Tontine Financial Partners and related entities have filed an amended Schedule 13G reporting a significant passive stake in Drilling Tools International Corp. The filing shows that Jeffrey L. Gendell is deemed to beneficially own 2,439,737 shares of common stock, representing 6.9% of the company.
Tontine Financial Partners, L.P. and Tontine Management, L.L.C. each report beneficial ownership of 2,065,233 shares, or 5.9% of the common stock, with shared voting and dispositive power. Gendell’s total includes these shares plus 374,504 shares held by Tontine Capital Overseas Master Fund II, L.P.
The percentage calculations are based on 35,198,778 shares outstanding as of November 7, 2025, as disclosed by Drilling Tools International. The reporting persons certify that the securities were not acquired to change or influence control of the issuer and are held on a passive basis.
Positive
None.
Negative
None.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 1)
Drilling Tools International Corp
(Name of Issuer)
Common Stock, par value $0.0001 per share
(Title of Class of Securities)
26205E107
(CUSIP Number)
12/31/2025
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)
SCHEDULE 13G
CUSIP No.
26205E107
1
Names of Reporting Persons
Tontine Financial Partners, L.P.
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
2,065,233.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
2,065,233.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
2,065,233.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
5.9 %
12
Type of Reporting Person (See Instructions)
PN
Comment for Type of Reporting Person: The percentages used in this Schedule 13G/A are calculated based upon the 35,198,778 shares of Common Stock, par value $0.0001 per share ("Common Stock"), of Drilling Tools International Corporation (the "Company") issued and outstanding as of November 7, 2025, as set forth in the Company's Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2025 filed with the Securities and Exchange Commission on November 7, 2025.
SCHEDULE 13G
CUSIP No.
26205E107
1
Names of Reporting Persons
Tontine Management, L.L.C.
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
2,065,233.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
2,065,233.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
2,065,233.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
5.9 %
12
Type of Reporting Person (See Instructions)
OO
SCHEDULE 13G
CUSIP No.
26205E107
1
Names of Reporting Persons
Jeffrey L. Gendell
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
2,439,737.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
2,439,737.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
2,439,737.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
6.9 %
12
Type of Reporting Person (See Instructions)
IN
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
Drilling Tools International Corp
(b)
Address of issuer's principal executive offices:
The Company's principal executive offices are located at 10370 Richmond Avenue, Suite 1000, Houston, Texas 77042.
Item 2.
(a)
Name of person filing:
This statement is filed by:
(i) Tontine Financial Partners, L.P., a limited partnership organized under the laws of the State of Delaware ("TFP"), with respect to 2,065,233 shares of Common Stock directly owned by TFP;
(ii) Tontine Management, L.L.C., a limited liability company organized under the laws of the State of Delaware ("TM"), which serves as general partner of TFP, with respect to the shares of Common Stock directly owned by TFP; and
(iii) Jeffrey L. Gendell, a United States citizen ("Mr. Gendell"), who serves as the Managing Member of TM, with respect to the shares of Common Stock directly owned by TFP, and with respect to 374,504 shares of Common Stock directly owned by Tontine Capital Overseas Master Fund II, L.P., a limited partnership organized under the laws of the State of Delaware ("TCOM II"). Mr. Gendell serves as Managing Member of Tontine Asset Associates, LLC, a limited liability company organized under the laws of the State of Delaware ("TAA"), which serves as general partner of TCOM II.
The foregoing persons are hereinafter sometimes collectively referred to as the "Reporting Persons." Any disclosures herein with respect to persons other than the Reporting Persons are made on information and belief after making inquiry to the appropriate party.
(b)
Address or principal business office or, if none, residence:
The address of the business office of each of the Reporting Persons is 1 Sound Shore Drive, Suite 304, Greenwich, CT 06830-7251.
(c)
Citizenship:
See Item 2(a) above.
