DNOW Inc (DNOW)

DNOW Reports First Quarter 2026 ResultsMay 7, 2026 6:45 AM
Business Wire Earnings Conference Call
May 7, 2026
8:00 a.m. CT
1 (888) 660-6431 (within North America)
1 (929) 203-2118 (outside of North America)
Access Code: 7372055
Webcast: ir.dnow.com DNOW Inc. (NYSE: DNOW) announced results for the first quarter ended March 31, 2026. Recent Capital Allocation Actions Repurchased $50 million of common stock, under the $160 million share repurchase program Completed acquisition of Edge Controls for $46 million in February, expanding our differentiated automation and controls capabilities within U.S. Process Solutions First Quarter 2026 Highlights Revenue was $1,183 million Gross profit was $193 million, or 16.3% of revenue, and adjusted gross profit was $256 million, or 21.6% of revenue Net loss attributable to DNOW Inc. was $44 million, or ($0.24) per diluted share and adjusted net income attributable to DNOW Inc. was $3 million, or $0.01 per diluted share Adjusted EBITDA was $39 million, or 3.3% of revenue Cash used in operating activities was $95 million Cash and cash equivalents was $116 million and long-term debt was $571 million at March 31, 2026 with total liquidity of approximately $379 million David Cherechinsky, President and CEO of DNOW, added, “I am pleased with our achievements in the quarter as we completed our first full quarter with MRC Global. We advanced the integration of our upstream and midstream operations, delivered sequential revenue growth in the midstream and gas utility sectors and are beginning to see early traction from new data center related awards. This combination creates a more diversified and less cyclical business, supported by multiple, durable growth drivers. In the first quarter, we demonstrated our commitment to disciplined capital allocation by repurchasing $50 million of shares, our highest level to date, and enhanced our capabilities with the completion of our twenty-sixth acquisition, Edge Controls. We will remain focused on being opportunistic in returning capital to our shareholders. I want to thank our team members for their continued dedication and adaptability as we execute our integration plan and capture synergies ahead of schedule. With respect to the ERP conversion, we are taking targeted, decisive actions to enhance system performance and drive operational efficiencies. We are confident these actions will strengthen our foundation and deliver meaningful earnings growth and long-term value for the business.” Prior to the earnings conference call a presentation titled “DNOW First Quarter 2026 Earnings Presentation” will be available on the Company’s Investor Relations website. About DNOW DNOW is a premier energy and industrial solutions provider with a legacy of over 160 years as a leading distributor of pipe, valves, fittings (PVF), gas products, pumps and fabricated equipment. Headquartered in Houston, Texas, with approximately 5,150 employees and a global network of distribution and engineering locations; we provide a broad mix of quality products our customers require to build and maintain essential infrastructure across the upstream, gas utilities, downstream and industrial and midstream markets. We deliver a comprehensive range of value-added supply chain solutions and technical product expertise, supported by advanced digital offerings. Our products and resources enable our customers to run their operations more efficiently and effectively, helping them to meet and exceed their business goals. Statements made in this press release that are forward-looking in nature are intended to be "forward-looking statements" within the meaning of Section 21E of the Securities Exchange Act of 1934 and may involve risks and uncertainties. These statements may differ materially from actual future events or results. Readers are referred to documents filed by DNOW Inc. with the U.S. Securities and Exchange Commission, which identify significant risk factors which could cause actual results to differ from those contained in the forward-looking statements. DNOW INC. CONSOLIDATED BALANCE SHEETS (In millions, except share and per share data)       March 31, 2026     December 31, 2025       (Unaudited)         ASSETS             Current assets:             Cash and cash equivalents   $ 116     $ 164   Receivables, net     889       874   Inventories, net     1,193       1,192   Prepaid and other current assets     52       48   Total current assets     2,250       2,278   Property, plant and equipment, net     261       264   Operating right-of-use assets     161       160   Deferred income taxes     12       11   Goodwill     652       617   Intangibles, net     563       565   Other assets     28       29   Total assets   $ 3,927     $ 3,924                 LIABILITIES AND STOCKHOLDERS' EQUITY             Current liabilities:             Accounts payable   $ 662     $ 653   Accrued liabilities     254       300   Other current liabilities     13       21   Total current liabilities     929       974   Long-term debt     571       411   Long-term operating lease liabilities     118       129   Deferred income taxes     95       99   Other long-term liabilities     71       73   Total liabilities     1,784       1,686   Commitments and contingencies             Stockholders' equity:             Common stock - par value $0.01; 330 million shares authorized; 182,671,497 