What changed in this filing

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Item 1. Business

2026-02-26 compared with 2025-02-27 · 70 added, 97 removed, 285 unchanged (37% of the section changed)

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OUR OPERATIONS

We provide a range of services to the oil and gas and renewable energy markets primarily in the U.S.

Gulf Coast (deepwater and shelf), U.S.

East Coast, Brazil, North Sea, Asia Pacific and West Africa regions.

We provide a range of services to the oil and gas and renewable energy markets primarily in the Gulf of America (deepwater and shelf), Brazil, North Sea, West Africa and Asia Pacific regions.

Our services are segregated into four reportable business segments:

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and site inspections.

● Production Facilities.

Provision of the Helix Producer I (the “ HP I ”) as an oil and natural gas processing facility.

Currently, the HP I is being utilized to process production from the Phoenix field in the Gulf of America.

● Fast Response System.

Provision of the Helix Fast Response System (the “HFRS”) as a response resource in the Gulf of America that can be identified in permit applications to U.S.

federal and state agencies and respond to a well control incident.

● Development.

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and cable and umbilical lay and connection.

● Production Facilities.

Provision of the Helix Producer I (the “ HP I ”) as an oil and natural gas processing facility.

Currently, the HP I is being utilized to process production from the Phoenix field in the U.S.

● Fast Response System.

Provision of the Helix Fast Response System (the “HFRS”) as a response resource in the U.S.

Gulf Coast that can be identified in permit applications to U.S.

federal and state agencies and respond to a well control incident.

Services we currently offer to the offshore renewable energy market worldwide include:

Cable burial via jetting and/or cutting by self-propelled trenching remotely operated vehicles (“ROVs”) ;

trenching using our I-plough trencher.

Cable burial utilizing our jetting, cutting or plough trenchers.

● Site Clearance.

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● Subsea Support.

General subsea support of engineering, procurement, construction and installation contractors with ROV services standalone or with support vessels.

General subsea support of engineering, procurement, construction and installation contractors with remotely operated vehicle (“ROV”) services standalone or with support vessels.

Well Intervention

Our Well Intervention segment provides services enabling our customers to safely access subsea offshore wells for the purpose of performing production enhancement or decommissioning operations, thereby mitigating the need to drill new wells by extending the useful lives of existing wells and preserving the environment by preventing uncontrolled releases of oil and natural gas.

Our Well Intervention segment provides services primarily in the U.S.

Gulf Coast, Brazil, North Sea, Asia Pacific and West Africa regions.

Our Well Intervention segment provides services primarily in the Gulf of America, Brazil, North Sea, Asia Pacific and West Africa regions.

We engineer, manage and conduct well intervention operations, which include production enhancement and abandonment, and construction operations in water depths ranging from 100 to 10,000 feet.

As major and independent oil and gas companies develop deepwater reserves, we expect the number of subsea trees to increase, which can improve long-term demand for well intervention services.

Drilling rigs have historically been and are still used in subsea well intervention to enhance production and decommission wells.

Our purpose-built well intervention vessels derive competitive advantages from their lower operating costs, with an ability to mobilize quickly and to maximize operational time by efficiently performing a broad range of tasks related to intervention, construction and IRM services.

Our services provide cost advantages in the development and management of subsea reservoirs.

Our well intervention vessels include the Q4000 , the Q5000 , the Q7000 , the Seawell , the Well Enhancer , and two chartered vessels, the Siem Helix 1 and the Siem Helix 2 .

Drilling rigs historically have been and still are used in subsea well intervention.

Our purpose-built well intervention vessels derive competitive advantages in the development and management of subsea reservoirs from their lower operating costs, with an ability to mobilize quickly and to maximize operational time by more efficiently performing a broad range of tasks related to intervention, construction and IRM services.

Our well intervention vessels include the Q4000 , the Q5000 , the Q7000 , the Seawell , the Well Enhancer , and two chartered vessels, the Sea Helix 1 (formerly Siem Helix 1 ) and the Siem Helix 2 .

