What changed in this filing

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Item 1. Business

2025-11-21 compared with 2024-11-13 · 197 added, 197 removed, 249 unchanged (61% of the section changed)

4 unchanged sentences

Our technology services focus on developing, promoting and commercializing technologies designed to improve the efficiency and accuracy of drilling operations, as well as wellbore quality and placement.

Our drilling services operations are organized into the following reportable operating business segments:

North America Solutions, International Solutions and Offshore Gulf of Mexico.

KCA Deutag Acquisition

On January 16, 2025 (the “Closing Date” or "Acquisition Date"), H&P completed its acquisition of the entire issued share capital (the "Acquisition") of KCA Deutag International Limited ("KCA Deutag") pursuant to the Sale and Purchase Agreement (the "Purchase Agreement").

H&P paid aggregate cash consideration of approximately $2.0 billion, which consisted of the share purchase price of $0.9 billion and $1.1 billion which was used to contemporaneously repay or redeem certain of KCA Deutag's existing debt, including, as applicable, the payment of all accrued and unpaid interest, premiums, and fees.

KCA Deutag is a diverse global drilling company.

The company derives a significant portion of its revenues and cash flow from its land operations and has a substantial land drilling presence in the Middle East with additional operations in South America, Europe, and Northern Africa.

In addition to its land operations, the company has asset-light offshore management contract operations in the North Sea, Angola, Azerbaijan and Canada.

Management contract operations provide services to customer platforms where the customer owns the drilling rig.

KCA Deutag’s BENTEC™ (formally Kenera) business unit comprises manufacturing and engineering operations with four facilities serving the energy industry.

Subsequent to September 30, 2025, we announced the rebranding of KCA Deutag’s Kenera business unit to BENTEC™.

The BENTEC™ name, already recognized in the market, will now represent all products and services previously associated with Kenera and its sub-brands.

Accordingly, throughout this document and in future references, Kenera will be referred to as BENTEC™.

During the second quarter of fiscal year 2025, the naming convention for one of our reportable segments changed from Offshore Gulf of Mexico to Offshore Solutions.

Beginning on the Closing Date, Offshore Solutions now includes the results from the acquired KCA Deutag offshore management contract operations.

Similarly, our International Solutions segment now includes the results from the acquired KCA Deutag land operations.

Operating results related to KCA Deutag's BENTEC™ business unit are included in "Other" along with results from our real estate operations and our wholly-owned captive insurance companies.

Our North America Solutions operating segment remains unchanged.

Refer to Note 17—Business Segments and Geographic Information for further details on our reportable segments.

Our North America Solutions operations are primarily located in Texas, but also traditionally operate in other states, depending on demand.

Such states include:

Colorado, Louisiana, New Mexico, North Dakota, Ohio, Oklahoma, Pennsylvania, Utah, West Virginia, and Wyoming.

Our International Solutions operations have rigs and/or services primarily located in five international locations:

Argentina, Australia, Bahrain, Colombia and the United Arab Emirates ("U.A.E.").

Additionally, we commenced operations in Saudi Arabia in the first quarter of fiscal 2025.

Our International Solutions operations are conducted in major international oil and gas markets, primarily in the Middle East and Latin America.

Our Offshore Solutions operations consist of asset-light offshore management contracts and contracted rig platforms located in U.S.

federal waters, the North Sea and Norwegian Sea off the coast of Norway, Caspian Sea and other international waters.

Our "Other" operations is comprised of our BENTEC™ manufacturing and engineering activities, our real estate operations, and our wholly-owned captive insurance companies.

BENTEC™ operates four facilities that serve the energy industry.

We also own and operate a limited number of commercial real estate properties located in Tulsa, Oklahoma.

Our real estate investments include a shopping center containing approximately 372,000 leasable square feet and approximately 176 acres of undeveloped real estate.

Our research and development endeavors include both internal development and external acquisition of developing technologies.

Our wholly-owned captive insurance companies (the “Captives”) are primarily used to insure the deductibles for our workers’ compensation, general liability, automobile liability, rig property and a medical stop-loss program.

The Company and the Captives maintain excess property and casualty reinsurance programs with third-party insurers in an effort to limit the financial impact of significant events covered under these programs.

Our real estate operations and our wholly-owned captive insurance companies are included in "Other."

Our wholly owned captive insurance companies (the “Captives”) are primarily used to fund self-insured retentions ("SIRs") and deductibles for our workers’ compensation, general liability, automobile liability, rig property and a medical stop-loss program.

To mitigate the financial impact of significant events, the Company and the Captives maintain excess property and casualty reinsurance programs with third-party insurers.

2025 FORM 10-K | 6

Pending KCA Deutag Acquisition

On July 25, 2024, H&P and certain of its wholly owned subsidiaries entered into a Sale and Purchase Agreement (the "Purchase Agreement") to acquire KCA Deutag for total cash consideration of approximately $2.0 billion, which consists of the $0.9 billion unadjusted share purchase price and $1.1 billion to contemporaneously repay or redeem certain of KCA Deutag's existing debt upon consummation of the acquisition (the "Acquisition").

Total consideration is subject to adjustment as set forth in the Purchase Agreement.

The transaction is expected to close prior to calendar 2024 year end, subject to customary closing conditions and regulatory approvals.

KCA Deutag is a diverse global drilling company.

The company has a significant land drilling presence in the Middle East, which represents approximately two-thirds of the company’s calendar year 2023 Operating EBITDA, with additional operations in South America, Europe and Africa.

In addition to its land operations, KCA Deutag has asset-light offshore management contract operations in the North Sea, Angola, Azerbaijan and Canada, with super major customers and long-term earnings visibility through a robust backlog.

KCA Deutag’s Kenera segment comprises manufacturing and engineering businesses, including Bentec, with three facilities serving the energy industry, representing a longer-term growth opportunity.

