OII 10-K & 10-Q changes, risk factors and insider trading
Oceaneering International Inc. · NYSE · Oil & Gas Field Services, Nec · CIK 73756 · All filings on SEC.gov
At a glance
What changed in the latest 10-K
Risk Factors
New heading “We may be adversely affected by changes in levels of U.S. government spending or acquisition priorities, as well as significant delays in U.S. government appropriations.”
New heading “Concerns and negative public perception regarding us, our sustainability goals and our industry could adversely affect our business operations, which could result in reduced revenue and increased costs.”
New heading “We are currently subject to disputes, legal and regulatory claims, investigations and proceedings, some of which could be material.”
Removed heading “Public and investor sentiment regarding ESG matters and our industry could adversely affect our business operations and the trading price of our securities.”
Largest changes
“Climate change also subjects us to the risk of increased negative publicity. Negative public perception regarding us and/or the energy industry resulting from, among other things, concerns raised by advocacy groups about oil spills, greenhouse gas emissions, climate change and explosions of or leaks from pipelines carrying crude oil, refined petroleum products or natural gas, may lead to increased regulatory scrutiny, which may, in turn, lead to new safety and environmental laws, regulations, guidelines and enforcement interpretations. …”see in full comparison
“Furthermore, negative public perception regarding us or the energy industry resulting from, among other things, concerns raised by advocacy groups about oil spills, greenhouse gas emissions, climate change and explosions of or leaks from pipelines carrying crude oil, refined petroleum products or natural gas, may lead to increased regulatory scrutiny, which may, in turn, lead to new safety and environmental laws, regulations, guidelines and enforcement interpretations. …”see in full comparison
“We are currently subject to disputes, legal and regulatory claims, investigations and proceedings, some of which could be material.”see in full comparison
“It is not possible at this time to predict the timing and effect of climate change or to predict the effect of the Paris Agreement (or similar international agreements) or whether additional greenhouse gas legislation, regulations or other measures will be adopted. However, more aggressive efforts by governments and non-governmental organizations to reduce greenhouse gas emissions may occur and any such future laws and regulations could result in increased compliance costs or additional operating restrictions applicable to our Energy business customers and/or us. …”see in full comparison
“We are currently subject to disputes, legal and regulatory claims, investigations and proceedings and could become subject to additional disputes, claims, investigations and proceedings in the future, some of which could be material. These proceedings may be brought by the government or private parties and may arise out of a number of matters, including contract disputes, environmental claims, property disputes, antitrust claims and personal injury claims. We are currently in a contract dispute with a customer. …”see in full comparison
“Concerns and negative public perception regarding us, our sustainability goals and our industry could adversely affect our business operations, which could result in reduced revenue and increased costs.”see in full comparison
Full comparison: every changed paragraph (31)
We derive most of our revenue from customers in the offshore oil and gas exploration, development and production industry. The offshore oil and gas industry is a historically cyclical industry characterized by significant changes in the levels of exploration and development activities. Oil and gas prices, and market expectations of potential changes in those prices, significantly affect the levels of those activities. Worldwide political, economic and military events have contributed to oil and gas price volatility and are likely to continue to do so in the future. In addition, there is ongoing uncertainty regarding the long-term outlook for offshore drilling in the United States, including the U.S. Gulf of Mexico,Gulf, as a result of aongoing banlitigation byin U.S. federal courts regarding the ability of the President to reverse a previous presidentialPresident’s administrationwithdrawal pursuantof toacreage from future oil and gas leasing under the Outer Continental Shelf Lands ActAct, onas futureamended (the “OCSLA”). As a result, the impact of Executive Order No. 14148, which attempted to reverse the Biden Administration’s withdrawal of acreage from oil and gas leasing onpursuant to the entireOCSLA, U.S.remains Eastto coast,be the eastern Gulf of Mexico, the Pacific off the coasts of Washington, Oregon, and California, and additional portions of the Northern Bering Sea in Alaska.seen. Any prolonged reduction in the overall level of offshore oil and gas exploration and development activities, whether resulting from changes in oil and gas prices, limitations on access to capital for such activities, governmental actions or regulatory developments or otherwise, could materially and adversely affect our financial condition and results of operations in our operating segments within our Energy business. Some factors that have affected and are likely to continue affecting oil and gas prices and the level of demand for our services and products include the following:
•worldwide demand for oil and gasenergy;
•war, sabotage, terrorism and civil unrest, including conflicts throughout the conflictworld betweenwhere Russiawe and Ukraineour andcustomers conflict in the Middle Eastoperate; and
Our operations could be adversely impacted by theincreased indirecttransition consequencesto renewable or other alternative energy sources as a result of climate change and climate-related business trends.
ScientificIncreasing studies have suggested that emissions of certain gases, commonly referredtransition to asrenewable “greenhouseor gases,”other includingalternative carbonenergy dioxidesources has begun in recent years due to the scientific and methane,regulatory areconcern contributingregarding toglobal warming of the earth’s atmosphere and other climatic changes. In response to those studies, the issue of climate change and the effects of greenhouse gas emissions, in particular emissions from fossil fuels, has attracted and continues to attract political and social attention. Although it is not possible at this time to predict the timing and effect of climate-related business trends, any such developments, including the declining cost of renewable energy generation technologies,technologies (and the increased demand thereof), continued government subsidies, and the continuing electrification of various technologies that previously used hydrocarbons, could impact the long-term demand for oil and natural gas and, ultimately, the demand for the services and products of our Energy business.
•public health crises, such as COVID-19, Severe Acute Respiratory Syndrome, severe influenza and other highly communicable viruses or diseases, that could limit our access to customers', vendors' or our facilities or offices, impose travel restrictions on our personnel or otherwise adversely affect our operations or demand for our services;
•changing foreign trade policies and tariffs and potential impacts of legal challenges thereto;
•changing foreign and domestic monetary policies; and
•public health crises, such as COVID-19, Severe Acute Respiratory Syndrome, severe influenza and other highly communicable viruses or diseases, that could limit our access to customers', vendors' or our facilities or offices, impose travel restrictions on our personnel or otherwise adversely affect our operations or demand for our services; and
Changes in U.S. foreign trade policies, including as a result of the new presidential administration,policies could lead to the imposition of additional trade barriers and tariffs on us. We cannot predict what changes to trade policy will be made by the current or a future presidential administration or Congress, including whether existing tariff policies will be maintained or modified (or if legal challenges to such policies will prevail), or whether the entry into new bilateral or multilateral trade agreements will occur, nor can we predict the effects that any such changes would have on our business. Changes in U.S. trade policy have resulted and could again result in reactions from U.S. trading partners, including adopting responsive trade policies making it more difficult or costly for us to export our products to countries where we currently sell products. Such changes in U.S. trade policy or in laws and policies governing foreign trade, and any resulting negative sentiments towards the United States as a result of such changes, could materially and adversely affect our business, operations, financial condition and results of operations.
We may be adversely affected by changes in levels of U.S. government spending or acquisition priorities, as well as significant delays in U.S. government appropriations.
Our ADTech segment provides services and products, including engineering and related manufacturing in defense and space exploration activities, principally to U.S. government agencies and their prime contractors. Levels of U.S. defense and space exploration spending are difficult to predict and may be impacted by numerous factors such as the evolving nature of the national security threat environment, U.S. national security strategy, U.S. foreign policy, the domestic political environment, macroeconomic conditions and the ability of the U.S. government to enact relevant legislation such as authorization and appropriations bills. The government may also constrain discretionary spending by instituting enforceable spending caps. A reduction in overall U.S. spending, on an absolute or inflation-adjusted basis, because of shifting priorities, budget compromises or otherwise could adversely affect our business. Additionally, budget uncertainty, extended or repeated U.S. Government shutdowns, the use of continuing resolutions or the federal debt ceiling could adversely affect our industry and both the timing and quantum of funding for our programs or for the prime contractors for which we provide services.
Legislation to regulate greenhouse gas emissions has, from time to time, been introduced in the U.S. Congress and such legislation may be proposed or adopted in the future. It is not possible at this time to predict the timing and effect of climate change or to predict whether new greenhouse gas legislation, regulations or other measures will be adopted. However, more aggressive efforts by governments and non-governmental organizations to reduce greenhouse gas emissions may occur and any such future laws and regulations could result in increased compliance costs or additional operating restrictions applicable to our Energy business customers and/or us.
Legislation to regulate greenhouse gas emissions has, from time to time, been introduced in the U.S. Congress and such legislation may be proposed or adopted in the future. In addition, the Environmental Protection Agency (“EPA”) has adopted regulations addressing greenhouse gas emissions, including the EPA’s final methane rules, which impose several new methane emission requirements on the oil and gas industry, announced on December 2, 2023, during the United Nations Climate Change Conference in the United Arab Emirates (“COP28”) and published on March 8, 2024. There also have been international efforts seeking legally binding reductions in greenhouse gas emissions, as well as non-binding efforts, including the non-binding agreement by more than 190 governments at COP28 to transition away from fossil fuels and encourage the growth and expansion of renewable energy. The United States was actively involved in the negotiations at the 21st Conference of the Parties of the United Nations Framework Convention on Climate Change in Paris, which led to the creation of the “Paris Agreement.” The Paris Agreement requires the signatory countries to review and "represent a progression" in their nationally determined contributions, which set emissions reduction goals, every five years.
