[Form 3] Civeo Corporation Initial Statement of Beneficial Ownership

Rhea-AI Filing Summary

Engine Capital and affiliated entities disclosed significant common-stock holdings in Civeo Corporation (CVEO). The filing reports three pools of common shares held directly: 1,111,951 by Engine Capital, 112,228 by Engine Jet Capital and 113,935 by Engine Lift Capital, totaling 1,338,114 shares. The report states the reporting persons may be treated as a Section 13(d) group that collectively beneficially owns more than 10% of the issuer's outstanding common stock.

The filing clarifies it was submitted solely because the issuer's outstanding share count decreased and not because the reporting persons acquired additional shares. No derivative securities are reported. The filing identifies the ownership and control relationships among the Engine entities and names Arnaud Ajdler as the managing member through the listed entities.

Positive

• Clear disclosure of material holdings: The filing reports a combined total of 1,338,114 common shares across Engine entities.
• Group relationships transparently explained: The filing details the control and advisory links among Engine Investments, Engine Capital Management, Engine Capital Management GP and Arnaud Ajdler.
• Clarifies cause of filing: The report states the form was filed due to a decrease in the issuer's outstanding shares, not because the reporting persons purchased additional shares.

Negative

• Disclaimers on ownership: Each reporting person disclaims beneficial ownership except to the extent of its pecuniary interest, which limits clarity on precise control attribution.
• No percentage of total outstanding shares provided beyond '>10% collective': The filing states the group owns more than 10% but does not state the exact percent of outstanding shares.
• No derivatives disclosed: Table II lists no derivative securities, showing no reported option-based exposure.

Insights

Securities Analyst

TL;DR Disclosure shows a material >10% collective stake by Engine-affiliated entities, filed due to a reduction in outstanding shares, not a purchase.

The Form 3 reports direct holdings of 1,111,951, 112,228 and 113,935 shares across three Engine-managed vehicles, totaling 1,338,114 common shares of CVEO. The filing explicitly states these Reporting Persons may be members of a Section 13(d) group and disclaims beneficial ownership except to the extent of pecuniary interest. No derivatives are listed, so economic exposure is via common shares only. Because the filing attributes the change to a decrease in outstanding shares rather than acquisitions, the report documents a material ownership position without a demonstrated change in intent or activity by the reporting group.

Corporate Governance Expert

TL;DR A coordinated group of Engine entities is publicly identified as potentially controlling >10% of CVEO, with clear entity relationships disclosed.

The report maps governance and control links: Engine Investments and Engine Investments II serve as general partners of the respective investment vehicles, Engine Capital Management is the investment advisor and Engine Capital Management GP is the GP of the adviser, and Arnaud Ajdler is the managing partner/member across the relevant entities. These explicit relationships explain why multiple entities are reported and why ownership may be attributed across the group. The filing’s disclaimer language and the note that the filing resulted from a reduced share count (not acquisitions) are important for assessing intent; however, the declaration of potential group status is material for shareholders and proxy considerations.

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^*

Engine Capital Management, LP

(Last) (First) (Middle)

1345 AVENUE OF THE AMERICAS, 2ND FLOOR

(Street)

NEW YORK NY 10105

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
07/29/2025

3. Issuer Name and Ticker or Trading Symbol
Civeo Corp [ CVEO ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	X	10% Owner
	Officer (give title below)	X	Other (specify below)
			See Footnote 2

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	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 Shares(1)(2)	1,111,951	I	By: Engine Capital, L.P.(3)
Common Shares(1)(2)	112,228	I	By: Engine Jet Capital, L.P.(4)
Common Shares(1)(2)	113,935	I	By: Engine Lift Capital, LP(5)

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

1. Name and Address of Reporting Person^*

Engine Capital Management, LP

(Last) (First) (Middle)

1345 AVENUE OF THE AMERICAS, 2ND FLOOR

(Street)

NEW YORK NY 10105

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)	X	Other (specify below)
			See Footnote 2

1. Name and Address of Reporting Person^*

ENGINE CAPITAL, L.P.

(Last) (First) (Middle)

1345 AVENUE OF THE AMERICAS, 2ND FLOOR

(Street)

NEW YORK NY 10105

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

	Director		10% Owner
	Officer (give title below)	X	Other (specify below)
			See Footnote 2

1. Name and Address of Reporting Person^*

Engine Jet Capital, L.P.

(Last) (First) (Middle)

1345 AVENUE OF THE AMERICAS, 2ND FLOOR

(Street)

NEW YORK NY 10105

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

	Director		10% Owner
	Officer (give title below)	X	Other (specify below)
			See Footnote 2

1. Name and Address of Reporting Person^*

Engine Lift Capital, LP

(Last) (First) (Middle)

1345 AVENUE OF THE AMERICAS, 2ND FLOOR

(Street)

NEW YORK NY 10105

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

	Director		10% Owner
	Officer (give title below)	X	Other (specify below)
			See Footnote 2

1. Name and Address of Reporting Person^*

Engine Investments, LLC

(Last) (First) (Middle)

1345 AVENUE OF THE AMERICAS, 2ND FLOOR

(Street)

NEW YORK NY 10105

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

	Director		10% Owner
	Officer (give title below)	X	Other (specify below)
			See Footnote 2

