DWSN Files Form 8-K: Preliminary, Unaudited Q2 2025 Results Furnished

Rhea-AI Filing Summary

Dawson Geophysical Company furnished a press release reporting its preliminary and unaudited financial results for the second quarter ended June 30, 2025. The press release is attached to this Form 8-K as Exhibit 99.1, and a Cover Page Interactive Data File is provided as Exhibit 104. The filing explicitly states the information is furnished, not filed, so it is not subject to Section 18 liability or automatically incorporated by reference in other filings. The press release includes a cautionary note that forward-looking statements involve risks and uncertainties. This Form 8-K itself does not present detailed financial tables or figures.

Insights

Financial Analyst

TL;DR Routine disclosure: the company furnished preliminary, unaudited Q2 2025 results via a press release; no numeric financials appear in the Form 8-K.

The filing notifies the market that Dawson Geophysical released preliminary unaudited results for the quarter ended June 30, 2025, and that the press release is furnished as Exhibit 99.1. Because the Form 8-K contains no financial tables or figures, the material content for investors resides in the attached press release. The filing also emphasizes that the exhibit is furnished (not filed) and contains forward-looking statements, which limits statutory incorporation and Section 18 liability.

Corporate Governance Expert

TL;DR Disclosure is procedurally correct and includes the required cautionary language, but the Form 8-K itself provides no detailed financial data.

The company followed standard Form 8-K practice by furnishing the press release and noting a limitation on incorporation by reference. The inclusion of a cautionary note on forward-looking statements aligns with governance norms to notify stakeholders of risks. From a governance perspective, the document is procedural and does not by itself change the companys financial disclosures; stakeholders must review Exhibit 99.1 for substantive information.

8-K Event Classification

2 items: 2.02, 9.01

2 items

Item 2.02 Results of Operations and Financial Condition Financial

Disclosure of earnings results, typically an earnings press release or preliminary financials.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Understanding 8-K Material Events →

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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FORM 8-K

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CURRENT REPORT 

Pursuant to Section 13 or 15(d) 

of the Securities Exchange Act of 1934

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Date of report (date of earliest event reported): August 12, 2025

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DAWSON GEOPHYSICAL COMPANY

(Exact name of Registrant as specified in its charter)

texas	001-32472	74-2095844
(State of incorporation or organization)	(Commission file number)	(I.R.S. employer identification number)

508 West Wall, Suite 800

Midland, Texas 79701

(Address of principal executive offices) (Zip Code)

(432) 684-3000

(Registrant’s telephone number, including area code)

(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 (see General Instruction A.2. below):

☐  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))

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, $0.01 par value		DWSN		The NASDAQ Stock Market

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. ☐ 

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Item 2.02.	Results of Operations and Financial Condition. ​

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On August 12, 2025, Dawson Geophysical Company (the “Company”) issued a press release reporting its preliminary and unaudited financial results for its second quarter ended June 30, 2025. A copy of the press release is furnished herewith as Exhibit 99.1.

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Limitation on Incorporation by Reference. The information furnished in this Item 2.02, including the press release attached hereto as Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Cautionary Note Regarding Forward-Looking Statements. Except for historical information contained in the press release attached as an exhibit hereto, the press release contains forward-looking statements that involve certain risks and uncertainties that could cause actual results to differ materially from those expressed or implied by these statements. Please refer to the cautionary note in the press release regarding these forward-looking statements.

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Item 9.01.	Financial Statements and Exhibits. ​

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 (d)Exhibits.

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EXHIBIT NUMBER	DESCRIPTION
99.1	Press release dated August 12, 2025
104	Cover Page Interactive Data File (embedded within the Inline XBRL document).

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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 hereunto duly authorized.

	DAWSON GEOPHYSICAL COMPANY
Date: August 12, 2025	By:	/s/ Ian Shaw
		Ian Shaw
		Chief Financial Officer

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FAQ

What did Dawson Geophysical (DWSN) disclose in this Form 8-K?

The company furnished a press release reporting preliminary, unaudited financial results for the quarter ended June 30, 2025, attached as Exhibit 99.1.

Are the financial results included directly in the Form 8-K for DWSN?

No. The Form 8-K furnishes a press release but does not include detailed financial tables or figures within the Form itself.

Is the press release attached to the DWSN 8-K considered filed or furnished?

The press release is furnished, not filed. The Form states the furnished information is not subject to Section 18 liability and is not incorporated by reference except where expressly stated.

Does the press release contain forward-looking statements?

Yes. The Form notes the attached press release contains forward-looking statements and a cautionary note about risks and uncertainties.

Which exhibits accompany the DWSN 8-K?

Exhibit 99.1 is the press release dated August 12, 2025, and Exhibit 104 is the Cover Page Interactive Data File.