What changed in this filing

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Item 1. Financial Statements

2026-07-23 compared with 2026-04-23 · 317 added, 208 removed, 705 unchanged (43% of the section changed)

3 unchanged sentences

(Dollars in thousands, except share data)

March 31, 2026 December 31, 2025

June 30, 2026 December 31, 2025

Current assets:

9 unchanged sentences

Operating lease right-of-use assets 57,584 64,983

Investments 191,330 123,888

Other assets 89,481 94,810

Investment in Nomad Proppant Services LLC 6,467 8,050

Investment in Oklo Inc.

26,581 38,465

Investment in Tamboran Resources Corporation 53,981 24,325

Total assets $ 4,488,096 $ 3,558,305

20 unchanged sentences

Common Stock:

Class A, $ 0.01 par value, 400,000,000 shares authorized and 162,051,526 issued and outstanding as of March 31, 2026 and 161,979,222 issued and outstanding as of December 31, 2025

Class A, $ 0.01 par value, 400,000,000 shares authorized and 163,191,416 issued and outstanding as of June 30, 2026 and 161,979,222 issued and outstanding as of December 31, 2025

Class B, $ 0.01 par value, 400,000,000 shares authorized and none issued and outstanding

9 unchanged sentences

(In thousands, except per share data)

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2026 2025 2026 2025

Revenue $ 1,188,596 $ 1,042,521 $ 2,209,780 $ 2,014,135

26 unchanged sentences

(In thousands)

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2026 2025 2026 2025

Net income $ 43,121 $ 71,016 $ 65,679 $ 91,127

10 unchanged sentences

— — — — — ( 29,910 ) — ( 29,910 )

Excise tax on share repurchases — — — — — — — —

Purchase of capped calls related to convertible senior notes, net of deferred tax impact — — — — ( 144,060 ) — — ( 144,060 )

3 unchanged sentences

Net income — — — — — 65,679 — 65,679

Balance—March 31, 2026 162,051 — $ 1,621 $ — $ 842,359 $ 1,120,082 $ ( 15,690 ) $ 1,948,372

Balance—June 30, 2026 163,191 — $ 1,632 $ — $ 832,973 $ 1,148,516 $ ( 19,367 ) $ 1,963,754

Shares of Class A Common Stock Shares of Class B Common Stock Class A Common Stock, Par Value Class B Common Stock, Par Value Additional Paid in Capital Retained Earnings Accumulated Other Comprehensive Loss Total Stockholders’ Equity

8 unchanged sentences

Net income — — — — — 91,127 — 91,127

Balance—March 31, 2025 160,790 — $ 1,608 $ — $ 965,665 $ 1,026,519 $ ( 19,680 ) $ 1,974,112

Balance—June 30, 2025 161,956 — $ 1,620 $ — $ 962,840 $ 1,084,192 $ ( 13,669 ) $ 2,034,983

See Notes to Condensed Consolidated Financial Statements.

2 unchanged sentences

(Dollars in thousands)

Three Months Ended March 31,

Six Months Ended June 30,

Cash flows from operating activities:

48 unchanged sentences

(Dollars in thousands)

Three Months Ended March 31,

Six Months Ended June 30,

Supplemental disclosure of cash flow information:

17 unchanged sentences

The effects of these translation adjustments are reflected in accumulated other comprehensive income included in the accompanying unaudited condensed consolidated statements of comprehensive income.

The accompanying unaudited condensed consolidated financial statements and related notes present the condensed consolidated financial position of the Company as of March 31, 2026 and December 31, 2025, the results of operations and equity of the Company as of and for the three months ended March 31, 2026 and 2025, and cash flows for the three months ended March 31, 2026 and 2025.

The accompanying unaudited condensed consolidated financial statements and related notes present the condensed consolidated financial position of the Company as of June 30, 2026 and December 31, 2025, the results of operations and equity of the Company as of and for the three and six months ended June 30, 2026 and 2025, and cash flows for the six months ended June 30, 2026 and 2025.

The interim data includes all adjustments, consisting only of normal recurring adjustments, necessary for a fair presentation of the results for the interim period.

The results of operations for the three months ended March 31, 2026 are not necessarily indicative of the results of operations expected for the entire fiscal year ended December 31, 2026.

The results of operations for the three and six months ended June 30, 2026 are not necessarily indicative of the results of operations expected for the entire fiscal year ended December 31, 2026.

Further, these estimates and other factors, including those outside the Company’s control, such as the impact of sustained lower commodity prices, could have a significant adverse impact to the Company’s financial condition, results of operations, and cash flows.

27 unchanged sentences

The Company is currently assessing the impact of this ASU on the Company’s financial statements.

Environmental Credits and Environmental Credit Obligations

In May 2026, the FASB issued ASU No.

2026-02, Environmental Credits and Environmental Credit Obligations (Topic 818), which establishes an accounting framework for the recognition, measurement, presentation, and disclosure of environmental credits and related obligations.

The guidance is effective for fiscal years beginning after December 15, 2027, including interim periods within those fiscal years, with early adoption permitted.

The Company is currently assessing the impact of this ASU on the Company’s financial statements.

Reclassifications

Certain amounts in the prior period financial statements have been reclassified to conform to current period financial statement presentation.

In the accompanying condensed consolidated balance sheets $ 38.5 million, $ 24.3 million, and $ 8.1 million were reclassified from investment in Oklo Inc., investment in Tamboran Resources Corporation, and investment in Nomad Proppant Services LLC, respectively, to investments.

Similarly, $ 53.0 million was reclassified from other assets to investments.

In the accompanying Note 8—Fair Value Measurements and Financial Instruments, we have added a table and other accompanying disclosure to provide the investment detail, some of which was previously on the face of the consolidated balance sheets.

IMG Acquisition

5 unchanged sentences

Due to the immateriality of the IMG Acquisition, the related revenue and earnings, supplemental pro forma financial information, and detailed purchase price allocation are not disclosed.

LIBERTY ENERGY INC.

Notes to Condensed Consolidated Financial Statements

Note 3— Inventories

Inventories consist of the following:

March 31, December 31,

June 30, December 31,

($ in thousands) 2026 2025

3 unchanged sentences

$ 185,368 $ 188,125

LIBERTY ENERGY INC.

