NINE on NYSE

Nine Energy Service, Inc.

Nine Energy Service, Inc. is an American oil and gas field services company based in Houston, active since 2011.2

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Last updated Oct 21, 2026.

Overview

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  • TickerNINE on NYSE2
  • IndustryOil & Gas Field Services, NEC2
  • HeadquartersHouston, United States2
  • Incorporated inDE3
  • Business address2001 Kirby Drive, Suite 200, Houston, Tx 770193
  • Filer categoryNon-accelerated filer, Smaller reporting company3
  • Legal formCorporation2
  • LEI549300KRLJCZBPZMKT652
  • StatusActive2
  • LEI statusLapsed (not renewed)2
  • Registered addressC/O THE CORPORATION TRUST COMPANY, 19801 Wilmington, United States2
  • Registered withDivision of Corporations, Department of State, 50433882

Nine Energy Service, Inc. (either individually or together with its subsidiaries, as the context requires, the “Company,” “Nine,” “we,” “us,” and “our”) is a Delaware corporation that was formed in February 2013 through a combination of three service companies owned by SCF Partners, L.P. or its affiliates. Nine is a leading completion services provider that targets unconventional oil and gas resource development across North American basins and abroad. We partner with our exploration and production (“E&P”) customers to design and deploy downhole solutions and technology to prepare horizontal, multistage wells for production. We focus on providing our customers with cost-effective and comprehensive completion solutions designed to maximize their production levels and operating efficiencies. We believe our success is a product of our culture, which is driven by our intense focus on perform…5 From its latest annual report

Financials

From the company’s reports to the SEC. Every number links to the filing it came from.

Key numbers, fiscal 2025

0.4%Operating margin6
-9.1%Net margin6
1.4%Revenue growth, 20256
-$23.3MFree cash flow6

Where the money goes

Where each dollar of revenue went, fiscal 2025

  • Other costs100¢$561.7M
  • Income tax0¢$171.0K

Out of $561.9M in revenue.6 The company lost money this year.

Financial statements

Revenue78910116$561.9M in 2025−33% since 2019
0$250.0M$500.0M$750.0M$1.0B2019: $832.9M$832.9M20192020: $310.9M$310.9M2020−63%2021: $349.4M$349.4M2021+12%2022: $593.4M$593.4M2022+70%2023: $609.5M$609.5M2023+3%2024: $554.1M$554.1M2024−9%2025: $561.9M$561.9M2025+1%
Gross profit7$8.7M in 2020−95% since 2019
0$50.0M$100.0M$150.0M$200.0M2019: $163.0M$163.0M20192020: $8.7M$8.7M2020−95%
Operating income78910116$2.3M in 2025
-$400.0M-$200.0M0$200.0M2019: -$182.7M-$182.7M20192020: -$383.2M-$383.2M2020+110%2021: -$50.0M-$50.0M2021−87%2022: $43.6M$43.6M20222023: $17.6M$17.6M2023−60%2024: $8.9M$8.9M2024−49%2025: $2.3M$2.3M2025−74%
Net income78910116-$51.3M in 2025−76% since 2019
-$400.0M-$300.0M-$200.0M-$100.0M0$100.0M2019: -$217.8M-$217.8M20192020: -$378.9M-$378.9M2020+74%2021: -$64.6M-$64.6M2021−83%2022: $14.4M$14.4M20222023: -$32.2M-$32.2M20232024: -$41.1M-$41.1M2024+28%2025: -$51.3M-$51.3M2025+25%
Fiscal year2019202020212022202320242025
Revenue$832.9M7$310.9M8$349.4M9$593.4M10$609.5M11$554.1M6$561.9M6
Cost of revenue$670.0M7$302.2M7
Gross profit$163.0M7$8.7M7
Operating income-$182.7M7-$383.2M8-$50.0M9$43.6M10$17.6M11$8.9M6$2.3M6
Interest$39.8M7$36.8M7$32.5M10$51.1M10
Income before tax-$64.6M9$14.9M10-$31.6M11-$40.9M6-$51.5M6
Income tax-$3.9M7-$2.5M8-$25.0K9$546.0K10$585.0K11$198.0K6-$171.0K6
Net income-$217.8M7-$378.9M8-$64.6M9$14.4M10-$32.2M11-$41.1M6-$51.3M6
Earnings per share-$7.437-$12.748-$2.139$0.4710-$0.9711-$1.116-$1.256
Earnings per share (diluted)-$7.437-$12.748-$2.139$0.4510-$0.9711-$1.116-$1.256
Shares (weighted, basic)30.3M shares930.9M shares1033.3M shares1137.2M shares640.9M shares6
Shares (weighted, diluted)30.3M shares932.3M shares1033.3M shares1137.2M shares640.9M shares6

