NOV (NOV) risk factors, FY2025 10-K

NOV's FY2025 10-K, filed Feb 12, 2026, lists 24 risk factors. Against the prior year's 25: 1 dropped, 8 substantially reworded.

Risk factors listed
240 groups
New this year
0vs 25 last year
Dropped
1since the prior 10-K
Substantially reworded
8of those kept
Section length
8k wordsItem 1A

What the changes say

  • NOV updated its risk factors to account for changes in equipment backlog, technology adoption reducing equipment demand, and climate laws.
  • Capital equipment backlog decreased from $4.43 billion to $4.34 billion, and international revenue remained steady at 66%.

What changed since the prior 10-K

Dropped

  • Dropped

    Fiberglass-reinforced spoolable pipe

Reworded

  • 69% rewritten

    (Sources: Company management; “A Dictionary for the Petroleum Industry,” The University of Texas at Austin, 2001.)

    Included definitions for drilling bits and blowout preventers with no substantive risk changes.

  • 58% rewritten

    There are risks associated with certain contracts for our equipment

    Energy Equipment backlog decreased from $4.43 billion to $4.34 billion, and risks now explicitly include potential contract cancellations.

  • 46% rewritten

    Legal and Regulatory Related

    Expanded hydraulic fracturing risks to include other drilling activities and processes.

  • 35% rewritten

    the expiration of intellectual property rights protecting our products and technologies

    Added a paradox that successful technology adoption could increase hydrocarbon efficiency and reduce rig count, alongside a need for artificial intelligence capabilities.

  • 33% rewritten

    We have expanded and grown our businesses in part through acquisitions and continue to pursue a growth strategy, but we cannot assure that attractive acquisitions will be available to us at reasonable prices or that such acquisitions will result in the outcomes we anticipate

    Added explicit mention that there is no assurance the company will identify suitable attractive future acquisition opportunities.

    Was: We have expanded and grown our businesses through acquisitions and continue to pursue a growth strategy, but we cannot assure that attractive acquisitions will be available to us at reasonable prices or that such acquisitions will result in the outcomes we anticipate

  • 31% rewritten

    Even a partially uninsured claim, if successful and of significant size, could have a material adverse effect on our consolidated financial statements

    Added specific risks from new laws and regulations to reduce greenhouse gases, including fees or taxes.

  • 28% rewritten

    development of alternate energy sources

    Removed marketplace determination phrasing regarding oil and gas prices.

  • 21% rewritten

    A significant portion of our revenue is derived from our non-United States operations, which exposes us to risks inherent in doing business in each of the many countries in which we operate

    Updated international revenue year reference to 2025 and generalized public health crises from COVID-19 to pandemics.

All 24 risk factors

Headings as the filing states them, in filing order.

Other

  1. 01We are dependent upon the level of activity in the oil and gas industry, which is volatile and has caused, and may cause future, fluctuations in our operating results
  2. 02development of alternate energy sources28% rewritten
  3. 03There are risks associated with certain contracts for our equipment58% rewritten
  4. 04trade or travel restrictions, including export sanctions, trade controls or other supply chain interruption, which could affect our ability to manufacture, sell, or receive payment for our equipment and/or services
  5. 05Competition in our industry, including the introduction of new products and technologies by our competitors, as well as the expiration of the intellectual property rights protecting our products and technologies, could ultimately lead to lower revenue and earnings
  6. 06the expiration of intellectual property rights protecting our products and technologies35% rewritten
  7. 07A significant portion of our revenue is derived from our non-United States operations, which exposes us to risks inherent in doing business in each of the many countries in which we operate21% rewritten
  8. 08Supply chain disruption and price escalation could have a material adverse effect on our business, liquidity, consolidated results of operations and consolidated financial condition
  9. 09other contractual or other legal claims from our customers resulting from supply chain, transportation or other business disruption
  10. 10Cybersecurity risks and threats could adversely affect our business
  11. 11Our ability to hire and retain qualified personnel at competitive cost could materially affect our operations and growth potential
  12. 12Severe or unseasonable weather conditions may adversely affect our operations
  13. 13An impairment of goodwill or other indefinite lived intangible assets could reduce our earnings
  14. 14We have expanded and grown our businesses in part through acquisitions and continue to pursue a growth strategy, but we cannot assure that attractive acquisitions will be available to us at reasonable prices or that such acquisitions will result in the outcomes we anticipate33% rewritten
  15. 15Legal and Regulatory Related46% rewritten
  16. 16Our failure to comply with existing or future U.S. and foreign laws and regulations could have a material adverse effect on our business and our results of operations
  17. 17We could be adversely affected if we fail to comply with any of the numerous international, federal, state and local laws, regulations and policies that govern environmental protection, data privacy, zoning and other matters applicable to our businesses
  18. 18Our businesses expose us to potential environmental, product or personal injury liability
  19. 19suspension of operations
  20. 20We may not have adequate insurance for potential environmental, product or personal injury liabilities, or other liabilities
  21. 21Even a partially uninsured claim, if successful and of significant size, could have a material adverse effect on our consolidated financial statements31% rewritten
  22. 22Local content requirements imposed in certain jurisdictions may increase the complexity of our operations and impact the demand for our services
  23. 23The Company could be subject to changes in its tax rates, the adoption of new tax legislation, tax audits, or exposure to additional tax liabilities and to changes in tariffs that could have a material adverse effect on our business, consolidated results of operations, and consolidated financial condition
  24. 24(Sources: Company management; “A Dictionary for the Petroleum Industry,” The University of Texas at Austin, 2001.)69% rewritten

Other NOV 10-Ks

  • FY2024 10-K risk factors
    25 risks

    NOV Inc. faces heavy dependency on volatile oil and gas industry activity and international markets. Operations are exposed to significant capital equipment backlogs, supply chain disruptions, and complex global regulations.

    Filed Feb 14, 2025

About this page

The headings are the filing's own. The one-line readings and the overview are automated and can be wrong: read Item 1A of the 10-K for the exact wording.