DNOW Inc. 2025-2026 Proxy Voting Records

Description as filed by funds: To elect nine directors to hold office for one-year terms: David Cherechinsky

DNOW Inc.’s own tally for this item (“Elect Director: David Cherechinsky”): 160,298,178 for, 944,850 against, per its Form 8-K filed May 20, 2026 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “The following is a summary of the voting results for each matter presented to the Company's stockholders: The nine directors nominated by the Board of Directors were re-elected to serve a one-year term expiring in 2027.”
Support: 99.4% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 97 asset managers below reported 81,722,770 for, 120 against, 6,314 abstained, 132,939 not voted.

Showing the 25 largest of 97 asset managers. See all 97 in the interactive database.

Description as filed by funds: To elect nine directors to hold office for one-year terms: Galen Cobb

DNOW Inc.’s own tally for this item (“Elect Director: Galen Cobb”): 158,800,127 for, 2,430,940 against, per its Form 8-K filed May 20, 2026 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “The following is a summary of the voting results for each matter presented to the Company's stockholders: The nine directors nominated by the Board of Directors were re-elected to serve a one-year term expiring in 2027.”
Support: 98% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 97 asset managers below reported 81,613,834 for, 109,055 against, 6,314 abstained, 132,939 not voted.

Showing the 25 largest of 97 asset managers. See all 97 in the interactive database.

Description as filed by funds: To elect nine directors to hold office for one-year terms: George Damiris

DNOW Inc.’s own tally for this item (“Elect Director: George Damiris”): 160,886,648 for, 163,064 against, per its Form 8-K filed May 20, 2026 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “The following is a summary of the voting results for each matter presented to the Company's stockholders: The nine directors nominated by the Board of Directors were re-elected to serve a one-year term expiring in 2027.”
Support: 99.8% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 97 asset managers below reported 81,722,887 for, 6,316 abstained, 132,939 not voted.

Showing the 25 largest of 97 asset managers. See all 97 in the interactive database.

Description as filed by funds: To elect nine directors to hold office for one-year terms: Karen David-Green

DNOW Inc.’s own tally for this item (“Elect Director: Karen David-Green”): 160,799,509 for, 429,511 against, per its Form 8-K filed May 20, 2026 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “The following is a summary of the voting results for each matter presented to the Company's stockholders: The nine directors nominated by the Board of Directors were re-elected to serve a one-year term expiring in 2027.”
Support: 99.7% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 97 asset managers below reported 81,722,887 for, 3 against, 6,314 abstained, 132,939 not voted.

Showing the 25 largest of 97 asset managers. See all 97 in the interactive database.

Description as filed by funds: To elect nine directors to hold office for one-year terms: Paul Coppinger

DNOW Inc.’s own tally for this item (“Elect Director: Paul Coppinger”): 156,637,730 for, 4,594,348 against, per its Form 8-K filed May 20, 2026 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “The following is a summary of the voting results for each matter presented to the Company's stockholders: The nine directors nominated by the Board of Directors were re-elected to serve a one-year term expiring in 2027.”
Support: 97% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 97 asset managers below reported 80,701,152 for, 1,021,737 against, 6,314 abstained, 132,939 not voted.

Showing the 25 largest of 97 asset managers. See all 97 in the interactive database.

Description as filed by funds: To elect nine directors to hold office for one-year terms: Richard Alario

DNOW Inc.’s own tally for this item (“Elect Director: Richard Alario”): 157,128,697 for, 4,114,934 against, per its Form 8-K filed May 20, 2026 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “The following is a summary of the voting results for each matter presented to the Company's stockholders: The nine directors nominated by the Board of Directors were re-elected to serve a one-year term expiring in 2027.”
Support: 97% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 97 asset managers below reported 81,613,825 for, 109,065 against, 6,314 abstained, 132,939 not voted.

Showing the 25 largest of 97 asset managers. See all 97 in the interactive database.

Description as filed by funds: To elect nine directors to hold office for one-year terms: Ronald Jadin

DNOW Inc.’s own tally for this item (“Elect Director: Ronald Jadin”): 160,892,650 for, 168,073 against, per its Form 8-K filed May 20, 2026 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “The following is a summary of the voting results for each matter presented to the Company's stockholders: The nine directors nominated by the Board of Directors were re-elected to serve a one-year term expiring in 2027.”
Support: 99.8% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 97 asset managers below reported 81,722,887 for, 6,315 abstained, 132,939 not voted.

Showing the 25 largest of 97 asset managers. See all 97 in the interactive database.

