STOCK TITAN

Oil States International (OIS) Q1 2026 revenue falls 19% but debt reduced

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Oil States International, Inc. reported first quarter 2026 revenues of $145.4 million, net income of $1.1 million ($0.02 per share) and Adjusted EBITDA of $16.7 million. Adjusted net income was $5.2 million, or $0.09 per share, excluding $4.1 million of restructuring and asset impairment charges.

Revenue declined 19% sequentially and 9% year over year, driven mainly by lower Offshore Manufactured Products activity, though that segment still generated $91.4 million of revenue and $18.5 million of Adjusted Segment EBITDA with a 20% margin. Backlog stood at $430 million with first quarter bookings of $84 million.

The company ended March 31, 2026 with $59.0 million of cash and net cash exceeding debt by $4.0 million, then retired $52.7 million of 4.75% convertible senior notes on April 1 using $25.5 million of cash, $25.0 million of revolver borrowings and 529,428 shares. Oil States also put in place a new credit agreement providing up to $75.0 million in revolving capacity and $50.0 million in term loans maturing in January 2030.

Positive

  • None.

Negative

  • None.

Insights

Results show softer volumes but cleaner balance sheet and solid backlog.

Oil States posted Q1 2026 revenue of $145.4 million, down 19% sequentially and 9% year over year, with net income of $1.1 million and Adjusted EBITDA of $16.7 million. Offshore Manufactured Products remained the profit engine with a 20% Adjusted Segment EBITDA margin.

Restructuring and asset impairment charges of $4.1 million weighed on GAAP earnings but were far smaller than the Q4 2025 charges. Management continues to exit lower-margin U.S. land service lines, which may support future margin quality but currently reduces revenue.

Leverage risk appears to be easing: cash was $59.0 million at March 31, 2026, net cash exceeded debt by $4.0 million, and the company retired $52.7 million of 4.75% convertible notes on April 1, 2026. An amended credit agreement running to January 2030 and a $430 million backlog give visibility, though geopolitical and offshore award timing remain key external factors.

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.
Revenue $145.4 million Three months ended March 31, 2026
Net income $1.1 million Q1 2026; $0.02 per share
Adjusted net income $5.2 million Q1 2026, excluding restructuring and impairment charges
Adjusted EBITDA $16.7 million Q1 2026 consolidated
Backlog $430 million Offshore Manufactured Products, as of March 31, 2026
Free cash flow ($5.2 million) Q1 2026, net cash from operations minus capex plus asset sale proceeds
Convertible notes retired $52.7 million Principal of 4.75% convertible senior notes retired on April 1, 2026
Cash balance $59.0 million Cash and cash equivalents at March 31, 2026; net cash exceeded debt by $4.0 million
Adjusted EBITDA financial
"Adjusted EBITDA (a non-GAAP measure(1)) of $17 million"
Adjusted EBITDA is a way companies measure how much money they make from their core operations, like running a business, by removing certain costs or income that aren’t part of regular business activities. It helps investors see how well a company is doing without distractions from unusual expenses or gains, making it easier to compare companies or track performance over time.
non-GAAP measures financial
"These are non-GAAP measures. See “Reconciliations of GAAP to Non-GAAP Financial Information”"
Financial results that companies present using formulas or adjustments different from standard accounting rules (GAAP) to highlight what management considers the business’s ongoing performance. Investors care because these figures can make trends or profitability look clearer—like showing a car’s fuel efficiency after removing unusual trips—but they can also hide one‑time costs or aggressive assumptions, so comparing them with GAAP numbers helps judge reliability.
free cash flow financial
"The term free cash flow consists of net cash flows provided by (used in) operating activities less capital expenditures"
Free cash flow is the amount of money a company has left over after paying all its expenses and investing in its business, like buying equipment or updating facilities. It shows how much cash is available to reward shareholders, pay down debt, or save for future growth. This helps investors understand if a company is financially healthy and able to grow.
Spotlight on New Technology® Award technical
"the Company was honored by the SPE Offshore Technology Conference in March 2026 as a recipient of the Spotlight on New Technology® Award"
cash-flow based credit agreement financial
"entered into an amended and restated cash-flow based credit agreement (the “Cash Flow Credit Agreement”)"
A cash-flow based credit agreement is a loan contract that judges a borrower’s ability to repay primarily on its expected cash generation rather than on specific assets as collateral. Think of it like a lender deciding how much to lend based on a household’s paychecks instead of its house or car. For investors, it signals that a company’s ongoing revenue and cash management must support debt payments, affecting borrowing cost, financial flexibility and the risk of covenant breaches that can impact the stock.
convertible senior notes financial
"retired the remaining $52.7 million principal amount of its 4.75% convertible senior notes outstanding"
Convertible senior notes are a type of loan that a company issues to investors, which can be turned into company shares later on. They are called "senior" because they are paid back before other debts if the company runs into trouble. This allows investors to earn interest like a loan but also have the chance to own part of the company if its value rises.
Revenue $145.4 million -19% sequential, -9% year-over-year
Net income $1.1 million vs. net loss of $117.2 million in Q4 2025
Adjusted net income $5.2 million up from $3.9 million in Q1 2025
Adjusted EBITDA $16.7 million -27% sequential, -11% year-over-year
0001121484false00011214842026-05-052026-05-05

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

Form 8-K
____________________

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 5, 2026

Oil States International, Inc.
(Exact name of registrant as specified in its charter)
Delaware1-1633776-0476605
(State or other Jurisdiction of Incorporation)(Commission File Number)(IRS Employer Identification No.)
Three Allen Center, 333 Clay Street, Suite 4620, Houston, Texas 77002

Registrant’s telephone number, including area code: (713) 652-0582

Not Applicable
(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:

    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))

Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common stock, par value $0.01 per shareOISNew York Stock Exchange
NYSE Texas

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.




