+Added: Except as otherwise specifically noted herein, references in this annual report on Form 10-K to the “Company,” “we,” “us” or “our” refer to Dawson Geophysical Company and its consolidated subsidiaries.
Dawson Geophysical Company, a Texas corporation (the “Company”), is a leading provider of North American onshore seismic data acquisition services with operations throughout the continental United States (“U.S.”) and Canada.
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We make available free of charge on our website our annual reports on Form 10-K, quarterly reports on Form 10-Q, and current reports on Form 8-K as soon as reasonably practicable after filing or furnishing such information with the Securities and Exchange Commission (“SEC”).
−Removed: Except as otherwise specifically noted herein, references in this annual report on Form 10-K to the “Company,” “we,” “us” or “our” refer to Dawson Geophysical Company and its consolidated subsidiaries.
We provide our seismic data acquisition services primarily to providers of multi-client data libraries for use in the onshore drilling and production of oil and natural gas in the continental U.S.
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The majority of our current activity is in areas of unconventional reservoirs.
+Added: In August 2025, Dawson Operating LLC (“Dawson Operating”), a wholly-owned subsidiary of Dawson Geophysical Company, entered into an equipment purchase agreement with GTC, Inc.
+Added: (“GTC”), a wholly-owned subsidiary of Geospace Technologies Corporation (“Geospace”), pursuant to which, among other things, Dawson Operating agreed to acquire new single point node channels from GTC for an aggregate purchase price of approximately $24.2 million (the “Equipment Purchase Agreement”) subject to the terms and conditions thereof.
+Added: The Company paid cash of approximately $4.8 million upon execution of the Equipment Purchase Agreement, agreed to pay approximately $1.2 million in cash upon final delivery, and agreed to finance approximately $18.2 million through separate promissory notes to be issued in connection with each delivery of equipment (each, a “Geospace Note” and collectively, the “Geospace Notes”).
+Added: Each Geospace Note is payable by Dawson Geophysical Company and Dawson Operating, jointly and severally, to GTC.
+Added: The Geospace Notes will each have a term of 36 months, bear a fixed interest rate of 8.75% annually and may be prepaid in whole or in part at any time without penalty.
+Added: As of December 31, 2025, we have taken delivery of $20.9 million of equipment and issued five Geospace Notes with an aggregate principal of approximately $15.5 million.
We acquire geophysical data using the latest in 3-D seismic survey techniques.
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Subsurface requirements dictate the number of channels necessary to perform our services.
−Removed: We generally use tens of thousands of recording channels in our 3-D seismic surveys with the largest project consisting in excess of 60,000 recording channels and dozens of energy source units.
+Added: We generally use tens of thousands of recording channels in our 3-D seismic surveys with the largest project consisting in excess of 65,000 recording channels and dozens of energy
+Added: source units.
We are capable of deploying multiple crews equipped with this technology on multiple projects simultaneously.
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Multi-component data are utilized in further analysis of subsurface rock type, fabric and reservoir characterization.
−Removed: We own equipment required for onshore
−Removed: multi-component surveys.
+Added: We own equipment required for onshore multi-component surveys.
The majority of the projects in Canada require multi-component recording equipment.
−Removed: We have operated one to two multi-component equipped crews in the U.S.
+Added: We have operated between one and three multi-component equipped crews in the U.S.
periodically over the past few years.
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This increase in channel count and energy source unit demand is driven by client needs and is necessary to produce higher resolution images, increase crew efficiencies and undertake larger scale projects.
−Removed: Due to the increase in demand for higher channel counts, in recent years we continued to make investments in additional channels.
+Added: to the increase in demand for higher channel counts, in recent years we continued to make investments in additional channels.
In response to project-based channel requirements, we routinely deploy a variable number of channels on a variable number of crews in an effort to maximize asset utilization and meet client needs.
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We believe we will realize the benefit of increased channel counts and flexibility of deployment through increased crew efficiencies, higher revenues and improved margins.
+Added: In August 2025, we entered the Equipment Purchase Agreement to purchase new lighter weight single node channels.
We have purchased or leased a significant number of cableless recording channels.
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We believe we will experience continued demand for cableless recording systems and increased channel count in the future.
−Removed: In the fourth quarter, we began testing single point node channels from multiple vendors in our operations.