Our well intervention equipment includes 12 intervention systems consisting of eight intervention riser systems (“IRSs”), three subsea intervention lubricators (“SILs”) and the Riserless Open-water Abandonment Module (“ROAM”), some of which we provide on a stand-alone basis.

The Q4000 , a riser-based semi-submersible well intervention vessel, has served customers in the spot market in the U.S.

Gulf Coast since 2002.

Notably the Q4000 served as a key emergency response vessel in the Macondo well control and containment efforts in 2010.

The vessel is currently performing integrated well intervention operations offshore Nigeria.

The Q5000 riser-based semi-submersible well intervention vessel commenced operations in the U.S.

Gulf Coast in 2015 and is under a two-year contract with Shell through 2026.

In Brazil, we provide well intervention services with the Siem Helix 1 and Siem Helix 2 vessels under long-term charter from Sea1 Offshore (formerly Siem Offshore).

The Siem Helix 1 commenced operations in April 2017 and is currently working on a long-term P&A project for Trident Energy do Brasil Ltda.

(“Trident Energy”) through November 2025.

The Siem Helix 2 commenced operations in December 2017 and is under contract with Petrobras through at least December 2027.

In the North Sea, the Well Enhancer has performed well intervention, abandonment and CT services since it joined our fleet in 2009.

In the Gulf of America, we operate the Q4000 and Q5000 riser-based semi-submersible well intervention vessels.

The Q4000 has served customers in the spot market in the Gulf of America since 2002 and notably served as a key emergency response vessel in the Macondo well control and containment efforts in 2010.

The Q5000 has operated in the Gulf of America since 2015.

In Brazil, we provide well intervention services with the Sea Helix 1 and Siem Helix 2 monohull riser-based well intervention vessels under long-term charter from Sea1 Offshore (formerly Siem Offshore).

The Sea Helix 1 commenced operations in April 2017 and is under contract with Petrobras through at least November 2028.

The Siem Helix 2 commenced operations in December 2017 and is under contract with Petrobras through at least January 2028.

In the North Sea, we operate the Seawell and Well Enhancer monohull light well intervention vessels.

The Seawell has provided well intervention and abandonment services since 1987.

The vessel underwent major capital upgrades in 2015 to extend its estimated useful economic life by approximately 15 years.

The Q7000 semi-submersible well intervention vessel commenced operations in January 2020 performing various integrated well intervention operations offshore Nigeria and is currently in the mobilization phase for well intervention work offshore Brazil.

The Well Enhancer has performed well intervention, abandonment and CT services since it joined our fleet in 2009.

The Q7000 semi-submersible riser-based well intervention vessel commenced operations in January 2020, operates globally with projects conducted in Nigeria, New Zealand and Australia, and is currently performing well intervention work offshore Brazil.

Our Subsea Services Alliance with SLB leverages the parties’ capabilities to provide a unique, fully integrated offering to clients, combining marine support with well access and control technologies.

Through our alliance, we and SLB jointly developed a 15K IRS and the ROAM.

Our Robotics segment provides trenching, seabed clearance, offshore construction and IRM services to both the oil and gas and the renewable energy markets globally, thereby assisting the delivery of renewable energy and supporting the responsible transition away from a carbon-based economy.

Through our collaboration, we and SLB jointly developed a 15K IRS and the ROAM.

Additionally, our robotics services are used in and complement our well intervention services.

Our Robotics segment includes 39 work-class ROVs, six trenchers, two IROV boulder grabs, and robotics support vessels chartered on long-term, short-term, flexible and spot bases to facilitate our ROV and trenching operations.

Our Robotics segment includes 39 work-class ROVs, six trenchers, three IROV boulder grabs, and robotics support vessels chartered on long-term, short-term, flexible and spot bases to facilitate our ROV and trenching operations.

We offer our ROVs, trenchers and IROV boulder grabs on a stand-alone basis or on an integrated basis with chartered robotics support vessels.

We have been actively engaged in robotics for over three decades.

We operate robotics assets to support offshore energy projects for the renewable energy market and to complement offshore construction, maintenance and well intervention services for the oil and gas market.

We often integrate our services with chartered vessels.

Our robotics business operates globally, with primary operations in the North Sea, U.S Gulf Coast, U.S.