It is not possible at this time to predict the timing and effect of climate change or to predict the effect of the Paris Agreement (or similar international agreements) or whether additional greenhouse gas legislation, regulations or other measures will be adopted. However, more aggressive efforts by governments and non-governmental organizations to reduce greenhouse gas emissions may occur and any such future laws and regulations could result in increased compliance costs or additional operating restrictions applicable to our Energy business customers and/or us. For example, in August 2022, President Biden signed the Inflation Reduction Act (“IRA”) into law, which imposes a charge on methane emissions from certain petroleum and natural gas system facilities and could have an indirect impact on demand for the goods and services of our Energy business, and on December 2, 2023 during COP28, the EPA announced its final methane rules, which impose several new methane emission requirements on the oil and gas industry. The EPA’s final methane rule was published on March 8, 2024. In November 2024, at the Conference of the Parties to the United Nations Framework Convention on Climate Change in Baku, Azerbaijan, the EPA announced its final rule implementing the waste emissions charge pursuant to the IRA. Additionally, laws or regulations requiring the collection, measurement and reporting of information and metrics related to climate-related matters (including greenhouse gas emissions) could increase our operating costs and as a result adversely impact our business, financial condition, results of operations and cash flows.
The adoption of additional climate change laws or regulations in the future could result in increased costs for our Energy business customers and us to (1) operate and maintain operating facilities, (2) install new emission controls or abatement technologies (such as carbon capture and storage (“CCS”) technologies) in operating facilities and (3) administer and manage greenhouse gas emissions programs. If we are unable to recover or pass through a significant level of our costs related to complying with climate change regulatory requirements imposed on us, they could have a material adverse effect on our results of operations and financial condition. Further, such legislation or regulation could prevent customer projects from going forward, thereby potentially reducing the need for our products and services. In addition, to the extent financial markets and insurance carriers view climate change and the greenhouse gas emissions of our Energy business customer base as a financial risk, this could negatively impact our cost of and access to capital and insurance.
We may also communicate certain climate-related initiatives, commitments and goals in our SEC filings or in other disclosures, which subjects us to additional risks, including the risk of being accused of greenwashing. Alternatively, we may be accused of “greenhushing” for the failure to communicate certain climate-related initiatives, commitments and goals.
Climate change also subjects us to the risk of increased negative publicity. Negative public perception regarding us and/or the energy industry resulting from, among other things, concerns raised by advocacy groups about oil spills, greenhouse gas emissions, climate change and explosions of or leaks from pipelines carrying crude oil, refined petroleum products or natural gas, may lead to increased regulatory scrutiny, which may, in turn, lead to new safety and environmental laws, regulations, guidelines and enforcement interpretations. These actions may cause operational delays or restrictions, increased operating costs or capital expenditures, additional regulatory burdens and increased risk of litigation for us and our energy industry customers. Furthermore, governmental authorities exercise considerable discretion in the timing and scope of permit issuance required for the operations conducted by or for our energy industry customers and, in many cases, the public may engage in the permitting process. Negative public perception could cause such permits to be withheld, delayed, or burdened by requirements that restrict our ability to profitably conduct business for our energy industry customers. Ultimately, these risks could result in reduced demand for the services and products of our Energy business, which would adversely impact our revenues, and increased costs that may adversely affect our profitability and cash flows.
In addition, climate change legislation and regulation may subject us to increased competition to develop innovative new products that result in lower emissions. Please refer to the risk factor entitled “Our operations could be adversely impacted by theincreased indirecttransition consequencesto renewable or other alternative energy sources as a result of climate change and climate-related business trends” for a discussion of the impact of other climate-related consequences on our business, financial condition, results of operations and cash flows.
Concerns and negative public perception regarding us, our sustainability goals and our industry could adversely affect our business operations, which could result in reduced revenue and increased costs.
Businesses across all industries are facing increasing scrutiny from investors, governmental authorities, regulatory agencies and the public related to their practices and disclosures related to climate change, sustainability, diversity and inclusion initiatives and heightened governance standards. Failure, or a perceived failure, to adequately respond to or meet evolving expectations, concerns and standards may cause us to suffer reputational damage and materially and adversely affect our business or financial condition, or the trading price of our securities. We may also communicate certain climate-related initiatives, commitments and goals in our SEC filings or in other disclosures, which subjects us to additional risks, including the risk of being accused of greenwashing. Alternatively, we may be accused of “greenhushing” for the failure to communicate certain climate-related initiatives, commitments and goals.
Furthermore, negative public perception regarding us or the energy industry resulting from, among other things, concerns raised by advocacy groups about oil spills, greenhouse gas emissions, climate change and explosions of or leaks from pipelines carrying crude oil, refined petroleum products or natural gas, may lead to increased regulatory scrutiny, which may, in turn, lead to new safety and environmental laws, regulations, guidelines and enforcement interpretations. These actions may cause operational delays or restrictions, increased operating costs or capital expenditures, additional regulatory burdens and increased risk of litigation for us and our energy industry customers. Furthermore, governmental authorities exercise considerable discretion in the timing and scope of permit issuance required for the operations conducted by or for our energy industry customers and, in many cases, the public may engage in the permitting process. Negative public perception could cause such permits to be withheld, delayed, or burdened by requirements that restrict our ability to profitably conduct business for our energy industry customers. Ultimately, these risks could result in reduced demand for the services and products of our Energy business, which would adversely impact our revenues, and increased costs that may adversely affect our profitability and cash flows.
Misconduct, fraud, non-compliance with applicable laws and regulations, or other improper activities by one or more of our employees, agents or partners could have a significant negative impact on our business and reputation. Such misconduct could include the failure to comply with the U.S. Foreign Corrupt Practices Act ("FCPA"), which prohibits companies and their intermediaries from making improper payments to non-U.S. officials, as well as the failure to comply with government procurement regulations, regulations on lobbying or similar activities, regulations pertaining to the internal controls over financial reporting and various other applicable laws or regulations, including the U.K. Bribery Act. We operate in some countries that international corruption monitoring groups have identified as having high levels of corruption. Our activities create the risk of unauthorized payments or offers of payments by one of our employees or agents that could be in violation of the FCPA or other applicable anti-corruption laws. The precautions we take to prevent and detect misconduct, fraud or non-compliance with applicable laws and regulations may not be effective, and we could face unknown risks or losses. In December 2024, the Chinese government placed restrictions on and sanctioned our parent company and certain executives in response to recent U.S. announcements of military sales and aid to Taiwan and in response to the recent approval of the U.S. government’s annual defense spending. Furthermore, in September 2025, the Chinese government placed us on its “Unreliable Entity List” and, as a result, we are generally prohibited from engaging in import or export activities related to China or making new investments in the country. We will continue to follow U.S. Government guidance as it relates to sales to Taiwan and do not currently expect a material impact to our business from these actions. Our failure to comply with applicable laws or regulations or acts of misconduct could subject us to fines, penalties or other sanctions, which could have a material adverse effect on our business and our consolidated financial condition, results of operations and cash flows.
On August 16, 2022, President Biden signed the IRA into law. The IRA contains several revisions to the Internal Revenue Code, including a 15% corporate minimum tax for taxpayers with adjusted financial statement income in excess of $1.0 billion and a 1% excise tax on corporate stock repurchases made after December 31, 2022. We continue to analyze the potential impact of the IRA on our consolidated financial statements and to monitor guidance issued by the U.S. Department of the Treasury.
We are currently subject to disputes, legal and regulatory claims, investigations and proceedings, some of which could be material.
We are currently subject to disputes, legal and regulatory claims, investigations and proceedings and could become subject to additional disputes, claims, investigations and proceedings in the future, some of which could be material. These proceedings may be brought by the government or private parties and may arise out of a number of matters, including contract disputes, environmental claims, property disputes, antitrust claims and personal injury claims. We are currently in a contract dispute with a customer. Even if we are ultimately successful, defense of these claims can be costly and time-consuming and may divert management's attention and resources. The outcome of any pending or future claims, investigations or proceedings is inherently unpredictable, but such outcomes could have a material adverse effect on our business and our consolidated financial condition, results of operations or cash flows.
We operate on a worldwide basis with substantial operations outside the United States that subject us to U.S. dollar translation and economic risks. In order to manage some of the risks associated with foreign currency exchange rates, we may enter into foreign currency derivative (hedging) instruments, especially when there is currency risk exposure that is not naturally mitigated via our contracts. However, these actions may not always eliminate all currency risk exposure, in particular for our long-term contracts. A disruption in the foreign currency markets, including thedisruptions marketsthat withmay respectoccur from time to anytime particularas currencies,a result of economic policies of foreign governments or central banks, could adversely affect our hedging instruments and subject us to additional currency risk exposure. Based on fluctuations in currency, the U.S. dollar value of our backlog may from time to time increase or decrease significantly. We do not enter into derivative instruments for trading or other speculative purposes. Our operational cash flows and cash balances, though predominately held in U.S. dollars, may consist of different currencies at various points in time in order to execute our contracts globally. Non-U.S. asset and liability balances are subject to currency fluctuations when measured period to period for financial reporting purposes in U.S. dollars.
Public and investor sentiment regarding ESG matters and our industry could adversely affect our business operations and the trading price of our securities.
Businesses across all industries are facing increasing scrutiny from investors, governmental authorities, regulatory agencies and the public related to their ESG practices, including practices and disclosures related to climate change, sustainability, diversity, equity and inclusion initiatives and heightened governance standards. Failure, or a perceived failure, to adequately respond to or meet evolving ESG expectations, concerns and standards may cause us to suffer reputational damage and materially and adversely affect our business or financial condition, or the trading price of our securities. In addition, organizations that provide ESG information to investors have developed ratings processes for evaluating a business entity’s approach to ESG matters, and certain members of the broader investment community may consider a business entity’s sustainability score as a reputational or other factor in making an investment decision. Consequently, a low sustainability score could result in exclusion of our securities from consideration by certain investment funds and a negative perception of our operations by certain investors. In addition, efforts in recent years aimed at the investment community to limit or curtail activities with companies engaged in the extraction of fossil fuel reserves could limit our ability to access the capital markets to the extent the services we provide to such customers engaged in extraction activities constitute a significant portion of our operations. As a result, such initiatives could have an adverse impact on our business and our financial condition.
