Bayardo Jose A 4

What Happened

Jose A. Bayardo, Chairman, President and CEO of NOV Inc., was granted a total of 186,661 shares (131,316 + 55,345) as equity awards on February 18, 2026 (reported as acquisitions at $0.00 per share). Separately, 21,779 shares were disposed (withheld) at $19.99 per share to satisfy tax withholding obligations, yielding approximately $435,362. The awards include time‑based restricted stock units (RSUs) and vested performance share awards.

Key Details

• Transaction date: February 18, 2026; Form 4 filed February 20, 2026 (appears timely).
• Acquisitions: 131,316 shares and 55,345 shares reported as A (awards) at $0.00 per share.
• Disposal: 21,779 shares reported as F (tax withholding) at $19.99 per share; proceeds ≈ $435,362.
• Footnotes:
  • F1: One award is time‑based RSUs that vest in three equal annual installments starting one year after grant.
  • F2: The 55,345 (or portion) represents shares that vested from performance share awards granted Feb 23, 2023.
  • F3: The 21,779 shares were withheld from vested performance awards to satisfy tax withholding.
• Shares owned after the transaction: not specified in the summary provided; see the full Form 4 for total beneficial ownership.
• Transaction codes: A = Award/Grant; F = Tax withholding (share surrender to cover taxes).

Context

These transactions are typical compensation events for executives: the company issued equity awards (acquisitions at $0) and withheld a portion of vested shares to cover taxes (a routine disposition, not an open‑market sale). No open‑market purchases or sales were reported in this filing, and there is no indication of a 10b5‑1 plan or other trading plan disclosed in the provided notes. For exact post‑transaction holdings and full details, consult the full Form 4 filing (Accession: 0001193125-26-060921).