Item 2.02. Results of Operations and Financial Condition.
On May 5, 2026, Oil States International, Inc. (the “Company”) published a press release providing information regarding its results of operation and financial condition for the quarter ended March 31, 2026. The information provided in this Report is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and shall not be deemed incorporated by reference in any filings under the Securities Act of 1933, as amended, unless specifically stated so therein.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
99.1
Press release dated May 5, 2026
104Cover Page Interactive Data File (embedded within the Inline XBRL document).




SIGNATURE
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.
OIL STATES INTERNATIONAL, INC.
(Registrant)
Date:May 5, 2026By:
/s/  Matthew E. Autenrieth
Matthew E. Autenrieth
Executive Vice President, Chief Financial Officer & Treasurer

bluelogo.jpg    EXHIBIT 99.1

Oil States Announces First Quarter 2026 Results
Consolidated revenues of $145 million
Net income of $1 million, or $0.02 per share
Adjusted net income totaled $5 million, or $0.09 per share, excluding restructuring and asset impairment charges (a non-GAAP measure(1))
Adjusted EBITDA (a non-GAAP measure(1)) of $17 million
Cash on-hand exceeded outstanding debt by $4 million at quarter-end
Entered into an amended and restated cash-flow based credit agreement in January 2026 providing for borrowings of up to: $75 million under a revolving credit facility and $50 million under a multi-draw term loan facility
Retired remaining $53 million principal amount of our convertible senior notes on April 1 with a combination of cash on-hand, borrowings under the revolving credit facility and the issuance of common stock
Received two 2026 Spotlight on New Technology® awards from the SPE Offshore Technology Conference for our GeoLok™ Geothermal Wellhead and MPD Drill Ahead Tool
HOUSTON, May 5, 2026 – Oil States International, Inc. (NYSE: OIS):
Three Months Ended% Change
(Unaudited, In Thousands, Except Per Share Amounts)
March 31,
2026
December 31,
2025
March 31,
2025
SequentialYear-over-Year
Consolidated results:
Revenues$145,363 $178,464 $159,938 (19)%(9)%
Operating income (loss)(2)
4,278 (113,635)5,639 n.m.(24)%
Adjusted operating income, excluding charges(1)
8,350 10,973 6,569 (24)%27 %
Net income (loss)
1,108 (117,246)3,158 n.m.(65)%
Adjusted net income, excluding charges(1)
5,180 7,549 3,892 (31)%33 %
Adjusted EBITDA(1)
16,687 22,771 18,732 (27)%(11)%
Revenues by segment:
Offshore Manufactured Products
$91,419 $123,284 $92,596 (26)%(1)%
Completion and Production Services21,498 23,080 34,519 (7)%(38)%
Downhole Technologies32,446 32,100 32,823 %(1)%
Revenues by destination:
Offshore and international
$104,674 $136,526 $106,237 (23)%(1)%
U.S. land
40,689 41,938 53,701 (3)%(24)%
Operating income (loss) by segment(2):
Offshore Manufactured Products
$14,412 $20,296 $14,276 (29)%%
Completion and Production Services3,490 (2,313)3,503 n.m.— %
Downhole Technologies(445)(113,544)(2,124)100 %79 %
Corporate
(13,179)(18,074)(10,016)27 %(32)%
Adjusted Segment EBITDA(1):
Offshore Manufactured Products
$18,523 $25,043 $17,926 (26)%%
Completion and Production Services6,136 7,354 8,801 (17)%(30)%
Downhole Technologies1,094 1,273 1,905 (14)%(43)%
Corporate
(9,066)(10,899)(9,900)17 %%
___________________
(1)These are non-GAAP measures. See “Reconciliations of GAAP to Non-GAAP Financial Information” tables below for reconciliations to their most comparable GAAP measures as well as further clarification and explanation.
(2)Operating income (loss) for the three months ended March 31, 2026, December 31, 2025 and March 31, 2025 included asset impairment and restructuring charges totaling $4.1 million, $124.6 million and $0.9 million, respectively. See “Reconciliation of GAAP to Non-GAAP Financial Information” below for additional information.



