Weinstock Craig L. 4

What Happened

• Craig L. Weinstock, Senior Vice President and General Counsel of NOV Inc., was granted equity awards totaling 63,367 shares on 2026-02-18 (29,765 time‑based RSUs and 33,602 performance shares that vested). To satisfy tax withholding on the vested performance shares, 13,223 shares were withheld/disposed at $19.99 per share, resulting in proceeds of $264,328. The awards are reported as acquisitions (code A) and the withholding as a disposition for tax purposes (code F).

Key Details

• Transaction date: February 18, 2026; Form filed February 20, 2026 (timely).
• Grants: 29,765 time‑based RSUs (F1) and 33,602 vested performance shares (F2) — total 63,367 shares acquired.
• Withholding/disposition: 13,223 shares withheld/sold at $19.99 to cover taxes, generating $264,328 (F3).
• Shares owned after transaction: not specified in the provided filing excerpt.
• Footnotes: F1 notes RSUs vest in three equal annual installments starting one year after grant; F2/F3 explain these were vested performance shares from a 2/23/2023 grant and that shares were withheld to satisfy tax withholding.

Context

• The primary activity here is compensation-related: new equity awards (acquisitions) and a routine tax-withholding disposition. Withholding to cover taxes is common and does not necessarily indicate a discretionary sale for investment reasons. Time‑based RSUs will vest over future anniversaries per the plan; the performance shares shown were the portion that vested and triggered tax withholding.