and 186,125,254 shares issued and outstanding at March 31, 2026 and December 31, 2025, respectively     2       2   Additional paid-in capital     3,142       3,193   Accumulated deficit     (880 )     (836 ) Accumulated other comprehensive loss     (126 )     (126 ) DNOW Inc. stockholders' equity     2,138       2,233   Noncontrolling interests     5       5   Total stockholders' equity     2,143       2,238   Total liabilities and stockholders' equity   $ 3,927     $ 3,924   DNOW INC. CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) (In millions, except per share data)     Three months ended     March 31,     December 31,     2026     2025     2025   Revenue $ 1,183     $ 599     $ 959   Cost of products   990       461       891   Gross profit   193       138       68   Selling, general and administrative expenses   243       109       226   Impairment and other charges   —       —       12   Operating (loss) profit   (50 )     29       (170 ) Other (expense) income   (10 )     —       (6 ) (Loss) income before income taxes   (60 )     29       (176 ) Income tax (benefit) provision   (16 )     7       (29 ) Net (loss) income   (44 )     22       (147 ) Net income attributable to noncontrolling interests   —       1       —   Net (loss) income attributable to DNOW Inc. $ (44 )   $ 21     $ (147 ) (Loss) earnings per share attributable to DNOW Inc. stockholders:                 Basic $ (0.24 )   $ 0.19     $ (0.95 ) Diluted $ (0.24 )   $ 0.19     $ (0.95 ) Weighted-average common shares outstanding, basic   186       106       155   Weighted-average common shares outstanding, diluted   186       107       155   DNOW INC. SUPPLEMENTAL INFORMATION BUSINESS SEGMENTS (UNAUDITED) (In millions)     Three months ended     March 31,     December 31,     2026     2025     2025   Revenue:                 United States $ 985     $ 474     $ 765   Canada   51       62       51   International   147       63       143   Total revenue $ 1,183     $ 599     $ 959   U.S. GENERALLY ACCEPTED ACCOUNTING PRINCIPLES (GAAP) TO NON-GAAP RECONCILIATIONS In an effort to provide investors with additional information regarding our results as determined by GAAP, we disclose various non-GAAP financial measures in our quarterly earnings press releases and other public disclosures. The non-GAAP financial measures include: (i) adjusted gross profit, (ii) adjusted gross profit as a percentage of revenue, (iii) adjusted earnings before interest, taxes, depreciation and amortization and excluding other costs (Adjusted EBITDA), (iv) Adjusted EBITDA as a percentage of revenue, (v) adjusted net income attributable to DNOW Inc., (vi) adjusted diluted earnings per share attributable to DNOW Inc. stockholders, (vii) net debt and (viii) net debt leverage ratio. We use these non-GAAP financial measures to evaluate and manage the Company’s operations because we believe they provide useful supplemental information regarding the financial performance of our business. These non-GAAP financial measures are not intended to replace the GAAP financial measures. The Company defines Adjusted Gross Profit as revenue, less cost of products, plus amortization of intangibles, plus inventory-related charges incremental to normal operations, plus transaction costs associated with acquisitions, such as inventory fair value step-up or write-downs and plus or minus the impact of our Last-In, First-Out (“LIFO”) inventory costing methodology. We define Adjusted EBITDA as net (loss) income plus interest, taxes, depreciation and amortization and excluding other costs, such as stock-based compensation, restructuring and exit costs, transaction-related charges, long-lived asset impairments (including goodwill and intangible assets), inventory-related charges incremental to normal operations and plus or minus the impact of our LIFO inventory costing methodology. Transaction-related charges include transaction costs, inventory fair value step-up, retention bonus accruals and integration expenses associated with acquisitions. We define Net Debt as total long-term debt, including current portion, minus cash. We define our net debt leverage ratio as Net Debt divided by trailing twelve months Adjusted EBITDA. The Company believes Net Debt is an indicator of the extent to which the Company’s outstanding debt obligations could be satisfied by cash on hand and a useful metric for investors to evaluate the Company’s leverage position. We believe the net debt leverage ratio is a commonly used metric that management and investors use to assess the borrowing capacity of the Company. A reconciliation of each of these non-GAAP financial measures to its most comparable GAAP financial measure is included in the schedules herein. Totals in the schedules herein may not foot due to rounding. GROSS PROFIT TO ADJUSTED GROSS PROFIT RECONCILIATION (UNAUDITED) (In millions)     Three months ended     March 31,     December 31,     2026   As a % of revenue   2025   As a % of revenue     2025   As a % of revenue   Gross profit, as reported $ 193     16.3 % $ 138     23.0 %   $ 68     7.1 % Amortization of intangibles   6         2           5       Increase in LIFO reserve   16         1           9       Inventory-related transaction charges   41         —           135       Adjusted Gross Profit $ 256     21.6 % $ 141     23.5 %   $ 217     22.6 % NET (LOSS) INCOME ATTRIBUTABLE TO DNOW