Oil States International, Inc. reported net income of $1.1 million, or $0.02 per share, and Adjusted EBITDA of $16.7 million for the first quarter of 2026 on revenues of $145.4 million. The first quarter 2026 net income included charges of $4.1 million ($4.1 million after-tax or $0.07 per share) associated with the continued exit of certain U.S. land-based operations and asset impairments. These results compare to revenues of $178.5 million, net loss of $117.2 million, or $2.04 per share, and Adjusted EBITDA of $22.8 million reported in the fourth quarter of 2025, which included charges of $124.9 million ($124.8 million after-tax or $2.17 per share) associated with asset impairments and U.S. land-based exit charges.
Oil States’ President and Chief Executive Officer, Lloyd Hajdik, stated:
“During the first quarter, our results were tempered by heightened geopolitical conflict and ongoing uncertainty in the Middle East, which contributed to contract award delays, reduced revenue and increased costs. Transitory project deferrals also impacted reported results in the quarter. While these factors weighed on near‑term activity, we remained focused on cost control, monetization of exited facilities and equipment and supporting our customers’ critical programs. We strengthened our balance sheet by reducing debt in early April, which enhances our financial flexibility. With a strong liquidity position and a more resilient capital structure, we believe Oil States is well positioned to navigate ongoing near-term volatility and longer-term structural changes.”
Business Segment Results
(See Segment Data and Adjusted Segment EBITDA tables below)
Offshore Manufactured Products
Offshore Manufactured Products reported revenues of $91.4 million, operating income of $14.4 million and Adjusted Segment EBITDA of $18.5 million in the first quarter of 2026, compared to revenues of $123.3 million, operating income of $20.3 million and Adjusted Segment EBITDA of $25.0 million reported in the fourth quarter of 2025. Adjusted Segment EBITDA margin was 20% in both the first quarter of 2026 and the fourth quarter of 2025.
Backlog totaled $430 million as of March 31, 2026. First quarter bookings totaled $84 million, yielding a quarterly book-to-bill ratio of 0.9x.
Completion and Production Services
Our Completion and Production Services segment reported revenues of $21.5 million, operating income of $3.5 million and Adjusted Segment EBITDA of $6.1 million in the first quarter of 2026, compared to revenues of $23.1 million, operating loss of $2.3 million and Adjusted Segment EBITDA of $7.4 million reported in the fourth quarter of 2025. Adjusted Segment EBITDA margin was 29% in the first quarter of 2026, compared to 32% in the fourth quarter of 2025. The fourth quarter of 2025 included facility and equipment sale gains of $2.2 million.
In 2024, the segment began implementing actions in its U.S. land-based businesses to exit certain commoditized offerings and reduce future costs, which continued into the first quarter of 2026 with the decision to exit an additional U.S. land-based service line. The related assets were reclassified to assets held for sale within Corporate as of March 31. During the fourth quarter of 2025, the segment recorded U.S. facility exit, severance and other charges totaling $5.0 million.
Downhole Technologies
Downhole Technologies reported revenues of $32.4 million, an operating loss of $0.4 million and Adjusted Segment EBITDA of $1.1 million in the first quarter of 2026, compared to revenues of $32.1 million, an operating loss of $113.5 million and Adjusted Segment EBITDA of $1.3 million in the fourth quarter of 2025. Planned profitability improvements have been delayed by higher raw material and shipping costs.
During the fourth quarter of 2025, the Downhole Technologies segment recorded non-cash long-lived asset and inventory impairment charges totaling $111.8 million.
Corporate
Corporate operating expenses in the first quarter of 2026 totaled $13.2 million.
In the first quarter of 2026 and the fourth quarter of 2025, asset impairment and restructuring charges of $3.9 million and $7.1 million, respectively, were recognized related to assets held for sale. Assets held for sale totaled $17.2 million at March 31, 2026.



Interest Expense, Net
Net interest expense totaled $1.2 million in the first quarter of 2026, which included $0.8 million of non-cash amortization of deferred debt issuance costs.
Income Taxes
During the first quarter of 2026, the Company recognized income tax expense of $2.1 million, which included the impact of valuation allowances recorded against deferred tax assets, certain discrete tax items and other non-deductible expenses, on pre-tax income of $3.3 million. The income tax benefit of approximately $0.9 million associated with the $4.1 million of restructuring, asset impairment and other charges recognized in the quarter was substantially offset by the impact of valuation allowances recorded on the deferred tax assets generated by these expenses.
Cash Flows
During the first quarter of 2026, the Company used $1.9 million of cash flows from operations largely to fund net working capital increases of $13.3 million. A net $3.4 million was used to fund capital expenditures.
Financial Condition
On January 28, 2026, the Company entered into an amended and restated cash-flow based credit agreement (the “Cash Flow Credit Agreement”) providing for aggregate lender commitments of up to: $75.0 million under revolving credit facility and $50.0 million under a multi-draw term loan facility, which is available through July 28, 2026. The Cash Flow Credit Agreement replaced the ABL Agreement and matures in January 2030.
Cash on-hand totaled $59.0 million at March 31, 2026, exceeding outstanding debt by $4.0 million. As of March 31, 2026, the Company had no borrowings outstanding under the Cash Flow Credit Agreement and $12.7 million of outstanding letters of credit, leaving $112.3 million available to be drawn.
On April 1, 2026, the Company retired the remaining $52.7 million principal amount of its 4.75% convertible senior notes outstanding (the “Convertible Notes”), with a combination of: $25.5 million of cash on-hand; borrowings of $25.0 million under the revolving credit facility; and the issuance of 529,428 shares of the Company’s common stock (with a fair value of $5.9 million). The Company will recognize a $3.6 million loss on the extinguishment of the Convertible Notes due to their settlement at a premium in the second quarter of 2026.
2026 Technology Awards
Demonstrating Oil States’ constant commitment to advance the production of affordable and reliable energy, for a sixth consecutive year, the Company was honored by the SPE Offshore Technology Conference in March 2026 as a recipient of the Spotlight on New Technology® Award for its GeoLok™ Geothermal Wellhead and Drill Ahead Tool.
GeoLok™ Geothermal Wellhead – Oil States recently introduced its GeoLok™ geothermal wellhead, which leverages field-proven oil and gas technology to solve the inherent challenges encountered in conventional high-temperature geothermal applications. The GeoLok wellhead, which incorporates an integrated tensioning system, is designed to improve geothermal well integrity, reduce casing, cementing and maintenance costs, and enhance geothermal energy production. The system maintains an open annulus to allow for constant monitoring and rate of change alarms to continuously communicate well health, enabling crews to initiate immediate shutdowns and intervention if necessary. The GeoLok wellhead also incorporates technology to detect corrosion, providing improved protection for shallow aquifers. This new technology provides geothermal operators with the opportunity to improve thermal and operational performance, while managing wellhead fatigue.
MPD Drill Ahead Tool – Oil States has developed and commercially deployed a complementary MPD Drill Ahead Tool, which allows for the installation of the packers in the Company’s Managed Pressure Drilling (MPD) riser joint without the time and cost intensive removal and re-installation of the drill string. Prior to these proprietary innovations, packer assemblies in all managed pressure drilling systems were deployed using a dedicated running tool – which can result in significant non-productive time to retrieve and re-deploy the drill string on a deepwater vessel.



