SEC FORM 3/A SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
 
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1. Name and Address of Reporting Person*
Munson Kelly T.

(Last) (First) (Middle)
C/O NOW INC.
7402 NORTH ELDRIDGE PARKWAY

(Street)
HOUSTON TX 77041

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
01/01/2021
3. Issuer Name and Ticker or Trading Symbol
NOW Inc. [ DNOW ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
See Remarks
5. If Amendment, Date of Original Filed (Month/Day/Year)
01/08/2021
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common stock 2,191 D
Common stock 156 I By 401(k) Plan
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Options (right to buy) (1) 02/22/2022 Common stock 2,185 35.53 D
Stock Options (right to buy) (2) 02/24/2022 Common stock 4,500 22.44 D
Stock Options (right to buy) (3) 02/25/2024 Common stock 3,018 31.433 D
Stock Options (right to buy) (4) 02/19/2023 Common stock 7,500 13.71 D
Stock Options (right to buy) (5) 02/21/2024 Common stock 5,250 20.64 D
Stock Options (right to buy) (6) 02/20/2025 Common stock 10,000 9.9 D
Stock Options (right to buy) (7) 02/19/2026 Common stock 3,965 15.3 D
Stock Options (right to buy) (8) 02/21/2027 Common stock 20,985 9.53 D
Restricted Stock Award 02/20/2021 (12) Common stock (9) 0.00 D
Restricted Stock Award 02/19/2022 (12) Common stock (10) 0.00 D
Restricted Stock Award 02/21/2023 (12) Common stock (11) 0.00 D
Explanation of Responses:
1. The stock options vested in three installments of 728, 729, and 728 on February 21, 2013, February 21, 2014, and February 21, 2015, respectively.
2. The stock options vested in three installments of 1,500 on February 24, 2016, February 24, 2017, and February 24, 2018, respectively.
3. The stock options vested in three installments of 1,004, 1,007, and 1,007 on February 25, 2015, February 25, 2016, and February 25, 2017, respectively.
4. The stock options vested in three installments of 2,500 on February 19, 2017, February 19, 2018, and February 19, 2019, respectively.
5. The stock options vested in three installments of 1,750 on February 21, 2018, February 21, 2019, and February 21, 2020, respectively.
6. The stock options vest in three installments of 3,333, 3,333, and 3,334 on February 20, 2019, February 20, 2020, and February 2021, respectively.
7. The stock options vest in three installments of 1,321, 1,322, and 1,322 on February 19, 2020, February 19, 2021, and February 19, 2022, respectively.
8. The stock options will vest in three installments of 6,995 on February 21, 2021, February 21, 2022, and February 21, 2023, respectively.
9. The Reporting Person's 1,450 restricted stock awards will vest on February 20, 2021.
10. The Reporting Person's 1,567 restricted stock awards will vest on February 19, 2022.
11. The Reporting Person's 7,760 restricted stock awards will vest on February 21, 2023.
12. Each restricted stock award represents a contingent right to receive one share of NOW Inc. common stock.
Remarks:
The purpose of this filing to correct a typographical error in the Power of Attorney attached hereto as Exhibit 24.1. Chief Administrative and Information Officer See Exhibit 24.1 - Power of Attorney
/s/ Raymond Chang, Attorney-in-Fact 01/08/2021
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
                               POWER OF ATTORNEY

      The undersigned constitutes and appoints Raymond Chang, Eric Johnson, Ben
Smolij, and John Niedzwiecki, and each of them individually, as the
undersigned's true and lawful attorneys-in-fact and agents for the undersigned
and in the undersigned's name, place and stead, to:

      1.   prepare, sign, and submit to the Securities and Exchange Commission
(the "SEC") on its Electronic Data Gathering, Analysis, and Retrieval Filer
Management website a Form ID application, including any amendments and exhibits
thereto, and any other related documents as may be necessary or appropriate, to
obtain from the SEC access codes to permit filing on the SEC's EDGAR system,
granting unto said attorneys-in-fact and agents full power and authority to do
and perform each act and thing requisite and necessary to be done as required by
any rule or regulation of the SEC and the EDGAR Filer Manual as fully and to all
intents and purposes as the undersigned might or could do in person, hereby
ratifying and confirming all that said attorneys-in-fact and agents  may
lawfully do or cause to be done by virtue hereof; and

      2.   sign any and all SEC statements of beneficial ownership of securities
of the undersigned relating to NOW Inc. (the "Company") on Schedule 13D as
required under Section 13 and Forms 3, 4 and 5 as required under Section 16(a)
of the Securities Exchange Act of 1934, as amended, and any amendments thereto,
and to file the same with all exhibits thereto, and other documents in
connection therewith, with the SEC, the Company, and any stock exchange on which
any of the Company's securities are listed, granting unto said attorneys-in-fact
and agents full power and authority to do and perform each act and thing
requisite and necessary to be done under said Section 13 and Section 16(a), as
fully and to all intents and purposes as the undersigned might or could do in
person, hereby ratifying and confirming all that said attorneys-in-fact and
agents may lawfully do or cause to be done by virtue hereof.

      A copy of this power of attorney shall be filed with the SEC. The
authorization set forth above shall continue in full force and effect until the
undersigned revokes such authorization by written instructions to the attorney-
in-fact.

      The authority granted hereby shall in no event be deemed to impose or
create any duty on behalf of the attorneys-in-fact with respect to the
undersigned's obligations to file a Form ID, Schedule 13Ds and Forms 3, 4 and 5
with the SEC.


Dated: December 16, 2020



                                               By: /s/ Kelly T. Munson
                                                  ------------------------------
                                                  Name: Kelly T. Munson