What changed in this filing

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Item 1. Business

2026-03-12 compared with 2025-03-17 · 64 added, 61 removed, 380 unchanged (25% of the section changed)

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We are focused on sourcing, execution, and improvement.

We find unique situations, bring a flexible and creative approach to transacting, and relationships and expertise to drive continual improvement in operating performance.

We approach transactions as business owners and operators rather than purely as financial investors and we believe it is our differentiator for creating long-term value for shareholders and partners.

We find unique situations, bring a flexible and creative approach to transacting, combining relationships and expertise to drive continual improvement in operating performance.

We approach transactions as business owners and operators, rather than purely as financial investors.

We believe this differentiates us in creating long-term value for shareholders and partners.

We define value through free cash flow generation, book value appreciation, and stock price growth.

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We focus on identifying, pursuing, and acquiring businesses where we are uniquely positioned to deploy our differentiated strategy, people and processes to generate and compound shareholder value.

We have a wide range of transactional and operational capabilities to realize the intrinsic value of the businesses that we acquire.

Our ideal transactions include the acquisition of public or private companies, the acquisition of divisions of

other companies, or structured transactions that can result in the recapitalization or restructuring of the ownership of a business to enhance value.

We have a wide range of transactional and operational capabilities to realize the intrinsic value of the businesses that

Our ideal transactions include the acquisition of public or private companies, the acquisition of divisions of other companies, or structured transactions that can result in the recapitalization or restructuring of the ownership of a business to enhance value.

We are particularly attracted to complex situations where we believe value is not fully recognized, the value of certain operations is masked by a diversified business mix, or where private ownership has not invested the capital and/or resources necessary to support long-term value.

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Relationship with Starboard Value, LP

and enhances our access to operating partners and industry experts with whom we evaluate potential acquisition opportunities, which enhances the oversight and value creation of our businesses.

Starboard provides ready access to its extensive network of industry executives and, as part of our relationship, Starboard has assisted, and we expect will continue to assist, with sourcing and evaluating appropriate acquisition opportunities.

Our strategic relationship with Starboard Value, LP (together with certain funds and accounts affiliated with, or managed by, Starboard Value LP, “Starboard”), the Company’s controlling shareholder, provides us access to industry expertise, and operating partners and industry experts to evaluate potential acquisition opportunities and enhance the oversight and value creation of such businesses once acquired.

Starboard has provided, and we expect will continue to provide, ready access to its extensive network of industry executives and, as part of our relationship, Starboard has assisted, and we expect will continue to assist, with sourcing and evaluating appropriate acquisition opportunities.

Recapitalization

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Intellectual Property Operations - Patent Licensing, Enforcement and Technologies Business

We invest in intellectual property (“IP”) and engage in the licensing and enforcement of patented technologies, in each case through our wholly-owned subsidiary Acacia Research Group LLC and its wholly owned subsidiaries.

Through our Patent Licensing, Enforcement and Technologies Business, we are a principal in the licensing and enforcement of patent portfolios, with our operating subsidiaries obtaining the rights in the patent portfolio or purchasing the patent portfolio outright.

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We may also provide upfront capital to patent owners as an advance against future licensing revenue.

We did not acquire any new patent portfolios in calendar years 2024, 2023 and 2022.

We acquired one new patent portfolio during the year ended December 31, 2025 consisting of Wi-Fi 7 standard essential patents.

During 2021, we acquired one new patent portfolio consisting of Wi-Fi 6 standard essential patents.

In 2020, we acquired five new patent portfolios consisting of (i) flash memory technology, (ii) voice activation and control technology, (iii) wireless networks, (iv) internet search, advertising and cloud computing technology and (v) GPS navigation.

The patents and patent rights acquired in 2021 and 2020 have estimated economic useful lives of approximately five years.

The patents and patent rights acquired have estimated economic useful lives ranging from two to five years.

We have established a proven track record of licensing and enforcement success with over 1,600 license agreements executed as of December 31, 2025, across nearly 200 patent portfolio licensing and enforcement programs.

