Company Description
MIND Technology, Inc. is a technology company that provides specialized systems and equipment to the oceanographic, hydrographic, defense, seismic and security industries. The company is headquartered in The Woodlands, Texas, and describes itself as having a global presence with key operating locations in the United States, Singapore, Malaysia and the United Kingdom. In the context of Stock Titan, the MINDP symbol refers to the company’s 9.00% Series A Cumulative Preferred Stock, which has been listed on Nasdaq under the ticker "MINDP."
MIND Technology’s operations are focused on marine-related exploration, survey and security applications. According to the company’s disclosures and prior descriptions, it operates through a marine technology products business and an equipment leasing business. Its marine technology products segment develops, manufactures and sells proprietary products used in marine seismic surveys and maritime security. These products have been described as including:
- GunLink seismic source acquisition and control systems, which provide operators of marine seismic surveys with precise monitoring and control of energy sources.
- BuoyLink RGPS tracking systems, used to provide precise positioning of marine seismic energy sources and streamers.
- DigiShot energy source controllers.
- Sleeve gun energy sources.
- The SeaLink product line of marine sensors and solid streamer systems.
- HarborGuard, an integrated waterside surveillance and security system that combines radar, video and other surveillance technology.
The company also highlights its Seamap unit, which designs, manufactures and sells specialized, high performance marine exploration and survey equipment. Through these activities, MIND Technology positions its technology for use in oceanographic and hydrographic surveys, defense-related applications, seismic data acquisition and security-focused monitoring of marine environments.
From a capital structure perspective, MIND Technology has issued both common stock (trading under "MIND") and its 9.00% Series A Cumulative Preferred Stock ("MINDP"). The preferred stock has been the subject of several corporate actions and proposals. The company has described the preferred stock as creating a dividend-related overhang and has sought to address this through amendments to its governing terms and, ultimately, conversion into common stock.
In a series of announcements, MIND Technology outlined a Preferred Stock Proposal to amend the Certificate of Designations, Preferences and Rights of the 9% Series A Cumulative Preferred Stock. Initially, the company proposed that each share of preferred stock could be converted into 2.7 shares of common stock at the sole discretion of the Board of Directors, subject to approval by preferred stockholders. Following feedback from preferred stockholders, the company revised this proposal so that each share of preferred stock would be converted into 3.9 shares of common stock, again at the Board’s discretion and subject to the required two-thirds vote of outstanding preferred shares.
The company convened and reconvened virtual special meetings of preferred stockholders to consider this proposal and related adjournments. Preferred stockholders approved the amended proposal, and MIND Technology later announced that it had effected the conversion of all shares of its 9% Series A Cumulative Preferred Stock into common stock. The company reported that the conversion became effective after filing a Certificate of Amendment with the Delaware Secretary of State, and that each preferred share was converted into 3.9 shares of common stock. In connection with this transaction, MIND Technology stated that it issued additional common shares and emphasized that the conversion was intended to simplify its capital structure and provide greater flexibility.
Historically, the Series A Preferred Stock has also been the subject of dividend declarations. For example, the company’s Board of Directors declared a quarterly cash dividend on the Series A Preferred Stock for a fiscal quarter in its 2024 fiscal year, consistent with the 9.00% cumulative terms of the security. At the same time, in later communications, MIND Technology noted that it had deferred payment of preferred dividends for several quarterly periods and discussed how these obligations influenced its capital allocation decisions and the rationale for pursuing conversion into common stock.
Beyond preferred stock matters, MIND Technology continues to engage in capital markets and corporate governance activities. SEC filings describe, for example, the company’s entry into an equity distribution agreement that allows it to offer and sell shares of common stock from time to time through an agent in an at-the-market offering. The company has also authorized a share repurchase program for its common stock, with repurchases to be conducted through various permitted methods and subject to market and corporate considerations. In addition, the company holds annual meetings of stockholders at which directors are elected, amendments to stock award plans are considered, advisory votes on executive compensation are held, and the selection of the independent registered public accounting firm is ratified.
MIND Technology files periodic and current reports with the U.S. Securities and Exchange Commission, including annual reports on Form 10-K, quarterly reports on Form 10-Q and current reports on Form 8-K. These filings provide more detailed information on its operations, financial condition, risk factors and corporate actions. The company has also indicated that it may use non-GAAP financial measures in its earnings press releases, accompanied by reconciliations to the most directly comparable GAAP measures.