Notes to Condensed Consolidated Financial Statements

Note 4— Property and Equipment

Property and equipment consist of the following:

(in years) March 31, December 31,

(in years) June 30, December 31,

($ in thousands) 2026 2025

17 unchanged sentences

Property and equipment, net $ 2,263,112 $ 2,054,185

During the three months ended March 31, 2026 and 2025, the Company recognized depreciation expense of $ 99.5 million and $ 110.9 million, respectively.

Depletion expense for each of the three months ended March 31, 2026 and 2025 was $ 0.3 million.

As of March 31, 2026 and December 31, 2025, the Company concluded that no triggering events that could indicate possible impairment of property and equipment had occurred, other than related to the assets held for sale as discussed below.

As of March 31, 2026 and December 31, 2025, the Company classified $ 4.0 million of land and $ 12.7 million of buildings, net of accumulated depreciation, of three properties that it intends to sell within the next year, and that meet the held for sale criteria, to assets held for sale, included in prepaid and other current assets in the accompanying unaudited condensed consolidated balance sheets.

The Company estimates that the carrying values of the assets are less than the fair values less the estimated costs to sell and therefore no loss was recorded during the three months ended March 31, 2026.

During the three months ended June 30, 2026 and 2025, the Company recognized depreciation expense of $ 99.7 million and $ 111.8 million, respectively.

During the six months ended June 30, 2026 and 2025, the Company recognized depreciation expense of $ 199.2 million and $ 222.7 million, respectively.

Depletion expense for each of the three months ended June 30, 2026 and 2025 was $ 0.3 million.

Depletion expense for each of the six months ended June 30, 2026 and 2025 was $ 0.6 million.

As of June 30, 2026 and December 31, 2025, the Company concluded that no triggering events that could indicate possible impairment of property and equipment had occurred, other than related to the assets held for sale as discussed below.

As of June 30, 2026 and December 31, 2025, the Company classified $ 4.0 million of land and $ 12.7 million of buildings, net of accumulated depreciation, of three properties that it intends to sell within the next year, and that meet the held for sale criteria, to assets held for sale, included in prepaid and other current assets in the accompanying unaudited condensed consolidated balance sheets.

The Company estimates that the carrying values of the assets are less than the fair values less the estimated costs to sell and therefore no loss was recorded during the six months ended June 30, 2026.

Note 5— Leases

4 unchanged sentences

All other variable lease payments are excluded from the measurement of lease assets and liabilities, and are recognized in the period in which the obligation for those payments is incurred.

The components of lease expense for the three months ended March 31, 2026 and 2025 were as follows:

Three Months Ended March 31,

LIBERTY ENERGY INC.

Notes to Condensed Consolidated Financial Statements

The components of lease expense for the three and six months ended June 30, 2026 and 2025 were as follows:

Three Months Ended June 30, Six Months Ended June 30,

($ in thousands) 2026 2025 2026 2025

6 unchanged sentences

Total lease cost, net $ 27,097 $ 30,134 $ 57,966 $ 60,054

LIBERTY ENERGY INC.

Notes to Condensed Consolidated Financial Statements

Sup plemental cash flow and other information related to leases for the three months ended March 31, 2026 and 2025 were as follows:

Three Months Ended March 31,

Sup plemental cash flow and other information related to leases for the three and six months ended June 30, 2026 and 2025 were as follows:

Three Months Ended June 30, Six Months Ended June 30,

($ in thousands) 2026 2025 2026 2025

5 unchanged sentences

Finance leases 6,961 22,968 7,778 50,624

Lease terms and discount rates as of March 31, 2026 and December 31, 2025 were as follows:

March 31, 2026 December 31, 2025

Lease terms and discount rates as of June 30, 2026 and December 31, 2025 were as follows:

June 30, 2026 December 31, 2025

Weighted-average remaining lease term:

4 unchanged sentences

Finance leases 6.8 % 6.9 %

Future minimum lease commitments as of March 31, 2026 are as follows:

LIBERTY ENERGY INC.

Notes to Condensed Consolidated Financial Statements

Future minimum lease commitments as of June 30, 2026 are as follows:

($ in thousands) Finance Operating

9 unchanged sentences

The Company’s vehicle leases typically include a residual value guarantee.

For the Company’s vehicle leases classified as operating leases, the total residual value guaranteed as of March 31, 2026 is $ 12.8 million;

For the Company’s vehicle leases classified as operating leases, the total residual value guaranteed as of June 30, 2026 is $ 13.0 million;

the payment is not probable and therefore has not been included in the measurement of the lease liability and right-of-use asset.

6 unchanged sentences

The Company does not record any lease assets or liabilities related to these variable items.

The carrying amount of lease equipment, included in property, plant and equipment, that are leased to others under an operating lease or are available to lease as of March 31, 2026 and December 31, 2025 were as follows:

LIBERTY ENERGY INC.

Notes to Condensed Consolidated Financial Statements

($ in thousands) March 31, 2026 December 31, 2025

The carrying amount of lease equipment, included in property, plant and equipment, that are leased to others under an operating lease or are available to lease as of June 30, 2026 and December 31, 2025 were as follows:

($ in thousands) June 30, 2026 December 31, 2025

Equipment leased to others - at original cost $ 158,268 $ 158,716

1 unchanged sentence

Equipment leased to others - net $ 90,771 $ 99,417

Future payments receivable for long-term non-cancelable operating leases as of March 31, 2026 are as follows:

Future payments receivable for long-term non-cancelable operating leases as of June 30, 2026 are as follows:

($ in thousands)

Remainder of 2026 $ 520

Total $ 1,100

Revenues from operating leases for the three months ended March 31, 2026 and March 31, 2025 were $ 5.5 million and $ 13.6 million, respectively.

Revenues from operating leases for the three and six months ended June 30, 2026 were $ 3.8 million and $ 9.3 million, respectively.

Revenues from operating leases for the three and six months ended June 30, 2025 were $ 14.6 million and $ 28.1 million, respectively.

LIBERTY ENERGY INC.

Notes to Condensed Consolidated Financial Statements

Note 6— Accrued Liabilities

Accrued liabilities consist of the following:

($ in thousands) March 31, 2026 December 31, 2025

($ in thousands) June 30, 2026 December 31, 2025

Accrued vendor invoices $ 95,806 $ 86,952

3 unchanged sentences

Debt consists of the following:

March 31, December 31,

June 30, December 31,

($ in thousands) 2026 2025

7 unchanged sentences

Total debt, net of deferred financing costs $ 1,291,847 $ 246,607

For the three months ended March 31, 2026 and March 31, 2025 the Company had amortization expense on the deferred financing costs of $ 1.1 million and $ 0.2 million, respectively.