−Removed: We are continuing to test and evaluate single point node channels and we may lease or purchase new channels in the future.
−Removed: The single point node channels are expected to increase our revenues through more competitive bids for our customers and increase our margins due to improved crew efficiencies.
As of December 31, 2025, we operate 130 vibrator energy source units and approximately 280,000 recording channels.
−Removed: The recording channels consist of 116,000 single-channel GSR/GSX boxes, 186,000 channels of GSR Multi-channel boxes and a 24,000 channel INOVA Hawk System.
−Removed: Each crew consists of approximately 40 to 100 technicians with associated vehicles, geophones, a seismic recording system, energy sources, cables, and a variety of other equipment.
−Removed: The GSR/GSX and INOVA Hawk crews utilize a recorder to manage the data acquisition while the individual system captures and holds the data until they are placed in the Data Transfer Module.
+Added: The recording channels consist of 178,000 single-channel GSR/GSX boxes and Pioneer nodes, and 102,000 channels of GSR Multi-channel boxes.
+Added: Each crew consists of approximately 40 to 100 technicians with associated vehicles, sensors, a seismic recording system, energy sources, and a variety of other equipment.
+Added: The crews utilize a recorder to manage the data acquisition while the systems capture and hold the data until they are placed in the Data Transfer Module.
The data is then transferred to various data storage media, which are delivered to a data processing center selected by the client.
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however, our Board of Directors may increase the capital budget in response to strategic opportunities to acquire seismic recording equipment.
−Removed: Our Board of Directors initially approved a maintenance capital expenditure budget of $2.5 million for 2024.
−Removed: During 2024, our Board approved an increase in our capital budget to $6 million for the potential purchase of new single point node channels.
−Removed: We are continuing to evaluate the single point node channels, and may lease or purchase new channels in the future.
−Removed: In 2024, we utilized $1.9 million of our capital budget.
Our Board of Directors has approved a capital expenditure budget of $6 million for 2025.
+Added: During 2025, our Board of Directors approved the Equipment Purchase Agreement, and our capital expenditures for 2025 were $6.8 million.
+Added: Our Board of Directors has approved a capital expenditure budget of $3 million for 2026, including the final payment under the Equipment Purchase Agreement.
Our services are marketed by supervisory and executive personnel who contact clients to determine geophysical needs and respond to client inquiries regarding the availability of crews or processing schedules.
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The services we provide to our clients vary according to the size and needs of each client.
+Added: During the twelve months ended December 31, 2025, sales to one client represented approximately 51% of our revenues, during the same period of 2024 this client represented 29% of our revenues.
+Added: See Note 14 for more information regarding our major clients.
During the twelve months ended December 31, 2024, sales to two clients represented approximately 43% of our revenues.
−Removed: The remaining balance of our revenues were derived from varied clients, none of which represented 10% or more of our revenues.
+Added: In both years, the remaining balance of our revenues were derived from varied clients, none of which represented 10% or more of our revenues.
We historically have not acquired seismic data for our own account or for future sale, maintained multi-client seismic data libraries, or participated in oil and gas ventures;
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The results of seismic surveys conducted for a client belong to that client.
−Removed: All of our clients’ information is maintained in the strictest confidence.
+Added: We aim to maintain all of our clients’ information in the strictest confidence.
Domestic and Foreign Operations
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The performance of our segments is evaluated primarily on Adjusted EBITDA.
−Removed: We define Adjusted EBITDA as our net income (loss), before (i) interest expense, net, (ii) income tax expense or benefit, (iii) depreciation, depletion and amortization and (iv) other unusual or non-recurring charges, such as severance expenses.
+Added: We define Adjusted EBITDA as our net income (loss), before (i) interest expense, net, (ii) income tax expense or benefit, (iii) depreciation and amortization and (iv) non-recurring and other charges, such as strategic transaction expenses or severance expenses.
As a result, our business has two reportable segments, US operations and Canada Operations.
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As of December 31, 2025, we employed 269 full-time employees, of which 50 consisted of management, sales, and administrative personnel with the remainder being crew and crew support personnel.
−Removed: The reduction in our headcount resulted from right-sizing our headcount while being able to continue to effectively meet our customers’ needs.
+Added: We optimize our headcount in order to effectively meet our customers’ needs.
Our employees are not represented by a collective bargaining agreement.
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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.