DNOW Inc.
For the period ended Sep 30, 2026. Filed Nov 5, 2026.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Sep 30, 2026 · Filed Nov 5, 2026
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10. Earnings Per Share
Unvested restricted stock awards, unvested restricted units, unvested performance stock awards and unexercised stock options are excluded from the computation of diluted earnings per share when the Company recognizes a net loss for the applicable period or due to their anti-dilutive effect. For the three and nine months ended September 30, 2026, less than 1 million and approximately 5 million, respectively, of potentially dilutive shares were excluded from the calculation of diluted earnings per share for each period. For the three and nine months ended September 30, 2025, less than 1 million of potentially dilutive shares were excluded for each period.
Basic and diluted earnings per share are as follows(in millions, except share and per share data):
| Three months ended September 30, | Nine months ended September 30, | |||
|---|---|---|---|---|
| 2026 | 2025 | 2026 | 2025 | |
| Numerator: | ||||
| Net income (loss) attributable to DNOW Inc. | $26 | $23 | $(39) | $58 |
| Less: net income (loss) attributable to participating securities | — | — | — | (1) |
| Net income (loss) attributable to DNOW Inc. stockholders | $26 | $23 | $(39) | $57 |
| Denominator: | ||||
| Weighted average basic common shares outstanding | 180,888,730 | 105,011,966 | 182,945,191 | 105,478,443 |
| Effect of dilutive securities | 652,127 | 599,114 | — | 636,812 |
| Weighted average diluted common shares outstanding | 181,540,857 | 105,611,080 | 182,945,191 | 106,115,255 |
| Earnings (loss) per share attributable to DNOW Inc. stockholders: | ||||
| Basic | $0.14 | $0.21 | $(0.21) | $0.54 |
| Diluted | $0.14 | $0.21 | $(0.21) | $0.54 |
Under ASC Topic 260, “Earnings Per Share”, the two-class method requires a portion of net income attributable to DNOW Inc. to be allocated to participating securities, which are unvested awards of share-based payments with non-forfeitable rights to receive dividends or dividend equivalents, if declared. Net loss is not allocated to unvested awards in periods the Company determined that those shares are not obligated to participate in losses. For the periods that the Company recognized net income, net income attributable to these participating securities was excluded from net income attributable to DNOW Inc. stockholders in the numerator of theearnings per share computation.
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