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Our Energy Operations Business consists of the Company’s approximately 73.5% interest in Benchmark Energy II, LLC (“Benchmark”).

Headquartered in Austin, Texas, Benchmark is an independent oil and gas company focused on the acquisition, production and development of operated and non-operated oil and natural gas assets in Texas and Oklahoma.

Benchmark is run by an experienced management team led by Chief Executive Officer Kirk Goehring and seeks to acquire predictable and shallow decline, cash-flowing oil and gas properties whose value can be enhanced via a disciplined, field optimization strategy, with risk managed through robust commodity hedges and low leverage.

Through its investment in Benchmark, the Company, along with the Benchmark management team, will evaluate future growth and acquisitions of oil and gas assets at attractive valuations.

Headquartered in Austin, Texas, Benchmark is an independent oil and natural gas company that acquires, produces and develops oil and natural gas assets in Texas and Oklahoma.

Benchmark is run by an experienced management team and seeks to acquire predictable and shallow decline, cash-flowing oil and natural gas properties whose value can be enhanced via a disciplined, field optimization strategy, with risk managed through robust commodity hedges and low leverage.

Through its investment in Benchmark, the Company, along with the Benchmark management team, will evaluate future growth and acquisitions of oil and natural gas assets at attractive valuations.

Benchmark’s current position is concentrated in the Anadarko Basin region of Western Oklahoma and the Texas panhandle.

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Following closing of the Revolution Transaction, the Company’s interest in Benchmark is approximately 73.5%.

In connection with our investment in Benchmark in November 2023 and Benchmark’s subsequent acquisition of the Revolutions assets in 2024, we commenced an evaluation of the development potential of Benchmark’s undrilled assets.

Benchmark had not adopted a long-term development plan as of December 31, 2024 or 2023 and, in accordance with SEC rules, its undrilled assets could not be classified as having proved undeveloped reserves for such periods.

As a result, Benchmark’s estimated net proved reserves at December 31, 2024 and 2023 consist entirely of proved developed reserves.

In connection with our investment in Benchmark in November 2023 and Benchmark’s subsequent acquisition of the Revolution assets in 2024, we commenced an evaluation of the development potential of Benchmark’s undrilled assets.

Benchmark had not adopted a long-term development plan as of December 31, 2024 and, in accordance with SEC rules, its unproved and unevaluated properties could not be classified as having proved undeveloped reserves as of such dates.

All proved undeveloped reserves as of December 31, 2025 are part of a development plan adopted by Benchmark in 2025 indicating that such locations are scheduled to be drilled within five years of initial booking.

In December 2025, Benchmark spud its first horizontal development well which is expected to be completed and producing in the first quarter of 2026.

Benchmark intends to continue these development activities in 2026 and has adopted a plan for future development thereafter.

With Benchmark’s ability and intention to develop these assets over the next five years, certain undrilled locations have been reclassified as proved undeveloped reserves as of December 31, 2025.

With respect to its non-operated assets, Benchmark engages in oil and natural gas development by participating on a proportionate basis alongside third-party interests in wells drilled and completed in spacing units that include its acreage.

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Certain of our drilling, completion and other operations are also subject to seasonal limitations where equipment may not be available during periods of peak demand or where weather conditions and events result in delayed operations.

See “ Risk Factors—Risks Related to our Operations—Currently, our Energy Operations Business is concentrated in the Anadarko basin, making it vulnerable to risks associated with operating in a limited number of geographic areas.

See “ Risk Factors—

Risks Related to our Operations—Currently, our Energy Operations Business is concentrated in the Anadarko basin, making it vulnerable to risks associated with operating in a limited number of geographic areas.

Refer to Item 2.

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Headquartered in Indianapolis, Indiana, Deflecto is a leading specialty manufacturer of essential products serving the commercial transportation, HVAC, and office markets.

The Deflecto Transaction closed simultaneously with the execution of the Deflecto Stock Purchase Agreement on October 18, 2024.

Under the terms and conditions of the Deflecto Stock Purchase Agreement, the aggregate consideration paid to the Deflecto Sellers in the Deflecto Transaction consisted of $103.7 million, subject to certain working capital, debt and other customary adjustments set forth in the Deflecto Stock Purchase Agreement (the “Deflecto Purchase Price”).