Drilling Fleet

The following map shows the number of available rigs by basin in our North America Solutions reportable segment as of September 30, 2025:

2024 FORM 10-K | 7

The following table sets forth certain information concerning our North America Solutions drilling rigs as of September 30, 2025:

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ND 8 6 — — 8 6

LA 11 3 — — 11 3

WV 5 4 — — 5 4

CO 5 3 2 1 7 4

LA 5 5 — — 5 5

UT 4 3 — — 4 3

PA 4 2 — — 4 2

OH 4 3 — — 4 3

PA 2 2 — — 2 2

WV 2 2 — — 2 2

AR 1 1 — — 1 1

Totals 221 143 2 1 223 144

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hookload rating, 5,000 or 7,500 psi mud circulating system, may or may not have multiple-well pad capability.

2025 FORM 10-K | 7

The following table sets forth certain information concerning our International Solutions drilling rigs as of September 30, 2025:

1 unchanged sentence

Location AC (FlexRig ® 3) 2

AC (FlexRig ® 3WA) 2

AC (FlexRig ® 4) 3

Other AC SCR 4

Total Available Rigs Contracted Total Available Rigs Contracted Total Available Rigs Contracted Total Available Rigs Contracted Total Available Rigs Contracted Total Available Rigs Contracted

Argentina 12 7 — — — — — — — — 12 7

AC SCR Mechanical

AC SCR Desert 1

Total Available Fleet Total Rigs Contracted

Total Available Rigs Contracted Total Available Rigs Contracted Total Available Rigs Contracted Total Available Rigs Contracted

Total Available Rigs Contracted Total Available Rigs Contracted

Saudi Arabia 5

— — — — — — 44 44 — — — — 44 44

Oman — — — — — — 25 16 — — — — 25 16

Argentina 12 7 — — — — — — 1 — 3 1 16 8

Colombia 2 — — — — — — — 5 3 2 — 9 3

Germany — — — — — — — — 1 1 3 3 4 4

Bahrain 1 1 3 2 — — — — — — — — 4 3

Pakistan — — — — — — — — 3 3 — — 3 3

— — — — — — 4 2 — — — — 4 2

Australia 2 2 — — — — — — — — — — 2 2

Rest of World

— — — — 2 — 7 — 13 1 4 2 26 3

Totals 17 10 3 2 2 — 80 62 23 8 12 6 137 88

(1) `Desert rigs are designed for reliable drilling in extreme weather conditions, specifically in harsh and remote desert environments.

Mobile desert rigs are designed for easy transport and quick on-site rig-up while stationary desert rigs are deployed for longer term drilling.

Depending on the draw works, these rigs typically feature a mast hook load capacity ranging from 500,000 to 2,000,000 lbs.

Powered by dependable Caterpillar engines and equipped with mud pumps that operate at a working pressure of 5,000 to 7,500 psi, they deliver optimal performance under the toughest conditions.

(2) The FlexRig ® 3 is equipped with an AC drive, 1,500 horsepower drawworks, and a 750,000 lb.

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Nine rigs in Argentina are equipped with skid systems, a third mud pump and 7,500 psi high pressure mud systems.

(2) The FlexRig® 3WA is uniquely enhanced for mobility and agility without compromising unconventional pad drilling that advanced drilling programs require for highly complex lateral wells.

Its walking capability offers the flexibility of 500ft in a straight line, or multiple rows within a 200 x 50 ft box.

(3) The FlexRig ® 4 model has a small footprint and is designed to be highly mobile.

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The SCR rigs are equipped with 3,000 horsepower drawworks to drill deep conventional wells.

2024 FORM 10-K | 8

The following table sets forth certain information concerning our Offshore Gulf of Mexico drilling rigs as of September 30, 2024:

OFFSHORE GULF OF MEXICO FLEET

(5) Includes 27 rigs as of September 30, 2025 that are contracted but not earning revenue due to contract suspensions.

(6) Includes two leased rigs generating revenue as of September 30, 2025.

The following table sets forth certain information concerning our Offshore Solutions drilling rigs as of September 30, 2025:

OFFSHORE SOLUTIONS FLEET

Location Shallow Water 1

Total Available Rigs Contracted Total Available Rigs Contracted Total Available Rigs Contracted

Gulf of Mexico 1 — 3 3 4 3

Gulf of America

Totals 4 — 3 3 7 3

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(2) Rigs are idle, stacked on land and not in state waters.

2025 FORM 10-K | 8

Drilling Services and Solutions

We are the largest provider of super-spec AC drive land rigs in the Western Hemisphere.

Operating principally in North and South America, we specialize in shale and unconventional resource plays, drilling challenging and complex wells in oil and gas producing basins in the United States and in international locations.

In the United States, we have a diverse mix of customers consisting of large independent, major, mid-sized and small cap oil companies and private independent companies (including private equity-backed companies) that are primarily focused on unconventional shale basins.

In South America and the Middle East, our customers primarily include major international and national oil companies.

Revenue from drilling services performed for our largest drilling customer totaled approximately 11.0 percent ($302.6 million) of our total consolidated revenues during fiscal year 2024.

We did not have any individual customers that represented 10% or more of our total consolidated revenues in fiscal years 2023, or 2022.

Following our acquisition of KCA Deutag in January 2025, we have significantly expanded our global operations and now maintain a presence across the Middle East, South America, Europe, and Africa.

Our operations span both land and offshore drilling markets, enabling us to serve a more diverse and geographically distributed customer base.

We operate principally in North America and specialize in shale and unconventional resource plays, drilling challenging and complex wells in oil and gas producing basins.

In the United States, our customers include a diverse mix of large independent, major, mid-sized and small cap oil companies as well as private independent companies (including those backed by private equity), primarily focused on unconventional shale basins.

Internationally, our customer base has expanded to include major international and national oil companies across the Middle East, Europe, Africa, and Latin America.

The acquisition has also enhanced our offshore capabilities, particularly in the North Sea and Northern Africa, and has positioned us to deliver greater earnings visibility, cash flow generation, and long-term value creation.

Revenue from drilling services performed for our largest drilling customer totaled approximately 12.0 percent ($451.3 million) and 11.0 percent ($302.6 million) of our total consolidated revenues during fiscal years 2025 and 2024, respectively.

We did not have any individual customers that represented 10% or more of our total consolidated revenues in fiscal year 2023.

