DNOW Inc. (DNOW) SEC Filings & Earnings Calls
EquiReason read 11 DNOW Inc. SEC filings in the last 12 months. Latest: 8-K on 2026-08-06 — DNOW Q2 2026 revenue $1,307M (+108% YoY due to acquisition), adjusted EBITDA $60M (+54% sequentially), operating cash flow $133M record. U.S. midstream revenue surpassed $1B annual.
Source: SEC EDGAR filings · figures as of 2026-06-30 · read by EquiReason
- Market cap
- 2.8B
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- 4 Nov, in 11 days
Every filing, read
last 12 months · SECWhat happened, the numbers inside, guidance and risks. The original is one click away.
6 Aug 20268-K · 2.02DNOW Q2 2026 revenue $1,307M (+108% YoY due to acquisition), adjusted EBITDA $60M (+54% sequentially), operating cash flow $133M record. U.S. midstream revenue surpassed $1B annualized. Net debt leverage 1.7x. $75M YTD buybacks.earningsopen
Figures in the filing · each found in the filing text
| Revenue · Q2-2026 | $1.31B | +108% y/y |
| Gross profit · Q2-2026 | $243M | +88% y/y |
| Gross margin · Q2-2026 | 18.6% | |
| Adjusted gross profit · Q2-2026 | $272M | |
| Net loss attributable to DNOW Inc. · Q2-2026 | $-21M | |
| Adjusted net income attributable to DNOW Inc. · Q2-2026 | $21M | |
| Adjusted EBITDA · Q2-2026 | $60M | |
| Cash flow from operating activities · Q2-2026 | $133M | |
| Cash and cash equivalents · Q2-2026 | $114M | |
| Total long-term debt · Q2-2026 | $474M |
Risks flagged
GAAP net loss of $21M in Q2 2026 vs net income of $14M in prior year; includes impairment and other charges of $4M.
“Net loss attributable to DNOW Inc. was $21 million, or ($0.11) per diluted share” · word for word
Revenue growth of 108% YoY is largely acquisition-driven; organic growth not separately disclosed.
“Revenue was $1,307 million vs $628 million prior year; acquisition impact not quantified.”
6 Aug 202610-QDNOW reported a net loss in Q2 2026 due to MRC Global integration costs, LIFO charges, and margin compression, despite revenue more than doubling.earningsopen
Figures in the filing · each found in the filing text
| Revenue · Q2-2026 | $1.31B | +108% y/y |
| Net income (loss) attributable to DNOW Inc. · Q2-2026 | $-21M | |
| Adjusted EBITDA · Q2-2026 | $60M | +18% y/y |
| Cash and cash equivalents · 2026-06-30 | $114M | |
| Debt, net · 2026-06-30 | $474M | |
| Operating cash flow · H1-2026 | $38M | +31% y/y |
| Free cash flow · H1-2026 | $21M | |
| Liquidity · 2026-06-30 | $472M |
Risks flagged
Integration Risk from MRC Global Acquisition
“The reduced margin percentage is primarily due to changes in product and customer mix resulting from the integration of MRC Global's product portfolio into the Company's expanded offering.” · word for word
Tariff and Trade Policy Risk
“The U.S. government has imposed tariffs on steel products, which were expanded throughout 2025. A significant portion of the products that we sell are made from steel.” · word for word
LIFO Inventory Method Volatility
“The use of the LIFO method has the effect of reducing net income during periods of rising inventory costs (inflationary periods) and increasing net income during periods of falling inventory costs (deflationary periods).” · word for word
High Leverage Post-Acquisition
“Long-term debt $474 million at June 30, 2026, up from $411 million at December 31, 2025. Interest expense $9 million in Q2 2026 vs nil in Q2 2025.”