INC. STOCKHOLDERS TO ADJUSTED EBITDA RECONCILIATION (UNAUDITED) (In millions)     Three months ended     March 31,     December 31,     2026   As a % of revenue   2025(1)   As a % of revenue     2025   As a % of revenue   Net (loss) income attributable to DNOW Inc. $ (44 )   (3.7 )% $ 21     3.5 %   $ (147 )   (15.3 )% Net income attributable to noncontrolling interests   —         1           —       Interest expense (income), net   8         (1 )         4       Income tax (benefit) provision   (16 )       7           (29 )     Depreciation and amortization   23         11           20       Stock-based compensation (2)   4         3           4       Increase in LIFO reserve   16         1           9       Transaction-related charges (3)   5         2           51       Impairment and other charges (4)   —         —           12       Inventory-related transaction charges (5)   41         —           135       Restructuring and exit costs (3)   —         1           —       Other (6)   2         —           2       Adjusted EBITDA $ 39     3.3 % $ 46     7.7 %   $ 61     6.4 %  (1) The three months ended March 31, 2025 includes a change in accounting principle adjustment decreasing the previously reported net income attributable to DNOW Inc. by $1 million.  (2) For the three months ended March 31, 2026 and 2025, stock-based compensation excludes $1 million and less than $1 million, respectively, as such amounts were reported in transaction-related charges. For the three months ended December 31, 2025, stock-based compensation excludes $13 million as such amounts were reported in transaction-related charges.  (3) Transaction-related charges and restructuring and exit costs are included in selling, general and administrative expenses.  (4) For the three months ended December 31, 2025, impairment and other charges included $12 million of foreign currency translation losses as a result of substantially completing the liquidation of certain foreign subsidiaries in the International segment.  (5) Inventory-related transaction charges are included in cost of products. For the three months ended March 31, 2026 and December 31, 2025, inventory-related transaction charges included $41 million and $135 million, respectively, of charges related to inventory step-up.  (6) For the three months ended March 31, 2026 and December 31, 2025, other costs included $2 million related to foreign currency losses in both periods. NET (LOSS) INCOME ATTRIBUTABLE TO DNOW INC. STOCKHOLDERS TO ADJUSTED NET INCOME ATTRIBUTABLE TO DNOW INC. STOCKHOLDERS RECONCILIATION (UNAUDITED) (In millions)     Three months ended     March 31,     December 31,     2026     2025(1)     2025   Net (loss) income attributable to DNOW Inc. $ (44 )   $ 21     $ (147 ) Increase in LIFO reserve   16       1       9   Transaction-related charges   5       2       51   Impairment and other charges   —       —       12   Inventory-related transaction charges   41       —       135   Restructuring and exit costs   —       1       —   Tax benefit(2)   (15 )     (1 )     (37 ) Adjusted net income attributable to DNOW Inc. $ 3     $ 24     $ 23   (1) The three months ended March 31, 2025 includes a change in accounting principle adjustment decreasing the previously reported net income attributable to DNOW Inc. by $1 million. (2) The tax effect of non-GAAP reconciling items is calculated based on the nature of the item and/or the tax jurisdiction in which the reconciling item has been incurred and applying the specific tax rate or tax treatment to each item. DILUTED (LOSS) EARNINGS PER SHARE ATTRIBUTABLE TO DNOW INC. STOCKHOLDERS TO ADJUSTED DILUTED EARNINGS PER SHARE ATTRIBUTABLE TO DNOW INC. STOCKHOLDERS RECONCILIATION (UNAUDITED)     Three months ended     March 31,     December 31,     2026     2025(1)     2025   Diluted (loss) earnings per share attributable to DNOW Inc. stockholders $ (0.24 )   $ 0.19     $ (0.95 ) Increase in LIFO reserve   0.08       0.01       0.06   Transaction-related charges   0.03       0.02       0.33   Impairment and other charges   —       —       0.08   Inventory-related transaction charges   0.22       —       0.87   Restructuring and exit costs   —       0.01       —   Tax benefit(2)   (0.08 )     (0.01 )     (0.24 ) Adjusted diluted earnings per share attributable to DNOW Inc. stockholders $ 0.01     $ 0.22     $ 0.15    (1) The three months ended March 31, 2025 includes a change in accounting principle adjustment decreasing the previously reported diluted earnings per share attributable to DNOW Inc. stockholders by $0.01.  (2) The tax effect of non-GAAP reconciling items is calculated based on the nature of the item and/or the tax jurisdiction in which the reconciling item has been incurred and applying the specific tax rate or tax treatment to each item. LONG-TERM DEBT TO NET DEBT AND NET DEBT LEVERAGE RATIO CALCULATION (UNAUDITED) (In millions)       March 31,       2026   Long-term debt   $ 571   Plus: current portion of debt obligations     —   Total debt     571   Less: cash     116   Net Debt   $ 455           Net Debt   $ 455   Trailing twelve months Adjusted EBITDA     202   Net Debt Leverage Ratio   2.3x     View source version on businesswire.com: https://www.businesswire.com/news/home/20260507102488/en/ Mark Johnson
Senior Vice President and Chief Financial Officer
(281) 823-4754 Original: DNOW Reports First Quarter 2026 Results