East Coast, Asia Pacific, Brazil and West Africa regions.

As global marine construction activity levels increase and as the complexity and water depths of the facilities increase, the use and scope of robotics services has expanded.

Our robotics business operates globally, with primary operations in the North Sea, the Gulf of America, Asia Pacific, Brazil and West Africa regions.

As global marine construction activity levels increase and as the complexity and water depths of the facilities increase, the scope of robotics services has expanded.

Our chartered vessels enable us to offer an integrated package to our customers including marine access, ROV services, project management and engineering services.

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As the level of activity for offshore renewable energy projects, including wind farm projects, has increased, so has the need for reliable services and related equipment.

Historically, this work was performed by barges and other similar vessels, but these types of services are increasingly being contracted to vessels more suitable for harsh offshore weather conditions where offshore wind farm activity is currently concentrated.

We provide cable burial services related to subsea power cable installations as well as seabed clearance and site preparation services around the world using our chartered vessels, trenchers and ROVs.

In 2025, revenues derived from offshore renewable energy contracts accounted for 49% of our global Robotics segment revenues.

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Shallow Water Abandonment

Our Shallow Water Abandonment segment provides services in support of the upstream and midstream ‎industries predominantly in the U.S.

Gulf Coast shelf, including offshore oilfield decommissioning and ‎reclamation, dry tree well P&A services, subsea infrastructure flushing and abandonments (or removals), platform decommissioning and structure removals, subsea site clearance, project management, engineered solutions, intervention, maintenance, repair, heavy lift and commercial diving services.

In addition to its end-of-life decommissioning services, our Shallow Water Abandonment segment offers services to support the full life cycle of offshore upstream and midstream industries, including oil and gas production through well intervention, CT and pumping, installations and construction, and IRM.

Our Shallow Water Abandonment segment includes Helix Alliance that was acquired in July 2022, a vertically integrated company which offers a diversified fleet of marine assets including nine liftboats, six offshore supply vessels (“OSVs”), three dive support vessels (“DSVs”), a heavy lift derrick barge, a crew boat, 20 P&A systems and six CT systems.

Our Shallow Water Abandonment segment provides services in support of the upstream and midstream ‎industries predominantly in the Gulf of America shelf, including offshore oilfield decommissioning and ‎reclamation, well intervention, IRM, heavy lift and commercial diving services.

Our Shallow Water Abandonment segment includes Helix Alliance that was acquired in July 2022, a vertically integrated company that offers a diversified fleet of marine assets including nine liftboats, six offshore supply vessels (“OSVs”), three dive support vessels (“DSVs”), a heavy lift derrick barge, a crew boat, 20 P&A systems and six CT systems.

Production Facilities

Our Production Facilities segment includes the HP I , the HFRS and our ownership of mature oil and gas properties.

All of our current Production Facilities activities are located in the U.S.

We own and operate the HP I , a ship-shaped dynamically positioned floating production vessel capable of processing up to 45,000 barrels of oil and 80 million cubic feet of natural gas per day.

The HP I has been under contract to the Phoenix field operator since February 2013 and is currently under an agreement through at least June 1, 2026.

All of our current Production Facilities activities are located in the Gulf of America.

The HP I , a ship-shaped dynamically positioned floating production vessel capable of processing up to 45,000 barrels of oil and 80 million cubic feet of natural gas per day, has been under contract to the Phoenix field operator since February 2013 and is currently under an agreement through at least June 1, 2027.

We developed the HFRS in 2011 as a culmination of our experience as a responder in the 2010 Macondo well control and containment efforts.

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GEOGRAPHIC AREAS

We primarily operate in the U.S Gulf Coast (deepwater and shelf), U.S.

East Coast, Brazil, North Sea, Asia Pacific and West Africa regions.

Our North Sea operations and our U.S.

Gulf Coast shelf operations are usually subject to seasonal changes in demand, which generally peaks in the summer months and declines in the winter months.

See Note 14 for revenues as well as property and equipment by geographic location.

Our customers consist primarily of major and independent oil and gas producers and suppliers, pipeline transmission companies, renewable energy companies and offshore engineering and construction firms.