We may not be able to compete successfully against current and future competitors.competitors, particularly competitors that may have substantially greater financial, technical and personnel resources than we do.
Our businesses operate in highly competitive industry segments. Some of our competitors or potential competitors have greater financialfinancial, technical, personnel or other resources than we have. Our operations may be adversely affected if our current competitors or new market entrants introduce new products or services with better features, performance, prices or other characteristics than those of our services and products. ThisAdditionally, factorour iscompetitors may have better access to financial and capital markets on more favorable terms than we are able to obtain due to their relative size or balance sheets. As a result, our cost of capital could increase substantially, and the availability of funds from the capital markets could diminish significantly, as compared to our competitors. These factors may be significant to our segments' operations, particularly in the operating segments within our Energy business, where capital investment is critical to our ability to compete.
Management's Discussion & Analysis (MD&A)
Removed heading “Effects of Inflation and Changing Prices”
Largest changes
“In order to minimize the negative impact of inflation on our operations, we attempt to cover the increased cost of anticipated changes in labor, material and service costs, either through an estimate of those changes, which we reflect in the original price, or through price escalation clauses in our contracts. Our ability to manage inflation going forward is dependent in part on our continued ability to obtain price escalation clauses in our contracts. …”see in full comparison
From time to time, we may engage in certain transactions in order to manage our outstanding debt prior to maturity, including repurchases via open-market or privately negotiated transactions, redemptions, exchanges, tender offers or otherwise.see in full comparisonFor instance, in 2021, we repurchased $100 million in aggregate principal amount of our 4.650% Senior Notes due 2024 (the “2024 Senior Notes”) in open-market transactions. On October 2, 2023, we repurchased $312 million principal amount of the 2024 Senior Notes at par plus accrued and unpaid interest of $5.5 million for approximately $318 million in the Tender Offer (as defined below), and pursuant to our optional redemption right under the indenture governing the 2024 Senior Notes, we redeemed all of the remaining $88 million principal amount outstanding of the 2024 Senior Notes at par on November 2, 2023 (the “Redemption Date”), which we financed with cash on hand.See “—Financing Activities” and Note 8—“Debt” in the Notes to Consolidated Financial Statements included in this report for additionalinformation on the Tender Offer (as defined below), the redemption of the 2024 Senior Notes and the scheduled maturities of our long-term debt.information. We can provide no assurances as to the timing of any future repurchases or whether we will complete any repurchases at all.
“2024 Senior Notes. In November 2014, we completed the public offering of $500 million aggregate principal amount of 4.650% Senior Notes due 2024. We paid interest on the 2024 Senior Notes on May 15 and November 15 of each year. …”see in full comparison
“As of December 31, 2024, we had long-term debt in the principal amount of $500 million outstanding and $215 million of unused commitments under our Revolving Credit Agreement. On September 20, 2023, we entered into an Agreement and Amendment No. 1 to the Revolving Credit Agreement which extended the maturity of the commitments thereunder to April 8, 2027. As of December 31, 2024, we were in compliance with all the covenants set forth in the credit agreement governing the Revolving Credit Agreement.”see in full comparison
As of December 31,see in full comparison2024,2025, we had net working capital of$591$751 million, including cash and cash equivalents of$498$689 million. Additionally, as of December 31,2024,2025, we had $215 million of unused commitments through oursenior secured revolving credit agreement that we entered into in April 2022 (as amended by an Agreement and Amendment No. 1 toRevolving Credit Agreement,dated September 20, 2023, the “Revolving Credit Agreement”),which is further described below and in Note 8—“Debt” in the Notes to Consolidated Financial Statements included in this report. Availability under the $215 million revolving credit facility (the “Revolving Credit Facility”) may be limited by certain financial covenants and the requirement that any borrowing under the Revolving Credit Facility not require the granting of any liens to secure any senior notes issued by us. The indenture governing the 2028 Senior Notes (defined below) generally limits our ability to incur secured debt for borrowed money (such as borrowings under the Revolving Credit Facility) to 15% of our Consolidated Net Tangible Assets (as defined in such indentures).As of December 31, 2024, we were in compliance with all the covenants set forth in the Revolving Credit Agreement and the full $215 million was available to borrow under the Revolving Credit Facility.
Full comparison: every changed paragraph (69)
The following information should be read in conjunction with the information contained in “Part I. Item 1. Business,” “Part I. Item 1A. Risk Factors” and the audited consolidated financial statements and the notes thereto included under “Item 8. Financial Statements and Supplementary Data” elsewhere in this annual report on Form 10-K. For management's discussion and analysis of our financial condition and results of operations for fiscal year 20232024 as compared to fiscal year 2022,2023, please refer to Part II, Item 7. "Management's Discussion and Analysis of Financial Condition and Results of Operations" in our Form 10-K and Form 10-K/A for the fiscal year ended December 31, 2023,2024, filed with the Securities and Exchange Commission ("SEC") on February 23,24, 2024.2025 and March 4, 2025, respectively.
We are committed to the research and development of products and services designed to assist our Energy business (defined below) customers in producing energy safely and securely, with decreased risk to humans and marine life, and reduced environmental impacts. For example, we established our first Onshore Remote Operation Center (“OROC”) in Norway in 2015 and have since set up additional dedicated sites in the United States (“U.S.”)., Brazil and United Kingdom (“U.K.”) OROCs enable customers to reduce their carbon footprint by relocating offshore workers to onshore control centers, thereby enhancing human health and safety, fostering greater collaboration and enabling faster responses to real-time events.
We are also committed to reducing our own energy consumption and the greenhouse gas emissions attributable to our operations. With the help of a third-party consultant over the past several years, we performed a global review of our assets and operations and identified our Scope 1 and Scope 2 emissions for our 2022 baseline in accordance with best practice greenhouse gas accounting methodologies, including the Greenhouse Gas Protocol. In 2023, we established and announced our 2030 greenhouse gas Scope 1 and Scope 2 emission reduction targets against a 2022 baseline. Our 20242025 Task Force on Climate-Related Financial Disclosures Report (the “TCFD Report,” which is not incorporated by reference in this Annual Report) outlines our continued commitment to managing the risks and opportunities from climate change and contains our emissions reduction targets as well as our 20222022, 2023 and 20232024 Scope 1 and Scope 2 greenhouse gas emissions data. Our capital investments and expenses required to achieve our goals cannot be estimated at this time.
The table that follows sets out our revenue and operating resultsincome for 20242025 and 2023.2024.
We operate in five business segments. Our business segments are contained within two businesses—services and products provided primarily to the oil and gas industry and, to a lesser extent, the mobility solutions and offshore renewables and mobility solutions industry,industries, among others (“Energy”), and services and products provided to non-energy industries (“Aerospace and Defense Technologies” or “ADTech”). Our four business segments within the Energy business are Subsea Robotics, Manufactured Products, Offshore Projects Group (“OPG”) and Integrity Management & Digital Solutions (“IMDS”). We report our Aerospace and Defense TechnologiesADTech business as one segment. Our Unallocated Expenses are expenses not associated with a specific business segment. These consist of expenses related to our incentive and deferred compensation plans, including restricted stock units, performance units and bonuses, as well as other general expenses, including corporate administrative expenses.
Our business primarily depends on the level of spending on offshore developments and related operating activities by our customers in the energy industry. Compared to 2024, our 20232025 revenue increased 10%5% to $2.7$2.8 billion, with revenue growth in all of our operating segments.segments, except IMDS. Consistent with the prior year, we generated a substantial majority of our revenue from services and products we provided to the energy industry in 2024.2025. Consolidated operating income improved during 20242025 as compared to 20232024 with declines in our IMDS and ADTech segments being more than offset by increases in all otherof our segments.
We had operating income of $305 million in 2025 and operating income of $246 million in 2024 and operating income of $181 million in 2023.2024. In 2024,2025, on a consolidated level, we had net income of $354 million, or diluted earnings of $3.49 per share, compared to net income of $147 million, or diluted earnings of $1.44 per share, compared to net income of $97 million, or diluted earnings of $0.95 per share, in 2023.2024. The increases in 20242025 operating income and net income as compared to 20232024 were primarily due to higher revenue in all of our segmentssegments, except for IMDS, as a result of increasedthe activityrealization of improved pricing in energy markets and related growth in our energy businesses. The increase in net income and diluted earnings per shares in 2025 as compared to 2024, was due to increased operating income, along with an income tax benefit resulting primarily from the release of U.S. valuation allowances. All of our segments, except for IMDS and ADTech,segments achieved improved sequential annual operating results,income, led by our SubseaManufactured RoboticsProducts segment.
During the year ended December 31, 2025, our cash balance increased $191 million as compared to December 31, 2024. We generated $319 million from operating activities, along with a $14 million cash increase as a result of favorable movements in exchange rates, and the sale of a vessel in 2025 for $8.9 million. Partially offsetting these increases were $57 million maintenance capital expenditures, $54 million of growth capital expenditures and $40 million for repurchases of shares of our common stock.
We use our ROVs to provide drill support, vessel-based inspection, maintenance and repair,IMR, subsea hardware installation, construction, and pipeline inspection services to customers in the energy industry. Most of our ROVs have historically been used to provide drill support services. Therefore, the contracted number of floating drilling rigs is a leading market indicator for this business. The following table shows average floating rigs under contract and our ROV utilization.
Demand for floating rigs is a leading indicator of the strength of the deepwater market. According to comprehensive industry data compiled and published by a leading provider of financial data and market intelligence, excluding rigs under construction, at the end of 20242025 there were 192186 floating drilling rigs in operation or available for work throughout the world, with 142136 of those rigs under contract. The average contracted offshore floating rig count in 20242025 wasdecreased essentiallyby flat6.2% atto approximately 146137 rigs.