DNOW Announces First Quarter 2026 Earnings Conference CallMay 4, 2026 6:45 AM
Business Wire
DNOW Inc. (NYSE:DNOW) has scheduled a conference call to discuss the results for the first quarter of 2026 on Thursday, May 7, 2026 at 8:00 am (US Central Time). Financial results for the first quarter ending March 31, 2026 are expected to be released that morning before the market opens.


The call will be broadcast through the Investor Relations link on DNOW’s website at ir.dnow.com on a listen-only basis. Listeners should log in prior to the start of the call to register for the webcast. A replay of the call will be available online for thirty days following the conference call. Participants may also join the conference call by dialing 1-888-660-6431 within North America or 1-929-203-2118 outside of North America, Access Code: 7372055, fifteen minutes prior to the scheduled start time and asking for the “DNOW Earnings Conference Call.”


DNOW is a premier energy and industrial solutions provider with a legacy of over 160 years as a leading distributor of pipe, valves, fittings (PVF), gas products, pumps and fabricated equipment. Headquartered in Houston, Texas, with approximately 5,200 employees and a global network of distribution and engineering locations; we provide a broad mix of quality products our customers require to build and maintain essential infrastructure across the upstream, gas utilities, downstream and industrial, and midstream markets. We deliver a comprehensive range of value-added supply chain solutions and technical product expertise, supported by advanced digital offerings. Our products and resources enable our customers to run their operations more efficiently and effectively, helping them to meet and exceed their business goals.

View source version on businesswire.com: https://www.businesswire.com/news/home/20260504583306/en/
Mark Johnson

Senior Vice President and Chief Financial Officer

(281) 823-4754


Original: DNOW Announces First Quarter 2026 Earnings Conference Call

DNOW Reports Fourth Quarter and Full-Year 2025 ResultsFebruary 20, 2026 6:45 AM
Business Wire
Earnings Conference Call

February 20, 2026

8:00 a.m. CT

1 (888) 660-6431 (within North America)

1 (929) 203-2118 (outside of North America)

Access Code: 7372055

Webcast: ir.dnow.com 


DNOW Inc. (NYSE: DNOW) announced results for the fourth quarter and year ended December 31, 2025.


Completed Merger with MRC Global Inc.



On November 6, 2025, DNOW completed its acquisition of MRC Global in an all-stock transaction



Annual merger cost synergies are ahead of plan, with first-year savings now projected at $23 million, or 35% above target, while maintaining our $70 million three-year synergy commitment



Full-Year 2025 Highlights



Revenue was $2,820 million



Gross profit was $478 million, or 17.0% of revenue, and adjusted gross profit was $651 million, or 23.1% of revenue



Net loss attributable to DNOW Inc. was $89 million, or $(0.76) per diluted share, primarily due to transaction charges, and adjusted net income attributable to DNOW Inc. was $104 million, or $0.86 per diluted share



Adjusted EBITDA was $209 million, or 7.4% of revenue



Cash provided by operating activities was $155 million



Repurchased $37 million of common stock



Cash and cash equivalents was $164 million and long-term debt was $411 million at December 31, 2025 with total liquidity of approximately $588 million



Fourth Quarter 2025 Highlights



Revenue was $959 million



Gross profit was $68 million, or 7.1% of revenue, and adjusted gross profit was $217 million, or 22.6% of revenue



Net loss attributable to DNOW Inc. was $147 million, or $(0.95) per diluted share, primarily due to transaction charges, and adjusted net income attributable to DNOW Inc. was $23 million, or $0.15 per diluted share



Adjusted EBITDA was $61 million, or 6.4% of revenue



Cash provided by operating activities was $83 million



Repurchased $10 million of common stock



David Cherechinsky, President and CEO of DNOW, added, “DNOW delivered strong financial results in 2025 generating $2.8 billion in revenue, with Adjusted EBITDA totaling 7.4% of revenues. Excluding the contribution from MRC Global in the fourth quarter, 2025 marked DNOW’s fifth consecutive year of revenue growth and its highest Adjusted EBITDA year ever.


The merger with MRC Global expands DNOW's growth opportunities and strategically positions the Company for long-term success. I am encouraged by the strong start to our integration efforts and the early progress of our synergy realization initiatives, which we expect will create meaningful value for our combined business over time.


As we move into 2026, we have taken targeted actions to address persistent challenges related to the U.S. MRC Global ERP system transition, which went live in the third quarter of 2025. While these complexities have created near-term obstacles, we are actively addressing them and remain focused on positioning the business for long-term growth.


I am humbled to represent the talented women and men of DNOW who work hard every day to serve our customers and compete in the market. Their dedication gives me confidence in our future as we lay the groundwork for 2026 and beyond.”


Prior to the earnings conference call a presentation titled “DNOW Fourth Quarter and Full-Year 2025 Earnings Presentation” will be available on the Company’s Investor Relations website.