The following table presents operating statistics for the fiscal years 2025, 2024, and 2023:

Year Ended September 30,

North America Solutions International Solutions Offshore Gulf of Mexico

North America Solutions International Solutions Offshore Solutions

Revenue days 1

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Number of available rigs at the end of period 223 228 233 137 27 22 7 7 7

(1) Defined as the number of contractual days we recognized revenue during the period.

(1) Defined as the number of contractual days for owned and leased rigs with recognized revenue during the period.

(2) Active rigs generate revenue for the Company;

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In the United States, we have the industry's largest super-spec fleet and had 144 of our 223 marketed rigs active under contract as of September 30, 2025 of which 73 were under fixed‑term contracts, and 71 were working well-to-well.

2024 FORM 10-K | 9

Our drilling technology within this segment enables a solutions-based approach that provides performance-driven drilling services designed to help deliver greater levels of drilling efficiency, accuracy, consistency, optimization and a reduction of human error to create higher quality wellbores with lower overall risk.

This technology is intended to address our customers' unique challenges based upon their goals and desired outcomes which will often vary from well to well, basin to basin.

2025 FORM 10-K | 9

Our North America Solutions segment contributed approximately 63.0 percent ($2.4 billion) of our consolidated operating revenues during fiscal year 2025, compared to approximately 88.7 percent ($2.4 billion) and 87.7 percent ($2.5 billion) of our consolidated operating revenues during fiscal years 2024 and 2023, respectively.

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International Solutions Segment

Our International Solutions segment conducts operations primarily in Argentina, Bahrain, Australia, U.A.E.

and Colombia.

Additionally, we commenced operations in Saudi Arabia in the first quarter of fiscal 2025.

Our International Solutions segment conducts operations primarily in Saudi Arabia, Argentina, Oman, Bahrain, Germany, Colombia, and Kuwait.

As of September 30, 2025, we had 88 land rigs contracted for work in locations outside of the United States.

Our International Solutions operations contributed approximately 21.4 percent ($802.4 million) of our consolidated operating revenues during fiscal year 2025, compared to approximately 7.0 percent ($194.0 million) and 7.4 percent ($212.6 million) of our consolidated operating revenues during fiscal years 2024 and 2023, respectively.

Revenue from drilling services performed for our largest International Solutions drilling customer totaled approximately 32.3 percent ($259.0 million) of the International Solutions segment revenues during fiscal year 2025.

Saudi Arabia As of September 30, 2025, we had 44 available rigs in Saudi Arabia.

Revenues generated by Saudi Arabia within the International Solutions operating segment contributed approximately 6.9 percent ($259.0 million) of our consolidated operating revenues in fiscal year 2025.

All of our revenues in Saudi Arabia are from contracts with the national oil company.

During the first quarter of the year ended September 30, 2025, we commenced operations for our eight FlexRig ® 's in Saudi Arabia.

Argentina As of September 30, 2025, we had 16 available rigs in Argentina.

Revenues generated by Argentine drilling operations contributed approximately 5.2 percent ($142.5 million) of our consolidated operating revenues during fiscal year 2024 compared to approximately 4.8 percent ($137.4 million) and 4.4 percent ($91.4 million) of our consolidated operating revenues during fiscal years 2023 and 2022, respectively.

Revenues from drilling services performed for our two largest customers in Argentina totaled approximately 3.4 percent of our consolidated operating revenues and approximately 48.6 percent of our international operating revenues during fiscal year 2024.

Revenues generated by Argentine drilling operations within the International Solutions operating segment contributed approximately 4.2 percent ($155.7 million) of our consolidated operating revenues during fiscal year 2025 compared to approximately 5.2 percent ($142.5 million) and 4.8 percent ($137.4 million) of our consolidated operating revenues during fiscal years 2024 and 2023, respectively.

The Argentine drilling contracts are primarily with large international or national oil companies.

Oman As of September 30, 2025, we had 25 available rigs in Oman.

Revenues generated by Oman drilling operations within the International Solutions operating segment contributed approximately 4.7 percent ($177.9 million) of our consolidated operating revenues in fiscal year 2025.

All of our revenues during fiscal year 2025 were generated from expanded operations following the Acquisition.

Oman drilling contracts are with international oil companies, a partner of the national oil company, and a private independent oil company.

Bahrain As of September 30, 2025, we had four available rigs in Bahrain.

Revenues generated by Bahrain drilling operations contributed approximately 0.7 percent ($18.0 million) of our consolidated operating revenues in fiscal year 2024, compared to approximately 0.5 percent ($15.4 million) and 0.8 percent ($17.0 million) of our consolidated operating revenues during fiscal years 2023 and 2022, respectively.

Within the International Solutions operating segment, drilling revenues generated in Bahrain contributed approximately 0.8 percent ($30.8 million) of our consolidated operating revenues in fiscal year 2025, compared to approximately 0.7 percent ($18.0 million) and 0.5 percent ($15.4 million) of our consolidated operating revenues during fiscal years 2024 and 2023, respectively.

All of our revenues in Bahrain are from a partner of the local national oil company.

Australia Our operations in Australia commenced in the fourth fiscal quarter of 2023.

All of our revenue in Australia is from one customer, Tamboran Resources Corporation, a publicly traded company ("Tamboran Corp.").

As of September 30, 2024, we had one available rig in Australia.

Revenues generated by Australian drilling operations contributed to approximately 0.5 percent ($14.1 million) of our consolidated operating revenues in fiscal year 2024 compared to 0.1 percent ($3.4 million) in fiscal year 2023.

As of September 30, 2024, we held a combined equity ownership in Tamboran Corp.

of approximately 7.2 percent.

United Arab Emirates During the years ended September 30, 2024, 2023 and 2022, our operations in U.A.E.

consisted of services provided to ADNOC Drilling Company P.J.S.C.

("ADNOC Drilling"), primarily in the form of secondment labor.

Revenues generated in the U.A.E.

contributed approximately 0.4 percent ($10.2 million) of our consolidated operating revenues in fiscal year 2024, compared to approximately 0.3 percent ($9.7 million) and 0.3 percent ($5.7 million) of our consolidated operating revenues during fiscal years 2023 and 2022, respectively.