7 May 202610-QRevenue $1.18B (+98% y/y); Net income (loss) attributable to DNOW Inc. $-44M; Operating cash flow $-95Mopen
Figures in the filing · each found in the filing text
| Revenue · Q1-2026 | $1.18B | +98% y/y |
| Net income (loss) attributable to DNOW Inc. · Q1-2026 | $-44M | |
| Operating cash flow · Q1-2026 | $-95M | |
| U.S. Revenue · U.S. · Q1-2026 | $985M | +108% y/y |
| Canada Revenue · Canada · Q1-2026 | $51M | -18% y/y |
| International Revenue · International · Q1-2026 | $147M | +133% y/y |
| Adjusted EBITDA · Q1-2026 | $39M | -15% y/y |
| Gross Profit · Q1-2026 | $193M | +40% y/y |
| Adjusted Gross Profit · Q1-2026 | $256M | +82% y/y |
Risks flagged
Integration risk from MRC Global acquisition
“Operating loss of $50M and net loss of $44M due to inventory step-up charges ($41M) and LIFO impact ($16M)”
Margin compression
“Gross margin declined from 23.0% to 16.3%; Adjusted EBITDA margin from 7.7% to 3.3%”
Tariff exposure
“Tariffs raised infrastructure costs for customers, causing project delays or cancellations among certain downstream clients”
High leverage
“Revolving credit facility borrowings of $571M; total debt not explicitly stated but significant”
7 May 20268-K · 2.02Revenue $1.18B (+98% y/y); Gross profit $193M (+40% y/y); Net loss attributable to DNOW Inc. $-44Mearningsopen
Figures in the filing · each found in the filing text
| Revenue · Q1-2026 | $1.18B | +98% y/y |
| Gross profit · Q1-2026 | $193M | +40% y/y |
| Net loss attributable to DNOW Inc. · Q1-2026 | $-44M | |
| Adjusted EBITDA · Q1-2026 | $39M | |
| Cash and cash equivalents · Q1-2026 | $116M | |
| Long-term debt · Q1-2026 | $571M | |
| Total liquidity · Q1-2026 | $379M | |
| Cash used in operating activities · Q1-2026 | $-95M | |
| Adjusted net income attributable to DNOW Inc. · Q1-2026 | $3M |
Risks flagged
GAAP net loss of $44M and negative operating cash flow of $95M indicate near-term profitability and cash generation challenges.
“Net loss attributable to DNOW Inc. was $44 million; Cash used in operating activities was $95 million” · word for word
High debt level of $571M relative to cash $116M and negative operating cash flow raises financial leverage risk.
“long-term debt was $571 million; Cash and cash equivalents was $116 million”
Integration of MRC Global acquisition and ERP conversion may cause operational disruptions and additional costs.
“We advanced the integration of our upstream and midstream operations; we are taking targeted, decisive actions to enhance system performance” · word for word
9 Apr 2026DEF 14AAnnual proxy statement disclosing executive compensation, board composition, and governance matters following the MRC Global acquisition.open
Figures in the filing · each found in the filing text
| Revenue · FY2025 | $2.82B | |
| Adjusted EBITDA · FY2025 | $209M | |
| Cash from Operations · FY2025 | $155M | |
| Share Repurchases · FY2025 | $37M | |
| Adjusted Gross Profit · FY2025 | $651M | |
| Net Income (Loss) · FY2025 | $-89M | |
| Employees · 2025-12-31 | 5,300 | |
| Service and Distribution Locations · 2025-12-31 | 300 |
Risks flagged
Integration Risk from MRC Global Acquisition
“The merger agreement entered into with MRC Global in June 2025 prohibited share repurchases by either company until after the closing of such transaction, which occurred in November 2025.” · word for word
Cybersecurity Risk
“The Company recognizes the increasing significance of cybersecurity threats in today's business environment and has implemented an extensive cyber risk management program.” · word for word
Cyclical Industry Exposure
“Maintaining a mix of tenured board members is particularly important in our industry, in light of the cyclical nature of many aspects of our operations, as well as the range of different macroeconomic and geopolitical factors we face.” · word for word
26 Feb 202610-KU.S. Rig Count (start of year) 589; U.S. Rig Count (end of year) 546; Average U.S. Rig Count 561open
Figures in the filing · each found in the filing text
| U.S. Rig Count (start of year) · 2025-01-03 | 589 | |
| U.S. Rig Count (end of year) · 2025-12-30 | 546 | |
| Average U.S. Rig Count · FY2025 | 561 | |
| WTI Crude Price · 2026-01-02 | $57.21 | -22% y/y |
Risks flagged
Oil and Gas Industry Cyclicality
“A large portion of our revenue depends upon the level of capital and operating expenditures in the oil and natural gas industry... U.S. rig count decreased from 589 rigs on January 3, 2025 to 546 rigs on December 30, 2025.” · word for word
MRC Global Integration Risk
“We may not be able to successfully integrate the business of MRC Global into our business or realize the anticipated benefits of the mergers.” · word for word
ERP System Stabilization Risk
