolved and the ownership interests in TTBR Investments LLC to be distributed to the beneficiary of the trust. The reporting person no longer has any beneficial ownership interest in such shares. ( 2 )6,876,829 of the shares are owned directly by TRT Holdings, Inc., 1,409,402 shares are owned directly by Cresta Investments, LLC, and 677,488 shares are owned directly by the Rowling Family 2012 Long Term Trust, a family trust for which Robert B. Rowling serves as trustee and the beneficiaries of which are his family members (the "Trust"). Robert B. Rowling may be deemed to beneficially own all of such shares due to his direct or indirect ownership interests in TRT Holdings, Inc. and Cresta Investments, LLC and his status as trustee of the Trust and the pecuniary interests of his family members as beneficiaries thereof. 171,100 of the shares were owned directly by TRBRJR Investments LLC (see footnote 3, below). ( 3 )The reporting person was trustee of a trust that owned 100% of the ownership interests in TRBRJR Investments LLC, the direct owner of171,100 shares of Common Stock of the Issuer. On January 5, 2022, the reporting person caused the trust to be dissolved and the ownershipinterests in TRBRJR Investments LLC to be distributed to the beneficiary of the trust. The reporting person no longer has any beneficialownership interest in such shares. ( 4 )The shares are owned directly by TRT Holdings, Inc., Cresta Investments, LLC and the Trust in the amounts stated in footnote 2, above.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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