About DNOW


DNOW is a premier energy and industrial solutions provider with a legacy of over 160 years as a leading distributor of pipe, valves, fittings (PVF), gas products, pumps and fabricated equipment. Headquartered in Houston, Texas, with approximately 5,300 employees and a global network of distribution and engineering locations; we provide a broad mix of quality products our customers require to build and maintain essential infrastructure across the upstream, midstream, gas utilities, downstream, energy transition and industrial markets. We deliver a comprehensive range of value-added supply chain solutions and technical product expertise, supported by advanced digital offerings. Our products and resources enable our customers to run their operations more efficiently and effectively, helping them to meet and exceed their business goals.


Statements made in this press release that are forward-looking in nature are intended to be "forward-looking statements" within the meaning of Section 21E of the Securities Exchange Act of 1934 and may involve risks and uncertainties. These statements may differ materially from actual future events or results. Readers are referred to documents filed by DNOW Inc. with the U.S. Securities and Exchange Commission, which identify significant risk factors which could cause actual results to differ from those contained in the forward-looking statements.




DNOW INC.




CONSOLIDATED BALANCE SHEETS (UNAUDITED)




(In millions, except share and per share data)










 





 



 






 






December 31,






 








 






 






2025






 






 






2024






 








ASSETS






 






 






 






 








Current assets:






 






 






 






 






 






 








Cash and cash equivalents






 






$






164






 






 






$






256






 








Receivables, net






 






 






874






 






 






 






388






 








Inventories, net






 






 






1,192






 






 






 






352






 








Prepaid and other current assets






 






 






48






 






 






 






32






 








Total current assets






 






 






2,278






 






 






 






1,028






 








Property, plant and equipment, net






 






 






264






 






 






 






157






 








Operating right-of-use assets






 






 






160






 






 






 






40






 








Deferred income taxes






 






 






11






 






 






 






93






 








Goodwill






 






 






617






 






 






 






230






 








Intangibles, net






 






 






565






 






 






 






65






 








Other assets






 






 






29






 






 






 






8






 








Total assets






 






$






3,924






 






 






$






1,621






 








 






 






 






 






 






 






 








LIABILITIES AND STOCKHOLDERS' EQUITY






 






 






 






 








Current liabilities:






 






 






 






 






 






 








Accounts payable






 






$






653






 






 






$






300






 








Accrued liabilities






 






 






300






 






 






 






130






 








Other current liabilities






 






 






21






 






 






 






12






 








Total current liabilities






 






 






974






 






 






 






442






 








Long-term debt






 






 






411






 






 






 






—






 








Long-term operating lease liabilities






 






 






129






 






 






 






29






 








Deferred income taxes






 






 






99






 






 






 






—






 








Other long-term liabilities






 






 






73






 






 






 






22






 








Total liabilities






 






 






1,686






 






 






 






493






 








Commitments and contingencies






 






 






 






 






 






 








Stockholders' equity:






 






 






 






 






 






 








Common stock - par value $0.01; 330 million shares authorized;

186,125,254 and 105,652,963 shares issued and outstanding at December 31, 2025

and 2024, respectively






 






 






2






 






 






 






1






 








Additional paid-in capital






 






 






3,193






 






 






 






2,023






 








Accumulated deficit






 






 






(836






)






 






 






(747






)








Accumulated other comprehensive loss






 






 






(126






)






 






 






(153






)








DNOW Inc. stockholders' equity






 






 






2,233






 






 






 






1,124






 








Noncontrolling interest






 






 






5






 






 






 






4






 








Total stockholders' equity






 






 






2,238






 






 






 






1,128






 








Total liabilities and stockholders' equity






 






$






3,924






 






 






$






1,621






 









DNOW INC.




CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)




(In millions, except per share data)




 








 













 






Three Months Ended






 






 






Year Ended






 








 






December 31,






 






 






September 30,






 






 






December 31,






 








 






2025






 






 






2024






 






 






2025






 






 






2025






 






 






2024






 








Revenue






$






959






 






 






$






571






 






 






$






634






 






 






$






2,820






 






 






$






2,373






 








Cost of products






 






891






 






 






 






438






 






 






 






491






 






 






 






2,342






 






 






 






1,842






 








Gross profit






 






68






 






 






 






133






 






 






 






143






 






 






 






478






 






 






 






531






 








Selling, general and administrative expenses






 






226






 






 






 






103






 






 






 






112






 






 






 






559






 






 






 






416






 








Impairment and other charges






 






12






 






 






 






1






 






 






 






—






 






 






 






12






 






 






 






6






 








Operating (loss) profit






 






(170






)






 






 






29






 






 






 






31






 






 






 






(93






)






 






 






109






 








Other (expense) income






 






(6






)






 






 






1






 






 






 






(1






)






 






 






(7






)






 






 






1






 








(Loss) income before income taxes






 






(176






)






 






 






30






 






 






 






30






 






 






 






(100






)






 






 






110






 








Income tax (benefit) provision






 






(29






)






 






 






7






 






 






 






7






 






 






 






(12






)






 






 






31






 








Net (loss) income






 






(147






)






 






 






23






 






 






 






23






 






 






 






(88






)






 






 






79






 








Net income attributable to noncontrolling interest






 






—






 






 






 






—






 






 






 






—






 






 






 






1






 






 






 






1






 








Net (loss) income attributable to DNOW Inc.