Compare Nine Energy Service, Inc. with another company

Corporate structure

Nine Energy Service, Inc. sits at the top of its group. 11 entities, 3 countries on record. Switch between the flow chart and the network, and select any entity to see its details.

Major holders of Nine Energy Service, Inc.

  • Jeffrey L. Gendell Filed SCHEDULE 13G/A on Nine Energy Service, Inc., latest Aug 14, 2026 (6 filings since Apr 7, 2023)
  • Philosophy Capital Management LLC Filed SCHEDULE 13G/A on Nine Energy Service, Inc., latest Aug 14, 2026 (2 filings since Mar 11, 2026)
  • Adage Capital Management, L.P. Filed SCHEDULE 13G on Nine Energy Service, Inc., latest Jul 9, 2026
  • Algebris Investments (US) Inc. Filed SCHEDULE 13G on Nine Energy Service, Inc., latest Jul 2, 2026
  • William Monroe Filed SCHEDULE 13G/A on Nine Energy Service, Inc., latest Apr 16, 2026 (3 filings since Jun 25, 2024)
  • CastleKnight Master Fund LP Filed SCHEDULE 13G on Nine Energy Service, Inc., latest Apr 9, 2026
  • MACKAY SHIELDS LLC Filed SCHEDULE 13G on Nine Energy Service, Inc., latest Mar 31, 2026 (2 filings since Mar 31, 2026)
  • SCF Partners, Inc. Filed SCHEDULE 13G/A on Nine Energy Service, Inc., latest Feb 4, 2025
  • ADAGE CAPITAL PARTNERS GP, L.L.C. Filed SC 13G/A on Nine Energy Service, Inc., latest Feb 10, 2022
  • COX HOWARD E JR Filed SC 13G on Nine Energy Service, Inc., latest Jan 31, 2022
  • Nine Energy Service, Inc. Houston, Texas, United States
    • CDK Perforating, LLC Subsidiary · Texas, United States
    • Crest Pumping Technologies, LLC Subsidiary · Delaware, United States
    • Frac Technology AS Subsidiary · Norway
    • Magnum Oil Tools GP, LLC Subsidiary · Texas, United States
    • Magnum Oil Tools International, LTD Subsidiary · Texas, United States
    • MOTI Holdco, LLC Subsidiary · Delaware, United States
    • Nine Downhole Norway AS Subsidiary · Norway
    • Nine Downhole Technologies, LLC Subsidiary · Delaware, United States
    • Nine Energy Canada Inc. Subsidiary · Alberta, Canada
    • RedZone Coil Tubing, LLC Subsidiary · Texas, United States

Built from parent and subsidiary links from GLEIF, the Global Legal Entity Identifier Foundation (CC0); subsidiaries listed in Exhibit 21 of annual reports filed with the SEC; major holders from Schedules 13D and 13G. Each entity in the chart links to its source.

What it owns

What Nine Energy Service, Inc. reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.