As of September 30, 2024, we had no rigs available in the U.A.E.

Colombia As of September 30, 2024, we had five available rigs in Colombia.

Revenues generated by Colombian drilling operations contributed approximately 0.3 percent ($9.3 million) of our consolidated operating revenues in fiscal year 2024, compared to approximately 1.6 percent ($46.7 million) and 1.1 percent ($22.0 million) of our consolidated operating revenues during fiscal years 2023 and 2022, respectively.

Germany As of September 30, 2025, we had four available rigs in Germany.

Revenues generated by German drilling operations within the International Solutions operating segment contributed approximately 1.0 percent ($38.8 million) of our consolidated operating revenues in fiscal year 2025.

All of our revenues during fiscal year 2025 were generated from expanded operations following the Acquisition.

German drilling contracts are primarily with private independent oil companies.

Colombia As of September 30, 2025, we had nine available rigs in Colombia.

Within the International Solutions operating segment, drilling services revenues generated in Colombia contributed approximately 1.0 percent ($36.1 million) of our consolidated operating revenues in fiscal year 2025, compared to approximately 0.3 percent ($9.3 million) and 1.6 percent ($46.7 million) of our consolidated operating revenues during fiscal years 2024 and 2023, respectively.

The Colombian drilling contracts that generated revenue during the fiscal year were primarily with large international or national oil companies.

Saudi Arabia During the year ended September 30, 2024, we began mobilizing five super-spec rigs to the Kingdom of Saudi Arabia.

We commenced operations in the first quarter of fiscal 2025.

Offshore Gulf of Mexico Segment

Our Offshore Gulf of Mexico segment has been in operation since 1968 and currently consists of seven platform rigs in the Gulf of Mexico.

We supply the rig equipment and crews and the operator, who owns the platform, will typically provide production equipment or other necessary facilities.

Kuwait As of September 30, 2025, we had four available rigs in Kuwait, in addition to two leased rigs.

Revenues generated by Kuwait drilling operations within the International Solutions operating segment contributed approximately 0.8 percent ($30.7 million) of our consolidated operating revenues in fiscal year 2025.

During fiscal year 2025, all revenues were generated from expanded operations following the Acquisition and are attributable to two leased rigs operating under contract with the national oil company.

Offshore Solutions Segment

Our Offshore Solutions segment has been in operation since 1968 and currently consists of seven platform rigs located in U.S.

federal waters.

Our offshore rig fleet operates on conventional fixed leg platforms and floating platforms attached to the sea floor with mooring lines, such as Spars and Tension Leg Platforms.

Additionally, we provide management contract services to customer platforms where the customer owns the drilling rig.

Additionally, we provide management contract services to contracted rig platforms located in U.S.

federal waters, the North Sea and Norwegian Sea off the coast of Norway, Caspian Sea and other international waters.

We supply the rig equipment and crews and the operator, who owns the platform, will typically provide production equipment or other necessary facilities.

2025 FORM 10-K | 10

As of September 30, 2025, three of the seven offshore rigs were under contract.

Our Offshore Gulf of Mexico operations contributed approximately 3.9 percent ($106.2 million) of our consolidated operating revenues during fiscal year 2024, compared to approximately 4.5 percent ($130.2 million) and 6.1 percent ($125.5 million) of our consolidated operating revenues during fiscal years 2023 and 2022, respectively.

Our Offshore Solutions operations contributed approximately 13.9 percent ($520.4 million) of our consolidated operating revenues during fiscal year 2025, compared to approximately 3.9 percent ($106.2 million) and 4.5 percent ($130.2 million) of our consolidated operating revenues during fiscal years 2024 and 2023, respectively.

Revenues from drilling services performed for our largest offshore drilling customer totaled approximately 45.2 percent ($235.0 million) of offshore revenues during fiscal year 2025.

Other Operations

We own and operate a limited number of commercial real estate properties located in Tulsa, Oklahoma.

Other operations is primarily comprised of our BENTEC™ manufacturing and engineering operations, with four facilities serving the energy industry.

We also own and operate a limited number of commercial real estate properties located in Tulsa, Oklahoma.

Our real estate investments include a shopping center and undeveloped real estate.

We continue to use our captive insurance subsidiaries to insure the deductibles for our domestic workers’ compensation, general liability, automobile liability claims programs, and medical stop-loss program and to insure the deductibles from the Company's international casualty and rig property programs.

Our real estate operations and our wholly-owned captive insurance companies are included in "Other" within our segment disclosures.

We also continue to use our Captive insurance subsidiaries to fund SIRs and deductibles for our domestic workers’ compensation, general liability, automobile liability claims programs, medical stop-loss program, and certain international casualty and rig property programs.

Our manufacturing and engineering operations, real estate operations and our wholly-owned captive insurance companies are included in "Other" within our segment disclosures.

Rigs, Equipment, R&D, and Facilities

During the late 1990’s, we undertook a strategic initiative to develop a new generation drilling rig that would be the safest, fastest-moving and highest performing rig in the land drilling market.

Our first FlexRig ® drilling rig entered the market in 1998.

We continued to innovate and in 2002 introduced our first AC drive rigs, which incorporated new drilling technology and improved safety and environmental design.

These rigs found immediate success by delivering higher value wells to the customer and marked the beginning of the AC land rig revolution.

We also changed our pricing and contracting strategy, and beginning in 2005, predominantly all new FlexRig ® drilling rigs were built, supported by a firm contract, and generated attractive returns.

To date, we have built over 200 FlexRig ® rigs that align with this strategy.

An important part of our strategy was to design a rig that could support continuous improvement through upgrade capability of the hardware and software on the rigs to take advantage of technology improvements and lengthening the industry rig replacement cycle.

These upgrades included, but were not limited to, enhanced drilling control systems and software, skid and walking systems for drilling multiple well pads, 7,500 psi mud systems, set back capacity to accommodate the pipe that longer laterals demanded, and additional mud system capacity.