$






(147






)






 






$






23






 






 






$






23






 






 






$






(89






)






 






$






78






 








 






 






 






 






 






 






 






 






 






 






 






 






 






 






 








(Loss) earnings per share attributable to DNOW Inc. stockholders:






 






 






 






 






 






 






 






 






 






 






 






 






 






 








Basic






$






(0.95






)






 






$






0.22






 






 






$






0.21






 






 






$






(0.76






)






 






$






0.72






 








Diluted






$






(0.95






)






 






$






0.21






 






 






$






0.21






 






 






$






(0.76






)






 






$






0.71






 








Weighted-average common shares outstanding, basic






 






155






 






 






 






106






 






 






 






105






 






 






 






118






 






 






 






106






 








Weighted-average common shares outstanding, diluted






 






155






 






 






 






107






 






 






 






106






 






 






 






118






 






 






 






107






 









DNOW INC.




SUPPLEMENTAL INFORMATION






BUSINESS SEGMENTS (UNAUDITED)




(In millions)












 



 






Three Months Ended






 






 






Year Ended






 








 






December 31,






 






 






September 30,






 






 






December 31,






 








 






2025






 






 






2024






 






 






2025






 






 






2025






 






 






2024






 








Revenue:






 






 






 






 






 






 






 






 






 






 






 






 






 






 








United States






$






765






 






 






$






451






 






 






$






527






 






 






$






2,294






 






 






$






1,880






 








Canada






 






51






 






 






 






66






 






 






 






53






 






 






 






214






 






 






 






253






 








International






 






143






 






 






 






54






 






 






 






54






 






 






 






312






 






 






 






240






 








Total revenue






$






959






 






 






$






571






 






 






$






634






 






 






$






2,820






 






 






$






2,373






 







U.S. GENERALLY ACCEPTED ACCOUNTING PRINCIPLES (GAAP) TO NON-GAAP RECONCILIATIONS


In an effort to provide investors with additional information regarding our results as determined by GAAP, we disclose various non-GAAP financial measures in our quarterly earnings press releases and other public disclosures. The non-GAAP financial measures include: (i) adjusted gross profit, (ii) adjusted gross profit as a percentage of revenue, (iii) adjusted earnings before interest, taxes, depreciation and amortization and excluding other costs (Adjusted EBITDA), (iv) Adjusted EBITDA as a percentage of revenue, (v) adjusted net (loss) income attributable to DNOW Inc., (vi) adjusted diluted earnings per share attributable to DNOW Inc. stockholders, (vii) net debt and (viii) net debt leverage ratio. We use these non-GAAP financial measures to evaluate and manage the Company’s operations because we believe they provide useful supplemental information regarding the financial performance of our business. These non-GAAP financial measures are not intended to replace the GAAP financial measures. The Company defines Adjusted Gross profit as revenue, less cost of products, plus amortization of intangibles, plus inventory-related charges incremental to normal operations, plus transaction costs associated with acquisitions, such as inventory fair value step-up or write-downs and plus or minus the impact of our LIFO inventory costing methodology. We define Adjusted EBITDA as net (loss) income plus interest, taxes, depreciation and amortization and excluding other costs, such as stock-based compensation, restructuring and exit costs, transaction related charges, long-lived asset impairments (including goodwill and intangible assets), inventory-related charges incremental to normal operations and plus or minus the impact of our LIFO inventory costing methodology. Transaction-related charges include transaction costs, inventory fair value step-up, retention bonus accruals and integration expenses associated with acquisitions. We define Net Debt as total long-term debt, including current portion, minus cash. We define our net debt leverage ratio as Net Debt divided by trailing twelve months Adjusted EBITDA. The Company believes Net Debt is an indicator of the extent to which the Company’s outstanding debt obligations could be satisfied by cash on hand and a useful metric for investors to evaluate the Company’s leverage position. We believe the net debt leverage ratio is a commonly used metric that management and investors use to assess the borrowing capacity of the Company. A reconciliation of each of these non-GAAP financial measures to its most comparable GAAP financial measure is included in the schedules herein. Totals in the schedules herein may not foot due to rounding.




