DNOW Inc. (DNOW) CFO Mark Johnson exercises 72,166 options and sells 112,841 shares

Rhea-AI Filing Summary

DNOW Inc. executive Mark B. Johnson, Senior Vice President and Chief Financial Officer, reported option exercises and related stock sales. On 2026-08-10 he exercised 72,166 Non-Qualified Stock Options for common stock at $9.53 and $10.26 per share, then sold 112,841 common shares at $16.79 per share in open-market or private transactions.

Insider Trade Summary

Exercise and sale activity reported; no spread calculated

Exercise and Sale 7 txns

Insider Johnson Mark B

Role See Remarks

Sold 112,841 shs ($1.89M)

Approx. gross sale proceeds $1.89M

Approx. exercise cost $724K

Type	Security	Shares	Price	Value
Exercise	Non-Qualified Stock Option (Right to Buy) F1	21,985	$0.00	$0.00
Exercise	Non-Qualified Stock Option (Right to Buy) F2	50,181	$0.00	$0.00
Exercise	Common stock	21,985	$9.53	$210K
Sale	Common stock	21,985	$16.79	$369K
Exercise	Common stock	50,181	$10.26	$515K
Sale	Common stock	50,181	$16.79	$843K
Sale	Common stock	40,675	$16.79	$683K

Holdings After Transaction: Non-Qualified Stock Option (Right to Buy) — 0 shares (Direct); Common stock — 249,545 shares (Direct)

Footnotes (2)

1. F1. Options vest in three (3) equal installments commencing on the date indicated.
2. F2. Options vest in three (3) equal installments commencing on the date indicated.

Key Figures

Shares sold: 112,841 shares Sale price: $16.79 per share Options exercised: 72,166 options +3 more

6 metrics

Shares sold 112,841 shares Total DNOW common shares sold on 2026-08-10 at $16.79 per share

Sale price $16.79 per share Price for three reported DNOW common stock sales on 2026-08-10

Options exercised 72,166 options Total Non-Qualified Stock Options exercised into DNOW common stock

Exercise price 1 $9.53 per share Exercise price for 21,985 Non-Qualified Stock Options expiring 2027-02-21

Exercise price 2 $10.26 per share Exercise price for 50,181 Non-Qualified Stock Options expiring 2028-02-23

Exercise date 2026-08-10 Date of reported option exercises and related stock sales

Key Terms

Non-Qualified Stock Option (Right to Buy), exercise price, expiration date, open market or private transaction

4 terms

Non-Qualified Stock Option (Right to Buy) financial

"Security title listed as Non-Qualified Stock Option (Right to Buy)"

exercise price financial

"Conversion or exercise price of $9.5300 and $10.2600 per share"

The exercise price is the fixed amount at which you can buy or sell an asset, like a stock, when using an options contract. It matters because it helps determine whether exercising the option will be profitable or not, depending on the current market price. Think of it as the set price you agree on today to buy or sell later.

expiration date financial

"Options show an expiration date of 2027-02-21 and 2028-02-23"

The expiration date is the deadline after which a financial contract, such as an option or a futures agreement, is no longer valid or can be exercised. It matters to investors because it determines the timeframe during which they can take action or benefit from the contract, similar to how a coupon or a food item has a limited period of usefulness. Once the expiration date passes, the contract loses its value or ability to be used.

open market or private transaction financial

"Transaction code description notes sale in open market or private transaction"

FAQ

What did DNOW (DNOW) executive Mark B. Johnson report in this Form 4?

Mark B. Johnson reported exercising 72,166 stock options and subsequently selling 112,841 DNOW common shares at $16.79 per share on 2026-08-10, in a series of related transactions.

How many DNOW (DNOW) stock options did Mark B. Johnson exercise?

He exercised 72,166 Non-Qualified Stock Options for DNOW common stock, consisting of 21,985 options at a $9.53 exercise price and 50,181 options at a $10.26 exercise price.

At what prices were Mark B. Johnson’s DNOW (DNOW) options exercisable?

The reported options were exercisable at $9.53 per share for 21,985 options, expiring 2027-02-21, and $10.26 per share for 50,181 options, expiring 2028-02-23.

How many DNOW (DNOW) shares did Mark B. Johnson sell and at what price?

He sold a total of 112,841 DNOW common shares on 2026-08-10 at a price of $16.79 per share, through transactions classified as sales in open-market or private transactions.

Were Mark B. Johnson’s DNOW (DNOW) transactions reported under a Rule 10b5-1 plan?

The filing’s Rule 10b5-1 checkbox is not marked as relying on a trading plan, and the footnotes do not indicate that these transactions were executed under such a pre-arranged plan.

What roles does Mark B. Johnson hold at DNOW (DNOW)?

Mark B. Johnson is identified as Senior Vice President and Chief Financial Officer of DNOW Inc., making these transactions those of a principal financial officer and reporting insider.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 08/12/2026 - 04:05 PM Accepted by SEC EDGAR 08/12/2026 - 04:05 PM Learn about SEC filing dates

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Johnson Mark B

(Last) (First) (Middle)

7402 NORTH ELDRIDGE PARKWAY

(Street)

HOUSTON TEXAS 77041

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
DNOW Inc. [ DNOW ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	See Remarks

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/10/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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	08/10/2026		M		21,985	A	$9.53	312,205	D
Common stock	08/10/2026		S		21,985	D	$16.79	290,220	D
Common stock	08/10/2026		M		50,181	A	$10.26	340,401	D
Common stock	08/10/2026		S		50,181	D	$16.79	290,220	D
Common stock	08/10/2026		S		40,675	D	$16.79	249,545	D

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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		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: 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
Non-Qualified Stock Option (Right to Buy)	$9.53	08/10/2026		M			21,985	02/21/2021(1)	02/21/2027	Common Stock	21,985	$0	0	D
Non-Qualified Stock Option (Right to Buy)	$10.26	08/10/2026		M			50,181	02/23/2022(2)	02/23/2028	Common Stock	50,181	$0	0	D

Explanation of Responses:

1. Options vest in three (3) equal installments commencing on the date indicated.

2. Options vest in three (3) equal installments commencing on the date indicated.

Remarks:

Senior Vice President and Chief Financial Officer

	/s/ Raymond W. Chang, as attorney-in-fact	08/12/2026
	** Signature of Reporting Person	Date
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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)