In 2026, we expect ADTech to be our primary growth engine, supported by our existing backlog and increased spending across defense and government markets. We anticipate results in our energy-focused businesses to be weighted towards the second half of the year as offshore activity improves.
2025For our energy-focused businesses, we expect 2026 financial results areto expectedreflect a global oil market that remains oversupplied through the early part of the year, with gradual tightening as the year progresses and as demand continues to improve year-over-year, based on 2024 year-end backlog and ongoing supportive market fundamentals.rise. The number of subsea tree orders and installations is a leading indicator and is the primary demand driver for our Manufactured Products lines. According to data published by a world-leading analysis and consultancy company for the energy sector in December 2024,2025, there are projected to be 285306 tree awards and 349370 subsea tree installations in 2025,2026, compared to 216190 tree awards and 330343 installations in 20242025 and 239218 tree awards and 291296 installations in 2023.2024.
In our defense business, we expect another strong year supported by sustained U.S. prioritization of maritime security, unmanned systems, and industrial-base modernization. Domestically, we see steady activity across subsea critical infrastructure protection, unmanned maritime systems, and submarine sustainment. Internationally, rising geopolitical tensions and increased allied spending continue to expand opportunities for our autonomous underwater vehicles (“AUVs”), resident systems, and subsea monitoring solutions.
Based on our 2025 year-end backlog conversion, anticipated 2026 order intake and current market fundamentals, we project that our 2026 consolidated revenue will increase. For 2026, we project revenue growth in our ADTech. Subsea Robotics and IMDS segments, driven by our expectations for continued pricing progression and favorable year over year project mix. We forecast operating income growth for all of our segments, except for OPG. We will continue to prioritize safety and quality, while maintaining disciplined portfolio management and capital allocation.
For our Subsea Robotics segment, we expect slightly improved revenue and relatively flat operating income in 2026 based on stable pricing for ROVs, increased volume in Tooling and improved results in our Survey business.
We are expecting increased revenue and operating income in 2025 as compared to 2024 for each of our operating segments, led by Subsea Robotics, Manufactured Products and ADTech. We are expecting sequential improvement in our 2025 operating results as compared to 2024 based on our expectations for continued improvement in pricing and margins in our energy-focused businesses and improved margins in our government-focused businesses.
We expect improved results in our Subsea Robotics segment in 2025 based on continued pricing momentum and similar activity levels in our ROV business. Results for tooling-based services are expected to generally follow ROV days utilized and our survey businesses are expected to improve.
We expect improvements in operating income on slightly lower revenue in our Manufactured Products segment operating results in 20252026, primarily due to improvethe on increased revenue, primarily based on 2022 through 2024 order intake in our energy businesses. We believe results will improve on increasedcontinued conversion of theour higher marginexisting backlog activityin energy products and benefits from cost reductions enacted in our energy businesses compared to 2024 and improved performance2025 in our non-energy products.product lines. Our Manufactured Products backlog was $604$511 million as of December 31, 2024.2025.
We expect revenue and operating income for our OPG segment to decrease significantly in 2026 due to lower activity levels in the U.S. Gulf and West Africa, partially offset by higher activity levels in the Caspian and Middle East regions and Brazil.
We anticipate our 2026 operating income for IMDS will improve significantly on higher revenue, with growth opportunities in digital and engineering services.
We expect operating results for our OPG segment to improve in 2025 due to increased international activity and an increase in higher margin intervention and installation projects. We also expect no major vessel dry dock costs and improved vessel utilization in 2025.
We anticipate our 2025 operating results for IMDS will improve due to higher revenue from enhanced contract terms. Additionally, we anticipate results in 2025 will improve compared to 2024 as a result of a loss recorded in 2024 from the sale of our Maritime Intelligence business.
We project our ADTech 20252026 operating resultsincome to be higherincrease on increasedsignificantly higher revenue as compared to 2024.2025, Wedriven anticipateby growth in all three of our government-focused businesses.
For 2025,2026, we anticipate Unallocated Expenses to average approximately $45$50 million per quarter, with the year-over year increase primarily due to thehigher plannedcosts implementationassociated ofwith ourwage newinflation, enterpriseincreased resourceinformation planningtechnology (“ERP”)costs, system.and foreign exchange impacts.
Effects of Inflation and Changing Prices
In order to minimize the negative impact of inflation on our operations, we attempt to cover the increased cost of anticipated changes in labor, material and service costs, either through an estimate of those changes, which we reflect in the original price, or through price escalation clauses in our contracts. Our ability to manage inflation going forward is dependent in part on our continued ability to obtain price escalation clauses in our contracts. While headline inflation was relatively low in 2024, future changes in the rate of inflation could have a material impact on our results in the future, including if we are unable to reflect such anticipated inflation in the original price.
Subsea Robotics. During the year ended December 31, 2024, we retired eight of our conventional work-class ROV systems and replaced them with eight upgraded conventional work-class ROV systems. During the year ended December 31, 2023, we retired eleven of our conventional work-class ROV systems and replaced them with eleven upgraded conventional work-class ROV systems. Our ROV fleet size was 250 as of December 31, 2024 and 2023.
Subsea Robotics. We believe we are the world's largest provider of work-class ROV services and, generally,and this business segment has beenis the largest contributor to our Energy business operating income. Our ROV business, within our Subsea Robotics segment, reflects the utilization percentages, fleet sizes and average pricing in the respective periods. Our ROV tooling provides an additional operational interface between an ROV and equipment located subsea. Our survey services business provides surveysurvey, and positioning,positioning and geoscience services. The following table presents revenue from ROV services as a percentage of total Subsea Robotics revenue:
For the year ended December 31, 2024,2025, our Subsea Robotics operating income increased as compared to 2023,2024, on higher revenue, as a result of higher average revenue per day for our ROV business and increased activitypricing and volume for tooling thaton moreour thanexisting offsetROV lowercontracts. Partially offsetting these increases were decreased activity levels.levels in our survey business primarily due to drydocking of our survey vessel in 2025. We had a slight decrease inlower days on hire for the year ended December 31, 2025, as compared to 2024, that included a year-over-year increasedecrease in drill support days offsetin bythe afirst decreasehalf inof 2025 and relatively flat vessel support days.
Fleet utilization was 65% in the year ended December 31, 2025, as compared to 67% for the year ended December 31, 2024, resulting primarily from a decrease in ROV days utilized when compared to the corresponding period in the prior year, based on lower market activity. Our ROV fleet use during the year ended December 31, 2025, was 64% in drill support and 36% in vessel-based activity, as compared to 65% in drill support and 35% in vessel-based activity in the prior year. For each of the periods presented, we had a fleet of 250 work-class ROVs.
Manufactured Products. For the year ended December 31, 2025, our Manufactured Products revenue and operating income increased, as compared to 2024, primarily due to increased activity in our energy-related businesses, execution on higher-margin backlog through our umbilical manufacturing plants and growth in our Grayloc business, partially offset by an inventory reserve of $13 million recorded in 2025 related to our theme park ride business.
Manufactured Products. For the year ended December 31, 2024, our Manufactured Products revenue and operating results increased, as compared to 2023. Revenue increased primarily due to strong order intake in 2023 and 2022 leading to increased activity in 2024, particularly for our energy-related businesses. Operating income increased for the year ended December 31, 2024, as compared to the prior year, primarily due to increased activity in energy-related businesses partially offset by lower margins in our mobile robotics businesses reflecting costs from our nascent autonomous transport systems projects along with losses incurred in our entertainment systems business.
Offshore Projects Group. Our OPG operating resultsincome for the year ended December 31, 20242025 increased as compared to 2023,2024, on higher revenue primarily due to increasedan activityimproved levelsmix of well intervention and installation work in Westthe AfricaU.S. Gulf, along with a reduction in drydock expense and Gulfthe associated loss of Mexicovessel regionsdays that impacted the first quarter of 2024, partially offset by reduceda volumereduction in theinternational Middle East and Asia-Pacific regions.activity.
We have several deepwater vessels under a mix of short-term charters where we can see firm workload and spot charters as market opportunities arise. We have a total of five long-term charters as of December 31, 2025: one that began in 2024, two that began in 2023, and two that began in 2022. We signed extensions in the third quarter of 2025 for three of these long-term vessel charters that began in the first quarter of 2026. These charters have staggered maturity dates with none extending past the first quarter of 2029. Depending on market conditions, we may add additional chartered vessels throughout the year to align with our strategy that balances vessel cost, availability and capability to capture work. We expect to do this through the continued utilization of a mix of short-term, spot and long-term charters.
Integrity Management & Digital Solutions. For the year ended December 31, 2024,2025, compared to 2023,2024, our IMDS operating resultsincome decreasedincreased despiteon higherlower revenue. Revenue was higherrevenue, primarily due to increasesthe inabsence our integrity management business primarily due to increased work scope on international projects. The decrease in operating income was primarily due toof a one-time, noncashnon-cash charge associated with the divestiture of our Maritime Intelligence division in September 2024.
For the year ended December 31, 2024,2025, compared to 2023,2024, our ADTech segment operating resultsincome decreasedincreased on increasedhigher levelsrevenue, ofprimarily revenue.due While ADTech experiencedto increased activity and margins in our defenseOceaneering subseaTechnologies technologies(“OTECH”) business,and thisMarine increaseServices wasDivision, offsetalong bywith additional expenses and a reserve takenrelated during the second quarter of 2024 forto a contract dispute that were taken in 2024 and reversed in 2025 due to a subsequent change in estimate. Partially offsetting these increases were lower activity levels in our spaceOceaneering systemsSpace business.Systems businesses.