Property and equipment

ItemLatestA year beforeChange
Property and equipment, before depreciation$350.3M6 Dec 31, 2025$344.6M6 Dec 31, 2024+1.7%
Accumulated depreciation$286.1M6 Dec 31, 2025$274.1M6 Dec 31, 2024+4.4%
Property and equipment, net$64.3M6 Dec 31, 2025$70.5M6 Dec 31, 2024−8.9%
Finance-lease assets$16.0K6 Dec 31, 2025$29.0K6 Dec 31, 2024−44.8%
Operating-lease assets (leased space)$34.1M6 Dec 31, 2025$37.3M6 Dec 31, 2024−8.4%

Investments

ItemLatestA year beforeChange
Cash and cash equivalents$18.4M6 Dec 31, 2025$27.9M6 Dec 31, 2024−33.8%

Intangibles and goodwill

ItemLatestA year beforeChange
Intangible assets, net (excluding goodwill)$68.1M6 Dec 31, 2025$79.2M6 Dec 31, 2024−14.1%
Accumulated amortization$120.3M6 Dec 31, 2025$109.1M6 Dec 31, 2024+10.2%
Finite-lived intangibles, net$68.1M6 Dec 31, 2025$79.2M11 Dec 31, 2024−14.1%

Inventory

ItemLatestA year beforeChange
Inventory, total$56.6M6 Dec 31, 2025$50.8M6 Dec 31, 2024+11.4%
Work in process$146.0K6 Dec 31, 2025$148.0K6 Dec 31, 2024−1.4%
Finished goods$26.8M6 Dec 31, 2025$27.2M6 Dec 31, 2024−1.4%

Properties, in its own words

The following table describes the material facilities owned or leased by us as of December 31, 2025.

Location · Basin/Region · Leased or Owned · Principal/Most Significant Use

The rest of Item 2

Houston, TX · — · Leased · Corporate Headquarters/Administrative

Athens, TX · — · Leased · Operations

Baker, MT · Bakken · Owned · Operations/Administrative

Bergen, Norway · — · Leased · Operations

Charleroi, PA · Marcellus/Utica · Leased · Operations

Corpus Christi, TX · — · Leased · Operations/Administrative

Corpus Christi, TX · — · Leased · Administrative

Dickinson, ND · Bakken · Leased · Operations/Administrative

El Reno, OK · SCOOP/STACK · Leased · Operations

Fort Worth, TX · — · Leased · Administrative

Hobbs, NM · Permian · Leased · Operations

Jacksboro, TX · Barnett · Leased · Operations

Jacksboro, TX · Barnett · Leased · Operations

Kilgore, TX · Haynesville · Leased · Operations

Lacombe, AB, Canada · WCSB · Leased · Operations/Administrative

Longview, TX · Haynesville · Owned · Operations

Marietta, OH · Marcellus/Utica · Leased · Operations/Administrative

Marietta, OH · Marcellus/Utica · Leased · Operations/Administrative

Mead, CO · Rockies · Leased · Operations

Midland, TX · Permian · Leased · Operations/Administrative

Monahans, TX · Permian · Leased · Operations/Administrative

Pleasanton, TX · Eagle Ford · Leased · Operations

Poolville, TX · — · Owned · Operations

Sweetwater, TX · Permian · Leased · Operations

Tyler, TX · Haynesville · Leased · Operations

Ulster, PA · Marcellus/Utica · Leased · Operations

Williston, ND · Bakken · Owned · Operations/Administrative

Item 2 of the 10-K filed Mar 4, 2026.5

Leadership

Who has led Nine Energy Service, Inc., and when. Pick a name to see everywhere that person has worked.

Chief executive

  1. Ann G. Fox2020–2022
20202025
Board members and other officers (22)

Subsidiaries and ownership

Subsidiaries (Exhibit 21)

  • CDK Perforating, LLC Texas4
  • Crest Pumping Technologies, LLC Delaware4
  • Frac Technology AS Norway4
  • MOTI Holdco, LLC Delaware4
  • Magnum Oil Tools GP, LLC Texas4
  • Magnum Oil Tools International, LTD Texas4
  • Nine Downhole Norway AS Norway4
  • Nine Downhole Technologies, LLC Delaware4
  • Nine Energy Canada Inc. Alberta, Canada4
  • Nine Energy Service, LLC Delaware4
  • RedZone Coil Tubing, LLC Texas4

The subsidiaries the company lists in Exhibit 21 of its annual report, as filed.