Conference Call Information
The call is scheduled for May 5, 2026 at 9:00 a.m. Central Daylight Time, is being webcast and can be accessed from the Company’s website at www.ir.oilstatesintl.com. Participants may also join the conference call by dialing 1 (585) 542-9983 in the United States or by dialing +1 (833) 461-5787 internationally and using the passcode 196865172. A replay of the conference call will be available approximately two hours after the completion of the call and can be accessed from the Company’s website at www.ir.oilstatesintl.com.
About Oil States
Oil States International, Inc. is a global provider of manufactured products and services to customers in the energy, military and industrial sectors. The Company’s manufactured products include highly engineered capital equipment and consumable products. Oil States is headquartered in Houston, Texas with manufacturing and service facilities strategically located across the globe. Oil States is publicly traded on the New York Stock Exchange and NYSE Texas under the symbol “OIS”.
For more information on the Company, please visit Oil States International’s website at www.oilstatesintl.com.
Cautionary Language Concerning Forward Looking Statements
The foregoing contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements are those that do not state historical facts and are, therefore, inherently subject to risks and uncertainties. The forward-looking statements included herein are based on current expectations and entail various risks and uncertainties that could cause actual results to differ materially from those forward-looking statements. Such risks and uncertainties include, among others, the impact of geopolitical conflicts and tensions, changes in tariffs and duties on imported materials and exported finished goods, the level of supply and demand for oil and natural gas, fluctuations in the current and future prices of oil and natural gas, the level of exploration, drilling and completion activity, general global economic conditions, the cyclical nature of the oil and natural gas industry, the financial health of our customers, the actions of the Organization of Petroleum Exporting Countries (“OPEC”) and other producing nations (together with OPEC, “OPEC+”) with respect to crude oil production levels and pricing, supply chain disruptions, including as a result of natural disasters, industrial accidents, additional trade restrictions or the adoption of or increase in tariffs, or the threat thereof, the impact of environmental matters, including executive actions and regulatory efforts to adopt environmental or climate change regulations that may result in increased operating costs or reduced oil and natural gas production or demand globally, consolidation of our customers, our ability to access and the cost of capital in the bank and capital markets, our ability to develop new competitive technologies and products, and other factors discussed in the “Business” and “Risk Factors” sections of the Company’s Annual Report on Form 10-K, as amended by its Annual Report on Form 10-K/A, for the year ended December 31, 2025. Readers are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date hereof, and, except as required by law, the Company undertakes no obligation to update those statements or to publicly announce the results of any revisions to any of those statements to reflect future events or developments.