(d)
Title of class of securities:
Common Stock, par value $0.0001 per share
(e)
CUSIP No.:
26205E107
Item 3.
If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)
An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)
An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)
A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
(k)
Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.
Ownership
(a)
Amount beneficially owned:
2,439,737
(b)
Percent of class:
6.9%
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
0
(ii) Shared power to vote or to direct the vote:
2,439,737
(iii) Sole power to dispose or to direct the disposition of:
0
(iv) Shared power to dispose or to direct the disposition of:
2,439,737
The amounts and percentage set forth above in this Item 4 reflect the beneficial ownership of Mr. Gendell. TFP and TM each beneficially own, and have shared voting and dispositive power over, 2,065,233 shares of Common Stock, or approximately 5.9% of the Common Stock issued and outstanding.
Item 5.
Ownership of 5 Percent or Less of a Class.
Not Applicable
Item 6.
Ownership of more than 5 Percent on Behalf of Another Person.
If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
TM, the general partner of TFP, has the power to direct the affairs of TFP, including directing the receipt of dividends from, or the proceeds from the sale of, the shares of Common Stock directly owned by TFP. Mr. Gendell is the Managing Member of TM and in that capacity directs its operations.
TAA, the general partner of TCOM II, has the power to direct the affairs of TCOM II, including directing the receipt of dividends from, or the proceeds from the sale of, the shares of Common Stock directly owned by TCOM II. Mr. Gendell is the Managing Member of TAA and in that capacity directs its operations.
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
Not Applicable
Item 8.
Identification and Classification of Members of the Group.
Not Applicable
Item 9.
Notice of Dissolution of Group.
Not Applicable
Item 10.
Certifications:
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Tontine Financial Partners, L.P.
Signature:
/s/ Jeffrey L. Gendell
Name/Title:
Jeffrey L. Gendell, as Managing Member of Tontine Management, L.L.C., the general partner of Tontine Financial Partners, L.P.
What percentage of Drilling Tools International (DTI) does Jeffrey L. Gendell report owning?
Jeffrey L. Gendell reports beneficial ownership of 6.9% of Drilling Tools International’s common stock. This corresponds to 2,439,737 shares, based on 35,198,778 shares outstanding as of November 7, 2025, as referenced in the company’s Form 10-Q.
How many Drilling Tools International (DTI) shares do Tontine Financial Partners and Tontine Management report?
Tontine Financial Partners, L.P. and Tontine Management, L.L.C. each report beneficial ownership of 2,065,233 DTI shares. These shares represent 5.9% of Drilling Tools International’s common stock, with shared voting and dispositive power over the position reported in the Schedule 13G/A.
What is the basis for the ownership percentages reported in the DTI Schedule 13G/A?
The ownership percentages are calculated using 35,198,778 DTI shares outstanding. This share count comes from Drilling Tools International’s Form 10-Q for the quarter ended September 30, 2025, which stated 35,198,778 common shares outstanding as of November 7, 2025.
Is the Tontine and Gendell stake in Drilling Tools International considered passive or activist?
The filing characterizes the stake as passive under Schedule 13G. The reporting persons certify the securities were not acquired and are not held to change or influence control of Drilling Tools International, except for activities solely in connection with a nomination under Rule 240.14a-11.
Which entities are involved in the Tontine and Gendell ownership of DTI shares?
The reporting group includes Tontine Financial Partners, L.P., Tontine Management, L.L.C., and Jeffrey L. Gendell. Gendell’s beneficial ownership also includes shares directly owned by Tontine Capital Overseas Master Fund II, L.P., whose general partner is managed by Gendell through Tontine Asset Associates, LLC.
What voting and dispositive powers are reported over Drilling Tools International (DTI) shares?
The filing reports no sole voting or dispositive power, only shared authority. For Gendell, all 2,439,737 shares are subject to shared voting and shared dispositive power, reflecting his roles with the various Tontine entities that directly own the DTI shares.