Former names

  • NSC-Tripoint, Inc.Oct 12, 2011 to Oct 12, 20113

Timeline

  1. Aug 5, 20268-K Results of operations38
  2. May 22, 20268-K Executive or director change39
  3. May 15, 20268-K Executive or director change40
  4. May 13, 20268-K Results of operations41
  5. Apr 24, 20268-K Executive or director change42
  6. Apr 21, 20268-K Regulation FD disclosure43
  7. Mar 26, 20268-K Other events44
  8. Mar 23, 20268-K Regulation FD disclosure45
  9. Mar 13, 20268-K Executive or director change46
  10. Mar 10, 20268-K Entered a material agreement; Ended a material agreement; Bankruptcy or receivership47
  11. Feb 6, 20268-K Entered a material agreement; New debt or obligation; Listing notice or transfer48
  12. Feb 2, 20268-K Entered a material agreement; Bankruptcy or receivership; New debt or obligation49
  13. Mar 13, 2020New chief executive Ann G. Fox becomes CEO14
  14. Sep 26, 2011Founded Nine Energy Service, Inc. is founded2

Calendar

Coming up

  1. Nov 9, 2026 · After the closeReports results for the quarter ending Sep/202650

When it reported results

  1. Aug 5, 2026Reported quarterly or annual results38
  2. May 13, 2026Reported quarterly or annual results41
  3. Oct 30, 2025Reported quarterly or annual results51
  4. Aug 5, 2025Reported quarterly or annual results52
  5. May 7, 2025Reported quarterly or annual results53
  6. Mar 5, 2025Reported quarterly or annual results54
  7. Oct 31, 2024Reported quarterly or annual results55
  8. Aug 5, 2024Reported quarterly or annual results56

Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar

Filings

393 filings to the SEC since October 2021: 6 annual reports, 15 quarterly reports, 40 major events, 195 insider forms, 19 large holders, 118 other. The latest 20:

  1. Aug 14, 2026SCHEDULE 13G/A EDGAR
  2. Aug 14, 2026SCHEDULE 13G/A EDGAR
  3. Aug 5, 202610-Q EDGAR
  4. Aug 5, 20268-K CURRENT REPORT EDGAR
  5. Jul 9, 2026SCHEDULE 13G EDGAR
  6. Jul 2, 2026SCHEDULE 13G EDGAR
  7. Jun 23, 20264 EDGAR
  8. Jun 22, 20263 EDGAR
  9. May 22, 20268-K CURRENT REPORT EDGAR
  10. May 22, 20264 EDGAR
  11. May 20, 20264 EDGAR
  12. May 20, 20264 EDGAR
  13. May 20, 20264 EDGAR
  14. May 20, 20264 EDGAR
  15. May 20, 20264 EDGAR
  16. May 20, 20264 EDGAR
  17. May 20, 20264 EDGAR
  18. May 20, 20264 EDGAR
  19. May 20, 20264 EDGAR
  20. May 15, 2026SCHEDULE 13G EDGAR

The 393 filings since October 2021 can be filtered by form type and year here when JavaScript is on.

Every filing from the last five years, summarized. The full record is on SEC EDGAR.

Insider trades

104 open-market trades by officers, directors and large owners since October 2021: 13 buys and 91 sales. Grants, option exercises and gifts are left out.

DateWhoTradeSharesPriceValueFiling
Aug 8, 2025Fox Ann GSee RemarksSale277,969$0.63$175.1KForm 4
Aug 8, 2025Sirkes GuySee RemarksSale49,897$0.65$32.4KForm 4
May 15, 2025Crombie DavidSee RemarksSale20,857$0.62$12.9KForm 4
May 14, 2025MOORE THEODORE R.See RemarksSale11,530$0.70$8.1KForm 4
May 13, 2025Crombie DavidSee RemarksSale58,637$0.68$39.9KForm 4
May 12, 2025MOORE THEODORE R.See RemarksSale38,017$0.73$27.8KForm 4
May 9, 2025Sirkes GuySee RemarksSale4,282$0.68$2.9KForm 4
May 9, 2025MOORE THEODORE R.See RemarksSale4,203$0.68$2.9KForm 4
May 9, 2025Crombie DavidSee RemarksSale7,576$0.68$5.2KForm 4
May 9, 2025Luz S. BrettSee RemarksSale1,531$0.68$1.0KForm 4
May 9, 2025Fox Ann GSee RemarksSale10,326$0.68$7.0KForm 4
May 7, 2025MOORE THEODORE R.See RemarksSale9,035$0.65$5.9KForm 4
May 7, 2025Crombie DavidSee RemarksSale12,895$0.65$8.4KForm 4
May 7, 2025Fox Ann GSee RemarksSale22,624$0.65$14.7KForm 4
May 7, 2025Luz S. BrettSee RemarksSale2,609$0.65$1.7KForm 4
May 7, 2025Sirkes GuySee RemarksSale9,196$0.65$6.0KForm 4
May 3, 2025Luz S. BrettSee RemarksSale1,645$0.83$1.4KForm 4
May 3, 2025Sirkes GuySee RemarksSale4,586$0.83$3.8KForm 4
May 3, 2025MOORE THEODORE R.See RemarksSale4,502$0.83$3.7KForm 4
May 3, 2025Crombie DavidSee RemarksSale8,116$0.83$6.7KForm 4