In 2011, we introduced a FlexRig ® design for long lateral drilling of multiple wells from a single location and for drilling horizontally in unconventional shale reservoirs.

The new design preserved the key performance features of earlier designs but added a bi-directional skidding system and equipment capacities suitable for drilling long lateral wells.

In 2016, we saw the further progression of longer lateral wells, which brought additional technical challenges.

At that time, we began delivering rigs to the market that were equipped and capable of drilling these longer lateral wells.

The industry would later refer to these rigs as super-spec rigs, which have the following specific characteristics:

Since the late 1990s, we have advanced a new generation of drilling rigs prioritizing safety, mobility, and performance.

Our FlexRig® platform, first introduced in 1998, has evolved through continuous innovation and has delivered higher-value wells and improved operational efficiency for our customers.

In 2025, we acquired KCA Deutag, expanding our land drilling footprint in the Middle East, South America, Europe, and Africa and adding valuable offshore management expertise in regions such as the North Sea, Angola, Azerbaijan, and Canada.

This acquisition complements our rig portfolio and broadens our customer reach.

KCA Deutag’s BENTEC™ business unit adds manufacturing and engineering capabilities through four facilities that will be integrated into our existing infrastructure to support rig upgrades, retrofits and component overhauls within our vertically integrated model.

Our facilities in Galena Park, Texas, and Tulsa, Oklahoma-area facilities will continue to provide rig assembly and modular component support, now enhanced by BENTEC™'s engineering depth.

The acquisition also strengthens our super-spec rig fleet.

We have reconfigured 78 FlexRig® units into super-spec walking rigs, and will evaluate potential upgrades to select KCA Deutag rigs.

'Super-spec' standards include:

AC drive, minimum 1,500 horsepower drawworks, minimum of 750,000 lbs.

hookload rating, 7,500 psi mud circulating system, and multiple-well pad capability.

Additionally, our competency in design and construction as well as our financial strength enabled us to efficiently upgrade our other existing rigs to super-spec, resulting in what we believe to be the largest fleet of super-spec rigs in the world.

As a result of these investments, today the vast majority of our current domestic fleet is comprised of super-spec rigs and half the rigs in our international fleet are super-spec rigs.

As of September 30, 2024, we had a total of 242 super-spec rigs.

In 2017, we introduced our first walking rig by reconfiguring some of our uni-directional skid designed FlexRig ® drilling rigs.

Since then, we have reconfigured, converted, and upgraded a total of 73 FlexRig ® drilling rigs to super-spec walking rigs.

Years of designing and building our fleet of AC drive FlexRig ® drilling rigs has given us many competitive benefits in unconventional drilling.

One key advantage is fleet uniformity, particularly in our North America Solutions FlexRig ® fleet.

We have overseen the design and assembly of all of our AC FlexRig ® drilling rigs, and our different rig classes share many common components.

We co-designed the control systems for our rigs and have the right to make any changes or modifications to those systems that we desire.

A uniform fleet creates an adaptive environment to reach maximum efficiency for employees, equipment and technology and is critical to our ability to provide consistent, safe and reliable operations in unconventional drilling applications.

In addition, our fleet has greater scale than any other competitor, which enables us to upgrade our existing FlexRig ® drilling rigs to super-spec in a capital efficient way.

High levels of uniformity in crew training and rotation and our ability to identify and remove safety exposures across a more standard fleet allow us to deliver higher performance in a safer and more reliable manner for the customer.

Further, our fleet is supported by a cost-effective Company-owned supply chain that provides standardized materials directly to the rigs from our regional warehouses.

2024 FORM 10-K | 11

A long-standing challenge in our industry is providing high quality and consistent results.

In addressing this challenge, we utilize process excellence techniques that are developed internally.

We provide experienced drilling and maintenance support for our operations, which provides value by reducing nonproductive time in our operations and improving drilling performance through our Rig Systems Monitoring and Support Center (“RSMS”) and Remote Operations Centers ("ROCs").

Our RSMS and ROCs are manned 24 hours a day, seven days a week, with the ability to monitor and detect trends in drilling and drilling services performance onboard our rigs.

Our monitoring group within the RSMS provides real-time help and feedback to our wellsite employees, as well as our customers, to fully optimize our operational performance.

Additionally, our RSMS and ROCs have staffs of engineers and industry experts that work with our customers to enhance wellbore positioning, drilling program execution and overall drilling performance.

The monitoring group and our performance engineers capture our drilling work steps to help provide high quality and reliable results for our customers.

We currently have two facilities that provide vertically integrated solutions for drilling rig manufacturing, upgrades, retrofits and modifications, as well as overhauling, recertification, and repairs as it relates to our rigs and equipment.

These facilities utilize lean manufacturing processes to enhance quality and efficiency as well as provide important insights into the maintenance and wear of equipment on our rigs.

As of September 30, 2025, we operate 238 super-spec rigs.

Fleet uniformity remains a cornerstone of our strategy.

Integration of KCA Deutag’s assets will emphasize standardized controls, adaptive crew training, and a centralized supply chain to maintain consistent, safe, and reliable operations across our expanded fleet.

Our Rig Systems Monitoring and Support Center (RSMS) and Remote Operations Centers (ROCs) will now support the expanded fleet, providing 24/7 monitoring, real-time feedback, and engineering support to optimize performance and reduce nonproductive time.

We believe the integration of KCA Deutag’s rigs into our digital ecosystem will enhance wellbore positioning and execution across geographies.

We continue to advance our automation solutions, which leverage machine-human collaboration to reduce variability and improve well economics.

These technologies are enabled by our uniform digital fleet and will be extended to applicable KCA Deutag rigs.

Our path toward autonomous drilling remains a strategic priority, and the acquisition accelerates our ability to deploy these solutions globally.

We operate legacy H&P vertically integrated facilities for manufacturing, upgrades, retrofits, modifications, overhauls, recertification, and repairs of our rigs and equipment.

Our facility located in Galena Park, Texas is primarily utilized for overall rig assembly, overhaul, recommissioning and recertification while our facility near Tulsa, Oklahoma is primarily utilized for modular rig component overhauls and repairs.