We primarily operate in the Gulf of America (deepwater and shelf), Brazil, North Sea, West Africa and Asia Pacific regions.

Our North Sea operations and our Gulf of America shelf operations are usually subject to seasonal changes in demand, which generally peak in the summer months and decline in the winter months.

See Note 14 for disclosures regarding revenues and property and equipment by geographic location.

Our customers consist primarily of major, national and independent oil and gas producers and suppliers, pipeline transmission companies, renewable energy companies and offshore engineering and construction firms.

The level of services required by any particular customer depends, in part, on the size of that customer’s budget in a particular year.

Consequently, a customer that accounts for a significant portion of revenues in one fiscal year may represent an immaterial portion of revenues in subsequent fiscal years.

Consequently, the level of revenues from a particular customer may be significant in one year but not significant in other years.

The percentages of consolidated revenues from major customers (those representing 10% or more of our consolidated revenues) are as follows:

2025 — Shell (18%) and Petrobras (10%);

2024 — Shell (12%) and Talos (12%);

2023 — Apache (11%) and Shell (10%);

and 2022 — Shell (15%).

and 2023 — Apache (11%) and Shell (10%).

We provided services to over 80 customers in 2025.

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Price and the ability to access specialized vessels, systems and other equipment, attract and retain skilled personnel, and operate safely are important factors to competing in these markets.

Our principal competitors in well intervention include AKOFS Offshore, Baker Hughes, C-Innovation, Expro, Oceaneering, TechnipFMC, Trendsetter, Well-Safe Solutions and international drilling contractors.

Our principal competitors in the robotics business include Atlantic Marine, Briggs Marine, C-Innovation, DeepOcean, DOF Subsea, Fugro, James Fisher, Oceaneering and UTROV.

Our principal competitors in well intervention are international drilling contractors and also include AKOFS Offshore, Baker Hughes, C-Innovation, Expro, Oceaneering, TechnipFMC, Trendsetter and Well-Safe Solutions.

Our principal competitors in the robotics business include Asso Divers, Atlantic Marine, Briggs Marine, C-Innovation, DeepOcean, DOF Subsea, Fugro, James Fisher, Oceaneering and UTROV.

Our principal competitors in shallow water abandonment include Aries Marine, C-Dive, Cardinal Services, Chet Morrison, Crescent Energy Services, Laredo Offshore Services, Manson Gulf, Offshore Liftboats, Offshore Marine Contractors, Seacor, Shore Offshore, Supreme Energy, Turnkey Offshore Project Services and White Fleet.

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Sustainability initiatives and disclosures are embedded in these business values and priorities with a top-down approach led by management and our Board of Directors (our “Board”).

Each Committee of our Board oversees elements designed to support our sustainability priorities.

Specifically, our Board’s Corporate Governance and Nominating Committee (the “Governance Committee”) oversees, assesses and reviews the disclosure and reporting of any sustainability matters, including with respect to climate change, regarding the Company’s business and industry, and that committee’s charter formally incorporates oversight of sustainability matters as a stated responsibility.

Each Committee of our Board oversees elements designed to support these priorities.

Specifically, as a stated responsibility of its charter, our Board’s Corporate Governance and Nominating Committee (the “Governance Committee”) oversees, assesses and reviews the disclosure and reporting of any sustainability matters impacting the Company’s business and industry, including with respect to climate change.

Sustainability is reviewed on an ongoing basis in conjunction with environmental, health and safety, and social matters at each Governance Committee meeting.

Our Board’s Audit Committee (the “Audit Committee”) oversees Helix’s enterprise risk management processes, including business continuity, and cybersecurity risk and prevention management.

Our Board’s Audit Committee (the “Audit Committee”) oversees Helix’s compliance program, enterprise risk management processes, including business continuity, and cybersecurity risk and prevention management.

Lastly, our Board’s Compensation Committee (the “Compensation Committee”) oversees executive management performance and compensation, including sustainability key performance indicators and human capital management.

