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Earnings Conference Call

August 6, 2026

8:00 a.m. CT

1 (888) 660-6431 (within North America)

1 (929) 203-2118 (outside of North America)

Access Code: 7372055

Webcast: ir.dnow.com

DNOW Reports Second Quarter 2026 Results

HOUSTON, TX, August 6, 2026 – DNOW Inc. (NYSE: DNOW) announced results for the second quarter ended June 30, 2026.

Recent Capital Allocation

Repurchased $25 million of common stock in the second quarter of 2026 and $75 million year-to-date under the Company's $160 million share repurchase program

Second Quarter 2026 Highlights

Revenue was $1,307 million
Gross profit was $243 million, or 18.6% of revenue, and adjusted gross profit was $272 million, or 20.8% of revenue
Net loss attributable to DNOW Inc. was $21 million, or ($0.11) per diluted share, and adjusted net income attributable to DNOW Inc. was $21 million, or $0.12 per diluted share
Adjusted EBITDA was $60 million, or 4.6% of revenue
Cash flow from operating activities was $133 million
Cash and cash equivalents was $114 million and total long-term debt was $474 million at June 30, 2026, equating to net debt of $360 million, or a net debt leverage ratio of 1.7x

David Cherechinsky, President and CEO of DNOW, added, “I am thrilled with our significantly improved performance during the second quarter of 2026, highlighted by $133 million of cash flow from operating activities, a record second-quarter achievement. Strong collections improved the quality and liquidity of accounts receivable, while inventory streamlining further enhanced exceptional cash generation.

Revenue increased to $1.3 billion during the quarter, representing a 10% sequential increase and a strong 13% increase in the U.S. segment. Adjusted EBITDA rose substantially to $60 million, up 54% sequentially, reflecting stronger volumes and execution of integration and cost management initiatives. Second-quarter U.S. midstream revenues surpassed $1 billion on an annualized basis for the first time in our history, while both the gas utility and upstream sector revenues delivered their strongest sequential quarter percentage growth since 2022.

During the quarter, our net debt leverage ratio improved to 1.7 times, while we returned capital to shareholders through our share repurchase program, demonstrating the strength of our cash generation and our commitment to disciplined capital allocation. Total repurchases reached $75 million during the first half of 2026, representing more shares purchased in these two quarters than in the previous 10 quarters combined. The continued investment in our own shares reflects our confidence in the execution of our strategy and long-term growth prospects.

I would like to thank our entire team for their efforts to deepen relationships with customers and suppliers, advance our integration initiatives and drive greater operational efficiency with dedication and commitment to growth. Our actions are producing encouraging results, and we continue to take decisive steps to position DNOW for long-term success. I am very proud of the progress we made during the quarter and confident about the second half of the year.”

Prior to the earnings conference call a presentation titled “DNOW Second Quarter 2026 Earnings Presentation” will be available on the Company’s Investor Relations website.

About DNOW

DNOW is a premier energy and industrial solutions provider with a legacy of over 160 years as a leading distributor of pipe, valves, fittings (PVF), gas products, pumps and fabricated equipment. Headquartered in Houston, Texas, with approximately 5,100 employees and a global network of distribution and engineering locations; we provide a broad mix of quality products our customers require to build and maintain essential infrastructure across the upstream, gas utilities, downstream and industrial and midstream markets. We deliver a comprehensive range of value-added supply chain solutions and technical product expertise, supported by advanced digital offerings. Our products and resources enable our customers to run their operations more efficiently and effectively, helping them to meet and exceed their business goals.

1


Statements made in this press release that are forward-looking in nature are intended to be "forward-looking statements" within the meaning of Section 21E of the Securities Exchange Act of 1934 and may involve risks and uncertainties. These statements may differ materially from actual future events or results. Readers are referred to documents filed by DNOW Inc. with the U.S. Securities and Exchange Commission, which identify significant risk factors which could cause actual results to differ from those contained in the forward-looking statements.