For the three months ended June 30, 2026 and June 30, 2025 the Company had amortization expense on the deferred financing costs of $ 2.2 million and $ 0.2 million, respectively.

For the six months ended June 30, 2026 and June 30, 2025 the Company had amortization expense on the deferred financing costs of $ 3.2 million and $ 0.4 million, respectively.

2031 Convertible Senior Notes and Capped Call Transactions

3 unchanged sentences

Bank Trust Company, National Association, as trustee.

The 2031 Notes are

LIBERTY ENERGY INC.

Notes to Condensed Consolidated Financial Statements

general unsecured, senior obligations of the Company.

The 2031 Notes are general unsecured, senior obligations of the Company.

The 2031 Notes do not bear regular interest, and the principal amount of the 2031 Notes does not accrete.

5 unchanged sentences

The Company may redeem for cash all or any portion of the 2031 Notes, at its option, on or after March 1, 2029 and before the 21 st scheduled trading day immediately preceding the maturity date if the last reported sale price of the Class A Common Stock has been at least 130 % of the conversion price of the 2031 Notes then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period (including the last trading day of such period) ending on, and including, the trading day immediately preceding the date on which the Company provides notice of redemption at a redemption price equal to 100 % of the principal amount of the 2031 Notes to be redeemed, plus accrued and unpaid special interest, if any, to, but excluding, the redemption date.

LIBERTY ENERGY INC.

Notes to Condensed Consolidated Financial Statements

If the Company undergoes a Fundamental Change (as defined in the indenture governing the 2031 Notes), then, subject to certain conditions and limited exceptions, holders of the 2031 Notes may require the Company to repurchase for cash all or any portion of their 2031 Notes at a repurchase price equal to 100 % of the principal amount to be repurchased, plus accrued and unpaid special interest, if any, to, but excluding, the redemption date.

2 unchanged sentences

The indenture governing the 2031 Notes limits the Company’s ability to merge or consolidate with other entities, or sell, convey, transfer or lease all or substantially all of the consolidated properties and assets of the Company and its subsidiaries, taken as a whole, to another person, unless resulting, surviving or transferee person satisfies certain requirements and assumes the Company’s obligations under the indenture.

The Company was in compliance with all covenants as of March 31, 2026.

The Company was in compliance with all covenants as of June 30, 2026.

In connection with the issuance of the 2031 Notes, the Company entered into privately negotiated capped call transactions relating to the 2031 Notes with certain of the initial purchasers or their respective affiliates and certain other financial institutions at a cost of approximately $ 109.3 million.

2 unchanged sentences

The capped call transactions related to the 2031 Notes are expected generally to reduce the potential dilution to the Class A Common Stock upon conversion of any 2031 Notes and/or offset any cash payments the Company is required to make in excess of the principal amount of converted 2031 Notes, as the case may be, with such reduction and/or offset subject to a cap.

The capped call transactions related to the 2031 Notes are included in additional paid-in capital in the accompanying unaudited consolidated balance sheet as of March 31, 2026, with no remeasurement in subsequent periods as it meets the tax integration criteria for equity classification.

The capped call transactions related to the 2031 Notes are included in additional paid-in capital in the accompanying unaudited condensed consolidated balance sheets as of June 30, 2026, with no remeasurement in subsequent periods as it meets the tax integration criteria for equity classification.

The Company elected to integrate the 2031 Notes and related capped call transactions for federal income tax purposes pursuant to applicable U.S.

1 unchanged sentence

The impact of this tax treatment results in the capped call transactions of $ 109.3 million being deductible as original discount interest for tax purposes over the term of the 2031 Notes.

We recorded a deferred tax asset of $ 24.9 million with respect to the 2031 Notes, which represents the tax benefit of these deductions with an offsetting entry to additional paid-in capital.

LIBERTY ENERGY INC.

Notes to Condensed Consolidated Financial Statements

In March 2026 the Company recorded a deferred tax asset of $ 24.9 million with respect to the 2031 Notes, which represents the tax benefit of these deductions with an offsetting entry to additional paid-in capital.

2032 Convertible Senior Notes and Capped Call Transactions

10 unchanged sentences

Upon conversion, the Company will pay cash up to the aggregate principal amount of the 2032 Notes to be converted and pay or deliver, as the case may be, cash, shares of Class A Common Stock, or a combination of cash and shares of Class A Common Stock, at the election of the Company, in respect of the remainder, if any, of the Company’s conversion obligation in excess of the aggregate principal amount of the notes being converted.

The Company may redeem for cash all or any portion of the 2032 Notes, at its option, on or after March 1, 2029 and before the 21 st scheduled trading day immediately preceding the maturity date if the last reported sale price of the Class A Common Stock has been at least 130 % of the conversion price of the 2032 Notes then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period (including the last trading day of such period) ending on, and including, the trading day immediately preceding the date on which the Company provides notice of redemption at a redemption price equal to 100 % of the principal amount of the 2032 Notes to be redeemed, plus accrued and unpaid special interest, if any, to, but excluding, the redemption date.

LIBERTY ENERGY INC.

Notes to Condensed Consolidated Financial Statements

Common Stock has been at least 130 % of the conversion price of the 2032 Notes then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period (including the last trading day of such period) ending on, and including, the trading day immediately preceding the date on which the Company provides notice of redemption at a redemption price equal to 100 % of the principal amount of the 2032 Notes to be redeemed, plus accrued and unpaid special interest, if any, to, but excluding, the redemption date.

If the Company undergoes a Fundamental Change (as defined in the indenture governing the 2032 Notes), then, subject to certain conditions and limited exceptions, holders of the 2032 Notes may require the Company to repurchase for cash all or any portion of their 2032 Notes at a repurchase price equal to 100 % of the principal amount to be repurchased, plus accrued and unpaid special interest, if any, to, but excluding, the redemption date.

2 unchanged sentences

The indenture governing the 2032 Notes limits the Company’s ability to merge or consolidate with other entities, or sell, convey, transfer or lease all or substantially all of the consolidated properties and assets of the Company and its subsidiaries, taken as a whole, to another person, unless resulting, surviving or transferee person satisfies certain requirements and assumes the Company's obligations under the indenture.