OIL STATES INTERNATIONAL, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS
(In Thousands, Except Per Share Amounts)
(Unaudited)
Three Months Ended
March 31,
2026
December 31,
2025
March 31,
2025
Revenues:
Products$92,580 $122,012 $100,551 
Services52,783 56,452 59,387 
145,363 178,464 159,938 
Costs and expenses:
Product costs(1)
74,367 117,571 80,329 
Service costs
37,222 41,500 42,348 
Cost of revenues (exclusive of depreciation and amortization expense presented below)(1)
111,589 159,071 122,677 
Selling, general and administrative expense
20,024 24,158 22,530 
Depreciation and amortization expense8,189 11,388 12,025 
Long-lived and other asset impairments1,384 98,963 — 
Other operating income, net
(101)(1,481)(2,933)
141,085 292,099 154,299 
Operating income (loss)
4,278 (113,635)5,639 
Interest expense, net(1,175)(809)(1,578)
Other income, net
148 155 138 
Income (loss) before income taxes
3,251 (114,289)4,199 
Income tax provision(2)
(2,143)(2,957)(1,041)
Net income (loss)
$1,108 $(117,246)$3,158 
Net income (loss) per share:
Basic$0.02 $(2.04)$0.05 
Diluted0.02 (2.04)0.05 
Weighted average number of common shares outstanding:
Basic57,785 57,520 60,167 
Diluted58,439 57,520 60,167 
________________
(1)Cost of revenues (exclusive of depreciation and amortization expense) for the three months ended December 31, 2025 included a non-cash inventory impairment charge of $20.8 million (in product costs).
(2)Income tax provision for the three months ended March 31, 2026 included a benefit of approximately $0.9 million associated with the $4.1 million of restructuring, asset impairment and other charges recognized in the first quarter of 2026, which was substantially offset by the impact of valuation allowances recorded on the deferred tax assets generated by these expenses. Income tax provision for the three months ended December 31, 2025 included a benefit of approximately $26.2 million associated with the $124.9 million of asset impairment, restructuring and other charges recognized in the fourth quarter of 2025, which was substantially offset by the impact of valuation allowances recorded on the deferred tax assets generated by these expenses.



OIL STATES INTERNATIONAL, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS
(In Thousands)
March 31, 2026December 31, 2025
(Unaudited)
ASSETS
Current assets:
Cash and cash equivalents$58,989 $69,914 
Accounts receivable, net187,215 202,445 
Inventories, net195,670 183,409 
Assets held for sale
17,176 17,350 
Prepaid expenses and other current assets21,223 22,173 
Total current assets480,273 495,291 
Property, plant, and equipment, net238,685 244,382 
Operating lease assets, net13,463 12,731 
Goodwill, net70,268 70,524 
Other intangible assets, net29,994 31,455 
Other noncurrent assets29,473 29,048 
Total assets$862,156 $883,431 
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Current portion of long-term debt$53,416 $53,370 
Accounts payable64,322 68,090 
Accrued liabilities30,102 38,480 
Current operating lease liabilities5,914 7,286 
Income taxes payable1,578 1,759 
Deferred revenue92,759 97,195 
Total current liabilities248,091 266,180 
Long-term debt1,529 1,670 
Long-term operating lease liabilities12,717 12,654 
Deferred income taxes5,498 5,765 
Other noncurrent liabilities23,365 23,971 
Total liabilities291,200 310,240 
Stockholders’ equity:
Common stock815 805 
Additional paid-in capital1,147,459 1,145,642 
Retained earnings165,391 164,283 
Accumulated other comprehensive loss(67,482)(66,264)
Treasury stock(675,227)(671,275)
Total stockholders’ equity
570,956 573,191 
Total liabilities and stockholders’ equity
$862,156 $883,431 



OIL STATES INTERNATIONAL, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS
(In Thousands)
(Unaudited)
Three Months Ended March 31,
20262025
Cash flows from operating activities:
Net income$1,108 $3,158 
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Depreciation and amortization expense8,189 12,025 
Impairment of assets held for sale
1,384 — 
Stock-based compensation expense1,827 1,838 
Amortization of deferred financing costs758 332 
Deferred income tax provision (benefit)(58)175 
Gains on disposals of assets(344)(2,189)
Other, net(1,461)(442)
Changes in operating assets and liabilities:
Accounts receivable14,549 12,382 
Inventories(12,852)237 
Accounts payable and accrued liabilities(12,175)(11,497)
Deferred revenue(4,436)(1,491)
Other operating assets and liabilities, net1,626 (5,233)
Net cash flows provided by (used in) operating activities(1,885)9,295 
Cash flows from investing activities:
Capital expenditures(4,227)(9,158)
Proceeds from disposition of property and equipment
396 1,685 
Proceeds from disposition of assets held for sale
473 7,500 
Other, net(10)(34)
Net cash flows used in investing activities(3,368)(7)
Cash flows from financing activities:
Revolving credit facility borrowings83 170 
Revolving credit facility repayments(83)(170)
Other debt and finance lease repayments, net(179)(171)
Payment of financing costs(1,918)(6)
Purchases of treasury stock
— (5,346)
Shares added to treasury stock as a result of net share settlements
due to vesting of stock awards
(3,952)(2,432)
Net cash flows used in financing activities(6,049)(7,955)
Effect of exchange rate changes on cash and cash equivalents377 132 
Net change in cash and cash equivalents(10,925)1,465 
Cash and cash equivalents, beginning of period69,914 65,363 
Cash and cash equivalents, end of period$58,989 $66,828 
Cash paid for:
Interest$283 $307 
Income taxes, net 1,776 708 