While the Board and its Committees oversee strategic sustainability initiatives, our Climate Change Action Committee, comprised of key leaders from Quality, Health, Safety, Environmental (“QHSE”), finance, legal, our business units and management, evaluates Helix’s impact on climate change, implements our go-forward strategies and assists in providing comprehensive disclosures.

While the Board and its committees oversee strategic sustainability initiatives with respect to Helix’s strategy surrounding biodiversity and climate change, our Climate Change Action Committee, comprised of key leaders from Quality, Health, Safety, Environmental (“QHSE”), finance, legal, our business units and management, evaluates Helix’s impact on climate change, implements our go-forward strategies and assists in providing comprehensive disclosures.

Our expectations and goals align with the underlying belief that fossil fuels will not be eliminated from consumption, but rather there will be a gradual global transition from relying primarily on fossil fuels to a more balanced approach that includes renewable energy, such as wind farms and other alternative fuels.

We emphasize continual improvement by establishing goals to improve our safety record and increase transparency for our stakeholders.

We understand that establishing these targets provides value to us as a company and is valued by our stakeholders, and we are committed to providing transparency.

In tandem with such disclosures and targets, we have continued to support renewable energy developments.

Our services facilitate both the responsible transition from a carbon-based economy and extending the value and therefore the life cycle of underutilized wells, which in turn mitigates the need to drill new wells.

These efforts are published in greater detail in our most recent Corporate Sustainability Report, a copy of which is available on the Investor Relations section of our website at www.helixesg.com .

Our services facilitate both extending the value and therefore the life cycle of underutilized wells, which in turn mitigates the need to drill new wells and the responsible transition to additional energy sources.

These efforts are described in greater detail on our Corporate Sustainability Platform available at www.helixesg.com/sustainability .

HUMAN CAPITAL MANAGEMENT

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Our Health, Safety and Security Statement and Environmental and Energy Statement of Policy are available on our website, located at www.helixesg.com/about-helix/our-company/safety .

We empower our employees to feel safe and confident that their safety and the safety of those around them are our primary concern.

Our QHSE management systems and training programs were developed based on common industry work practices, and by employees with on-site experience who understand the risk and physical challenges of the offshore work environment.

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Ongoing and thoughtful employee participation is a vital element in the success of our QHSE processes.

While we believe in the strength and effectiveness of our QHSE programs, we continuously review how we can improve our control of QHSE risks through the behavior and feedback of our employees.

While we believe in the strength and effectiveness of our QHSE programs, we continuously review how we can improve our control of QHSE risks through our employees’ behavior and feedback.

Attraction and Retention of Talent

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In 2025, our worldwide workforce represented 40 different nationalities.

We track tenure and voluntary employee turnover.

We then use this data to inform our human capital management strategy.

We track tenure and voluntary employee turnover and use this data to inform our human capital management strategy.

As of December 31, 2025, our global voluntary annual turnover rate was 13%.

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Our Board has remained diverse following a long-standing refreshment process.

Relevant information regarding our talent attraction and retention can be found in our most recent Corporate Sustainability Report, a copy of which is available on the Investor Relations section of our website at www.helixesg.com .

Relevant information regarding our talent attraction and retention can be found in the Talent Management section of our Corporate Sustainability Platform available at www.helixesg.com /sustainability/people-communities#talent-management .

Human Rights, Anti-Slavery and Anti-Human Trafficking

We are committed to respecting and protecting human rights everywhere we operate and expect similar standards of suppliers, vendors and partners, including requiring periodic assessments and audits to confirm there is no modern slavery or human trafficking in our supply chains or in any part of our business.

Our workplace policies and procedures demonstrate our commitment to acting ethically and with integrity in all our business relationships, and to implementing and enforcing effective systems and controls to prevent slavery and human trafficking from taking place anywhere in our supply chains.

We are committed to respecting and protecting human rights everywhere we operate and expect similar standards of suppliers, vendors and partners, including requiring periodic assessments and audits to confirm there is no modern slavery, human trafficking or underage employees in our supply chains or in any part of our business.

Our workplace policies and procedures demonstrate our commitment to acting ethically and with integrity in our business relationships, and to implementing and enforcing effective systems and controls to prevent slavery and human trafficking from taking place anywhere in our supply chains.