The Company was in compliance with all covenants as of March 31, 2026.

The Company was in compliance with all covenants as of June 30, 2026.

In connection with the issuance of the 2032 Notes, the Company entered into privately negotiated capped call transactions relating to the 2032 Notes with certain of the initial purchasers or their respective affiliates and certain other financial institutions at a cost of approximately $ 77.2 million.

2 unchanged sentences

The capped call transactions related to the 2032 Notes are expected generally to reduce the potential dilution to the Class A Common Stock upon conversion of any 2032 Notes and/or offset any cash payments the Company is required to make in excess of the principal amount of converted 2032 Notes, as the case may be, with such reduction and/or offset subject to a cap.

The capped call transactions related to the 2032 Notes are included in additional paid-in capital in the accompanying unaudited consolidated balance sheet as of March 31, 2026, with no remeasurement in subsequent periods as it meets the tax integration criteria for equity classification.

LIBERTY ENERGY INC.

Notes to Condensed Consolidated Financial Statements

The capped call transactions related to the 2032 Notes are included in additional paid-in capital in the accompanying unaudited condensed consolidated balance sheets as of June 30, 2026, with no remeasurement in subsequent periods as it meets the tax integration criteria for equity classification.

The Company elected to integrate the 2032 Notes and related capped call transactions for federal income tax purposes pursuant to applicable U.S.

1 unchanged sentence

The impact of this tax treatment results in the capped call transactions of $ 77.2 million being deductible as original discount interest for tax purposes over the term of the 2032 Notes.

We recorded a deferred tax asset of $ 17.6 million with respect to the 2032 Notes, which represents the tax benefit of these deductions with an offsetting entry to additional paid-in capital.

In March 2026 the Company recorded a deferred tax asset of $ 17.6 million with respect to the 2032 Notes, which represents the tax benefit of these deductions with an offsetting entry to additional paid-in capital.

Caterpillar Agreement

2 unchanged sentences

Under the Caterpillar Agreement, LOS Leasing Company LLC and Caterpillar can enter into individual loan schedules (“Note”), which are non-revolving and may not be repaid and reborrowed.

Each Note is collateralized by specified units of the Company’s field services equipment, as documented in the applicable Note, will have a maturity date that is typically three years from the inception of the applicable Note, and interest rate that resets periodically based on the applicable base rate plus a spread.

As of March 31, 2026 and December 31, 2025 the Company had $ 20.5 million and $ 16.7 million respectively, outstanding under the Caterpillar Agreement with maturity dates ranging from January 1, 2029 to April 1, 2029.

The net book value of assets pledged as collateral under this agreement totaled less than 5 % of the Company’s field service equipment as of March 31, 2026 and December 31, 2025, respectively.

Borrowings, under the Caterpillar Agreement as of March 31, 2026 and December 31, 2025 incurred interest at a weighted average rate of 6.5 % and 6.6 %, respectively.

Each Note is collateralized by specified units of the Company’s field services equipment, as documented in the applicable Note, will have a maturity date that is typically three years from the inception of the applicable Note, and an interest rate that resets periodically based on the applicable base rate plus a spread.

As of June 30, 2026 and December 31, 2025 the Company had $ 32.3 million and $ 16.7 million, respectively, outstanding under the Caterpillar Agreement with maturity dates ranging from January 1, 2029 to July 1, 2029.

The net book value of assets

LIBERTY ENERGY INC.

Notes to Condensed Consolidated Financial Statements

pledged as collateral under this agreement totaled less than 5 % of the Company’s field service equipment as of June 30, 2026 and December 31, 2025, respectively.

Borrowings, under the Caterpillar Agreement as of June 30, 2026 and December 31, 2025 incurred interest at a weighted average rate of 6.5 % and 6.6 %, respectively.

Credit Agreement

1 unchanged sentence

On February 3, 2026, the Company entered into the first amendment (the “Amendment”) to the Credit Agreement that, among other things, (i) permits the incurrence of new bridge loan indebtedness in an aggregate principal amount not to exceed $ 600.0 million (“Permitted Bridge Indebtedness”), which must be incurred on or prior to June 30, 2026 and have a scheduled maturity date not later than 365 days from the date of incurrence, (ii) subject to certain limitations and requirements, permits liens securing the Permitted Bridge Indebtedness, (iii) increases the basket for permitted convertible indebtedness from $ 300.0 million to $ 600.0 million, which basket is in addition to other baskets permitting the incurrence of such indebtedness, and (iv) amends the maturity date of the Revolving Credit Facility to provide that such maturity date will be accelerated to the date that is 91 days prior to the stated maturity of any outstanding Permitted Bridge Indebtedness if such Permitted Bridge Indebtedness is still outstanding on such date.

As of June 30, 2026, the Company had not incurred any Permitted Bridge Indebtedness, and as a result, no future Permitted Bridge Indebtedness may be incurred pursuant thereto.

The Company used a portion of the net proceeds from the offering of the 2031 Notes to repay all indebtedness outstanding under the Revolving Credit Facility, excluding letters of credit.

The Credit Agreement provides for a revolving credit facility with initial revolving commitments of $ 750.0 million, subject to certain borrowing base limitations based on a percentage of eligible accounts receivable, inventory and certain power generating assets.

As of March 31, 2026, the borrowing base was calculated to be $ 508.9 million, and the Company had no amount outstanding, excluding letters of credit in the amount of $ 19.4 million, with $ 489.5 million of remaining availability.

As of June 30, 2026, the borrowing base was calculated to be $ 467.7 million, and the Company had no borrowings outstanding, excluding letters of credit in the amount of $ 19.4 million, with $ 448.3 million of remaining availability.

Borrowings under the Credit Agreement bear interest at Secured Overnight Financing Rate (“SOFR”) or a base rate, plus an applicable SOFR margin of 2.0 % to 2.25 % or applicable base rate margin of 1.0 % to 1.25 %, depending on the Company’s most recent leverage ratio, as defined in the Credit Agreement.

The average monthly unused commitment under the Revolving Credit Facility is subject to an unused commitment fee of 0.25 % to 0.375 %.

Borrowings as of December 31, 2025 incurred interest at a weighted average rate of 6.6 %, and there were no borrowings outstanding as of March 31, 2026 under the Credit Agreement.

