NOV (NOV) president reports stock grants, performance vesting and tax-share withholding

Rhea-AI Filing Summary

NOV Inc. executive Joseph W. Rovig, President – Energy Equipment, reported equity compensation and related share movements in NOV common stock. On February 18, 2026, he acquired 33,267 time-based restricted stock units and 37,555 shares from performance share awards under NOV’s long-term incentive plans.

Footnotes state the restricted stock units vest in three equal annual installments starting one year after the grant, and the 37,555 shares represent performance awards granted on February 23, 2023. On the same date, 13,767 shares were withheld to cover tax liabilities from these vestings. After these transactions, Rovig directly owned 276,219 NOV shares, and an additional 1,011 share equivalents were held indirectly through the NOV Inc. 401(k) Plan based on his account balance as of February 18, 2026.

Insider Trade Summary

4 transactions reported

Mixed 4 txns

Insider Rovig Joseph W

Role President - Energy Equipment

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	33,267	$0.00	--
Grant/Award	Common Stock	37,555	$0.00	--
Tax Withholding	Common Stock	13,767	$19.99	$275K
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 252,431 shares (Direct); Common Stock — 1,011 shares (Indirect, By 401(k) Plan)

Footnotes (1)

1. An equity award of time-based restricted stock units pursuant to the NOV Inc. Long-Term Incentive Plan, which will vest in three equal annual installments commencing on the first anniversary of the date of the grant. Represents the total number of shares that vested from the performance share awards granted to Mr. Rovig on February 23, 2023. Represents the number of shares withheld from the vesting of the performance share awards granted to Mr. Rovig on February 23, 2023 to satisfy tax withholding liability. Represents the number of shares equivalent of NOV common stock held by Mr. Rovig under the NOV Inc. 401(k) Plan. The information in this report is based on Mr. Rovig's account balance as of February 18, 2026.

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

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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^*

Rovig Joseph W

(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)
	President - Energy Equipment

3. Date of Earliest Transaction (Month/Day/Year)
02/18/2026

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	02/18/2026		A		33,267(1)	A	$0	252,431	D
Common Stock	02/18/2026		A		37,555(2)	A	$0	289,986	D
Common Stock	02/18/2026		F		13,767(3)	D	$19.99	276,219	D
Common Stock								1,011(4)	I	By 401(k) Plan

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. An equity award of time-based restricted stock units pursuant to the NOV Inc. Long-Term Incentive Plan, which will vest in three equal annual installments commencing on the first anniversary of the date of the grant.

2. Represents the total number of shares that vested from the performance share awards granted to Mr. Rovig on February 23, 2023.

3. Represents the number of shares withheld from the vesting of the performance share awards granted to Mr. Rovig on February 23, 2023 to satisfy tax withholding liability.

4. Represents the number of shares equivalent of NOV common stock held by Mr. Rovig under the NOV Inc. 401(k) Plan. The information in this report is based on Mr. Rovig's account balance as of February 18, 2026.

	By: Peter F. Vranderic For: Joseph W. Rovig	02/20/2026
	** 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.
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FAQ

What insider transactions did NOV (NOV) executive Joseph W. Rovig report?

Joseph W. Rovig reported equity compensation-related transactions, including grants and vesting of NOV common stock. He received restricted stock units, shares from performance awards, and had shares withheld to cover tax liabilities, all under NOV’s long-term incentive and performance share programs.

How many NOV (NOV) shares were granted to Joseph W. Rovig on February 18, 2026?

On February 18, 2026, Joseph W. Rovig was credited with 33,267 restricted stock units and 37,555 shares from performance share awards. These equity awards were made under NOV’s long-term incentive arrangements and reflect stock-based compensation rather than open-market purchases.

Why were 13,767 NOV (NOV) shares disposed of in Rovig’s Form 4 filing?

The 13,767 NOV shares were withheld to satisfy tax withholding obligations tied to vesting performance share awards granted to Joseph W. Rovig on February 23, 2023. This tax-withholding disposition is an administrative event, not an open-market sale for investment purposes.

How many NOV (NOV) shares does Joseph W. Rovig own after these transactions?

After the reported transactions, Joseph W. Rovig directly owned 276,219 NOV common shares. In addition, 1,011 share equivalents of NOV common stock were held indirectly through his NOV Inc. 401(k) Plan account balance as of February 18, 2026.

How do Joseph W. Rovig’s restricted stock units in NOV (NOV) vest?

Rovig’s time-based restricted stock unit award vests in three equal annual installments. Vesting begins on the first anniversary of the February 18, 2026 grant date, reflecting NOV’s practice of using multi-year vesting schedules for long-term incentive compensation.

What NOV (NOV) plans governed Joseph W. Rovig’s reported equity awards?

The awards were granted under the NOV Inc. Long-Term Incentive Plan and performance share awards program. Footnotes specify that the reported shares include time-based restricted stock units and performance share awards originally granted on February 23, 2023, which later vested and triggered tax-withholding.