Statement of Changes in Beneficial Ownership (4)

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 OF SECURITIES
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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 AVE, SUITE 600	3. Date of Earliest Transaction (MM/DD/YYYY) 2/5/2021
(Street) DALLAS, TX 75219 (City) (State) (Zip)	4. If Amendment, Date Original Filed (MM/DD/YYYY)	6. Individual or Joint/Group Filing (Check Applicable Line) ___ Form filed by One Reporting Person _ X _ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	3. Trans. 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)
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock, $0.001 par value per share	2/5/2021		P		512821	A	$9.75 ⁽¹⁾	9805919 ⁽²⁾⁽³⁾	D

*Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)*
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	4. Trans. 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		7. Title and Amount of Securities Underlying Derivative Security (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)
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)			11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:
(1)	The shares were purchased by Robert B. Rowling from the underwriters in a public offering of Common Stock by Northern Oil and Gas, Inc. at the public offering price.
(2)	6,876,829 of the reported securities are owned directly by TRT Holdings, Inc., 1,774,980 of the reported securities are owned directly by Cresta Investments, LLC, 134,422 of the reported securities are owned directly by Cresta Greenwood, LLC, 171,100 of the reported securities are owned directly by TTBR Investments LLC, 171,100 of the reported securities are owned directly by TRBRJR Investments LLC, and 677,488 of the reported securities are owned directly by Robert B. Rowling. The number of shares reflects a 1-for-10 reverse stock split effected by Northern Oil and Gas, Inc. subsequent to the Reporting Persons' most recent filing on Form 4.
(3)	Mr. Rowling may be deemed to beneficially own 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, his indirect ownership of 100% of the ownership interests in Cresta Greenwood, LLC, and his status as trustee of the direct owner of 100% of the ownership interests in TTBR Investments LLC and TRBRJR Investments LLC.

Reporting Owners
Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Rowling Robert B. 4001 MAPLE AVE, SUITE 600 DALLAS, TX 75219		X
TRT Holdings Inc 4001 MAPLE AVE, SUITE 600 DALLAS, TX 75219		X
Cresta Investments, LLC 4001 MAPLE AVE, SUITE 600 DALLAS, TX 75219		X
Cresta Greenwood, LLC 4001 MAPLE AVE, SUITE 600 DALLAS, TX 75219		X
TTBR Investments LLC 4001 MAPLE AVE, SUITE 600 DALLAS, TX 75219		X
TRBRJR Investments LLC 4001 MAPLE AVE, SUITE 600 DALLAS, TX 75219		X

Signatures
/s/ Robert B. Rowling		2/9/2021
^**Signature of Reporting Person		Date
/s/ Paul A. Jorge, Senior Vice President, on behalf of TRT Holdings, Inc.		2/9/2021
^**Signature of Reporting Person		Date
/s/ Paul A. Jorge, Secretary, on behalf of Cresta Investments, LLC		2/9/2021
^**Signature of Reporting Person		Date
/s/ Paul A. Jorge, Vice President, on behalf of Cresta Greenwood, LLC		2/9/2021
^**Signature of Reporting Person		Date
/s/ Paul A. Jorge, Vice President, on behalf of TTBR Investments LLC		2/9/2021
^**Signature of Reporting Person		Date
/s/ Paul A. Jorge, Vice President, on behalf of TRBRJR Investments LLC		2/9/2021
^**Signature of Reporting Person		Date