Bristow Group Inc SEC Filings

Bristow Group (VTOL) reported an insider transaction by its COO, Government Services, on October 31, 2025. He exercised employee stock options for 20,185 shares at $14.01 (code M).

The company withheld 13,302 shares at $40.70 to cover the option exercise price and taxes, and withheld 19,202 shares at $40.70 to cover taxes on released Replacement RSUs (codes F). After these entries, he beneficially owned 73,304 shares directly. The option award was fully exercised, leaving 0 derivative securities outstanding.

Bristow Group (VTOL) reported stronger quarterly results. For the three months ended September 30, 2025, total revenues were $386.3 million versus $365.1 million a year ago. Operating income rose to $50.5 million from $33.2 million, and net income increased to $51.6 million from $28.3 million, aided by an $11.8 million income tax benefit. Diluted EPS was $1.72 versus $0.95.

Offshore Energy Services generated $250.4 million of revenue, Government Services $100.9 million, and Other Services $35.0 million. Results included $8.2 million of gains on asset sales and foreign exchange losses in other expense. Year to date, revenue reached $1.11 billion and net income $110.8 million.

Liquidity remained solid with $245.5 million in cash and $67.9 million of ABL availability. Total debt was $675.0 million; the company made $53.7 million of UKSAR principal payments during the year, including $40.1 million of voluntary prepayments. Capital expenditures were $112.9 million for the first nine months, partly offset by $52.7 million of asset sale proceeds. As of October 31, 2025, shares outstanding were 28,920 thousand.

Bristow Group Inc. (VTOL) furnished an 8-K announcing its third quarter 2025 results materials. On November 4, 2025, the company issued a press release (Exhibit 99.1) and provided presentation slides (Exhibit 99.2). An earnings presentation is planned for November 5, 2025, with the deck posted on bristowgroup.com. The materials are furnished under Item 2.02 and Item 7.01 and are not deemed “filed” under the Exchange Act.

South Dakota Investment Council filed Amendment No. 12 to Schedule 13D regarding Bristow Group Inc. (VTOL). The filer reports beneficial ownership of 3,056,091 shares of common stock, representing 10.6% of the class. The filing lists sole voting power over 3,056,091 shares and sole dispositive power over 3,056,091 shares.

The percentage is based on 28,920,179 shares outstanding as of October 17, 2025, as provided by the company in its Form S-3ASR. The date of event triggering the amendment is October 22, 2025. The filing states that, except as disclosed in Exhibit 1, there were no transactions in the issuer’s common stock during the 60 days prior to the filing.

Bristow Group Inc. (NYSE: VTOL) filed an automatic shelf registration statement on Form S-3, allowing it to offer and sell, from time to time, an indeterminate amount of common stock, preferred stock, debt securities (which may be senior or subordinated), guarantees of debt securities, warrants, depository shares, share purchase contracts, and units. The filing states that net proceeds from any future primary offerings will be used for general corporate purposes, which may include working capital, debt repayment or refinancing, repurchases or redemptions of securities, capital expenditures, acquisitions, and investments.

Certain wholly owned subsidiaries may guarantee or co-issue any series of debt securities. Bristow’s common stock last traded at $39.05 on October 22, 2025. Shares outstanding were 28,920,179 as of October 17, 2025; this is a baseline figure, not the amount being offered. Sales may occur directly by the company or through underwriters, broker-dealers, or agents, at fixed, market, varying, or negotiated prices, as described in a future prospectus supplement.

Bristow Group Inc. reported that Elizabeth Matthews, its Senior Vice President, General Counsel, Head of Government Affairs, and Corporate Secretary, has departed the company effective immediately. The company stated that her departure is not due to any disagreement with the company or its board on financials, operations, policies, or practices.

As part of an organizational restructuring, Bristow is changing the Senior Vice President, General Counsel and Head of Government Affairs role, with those responsibilities to be divided among other legal and executive leaders. Anne Rappold will assume the role of Corporate Secretary, and Ms. Matthews will receive severance benefits consistent with the company’s plans and policies for executive officers.

Maryanne Miller, a director of Bristow Group Inc. (VTOL), sold 1,800 shares of the company's common stock on 08/13/2025 at an average price of $38.365 per share, reducing her direct holdings to 22,452 shares. The Form 4 discloses this single non-derivative sale and is signed by an attorney-in-fact on 08/15/2025. No derivative transactions or additional clarifying explanations are included.

Bristow Group Inc. (VTOL) submitted a Form 144 disclosing a proposed sale of 1,800 common shares through Morgan Stanley Smith Barney LLC with an aggregate market value of $69,057. The shares were acquired on 06/07/2024 as restricted stock vesting under a registered plan and were issued for services rendered. The filing reports 28,814,000 shares outstanding and lists an approximate sale date of 08/13/2025. The filer reports nothing to report for securities sold in the past three months and includes the standard certification that no undisclosed material adverse information is known.

Bristow Group Inc. director Lorin L. Brass reported a sale of 5,250 shares of common stock on 08/11/2025 at a weighted-average price of $37.4726. The filing states the shares were sold in multiple transactions with prices ranging from $37.25 to $38.1650, and that the reporting person retained 26,705 shares following the transactions.

The disclosure is a standard insider sale: it provides the number of shares sold, the weighted-average sale price, the post-transaction beneficial ownership, and a commitment to supply transaction-level price details on request. No options, derivatives, or additional compensatory arrangements are reported in this Form 4.