Executive at NOV (NOV) has shares withheld to cover RSU tax liability

Rhea-AI Filing Summary

NOV Inc. senior vice president and general counsel Craig L. Weinstock reported a tax-related share disposition tied to equity compensation. On the vesting of time-based restricted stock units granted on February 19, 2025, 5,838 common shares were withheld to satisfy tax withholding obligations. After this non-market transaction, he directly owned 276,319 NOV common shares.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Weinstock Craig L.

Role Sr. VP. & Gen. Counsel

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	5,838	$20.24	$118K

Holdings After Transaction: Common Stock — 276,319 shares (Direct)

Footnotes (1)

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Form 4 Insider Transactions: What Each Field Means →

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^*

Weinstock Craig L.

(Last) (First) (Middle)

10353 RICHMOND AVE.

(Street)

HOUSTON TX 77042

(City) (State) (Zip)

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

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Sr. VP. & Gen. Counsel

3. Date of Earliest Transaction (Month/Day/Year)
02/19/2026

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

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

X	Form filed by One Reporting Person
	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. 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	02/19/2026		F		5,838(1)	D	$20.24	276,319	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

Explanation of Responses:

1. Represents the number of shares withheld from the vesting of time-based restricted stock units (granted on February 19, 2025) to satisfy tax withholding liability.

	By: Peter F. Vranderic For: Craig L. Weinstock	02/23/2026
	** 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.

FAQ

What insider transaction did NOV (NOV) report for Craig L. Weinstock?

NOV reported that Craig L. Weinstock had 5,838 common shares withheld to cover taxes on vesting restricted stock units. This was a tax-withholding disposition, not an open-market trade, and relates to equity compensation rather than a discretionary buy or sell decision.

Was the NOV (NOV) Form 4 transaction a market sale of shares?

No, the transaction was not an open-market sale. Shares were withheld to satisfy tax withholding liability when time-based restricted stock units vested, meaning the shares never entered the market and simply reduced the net shares delivered to the executive.

How many NOV (NOV) shares were withheld for taxes in this Form 4?

A total of 5,838 NOV common shares were withheld to cover tax obligations on vesting restricted stock units. This reduced the number of shares actually delivered to Craig L. Weinstock, while fulfilling required tax payments associated with the equity award.

What equity award triggered the NOV (NOV) tax-withholding disposition?

The tax-withholding disposition resulted from the vesting of time-based restricted stock units granted on February 19, 2025. When these units vested, a portion of the resulting shares was automatically withheld to satisfy Mr. Weinstock’s associated tax liability under the award terms.

How many NOV (NOV) shares does Craig L. Weinstock own after this transaction?

Following the tax-withholding disposition, Craig L. Weinstock directly owns 276,319 NOV common shares. This figure reflects his holdings after accounting for the 5,838 shares withheld to pay taxes on the vesting of his restricted stock units.

What does transaction code "F" mean in the NOV (NOV) Form 4?

Transaction code "F" indicates payment of an exercise price or tax liability by delivering securities. In this NOV filing, it means shares from vested restricted stock units were withheld to satisfy tax obligations, rather than being sold or purchased on the open market.