OIL STATES INTERNATIONAL, INC. AND SUBSIDIARIES

SEGMENT DATA
(In Thousands)
(Unaudited)
Three Months Ended
March 31,
2026
December 31,
2025
March 31,
2025
Revenues:
Offshore Manufactured Products
Project-driven:
Products$51,887 $79,782 $59,124 
Services30,710 32,848 24,424 
82,597 112,630 83,548 
Military and other products8,822 10,654 9,048 
Total Offshore Manufactured Products
91,419 123,284 92,596 
Completion and Production Services21,498 23,080 34,519 
Downhole Technologies32,446 32,100 32,823 
Total revenues$145,363 $178,464 $159,938 
Operating income (loss):
Offshore Manufactured Products
$14,412 $20,296 $14,276 
Completion and Production Services
3,490 (2,313)3,503 
Downhole Technologies
(445)(113,544)(2,124)
Corporate
(13,179)(18,074)(10,016)
Total operating income (loss)
$4,278 $(113,635)$5,639 
Adjusted operating income (loss)(1):
Offshore Manufactured Products
$14,604 $21,056 $14,276 
Completion and Production Services
3,490 2,678 4,433 
Downhole Technologies
(445)(1,762)(2,124)
Corporate
(9,299)(10,999)(10,016)
Total adjusted operating income (loss)
$8,350 $10,973 $6,569 
________________
(1)These are non-GAAP measures. See “Reconciliations of GAAP to Non-GAAP Financial Information” tables below for reconciliations to their most comparable GAAP measures as well as for further detail of charges excluded from adjusted operating income (loss) in each of the periods presented.




OIL STATES INTERNATIONAL, INC. AND SUBSIDIARIES

RECONCILIATIONS OF GAAP TO NON-GAAP FINANCIAL INFORMATION
ADJUSTED OPERATING INCOME, EXCLUDING CHARGES (A)
(In Thousands)
(Unaudited)
Three Months Ended
March 31,
2026
December 31,
2025
March 31,
2025
Operating income (loss)
$4,278 $(113,635)$5,639 
Impairments of:
Intangible assets
— 80,248 — 
Fixed and lease assets— 11,640 — 
Assets held for sale1,384 7,075 — 
Inventories— 20,798 — 
Facility consolidation/closure and other charges2,688 4,847 930 
Adjusted operating income
$8,350 $10,973 $6,569 
________________
(A)Adjusted operating income, excluding charges consists of operating income (loss) plus impairments of assets and facility consolidation/closure and other charges. Adjusted operating income, excluding charges is not a measure of financial performance under GAAP and should not be considered in isolation from or as a substitute for operating income (loss) as prepared in accordance with GAAP. The Company has included adjusted operating income, excluding charges as a supplemental disclosure because its management believes that adjusted operating income, excluding charges provides investors a helpful measure for comparing its operating performance with previous and subsequent periods.



OIL STATES INTERNATIONAL, INC. AND SUBSIDIARIES

RECONCILIATIONS OF GAAP TO NON-GAAP FINANCIAL INFORMATION
ADJUSTED SEGMENT OPERATING INCOME (LOSS), EXCLUDING CHARGES (B)
(In Thousands)
(Unaudited)
Three Months Ended
March 31,
2026
December 31,
2025
March 31,
2025
Offshore Manufactured Products:
Operating income$14,412 $20,296 $14,276 
Facility consolidation/closure and other charges
192 760 — 
Adjusted Segment Operating Income
$14,604 $21,056 $14,276 
Completion and Production Services:
Operating income (loss)$3,490 $(2,313)$3,503 
Impairments of:
Impairments of fixed and lease assets
— 904 — 
Facility consolidation/closure and other charges
— 4,087 930 
Adjusted Segment Operating Income
$3,490 $2,678 $4,433 
Downhole Technologies:
Operating loss$(445)$(113,544)$(2,124)
Impairments of:
Intangible assets
— 80,248 — 
Fixed and lease assets
— 10,736 — 
Inventories— 20,798 — 
Adjusted Segment Operating Loss
$(445)$(1,762)$(2,124)
Corporate:
Operating loss$(13,179)$(18,074)$(10,016)
Impairments of assets held for sale
1,384 7,075 — 
Facility consolidation/closure and other charges
2,496 — — 
Adjusted Segment Operating Loss
$(9,299)$(10,999)$(10,016)
________________
(B)Adjusted Segment Operating Income (Loss), excluding charges consists of operating income (loss) plus impairments of assets and facility consolidation/closure and other charges. Adjusted Segment Operating Income (Loss), excluding charges is not a measure of financial performance under GAAP and should not be considered in isolation from or as a substitute for segment operating income (loss) as prepared in accordance with GAAP. The Company has included Adjusted Segment Operating Income (Loss), excluding charges as a supplemental disclosure because its management believes that Adjusted Segment Operating Income (Loss), excluding charges provides investors a helpful measure for comparing its operating performance with previous and subsequent periods.