 

Contact:

Mark Johnson

Senior Vice President and Chief Financial Officer

(281) 823-4754

2


 

DNOW INC.

CONSOLIDATED BALANCE SHEETS

(In millions, except share and par value)

 

 

June 30, 2026

 

 

December 31, 2025

 

 

 

(Unaudited)

 

 

 

 

ASSETS

 

 

 

 

 

Current assets:

 

 

 

 

 

Cash and cash equivalents

 

$

114

 

 

$

164

 

Receivables, net

 

 

889

 

 

 

874

 

Inventories, net

 

 

1,062

 

 

 

1,192

 

Prepaid and other current assets

 

 

52

 

 

 

48

 

Total current assets

 

 

2,117

 

 

 

2,278

 

Property, plant and equipment, net

 

 

257

 

 

 

264

 

Operating right-of-use assets

 

 

148

 

 

 

160

 

Deferred income tax assets

 

 

10

 

 

 

11

 

Goodwill

 

 

700

 

 

 

617

 

Intangibles, net

 

 

556

 

 

 

565

 

Other assets

 

 

28

 

 

 

29

 

Total assets

 

$

3,816

 

 

$

3,924

 

 

 

 

 

 

 

LIABILITIES AND STOCKHOLDERS' EQUITY

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Accounts payable

 

$

711

 

 

$

653

 

Accrued liabilities

 

 

262

 

 

 

300

 

Other current liabilities

 

 

18

 

 

 

21

 

Total current liabilities

 

 

991

 

 

 

974

 

Long-term debt

 

 

474

 

 

 

411

 

Long-term operating lease liabilities

 

 

109

 

 

 

129

 

Deferred income tax liabilities

 

 

74

 

 

 

99

 

Other long-term liabilities

 

 

70

 

 

 

73

 

Total liabilities

 

 

1,718

 

 

 

1,686

 

Commitments and contingencies

 

 

 

 

 

Stockholders' equity:

 

 

 

 

 

Common stock - par value $0.01; 330 million shares authorized; 180,910,798 and 186,125,254 shares issued and outstanding at June 30, 2026 and December 31, 2025, respectively

 

 

2

 

 

 

2

 

Additional paid-in capital

 

 

3,123

 

 

 

3,193

 

Accumulated deficit

 

 

(901

)

 

 

(836

)

Accumulated other comprehensive loss

 

 

(131

)

 

 

(126

)

DNOW Inc. stockholders' equity

 

 

2,093

 

 

 

2,233

 

Noncontrolling interests

 

 

5

 

 

 

5

 

Total stockholders' equity

 

 

2,098

 

 

 

2,238

 

Total liabilities and stockholders' equity

 

$

3,816

 

 

$

3,924

 

 

3


 

DNOW INC.

CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)

(In millions, except per share data)

 

 

Three months ended

 

 

Six months ended

 

 

June 30,

 

 

March 31,

 

 

June 30,

 

 

2026

 

 

2025

 

 

2026

 

2026

 

 

2025

 

Revenue

$

1,307

 

 

$

628

 

 

$

1,183

 

 

$

2,490

 

 

$

1,227

 

Cost of products

 

1,064

 

 

 

499

 

 

 

990

 

 

 

2,054

 

 

 

960

 

Gross profit

 

243

 

 

 

129

 

 

 

193

 

 

 

436

 

 

 

267

 

Selling, general and administrative expenses

 

238

 

 

 

112

 

 

 

243

 

 

 

481

 

 

 

221

 

Impairment and other charges

 

4

 

 

 

 

 

 

 

 

 

4

 

 

 

 

Operating profit (loss)

 

1

 

 

 

17

 

 

 

(50

)

 

 

(49

)

 

 

46

 

Other (expense) income, net

 

(10

)

 

 

 

 

 

(10

)

 

 

(20

)

 

 

 

(Loss) income before income taxes

 

(9

)

 

 

17

 

 

 

(60

)

 

 

(69

)

 

 

46

 

Income tax provision (benefit)

 

12

 

 

 

3

 

 

 

(16

)

 

 

(4

)

 

 

10

 

Net (loss) income

 

(21

)

 

 

14

 

 

 

(44

)

 

 

(65

)

 

 

36

 

Net (loss) income attributable to noncontrolling interests

 

 

 

 

 

 

 

 

 

 

 

 

 

1

 

Net (loss) income attributable to DNOW Inc.

