DNOW discloses three shareholder lawsuits and supplemental proxy disclosures for MRC Global merger

DNOW Inc.

Three NY state complaints allege material omissions in joint proxy statement; DNOW denies merit but voluntarily supplements to avoid delay.
Supplemental disclosures include Goldman Sachs DCF inputs: DNOW net debt ~$(194)M, MRC net debt ~$324M, pro forma net debt ~$230M.
J.P. Morgan public trading multiples: MRC implied equity value $12.80-$18.30/sh; DNOW $14.60-$18.70/sh.
Combined company implied present value per share range from Goldman Sachs DCF: $17.15-$20.92.
No new employment agreements for MRC Global executives post-merger finalized as of filing.

item 8.01

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