The Deflecto Purchase Price was funded with a combination of borrowings of a $48.0 million secured term loan (the “Deflecto Term Loan”) and cash on hand.

A portion of the Deflecto Purchase Price is being held in escrow to indemnify Deflecto Purchaser against certain claims, losses and liabilities.

The Company’s consolidated financial statements include Deflecto’s consolidated operations from October 18, 2024 through December 31, 2024.

Refer to Note 3 to the consolidated financial statements elsewhere herein for additional information.

The aggregate consideration paid to the Deflecto Sellers in the Deflecto Transaction consisted of $103.7 million in cash, subject to certain working capital, debt and other customary adjustments set forth in the Deflecto Stock Purchase Agreement, which was funded with a combination of borrowings under a $48.0 million secured term loan (the “Deflecto Term Loan”) and cash on hand.

A portion of the Deflecto purchase price is being held in escrow to indemnify us against certain claims, losses and liabilities.

Refer to Notes 3 and 11 to the consolidated financial statements elsewhere herein for additional information.

Refer to Item 7.

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We retained an investment in the Life Sciences Portfolio consisting of public and private securities valued at $25.7 million at December 31, 2025.

On January 19, 2024, we completed the sale of our 33,023,210 shares of Arix Bioscience PLC (“Arix”) to RTW Biotech Opportunities Operating Ltd, a subsidiary of RTW Biotech Opportunities Ltd, for $57.1 million in aggregate (representing £1.43 per share at an exchange rate of 1.2087 USD/GBP).

On January 19, 2024, we completed the sale of our 33,023,210 shares of Arix Bioscience PLC (“Arix”) to RTW Biotech Opportunities Operating

Ltd, a subsidiary of RTW Biotech Opportunities Ltd, for $57.1 million in aggregate (representing £1.43 per share at an exchange rate of 1.2087 USD/GBP).

Following the completion of the share sale, we no longer own any shares of Arix.

Additionally, some of the businesses in which we continue to hold an interest generate income through the receipt of

royalties and milestone payments.

Additionally, some of the businesses in which we continue to hold an interest generate income through the receipt of royalties and milestone payments.

Refer to Note 4 to the consolidated financial statements elsewhere herein for more information

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We may find more companies entering the market for similar technology opportunities, which may reduce our market share in one or more technology industries that we currently or in the future may rely upon to generate future revenue.

Our Energy Operations Business faces intense competition in identifying, evaluating, and executing attractive oil and gas asset acquisitions from other entities with similar business objectives, including major and independent oil and natural gas companies and private equity groups.

Our Energy Operations Business faces intense competition in identifying, evaluating, and executing attractive oil and natural gas asset acquisitions from other entities with similar business objectives, including major and independent oil and natural gas companies and private equity groups.

Our Energy Operations Business also competes for drilling rigs and other equipment and labor required to drill, complete, operate and develop its properties.

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Our operations are also subject to various conservation laws and regulations.

These include the regulation of the size of drilling and spacing units or proration units, the density of wells that may be drilled and the unitization or pooling of oil and gas properties.

These include the regulation of the size of drilling and spacing units or proration units, the density of wells that may be drilled and the unitization or pooling of oil and natural gas properties.

Some states allow the forced pooling or integration of tracts to facilitate exploration while other states rely on voluntary pooling of lands and leases.

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Because these laws and regulations are often amended, expanded and reinterpreted, we are unable to predict the future cost or impact of regulatory compliance.

The regulatory burden on the oil and gas industry often increases the cost of doing business and, consequently, affects our profitability.

The regulatory burden on the oil and natural gas industry often increases the cost of doing business and, consequently, affects our profitability.

These laws and regulations, however, do not affect us differently than others in the industry.

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The FERC regulations also restrict interstate natural gas pipelines from sharing transportation or customer information with marketing affiliates and require that the transmission function personnel of interstate natural gas pipelines operate independently of the marketing function personnel of the pipeline or its affiliates.