Borrowings as of December 31, 2025 incurred interest at a weighted average rate of 6.6 %, and there were no borrowings outstanding as of June 30, 2026 under the Credit Agreement.

All outstanding advances under the Credit Agreement are due and payable in full on July 24, 2030.

The Credit Agreement is collateralized by substantially all of our accounts receivable, inventory and equipment including generator components and

LIBERTY ENERGY INC.

Notes to Condensed Consolidated Financial Statements

certain generator units to the extent included in the borrowing base.

The Credit Agreement is collateralized by substantially all of our accounts receivable, inventory and equipment including generator components and certain generator units to the extent included in the borrowing base.

The Credit Agreement requires a negative pledge with respect to all other assets of the Company and its subsidiaries (subject to certain exceptions).

3 unchanged sentences

Furthermore, the Company is required to maintain a minimum fixed charge coverage ratio, as defined in the Credit Agreement, of 1.0 to 1.0 for each period if excess availability is less than 10 % of the borrowing base or $ 52.5 million, whichever is greater.

The Company was in compliance with these covenants as of March 31, 2026.

The Company was in compliance with these covenants as of June 30, 2026.

LIBERTY ENERGY INC.

Notes to Condensed Consolidated Financial Statements

Retired Credit Facility

21 unchanged sentences

The classification of an asset or liability is based on the lowest level of input significant to its fair value.

Those that are initially classified as Level 3 are subsequently reported as Level 2 when the fair value derived from unobservable inputs is

LIBERTY ENERGY INC.

Notes to Condensed Consolidated Financial Statements

inconsequential to the overall fair value, or if corroborating market data becomes available.

Those that are initially classified as Level 3 are subsequently reported as Level 2 when the fair value derived from unobservable inputs is inconsequential to the overall fair value, or if corroborating market data becomes available.

Assets and liabilities that are initially reported as Level 2 are subsequently reported as Level 3 if corroborating market data is no longer available.

Transfers occur at the end of the reporting period.

There were no material transfers into or out of Levels 1, 2, and 3 during the three months ended March 31, 2026 and 2025.

No transfers between Levels 1, 2, or 3 occurred during the six months ended June 30, 2026 and 2025.

The Company’s financial instruments consist of cash and cash equivalents, accounts receivable, notes receivable, investments in equity securities, accounts payable, accrued liabilities, long-term debt, and finance and operating lease obligations.

The carrying values of all of the Company’s financial instruments included in the accompanying unaudited condensed consolidated balance sheets approximated or equaled their fair values on March 31, 2026 and December 31, 2025.

• The carrying values of cash and cash equivalents, accounts receivable, and accounts payable (including accrued liabilities) approximated fair value on March 31, 2026 and December 31, 2025, due to their short-term nature.

• The carrying value of investments in equity securities were measured at fair value on March 31, 2026 and December 31, 2025 based on quoted prices in active markets.

• The carrying value of amounts outstanding under long-term debt agreements with variable rates approximated fair value on March 31, 2026 and December 31, 2025, as the effective interest rates approximated market rates.

• The carrying values of cash and cash equivalents, accounts receivable, and accounts payable (including accrued liabilities) approximated fair value on June 30, 2026 and December 31, 2025, due to their short-term nature.

• The carrying value of investments in equity securities were measured at fair value on June 30, 2026 and December 31, 2025 based on quoted prices in active markets.

• The carrying value of amounts outstanding under long-term debt agreements with variable rates approximated fair value on June 30, 2026 and December 31, 2025, as the effective interest rates approximated market rates.

Long-term debt agreements that are not remeasured at fair value include the 2031 Notes and the 2032 Notes.

As of March 31, 2026, the estimated fair value of the senior convertible notes was $ 1.4 billion, which was based on observable market prices in less active markets and were categorized as Level 2 in the fair value hierarchy.

• The carrying values of amounts outstanding under finance and operating lease obligations approximated fair value on March 31, 2026 and December 31, 2025, as the effective borrowing rates approximated market rates.

LIBERTY ENERGY INC.

Notes to Condensed Consolidated Financial Statements

30, 2026, the estimated fair value of the convertible senior notes was $ 1.3 billion, which was based on observable market prices in less active markets and were categorized as Level 2 in the fair value hierarchy.

• The carrying values of amounts outstanding under finance and operating lease obligations approximated fair value on June 30, 2026 and December 31, 2025, as the effective borrowing rates approximated market rates.

Nonrecurring Measurements

3 unchanged sentences

See Note 2—Significant Accounting Policies.

As of March 31, 2026 and December 31, 2025 the Company classified $ 4.0 million of land and $ 12.7 million of buildings, net of accumulated depreciation, of three properties that it intends to sell within the next year, and that meet the held for sale criteria, to assets held for sale, included in prepaid and other current assets in the accompanying unaudited condensed consolidated balance sheets.

As of June 30, 2026 and December 31, 2025 the Company classified $ 4.0 million of land and $ 12.7 million of buildings, net of accumulated depreciation, of three properties that it intends to sell within the next year, and that meet the held for sale criteria, to assets held for sale, included in prepaid and other current assets in the accompanying unaudited condensed consolidated balance sheets.

The Company estimated the fair value of the properties based on the listed selling price for the three properties, which is a Level 3 input.

The Company estimates that the carrying values of the assets are less than the fair values less the estimated costs to sell, and therefore no loss was recorded during the three months ended March 31, 2026.

The Company estimates that the carrying values of the assets are less than the fair values less the estimated costs to sell, and therefore no loss was recorded during the six months ended June 30, 2026.

Recurring Measurements

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Cash equivalents consist of money market accounts which the Company has classified as Level 1 given the active market for these accounts.

As of March 31, 2026 and December 31, 2025, the Company had cash equivalents measured at fair value of $ 218.7 million and $ 0.3 million, respectively.

As of June 30, 2026 and December 31, 2025, the Company had cash equivalents measured at fair value of $ 518.7 million and $ 0.3 million, respectively.

The following table presents the balances of the investments measured at their fair value as of June 30, 2026:

Fair Value Gain / (Loss) on Investments

June 30, December 31, Three Months Ended June 30, Six Months Ended June 30,

($ in thousands) 2026 2025 2026 2025 2026 2025

Investment in Oklo Inc.