All 104 trades can be filtered by person here when JavaScript is on.

From Forms 4 filed with the SEC.

Major holders

Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.

Executive pay

What the company paid its top executives, from the summary compensation table in its proxy statement. Total pay includes salary, bonus, stock and option awards and other pay, as the company valued them.

YearExecutiveAgeSalaryTotal pay
2024Ann G. Fox48$726.9K$2.0M67
2024David Crombie51$529.6K$1.2M67
2024Guy Sirkes39$456.9K$971.2K67
2024Theodore R. Moore47$425.8K$926.0K67
2023President and Chief Executive Officer$700.0K$3.4M67
2023Executive VicePresident and Chief Operating Officer$510.0K$2.1M67
2023Executive Vice PresidentGeneral Counsel and Secretary$410.0K$1.5M67

Held by these funds

The largest holders among investment managers' 13F reports for the quarter ending Jun 30, 2026, the top 25 of 27. Change is in shares since the quarter before.

FundSharesValueShare of the fundChange
MacKay Shields LLC3,011,565$39.2M4.8%−54,869
Philosophy Capital Management LLC2,377,783$30.9M3.0%−173,345
Adage Capital Partners Gp, L.l.c.1,299,427$16.9M0.0%−55,722
CastleKnight Management LP1,031,548$13.4M0.5%−126,395
Algebris (uk) Ltd832,907$10.8M0.7%+43,012
Gendell Jeffrey L614,230$8.0M0.1%−170,271
Vanguard Capital Management LLC518,721$6.7M0.0%New
Nomura Holdings Inc482,291$6.3M0.0%−19,762
Mackenzie Financial Corp361,301$4.7M0.0%No change
Liberty Mutual Group Asset Management Inc.281,184$3.7M0.3%No change
Nomura Asset Management Co Ltd166,237$2.2M0.0%No change
Geode Capital Management, LLC129,347$1.7M0.0%New
Vanguard Fiduciary Trust Co82,301$1.1M0.0%New
Orvieto Partners, L.P.80,559$1.0M0.8%New
Sei Investments Co79,515$1.0M0.0%No change
BlackRock, Inc.50,337$654.9K0.0%New
Public Employees Retirement System Of Ohio34,875$453.7K0.0%No change
State Street Corp23,726$308.7K0.0%New
Icon Wealth Advisors, LLC23,157$301.3K0.0%New
PensionDanmark Pensionsforsikringsaktieselskab22,087$287.4K0.0%New
Qube Research & Technologies Ltd18,668$242.9K0.0%New
UBS Group AG18,167$236.4K0.0%New
Vanguard Global Advisers, LLC4,548$59.2K0.0%New
Morgan Stanley1,726$22.5K0.0%+1,261
Wells Fargo & Company/mn465$6.0K0.0%No change

13F reports cover disclosed long positions in U.S. stocks only.

SEC filer profile

How Nine Energy Service, Inc. is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.