We cannot predict what new or different regulations the FERC and other regulatory agencies may adopt, or what effect subsequent regulations may have on our activities.

We cannot predict what new or different regulations the FERC and other regulatory agencies may

adopt, or what effect subsequent regulations may have on our activities.

Similarly, we cannot predict what proposals, if any, that affect the oil and natural gas industry might actually be enacted by the U.S.

Congress or the various state legislatures and what effect, if any, such proposals might have on us.

Further, we cannot predict whether the recent trend

toward federal deregulation of the natural gas industry will continue or what effect future policies will have on our sale of gas.

Further, we cannot predict whether the recent trend toward federal deregulation of the natural gas industry will continue or what effect future policies will have on our sale of gas.

Federal Regulation of Swap Transactions

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These laws and regulations can change, restrict or otherwise impact our operations, including our Energy Operations, in many ways, including the handling or disposal of waste material, planning for future activities to avoid or mitigate harm to threatened or endangered species, and requiring the installation and operation of emissions or pollution control equipment.

Existing environmental laws and regulations could be revised or reinterpreted, including by the Trump administration, which introduces further uncertainty as to our compliance obligations.

Existing environmental laws and regulations may be revised or reinterpreted from time to time, which introduces further uncertainty as to our compliance obligations.

The overturning of the Chevron doctrine on June 28, 2024 by the U.S.

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Although operating and disposal practices that were standard in the industry at the time may have been utilized, it is possible that hydrocarbons or other wastes may have been disposed of or released on or under the properties currently owned or leased by Benchmark.

State and federal laws applicable to oil and gas wastes and properties have become stricter over time.

State and federal laws applicable to remediation of oil and natural gas wastes and properties have become stricter over time.

Under these increasingly stringent requirements, Benchmark could be required to remove or remediate previously disposed wastes (including wastes disposed or released by prior owners and operators), clean up contamination (including groundwater contamination by prior owners or operators) or perform plugging operations to prevent future contamination.

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Oil Pollution Act.

The Oil Pollution Act of 1990 (the “OPA”) and implementing regulations impose a variety of obligations on responsible parties related to the prevention of oil spills and liability for damages resulting from such spills in waters of the U.S.

The term “waters of the U.S.” has been broadly defined to include some inland water bodies, including wetlands and intermittent streams.

Although the definition has been both expanded and narrowed in recent years, the term “waters of the U.S.” has been broadly defined to include some inland water bodies, including wetlands and intermittent streams.

The OPA assigns joint and several strict liability to each responsible party for oil removal costs and a variety of public and private damages.

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Fish and Wildlife Service (the “FWS”) may designate critical habitat and suitable habitat areas it believes are necessary for survival of a threatened or endangered species.

A critical habitat or suitable habitat designation could result in further material restrictions to federal land use and may materially delay or prohibit land access for oil and gas development.

A critical habitat or suitable habitat designation could result in further material restrictions to federal land use and may materially delay or prohibit land access for oil and natural gas development.

Similar protections are offered to migratory birds under the Migratory Bird Treaty Act, to bald and golden eagles under the Bald and Golden Eagle Protection Act, and to certain species under state law.

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Many non-governmental organizations (“NGOs”) work closely with the FWS regarding the listing of many species, including species with broad and even nationwide ranges.

The increase in endangered species listings may limit our ability to explore for or produce oil and gas in certain areas or cause us to incur additional costs.

The increase in endangered species listings may limit our ability to explore for or produce oil and natural gas in certain areas or cause us to incur additional costs.

Clean Water Act.

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The Safe Drinking Water Act (“SDWA”) and comparable local and state provisions restrict the disposal, treatment or release of water produced or used during oil and natural gas development.

Subsurface placement of fluids (including disposal wells or enhanced oil recovery) is governed by federal or state regulatory authorities that, in some cases, includes the state’s oil and gas regulatory authority or the state’s environmental authority.

Subsurface placement of fluids (including disposal wells or enhanced oil recovery) is governed by federal or state regulatory authorities that, in some cases, includes the state’s oil and natural gas regulatory authority and/or the state’s environmental authority.