GROSS PROFIT TO ADJUSTED GROSS PROFIT RECONCILIATION (UNAUDITED)




(In millions)












 



 






Three Months Ended






 






 






Year Ended






 








 






December 31,






 






 






September 30,






 






 






December 31,






 








 






2025






 






As a % of revenue






 






2024






 






As a % of revenue






 






 






2025






 






As a % of revenue






 






 






2025






 






As a % of revenue






 






2024






 






As a % of revenue






 








Gross profit, as reported






$






68






 






7.1






%






$






133






 






23.3






%






 






$






143






 






22.6






%






 






$






478






 






17.0






%






$






531






 






22.4






%








Amortization of intangibles






 






5






 






 






 






 






2






 






 






 






 






 






2






 






 






 






 






 






11






 






 






 






 






7






 






 






 








Increase in LIFO reserve






 






9






 






 






 






 






—






 






 






 






 






 






2






 






 






 






 






 






27






 






 






 






 






4






 






 






 








Inventory-related transaction charges






 






135






 






 






 






 






1






 






 






 






 






 






—






 






 






 






 






 






135






 






 






 






 






7






 






 






 








Adjusted Gross Profit






$






217






 






22.6






%






$






136






 






23.8






%






 






$






147






 






23.2






%






 






$






651






 






23.1






%






$






549






 






23.1






%









NET (LOSS) INCOME ATTRIBUTABLE TO DNOW INC. TO ADJUSTED EBITDA RECONCILIATION (UNAUDITED)




(In millions)












 



 






Three Months Ended






 






 






Year Ended






 








 






December 31,






 






 






September 30,






 






 






December 31,






 








 






2025






 






As a % of revenue






 






2024 (1)






 






As a % of revenue






 






 






2025 (1)






 






As a % of revenue






 






 






2025






 






As a % of revenue






 






2024 (1)






 






As a % of revenue






 








Net (loss) income attributable to DNOW Inc.






$






(147






)






(15.3






)%






$






23






 






4.0






%






 






$






23






 






3.6






%






 






$






(89






)






(3.2






)%






$






78






 






3.3






%








Net income attributable to noncontrolling interest






 






—






 






 






 






 






—






 






 






 






 






 






—






 






 






 






 






 






1






 






 






 






 






1






 






 






 








Interest expense (income), net






 






4






 






 






 






 






(2






)






 






 






 






 






—






 






 






 






 






 






2






 






 






 






 






(6






)






 






 








Income tax (benefit) provision






 






(29






)






 






 






 






7






 






 






 






 






 






7






 






 






 






 






 






(12






)






 






 






 






31






 






 






 








Depreciation and amortization






 






20






 






 






 






 






10






 






 






 






 






 






11






 






 






 






 






 






52






 






 






 






 






34






 






 






 








Increase in LIFO reserve






 






9






 






 






 






 






—






 






 






 






 






 






2






 






 






 






 






 






27






 






 






 






 






4






 






 






 








Stock-based compensation (2)






 






4






 






 






 






 






4






 






 






 






 






 






4






 






 






 






 






 






15






 






 






 






 






13






 






 






 








Transaction-related charges (3)






 






51






 






 






 






 






2






 






 






 






 






 






4






 






 






 






 






 






62






 






 






 






 






6






 






 






 








Impairment and other charges (4)






 






12






 






 






 






 






1






 






 






 






 






 






—






 






 






 






 






 






12






 






 






 






 






6






 






 






 








Inventory-related transaction charges (5)






 






135






 






 






 






 






1






 






 






 






 






 






—






 






 






 






 






 






135






 






 






 






 






7






 






 






 








Restructuring and exit costs (3)






 






—






 






 






 






 






—






 






 






 






 






 






—






 






 






 






 






 






2






 






 






 






 






2






 






 






 








Other (6)






 






2






 






 






 






 






(1






)






 






 






 






 






—






 






 






 






 






 






2






 






 






 






 






—






 






 






 








Adjusted EBITDA






$






61






 






6.4






%






$






45






 






7.9






%






 






$






51






 






8.0






%






 






$






209






 






7.4






%






$






176






 






7.4






%









(1)






The year ended December 31, 2024 includes a change in accounting principle adjustment decreasing the previously reported net income attributable to DNOW Inc. by $3 million. The three months ended September 30, 2025 includes a change in accounting principle adjustment decreasing the previously reported net income attributable to DNOW Inc. by $2 million.








(2)






For the three months and year ended December 31, 2025, stock-based compensation excludes $13 million and $14 million, respectively, as such amounts were reported in transaction-related charges. For the three months ended September 30, 2025, stock-based compensation excludes less than $1 million, as such amounts were reported in transaction-related charges.








(3)






Transaction-related charges and restructuring and exit costs are included in selling, general and administrative expenses.








(4)






For the three months and year ended December 31, 2025, impairment and other charges included $12 million of foreign currency translation losses as a result of substantially completing the liquidation of certain foreign subsidiaries in the International segment. For the three months and year ended December 31, 2024, impairment and other charges included $1 million and $6 million, respectively, of International restructuring charges for foreign currency translation losses.








(5)






Inventory-related transaction charges are included in cost of products. For the three months and year ended December 31, 2025, inventory-related transaction charges included $135 million of charges related to inventory step-up. For the year ended December 31, 2024, inventory-related transaction charges included $5 million of transaction-related charges, coupled with $2 million of inventory write-downs.








(6)






For the three months and year ended December 31, 2025, other costs included $2 million related to foreign currency losses.