BENTEC™ operates four facilities that deliver integrated solutions for drilling equipment manufacturing, upgrades, overhauls, and repairs.

The Bad Bentheim, Germany facility serves as the main engineering and manufacturing hub;

Dammam, Saudi Arabia focuses on services, overhauls, and rig upgrades;

Nizwa, Oman provides regional service, repair, and manufacturing capabilities;

and Poltava, Ukraine supports the maintenance and servicing of BENTEC™ equipment and rigs.

2025 FORM 10-K | 11

We continue to see adoption and growth with our technologically enabled automation solutions.

We designed our automation solutions to address challenges within our customers’ businesses as much of the drilling process is heavily dependent on human decision-making to design, execute and optimize crude oil and natural gas extraction.

Utilizing these technologies, we are able to deploy a more data-driven solution compared to human decisions and execution, thereby reducing variability and the costs around achieving optimal outcomes.

These solutions are designed to continue to help provide differentiated value for our customers through enhanced wellbore quality and placement, improved cost performance and well economics, and better consistency at reduced risk.

Our automation-focused solutions and applications are enabled by our uniform digital fleet and are designed to provide additional value to our customers' well programs by providing a platform for machine-human collaboration during the drilling process to improve efficiency.

We designed these solutions to address our customers' dependence on human decision-making to design, execute and optimize crude oil and natural gas extraction.

These technologies enable us to deploy data-driven solutions that reduce variability and costs for achieving optimal outcomes.

These solutions are designed to enhance wellbore quality and placement, improve cost performance and well economics, and achieve better consistency at reduced risk.

Our automation-focused solutions and applications are enabled by our uniform digital fleet that provide a platform for machine-human collaboration during the drilling process to improve efficiency.

Our path to autonomous drilling continues to evolve with several solutions in various stages of commercial testing.

All of our technologies play an important role in developing our strategy as we head towards autonomous drilling.

Markets and Competition

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Internationally, we compete directly with various contractors at each location where we operate.

In the Gulf of Mexico platform rig market, we primarily compete with Nabors Industries Ltd.

In the Gulf of America platform rig market, we primarily compete with Nabors Industries Ltd.

and Blake International Rigs, LLC.

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In most instances, contracts provide for additional payments for mobilization and demobilization of the rig.

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The duration of our drilling contracts are generally either “well‑to‑well/pad-to-pad” or for a fixed term.

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Each drilling rig operates under a separate drilling contract and, in some instances, these contracts are part of an over-arching term agreement known as a FlexPool.

These agreements are with a limited number of customers that operate multiple rigs, oftentimes across multiple basins in the U.S.

These agreements are with a limited number of domestic customers that operate multiple rigs, oftentimes across multiple basins in the U.S.

Under the FlexPool agreements, customers enter into a fixed term contract covering a minimum amount of drilling days, utilizing a minimum number of drilling rigs and have the flexibility to employ more or fewer rigs as long as the minimum number of rigs (outlined in the agreement) is maintained.

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Daywork Contracts

Daywork contracts are contracts under which we charge a rate per day, with the price determined by the location, depth and complexity of the well to be drilled, operating conditions, the duration of the contract, and the competitive forces of the market.

Daywork contracts are contracts under which we charge a rate per day, with the price determined by the location, depth and complexity of the well to be drilled, specification of the rig provided, operating conditions, the duration of the contract, and the competitive forces of the market.

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Performance-based Contracts

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Based on our operational track record throughout fiscal year 2025 and drilling expertise, our performance-based contracts have produced a positive risk-reward outcome.

We are seeing a growing adoption of performance contracts by our customers and we expect this trend to continue.

Refer to Note 10—Revenue from Contracts with Customers for additional information related to performance-based contracts.

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Human Capital Objectives and Programs

We strive to create a culture and work environment that enables us to attract, train, promote, and retain a diverse group of talented employees who together can help us gain a competitive advantage.

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At Helmerich & Payne, our people are the foundation of our success.

We are committed to cultivating a workplace culture that reflects our core values, prioritizes safety, and supports the development and well-being of our employees.

Our human capital strategy is designed to attract, retain, and grow a diverse and talented workforce that shares our commitment to operational excellence and responsible energy development.

Core Values and Culture

"The H&P Way" defines our purpose, core values, and the behaviors that drive our culture.

What we endeavor to do is anchored in our purpose, improving lives through efficient and responsible energy.

Fostering and maintaining a strong, healthy culture is a key strategic focus.

Our core values serve to inform who we are and the way our employees interact with one another, our customers, partners and shareholders.

Our core value of Actively C.A.R.E.

means that we treat one another with respect.

We care about each other, and from a safety perspective, our employees are committed to Controlling and Removing Exposures ("C.A.R.E.") for themselves and others.

Our core value of Service Attitude means that we do our part and more for those around us.

We consider the needs of others and provide solutions to meet their needs.

Our core value of Innovative Spirit means that we constantly work to improve and are willing to try new approaches.

We make decisions with the long-term view in mind.

Our core value of Teamwork means that we listen to one another and work across teams toward a common goal.

We collaborate to achieve results and focus on success for our customers and shareholders.

Finally, we strive to Do The Right Thing.

That means we are honest and transparent.

We tackle tough situations, make decisions, and speak up when needed.

Our culture is defined by The H&P Way, which articulates our purpose of improving lives through efficient and responsible energy, and the values that guide our behaviors and decisions.

These values include:

• Actively C.A.R.E.™ – We are expected to treat one another with respect.

We care about each other, and from a safety perspective, we promote Controlling and Removing Exposures (“C.A.R.E.”) for ourselves and others.

• Service Attitude – We should do our part and more for those around us, to consider the needs of others and provide solutions to meet the needs of our colleagues, customers, and communities.

• Innovative Spirit – We will embrace continuous improvement and are willing to try new approaches.

We seek to make decisions with a long-term view in mind.

• Teamwork – We should listen to one another and collaborate across teams to achieve shared goals and deliver value.

• Do The Right Thing – Means being honest and transparent.

We aim to tackle tough situations, make decisions and speak up when needed.

These values are embedded in our daily operations and serve as the foundation for our employee experience, leadership development, and decision-making processes.