These regulations may increase the costs of compliance for some facilities.

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Due to concerns raised relating to potential impacts of hydraulic fracturing on groundwater quality, legislative and regulatory efforts at the U.S.

federal, state and local levels have been initiated to render permitting and compliance requirements more stringent for hydraulic fracturing or to restrict or prohibit the activity altogether.

federal, state and local levels have been considered or implemented to render permitting and compliance requirements more stringent for hydraulic fracturing or to restrict or prohibit the activity altogether.

States in which we operate also have adopted, or have stated intentions to adopt, laws or regulations that mandate further restrictions on hydraulic fracturing, such as imposing more stringent permitting, disclosure and well-construction requirements on hydraulic fracturing operations and establishing standards for the capture of air emissions released during hydraulic fracturing.

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At the federal level, the EPA conducted a study of the potential environmental effects of hydraulic fracturing on drinking water and groundwater, and concluded that hydraulic fracturing activities can impact drinking water resources under some circumstances, including large volume spills and inadequate mechanical integrity of wells.

This study and other studies that may be undertaken by the EPA or other federal agencies could spur initiatives to further regulate hydraulic fracturing under the Safe Drinking Water Act, the Toxic Substances Control Act, or other statutory and regulatory mechanisms.

A number of federal agencies are analyzing, or have been requested to review, a variety of environmental issues associated with hydraulic fracturing practices.

This study and other studies that

may be undertaken by the EPA or other federal agencies could spur initiatives to further regulate hydraulic fracturing under the Safe Drinking Water Act, the Toxic Substances Control Act, or other statutory and regulatory mechanisms.

Our inability to locate sufficient amounts of water, or to dispose of or recycle water used or produced in our exploration and production operations, could adversely impact our operations.

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presidents have the power to issue executive orders that can have the effect of the enactment of new laws.

The Trump Administration has issued a series of executive orders that signal a shift in the United States’ energy and climate change policies from the prior administration.

Future administrations may, however, pursue executive orders similar to, or more restrictive than, current and prior administrations.

The Trump Administration has issued a series of executive orders and taken measures that signal a shift in the United States’ energy and climate change policies from the prior administration.

Future administrations may, however, pursue executive orders similar to, or more restrictive than prior administrations.

At the federal level, the EPA regulates carbon dioxide, methane and other GHGs under existing provisions of the Clean Air Act.

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Based on these findings, the EPA adopted regulations under existing provisions of the federal Clean Air Act that establish Prevention of Significant Deterioration (“PSD”) and Title V permit reviews for GHG emissions from certain large stationary sources that are otherwise subject to PSD and Title V permitting requirements.

The EPA has also adopted rules requiring the monitoring and reporting of GHG emissions from specified sources in the U.S., including, among others, certain oil and gas production facilities on an annual basis, which includes certain of our operations.

In 2024, the EPA published final rules imposing new, stricter requirements for methane monitoring, reporting, and emissions control at certain oil and natural gas facilities, as well as a final rule implementing a charge on large emitters of waste methane from the oil and gas sector.

In January 2025, however, President Trump signed a series of executive orders that call upon the EPA to submit a report on the continuing applicability of its endangerment finding for GHGs under the Clean Air Act, directed federal executive departments and agencies to initiate a regulatory freeze for certain rules that have not taken effect pending review by the newly appointed agency head, directed federal agencies to identify and exercise emergency authority to facilitate conventional energy production, transportation, and refining, and mandated a review of existing regulations that may burden domestic energy development.

Thus, the future of the new methane and waste emission charge rules, as well as the regulation of GHGs by the federal government, is uncertain at this time.

The EPA has also adopted rules requiring the monitoring and reporting of GHG emissions from specified sources in the U.S., including, among others, certain oil and natural gas production facilities on an annual basis, which includes certain of our operations.

The Trump Administration has directed federal agencies to identify and exercise emergency authority to facilitate conventional energy production, transportation, and refining, and mandated a review of existing regulations that may burden domestic energy development.

