[Form 4] Oceaneering International Inc. Insider Trading Activity

Rhea-AI Filing Summary

Insider sale by Oceaneering finance officer. Curtis Alan R, listed as SVP and CFO, sold 14,840 shares of Oceaneering International Inc. (OII) on 08/27/2025 at a weighted average price of $24.3581 per share. After the sale he beneficially owns 155,259 shares directly and also holds 14,741 common stock equivalents indirectly through a 401(k) plan. The filing was signed by an attorney-in-fact on 08/28/2025. The Form 4 discloses that the reported price is a weighted average from trades at prices between $24.35 and $24.39, and the issuer will provide detail on request.

Positive

• None.

Negative

• Insider sale of 14,840 shares by the SVP and CFO on 08/27/2025 at a weighted average price of $24.3581

Insights

Financial Analyst

TL;DR: Routine insider sale; modest in size and likely not material to OII's valuation.

The filing shows a single block sale of 14,840 shares by the SVP and CFO at a weighted average price of $24.3581 on 08/27/2025. The disclosure is specific about the weighted-average price range ($24.35–$24.39) and remaining beneficial ownership (155,259 shares plus 14,741 equivalents). There are no derivative transactions or additional purchases reported. Based solely on this Form 4, the transaction appears to be a standard disposition rather than a corporate-development signal.

Corporate Governance Expert

TL;DR: Disclosure is complete and timely; sale was properly reported under Section 16.

The Form 4 identifies the reporting person, relationship to the issuer (SVP and CFO), transaction date, transaction code (S for sale), and provides a weighted-average price footnote as required. Indirect holdings in a 401(k) are disclosed. The signature by an attorney-in-fact is included and dated. From a governance and compliance perspective, the filing meets Form 4 content requirements and contains no apparent omissions based on the provided text.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Curtis Alan R

(Last) (First) (Middle)

5875 N. SAM HOUSTON PARKWAY W.

SUITE 400

(Street)

HOUSTON TX 77086

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
OCEANEERING INTERNATIONAL INC [ OII ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP and CFO

3. Date of Earliest Transaction (Month/Day/Year)
08/27/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	08/27/2025		S		14,840	D	$24.3581(1)	155,259(2)	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $24.35 to $24.39, inclusive. The issuer undertakes to provide, upon request by the SEC staff or a security holder of the issuer, full information regarding the number of shares purchased at each separate price within the range set forth in this Footnote to this Form 4.

2. Also owns 14,741 of common stock equivalents in 401(k) plan - Indirect.

Remarks:

	/s/ Jennifer F. Simons, Attorney-in-Fact for Alan R. Curtis	08/28/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transaction did OII report on this Form 4?

The Form 4 reports that Curtis Alan R, SVP and CFO, sold 14,840 shares of OII on 08/27/2025 at a weighted average price of $24.3581.

How many OII shares does Curtis Alan R beneficially own after the sale?

After the reported sale Curtis beneficially owns 155,259 shares directly and also 14,741 common stock equivalents indirectly through a 401(k) plan.

What price range is disclosed for the trades in the Form 4?

The filing states the shares were purchased in multiple transactions at prices ranging from $24.35 to $24.39, and the reported price is a weighted average.

Who signed the Form 4 and when was it filed?

The Form 4 was signed by Jennifer F. Simons, Attorney-in-Fact for Alan R. Curtis and dated 08/28/2025.

Did the Form 4 disclose any derivative transactions or option exercises?

No. Table II (derivative securities) in the provided content shows no reported derivative transactions or holdings.