$

(21

)

 

$

14

 

 

$

(44

)

 

$

(65

)

 

$

35

 

(Loss) earnings per share attributable to DNOW Inc. stockholders:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

$

(0.11

)

 

$

0.13

 

 

$

(0.24

)

 

$

(0.35

)

 

$

0.32

 

Diluted

$

(0.11

)

 

$

0.13

 

 

$

(0.24

)

 

$

(0.35

)

 

$

0.32

 

Weighted-average common shares outstanding, basic

 

182

 

 

 

105

 

 

 

186

 

 

 

184

 

 

 

106

 

Weighted-average common shares outstanding, diluted

 

182

 

 

 

106

 

 

 

186

 

 

 

184

 

 

 

106

 

 

 

 

4


 

DNOW INC.
SUPPLEMENTAL INFORMATION


BUSINESS SEGMENTS (UNAUDITED)
(In millions)
 

 

Three months ended

 

 

Six months ended

 

 

June 30,

 

 

March 31,

 

 

June 30,

 

 

2026

 

 

2025

 

 

2026

 

2026

 

 

2025

 

Revenue:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

United States

$

1,109

 

 

$

528

 

 

$

985

 

 

$

2,094

 

 

$

1,002

 

Canada

 

47

 

 

 

48

 

 

 

51

 

 

 

98

 

 

 

110

 

International

 

151

 

 

 

52

 

 

 

147

 

 

 

298

 

 

 

115

 

Total revenue

$

1,307

 

 

$

628

 

 

$

1,183

 

 

$

2,490

 

 

$

1,227

 

 

U.S. GENERALLY ACCEPTED ACCOUNTING PRINCIPLES (GAAP) TO NON-GAAP RECONCILIATIONS

 

In an effort to provide investors with additional information regarding our results as determined by GAAP, we disclose various non-GAAP financial measures in our quarterly earnings press releases and other public disclosures. The non-GAAP financial measures include: (i) adjusted gross profit, (ii) adjusted gross profit as a percentage of revenue, (iii) adjusted earnings before interest, taxes, depreciation and amortization and excluding other costs (Adjusted EBITDA), (iv) Adjusted EBITDA as a percentage of revenue, (v) Adjusted Net Income attributable to DNOW Inc., (vi) Adjusted Diluted Earnings Per Share Attributable to DNOW Inc. Stockholders, (vii) Net Debt, (viii) Net Debt Leverage Ratio and (ix) Free Cash Flow. We use these non-GAAP financial measures to evaluate and manage the Company’s operations because we believe they provide useful supplemental information regarding the financial performance of our business. These non-GAAP financial measures are not intended to replace the GAAP financial measures. The Company defines Adjusted Gross Profit as revenue, less cost of products, plus amortization of intangibles, plus inventory-related charges incremental to normal operations, plus transaction costs associated with acquisitions, such as inventory fair value step-up or write-downs and plus or minus the impact of our Last-In, First-Out (“LIFO”) inventory costing methodology. We define Adjusted EBITDA as net (loss) income plus interest, taxes, depreciation and amortization and excluding other costs, such as stock-based compensation, restructuring and exit costs, transaction-related charges, inventory-related charges incremental to normal operations, long-lived asset impairments (including goodwill and intangible assets) and plus or minus the impact of our LIFO inventory costing methodology. Transaction-related charges include transaction costs, inventory fair value step-up, retention bonus accruals and integration expenses associated with acquisitions. We define Net Debt as total long-term debt, including current portion, minus cash. We define our Net Debt Leverage Ratio as Net Debt divided by trailing twelve months Adjusted EBITDA. The Company believes Net Debt is an indicator of the extent to which the Company’s outstanding debt obligations could be satisfied by cash on hand and a useful metric for investors to evaluate the Company’s leverage position. We believe the Net Debt Leverage Ratio is a commonly used metric that management and investors use to assess the borrowing capacity of the Company. We define Free Cash Flow as net cash provided by (used in) operating activities adjusted for purchases of property, plant and equipment. The Company believes Free Cash Flow is a useful metric for investors to measure a company's financial flexibility and ability to generate cash after considering normal operating expenses and capital expenditures. A reconciliation of each of these non-GAAP financial measures to its most comparable GAAP financial measure is included in the schedules herein. Totals in the schedules herein may not foot due to rounding.