  • Name on EDGARNine Energy Service, Inc.1
  • CIK0001532286
  • Employer ID (EIN)80-07591215
  • Filer statusNon-accelerated filer not an emerging growth company; a smaller reporting company; not a shell company5
  • Incorporated inDelaware5
  • Fiscal year endsDecember 311
  • Industry code (SIC)1389 Oil & Gas Field Services, NEC1
  • SEC reviewing officeOffice of Energy & Transportation, Division of Corporation Finance1
  • Business address2001 Kirby Drive, Suite 200, Houston, TX 770191
  • Phone(713) 227-78881
  • Shares outstanding13,949,990 as of Aug 3, 202612
  • Public float$28.4M as of Jun 30, 20255
  • AuditorPricewaterhouseCoopers LLP, Houston, Texas PCAOB ID 238; it also attests to the company’s internal control over financial reporting5
  • On EDGAR sinceOct 12, 20111
  • Filings637 in all: 4 (293), 144 (75), 8-K (71), 3 (30), 10-Q (26), CORRESP (13), 10-K (9), DEFA14A (8)1
    All 40 form types

    SC 13G (8), SC 13G/A (8), D (7), DEF 14A (7), SCHEDULE 13G (7), SCHEDULE 13G/A (7), SD (7), UPLOAD (7), EFFECT (6), S-1/A (6), S-8 (5), S-8 POS (4), 4/A (3), 424B5 (3), ARS (3), S-3 (3), 8-A12B (2), 8-K/A (2), CERT (2), FWP (2), POS AM (2), 10-K/A (1), 25-NSE (1), 3/A (1), 305B2 (1), 424B3 (1), 424B4 (1), 5 (1), DRS (1), S-1 (1), S-3/A (1), SC 13D (1)

  • Latest filingsAnnual report (10-K) Mar 4, 2026
    Quarterly report (10-Q) Aug 5, 2026
    Proxy statement (DEF 14A) Mar 6, 2025
    Latest 8-K (8-K) Aug 5, 2026

Securities registered for trading

ClassSymbolExchange
Common Stock, par value $0.01 per shareNINENew York Stock Exchange

From the cover page of the 10-K filed Mar 4, 2026 (Section 12(b) of the Exchange Act).5

Risk factors and legal proceedings

The risks Nine Energy Service, Inc. names in Item 1A of its 10-K filed Mar 4, 2026: 61 risks under these headings, as written.5