$ 28,050 $ 38,465 $ 1,469 $ 70,627 $ ( 10,415 ) $ 87,235

Investment in Tamboran Resources Corporation 43,437 24,325 ( 20,230 ) ( 2,385 ) 7,284 295

Investment in Fervo Energy Company 104,832 40,738 64,094 — 64,094 —

Other Investments Carried at Fair Value 8,603 11,469 ( 2,420 ) — ( 734 ) —

Total Investments Carried at Fair Value $ 184,922 $ 114,997 $ 42,913 $ 68,242 $ 60,229 $ 87,530

The investments carried at fair value are presented within "Investments" on the accompanying unaudited condensed consolidated balance sheets along with other investments, primarily consisting of our equity method investment in Nomad Proppant Services LLC (“Nomad”), which is described further in Note 13 – Related Party Transactions.

The Gain/Loss on Investments is included in gain on investments, net in the accompanying unaudited condensed consolidated statements of operations.

The Company holds an investment in Oklo Inc.

(“Oklo”) made during the three months ended September 30, 2023.

In May 2024, Oklo was acquired by a publicly traded special purpose acquisition company which resulted in the conversion of the Company’s investment into common shares of Oklo, which are traded on the New York Stock Exchange.

(“Oklo”) which is traded on the New York Stock Exchange.

The Company measures this investment in equity securities at fair value using Level 1 inputs based on quoted prices in an active market.

As of March 31, 2026 and December 31, 2025, the fair value of the investment was estimated at $ 26.6 million and $ 38.5 million, respectively.

The change in Oklo’s fair value along with the sale of shares, if any, in the active market resulted in a loss of $ 11.9 million and a gain $ 16.6 million during the three months ended March 31, 2026 and 2025, respectively, included in gain on investments, net in the accompanying unaudited condensed consolidated statements of operations.

Additionally, the Company sold shares valued at $ 29.9 million during the three months ended March 31, 2025, included in sale of equity securities within the investing section in the accompanying unaudited condensed consolidated statements of cash flows.

Additionally, the Company holds both common stock and depository interests representing shares of common stock in Tamboran Resources Corporation (“Tamboran”) which is traded on the New York Stock Exchange.

The Company measures this investment in equity securities at fair value using Level 1 inputs based on quoted prices in an active market.

The Company purchased an additional $ 9.7 million of Tamboran's common stock during the six months ended June 30, 2026.

LIBERTY ENERGY INC.

Notes to Condensed Consolidated Financial Statements

Additionally, during the three months ended December 31, 2023, the Company purchased depository interests representing shares of common stock in Tamboran Resources Corporation (“Tamboran”).

In June 2024, Tamboran executed an Initial Public Offering (“IPO”) and listed its common stock on the New York Stock Exchange.

In addition to the prior purchase of depository interests, the Company participated in Tamboran’s IPO by purchasing an additional $ 10.0 million of Tamboran’s common stock.

Additionally, the Company purchased an additional $ 3.9 million of Tamboran’s common stock during the period end March 31, 2026.

The Company measures this investment in equity securities at fair value using Level 1 inputs based on quoted prices in an active market.

As of March 31, 2026 and December 31, 2025, the fair value of the investment was estimated at $ 54.0 million and $ 24.3 million, respectively.

The change in Tamboran’s fair value resulted in a gain of $ 25.8 million and $ 2.7 million during the three months ended March 31, 2026 and March 31, 2025, respectively, included in gain on investments, net in the accompanying unaudited condensed consolidated statements of operations.

In addition to the above investments, the Company holds an investment in Fervo Energy Company (“Fervo”), which completed an initial public offering during the second quarter of 2026 and is traded on the New York Stock Exchange.

Prior to the initial public offering, the investment didn’t have a readily determinable fair value, and the Company monitored its investment to identify potential transactions that may indicate an observable price change in orderly transactions for the identical or a similar investment of the same issuer, requiring adjustment to its carrying amount.

Following the initial public offering, the fair value of the investment in Fervo became readily determinable, and the use of the measurement alternative was no longer applicable.

The Company now measures this investment at fair value on a recurring basis using Level 1 inputs based on quoted market prices in an active market.

Nonfinancial assets

The Company estimates fair value to perform impairment tests as required on long-lived assets.

The Company estimates fair value to perform impairment tests as required on long-lived assets and equity method investments.

The inputs used to determine such fair value are primarily based upon internally developed cash flow models and would generally be classified within Level 3 in the event that such assets were required to be measured and recorded at fair value within the accompanying unaudited condensed consolidated financial statements.

No such measurements were required as of March 31, 2026 and December 31, 2025 as no triggering event was identified.

No such measurements were required as of June 30, 2026 and December 31, 2025 as no triggering event was identified.

The Company’s financial instruments exposed to concentrations of credit risk consist primarily of cash and cash equivalents, and trade receivables.

The Company’s cash and cash equivalent balances on deposit with financial institutions total $ 699.1 million and $ 27.6 million as of March 31, 2026 and December 31, 2025, respectively, which exceeded Federal Deposit Insurance Corporation insured limits.

The Company’s cash and cash equivalent balances on deposit with financial institutions total $ 555.4 million and $ 27.6 million as of June 30, 2026 and December 31, 2025, respectively, which exceeded Federal Deposit Insurance Corporation insured limits.

The Company regularly monitors these institutions’ financial condition.

The majority of the Company’s customers have payment terms of 45 days or less.

As of March 31, 2026 and 2025, the below customers accounted for the following percentages of the Company’s consolidated accounts receivable and unbilled revenue and consolidated revenues, respectively:

Portion of total of consolidated accounts receivable and unbilled revenue as of Portion of consolidated revenues for the three months ended March 31,

March 31, 2026 December 31, 2025 2026 2025

As of June 30, 2026, Customer A accounted for 10 % o f total consolidated accounts receivable and unbilled revenue.

As of December 31, 2025, Customer A accounted for 16 % o f total consolidated accounts receivable and unbilled revenue.

As of June 30, 2026 and 2025, the below customers accounted for the following percentages of the Company’s consolidated accounts receivable and unbilled revenue and consolidated revenues, respectively:

Portion of consolidated revenues for the three months ended June 30, Portion of consolidated revenues for the six months ended June 30,

2026 2025 2026 2025

Customer A 8 % 10 % 10 % 10 %

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Accordingly, in future periods, the Company may revise its estimates of expected credit losses.