For investors researching the MINDP symbol on Stock Titan, it is important to recognize that this ticker historically represented the company’s 9.00% Series A Cumulative Preferred Stock listed on Nasdaq. Following the company’s announcement that all shares of this preferred stock were converted into common stock at a fixed conversion ratio, the economic and trading characteristics associated with MINDP as a separate preferred equity instrument have been fundamentally altered. Historical information about MINDP therefore reflects the period when the preferred stock was outstanding and trading separately from the common stock.
Business focus and industry context
MIND Technology’s focus on oceanographic, hydrographic, defense, seismic and security markets places it within the broader real estate and rental and leasing sector under the category of consumer electronics and appliances rental, while its own descriptions emphasize marine technology and survey equipment. Its products and systems are used in marine seismic surveys, positioning and tracking of energy sources and streamers, and waterside surveillance. The integration of radar, video and other surveillance technologies in products like HarborGuard illustrates the company’s attention to maritime security and monitoring needs.
Through its Seamap unit and other operations, MIND Technology designs and manufactures specialized equipment tailored to high performance marine exploration and survey requirements. The company’s proprietary product lines, such as GunLink, BuoyLink, SeaLink and HarborGuard, reflect a focus on precise control, positioning and sensing in marine environments. These capabilities are relevant to customers operating in oceanographic research, hydrographic surveying, seismic data acquisition and defense or security applications that require accurate monitoring of offshore assets and coastal areas.
Capital structure and corporate actions related to MINDP
The MINDP preferred stock has been central to several corporate actions. MIND Technology has described how the existence of the preferred stock and its cumulative dividend requirements created an overhang that affected the company’s flexibility in obtaining growth capital and its attractiveness to potential partners. The company communicated that anticipated cash flow from operations was not sufficient to fund both deferred preferred dividends and working capital needs, and it disclosed that it had deferred payment of preferred dividends for multiple quarterly periods.
To address these issues, the company solicited proxies from preferred stockholders to approve amendments allowing conversion of preferred shares into common shares at a Board-determined ratio within a specified time frame. After initial solicitation at a 2.7-to-1 conversion ratio, MIND Technology revised the proposal to a 3.9-to-1 conversion ratio based on feedback from preferred stockholders and the desire to provide terms that certain holders indicated they would support. The company held a series of virtual special meetings of preferred stockholders, with adjournments and revised record dates, to allow additional time for proxy solicitation and to ensure that a sufficient portion of the preferred stockholder base could participate in the vote.
Once the required two-thirds approval threshold was achieved, the Board of Directors elected to proceed with the conversion by filing the necessary amendment with the Delaware Secretary of State. The company then announced that the conversion of all outstanding shares of its 9% Series A Cumulative Preferred Stock into common stock had become effective at a specified time, and it described the resulting number of common shares outstanding and its view that the transaction provided a cleaner capital structure and greater flexibility.
Regulatory reporting and governance
MIND Technology’s SEC filings show ongoing corporate governance and capital markets activity. In one Form 8-K, the company reported entering into an equity distribution agreement with an agent, under which it may offer and sell shares of its common stock from time to time in an at-the-market offering pursuant to an effective shelf registration statement and related prospectus supplement. The company indicated that it intends to use net proceeds for general corporate purposes, which may include future acquisitions, capital expenditures and additions to working capital.
In another Form 8-K, the company disclosed that its Board of Directors authorized a share repurchase program for its common stock, specifying an aggregate dollar amount authorized for repurchases and a period through which the program is effective. The filing explained that repurchases may be conducted through open market transactions, privately negotiated transactions, block trades or other legally permissible means, and that the program does not obligate the company to repurchase any particular amount of shares.
The company also reports the results of its annual meetings of stockholders, including the election of directors, approval of amendments to its stock awards plan, advisory votes on named executive officer compensation and ratification of its independent registered public accounting firm. These disclosures provide insight into shareholder voting outcomes and the company’s approach to equity compensation and auditor selection.
Use of MINDP information on Stock Titan
On Stock Titan, the MINDP overview page serves as a reference point for the historical and structural characteristics of MIND Technology’s 9.00% Series A Cumulative Preferred Stock and the company’s broader marine technology business. Investors and researchers can use this information to understand how the preferred stock fit into the company’s capital structure, the rationale for its eventual conversion into common stock, and how MIND Technology positions its technology offerings across oceanographic, hydrographic, defense, seismic and security markets.