  • Risks Related to the Chapter 11 Cases
  • During the pendency of the Chapter 11 Cases, trading in our securities (including our common stock) is highly speculative and poses substantial risks, and the Plan contemplates that all shares of our common stock will be canceled for no consideration.
  • We are subject to risks and uncertainties attendant to the bankruptcy process.
  • We cannot predict the amount of time spent in bankruptcy for the purpose of implementing the Plan, and a lengthy bankruptcy proceeding could have a material adverse effect on our business, financial condition, results of operations, and liquidity.
  • Material delays in, or negative events during the pendency of, the Chapter 11 Cases increase the risk of us being unable to reorganize our business and successfully emerge from bankruptcy and also increase our costs associated with the bankruptcy process.
  • We may not be able to satisfy the conditions of the Plan or another Chapter 11 plan of reorganization.
  • If the Restructuring Support Agreement is terminated, our ability to consummate the Plan may be materially adversely affected.
  • The Plan is based in large part upon assumptions and analyses developed by us. If these assumptions and analyses prove to be incorrect, we may not be able to achieve our stated goals and continue as a going concern.
  • Even if the Plan is consummated, we may not be able to achieve our stated goals and continue as a going concern.
  • Upon our emergence from bankruptcy, the composition of our board of directors (the “Board”) is expected to change.
  • The DIP ABL Facility may be insufficient to fund our business operations or may be unavailable to us if we do not comply with certain covenants.
  • We may fail to enter into the Exit ABL Facility.
The other 50 risks
  • We may be subject to claims that will not be discharged in the Chapter 11 Cases, which could have a material adverse effect on our business, cash flows, liquidity, financial condition, and results of operations.
  • Changes to our capital structure may have a material adverse effect on existing and future debt and security holders and will adversely impact holders of our common stock.
  • The negotiations regarding the Restructuring have consumed and will continue to consume a substantial portion of the time and attention of our management, which may have an adverse effect on our business and results of operations, and we may face increased levels of employee attrition.
  • Our long-term liquidity requirements and the adequacy of our capital resources are difficult to predict at this time.
  • Upon emergence from Chapter 11 bankruptcy, the Reorganized Company will be subject to risks related to its substantial indebtedness.
  • Restrictions in the Exit ABL Facility could limit our growth and our ability to engage in certain activities.
  • Our actual financial results after emergence from bankruptcy may not be comparable to our projections filed with the Bankruptcy Court in the course of the Chapter 11 Cases.
  • As a result of the Chapter 11 Cases, our financial results may not reflect historical trends, and our historical financial results may not be indicative of our future financial performance.
  • We may experience increased levels of employee attrition as a result of the Chapter 11 Cases.
  • Our ability to use net operating loss carryforwards (“NOLs”) may become subject to limitation, or may be reduced or eliminated, in connection with the implementation of the Plan. The Bankruptcy Court has entered an order that is designed to protect our NOLs until the Plan is consummated.
  • We will be required to reduce certain of our tax attributes due to the exclusion of cancellation of indebtedness (“COD”) income from gross income upon emergence from Chapter 11.
  • Risks Related to Our Industry
  • Our business is cyclical and depends on capital spending and well completions by the onshore oil and natural gas industry, and the level of such activity is volatile. Our business has been, and may continue to be, adversely affected by industry and financial market conditions that are beyond our control.
  • A decline in oil and natural gas commodity prices may adversely affect the demand for our products and services and the rates we are able to charge.
  • Our business could be adversely affected by a decline in general economic conditions or a weakening of the broader energy industry, and inflation may adversely affect our financial position and operating results.
  • Increased attention to climate change and conservation measures may expose us to climate-related transition risks, including evolving climate change legislation, fuel conservation measures, technological advances, and negative shift in market perception towards the oil and natural gas industry, which could result in reduced demand for oil and natural gas.
  • Negative public perception of the oil and gas industry could adversely affect our operations and our ability to raise debt and equity capital.
  • Increased scrutiny of sustainability matters could have an adverse effect on our business and damage our reputation.
  • Competition and Market Risks
  • We may be unable to maintain existing prices or implement price increases on our products and services.
  • Intense competition in the markets for our dissolvable plug products may lead to pricing pressures, reduced sales, or reduced market share.
  • Our current and potential competitors may have longer operating histories, significantly greater financial or technical resources, and greater name recognition than we do.
  • Operational Risks
  • Our operations are subject to conditions inherent in the oilfield services industry.
  • Our assets require capital for maintenance, upgrades, and refurbishment, and we may require capital expenditures for new equipment.
  • Seasonal and adverse weather conditions and the physical risks arising from climate change may have a negative impact on our business and result of operations, including by impacting operations, increasing costs, and adversely affecting demand for our products and services.
  • Risks Related to Our Customers and Suppliers
  • If we are unable to accurately predict customer demand or if customers cancel their orders on short notice, we may hold excess or obsolete inventory, which would reduce gross margins. Conversely, insufficient inventory would result in lost revenue opportunities and potentially loss of market share and damaged customer relationships.
  • We are exposed to the credit risk of our customers, and the deterioration of the financial condition of our customers could adversely affect our financial results.
  • We are dependent on customers in a single industry. The loss of one or more significant customers could adversely affect our financial condition, prospects, and results of operations.
  • Certain of our product lines are subject to the risk of supplier concentration, and certain of our product lines are subject to exclusive distribution arrangements, which we may not be able to maintain.
  • Tariffs and other trade measures could adversely affect our business, results of operations, financial position, and cash flows.
  • Regulatory, Compliance, and Legal Risks
  • Oilfield anti-indemnity provisions enacted by many states may restrict or prohibit a party’s indemnification of us.
  • We may be subject to claims for personal injury and property damage or other litigation, which could materially adversely affect our financial condition, prospects, and results of operations.
  • Delays or restrictions in obtaining, or inability to obtain or renew, permits or authorizations by our customers for their operations or by us for our operations could impair our business.
  • We are subject to federal, state, and local laws and regulations regarding issues of health, safety, and protection of the environment. Under these laws and regulations, we may become liable for penalties, damages, or costs of remediation or other corrective measures. Any changes in laws or government regulations could increase our costs of doing business.
  • Federal, state, and local legislative and regulatory initiatives relating to hydraulic fracturing could prohibit, restrict, or limit hydraulic fracturing operations, or increase our operating costs.
  • Existing or future laws and regulations related to GHGs and climate change could have a negative impact on our business and may result in additional compliance obligations with respect to the release, capture, and use of GHGs that could have a material adverse effect on our business, results of operations, prospects, and financial condition.
  • Studies by either state or federal agencies demonstrating a correlation between earthquakes and oil and natural gas activities could result in increased regulatory and operational burdens.
  • We are subject to complex U.S. and foreign laws and regulations governing anti-corruption and export controls and economic sanctions.
  • Changes in transportation regulations may increase our costs and negatively impact our results of operations.
  • Risks Related to Technology
  • Our success may be affected by the use and protection of our proprietary technology as well as our ability to enter into license agreements. There are limitations to our intellectual property rights and, thus, our right to exclude others from the use of our proprietary technology.
  • We may be adversely affected by disputes regarding intellectual property rights, and the value of our intellectual property rights is uncertain.
  • Our success may be affected by our ability to implement new technologies and services.
  • We rely on a limited number of manufacturers to produce the proprietary products used in the provision of our services, which exposes us to risks.
  • Our operations are subject to cybersecurity risks that could have a material adverse effect on our results of operations and financial condition.
  • Risks Related to Human Capital
  • Our executive officers and certain key personnel are critical to our business, and these officers and key personnel may not remain with us in the future.
  • We may be unable to employ, or maintain the employment of, a sufficient number of key employees, technical personnel, and other skilled and qualified workers.
  • Other Material Risks
  • We have operated at a loss in the past, and there is no assurance of our profitability in the future.
  • Our future financial condition and results of operations could be adversely impacted by long-lived assets or other asset impairment charges.
  • A terrorist attack or armed conflict could harm our business.
  • A portion of our revenue is derived from sales to customers outside of the U.S., which exposes us to risks inherent in doing business internationally.
  • Our charter and bylaws contain provisions that could delay, discourage, or prevent a takeover attempt even if a takeover might be beneficial to our stockholders, and such provisions may adversely affect the market price of our common stock.
  • Our charter designates the Court of Chancery of the State of Delaware as the sole and exclusive forum for certain types of actions and proceedings that may be initiated by our stockholders, which could limit our stockholders’ ability to obtain a favorable judicial forum for disputes with us or our directors, officers, employees, or agents.