 

 

GROSS PROFIT TO ADJUSTED GROSS PROFIT RECONCILIATION (UNAUDITED)
(In millions)

 

 

Three months ended

 

 

Six months ended

 

 

June 30,

 

 

March 31,

 

 

June 30,

 

 

2026

 

As a % of revenue

 

2025

 

As a % of revenue

 

 

2026

 

As a % of revenue

 

 

2026

 

As a % of revenue

 

2025

 

As a % of revenue

 

 Gross profit, as reported

$

243

 

 

18.6

%

$

129

 

 

20.5

%

 

$

193

 

 

16.3

%

 

$

436

 

 

17.5

%

$

267

 

 

21.8

%

 Amortization of intangibles

 

7

 

 

 

 

2

 

 

 

 

 

6

 

 

 

 

 

13

 

 

 

 

4

 

 

 

 Increase in LIFO reserve

 

19

 

 

 

 

15

 

 

 

 

 

16

 

 

 

 

 

35

 

 

 

 

16

 

 

 

 Inventory-related transaction charges

 

3

 

 

 

 

 

 

 

 

 

41

 

 

 

 

 

44

 

 

 

 

 

 

 

 Adjusted Gross Profit

$

272

 

 

20.8

%

$

146

 

 

23.2

%

 

$

256

 

 

21.6

%

 

$

528

 

 

21.2

%

$

287

 

 

23.4

%

 

5


 

NET (LOSS) INCOME ATTRIBUTABLE TO DNOW INC. STOCKHOLDERS TO ADJUSTED EBITDA RECONCILIATION (UNAUDITED)
(In millions)

 

 

Three months ended

 

 

Six months ended

 

 

June 30,

 

 

March 31,

 

 

June 30,

 

 

2026

 

As a % of revenue

 

2025(1)

 

As a % of revenue

 

 

2026

 

As a % of revenue

 

 

2026

 

As a % of revenue

 

2025(1)

 

As a % of revenue

 

Net (loss) income Attributable to DNOW Inc.

$

(21

)

 

(1.6

)%

$

14

 

 

2.2

%

 

$

(44

)

 

(3.7

)%

 

$

(65

)

 

(2.6

)%

$

35

 

 

2.9

%

Net (loss) income Attributable to noncontrolling interests

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1

 

 

 

Interest expense (income), net

 

9

 

 

 

 

(1

)

 

 

 

 

8

 

 

 

 

 

17

 

 

 

 

(2

)

 

 

Income tax provision (benefit)

 

12

 

 

 

 

3

 

 

 

 

 

(16

)

 

 

 

 

(4

)

 

 

 

10

 

 

 

Depreciation and amortization

 

23

 

 

 

 

10

 

 

 

 

 

23

 

 

 

 

 

46

 

 

 

 

21

 

 

 

Stock-based compensation (2)

 

4

 

 

 

 

4

 

 

 

 

 

4

 

 

 

 

 

8

 

 

 

 

7

 

 

 

Increase in LIFO reserve

 

19

 

 

 

 

15

 

 

 

 

 

16

 

 

 

 

 

35

 

 

 

 

16

 

 

 

Transaction-related charges (3)

 

6

 

 

 

 

5

 

 

 

 

 

5

 

 

 

 

 

11

 

 

 

 

7

 

 

 

Inventory-related transaction charges (4)

 

3

 

