MRC Global (MRC) executive Shields received 48,571 shares

Insider transactions reported

Emily K. Shields (executive at MRC Global Inc., MRC) reported that they received 48,571 shares, and returned to the company 99,652 shares on Nov 6, 2025. After these transactions the filing shows 0 shares held directly.

Reporting person

Shields Emily K.

Options and other derivatives

Holdings before and after

• Common Stock: 51,081 to 0 direct
• Performance Share Unit: 11,435 to 0 direct

Footnotes from the filing

1. 1. On November 6, 2025, pursuant to the Agreement and Plan of Merger (the Merger Agreement ), dated June 26, 2025, by and among MRC Global Inc. (the Issuer ), DNOW Inc. ( DNOW ), Buck Merger Sub, Inc. ( Merger Sub ) and Stag Merger Sub, LLC ( LLC Sub ), Merger Sub merged with and into the Issuer (the First Merger ), with the Issuer continuing as the surviving corporation in the First Merger (the time the First Merger becomes effective, the Effective Time ) and immediately following the First Merger, the Issuer merged with and into LLC Sub (the Second Merger and, together with the First Merger, the Merger ), with LLC Sub continuing as the surviving company. Pursuant to the Merger Agreement, at the Effective Time, each outstanding performance share unit of the Issuer ( Company PSU ) that was issued under the stock incentive plans of the Issuer that vests based on the achievement of performance metrics that was granted prior to February 2024 was canceled,
2. 2. (Continued from footnote 1) and the holder of such Company PSU became entitled to receive, in full satisfaction of the rights of such holder with respect thereto, the number of shares of the Issuer's common stock ( Company Common Stock ) (rounded to the nearest share) subject to the Company PSU. Each such share of Company Common Stock was converted into the right to receive (i) 0.9489 shares of DNOW common stock per share of Company Common Stock, net any withholding taxes, and (ii) an amount in cash equal to the accrued but unpaid dividend equivalents. The number of shares of Company Common Stock subject to such Company PSU was deemed to be the number of shares subject to the Company PSU with performance deemed achieved.
3. 3. Pursuant to the Merger Agreement, at the Effective Time, each outstanding restricted stock unit of the Issuer issued under the stock incentive plans of the Issuer that vests solely based on the holders continue employment or services ( Company RSU ) that was granted in February 2024 or later was canceled and converted into an award of restricted stock units of DNOW common stock. As a result of the Merger, the reporting person disposed of all previously reported Company RSUs that were granted in February 2024 or later.
4. 4. Pursuant to the Merger Agreement, at the Effective Time, each outstanding Company RSU that was granted prior to February 2024 became fully vested. Each share of the Company Common Stock subject to such Company RSU was converted into the right to receive (i) 0.9489 shares of DNOW common stock per share of Company Common Stock, net any withholding taxes, and (ii) an amount in cash equal to the accrued but unpaid dividend equivalents. As a result of the Merger, the reporting person disposed of all previously reported Company RSUs that were granted prior to February 2024. Pursuant to the Merger, each outstanding share of Company Common Stock was converted into the right to receive 0.9489 shares of common stock of DNOW. As a result of the Merger, the reporting person disposed of all shares of Company Common Stock previously reported.
5. 5. Pursuant to the Merger Agreement, at the Effective Time, each outstanding Company PSU that was issued under the stock incentive plans of the Issuer that vests based on the achievement of performance metrics that was granted in February 2024 or later was canceled and converted into an award of restricted stock units in respect of that number of shares of DNOW common stock (rounded to the nearest whole share) equal to the product of (1) the total number of shares of Company Common Stock subject to such Company PSU immediately prior to the Effective Time multiplied by (2) the right to receive 0.9489 shares of common stock of DNOW. The number of shares of Company Common Stock subject to such Company PSU was deemed to be the number of shares subject to the Company PSU with performance deemed achieved.

Transaction codes in this filing

Grant or award:

Code A marks a grant or award from the company under an exempt employee or director plan. Usually nothing is paid for it.

Sale back to the company:

Code D marks a disposition back to the company under an exempt plan, as opposed to a sale in the market.

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