Legal proceedings

From time to time, we have various claims, lawsuits, and administrative proceedings that are pending or threatened with respect to personal injury, workers’ compensation, contractual matters, and other matters. Although no assurance can be given with respect to the outcome of these claims, lawsuits, or proceedings or the effect such outcomes may have, we believe any ultimate liability resulting from the outcome of such claims, lawsuits, or administrative proceedings, to the extent not otherwise provided for or covered by insurance, will not have a material adverse effect on our business, operating results, or financial condition. For additional information related to legal proceedings, see Note 12 – Commitments and Contingencies included in Item 8 of Part II of this Annual Report.

The Chapter 11 Cases

On February 1, 2026, the Company Parties filed the Chapter 11 Cases under the Bankruptcy Code in the Bankruptcy Court to implement the prepackaged Plan to effectuate a financial restructuring of the Company Parties’ existing indebtedness. The material terms of the Plan include, among other things: (i) the Prepetition ABL Lenders providing the Company Parties with the DIP ABL Facility, which consists of up to $125.0 million in aggregate principal amount of revolving credit commitments, including a roll-up or refinancing of all obligations under the Prepetition ABL Loan and Security Agreement, which will, upon the satisfaction of customary closing conditions, convert into the Exit ABL Facility on the Plan Effective Date or as soon as reasonably practicable thereafter; (ii) on the Plan Effective Date, the Reorganized Company issuing 100% of a single class of common equity interests to the holders of the 2028 Notes and the 2028 Notes being canceled; and (iii) on the Plan Effective Date, the Company’s currently existing common stock being canceled.

The opening of Item 3, Legal Proceedings.5

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