Tax withholding on NOV (NOV) RSU vesting trims Craig Weinstock’s shares

Rhea-AI Filing Summary

NOV Inc. senior vice president and general counsel Craig L. Weinstock reported a Form 4 transaction involving company common stock. On February 23, 2026, 2,562 shares were disposed of as a tax-withholding disposition tied to the vesting of time-based restricted stock units granted on February 23, 2023. This was not an open-market trade but shares withheld to cover tax obligations. After this withholding, Weinstock directly owned 253,757 shares of NOV common stock.

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

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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^*

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)
02/23/2026

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	02/23/2026		F		2,562(1)	D	$20.28	253,757	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 23, 2023) to satisfy tax withholding liability.

	By: Peter F. Vranderic For: Craig L. Weinstock	02/25/2026
	** 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).
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FAQ

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

NOV reported that Craig L. Weinstock had 2,562 shares of common stock withheld to cover taxes on vesting restricted stock units. The transaction was classified as a tax-withholding disposition, not an open-market purchase or sale, and relates to time-based RSUs granted in February 2023.

Was the NOV (NOV) Form 4 transaction an open-market sale of shares?

No, the Form 4 does not show an open-market sale. It reports a tax-withholding disposition, where 2,562 shares were withheld from vesting restricted stock units to satisfy tax liabilities, rather than shares being sold directly into the market by Craig L. Weinstock.

How many NOV (NOV) shares does Craig L. Weinstock hold after this Form 4 transaction?

After the reported tax-withholding disposition, Craig L. Weinstock directly holds 253,757 shares of NOV common stock. This figure reflects his direct beneficial ownership following the withholding of 2,562 shares to cover tax obligations on vesting restricted stock units.

What triggered the tax-withholding disposition reported by NOV (NOV)?

The tax-withholding disposition was triggered by the vesting of time-based restricted stock units granted on February 23, 2023. When those RSUs vested, 2,562 shares were withheld to satisfy tax withholding liability instead of Craig L. Weinstock paying the associated taxes in cash.

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

Transaction code F indicates payment of an exercise price or tax liability by delivering securities. In this NOV filing, it reflects 2,562 shares of common stock withheld from vesting restricted stock units to pay tax withholding, rather than a traditional open-market share sale by the insider.