Drilling Tools International (DTI) director Thomas “Roe” Patterson not seeking reelection

Rhea-AI Filing Summary

Drilling Tools International Corporation reported that board member Thomas M. “Roe” Patterson has decided to end his tenure as a director. He informed the Board on December 16, 2025 that he will not seek reelection, and his service will conclude at the Company’s next annual meeting of stockholders. The Company states that Mr. Patterson’s decision is not due to any disagreement with Drilling Tools International on its operations, policies, or practices. This indicates an orderly and planned board transition rather than a conflict-driven departure.

Drilling Tools International Corp false 0001884516 0001884516 2025-12-16 2025-12-16

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): December 16, 2025

DRILLING TOOLS INTERNATIONAL CORPORATION

(Exact name of Registrant as Specified in Its Charter)

Delaware		001-41103		87-2488708
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(IRS Employer Identification No.)

10370 Richmond Ave, Suite 1000
Houston, Texas		77042
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s Telephone Number, Including Area Code: (832) 742-8500

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, par value $0.0001 per share		DTI		The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On December 16, 2025, Mr. Thomas M. “Roe” Patterson informed the Board of Directors (the “Board”) of Drilling Tools International Corporation (the “Company”) of his decision to end his tenure as a director on the Board, effective concurrently with the Company’s next annual meeting of stockholders. Mr. Patterson’s decision to not seek reelection to the Board is not the result of any disagreement with the Company on any matter relating to the Company’s operations, policies, or practices.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

						Drilling Tools International Corporation
Date: December 18, 2025				By:		/s/ David R. Johnson
						David R. Johnson
						Chief Financial Officer
						(Principal Financial and Accounting Officer)

FAQ

What board change did Drilling Tools International (DTI) disclose?

Drilling Tools International Corporation disclosed that director Thomas M. “Roe” Patterson has decided to end his tenure on the Board, effective at the Company’s next annual meeting of stockholders.

When will Thomas M. “Roe” Patterson leave the Drilling Tools International (DTI) board?

Mr. Patterson’s service as a director will end concurrently with Drilling Tools International’s next annual meeting of stockholders.

Did Thomas M. “Roe” Patterson resign from DTI’s board because of a disagreement?

No. The Company states that Mr. Patterson’s decision to not seek reelection is not the result of any disagreement with Drilling Tools International on its operations, policies, or practices.

What type of SEC filing did Drilling Tools International use to report this board change?

The change was reported in a Form 8-K under the item covering departures of directors and certain officers, elections of directors, and appointments of certain officers.

Who signed the report for Drilling Tools International (DTI)?

The report was signed on behalf of Drilling Tools International Corporation by David R. Johnson, the Company’s Chief Financial Officer and principal financial and accounting officer.

Does the 8-K mention any changes to Drilling Tools International’s operations or strategy?

No. The disclosure is limited to Mr. Patterson’s decision regarding his Board tenure, and explicitly notes it is not due to disagreements over operations, policies, or practices.