NOV Inc.·4

Feb 20, 1:16 PM ET

Rovig Joseph W 4

Research Summary

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NOV President Joseph W. Rovig Receives Awards; Shares Withheld for Taxes

What Happened
Joseph W. Rovig, President — Energy Equipment at NOV Inc. (NOV), received equity awards on Feb 18, 2026: 33,267 time‑based restricted stock units and 37,555 shares that vested from a prior performance award (total 70,822 shares granted/vested at $0.00). To satisfy tax withholding related to the vesting, 13,767 shares were surrendered (disposed) at an effective withholding value of $19.99 per share, totaling $275,202. The awards are grants/vests (not open‑market purchases or option exercises); the share withholding is a routine tax payment.

Key Details

  • Transaction date: Feb 18, 2026; Form 4 filed Feb 20, 2026 (reports Feb 18 transactions). No late filing indicated in the document.
  • Grants/vests: 33,267 time‑based RSUs (at $0.00) + 37,555 vested performance shares = 70,822 shares acquired.
  • Tax withholding/disposition: 13,767 shares withheld/disposed at $19.99/share = $275,202 (coded F for tax withholding).
  • Shares owned after transaction: not explicitly stated in the filing; footnote references hold equivalents under the NOV 401(k) plan as of Feb 18, 2026.
  • Relevant footnotes: F1 = time‑based RSUs vest in three equal annual installments starting one year after grant; F2 = 37,555 reflects vested performance shares from Feb 23, 2023 grant; F3 = 13,767 were withheld to satisfy tax withholding; F4 = 401(k) share equivalents per account balance on Feb 18, 2026.

Context
These transactions are equity awards and routine tax withholding tied to vesting. The time‑based RSUs will vest over future anniversaries per the noted schedule, and the performance shares reflected a vesting event from a 2023 grant. No open‑market purchase or sale (other than shares surrendered for taxes) or option exercise/sale was reported; tax withholding reduces the net shares received by the insider.