 

 

 

 

 

 

 

 

41

 

 

 

 

 

44

 

 

 

 

 

 

 

Impairment and other charges (5)

 

4

 

 

 

 

 

 

 

 

 

 

 

 

 

 

4

 

 

 

 

 

 

 

Restructuring and exit costs (3)

 

 

 

 

 

1

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2

 

 

 

Other (6)

 

1

 

 

 

 

 

 

 

 

 

2

 

 

 

 

 

3

 

 

 

 

 

 

 

Adjusted EBITDA

$

60

 

 

4.6

%

$

51

 

 

8.1

%

 

$

39

 

 

3.3

%

 

$

99

 

 

4.0

%

$

97

 

 

7.9

%

 

(1)
During the fourth quarter of 2025, the Company changed its inventory valuation method for U.S. inventories from the moving average cost method to the LIFO method. The effects of the change in accounting principle have been retrospectively applied to all periods presented. The three and six months ended June 30, 2025 includes a change in accounting principle adjustment decreasing the previously reported net income attributable to DNOW Inc. by $11 million and $12 million, respectively.
(2)
For the three months ended June 30, 2026 and 2025 and March 31, 2026, stock-based compensation excludes $1 million, less than $1 million and $1 million, respectively, as such amounts were reported in transaction-related charges. For the six months ended June 30, 2026 and 2025, stock-based compensation excludes $2 million and $1 million, respectively, as such amounts were reported in transaction-related charges.
(3)
Transaction-related charges and restructuring and exit costs are included in selling, general and administrative expenses.
(4)
Inventory-related transaction charges are included in cost of products. For the three months ended June 30, 2026 and March 31, 2026 and for the six months ended June 30, 2026, inventory-related transaction charges includes $3 million, $41 million and $44 million, respectively, of charges related to inventory step-up and inventory write-downs.
(5)
For the three and six months ended June 30, 2026, impairment and other charges includes $4 million of impairment charges related to the operating right-of-use asset associated with a corporate office lease in Houston, Texas. The impairment resulted from the Company's decision to permanently vacate the leased premises.
(6)
For the three months ended June 30, 2026 and March 31, 2026 and for the six months ended June 30, 2026, other costs includes $1 million, $2 million and $3 million, respectively, related to foreign currency losses.

6


 

NET (LOSS) INCOME ATTRIBUTABLE TO DNOW INC. STOCKHOLDERS TO ADJUSTED NET INCOME ATTRIBUTABLE TO DNOW INC. STOCKHOLDERS RECONCILIATION (UNAUDITED)
(In millions)
 

 

Three months ended

 

 

Six months ended

 

 

June 30,

 

 

March 31,

 

 

June 30,

 

 

2026

 

 

2025(1)

 

 

2026

 

2026

 

 

2025(1)

 

Net (loss) income attributable to DNOW Inc.

$

(21

)

 

$

14

 

 

$

(44

)

 

$

(65

)

 

$

35

 

Increase in LIFO reserve

 

19

 

 

 

15

 

 

 

16

 

 

 

35

 

 

 

16

 

Transaction-related charges

 

6

 

 

 

5

 

 

 

5

 

 

 

11

 

 

 

7

 

Inventory-related transaction charges

 

3

 

 

 

 

 

 

41

 

 

 

44

 

 

 

 

Impairment and other charges

 

4

 

 

 

 

 

 

 

 

 

4

 

 

 

 

Restructuring and exit costs

 

 

 

 

1

 

 

 

 

 

 

 

 

 

2

 

Tax provision (benefit)(2)

 

10

 

 

 

(6

)

 

 

(15

)

 

 

(5

)

 

 

(7

)

Adjusted Net Income Attributable to DNOW Inc.

$

21

 

 

$

29

 

 

$

3

 

 

$

24

 

 

$

53

 

 

(1)
The three and six months ended June 30, 2025 includes a change in accounting principle adjustment decreasing the previously reported net income attributable to DNOW Inc. by $11 million and $12 million, respectively.
(2)
The tax effect of non-GAAP reconciling items is based on the nature of the item and/or the tax jurisdiction in which the reconciling item has been incurred and is calculated by applying the specific tax rate or tax treatment to each item.

