TechnipFMC (NYSE: FTI) 10-K amendment adds director and officer signatures

Rhea-AI Filing Summary

TechnipFMC plc filed an amendment to its annual report for the year ended December 31, 2024. The amendment’s sole purpose is to insert conformed signatures of directors and officers that were obtained before the original filing but were inadvertently omitted.

The company states that no revisions are being made to its financial statements or any other disclosure. New certifications from the principal executive and financial officers are included, while no Section 1350 certifications are provided because no financial statements are part of this amendment.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K/A

(Amendment No. 1)

☒    ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2024

or

☐    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from            to            

Commission file number 001-37983

TechnipFMC plc

(Exact name of registrant as specified in its charter)

United Kingdom			98-1283037
(State or other jurisdiction of incorporation or organization)			(I.R.S. Employer Identification No.)
One Subsea Lane
Houston, Texas			238
United States of America			77044
(Address of principal executive offices)			(Zip Code)

+1 281-591-4000

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:
Title of Each Class						Trading Symbol			Name of each exchange on which registered
Ordinary shares, $1.00 par value per share						FTI			New York Stock Exchange
Securities registered pursuant to Section 12(g) of the Act: None.

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ý    No  ¨ 

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes  ¨   No  ý

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes   ý    No  ¨

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).     Yes  ý    No  ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer			☒			Accelerated filer			☐
Non-accelerated filer			☐			Smaller reporting company			☐
						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. ¨

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☒

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. ☐

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to § 240.10D-1(b). ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).  YES  ☐    NO  ý

The aggregate market value of the registrant’s ordinary shares held by non-affiliates of the registrant, determined by multiplying the outstanding shares on June 28, 2024, by the closing price on such day of $26.15 as reported on the New York Stock Exchange, was $7.8 billion.

Class

PricewaterhouseCoopers LLP

Outstanding at February 25, 2025

Ordinary shares, $1.00 par value per share

Houston, Texas

420,571,563

EXPLANATORY NOTE

The purpose of this Amendment No. 1 (this "Amendment") to TechnipFMC plc’s (the “Company”) Annual Report on Form 10-K for the fiscal year ended December 31, 2024 (the “Original Form 10-K”), which was filed with the Securities and Exchange Commission on February 27, 2025, is solely to insert the conformed signatures of the Company’s directors and officers, which were obtained prior to the filing of the Original Form 10-K but inadvertently omitted from the filing. This Amendment speaks as of the original filing date and does not reflect events occurring after the filing of the Original Form 10-K. No revisions are being made to the Company’s financial statements or any other disclosure contained in the Original Form 10-K.

In addition, as required by Rule 12b-15 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), new certifications by the Company’s principal executive officer and principal financial officer are filed herewith as exhibits to this Amendment pursuant to Rule 13a-14(a) or 15d-14(a) of the Exchange Act. As no financial statements have been included in this Amendment and this Amendment does not contain or amend any disclosure with respect to Items 307 and 308 of Regulation S-K, paragraphs 3, 4, and 5 of the certifications have been omitted. The Company is not including certifications pursuant to Section 1350 of Chapter 63 of Title 18 of the United States Code (18 U.S.C. 1350) as no financial statements are being filed with this Amendment.

Exhibit      Number						Exhibit Description
31.3						Certification of Chief Executive Officer
31.4						Certification of Chief Financial Officer
101.INS						XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCH						Inline XBRL Taxonomy Extension Schema Document.
101.LAB						Inline XBRL Taxonomy Extension Label Linkbase Document.
101.PRE						Inline XBRL Taxonomy Extension Presentation Linkbase Document.
104						Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) 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.

			TechnipFMC plc (Registrant)
			By:			/s/ David Light
Date: March 26, 2026						David Light Senior Vice President, Controller and Chief Accounting Officer (Principal Accounting Officer and a Duly Authorized Officer)

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

Signature

Title

Date

/s/ Douglas J. Pferdehirt

Chair and Chief Executive Officer (Principal Executive Officer)

February 27, 2025

Douglas J. Pferdehirt

/s/ Alf Melin

Executive Vice President, Chief Financial Officer (Principal Financial Officer)

February 27, 2025

Alf Melin

/s/ David Light

Senior Vice President, Controller and Chief Accounting Officer (Controller and Principal Accounting Officer)

February 27, 2025

David Light

/s/ Eleazar de Carvalho Filho

Director

February 27, 2025

Eleazar de Carvalho Filho

/s/ Claire S. Farley

Director

February 27, 2025

Claire S. Farley

/s/ Robert G. Gwin

Director

February 27, 2025

Robert G. Gwin

/s/ John O’Leary

Director

February 27, 2025

John O’Leary

/s/ Margareth Øvrum

Director

February 27, 2025

Margareth Øvrum

/s/ Kay G. Priestly

Director

February 27, 2025

Kay G. Priestly

/s/ John Yearwood

Director

February 27, 2025

John Yearwood

/s/ Sophie Zurquiyah

Director

February 27, 2025

Sophie Zurquiyah

FAQ

What is the purpose of TechnipFMC (FTI) Amendment No. 1 to its 2024 annual report?

Amendment No. 1 to TechnipFMC’s 2024 annual report is filed solely to add conformed signatures of directors and officers that were obtained before the original filing but omitted. It does not change any financial statements or other disclosures in the original report.

Does TechnipFMC’s 10-K/A amendment change any 2024 financial statements or disclosures?

The amendment makes no changes to TechnipFMC’s financial statements or other disclosures for the year ended December 31, 2024. It only corrects the omission of conformed signatures and adds updated executive officer certifications required under Exchange Act rules.

How many TechnipFMC (FTI) ordinary shares were outstanding as of February 25, 2025?

TechnipFMC reports 420,571,563 ordinary shares, each with a par value of $1.00, outstanding as of February 25, 2025. These ordinary shares are listed on the New York Stock Exchange under the trading symbol FTI, providing the primary equity base for shareholders.

What aggregate market value of non-affiliate ordinary shares does TechnipFMC report?

TechnipFMC cites an aggregate market value of $7.8 billion for ordinary shares held by non-affiliates. This figure is based on the June 28, 2024 closing price of $26.15 per share on the New York Stock Exchange and the number of shares then outstanding.

Which key exhibits are included with TechnipFMC’s 10-K/A amendment?

The amendment includes CEO and CFO certifications (Exhibits 31.3 and 31.4) and several Inline XBRL-related exhibits, such as the instance document, taxonomy schema, labels, presentations, and cover page interactive data file, satisfying technical reporting and data-tagging requirements for the amended annual report.

Why are Section 1350 certifications excluded from TechnipFMC’s 10-K/A?

TechnipFMC states it is not including Section 1350 certifications because no financial statements are being filed with this amendment. Since the filing only adds signatures and certain officer certifications, the company concludes those additional certifications are not required for this specific amendment.