Oceaneering officer proposes $401K share sale

The 10,284 proposed shares were acquired through restricted-stock vesting; a separate January sale is also listed.

Accepted by SEC EDGAR 02/25/2026 - 10:09 AM EST Learn about SEC filing dates

Rhea-AI Filing Summary

Oceaneering International Inc. (OII) officer Jennifer Fremont Simons reported a proposed sale of 10,284 common shares, with an aggregate market value of $400,664.64 and an approximate sale date of February 25, 2026. The shares were acquired from the issuer through restricted stock vesting on February 24, 2026, as compensation. The notice lists May 1, 2025 as the plan adoption or instruction date if the sale relies on Rule 10b5-1. Separately, the past-three-months table lists Jennifer Simons' sale of 29,155 common shares on January 5, 2026, for gross proceeds of $768,100.62.

Key Figures

Proposed shares to be sold: 10,284 common shares Aggregate market value: $400,664.64 Shares acquired through restricted stock vesting: 10,284 common shares +4 more

7 metrics

Proposed shares to be sold 10,284 common shares Approximate sale date February 25, 2026

Aggregate market value $400,664.64 Proposed sale of 10,284 common shares

Shares acquired through restricted stock vesting 10,284 common shares Acquired February 24, 2026 as compensation

Prior shares sold 29,155 common shares Sale on January 5, 2026, listed in the past-three-months table

Gross proceeds $768,100.62 Jennifer Simons' January 5, 2026 sale

Shares outstanding 99,393,743 shares Number of shares or other units outstanding stated in the securities information

Plan adoption or instruction date May 1, 2025 Date listed if relying on Rule 10b5-1

Key Terms

Restricted Stock Vesting, Rule 10b5-1, Aggregate Market Value, Gross Proceeds

4 terms

Restricted Stock Vesting financial

"Nature of Acquisition Transaction: Restricted Stock Vesting"

Restricted stock vesting is the timetable and conditions under which shares granted to employees or insiders become fully owned and can be sold, typically requiring continued work or meeting performance goals. It matters to investors because large blocks of shares can become tradable at once, which can change share supply and price, and because vesting aligns insiders’ incentives with the company’s long‑term performance—think of it like a timed unlock that both rewards and locks in key people.

Rule 10b5-1 regulatory

"If Relying on Rule 10b5-1"

Rule 10b5-1 is a regulation that allows company insiders to buy or sell their shares at predetermined times, even if they have access to non-public information. It acts like setting a schedule in advance for transactions, helping prevent accusations of unfair trading. This rule provides a way for insiders to plan trades transparently, giving investors confidence that these transactions are not based on hidden information.

Aggregate Market Value financial

"Aggregate Market Value"

Aggregate market value is the combined price you would pay to buy all outstanding shares of a company or all companies in a group at current market prices — essentially the sum of each stock’s market capitalization. It matters to investors because it shows the overall size and weight of an investment or sector (like the total cost to buy every piece of a puzzle), helps compare scale across companies or markets, and influences index composition and risk exposure.

Gross Proceeds financial

"Gross Proceeds"

The total amount of cash a company receives from a financing event or sale before any fees, expenses, taxes or deductions are taken out. Investors watch gross proceeds because it shows the raw scale of new capital being raised—think of it as the paycheck amount before withholdings—which helps assess how much funding is available for operations, growth, debt payoff or how much shareholder dilution might occur once costs are removed.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many OII shares did Jennifer Simons propose to sell?

Jennifer Fremont Simons, an OII officer, reported a proposed sale of 10,284 common shares with an aggregate market value of $400,664.64. The approximate sale date is February 25, 2026.

How many OII shares did Jennifer Simons sell in the prior three months?

Jennifer Simons is listed as selling 29,155 common shares on January 5, 2026, for gross proceeds of $768,100.62. This is listed separately from the proposed 10,284-share sale.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK	0001736375
Filer CCC	XXXXXXXX
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer	OCEANEERING INTERNATIONAL INC
SEC File Number	001-10945
Address of Issuer	5875 NORTH SAM HOUSTON PARKWAY WEST SUITE 400 HOUSTON TEXAS 77086
Phone	713-329-4500
Name of Person for Whose Account the Securities are To Be Sold	Simons Jennifer Fremont
See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.
Relationship to Issuer	Officer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Common	Fidelity Brokerage Services LLC 900 Salem Street Smithfield RI 02917	10284	400664.64	99393743	02/25/2026	NYSE

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Common	02/24/2026	Restricted Stock Vesting	Issuer			10284	02/24/2026	Compensation

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
Jennifer Simons 5875 North Sam Houston Parkway West Suite 400 Houston TX 77086	Common	01/05/2026	29155	768100.62

144: Remarks and Signature

Remarks
Date of Notice	02/25/2026
Date of Plan Adoption or Giving of Instruction, If Relying on Rule 10b5-1	05/01/2025
ATTENTION:
The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.
Signature	/s/ Eric Janiak, as a duly authorized representative of Fidelity Brokerage Services LLC, as attorney-in-fact for Jennifer F. Simons
ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)