DNOWDNOW Inc.

Oil & Gas Field Machinery & Equipment

Revenue: $2.8B; 19% YoY
Operating margin: -3.3%; 172% YoY
EBITDA: −$41M; 129% YoY
Market cap: $3.0B
Employees: 5,300; $532K revenue each
Net debt / EBITDA: —; $360M net debt
AI in 10-K: 2.2; mentions per 10K words

Takeover score 2 of 13

Fixable underperformance 1 of 7

TSR below peersYes
3 of 5 years
3+ of last 5 years
High CEO pay despite TSRNo
$6M median
Median CEO pay ≥ $15M while TSR trails
Earnings not backed by cashNo
—
Cash flow under 80% of net income
Dilutive SBCNo
1% of revenue
Over 10% of revenue
Payouts exceed cash flowNo
24% of cash flow
Buybacks + dividends over cash flow
Goodwill-heavyNo
18% of assets
Over 40% of assets
Shareholder dissentNo
96% lowest support
Any vote under 80% support

Buyer economics 1 of 4

Low revenue per employeeNo
$532K · 71st pct
Bottom quartile of its SIC industry
Quiet on AINo
2.2 per 10K words · 58th pct
Bottom quartile of AI mentions in 10-Ks
Net cashNo
—
More cash than debt, positive EBITDA
Buyout-sizedYes
$3.0B market cap
Market cap $500M–$5B

Catalysts 0 of 2

Active 13DNo
0 filings
Active-intent 13D in 18 months
Net insider sellingNo
−$7M net
Net sales over $10M in 12 months

Financials

Metric	FY2021	FY2022	FY2023	FY2024	FY2025	YoY	Trend
Revenue	$1.6B	$2.1B	$2.3B	$2.4B	$2.8B	19%
Operating income	$9M	$131M	$144M	$109M	−$93M	185%
Net income	$5	$128	$250	$78	−$89	214%
Operating cash flow	$30M	$0	$188M	$298M	$155M	48%
Capex	$5M	$9M	$17M	$9M	$21M	133%
Stock-based comp	$8M	$11M	$15M	$13M	$29M	123%
Buybacks	$0	$7M	$50M	$23M	$37M	61%

Deal filings

None.

13D filers

None on file.

Insider trading

Open-market buys, 12 mo: $0 · 0
Open-market sells, 12 mo: $7M · 7
Net: −$7M

Pay vs performance

Year	CEO total comp	Comp actually paid	TSR (indexed)	Peer TSR
FY2025	$7M	$8M	185	182
FY2024	$6M	$7M	181	176
FY2023	$6M	$3M	158	199
FY2022	$5M	$11M	177	195
FY2021	$6M	$5M	119	121