Description as filed by funds: To elect nine directors to hold office for one-year terms: Sonya Reed

DNOW Inc.’s own tally for this item (“Elect Director: Sonya Reed”): 158,371,865 for, 2,859,954 against, per its Form 8-K filed May 20, 2026 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “The following is a summary of the voting results for each matter presented to the Company's stockholders: The nine directors nominated by the Board of Directors were re-elected to serve a one-year term expiring in 2027.”
Support: 98% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 97 asset managers below reported 81,722,873 for, 16 against, 6,314 abstained, 132,939 not voted.

Showing the 25 largest of 97 asset managers. See all 97 in the interactive database.

Description as filed by funds: To elect nine directors to hold office for one-year terms: Terry Bonno

DNOW Inc.’s own tally for this item (“Elect Director: Terry Bonno”): 158,708,847 for, 2,519,104 against, per its Form 8-K filed May 20, 2026 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “The following is a summary of the voting results for each matter presented to the Company's stockholders: The nine directors nominated by the Board of Directors were re-elected to serve a one-year term expiring in 2027.”
Support: 98% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 97 asset managers below reported 81,598,465 for, 124,424 against, 6,314 abstained, 132,939 not voted.

Showing the 25 largest of 97 asset managers. See all 97 in the interactive database.

Description as filed by funds: Approval of the issuance of shares of DNOW Inc. ("DNOW") common stock to stockholders of MRC Global Inc. ("MRC Global") in connection with the mergers pursuant to the terms of the agreement and plan of merger with MRC Global, Buck Merger Sub, Inc., a wholly-owned, direct subsidiary of DNOW, and Stag Merger Sub, LLC, a wholly-owned, direct subsidiary of DNOW (the "DNOW Stock issuance proposal").

DNOW Inc.’s own tally for this item (“1. DNOW Stock Issuance Proposal – Approval of the issuance of shares of Common Stock to stockholders of MRC Global in connection with the Mergers pursuant to the terms of the Merger Agreement”): 94,776,670 for, 38,288 against — passed, per its Form 8-K filed September 9, 2025 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “At the DNOW Special Meeting, the Company's stockholders approved the DNOW Stock Issuance Proposal by the affirmative vote of a majority of the shares of Common Stock present in person or represented by proxy at the DNOW Special Meeting.”
Support: 99.9% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
Voting standard, as the filing states it: a supermajority of the shares outstanding (“88.6% of the outstanding”).

The 100 asset managers below reported 52,933,131 for, 78,131 not voted.

Showing the 25 largest of 100 asset managers. See all 100 in the interactive database.

Description as filed by funds: Approval of the adjournment of the DNOW special meeting to solicit additional proxies if there are not sufficient votes at the time of the DNOW special meeting to approve the DNOW stock issuance proposal (the "adjournment proposal").

DNOW Inc.’s own tally for this item (“2. The Adjournment Proposal – Approval of the adjournment of the DNOW Special Meeting to solicit additional proxies if there are not sufficient votes at the time of the DNOW Special Meeting to approve the DNOW Stock Issu”): 89,217,804 for, 5,578,367 against, per its Form 8-K filed September 9, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 94% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 96 asset managers below reported 49,744,540 for, 2,289,183 against, 19,655 abstained.

Showing the 25 largest of 96 asset managers. See all 96 in the interactive database.

The 5 asset managers below reported 879,703 for, 78,131 not voted. The figure above is FOR ÷ (FOR + AGAINST + WITHHELD) of the shares these managers voted; abstained and unvoted shares are in neither half, and these managers are a subset of all shareholders, not the meeting result.

Description as filed by funds: To consider and act upon an advisory proposal to approve the compensation of our named executive officers.

DNOW Inc.’s own tally for this item (“3. Approval of the compensation of the Company's named executive officers”): 155,128,968 for, 6,013,091 against, per its Form 8-K filed May 20, 2026 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 96% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice).

Fund voting reports, all 94 managers: 81,722,849 for, 32 against, 6,314 abstained, 132,939 not voted. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports, all 313 managers: 84,933,520 for, 4,280,280 against, 3,963 abstained, 4,810 not voted. Showing the 25 largest; see all in the interactive database.

Description as filed by funds: To consider and act upon a proposal to ratify the appointment of KPMG LLP as independent auditors of the Company for 2026;

DNOW Inc.’s own tally for this item (“2. Ratification of the appointment of KPMG LLP as the Company's independent auditors for 2026”): 170,813,460 for, 769,789 against, per its Form 8-K filed May 20, 2026 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 99.5% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 97 asset managers below reported 81,646,506 for, 76,384 against, 6,314 abstained, 132,939 not voted.

Showing the 25 largest of 97 asset managers. See all 97 in the interactive database.