Welcome to our dedicated page for OCEANEERING INTERNATIONAL SEC filings (Ticker: OII), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Oceaneering International Inc. filings document formal disclosures for a global technology company that provides engineered services, products, and robotic solutions to offshore energy, defense, aerospace, and manufacturing customers. Recent 8-K reports furnish earnings releases and financial-condition updates, including segment commentary for Subsea Robotics, Aerospace and Defense Technologies, Integrity Management and Digital Solutions, Manufactured Products, and Offshore Projects Group.
The company's regulatory record also includes Regulation FD investor materials, definitive proxy disclosures, and Item 5.02 reports covering board composition, officer appointments, executive compensation arrangements, severance plans, and change-of-control agreements. These filings frame OII's public-company governance, operating segments, capital actions, and management disclosures.
Oceaneering International, Inc. reports that an investor handout prepared for institutional investor meetings will be available to the public on the Investor Relations page of its website, www.oceaneering.com, beginning on July 24, 2026, after market close.
The company states that this investor handout is being furnished under a Regulation FD disclosure and is not deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, nor incorporated by reference into Securities Act or Exchange Act reports unless specifically identified as such.
Oceaneering International, Inc. reported Q2 2026 revenue of $768,184 thousand, up from $698,161 thousand, with operating income of $88,237 thousand and net income attributable to Oceaneering of $65,015 thousand, or $0.65 diluted EPS, compared with $0.54 a year earlier.
For the first six months of 2026, revenue was $1,460,613 thousand and diluted EPS was $1.00. Energy segments, particularly Offshore Projects Group and Manufactured Products, improved on higher activity and margins, while Integrity Management & Digital Solutions weakened, partly tied to Middle East exposure and higher personnel costs. Cash and cash equivalents were $629,473 thousand and long-term debt $490,245 thousand as of June 30, 2026, with net cash used in operating activities of $3,912 thousand driven by working capital and cloud implementation spending.
Subsequent to quarter-end, the company issued $500 million of 6.875% Senior Notes due 2034, used net proceeds plus cash to repurchase about $400 million of 6.000% 2028 Senior Notes via a tender offer, and has elected to redeem the remaining 2028 notes on July 25, 2026, while expanding its revolving credit facility to $345 million and extending its maturity to 2031.
Oceaneering International reported stronger second quarter 2026 results, with revenue up 10% to $768 million, operating income of $88.2 million, and net income attributable to Oceaneering up 19% to $65.0 million, or $0.65 diluted EPS. Consolidated adjusted EBITDA rose 11% to $115 million, exceeding the top end of management’s guidance.
Subsea Robotics, Offshore Projects Group, Manufactured Products, and Aerospace and Defense Technologies all delivered higher revenue and operating income year over year, while Integrity Management and Digital Solutions was pressured by lower activity in West Africa and the Middle East. Quarter-end cash and cash equivalents were $629 million, and new $500 million 6.875% senior notes due 2034 plus an expanded $345 million revolving credit facility extended the company’s debt maturity profile. For 2026, Oceaneering now expects consolidated adjusted EBITDA between $400 million and $440 million and projects third quarter 2026 EBITDA of $115 million to $125 million, while indicating IMDS full-year operating income will decrease significantly with low-single-digit margins.
Oceaneering International, Inc. completed a private placement of $500,000,000 aggregate principal amount of 6.875% Senior Notes due 2034 to qualified institutional buyers and certain non‑U.S. persons. The notes mature on July 15, 2034, pay interest semiannually at 6.875%, and rank as general unsecured senior obligations.
The notes are redeemable at a make‑whole price before July 15, 2029, and at 103.438% in 2029, 101.719% in 2030, and 100.000% from 2031 onward, plus accrued interest. Oceaneering also amended its senior secured revolving credit facility, increasing lender commitments from $215,000,000 to $345,000,000, extending the maturity from 2027 to 2031, and modestly reducing interest margins based on its Consolidated Net Leverage Ratio.
The amended facility includes a $150,000,000 letter of credit sublimit and the ability to upsize by an additional $85,000,000. The company stated that these changes are intended to support ongoing operations, strategic priorities, and growth initiatives.
Oceaneering International Inc. director Deanna L. Goodwin reported an open-market sale of Common Stock. She sold 7,000 shares on 2026-06-30 at a weighted average price of $40.69 per share, with individual trade prices ranging from $40.64 to $40.78. After this transaction, she directly owns 35,905 shares of Oceaneering International common stock.
Oceaneering International has priced a private offering of $500,000,000 aggregate principal amount of 6.875% Senior Notes due 2034, to be issued at par. The offering is expected to close on July 6, 2026. Oceaneering intends to use the net proceeds, together with cash on hand if necessary, to fund the purchase of its 6.000% Senior Notes due 2028 in a concurrent tender offer, with any remaining proceeds for general corporate purposes, including possible repayment, redemption or repurchase of other debt. The company has also delivered a conditional notice for full redemption of the 2028 Notes, currently expected on July 25, 2026, subject to completing a senior notes offering that generates at least $500 million of gross proceeds, which Oceaneering may waive.
Oceaneering International, Inc. plans a private offering of $500 million of Senior Notes due 2034 and has launched a cash tender offer to purchase any and all of its outstanding 6.000% Senior Notes due 2028 with $500,000,000 aggregate principal amount outstanding. The company expects to use the new notes’ net proceeds, together with cash on hand if needed, to fund purchases of notes tendered in the offer and may use any remaining proceeds for general corporate purposes, including repayment, redemption, or repurchase of other debt. Oceaneering is also in advanced discussions to amend its senior secured revolving credit facility to increase lender commitments from $215,000,000 to up to $345,000,000, extend the scheduled maturity from 2027 to 2031, and reduce loan margins.
Oceaneering International President and CEO Roderick A. Larson reported indirect share activity at an affiliated entity. On May 18, 2026, an entity identified as LFV, LP conducted an open-market sale of 5,000 shares of Oceaneering International common stock at $38.27 per share. Following this sale, the filing shows 397,279 shares held indirectly through LFV, LP and 251,431 shares held directly. The footnote states that Larson disclaims beneficial ownership of the indirectly held shares except to the extent of his pecuniary interest, indicating these shares are primarily attributed to the partnership rather than to him personally.
Jenkins Roger W. reported acquisition or exercise transactions in this Form 4 filing.
Oceaneering International Inc. director Roger W. Jenkins received a grant of 4,576 shares of common stock on May 15, 2026. The shares were awarded at a price of $0.0000 per share, indicating a non-cash grant. Following this award, Jenkins holds 4,576 shares directly.