As of March 31, 2026 and December 31, 2025, the Company had $ 0.9 million and $ 0.9 million, respectively, in allowance for credit losses as follows:

As of June 30, 2026 and December 31, 2025, the Company had $ 0.9 million and $ 0.9 million, respectively, in allowance for credit losses as follows:

($ in thousands)

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Amounts written off —

Provision for credit losses on March 31, 2026 $ 886

Provision for credit losses on June 30, 2026

LIBERTY ENERGY INC.

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RSUs were granted with vesting terms up to three years .

Changes in non-vested RSUs outstanding under the LTIP during the three months ended March 31, 2026 were as follows:

Changes in non-vested RSUs outstanding under the LTIP during the six months ended June 30, 2026 were as follows:

Number of Units Weighted Average Grant Date Fair Value per Unit

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Forfeited ( 40,239 ) 18.69

Outstanding as of March 31, 2026 4,579,326 $ 19.98

Outstanding as of June 30, 2026 3,197,050 $ 21.23

Performance Restricted Stock Units

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If such performance targets are not met, or are not expected to be met, no compensation expense is recognized and any recognized compensation expense is reversed.

Changes in non-vested PSUs outstanding under the LTIP during the three months ended March 31, 2026 were as follows:

Changes in non-vested PSUs outstanding under the LTIP during the six months ended June 30, 2026 were as follows:

Number of Units Weighted Average Grant Date Fair Value per Unit

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Granted 335,286 20.71

Vested ( 227,140 ) 15.64

Forfeited — —

Outstanding as of March 31, 2026 1,251,473 $ 17.35

Outstanding as of June 30, 2026

1,046,857 $ 17.95

Stock-based compensation is included in cost of services and general and administrative expenses in the Company’s accompanying unaudited condensed consolidated statements of operations.

The Company recognized stock-based compensation expense of $ 8.0 million and $ 18.1 million for the three months ended March 31, 2026, and 2025 respectively.

There was approximately $ 81.4 million of unrecognized compensation expense relating to outstanding RSUs and PSUs as of March 31, 2026.

The Company recognized stock-based compensation expense of $ 9.9 million and $ 18.0 million for the three and six months ended June 30, 2026.

The Company recognized stock-based compensation expense of $ 8.1 million and $ 26.2 million for the three and six months ended June 30, 2025.

There was approximately $ 71.1 million of unrecognized compensation expense relating to outstanding RSUs and PSUs as of June 30, 2026.

The unrecognized compensation expense will be recognized on a straight-line basis over the weighted average remaining vesting period of two years .

The Company paid cash dividends of $ 0.09 per share of Class A Common Stock on March 18, 2026 to stockholders of record as of March 4, 2026, which totaled $ 14.6 million.

The Company paid cash dividends of $ 0.08 per share of Class A Common Stock on March 20, 2025 to stockholders of record as of March 6, 2025, which totaled $ 12.9 million.

Additionally, the Company paid accrued dividend equivalents upon vesting for the RSUs and PSUs with a 2026 vesting date, which totaled $ 0.0 million for the three months ended March 31, 2026.

The Company paid accrued dividend equivalents upon vesting for the RSUs and PSUs with a 2025 vesting date, which totaled $ 0.3 million for the three months ended March 31, 2025.

The Company paid cash dividends of $ 0.09 per share of Class A Common Stock on March 18, 2026 and June 18, 2026 to stockholders of record as of March 4, 2026 and June 4, 2026, respectively.

During the three and six months ended June 30, 2026, dividend payments totaled $ 14.7 million and $ 29.3 million, respectively.

The Company paid cash dividends of $ 0.08 per share of Class A Common Stock on March 20, 2025 and June 20, 2025 to stockholders of record as of March 6, 2025 and June 6, 2025, respectively.

During the three and six months ended June 30, 2025, dividend payments totaled $ 13.0 million and $ 25.9 million, respectively.

Additionally, the Company paid accrued dividend equivalents upon vesting for the RSUs and PSUs with a 2026 vesting date, which totaled $ 1.0 million for the six months ended June 30, 2026.

The Company paid accrued dividend equivalents upon vesting for the RSUs and PSUs with a 2025 vesting date, which totaled $ 1.1 million for the six months ended June 30, 2025.

LIBERTY ENERGY INC.

Notes to Condensed Consolidated Financial Statements

As of March 31, 2026 and December 31, 2025, the Company had $ 2.3 million and $ 1.7 million of dividend equivalents payable related to RSUs and PSUs to be paid upon vesting, respectively.

As of June 30, 2026 and December 31, 2025, the Company had $ 2.3 million and $ 1.7 million of dividend equivalents payable related to RSUs and PSUs to be paid upon vesting, respectively.

Dividend equivalents related to forfeited RSUs or PSUs will be forfeited.

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On July 25, 2022, the Company’s board of directors (the “Board”) authorized and the Company announced a share repurchase program that allowed the Company to repurchase the Company’s Class A Common Stock.

As of March 31, 2026 and December 31, 2025, the cumulative repurchase authorization was $ 750.0 million through July 31, 2026.

As of June 30, 2026 and December 31, 2025, the cumulative repurchase authorization was $ 750.0 million through July 31, 2026.

The shares may be repurchased from time to time in open market transactions, through block trades, in privately negotiated transactions, through derivative transactions, or by other means in accordance with applicable state and federal securities laws.

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The Company expects to fund any repurchases by using cash on hand, borrowings under the Revolving Credit Facility and expected free cash flow to be generated through the duration of the share repurchase program.

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

($ in thousands, except share count and per share data) 2026 2025 2026 2025

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Average price per share including commissions $ — $ — $ — $ 15.50

As of March 31, 2026, $ 270.2 million remained authorized for future repurchases of Class A Common Stock under the share repurchase program.

As of June 30, 2026, $ 270.2 million remained authorized for future repurchases of Class A Common Stock under the share repurchase program.

The Company accounts for the purchase price of repurchased common shares in excess of par value ($ 0.01 per share of Class A Common Stock) as a reduction of additional paid-in capital, and will continue to do so until additional paid-in capital is reduced to zero .

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The following table reflects the allocation of net income to common stockholders and net income per share computations for the periods indicated based on a weighted average number of Class A Common Stock outstanding:

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

(In thousands, except per share data) 2026 2025 2026 2025

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The Company is a corporation and is subject to taxation in the United States, Canada, Australia and various state, local and provincial jurisdictions.

