Welcome to our dedicated page for Now SEC filings (Ticker: DNOW), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Looking for the story behind DNOW’s fluctuating inventory levels or how its DigitalNOW platform reshapes supply-chain margins? Most investors start with the DNOW annual report 10-K simplified but quickly discover hundreds of pages packed with technical tables. This page gathers every disclosure in one place and pairs it with AI-powered summaries, so DNOW SEC filings explained simply becomes reality, not wishful thinking.
Use our tools to jump straight to what matters: the DNOW quarterly earnings report 10-Q filing for working-capital swings, DNOW 8-K material events explained for sudden distributor acquisitions, and the DNOW proxy statement executive compensation to see how bonuses track free-cash-flow targets. Want to monitor leadership’s confidence? Our alerts surface DNOW Form 4 insider transactions real-time, letting you track DNOW executive stock transactions Form 4 before the market digests them. Each document appears moments after EDGAR posts, and our AI highlights segment revenue shifts, backlog changes, and covenant updates—all in plain language.
Whether you’re comparing regional sales trends, reviewing credit-facility covenants, or scanning for buyback authorizations, this page delivers the complete set of filings with context. Skip the manual download loop; let our AI handle the heavy lifting while you focus on decisions. From DNOW insider trading Form 4 transactions to a full DNOW earnings report filing analysis, every data point is here—ready for deeper insight and faster action, helping you in understanding DNOW SEC documents with AI.
DNOW Inc. reported Q3 2025 results with revenue of $634 million and net income of $25 million ($0.23 diluted EPS), up from $606 million and $13 million a year ago. Operating profit rose to $33 million from $23 million.
Year to date, revenue reached $1.861 billion with net income of $72 million ($0.66 diluted EPS). The United States segment led with $527 million Q3 revenue and $28 million operating profit; Canada declined to $53 million revenue and $2 million operating profit; International delivered $54 million revenue and $3 million operating profit, improving versus last year when restructuring charges impacted results.
Liquidity remained strong with $266 million in cash and no borrowings on the $500 million revolver, leaving approximately $487 million in availability. Share repurchases are paused in connection with the pending all‑stock acquisition of MRC Global, in which MRC shareholders would receive 0.9489 DNOW shares per MRC share, anticipated to close in Q4 2025, subject to customary conditions.
DNOW Inc. filed an 8-K stating it furnished a press release announcing earnings for the quarter ended September 30, 2025, and a related conference call. The press release is included as Exhibit 99.1. The company notes the information is furnished under Item 2.02 and is not deemed “filed” for purposes of Section 18 of the Exchange Act, nor incorporated by reference into other filings except as specifically referenced.
DNOW entered into a two-step merger agreement to acquire MRC Global, merging MRC Global into a DNOW subsidiary and then into a DNOW LLC subsidiary so the LLC Sub survives as a direct, wholly owned DNOW unit. The companies filed an S-4 registration statement that the SEC declared effective on August 5, 2025, and mailed a definitive joint proxy statement/prospectus beginning August 5, 2025. Shareholder lawsuits and demand letters challenging disclosures are referenced as the "Shareholder Actions." Financial fairness analyses by Goldman Sachs and others produced ranges of implied present values per share: DNOW standalone ranges of $15.70–$18.66 and $15.44–$17.46; pro forma combined company ranges of $17.15–$20.92 and $15.97–$19.75; and MRC Global implied present values of $13.66–$16.78. The document lists sources for SEC filings and investor relations contacts.
DNOW Inc. (NYSE: DNOW) Q2-25 10-Q highlights: Revenue slipped 0.8% YoY to $628 M, but 1H-25 sales rose 2.6% to $1.227 B. Cost controls kept operating profit essentially flat at $32 M (5.1% margin) and net income attributable to DNOW grew 4% to $25 M; diluted EPS improved to $0.23 from $0.21. A lower 21.9% effective tax rate and share buybacks supported the EPS gain.
Balance sheet & liquidity: Cash was $232 M with zero revolver borrowings; $445 M of ABL availability yields ample liquidity. Working-capital investment drove operating cash flow down to $29 M vs. $102 M LY. Equity stood at $1.161 B and the current ratio at 2.4x. Capex was modest at $10 M; a $8 M Singapore electrical-supply acquisition added $3 M of goodwill.
Strategic actions: On 26 Jun 25 DNOW signed a $1.5 B all-stock merger agreement with MRC Global (0.9489 DNOW shares per MRC share), expected to close Q4-25. The company secured an incremental $250 M ABL commitment (total potential $750 M) to support the deal and has paused its new $160 M share-repurchase program until closing. Year-to-date buybacks total $27 M (1.7 M shares at $15.66).
Segment trends: U.S. revenue +3% YoY on 2024 acquisitions; Canada -14% and International -20% on weaker project activity and FX. Gross margin held steady as product cost declines offset softer volume. Outlook commentary flags commodity-price volatility and rig count weakness, but management expects the MRC transaction and energy-transition exposure to broaden growth drivers.
DNOW (NYSE:DNOW) filed an 8-K disclosing a definitive Agreement and Plan of Merger with MRC Global. Each MRC share will be exchanged for 0.9489 DNOW shares in an all-stock transaction executed through a two-step merger that will make MRC a wholly-owned subsidiary. Closing hinges on both companies’ shareholder approvals, HSR expiration, other competition clearances, NYSE listing of new shares and an effective Form S-4.
Either party may terminate for a superior offer, triggering a $45.5 million break-up fee and up to $8.5 million in expense reimbursement. The drop-dead date is 26 Jun 2026, extendable twice to 26 Dec 2026 if regulatory approvals are outstanding. DNOW secured a $250 million incremental commitment on its ABL, raising potential capacity to $750 million to support integration liquidity. The post-close board will have ten directors, including two from MRC. A joint press release and investor presentation are furnished as exhibits.
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