DNOW Inc. Earnings Per Share Disclosure
17. Earnings Per Share (“EPS”)
Basic EPS is based on net (loss) income attributable to the Company’s earnings and is calculated based upon the daily weighted-average number of common shares outstanding during the periods presented. Diluted EPS includes the above, plus unvested restricted stock awards, unvested restricted units, unvested performance stock awards and unexercised stock options, to the extent these instruments dilute EPS.
For the years ended December 31, 2025, 2024 and 2023, a total of 4 million, less than 1 million and 1 million, respectively, of dilutive shares were excluded from the computation of diluted earnings per share due to their antidilutive effect or due to the Company recognizing a net loss for the period.
Basic and diluted EPS are as follows (in millions, except share data):
|
Year Ended December 31, |
|
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|
2025 |
|
|
2024 (Revised) |
|
|
2023 (Revised) |
|
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Numerator: |
|
|
|
|
|
|
|
|
|||
Net (loss) income attributable to DNOW Inc. |
$ |
(89 |
) |
|
$ |
78 |
|
|
$ |
250 |
|
Less: net income attributable to participating securities |
|
— |
|
|
|
(2 |
) |
|
|
(4 |
) |
Net (loss) income attributable to DNOW Inc. stockholders |
$ |
(89 |
) |
|
$ |
76 |
|
|
$ |
246 |
|
Denominator: |
|
|
|
|
|
|
|
|
|||
Weighted average basic common shares outstanding |
|
117,880,198 |
|
|
|
106,354,586 |
|
|
|
107,395,890 |
|
Effect of dilutive securities |
|
— |
|
|
|
793,824 |
|
|
|
1,026,865 |
|
Weighted average diluted common shares outstanding |
|
117,880,198 |
|
|
|
107,148,410 |
|
|
|
108,422,755 |
|
(Loss) earnings per share attributable to DNOW Inc. stockholders: |
|
|
|
|
|
|
|
|
|||
Basic |
$ |
(0.76 |
) |
|
$ |
0.72 |
|
|
$ |
2.29 |
|
Diluted |
$ |
(0.76 |
) |
|
$ |
0.71 |
|
|
$ |
2.27 |
|
Under ASC Topic 260, “Earnings Per Share,” the two-class method requires a portion of net (loss) 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 the earnings per share computation.
Historical Timeline
| Fiscal Year | Filed | |
|---|---|---|
| 2025 | Feb 26, 2026 | Showing above |
| 2024 | Feb 18, 2025 | |
| 2023 | Feb 15, 2024 | |
About Earnings Per Share Disclosures
The earnings per share disclosure breaks down the calculation from net income to both basic and diluted EPS, revealing the full impact of a company's capital structure on per-share economics. The reconciliation between basic and diluted share counts exposes how many stock options, RSUs, convertible securities, and warrants are potentially dilutive to existing shareholders.
Key signals: a widening gap between basic and diluted shares indicates growing dilution from equity compensation or convertible instruments. Anti-dilutive securities excluded from the diluted calculation deserve attention — they represent latent dilution that will materialize if the stock price rises. Watch for the effect of share buybacks on per-share metrics: EPS growth driven primarily by repurchases rather than income growth signals weakening fundamentals. Compare year-over-year changes in the diluted share count against equity compensation expense to assess whether management is effectively managing dilution.