As previously disclosed, we are in discussions with an ADTech customer regarding a contract dispute. The dispute is not currently the subject of pending litigation, and the amount of any loss or other damages, if any, arising from the dispute will depend on multiple factors.
Our unallocated expenses for the year ended December 31, 20242025 increased compared to 2023,2024, primarily due to higher accruals in 2025 for incentive-based compensation, along with increased information technology costs including increased cybersecurity protection costs.
Interest income for the year ended December 31, 20242025 as compared to 2023,2024, decreasedincreased primarily due to a lowerhigher average interest-earning cash balancebalances in 2024, along with a different geographic mix for our cash balances.2025.
In addition to interest on borrowings, interest expense includes amortization of loan costs and debt discount, benefit from the interest rate swap settlements, and fees for lender commitments under our senior secured revolving credit agreement and fees for standby letters of credit and bank guarantees that banks issue on our behalf for performance bonds, bid bonds and self-insurance requirements. Interest expense was higherrelatively flat in the year ended December 31, 20242025 as compared to 2023, primarily due to the benefit in 2023 resulting from the amortization of $4.4 million of interest expense for our interest rate swaps, including $2.7 million for the pro-rata write-off of interest rate swap settlement gains, associated with the 4.650% Senior Notes due in 2024. We have notrecorded capitalized interest sinceof 2019;$0.4 however, we do anticipate capitalizing interestmillion beginning in 2025 related to the planned implementation of our new ERP system.
Foreign currency transaction gains and losses are a component of other income (expense), net for the year ended December 31, 2024.net. In the year ended December 31, 20242025 and 2023,2024, we incurred foreign currency transaction gains (losses) of $0.9$2.8 million and less than $(0.1)$0.9 million, respectively. These gains (losses) primarily resulted from foreign currency fluctuations in multiple countries. We could incur further foreign currency exchange gains (losses) in countries where we operate due to foreign currency exchange fluctuations.
Our tax provision is based on (1) our earnings for the period and other factors affecting the tax provision and (2) the operations of foreign branches and subsidiaries that are subject to local income and withholding taxes. Factors that affect our tax rate include our profitability levels in general and the geographical mix of our results. The effective tax rate for the twelve-month periods ended December 31, 20242025 and 20232024 was different than the U.S. federal statutory rate of 21%, primarily due to the geographical mix of revenue and earnings, changes in valuation allowances and uncertain tax positions, and other discrete items. We do not believe a comparison of the effective tax rate for the twelve-month periods ended December 31, 2024 and 2023, is meaningful. We continue to make an assertion to indefinitely reinvest the unrepatriated earnings of any foreign subsidiary that would incur material tax consequences upon the distribution of such earnings.
During the twelve-month period ended December 31, 2023, we received refunds of $23 million, including interest of $1.7 million, which was recorded as a tax benefit under the U.S. Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”).
We establish valuation allowances for deferred tax assets when it is more likely than not that some portion or all of the deferred tax assets will not be realized in the future. Based on the available positive and negative evidence, including historicala trend of positive earnings, realization of deferred tax assets, projections of future taxable income in the U.S. and forecastedseveral earnings,non-U.S. jurisdictions, and the absence of objective negative evidence such as a three-year cumulative loss, we believe it is more likely than not that thesome of our deferred tax assets in the U.S. and several non-U.S. jurisdictions will be realized. Accordingly, during the twelve-month periods ended December 31, 2025 and 2024, we partially released valuation allowances for the deferred tax assets that we believe are more likely than not to be realized. In accordance with applicable accounting standards, the valuation allowance decreased by $154 million in 2025 and $23 million in 20242024. The 2025 decrease in valuation allowance was primarily related to US federal and $21state valuation allowance release of $140 million and $10 million, respectively. The 2024 decrease in 2023.valuation allowance was primarily related to valuation release in several non-US jurisdictions.
As of December 31, 2025, we continue to recognize a valuation allowance on certain identified deferred tax assets in the U.S. and non-U.S. jurisdictions where we believe that it is not more-likely-than-not that we would be able to realize the benefits of those specific deferred tax assets. In the U.S., a valuation allowance of $35 million was maintained against the deferred tax assets for U.S. federal foreign tax credit carryovers with a limited carryforward period. In several non-US jurisdictions, a valuation allowance of $451 million was maintained against deferred tax assets that the Company continues to believe are not more-likely-than-not to be realized. We will continue to monitor the need for a valuation allowance against its deferred tax assets and record adjustments as appropriate in future periods.
We consider our liquidity and capital resources adequate to support our operations, capital commitments and strategic growth initiatives as well as any opportunistic returns of capital to shareholders. Our material cash commitments consist primarily of obligations for long-term debt, purchase obligations as part of normal operations, and operating leases for land, buildings, vessels and equipment for the support and operation of our business and to support some of our service line revenue streams.business. Our purchase obligations include agreements to purchase goods and services as well as commitments for capital assets used in the normal operations of our business. We are committed to maintaining strong liquidity and believe that our cash position, undrawn Revolving Credit Agreement (as defined below), and long-term debt maturity profile provide us with ample resources and time to address our liquidity needs, including potential future growth opportunities and working capital needs.
As of December 31, 2024,2025, we had net working capital of $591$751 million, including cash and cash equivalents of $498$689 million. Additionally, as of December 31, 2024,2025, we had $215 million of unused commitments through our senior secured revolving credit agreement that we entered into in April 2022 (as amended by an Agreement and Amendment No. 1 toRevolving Credit Agreement, dated September 20, 2023, the “Revolving Credit Agreement”), which is further described below and in Note 8—“Debt” in the Notes to Consolidated Financial Statements included in this report. Availability under the $215 million revolving credit facility (the “Revolving Credit Facility”) may be limited by certain financial covenants and the requirement that any borrowing under the Revolving Credit Facility not require the granting of any liens to secure any senior notes issued by us. The indenture governing the 2028 Senior Notes (defined below) generally limits our ability to incur secured debt for borrowed money (such as borrowings under the Revolving Credit Facility) to 15% of our Consolidated Net Tangible Assets (as defined in such indentures). As of December 31, 2024, we were in compliance with all the covenants set forth in the Revolving Credit Agreement and the full $215 million was available to borrow under the Revolving Credit Facility.
From time to time, we may engage in certain transactions in order to manage our outstanding debt prior to maturity, including repurchases via open-market or privately negotiated transactions, redemptions, exchanges, tender offers or otherwise. For instance, in 2021, we repurchased $100 million in aggregate principal amount of our 4.650% Senior Notes due 2024 (the “2024 Senior Notes”) in open-market transactions. On October 2, 2023, we repurchased $312 million principal amount of the 2024 Senior Notes at par plus accrued and unpaid interest of $5.5 million for approximately $318 million in the Tender Offer (as defined below), and pursuant to our optional redemption right under the indenture governing the 2024 Senior Notes, we redeemed all of the remaining $88 million principal amount outstanding of the 2024 Senior Notes at par on November 2, 2023 (the “Redemption Date”), which we financed with cash on hand. See “—Financing Activities” and Note 8—“Debt” in the Notes to Consolidated Financial Statements included in this report for additional information on the Tender Offer (as defined below), the redemption of the 2024 Senior Notes and the scheduled maturities of our long-term debt.information. We can provide no assurances as to the timing of any future repurchases or whether we will complete any repurchases at all.
•Accounts receivable and contract assets - The increase (decrease) in cash related to accounts receivable and contract assets in 20242025 and 20232024 reflects the timing of project milestones and customer payments.
•Inventory - The increase (decrease) in cash related to inventory in 20242025 and 20232024 corresponds with a decrease in our Manufactured Products backlog in 2025 and an increase in our Manufactured Products backlog along with the impact of higher inflation in 2023 as compared to 2024.
•Current liabilities - The decrease in cash related to current liabilities in 2025 reflects the timing of vendor payments and decreased contract liabilities due to a decrease in deferred customer prepayments. The increase in cash related to current liabilities in 2024 and 2023 reflects the timing of vendor payments and increased contract liabilities due to an increase in deferred customer prepayments.
Investing activities. In 2025, we used $96 million in net investing activities, primarily for capital expenditures of $111 million that included increased spending in our Subsea Robotics and OPG segments to add capabilities and maintain current operations, partially offset by $8.9 million in proceeds from disposition of property and equipment. In 2024, we used $124 million in net investing activities, primarily for capital expenditures of $107 million that included increased spending in our OPG segment to add capabilities and maintain current operations. An additional $27 million was incurred for the acquisition of Global Design Innovation Ltd. (“GDi”), a U.K.-based provider of digital and software services, and $7.0 million was incurred for purchase of Angolan bonds, partially offset by $12 million in proceeds from sale of equity investments. In 2023, we used $86 million in net investing activities, primarily for capital expenditures of $101 million that included increased spending in our Subsea Robotics segment for ROV upgrades and replacements.
Our capital expenditures during 20242025 and 20232024 included $64$65 million and $67$64 million, respectively, in our Subsea Robotics segment, principally for upgrades to our ROV fleet and to replace certain units we retired. We currently plan to add new ROVs only to meet contractual commitments. In 2024,2025, we retired eightsixteen of our conventional work-class ROV systems and replaced them with eightsixteen upgraded conventional work-class ROV systems. Our ROV fleet size was 250 as of December 31, 20242025 and 2023. Additionally, we offer the Freedom, a hybrid autonomous underwater vehicle (“AUV”) and ROV that can complete surveys, commissioning, inspections, maintenance, and repairs without the need for a pilot to monitor and control the entire operation.2024.
These outlays were partially offset in 2023 by $7.8 million of proceeds received from the sale of various assets and $6.2 million of cash proceeds from the maturity of our Angolan bonds on September 1, 2023.