1. Name and Address of Reporting Person^*

Engine Investments II, LLC

(Last) (First) (Middle)

1345 AVENUE OF THE AMERICAS, 2ND FLOOR

(Street)

NEW YORK NY 10105

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

	Director		10% Owner
	Officer (give title below)	X	Other (specify below)
			See Footnote 2

1. Name and Address of Reporting Person^*

Engine Capital Management GP, LLC

(Last) (First) (Middle)

1345 AVENUE OF THE AMERICAS, 2ND FLOOR

(Street)

NEW YORK NY 10105

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)	X	Other (specify below)
			See Footnote 2

1. Name and Address of Reporting Person^*

Ajdler Arnaud

(Last) (First) (Middle)

1345 AVENUE OF THE AMERICAS, 2ND FLOOR

(Street)

NEW YORK NY 10105

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)	X	Other (specify below)
			See Footnote 2

Explanation of Responses:

1. This Form 3 is filed jointly by Engine Capital, L.P. ("Engine Capital"), Engine Jet Capital, L.P. ("Engine Jet"), Engine Lift Capital, LP ("Engine Lift"), Engine Capital Management, LP ("Engine Management"), Engine Capital Management GP, LLC ("Engine GP"), Engine Investments, LLC ("Engine Investments"), Engine Investments II, LLC ("Engine Investments II") and Arnaud Ajdler (collectively, the "Reporting Persons"). Each Reporting Person may be deemed to be a member of a Section 13(d) group that collectively beneficially owns more than 10% of the Issuer's outstanding shares of common stock. Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein, and this report shall not be deemed to be an admission that any Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

2. This Form 3 is being filed solely due to a decrease in the number of the Issuer's outstanding Common Shares and not as a result of any acquisition by the Reporting Persons.

3. Securities owned directly by Engine Capital. Engine Investments is the general partner of Engine Capital, Engine Management is the investment advisor of Engine Capital, Engine GP is the general partner of Engine Management, and Mr. Ajdler serves as the managing partner of Engine Management and the managing member of Engine GP and Engine Investments. As a result of these relationships, Engine Investments, Engine Management, Engine GP and Mr. Ajdler may be deemed to beneficially own the securities owned directly by Engine Capital.

4. Securities owned directly by Engine Jet. Engine Investments is the general partner of Engine Jet, Engine Management is the investment advisor of Engine Jet, Engine GP is the general partner of Engine Management, and Mr. Ajdler serves as the managing partner of Engine Management and the managing member of Engine GP and Engine Investments. As a result of these relationships, Engine Investments, Engine Management, Engine GP and Mr. Ajdler may be deemed to beneficially own the securities owned directly by Engine Jet.

5. Securities owned directly by Engine Lift. Engine Investments II is the general partner of Engine Lift, Engine Management is the investment advisor of Engine Lift, Engine GP is the general partner of Engine Management, and Mr. Ajdler serves as the managing partner of Engine Management and the managing member of Engine GP and Engine Investments II. As a result of these relationships, Engine Investments II, Engine Management, Engine GP and Mr. Ajdler may be deemed to beneficially own the securities owned directly by Engine Lift.

	Engine Capital Management, LP, By: Engine Capital Management GP, LLC, By: Arnaud Ajdler, Managing Member	08/08/2025
	Engine Capital, L.P., By: Engine Investments, LLC, By: Arnaud Ajdler, Managing Member	08/08/2025
	Engine Jet Capital, L.P., By: Engine Investments, LLC, By: Arnaud Ajdler, Managing Member	08/08/2025
	Engine Lift Capital, LP, By: Engine Investments II, LLC, By: Arnaud Ajdler, Managing Member	08/08/2025
	Engine Investments, LLC, By: Arnaud Ajdler, Managing Member	08/08/2025
	Engine Investments II, LLC, By: Arnaud Ajdler, Managing Member	08/08/2025
	Engine Capital Management GP, LLC, By: Arnaud Ajdler, Managing Member	08/08/2025
	/s/ Arnaud Ajdler	08/08/2025
	** 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).
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FAQ

How many CVEO shares do Engine Capital entities report owning?

The report lists 1,111,951 shares by Engine Capital, 112,228 shares by Engine Jet Capital and 113,935 shares by Engine Lift Capital, totaling 1,338,114 shares.

Does the Form 3 indicate the reporting persons bought CVEO shares or did something else trigger the filing?

The filing states it was submitted solely due to a decrease in the issuer's outstanding common shares and not as a result of any acquisition by the reporting persons.

Are any derivative securities (options, warrants, etc.) reported by the Engine entities for CVEO?

No. Table II contains no entries, so no derivative securities are reported.

Who are the reporting persons and what are their relationships?

Reporting persons include Engine Capital, Engine Jet Capital, Engine Lift Capital, Engine Capital Management, Engine Capital Management GP, Engine Investments, Engine Investments II and Arnaud Ajdler. The filing explains the general partner, investment adviser and managing member roles that link these entities and may give rise to deemed beneficial ownership.

Does the filing say the Engine entities form a Section 13(d) group for CVEO?

Yes. The filing states the Reporting Persons may be deemed members of a Section 13(d) group that collectively beneficially owns more than 10% of the issuer's common stock.