“We may continue to experience challenges with the stabilization of the U.S. ERP system inherited from MRC Global.” · word for word
Tariff and Trade Policy Risk
“Changes in trade policies, including the imposition or elimination of additional tariffs and duties, and risks with governmental instability in certain parts of the world could negatively impact our business, financial condition and results of operations.” · word for word
Customer Concentration Risk
“We do not have long-term contracts or agreements with many of our customers. The contracts and agreements that we do have generally do not commit our customers to any minimum purchase volume. The loss of a significant customer may have a material adverse effect on us.” · word for word
20 Feb 20268-K · 2.02Revenue $2.82B (+19% y/y); Adjusted EBITDA $209M; Cash provided by operating activities $155M; Guidance: First-year synergy savings $23M (35% above target); $70M three-year commitment maintainedearningsopen
Figures in the filing · each found in the filing text
| Revenue · FY2025 | $2.82B | +19% y/y |
| Adjusted EBITDA · FY2025 | $209M | |
| Cash provided by operating activities · FY2025 | $155M | |
| Cash and cash equivalents · Q4-2025 | $164M | -36% y/y |
| Long-term debt · Q4-2025 | $411M | |
| Total liquidity · Q4-2025 | $588M | |
| Net loss attributable to DNOW Inc. · FY2025 | $-89M | |
| Adjusted net income attributable to DNOW Inc. · FY2025 | $104M | |
| Adjusted diluted EPS · FY2025 | $0.86 | |
| Gross profit · FY2025 | $478M | -10% y/y |
Guidance
First-year synergy savings $23M (35% above target); $70M three-year commitment maintained
Management reaffirms synergy targets; positive on integration; addressing ERP issues; no explicit revenue guidance.
Risks flagged
ERP system transition challenges may disrupt operations near-term.
“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.” · word for word
Integration risks from MRC Global merger; potential for higher costs or delays.
“While these complexities have created near-term obstacles, we are actively addressing them.” · word for word
6 Nov 20258-K · 1.01, 2.01, 2.03, 5.02, 7.01Entered a material definitive agreement (acquisition, partnership, or major contract); completed an acquisition or disposition of significant assetsopen
Risks flagged
Springing financial covenant may trigger if availability falls below thresholds
“The Amended Credit Agreement also includes a springing financial covenant that requires the Company to maintain, during any period when availability falls below specified thresholds, a certain fixed charge coverage ratio.” · word for word
5 Nov 202510-QDNOW announced a definitive merger agreement to acquire MRC Global in an all-stock transaction valued at approximately $1.5 billion.acquisitionopen
Risks flagged
Merger Integration Failure
“The failure to successfully combine the businesses of DNOW and MRC Global may adversely affect our business.” · word for word
Termination Fee Exposure
“Upon termination of the merger agreement under certain circumstances, we may be required to reimburse MRC Global’s expenses up to $8.5 million or pay MRC Global a termination fee equal to $45.5 million.” · word for word
5 Nov 20258-K · 2.02Revenue $634M (+5% y/y); Net Income attributable to DNOW Inc. $25M (+92% y/y); Non-GAAP Net Income attributable to DNOW Inc. $28Mearningsopen
Figures in the filing · each found in the filing text
| Revenue · Q3-2025 | $634M | +5% y/y |
| Net Income attributable to DNOW Inc. · Q3-2025 | $25M | +92% y/y |
| Non-GAAP Net Income attributable to DNOW Inc. · Q3-2025 | $28M | |
| EBITDA excluding other costs · Q3-2025 | $51M | |
| Cash provided by operating activities · Q3-2025 | $43M | |
| Cash and cash equivalents · Q3-2025 | $266M | |
| Total liquidity · Q3-2025 | $629M | |
| Diluted EPS · Q3-2025 | $0.23 | +92% y/y |
| Non-GAAP Diluted EPS · Q3-2025 | $0.26 |
Risks flagged
Merger integration risk with MRC Global.
“Merger with MRC Global... subject to the satisfaction or waiver of closing conditions.”
Energy sector cyclicality could impact demand.
“DNOW is a supplier of energy and industrial products... exploration and production, midstream transmission and storage companies.” · word for word
DNOW Inc. — questions
- What did DNOW Inc. file recently?
- 11 SEC filings in the last 12 months. Latest: 8-K on 2026-08-06 — DNOW Q2 2026 revenue $1,307M (+108% YoY due to acquisition), adjusted EBITDA $60M (+54% sequentially), operating cash flow $133M record. U.S. midstream revenue surpassed $1B annualized. Net debt leverage 1.7x. $75M YTD buybacks.
Every figure on this page comes from DNOW Inc.'s own SEC filings — see them on SEC EDGAR. Price data is licensed and shown only inside the product.
How these figures are read: methodology · EquiReason.