We have several deepwater vessels under a mix of short-term charters where we can see firm workload and spot charters as market opportunities arise. During the second quarter of 2023, we entered into three new long-term charters for deepwater vessels, two of which began in the third and fourth quarters of 2023 and the other that began in the first quarter of 2024. Additionally, we have three long-term charters that began in 2022. With the current market conditions, we may add additional chartered vessels throughout the year to align with our strategy that balances vessel cost, availability and capability to capture work. We expect to do this through the continued utilization of a mix of short-term, spot and long-term charters.
In 2025,2026, we expect our organic capital expenditures to total between $130$105 million and $140$115 million, exclusive of business acquisitions but inclusive of $15 million to $20 million in capital expenditures for the planned implementation of our new ERP system,acquisitions, as compared to $107$111 million of organic and $27 million of inorganic capital expenditures in 2024.2025. We expect to fund the 20252026 capital expenditures using our available cash. We remain committed to maintaining strong liquidity and believe that our cash position, undrawn revolving credit facility, and debt maturity profile should provide us with ample resources and time to address potential future growth opportunities and to improve our returns.
In 20232024 we used $227$27 million of cash in financing activities primarily due to paymentthe repurchase of $4000.8 million outstanding principal amountshares of theour 2024common Seniorstock Notes,for partiallyapproximately offset$20 bymillion, receiptalong ofwith $178$6.9 million in net proceeds from the offering of the New 2028 Senior Notes (defined below). In 2023, we used $5.0 million of cash in financing activities primarily due tofor payment of tax withholding related to vesting of stock awards.
As of December 31, 2024, we had long-term debt in the principal amount of $500 million outstanding and $215 million of unused commitments under our Revolving Credit Agreement. On September 20, 2023, we entered into an Agreement and Amendment No. 1 to the Revolving Credit Agreement which extended the maturity of the commitments thereunder to April 8, 2027. As of December 31, 2024, we were in compliance with all the covenants set forth in the credit agreement governing the Revolving Credit Agreement.
We have not guaranteed any debt not reflected on our consolidated balance sheets as of December 31, 2024 and 2023, and we do not have any off-balance sheet arrangements, as defined by SEC rules.
2024 Senior Notes. In November 2014, we completed the public offering of $500 million aggregate principal amount of 4.650% Senior Notes due 2024. We paid interest on the 2024 Senior Notes on May 15 and November 15 of each year. While the 2024 Senior Notes were scheduled to mature on November 15, 2024, prior to such maturity we repurchased $312 million principal amount of the 2024 Senior Notes on October 2, 2023, in the Tender Offer (as defined below), and we redeemed all of the remaining $88 million principal amount outstanding of the 2024 Senior Notes at par on the Redemption Date, November 2, 2023. As of December 31, 2023, there were no 2024 Senior Notes outstanding.
What changed in the latest 10-Q
Risk Factors
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Management's Discussion & Analysis (MD&A)
Largest changes
“During the second quarter of 2026, we initiated a series of financing transactions designed to address the maturity of our 2028 senior notes. These transactions, completed during the third quarter of 2026, included the issuance of $500 million aggregate principal amount of 6.875% senior notes due 2034, the completion of a tender offer for the outstanding 2028 Senior Notes, and an amendment to the senior secured revolving credit facility. The amendment increased commitments from $215 million to $345 million and extended the facility’s maturity to July 2031. …”see in full comparison
As ofsee in full comparisonMarchJune31,30, 2026, we had working capital of$788$854 million, including cash and cash equivalents of$607$629 million. Additionally, as ofMarchJune31,30, 2026, we had $215 million of unused commitments through our senior secured revolving credit agreement that we entered into in April 2022 (as amended by an Agreement and Amendment No. 1 to Credit Agreement, dated September 20, 2023, the “Revolving Credit Agreement”). On July 6, 2026, we entered into Amendment No. 2 to the Revolving Credit Agreement. Availability underthe $215 millionour revolving credit facility (“Revolving Credit Facility”) may be limited by certain financial covenants and the requirement that any borrowing under the Revolving Credit Facility not require the granting of any liens to secure any senior notes issued by us.TheSeeindentureNotegoverning10—“Subsequent Events” in the2028 SeniorNotes(defined below) generally limits our abilitytoincurConsolidatedsecuredFinancialdebtStatements in this quarterly report forborrowedinformationmoneyon(suchAmendmentasNo.borrowings2undertotheour Revolving CreditFacility) to 15% of our Consolidated Net Tangible Assets (as defined in such indentures).Facility.
“Our diluted earnings (loss) per share for the three- and six-month periods ended June 30, 2026 were $0.65 and $1.00, respectively, as compared to $0.54 and $1.03, respectively, for the corresponding periods of the prior year. Our operating results for the three months ended June 30, 2026, as compared to the corresponding period of the prior year, increased by 11% on a 10% increase in revenue. …”see in full comparison
“Our diluted earnings (loss) per share for the three-month period ended March 31, 2026 were $0.36, as compared to $0.49 for the corresponding period of the prior year. Our operating results for the three months ended March 31, 2026, as compared to the corresponding period of the prior year, decreased by 21% on a 3% increase in revenue. Our first quarter 2026 results unfolded largely as expected, driven by strong activity levels in our Aerospace and Defense Technologies (“ADTech”) segment. …”see in full comparison
“Our IMDS revenue for the three- and six-month periods ended June 30, 2026 was lower, as compared to the corresponding periods of the prior year primarily due to less activity in West Africa. Our IMDS operating results for the three- and six-month periods ended June 30, 2026 were lower, as compared to the corresponding periods of the prior year primarily due to lower activity levels and related cost absorption, as well as increased personnel-related costs, primarily in West Africa and the Middle East.”see in full comparison
Our Manufactured Products operating resultssee in full comparisoninfor thefirstthree-quarterandofsix-month periods ended June 30, 2026 improved on higher revenue as compared to the correspondingperiodperiodsinof the prior year primarily due to continued execution ofhigher-marginhigherbacklogmarginandbacklog,strongincreasedperformanceprofitability in ourrotator products, partially offset with lower activityumbilicals andchangesrotatorinbusinessesprojectandmiximproved results in ourGraylocmobilitybusiness.solutions product lines. Additionally, in the three- and six-month periods ended June 30, 2026, we recorded an inventory reserve of$10$7.5 million and in thefirstthree-quarterand six-month periods ended June 30, 2025, we recorded an inventory reserve of2025$2.5 million and $13 million, respectively, related to our theme park ride business.
Full comparison: every changed paragraph (34)
Our diluted earnings (loss) per share for the three- and six-month periods ended June 30, 2026 were $0.65 and $1.00, respectively, as compared to $0.54 and $1.03, respectively, for the corresponding periods of the prior year. Our operating results for the three months ended June 30, 2026, as compared to the corresponding period of the prior year, increased by 11% on a 10% increase in revenue. These positive results were largely driven by improvements from our Offshore Projects Group (“OPG”), where favorable project mix and operational execution drove better-than-expected revenue and profitability. More broadly, our results demonstrate continued strength across our portfolio. All of our segments generated increased revenue and operating income, except for Integrity Management and Digital Solutions (“IMDS”), which was partially impacted by the ongoing Middle East conflict. Our operating results for the six months ended June 30, 2026, as compared to the corresponding period of the prior year, decreased by 4% on a 6% increase in revenue, driven by lower results in our IMDS segment, which was impacted by the ongoing conflict in the Middle East, and the unusually strong first quarter of 2025 for our OPG segment, partially offset by improved results on increased activity in our Manufactured Products segment.
Our diluted earnings (loss) per share for the three-month period ended March 31, 2026 were $0.36, as compared to $0.49 for the corresponding period of the prior year. Our operating results for the three months ended March 31, 2026, as compared to the corresponding period of the prior year, decreased by 21% on a 3% increase in revenue. Our first quarter 2026 results unfolded largely as expected, driven by strong activity levels in our Aerospace and Defense Technologies (“ADTech”) segment. All of our energy segments produced results that were consistent with expectations, with the exception of our Integrity Management & Digital Solutions (“IMDS”) segment, which was impacted by the conflict in the Middle East.
Consistent with recent years, our cash balance declined during the firstsix-month quarterperiod ofended June 30, 2026. We utilized $59approximately million of cash in operating activities along with $8.0$25 million of cash for maintenance capital expenditures and $9.4approximately $16 million for growth capital expenditures in the first quartersix months of 2026.2026 along with $10 million for the repurchase of our common stock and $8.6 million for payment of tax withholding related to vesting of stock awards. These items were the largest contributors to our $81$59 million cash reduction during the first quartersix months of 2026,as2026, as compared to a $116$63 million cash reduction during the first quarterhalf of 2025.
During the second quarter of 2026, we initiated a series of financing transactions designed to address the maturity of our 2028 senior notes. These transactions, completed during the third quarter of 2026, included the issuance of $500 million aggregate principal amount of 6.875% senior notes due 2034, the completion of a tender offer for the outstanding 2028 Senior Notes, and an amendment to the senior secured revolving credit facility. The amendment increased commitments from $215 million to $345 million and extended the facility’s maturity to July 2031. Together, these actions extended our debt maturity profile while preserving substantial liquidity and financial flexibility.
We operate in five business segments. Our segments are contained within two businesses—services and products provided primarily to the oil and gas industry, and to a lesser extent, the mobility solutions and offshore renewables industries, among others (“Energy”), and services and products provided to non-energy industries ADTech.Aerospace and Defense Technologies “(ADTech”). Our four business segments within the Energy business are Subsea Robotics, Manufactured Products, OPG and IMDS. We report our ADTech business as one segment. Our Unallocated Expenses are those not directly associated with a specific business segment. These consist of expenses related to our incentive and deferred compensation plans, including restricted stock units, performance units, performance stock units, and bonuses, as well as other general expenses, including corporate administrative expenses.