We provide periodic Anti-Human Trafficking training for employees to further arm our workforce with the tools to identify and prevent human trafficking.

Our Modern Slavery Statement is available on our website, located at www.helixesg.com/modern-slavery-statement .

Our Modern Slavery Statement is available on our website, located at www.helixesg.com/modern-slavery-statement and our Statement on Human Rights, as approved by the Board of Directors is available on our website at www.helixesg.com/about-helix/our-company/ethics-and-compliance .

GOVERNMENT REGULATION

We provide services primarily in the U.S.

Gulf Coast (deepwater and shelf), U.S.

East Coast, Brazil, North Sea, Asia Pacific and West Africa regions, and as such we are subject to numerous laws and regulations, including international treaties, flag state requirements, environmental laws and regulations, requirements for obtaining operating and navigation licenses, local content requirements, and other national, state and local laws and regulations in force in the jurisdictions in which our vessels and other assets operate or are registered, all of which can significantly affect the ownership and operation of our vessels and other assets.

We provide services primarily in the Gulf of America (deepwater and shelf), Brazil, North Sea, West Africa and Asia Pacific regions, and as such we are subject to numerous laws and regulations, including international treaties, flag state requirements, environmental laws and regulations, requirements for obtaining operating and navigation licenses, local content requirements, and other national, state and local laws and regulations in force in the jurisdictions in which our vessels and other assets operate or are registered, all of which can significantly affect the ownership and operation of our vessels and other assets.

We operate mature offshore oil and gas wells, some of which are producing and which ultimately we plan to decommission.

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In some instances, an exemption may be available, or we may be subject to an additional tax to use a non-local vessel.

In the U.S., we are subject to the Coastwise Merchandise Statute (commonly known as the “Jones Act”), which generally provides that only vessels built in the U.S., owned at least 75% by U.S.

In the U.S., we are subject to the Merchant Marine Act of 1920 (commonly referred to as the “Jones Act”), which generally provides that only vessels built in the U.S., owned at least 75% by U.S.

citizens, and crewed by U.S.

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through interpretations by the CBP.

BOEM and BSEE

Offshore Energy Regulation

Our business is affected by laws and regulations as well as changing tax laws and policies relating to the offshore energy industry in general.

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Among other requirements, BOEM may require lessees of OCS properties to post bonds or provide other adequate financial assurance in connection with the P&A of wells located offshore and the removal of production facilities.

Following the Deepwater Horizon incident in April 2010, BSEE implemented enhanced standards for companies engaged in the development of offshore oil and gas wells.

As an owner and operator of wells located on the OCS, we maintain a BSEE-approved Oil Spill Response Plan.

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Additional proposals and proceedings before various international, federal and state regulatory agencies and courts could affect the energy industry, including curtailing production and demand for fossil fuels.

We cannot predict when or whether any such proposals may become effective, or how they will be interpreted or enforced.

ENVIRONMENTAL REGULATION

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Air Pollution and Emissions

A variety of regulatory developments, proposals and requirements and legislative initiatives focused on restricting the emissions of carbon dioxide, methane and other greenhouse gases apply to the jurisdictions in which we operate.

A variety of regulatory requirements, proposals and legislative initiatives focused on restricting the emissions of carbon dioxide, methane and other greenhouse gases apply to the jurisdictions in which we operate.

Annex VI of MARPOL addresses air emissions, including emissions of sulfur and nitrous oxide, and requires the use of low sulfur fuels worldwide in both auxiliary and main propulsion diesel engines on vessels.

The IMO designates the waters off North America as an Emission Control Area, mandating that vessels operating in the U.S.

use fuel with a sulfur content no greater than 0.1%.

Directives designed to reduce the emission of nitrogen oxides and sulfur oxides have been issued, and can impact both the fuel and engines that may be used onboard vessels.

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We maintain a robust operational compliance program, and we maintain and update our programs to meet or exceed applicable regulatory requirements.

We do not anticipate that compliance with existing environmental laws and regulations will have a material effect upon our capital expenditures, earnings or competitive position.