NET (LOSS) INCOME ATTRIBUTABLE TO DNOW INC. STOCKHOLDERS TO ADJUSTED NET INCOME ATTRIBUTABLE TO DNOW INC. STOCKHOLDERS RECONCILIATION (UNAUDITED)




(In millions)












 



 






Three Months Ended






 






 






Year Ended






 








 






December 31,






 






 






September 30,






 






 






December 31,






 








 






2025






 






 






2024 (1)






 






 






2025 (1)






 






 






2025






 






 






2024 (1)






 








Net (loss) income attributable to DNOW Inc.






$






(147






)






 






$






23






 






 






$






23






 






 






$






(89






)






 






$






78






 








Increase in LIFO reserve






 






9






 






 






 






—






 






 






 






2






 






 






 






27






 






 






 






4






 








Transaction-related charges






 






51






 






 






 






2






 






 






 






4






 






 






 






62






 






 






 






6






 








Impairment and other charges






 






12






 






 






 






1






 






 






 






—






 






 






 






12






 






 






 






6






 








Inventory-related transaction charges






 






135






 






 






 






1






 






 






 






—






 






 






 






135






 






 






 






7






 








Restructuring and exit costs






 






—






 






 






 






—






 






 






 






—






 






 






 






2






 






 






 






2






 








Tax benefit(2)






 






(37






)






 






 






—






 






 






 






(1






)






 






 






(45






)






 






 






(3






)








Adjusted net income attributable to DNOW Inc.






$






23






 






 






$






27






 






 






$






28






 






 






$






104






 






 






$






100






 









(1)






The year ended December 31, 2024 and the three months ended September 30, 2025 include a change in accounting principle adjustment decreasing the previously reported net income attributable to DNOW Inc. by $3 million and $2 million, respectively. 








(2)






The tax effect of non-GAAP reconciling items is calculated based on the nature of the item and/or the tax jurisdiction in which the reconciling item has been incurred and applying the specific tax rate or tax treatment to each item. 







DILUTED (LOSS) EARNINGS PER SHARE ATTRIBUTABLE TO DNOW INC. STOCKHOLDERS TO ADJUSTED DILUTED EARNINGS PER SHARE ATTRIBUTABLE TO DNOW INC. STOCKHOLDERS RECONCILIATION (UNAUDITED)




 






Three Months Ended






 






 






Year Ended






 








 






December 31,






 






 






September 30,






 






 






December 31,






 








 






2025






 






 






2024






 






 






2025 (1)






 






 






2025






 






 






2024 (1)






 








Diluted (loss) earnings per share attributable to DNOW Inc. stockholders






$






(0.95






)






 






$






0.21






 






 






$






0.21






 






 






$






(0.76






)






 






$






0.71






 








Increase in LIFO reserve






 






0.06






 






 






 






—






 






 






 






0.02






 






 






 






0.22






 






 






 






0.04






 








Transaction-related charges






 






0.33






 






 






 






0.02






 






 






 






0.04






 






 






 






0.53






 






 






 






0.06






 








Impairment and other charges






 






0.08






 






 






 






0.01






 






 






 






—






 






 






 






0.10






 






 






 






0.05






 








Inventory-related transaction charges






 






0.87






 






 






 






0.01






 






 






 






—






 






 






 






1.14






 






 






 






0.06






 








Restructuring and exit costs






 






—






 






 






 






—






 






 






 






0.01






 






 






 






0.01






 






 






 






0.02






 








Tax benefit(2)






 






(0.24






)






 






 






—






 






 






 






(0.02






)






 






 






(0.38






)






 






 






(0.03






)








Adjusted diluted earnings per share attributable to DNOW Inc. stockholders






$






0.15






 






 






$






0.25






 






 






$






0.26






 






 






$






0.86






 






 






$






0.91






 









(1)






The year ended December 31, 2024 and the three months ended September 30, 2025 include a change in accounting principle adjustment decreasing the previously reported diluted earnings per share attributable to DNOW Inc. stockholders by $0.03 and $0.02, respectively.








(2)






The tax effect of non-GAAP reconciling items is calculated based on the nature of the item and/or the tax jurisdiction in which the reconciling item has been incurred and applying the specific tax rate or tax treatment to each item.









LONG-TERM DEBT TO NET DEBT AND NET DEBT LEVERAGE RATIO CALCULATION (UNAUDITED)




(In millions)










 



 






 






December 31,






 








 






 






2025






 








Long-term debt






 






$






411






 








Plus: current portion of debt obligations






 






 






—






 








Total debt






 






 






411






 








Less: cash






 






 






164






 








Net Debt






 






$






247






 








 






 






 






 








Net Debt






 






$






247






 








Adjusted EBITDA






 






 






209






 








Net Debt Leverage Ratio






 






1.2x






 







 

View source version on businesswire.com: https://www.businesswire.com/news/home/20260220721495/en/
Mark Johnson

Senior Vice President and Chief Financial Officer

(281) 823-4754


Original: DNOW Reports Fourth Quarter and Full-Year 2025 Results