To this end, on September 12, 2025, the EPA issued a proposed rule that would rescind the GHG reporting rule, other than for natural gas systems subject to waste emission charges, and would delay requirement or these systems until 2034.

Further, in late 2025, the EPA issued final rules extending certain compliance deadlines in the new methane rule and the federal Clean Air Act new source performance standard rules for the oil and natural gas sector.

Although there has been a recent push at the federal level in the United States to roll back previous initiatives relating to the regulation of GHG emissions, including the EPA’s announcement on February 12, 2026, that it has finalized a rule rescinding the 2009 GHG endangerment finding that serves as the basis for many EPA regulations of GHGs under the CAA, the ultimate outcome and long-term effect of this proposed rescission other roll back initiatives are uncertain at this time.

If we are unable to recover or pass through a significant portion of our costs related to complying with current and future regulations relating to climate change and GHGs, it could materially affect our operations and financial condition.

Any future laws or regulations that limit emissions of GHGs from our equipment and operations could require us to both develop and implement new practices aimed at reducing GHG emissions, such as emissions control technologies, which could increase our operating costs and could adversely affect demand for the oil and gas that we produce.

To the extent financial markets view climate change and GHG emissions as a financial risk, this could negatively impact our cost of, and access to, capital.

Future implementation or adoption of legislation or regulations adopted to address climate change could also make our products more or less desirable than competing sources of energy.

Future implementation or adoption of legislation or regulations adopted to address climate change

could also make our products more or less desirable than competing sources of energy.

At this time, it is not possible to quantify the impact of any such future developments on our business.

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federal Occupational Safety and Health Act (the “Occupational Safety and Health Act”) and comparable state laws.

The Occupational Safety and Health Act hazard communication standard, the EPA community right‑to‑know regulations under the Title III of CERCLA and similar state laws require that we organize and disclose information about hazardous materials

used or produced in our operations.

Also, pursuant to the Occupational Safety and Health Act, the Occupational Safety and Health Administration (the “OSHA”) has established a variety of standards related to workplace exposure to hazardous substances and employee health and safety.

Human Capital

As of December 31, 2024, on a consolidated basis, we had 1,036 full-time employees and six contractors.

As of December 31, 2025, on a consolidated basis, we had 986 full-time employees and 76 contractors.

We believe we have good relations with our employees.

As of December 31, 2024, our parent company had 13 full-time employees and one contractor, our Intellectual Property Operations Business had six full-time employees and two contractors;

As of December 31, 2025, our parent company had 13 full-time employees and two contractors, our Intellectual Property Operations had seven full-time employees and one contractor;

our Industrial Operations Business had 128 full-time employees and no contractors;

our Energy Operations Business had 45 full-time employees and no contractors;

and our Manufacturing Operations Business had 842 full-time employees and three contractors.

and our Manufacturing Operations Business had 793 full-time employees and 73 contractors.

Additionally, we have a strategic relationship with Starboard that has enhanced, and we expect will continue to enhance, our access to operating partners and industry experts with whom we evaluate potential acquisition opportunities, which enhances the oversight and value creation of our businesses.

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Robert Rasamny Chief Administrative Officer

Kirsten Hoover Interim Chief Financial Officer

Michael Zambito Chief Financial Officer

Information About our Directors

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Chief Executive Officer of the Company

Kohlberg Senior Associate Provost and Chief Technology Development Officer at Harvard University

Maureen O’Connell Member of the Board of Directors of ISACA and HH Global Ltd.

Geoff Ribar Member of the Board of Directors of MACOM Technology and Everspin Technologies, Inc.

Kohlberg Former Senior Associate Provost and Chief Technology Development Officer at Harvard University

Maureen O’Connell Member of the Board of Directors of Terex Corporation and Northwest Healthcare Properties REIT

Geoff Ribar Member of the Board of Directors of MACOM Technology, Everspin Technologies, Inc.

and QuantumScape Corporation

Ajay Sundar Managing Director at Starboard Value LP

Michelle Felman Member of Board of Directors of Cushman Wakefield

Michelle Felman Member of the Board of Directors of Cushman Wakefield

For Additional Information

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Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 1. Business