We generate a material amount of our consolidated revenue from contracts for services in the U.S. Gulf in our OPG segment, which is usually more active in the second and third quarters, as compared to the rest of the year. Notably,Similarly, however, the first quarter of 2025 represented a positive exception to this pattern. Revenuerevenue in our Subsea Robotics segment is subject to seasonal variations in demand, with our first quarter generally being the low quarter of the year. The level of our Subsea Robotics seasonality depends on the number of remotely operated vehicles (“ROVs”) we have engaged in vessel-based subsea infrastructure inspection, maintenance, repair and installation, which is more seasonal than drill support. Revenue in each of our Manufactured Products, IMDS and ADTech segments generally has not been seasonal.
During the firstsecond quarter of 2026, Subsea Robotics revenue and operating income increased as compared to the corresponding period of the prior year primarily due to higher average revenue per day in 2026, reflecting a mix of improved pricing, and increased activity in our survey business. Subsea Robotics revenue increased for the six-month period ended June 30, 2026, as compared to the corresponding period of the prior year primarily due to higher average revenue per day in 2026, reflecting a mix of improved pricing and the impact of non-recurring benefits. During the first quarter of 2026, Subsea Robotics operating income decreased for the six-month period ended June 30, 2026, as compared to the corresponding period of the prior year primarily asdue a result ofto a decrease in ROV utilization, along with changes in the geographic mix and increased operating costs.
Fleet utilization was 61%66% in the three-month period ended MarchJune 31,30, 2026 as compared to 67% for the three-month period ended MarchJune 31,30, 2025. Fleet utilization was 63% in the six-month period ended June 30, 2026 as compared to 67% for the six-month period ended June 30, 2025. For the three-monththree- periodand six-month periods ended MarchJune 31,30, 2026, there was a decrease in ROV days utilized, primarily in the U.S. Gulf, when compared to the corresponding period in the prior year. Our ROV fleet use during the firstsix-month quarterperiod ofended June 30, 2026 was 67%65% in drill support and 33%35% in vessel-based activity, as compared to 62%63% in drill support and 38%37% in vessel-based activity in the firstcorresponding quarterperiod of 2025.the prior year. For each of the periods presented, we had a fleet of 250 work-class ROVs.
Our Manufactured Products operating results infor the firstthree- quarterand ofsix-month periods ended June 30, 2026 improved on higher revenue as compared to the corresponding periodperiods inof the prior year primarily due to continued execution of higher-marginhigher backlogmargin andbacklog, strongincreased performanceprofitability in our rotator products, partially offset with lower activityumbilicals and changesrotator inbusinesses projectand miximproved results in our Graylocmobility business.solutions product lines. Additionally, in the three- and six-month periods ended June 30, 2026, we recorded an inventory reserve of $10$7.5 million and in the firstthree- quarterand six-month periods ended June 30, 2025, we recorded an inventory reserve of 2025$2.5 million and $13 million, respectively, related to our theme park ride business.
Our Manufactured Products backlog was $492$445 million as of MarchJune 31,30, 2026 compared to $543$516 million as of MarchJune 31,30, 2025, with the decrease reflecting the timing of awards. Our book-to-bill ratio was 0.910.88 for the trailing 12 months ended MarchJune 31,30, 2026, as compared to 0.900.65 for the trailing 12 months ended MarchJune 31,30, 2025.
Our OPG operating results decreasedincreased on higher revenue in the firstsecond quarter of 2026 as compared to the corresponding period of the prior year,year primarily due to a favorable project mix that included additional international intervention and installation projects. Our OPG operating results decreased on lowerhigher revenue.revenue Thesein declinesthe aresix-month period ended June 30, 2026 as compared to the corresponding period of the prior year primarily due to an unusually strong first quarter of 2025, with the first quarterhalf of 2026 reflecting more typical seasonality in the U.S. Gulf and decreased activity internationally.Gulf.
We have several deepwater vessels under a mix of short-term charters where we can see firm workload and spot charters as market opportunities arise. We have a total of five long-term charters as of MarchJune 31,30, 2026: one that began in 2024, two that began in 2023, and two that began in 2022. We signed extensions in the third quarter of 2025 for three of these long-term vessel charters that began in the first quarter of 2026. These charters have staggered maturity dates with none extending past the first quarter of 2029. Depending on market conditions, we may add additional chartered vessels throughout the year to align with our strategy that balances vessel cost, availability and capability to capture work. We expect to do this through the continued utilization of a mix of short-term, spot and long-term charters.
Our IMDS revenue for the three- and six-month periods ended June 30, 2026 was lower, as compared to the corresponding periods of the prior year primarily due to less activity in West Africa. Our IMDS operating results for the three- and six-month periods ended June 30, 2026 were lower, as compared to the corresponding periods of the prior year primarily due to lower activity levels and related cost absorption, as well as increased personnel-related costs, primarily in West Africa and the Middle East.
Our IMDS operating results for the first quarter of 2026 were lower on decreased revenue, as compared to the corresponding period of the prior year primarily due to lower activity in Africa and Australia.
Our ADTech segment revenue for the second quarter of 2026 increased as compared to the corresponding period of the prior year primarily due to increased activity in our Oceaneering Technologies (“OTECH”) business. Our ADTech segment operating results for the second quarter of 2026 were essentially flat as compared to the corresponding period of the prior year primarily due to changes in program costs and timing.
Our ADTech segment revenue for the firstsix-month quarterperiod ofended 2026June 30, 2026, increased as compared to the corresponding period of the prior year primarily due to increased activity in OTECH and margins in our Oceaneering Technologies (“OTECH”) and Marine Services Division. Our ADTech segment operating results for the firstsix-month quarterperiod ofended June 30, 2026 decreased as compared to the corresponding period of the prior year primarily due to a one-time accrual recorded in connection with an agreement in principle with an ADTech customer to resolve a previously disclosed contract dispute.dispute along with changes in program cost mix. In the first quarter of 2026, we recorded $6.8 million in expense and recognized related current and long‑term liabilities based on the proposed repayment schedule. Offsetting this amount was the release of a $1.3 million accrual that was recorded in a previous period related to the same matter. Although the agreement is subject to final approval by both parties, based on the information currently available, we do not expect any additional material obligations related to this matter. We anticipate settling our obligation over the life of the associated multi-year contract. In addition, our operating income for the six-month period ended June 30, 2026, was impacted by a lower margin project mix.
Our Unallocated Expenses (i.e., those not directly associated with a specific business segment) within operating expense consist of expenses related to our incentive and deferred compensation plans, including restricted stock units, performance units, performance stock units and bonuses, as well as other general expenses plus general and administrative expenses related to corporate functions.
Our unallocated operating expenses for the firstsecond quarter of 2026 were relatively flat as compared to the corresponding period of the prior year. Our unallocated operating expenses for the six-month periods ended June 30, 2026 were higher as compared to the corresponding period of the prior year primarily due to higher information technology costs.
Interest income for the threethree- monthsand six-month periods ended MarchJune 31,30, 2026 as compared to the threecorresponding monthsperiods endedof Marchthe 31,prior 2025year increased primarily due to higher average interest-earnings cash balances in 2026.
In addition to interest on borrowings, interest expense includes amortization of loan costs and debt discount, and fees for lender commitments under our senior secured revolving credit agreement and standby letters of credit and bank guarantees that banks issue on our behalf for performance bonds, bid bonds and self-insurance requirements. Interest expense decreased for the threethree- monthsand six-month periods ended MarchJune 31,30, 2026 as compared to the corresponding periodperiods of the prior year wasprimarily relativelydue flat.to the increase in capitalized interest along with a reduction in loan costs amortization and standby letter of credit fees. We recorded capitalized interest of $0.3$0.5 million and $0.8 million, respectively, in the three- and six-month periods ended June 30, 2026 and less than $0.1 million forin the threethree- monthsand six-month periods ended MarchJune 31, 2026 and30, 2025, respectively, related to the planned implementation of our new enterprise resource planning system.
Foreign currency transaction gains and losses are the principal component of other income (expense), net. In the three-monththree- and six-month periods ended MarchJune 31,30, 20262026, we incurred foreign currency transaction gains (losses) of $1.1 million and $1.8 million, respectively, and in the three- and six-month periods ended June 30, 2025, we incurred foreign currency transaction gains (losses) of $0.7$5.4 million and $1.1$6.5 million, respectively,respectively. These gains (losses) primarily resultingresulted from foreign currency fluctuations in multiple countries. We could incur further foreign currency exchange gains (losses) in countries where we operate due to foreign currency exchange fluctuations.
Our tax provision is based on (1) our earnings for the period and other factors affecting the tax provision and (2) the operations of foreign branches and subsidiaries that are subject to local income and withholding taxes. Factors that affect our tax rate include our profitability levels in general and the geographical mix of our results. The effective tax rate for the three-monththree- and six-month periods ended MarchJune 31,30, 2026 and 2025 was different than the U.S. federal statutory rate of 21%, primarily due to the geographical mix of revenue and earnings, changes in valuation allowances and uncertain tax positions, changes in permanent book and tax differences, and other discrete items. We continue to make an assertion to indefinitely reinvest the unrepatriated earnings of any foreign subsidiary that would incur material tax consequences upon the distribution of such earnings.
