XML 29 R21.htm IDEA: XBRL DOCUMENT v3.24.2.u1
Stock-based Compensation and Outstanding Awards
 6 Months Ended
Jun. 30, 2024
Share-Based Payment Arrangement [Abstract]  
Stock-based Compensation and Outstanding Awards

12. Stock-based Compensation and Outstanding Awards

The Company has a stock-based compensation plan known as the DNOW Inc. Long Term Incentive Plan (the “Plan”). The Plan provided for the grant of stock options, restricted stock awards (“RSAs”), restricted stock units and phantom shares (“RSUs”), and performance stock awards (“PSAs”). The Plan had a ten-year term which expired in May 2024. No further awards will be made under the Plan. On May 22, 2024, the Company’s shareholders approved the DNOW Inc. 2024 Omnibus Incentive Plan (the “2024 Plan”), which allowed the Company to replace the expiring Plan and roll over the remaining available shares for grant under the Plan into the new 2024 Plan. The 2024 Plan will permit awards to be granted until 2034, for the granting of stock options, RSAs, RSUs, PSAs, and stock appreciation rights.

For the six months ended June 30, 2024, the Company granted 778,052 shares of RSAs and RSUs with a weighted average fair value of $13.12 per share. In addition, the Company granted PSAs to senior management employees with potential payouts varying from zero to 553,424 shares. The RSAs and RSUs vest on the first and third anniversary of the date of grant. The PSAs can be earned based on performance against established metrics over a three-year performance period.

Stock-based compensation expense for the three and six months ended June 30, 2024, totaled $4 million and $6 million, respectively, compared to $4 million and $7 million, respectively, for the corresponding periods of 2023.