DILUTED (LOSS) EARNINGS PER SHARE ATTRIBUTABLE TO DNOW INC. STOCKHOLDERS TO ADJUSTED DILUTED EARNINGS PER SHARE ATTRIBUTABLE TO DNOW INC. STOCKHOLDERS RECONCILIATION (UNAUDITED)
 

 

Three months ended

 

 

Six months ended

 

 

June 30,

 

 

March 31,

 

 

June 30,

 

 

2026

 

 

2025(1)

 

 

2026

 

2026

 

 

2025(1)

 

Diluted (loss) earnings per share attributable to DNOW Inc. stockholders

$

(0.11

)

 

$

0.13

 

 

$

(0.24

)

 

$

(0.35

)

 

$

0.32

 

Increase in LIFO reserve

 

0.10

 

 

 

0.14

 

 

 

0.08

 

 

 

0.19

 

 

 

0.15

 

Transaction-related charges

 

0.03

 

 

 

0.05

 

 

 

0.03

 

 

 

0.06

 

 

 

0.07

 

Inventory-related transaction charges

 

0.02

 

 

 

 

 

 

0.22

 

 

 

0.24

 

 

 

 

Impairment and other charges

 

0.02

 

 

 

 

 

 

 

 

 

0.02

 

 

 

 

Restructuring and exit costs

 

 

 

 

0.01

 

 

 

 

 

 

 

 

 

0.02

 

Tax provision (benefit)(2)

 

0.06

 

 

 

(0.06

)

 

 

(0.08

)

 

 

(0.03

)

 

 

(0.07

)

Adjusted Diluted Earnings Per Share Attributable to DNOW Inc. Stockholders

$

0.12

 

 

$

0.27

 

 

$

0.01

 

 

$

0.13

 

 

$

0.49

 

 

(1)
The three and six months ended June 30, 2025 includes a change in accounting principle adjustment decreasing the previously reported diluted earnings per share attributable to DNOW Inc. stockholders by $0.10 and $0.11, respectively.
(2)
The tax effect of non-GAAP reconciling items is based on the nature of the item and/or the tax jurisdiction in which the reconciling item has been incurred and is calculated by applying the specific tax rate or tax treatment to each item.

 

 

 

 

7


 

LONG-TERM DEBT TO NET DEBT AND NET DEBT LEVERAGE RATIO CALCULATION (UNAUDITED)
(In millions)

 

 

 

June 30,

 

 

 

2026

 

Long-term debt

 

$

474

 

Plus: current portion of debt obligations

 

 

 

Total debt

 

 

474

 

Less: cash

 

 

114

 

Net Debt

 

$

360

 

 

 

 

 

Net Debt

 

$

360

 

Trailing twelve months Adjusted EBITDA

 

 

211

 

Net Debt Leverage Ratio

 

1.7x

 

 

 

 

NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES TO FREE CASH FLOW (UNAUDITED)

(In millions)

 

 

 

Three months ended

 

 

Six months ended

 

 

 

June 30,

 

 

March 31,

 

 

December 31,

 

 

September 30,

 

 

June 30,

 

 

June 30,

 

 

 

2026

 

 

2026

 

 

2025

 

 

2025

 

 

2025

 

 

2026

 

 

2025

 

Net cash provided by (used in) operating activities

 

$

133

 

 

$

(95

)

 

$

83

 

 

$

43

 

 

$

45

 

 

$

38

 

 

$

29

 

Less: Purchases of property, plant and equipment

 

 

(9

)

 

 

(8

)

 

 

(7

)

 

 

(4

)

 

 

(4

)

 

 

(17

)

 

 

(10

)

Free Cash Flow

 

$

124

 

 

$

(103

)

 

$

76

 

 

$

39

 

 

$

41

 

 

$

21

 

 

$

19

 

 

8