As of MarchJune 31,30, 2026, we had working capital of $788$854 million, including cash and cash equivalents of $607$629 million. Additionally, as of MarchJune 31,30, 2026, we had $215 million of unused commitments through our senior secured revolving credit agreement that we entered into in April 2022 (as amended by an Agreement and Amendment No. 1 to Credit Agreement, dated September 20, 2023, the “Revolving Credit Agreement”). On July 6, 2026, we entered into Amendment No. 2 to the Revolving Credit Agreement. Availability under the $215 millionour revolving credit facility (“Revolving Credit Facility”) may be limited by certain financial covenants and the requirement that any borrowing under the Revolving Credit Facility not require the granting of any liens to secure any senior notes issued by us. TheSee indentureNote governing10—“Subsequent Events” in the 2028 Senior Notes (defined below) generally limits our ability to incurConsolidated securedFinancial debtStatements in this quarterly report for borrowedinformation moneyon (suchAmendment asNo. borrowings2 underto theour Revolving Credit Facility) to 15% of our Consolidated Net Tangible Assets (as defined in such indentures).Facility.
OurAs of June 30, 2026, our nearest maturity of indebtedness iswas $500 million of our 2028 Senior Notes (defined below)., for which we previously delivered a redemption notice to redeem all of the remaining principal amount on July 25, 2026. On July 6, 2026, we completed a private placement of $500 million aggregate principal amount of 6.875% Senior Notes due 2034. From time to time, we may engage in certain transactions in order to manage our outstanding debt prior to maturity, including repurchases via open-market or privately negotiated transactions, redemptions, exchanges, tender offers or otherwise. We can provide no assurance as to the timing of any such repurchases or whether we will complete any such repurchases at all. We do not intend to disclose further information regarding any such repurchase transactions, except to the extent required in our subsequent periodic filings on Forms 10-K or 10-Q, or unless otherwise required by applicable law.
Cash flows for the threesix months ended MarchJune 31,30, 2026 and 2025 are summarized as follows:
Our primary sources and uses of cash flows from operating activities for the threesix months ended MarchJune 31,30, 2026 and 2025 are as follows:
The decrease in cash related to accounts receivable and contract assets in the threesix months ended MarchJune 31,30, 2026 reflects the timing of project milestones and customer payments. The decrease in cash related to inventory in the threesix months ended MarchJune 31,30, 2026 was primarily due to higher activity and related increases in our Manufactured Products inventory.activity. The decrease in cash related to current liabilities in the threesix months ended MarchJune 31,30, 2026 reflects the timing of vendor payments and payout of incentive compensation accruals.
Our capital expenditures of $17$41 million were lower during the first threesix months of 2026, as compared to $26$56 million in the first threesix months of 2025, primarily due to higher capital expenditures in our Subsea Robotics segment in the first quarterhalf of 2025 relatedfor toROV ourupgrades surveyand services business.replacements.
In the threesix months ended MarchJune 31,30, 2026 and 2025, we used $8.8$19 million and $16$26 million, respectively, of cash in financing activities primarily due to the repurchase of 0.3 million shares for $10 million in the six months ended June 30, 2026, and 1.0 million shares for $20 million in the six months ended June 30, 2025, of our common stock along with the payment of tax withholding related to vesting of stock awards in both periods and the repurchase of approximately 0.5 million shares of our common stock for approximately $10 million in the three months ended March 31, 2025.periods.
In February 2018, we completed the public offering of $300 million aggregate principal amount of 6.000% Senior Notes due 2028 (the “Existing 2028 Senior Notes”) and on October 2, 2023, we completed a private placement of $200 million aggregate principal amount of additional 2028 Senior Notes (the “New 2028 Senior Notes” and, together with the Existing 2028 Senior Notes, the “2028 Senior Notes”). As of MarchJune 31,30, 2026, we had long-term debt in the principal amount of $500 million outstanding consisting of our 2028 Senior Notes.Notes, Wefor paywhich interestwe onpreviously delivered a redemption notice to redeem all of the remaining principal amount of the 2028 Senior Notes on FebruaryJuly 125, 2026. See Note 10—“Subsequent Events” in the Notes to Consolidated Financial Statements in this quarterly report for information on the Tender Offer, the subsequent redemption and AugustAmendment 1No. of each year, and the 2028 Senior Notes are scheduled2 to matureour onRevolving FebruaryCredit 1, 2028.Facility. In the threesix months ended MarchJune 31,30, 2026 and 2025, we did not repurchase or redeem any of the 2028 Senior Notes. For more on the 2028 Senior Notes, see Note 6—“Debt” in the Notes to Consolidated Financial Statements included in this quarterly report.
As of MarchJune 31,30, 2026, we had $215 million of unused commitments under our Revolving Credit Facility. As of MarchJune 31,30, 2026, we were in compliance with all of the financial covenants set forforth in the Revolving Credit Agreement. For more on our Revolving Credit Facility (including the financial covenants thereunder and Amendment No. 2 thereto), see Note 6—”Debt” and Note 10—“Subsequent Events” in the Notes to Consolidated Financial Statements included in this quarterly report.
Share Repurchase Program. In December 2014, our Board of Directors approved a plan to repurchase up to 10 million shares of our common stock on a discretionary basis. Under this program, which has no expiration date, we repurchased 2.02.8 million shares of our common stock for approximately $100$121 million in 2015. We did not repurchase any shares from January 2016 through August 2024. In the year ended December 31, 2024, we repurchased 0.8 million shares for approximately $20 million.2024. In the year ended December 31, 2025, we repurchased 1.8 million shares for approximately $40 million. InDuring the threethree- monthsand six-month periods ended MarchJune 31,30, 2026, we did not repurchase any shares. From the inception of this program through March 31, 2026, we have repurchased approximately 4.60.3 million shares of our common stock for a total cost of approximately $161$10 million. As of MarchJune 31,30, 2026, we retained 11 million of the shares we had repurchased through this and a prior repurchase program. We account for the shares we hold in treasury under the cost method, at average cost. The timing and amount of any future repurchases will be determined by our management. We expect that any additional shares repurchased under the plan will be held as treasury stock for possible future use. The plan does not obligate us to repurchase any particular number of shares.
We have not guaranteed any debt not reflected on our Consolidated Balance Sheets as of MarchJune 31,30, 2026, and we do not have any off-balance sheet arrangements, as defined by Securities and Exchange Commission's rules.
For information about our critical accounting policies and estimates, see Part II. Item 7. “Management's Discussion and Analysis of Financial Condition and Results of Operations—Critical Accounting Policies and Estimates” in our annual report on Form 10-K for the year ended December 31, 2025. As of MarchJune 31,30, 2026, there have been no material changes to the judgments, assumptions and estimates upon which our critical accounting policies and estimates are based.
OII insider buying and selling (Form 4)
Since 2026-04-11, insiders reported open-market purchases in 0 Form 4 filings and open-market sales in 8 filings (7 insiders, 7 trade dates, 114,901 shares, about $4.7M). Net open-market shares: -114,901 (purchases minus sales); net value about -$4.7M.Totals add up every open-market (code P and S) line in those filings, using the prices reported in the filings. Awards, option exercises, tax withholding and gifts are listed below but not counted.
| Trade date | Insider | Transaction | Shares | Price | Value |
|---|---|---|---|---|---|
| 2026-10-01 | Larson Roderick A. |
Open-market sale | 1,700 | $43.61 | $74.1K |
| 2026-10-01 | Larson Roderick A. |
Open-market sale | 4,300 | $44.38 | $190.8K |
| 2026-08-07 | Murphy Paul B Jr |
Open-market sale | 10,000 | $48.37 | $483.7K |
| 2026-07-30 | Dyer Christopher J |
Open-market sale | 1,200 | $47.65 | $57.2K |
| 2026-07-30 | Mcevoy M Kevin |
Open-market sale | 3,000 | $47.93 | $143.8K |
| 2026-07-30 | Childress Earl |
Open-market sale | 12,701 | $46.71 | $593.3K |
| 2026-06-30 | Goodwin Deanna L |
Open-market sale | 7,000 | $40.69 | $284.8K |
| 2026-05-18 | Larson Roderick A. |
Open-market sale | 5,000 | $38.27 | $191.3K |
| 2026-05-15 | Jenkins Roger W. |
Grant/award | 4,576 | — | — |
| 2026-05-15 | Webster Steven A |
Grant/award | 4,576 | — | — |
| 2026-05-15 | Reinhardsen Jon Erik |
Grant/award | 4,576 | — | — |
| 2026-05-15 | Poddar Reema |
Grant/award | 4,576 | — | — |
| 2026-05-15 | Murphy Paul B Jr |
Grant/award | 4,576 | — | — |
| 2026-05-15 | Mcevoy M Kevin |
Grant/award | 6,729 | — | — |
| 2026-05-15 | Goodwin Deanna L |
Grant/award | 4,576 | — | — |
| 2026-05-15 | Beachy Karen H |
Grant/award | 4,576 | — | — |
| 2026-05-15 | Berry William B |
Grant/award | 4,576 | — | — |
| 2026-05-13 | Mcdonald Martin J |
Open-market sale | 43,947 | $38.49 | $1.7M |
| 2026-05-12 | Mcdonald Martin J |
Open-market sale | 26,053 | $38.33 | $998.6K |
Well-known investors holding OII (13F)
| Investor | Quarter | Shares | Reported value | % of their 13F | Change vs prior quarter |
|---|---|---|---|---|---|
| AQR Capital Management (Cliff Asness) | 2026-06-30 | 449,040 | $18.2M | 0.01% | Added 15% |
| Millennium Management (Israel Englander) | 2026-06-30 | 154,688 | $6.3M | 0.0% | New position |
| Gotham Asset Management (Joel Greenblatt) | 2026-06-30 | 78,820 | $3.2M | 0.01% | Added 20% |
| Citadel Advisors (Ken Griffin) | 2026-06-30 | 78,377 | $2.8M | — | Sold out |
| Renaissance Technologies | 2026-06-30 | 44,792 | $1.8M | 0.0% | Reduced 47% |
| Two Sigma Investments | 2026-06-30 | 14,681 | $594.9K | 0.0% | New position |
| D. E. Shaw & Co. | 2026-06-30 | 9,049 | $366.7K | 0.0% | New position |