Talent Attraction & Retention

Our recruiting practices and decisions on whom we hire are among our most important activities.

Our Workforce Staffing team provides full staffing services to enable consistent staffing levels on our rigs.

This team sources, hires, onboards, trains, assigns and reassigns rig-based employees.

In downturn years, we maintain relationships with former employees and prioritize recalling our most experienced people for field positions.

In addition, we utilize social media, local job fairs, employee referral bonuses, and educational organizations across the United States to find diverse, motivated and responsible employees.

Education and Training

We are committed to the continual training and development of our employees, especially of those in field operations, to help ensure we can develop future managers and leaders from within our organization.

Our training starts with on-boarding procedures that focus on safety, responsibility, ethical conduct and inclusive teamwork.

H&P’s strong commitment to our employees’ growth is demonstrated through our formal organizational development team, which oversees talent management, training and development.

In addition to career and safety training efforts, the team creates, manages and implements enhancements to development and succession plans, change management initiatives and diversity, equity and inclusion ("DE&I") programs.

H&P offers a variety of training programs ranging from job specific programs to leadership development.

Some of the prominent training programs that we offer are:

• New Employment Safety Training - onboarding program for new hires in safety sensitive positions.

The purpose of the program is to prepare employees to work safely on our rigs and provide necessary certifications to do so;

including all Occupational Safety and Health Administration ("OSHA") and International Association of Drilling Contractors ("IADC") training, as well as Company culture education.

• Short Service Employee Training - specialized training program that is a continuation of New Employment Introduction basics and is intended to provide technical on-the-job training guided by a mentor.

• Ethics and Compliance Training – comprised of several specific training programs, including Code of Conduct, Insider Trading, Anti-Discrimination & Harassment, Data Privacy, Trade Compliance, and Anti-Corruption.

• Change Champions Training - teaches employees to solve complex problems using structured processes, tools and data to drive results while emphasizing leadership and public speaking.

• Leadership Series Training - accessible online to all leaders and covers a variety of topics related to leading The H&P Way.

We recognize that recruiting and retaining skilled employees is critical to our success.

Our global recruitment teams support rig operations by sourcing, hiring, onboarding, and reassigning personnel.

During periods of reduced activity, we maintain relationships with former employees to facilitate re-engagement when appropriate.

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We leverage multiple channels for recruiting including our careers site, social media, job fairs, and relationships with educational institutions to attract qualified, diverse, motivated and responsible candidates.

Our approach is designed to support consistent staffing and long-term workforce sustainability.

Education and Training

We support the ongoing development of our employees.

Our onboarding programs emphasize safety, ethical conduct, and inclusive teamwork.

Training is managed by our Human Resources Shared Services team, which facilitates alignment with H&P’s core values and strategic goals.

Key training programs include:

• New Employment Safety Training – Prepares new hires in safety-sensitive roles to work safely on our rigs and provides them with required certifications and cultural orientation.

• Short Service Employee Training – Provides technical, on-the-job training under the guidance of a mentor.

• Ethics and Compliance Training – Covers topics such as our Code of Conduct, anti-discrimination, data privacy, trade compliance and anti-corruption, among others.

• Drillers’ Performance Academy – An in-person workshop focused on leadership, team dynamics, and technology training.

• Leadership Series Training – In person and online courses available to current and aspiring leaders, aligned with The H&P Way.

Safety Training and Serious Injury and/or Fatality ("SIF") Reduction Program

We are committed to creating a culture highlighted by an Actively Caring workforce.

We strive to Actively C.A.R.E.

• our own safety and health;

Safety is a core component of our culture.

We strive to build an Actively Caring workforce that prioritizes:

• Personal safety and health

• The safety and health of others

• the protection of our environment.

Fundamental to our Actively C.A.R.E.

culture is every individual's willingness to provide immediate open feedback to others regarding safe and unsafe work practices and to proactively correct recognized exposures that threaten one's health and safety.

Through training and accountability, H&P educates our employees on the negative consequences of taking health and safety risks.

• Protection of the Environments in which we work

Our employees are encouraged to provide open feedback and proactively address exposures that pose health and safety risks.

Through training and accountability, we reinforce the importance of safe practices and risk mitigation.

Safety Leadership

For more than 20 years, H&P measured safety success the same way other companies in our industry did – the absence of OSHA recordable injuries and declining total recordable injury rates ("TRIR").

We now believe it is more important to take a more holistic and proactive approach to identify safety issues which supports management's efforts to build trust with field employees.

Starting in 2015, we have redefined safety success as the C.A.R.E.

for self and others and encourage employees to report near miss incidents with serious, life-altering or fatal injury potential, identifying and reporting serious injury exposures for which employees are personally recognized and rewarded monetarily for exemplifying our Actively C.A.R.E culture.

We believe trust is key to organizational health, as well as safety and operational success.

We are committed to controlling and removing SIF exposures at any H&P rig or facility.

We continue to track traditional safety metrics, such as TRIR, to be responsive to customer requests and industry benchmarking, but do not use these metrics as the foundation for our safety culture.

H&P data shows that only a small portion of OSHA recordable incidents provide value in preventing potential serious injuries.

Incidents that do not result in an injury, but have the potential for a serious injury or fatality provide many more learning opportunities for preventing future serious injuries or fatalities.

Based on this data we have a guided approach to incident investigations and corrective actions.

Incidents that have the potential to cause a serious injury or fatality are escalated.

Our safety success at H&P will be based on key performance indicators related to the removal of SIF exposures, such as SIF Potential and SIF Mitigated rates.

Our vision for the future of safety at H&P will be guided by these principles.

Diversity, Equity & Inclusion

We believe that creating an environment where our employees feel valued and respected drives engagement, better leverages the unique talents and perspectives of our people to innovate and enhances our ability to attract and retain a diverse workforce.

H&P has employed a DE&I Principal Specialist, implemented a thriving Women of H&P Employee Resource Group, and established a DE&I Advisory Council with global employee representation.

Our commitments are evidenced by formalized policies regarding equal opportunity and a discrimination-free workplace.