OIL STATES INTERNATIONAL, INC. AND SUBSIDIARIES

RECONCILIATIONS OF GAAP TO NON-GAAP FINANCIAL INFORMATION
ADJUSTED EBITDA (C)
(In Thousands)
(Unaudited)
Three Months Ended
March 31,
2026
December 31,
2025
March 31,
2025
Net income (loss)$1,108 $(117,246)$3,158 
Interest expense, net1,175 809 1,578 
Income tax provision2,143 2,957 1,041 
Depreciation and amortization expense8,189 11,388 12,025 
Impairments of:
Intangible assets
— 80,248 — 
Fixed and lease assets
— 11,640 — 
Assets held for sale
1,384 7,075 — 
Inventories
— 20,798 — 
Facility consolidation/closure and other charges2,688 4,847 930 
Losses on extinguishment of 4.75% convertible senior notes
— 255 — 
Adjusted EBITDA$16,687 $22,771 $18,732 
________________
(C)The term Adjusted EBITDA consists of net income (loss) plus net interest expense, taxes, depreciation and amortization expense, impairments of assets, facility consolidation/closure and other charges and losses on extinguishment of Convertible Notes. Adjusted EBITDA is not a measure of financial performance under generally accepted accounting principles (“GAAP”) and should not be considered in isolation from or as a substitute for net income (loss) or cash flow measures prepared in accordance with GAAP or as a measure of profitability or liquidity. Additionally, Adjusted EBITDA may not be comparable to other similarly titled measures of other companies. The Company has included Adjusted EBITDA as a supplemental disclosure because its management believes that Adjusted EBITDA provides useful information regarding its ability to service debt and to fund capital expenditures and provides investors a helpful measure for comparing its operating performance with the performance of other companies that have different financing and capital structures or tax rates. The Company uses Adjusted EBITDA to compare and to monitor the performance of the Company and its business segments to other comparable public companies and as a benchmark for the award of incentive compensation under its annual incentive compensation plan. The table above sets forth reconciliations of Adjusted EBITDA to net income (loss), which is the most directly comparable measure of financial performance calculated under GAAP.



OIL STATES INTERNATIONAL, INC. AND SUBSIDIARIES

RECONCILIATIONS OF GAAP TO NON-GAAP FINANCIAL INFORMATION
ADJUSTED SEGMENT EBITDA (D)
(In Thousands)
(Unaudited)
Three Months Ended
March 31,
2026
December 31,
2025
March 31,
2025
Offshore Manufactured Products:
Operating income$14,412 $20,296 $14,276 
Other income (expense), net(21)46 42 
Depreciation and amortization expense3,940 3,941 3,608 
Facility consolidation/closure and other charges
192 760 — 
Adjusted Segment EBITDA$18,523 $25,043 $17,926 
Completion and Production Services:
Operating income (loss)$3,490 $(2,313)$3,503 
Other income, net129 364 96 
Depreciation and amortization expense2,517 4,312 4,272 
Impairments of fixed and lease assets
— 904 — 
Facility consolidation/closure and other charges
— 4,087 930 
Adjusted Segment EBITDA$6,136 $7,354 $8,801 
Downhole Technologies:
Operating loss$(445)$(113,544)$(2,124)
Depreciation and amortization expense1,539 3,035 4,029 
Impairments of:
Intangible assets
— 80,248 — 
Fixed and lease assets
— 10,736 — 
Inventories— 20,798 — 
Adjusted Segment EBITDA$1,094 $1,273 $1,905 
Corporate:
Operating loss$(13,179)$(18,074)$(10,016)
Other income (expense), net40 (255)— 
Depreciation and amortization expense193 100 116 
Impairments of assets held for sale
1,384 7,075 — 
Facility consolidation/closure and other charges
2,496 — — 
Losses on extinguishment of 4.75% convertible senior notes
— 255 — 
Adjusted Segment EBITDA$(9,066)$(10,899)$(9,900)
________________
(D)The term Adjusted Segment EBITDA consists of operating income (loss) plus other income (expense), depreciation and amortization expense, impairments of assets and facility consolidation/closure and other charges and losses on extinguishment of Convertible Notes. Adjusted Segment EBITDA is not a measure of financial performance under GAAP and should not be considered in isolation from or as a substitute for operating income (loss) or cash flow measures prepared in accordance with GAAP or as a measure of profitability or liquidity. Additionally, Adjusted Segment EBITDA may not be comparable to other similarly titled measures of other companies. The Company has included Adjusted Segment EBITDA as supplemental disclosure because its management believes that Adjusted Segment EBITDA provides useful information regarding its ability to service debt and to fund capital expenditures and provides investors a helpful measure for comparing its operating performance with the performance of other companies that have different financing and capital structures or tax rates. The Company uses Adjusted Segment EBITDA to compare and to monitor the performance of its business segments to other comparable public companies and as a benchmark for the award of incentive compensation under its annual incentive compensation plan. The table above sets forth reconciliations of Adjusted Segment EBITDA to operating income (loss), which is the most directly comparable measure of financial performance calculated under GAAP.