However, changes in environmental laws and regulations, changes in the ways such laws and regulations are interpreted or enforced, or claims for damages to persons, property, natural resources or the environment, could result in substantial costs and liabilities, and accordingly there can be no assurance that we will not incur significant environmental compliance costs or liabilities in the future.

Risk Factors for further information related to governmental and regulatory requirements affecting our business.

INSURANCE MATTERS

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As discussed below, we maintain insurance policies to cover some of our risk of loss associated with our business.

We maintain the amount of insurance we believe is prudent based on our estimated loss potential.

We maintain amounts of insurance we believe prudent based on estimated loss potential.

However, not all of our business activities can be insured at the levels we desire because of either limited market availability or unfavorable economics.

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We separately maintain additional coverage designed to cover us under certain circumstances against any such third-party claims associated with well control events.

We also are often required by customers to enter into surety bond arrangements or to post standby letters of credit in favor of the customer.

Such surety bond arrangements and letters of credit are designed to protect customers against our failure to perform obligations under customer contracts.

The terms of such surety bond arrangements or standby letters of credit vary but are generally consistent with industry practice for such agreements.

We receive Workers’ Compensation, MEL and other insurance claims in the normal course of business.

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Our services are provided in hazardous environments where events involving catastrophic damage or loss of life could occur, and claims arising from such an event may result in our being named as a responsible party.

We acquire insurance protection that we believe is adequate for our business operations, although there can be no assurance that the amount of insurance we carry is sufficient to protect us fully in all events to which we may be liable or that such insurance will continue to be available at current levels of cost or coverage.

We maintain insurance protection that we believe is adequate for our business operations.

WEBSITE AND OTHER AVAILABLE INFORMATION

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Copies of this Annual Report for the year ended December 31, 2025, previous and subsequent copies of our Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K, and any amendments thereto, are or will be available free of charge at our website as soon as reasonably practicable after they are filed with, or furnished to, the SEC.

In addition, the Investor Relations section of our website contains copies of our Code of Business Conduct and Ethics and our Code of Ethics for Chief Executive Officer and Senior Financial Officers and our Corporate Sustainability Report.

We make our website content available for informational purposes only.

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Please note that prior to March 6, 2006, the name of the Company was Cal Dive International, Inc.

The SEC maintains an Internet website at www.sec.gov that contains reports, proxy and information statements, and other information regarding issuers that file electronically with the SEC, including us.

We satisfy the requirement under Item 5.05 of Form 8-K to disclose any amendments to our Code of Business Conduct and Ethics and our Code of Ethics for Chief Executive Officer and Senior Financial Officers and any waiver from any provision of those codes by posting that information in the Investor Relations section of our website at www.helixesg.com .

CERTAIN DEFINITIONS

Defined below are certain terms helpful to understanding our business that are located throughout this Annual Report:

Artificial Intelligence (AI):

An engineered system that analyzes large data sets to independently generate content, predictions, or decisions intended to achieve specific objectives and influence operations.

Bureau of Ocean Energy Management (BOEM):

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Quality, Health, Safety and Environmental programs designed to protect the environment, safeguard employee health and avoid injuries.

Riserless Open-water Abandonment Module (ROAM):

A subsea system designed to act as a barrier to the environment during upper abandonment operations and during production tubing removal in open water, when run as a complement to an IRS.

ROAM provides the ability to capture contaminants or gas within the system and circulate them back to the safe handling systems on board the vessel, such that no well contaminants are released into the environment.

Remotely Operated Vehicle (ROV):

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ROV also includes ROVDrill, a seabed-based geotechnical investigation system deployed with an ROV system capable of taking cores from the seafloor in water depths up to 6,500 feet.

Riserless Open-water Abandonment Module (ROAM):

A subsea system designed to act as a barrier to the environment during upper abandonment operations and during production tubing removal in open water, when run as a complement to an IRS.

Saturation diving:

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Shallow water:

Generally, water depths less than 1,000 feet, including the U.S.

Gulf Coast shelf.

Generally, water depths less than 1,000 feet, including the Gulf of America shelf.

Site clearance:

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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