We are actively tracking diversity data to better understand demographics within the organization.

Since 2015, we have redefined safety success beyond traditional metrics like Total Recordable Incident Rate ("TRIR").

By maintaining open communication and collaborating with field employees, we have built a strong culture of C.A.R.E.

Employees are recognized and rewarded for identifying and reporting near-miss incidents with serious injury or fatality potential.

This approach supports a proactive safety culture and strengthens organizational health.

Our Serious Injury and Fatality ("SIF") strategy is centered on identifying and mitigating high-risk exposures.

While we continue to track traditional safety metrics for benchmarking, our safety culture is guided by more meaningful indicators such as:

• SIF Potential Rate

• SIF Mitigated Rate

We prioritize learning from incidents with SIF potential, even when no injury occurs, and escalate investigations accordingly.

Our vision for safety is rooted in prevention, transparency, and continuous improvement.

Culture and Belonging

H&P is an equal opportunity employer and is committed to equal opportunity employment.

H&P has established an employee Culture & Belonging Council with global employee representation.

These priorities are evidenced by formalized policies regarding equal opportunity and a discrimination-free workplace.

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Employee Benefits, Health and Wellness

H&P values its employees and believes competitive compensation and benefit packages are essential to prioritizing the well-being of its staff.

Select highlights of our benefits programs for US-based employees include:

• Medical, dental and vision insurance for all full-time employees, and all part-time employees working more than 20 hours per week, and their dependents;

• A 401(k) plan with Company match incentive for all full-time employees, and all part-time employees working more than 20 hours per week;

• Employer paid life and accidental and dismemberment and employer subsidized long-term disability;

• The Employee Assistance Plan, which offers wellness support with counseling, legal assistance, financial coaching, and identity theft resolution;

• The H&P Way Fund, which provides financial assistance to H&P employees during unavoidable emergencies;

• Employee discounts for phone, computer, personal vehicle, car rental, and hotel purchases;

• An Educational Assistance Plan, which offers reimbursement of tuition fees for any employee pursuing an undergraduate degree and, in some cases, post-graduate degrees.

We also provide supplemental non-statutory benefits to our international employees that are customary and competitive to each specific region.

We offer competitive compensation and benefits designed to support the health, well-being, and financial security of our employees.

Eligibility for specific benefits is subject to applicable plan terms, conditions, and qualification requirements.

For U.S.-based employees, our benefits include:

• Comprehensive medical, dental, and vision coverage

• Health Savings Accounts ("HSAs") and Flexible Spending Accounts ("FSAs")

• 401(k) retirement savings plan with company matching contributions

• Employer-paid life and disability insurance

• Employee Assistance Program ("EAP") offering wellness and support services

• The H&P Way Fund, providing emergency financial assistance

• Discounts on technology, travel, and personal purchases

• Educational Assistance Plan for eligible undergraduate and select graduate programs

• Paid time off programs including vacation, holidays, bereavement, and sick leave

For employees outside the United States, we offer regionally appropriate benefits that are competitive within local markets and aligned with applicable laws and cultural norms.

Insurance and Risk Management

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We insure working land rigs and related property and equipment at values that approximate the current replacement costs on the inception date of the policies.

However, we self-insure large deductibles under these policies.

We also carry insurance with varying deductibles and coverage limits with respect to stacked rigs, offshore platform rigs, and “named wind storm” risk in the Gulf of Mexico.

However, we self-insure large SIRs and deductibles under these policies.

We also carry insurance with varying SIRs, deductibles, and coverage limits with respect to stacked rigs, offshore platform rigs, and “named windstorm” risk in the Gulf of America.

We have insurance coverage for comprehensive general liability, automobile liability, workers’ compensation and employer’s liability, and certain other specific risks.

Insurance is purchased over deductibles to reduce our exposure to catastrophic events.

Insurance is purchased over SIRs or deductibles to reduce our exposure to catastrophic events.

We retain a significant portion of our expected losses under our workers’ compensation, general liability and automobile liability programs.

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• government sanctions and embargo listing.

Environmental laws and regulations that apply to our operations include the Clean Air Act, the Clean Water Act, the Comprehensive Environmental Response, Compensation, and Liability Act of 1980 (“CERCLA”), the Resource Conservation and Recovery Act (each, as amended) and similar laws that provide for responses to, and liability for, air emissions, water discharges or releases of oil or hazardous substances into the environment, including damages to natural resources.

Applicable environmental laws and regulations also include similar foreign, state or local counterparts to the above-mentioned federal laws, which regulate air emissions, water discharges, and management of hazardous substances and waste.

Additionally, regulations relating to the protection of threatened or endangered species or critical habitats may result in limitations on exploration and production activities.

Environmental laws can have a material adverse effect on the drilling industry, including our operations, and compliance with such laws may require us to make significant capital expenditures, such as the installation of costly equipment or operational changes, and may affect the resale values or useful lives of our drilling rigs.

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H&P has helped its customers supply energy for more than a century, and we continue to innovate and improve the ways in which we can provide energy safely, reliably, and efficiently.

The Company continues to evolve and refine its comprehensive sustainability strategy rooted in our core value to "do the right thing," as discussed above.

Our sustainability strategy uses data to better understand our impacts in areas like emissions, diversity, and safety.

Additional information on our sustainability strategy and programs can be obtained by reviewing our Sustainability Reports and related information, located on our website.

The Company continues to evolve and refine its sustainability strategy rooted in our core value to "do the right thing," as discussed above.

Available Information

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Annual reports, quarterly reports, current reports, amendments to those reports, earnings releases, financial statements and our various corporate governance documents are also available free of charge upon written request.

Investors and others should note that we announce material financial information to our investors using our investor relations website (https://ir.helmerichpayne.com/websites/helmerichandpayne/English/0/investor-relations.html), SEC filings, press releases, public conference calls and webcasts.

Investors and others should note that we announce material financial information to our investors using our investor relations website (https://ir.hpinc.com/investors), SEC filings, press releases, public conference calls and webcasts.

We use these channels as well as social media to communicate with our stockholders and the public about our company, our services and other issues.

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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