OIL STATES INTERNATIONAL, INC. AND SUBSIDIARIES

RECONCILIATIONS OF GAAP TO NON-GAAP FINANCIAL INFORMATION
ADJUSTED NET INCOME (LOSS), EXCLUDING CHARGES (E) AND
ADJUSTED NET INCOME (LOSS) PER SHARE, EXCLUDING CHARGES (F)
(In Thousands, Except Per Share Amounts)
(Unaudited)
Three Months Ended
March 31,
2026
December 31,
2025
March 31,
2025
Net income (loss)$1,108 $(117,246)$3,158 
Impairment of:
Intangible assets— 80,248 — 
Fixed and lease assets— 11,640 — 
Assets held for sale
1,384 7,075 — 
Inventories— 20,798 — 
Facility consolidation/closure and other charges2,688 4,847 930 
Losses on extinguishment of 4.75% convertible senior notes— 255 — 
Total adjustments, before taxes
4,072 124,863 930 
Income tax benefit impact of adjustments, net— (68)(196)
Total adjustments, net of taxes
4,072 124,795 734 
Adjusted net income, excluding charges$5,180 $7,549 $3,892 
Adjusted weighted average number of common shares outstanding (G):
Basic57,785 57,520 60,167 
Diluted
58,439 57,740 60,167 
Adjusted net income per share, excluding charges and credits:
Basic$0.09 $0.13 $0.06 
Diluted
$0.09 $0.13 $0.06 
________________
(E)Adjusted net income, excluding charges consists of net income (loss) plus impairments of assets and facility consolidation/closure and other charges and losses on extinguishment of Convertible Notes and the impact of these adjustments on income tax provision (benefit). Adjusted net income, excluding charges is not a measure of financial performance under GAAP and should not be considered in isolation from or as a substitute for net income (loss) as prepared in accordance with GAAP. The Company has included adjusted net income, excluding charges as a supplemental disclosure because its management believes that adjusted net income, excluding charges provides investors a helpful measure for comparing its operating performance with previous and subsequent periods.
(F)Adjusted net income per share, excluding charges is calculated as adjusted net income, excluding charges divided by the weighted average number of common shares outstanding. Adjusted net income per share, excluding charges is not a measure of financial performance under GAAP and should not be considered in isolation from or as a substitute for net income (loss) per share as prepared in accordance with GAAP. The Company has included adjusted net income per share, excluding charges as a supplemental disclosure because its management believes that adjusted net income per share, excluding charges provides investors a helpful measure for comparing its operating performance with previous and subsequent periods.
(G)The calculation of adjusted weighted average number of common shares outstanding for the three months ended December 31, 2025 included 220 thousand shares issuable pursuant to outstanding stock awards.



OIL STATES INTERNATIONAL, INC. AND SUBSIDIARIES

RECONCILIATIONS OF GAAP TO NON-GAAP FINANCIAL INFORMATION
FREE CASH FLOW (G)
(In Thousands)
(Unaudited)
Three Months Ended
March 31,
2026
December 31,
2025
March 31,
2025
Net cash flows provided by (used in) operating activities
$(1,885)$50,148 $9,295 
Less: Capital expenditures
(4,227)(3,005)(9,158)
Plus: Proceeds from disposition of property and equipment396 6,420 1,685 
Proceeds from disposition of assets held for sale473 — 7,500 
Free cash flow
$(5,243)$53,563 $9,322 
________________
(H)The term free cash flow consists of net cash flows provided by (used in) operating activities less capital expenditures plus proceeds from the disposition of property and equipment and assets held for sale. Free cash flow is not a measure of financial performance under GAAP and should not be considered in isolation from or as a substitute for cash flow measures prepared in accordance with GAAP. The table above sets forth reconciliations of free cash flow to net cash flows provided by (used in) operating activities, which is the most directly comparable measure of financial performance calculated under GAAP.
Company Contact:
Matthew Autenrieth
Oil States International, Inc.
Executive Vice President, Chief Financial Officer and Treasurer
(713) 652-0582
SOURCE: Oil States International, Inc.

FAQ

How did Oil States International (OIS) perform financially in Q1 2026?

Oil States reported Q1 2026 revenue of $145.4 million, net income of $1.1 million and earnings of $0.02 per share. Adjusted EBITDA was $16.7 million and adjusted net income, excluding charges, totaled $5.2 million, or $0.09 per share, reflecting modest profitability despite softer activity.

How did Oil States International’s Q1 2026 results compare to prior periods?

Revenue of $145.4 million was down 19% sequentially and 9% year over year. Adjusted operating income fell to $8.4 million from $11.0 million in Q4 2025, while adjusted net income rose versus Q1 2025, highlighting pressure on volumes but some underlying earnings resilience.

What were the key segment results for Oil States International in Q1 2026?

Offshore Manufactured Products delivered $91.4 million of revenue, $14.4 million of operating income and $18.5 million of Adjusted Segment EBITDA. Completion and Production Services produced $21.5 million of revenue and $6.1 million of Adjusted Segment EBITDA, while Downhole Technologies generated $32.4 million of revenue and $1.1 million of Adjusted Segment EBITDA.

What is Oil States International’s backlog and bookings as of Q1 2026?

Backlog in Offshore Manufactured Products totaled $430 million as of March 31, 2026. First quarter bookings reached $84 million, producing a quarterly book-to-bill ratio of 0.9x, which indicates orders slightly lagged revenue but still support future activity levels in that segment.

How strong is Oil States International’s liquidity and debt position after Q1 2026?

At March 31, 2026, Oil States held $59.0 million of cash, with cash exceeding outstanding debt by $4.0 million. A new credit agreement provides up to $75.0 million in revolving capacity and $50.0 million in term loans, and the company retired $52.7 million of convertible notes on April 1.

What non-GAAP measures does Oil States International emphasize for Q1 2026?

Management highlights adjusted net income of $5.2 million, or $0.09 per share, and Adjusted EBITDA of $16.7 million. It also discloses Adjusted Segment EBITDA by business line and free cash flow of negative $5.2 million, reconciling each measure to the nearest GAAP figure for transparency.

Filing Exhibits & Attachments

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