Business Context and Reporting Period
Company: DNOW Inc.
Filing Type: Form 8-K (Current Report)
Date of Report: May 21, 2025
Reporting Period: The filing addresses events occurring on May 21, 2025, regarding the appointment of a new independent registered public accounting firm for the fiscal year ending December 31, 2025.
Key Financial Metrics
This filing is a current report regarding a change in certifying accountant and does not contain financial performance data. The filing text does not provide clear values for revenue, profit, cash flow, margins, debt, or liquidity.
Material Changes
- Change in Auditor: The Audit Committee approved the appointment of KPMG LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2025.
- Dismissal of Prior Auditor: On the same date, the Committee approved the dismissal of Ernst & Young LLP (EY).
- Audit History: EY's reports for the fiscal years ended December 31, 2024, and 2023, did not contain adverse opinions, disclaimers, or qualifications regarding uncertainty, audit scope, or accounting principles.
- Disagreements: There were no disagreements between the Company and EY on accounting principles, financial statement disclosure, or auditing scope during the fiscal years 2023-2024 and the interim period through May 21, 2025.
- Reportable Events: No reportable events occurred during the same periods.
Guidance, Outlook, and Risks
Consultation with New Auditor: The Company confirmed that neither it nor anyone acting on its behalf consulted with KPMG regarding the application of accounting principles to specific transactions, the type of audit opinion, or any matters that were subjects of disagreement or reportable events prior to the appointment.
Management Commentary: The change resulted from a competitive selection process conducted by the Audit Committee.
Risks and Contingencies: No specific risks or contingencies were disclosed in this filing beyond the standard transition of audit firms.
Investor Verification Checklist
- Verify the effective date of KPMG LLP's engagement for the 2025 fiscal year audit.
- Review the letter from Ernst & Young LLP (Exhibit 16.1) to confirm their agreement with the Company's disclosures regarding the dismissal.
- Monitor future filings for any restatements or adjustments to prior financial statements following the auditor transition.
- Confirm that no undisclosed disagreements or reportable events exist between the Company and the outgoing auditor.