The effective global income tax rate applicable to the Company for the three months ended March 31, 2026 was 29.2 %, compared to 28.0 % for the period ended March 31, 2025.

The effective global income tax rate applicable to the Company for the six months ended June 30, 2026 was 21.9 %, compared to 26.0 % for the period ended June 30, 2025.

The Company’s effective tax rate is greater than the statutory federal income tax rate of 21.0% due to state income taxes in the states the Company operates, nondeductible executive compensation, as well as global intangible low taxed foreign income (“GILTI”) inclusions from the Company’s foreign operations, partially offset by U.S.

federal income tax credits.

The Company recognized income tax expense of $ 9.3 million and $ 7.8 million during the three months ended March 31, 2026 and March 31, 2025, respectively.

As of March 31, 2026 and December 31, 2025, the Company recognized a net deferred tax liability in the amount of $ 162.9 million and $ 195.6 million, respectively.

The Company recognized income tax expense of $ 9.2 million and $ 18.5 million during the three and six months ended June 30, 2026, respectively.

The Company recognized income tax expense of $ 24.1 million and $ 31.9 million during the three and six months ended June 30, 2025, respectively.

As of June 30, 2026 and December 31, 2025, the Company recognized a net deferred tax liability in the amount of $ 170.2 million and $ 195.6 million, respectively.

Deferred income tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial reporting and tax bases of assets and liabilities, and are measured using enacted tax rates in effect for the year in which those temporary differences are expected to be recovered or settled.

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federal income tax purposes) of all or a portion of such TRA Holder’s Liberty LLC Units in connection with the IPO or pursuant to the exercise of redemption or call rights, (ii) any net operating losses available to the Company as a result of the Corporate Reorganization, and (iii) imputed interest deemed to be paid by the Company as a result of, and additional tax basis arising from, any payments the Company makes under the TRAs.

As of March 31, 2026, the Company ’ s liability under the TRAs was $ 66.9 million, of which all was recorded as a component of long-term liabilities in the accompanying unaudited condensed consolidated balance sheets.

The Company made TRA payments of $ 7.9 million for the three months ended March 31, 2026.

As of June 30, 2026, the Company ’ s liability under the TRAs was $ 66.9 million, of which all was recorded as a component of long-term liabilities in the accompanying unaudited condensed consolidated balance sheets.

The Company made TRA payments of $ 7.9 million for the six months ended June 30, 2026.

As of December 31, 2025, the Company ’ s liability under the TRAs was $ 74.8 million, of which $ 7.9 million was recorded as a current liability, and $ 66.9 million was recorded as a component of long-term liabilities.

The Company made TRA payments of $ 40.8 million for the three months ended March 31, 2025.

The Company made TRA payments of $ 40.8 million for the six months ended June 30, 2025.

Note 12— Defined Contribution Plan

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The Company makes matching contributions at a rate of $ 1.00 for each $1.00 of employee contribution, subject to a cap of 6 % of the employee’s salary and federal limits.

Contributions made by the Company wer e $ 10.4 million and $ 9.8 million for the three months ended March 31, 2026 and 2025, respectively.

Contributions made by the Company wer e $ 11.1 million and $ 10.2 million for the three months ended June 30, 2026 and 2025, respectively, and $ 21.5 million and $ 20.0 million for the six months ended June 30, 2026 and 2025, respectively.

Note 13— Related Party Transactions

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As a result, Oklo is no longer a related party.

The change in Oklo’s fair value along with the sale of shares in the active market, resulted in a gain of $ 16.6 million during the three months ended March 31, 2025, included in gain on investments, net in the accompanying unaudited condensed consolidated statements of operations.

Additionally, the Company sold shares of Oklo valued at $ 29.9 million during the three months ended March 31, 2025, included in sale of equity securities

The change in Oklo’s fair value along with the sale of shares in the active market, resulted in a gain of $ 87.2 million and $ 70.6 million during the six and three months ended June 30, 2025, included in gain on investments, net in the accompanying unaudited condensed consolidated statements of operations.

LIBERTY ENERGY INC.

Notes to Condensed Consolidated Financial Statements

within the investing section in the accompanying unaudited condensed consolidated statements of cash flows.

Additionally, the Company sold shares of Oklo valued at $ 80.8 million during the six months ended June 30, 2025, included in sale of equity securities within the investing section in the accompanying unaudited condensed consolidated statements of cash flows.

The Company was not party to any other transactions related to Oklo during the period January 1, 2025 through February 2, 2025.

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Upon the commitment, the Company had a significant but non-controlling financial interest in Nomad.

Within the normal course of business, the Company purchased proppant from Nomad for $ 0.4 million and $ — million during the three months ended March 31, 2026 and 2025, respectively.

Payables to Nomad were $ 0.2 million and $ 0 as of March 31, 2026 and December 31, 2025, respectively.

As of March 31, 2026 and December 31, 2025, the value of the Company ’ s investment using the equity method of accounting was $ 6.5 million and $ 8.1 million, respectively.

During the three months ended March 31, 2026 and 2025, the Company received cash distributions from Nomad in the amounts of $ 1.6 million and $ 1.0 million, respectively, included in cash return on equity method investment within the operating section in the accompanying unaudited condensed consolidated statements of cash flows.

Within the normal course of business, the Company purchased proppant from Nomad for $ 0.3 million and $ 0.7 million during the three and six months ended June 30, 2026, respectively.

Within the normal course of business, the Company purchased proppant from Nomad for $ 0.1 million during the three and six months ended June 30, 2025.

There are zero payables due to Nomad as of June 30, 2026 and December 31, 2025, respectively.

As of June 30, 2026 and December 31, 2025, the value of the Company ’ s investment using the equity method of accounting was $ 6.0 million and $ 8.1 million, respectively, as presented in "Investments" on the accompanying unaudited condensed consolidated balance sheets.

During the six months ended June 30, 2026 and 2025, the Company received cash distributions from Nomad in the amounts of $ 1.6 million and $ 2.2 million, respectively, included in cash return on equity method investment within the operating section in the accompanying unaudited condensed consolidated statements of cash flows.

Bettering Human Lives Foundation

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Additionally, the Company and the Foundation entered into a professional services agreement (the “Professional Services Agreement”), whereby the Company may provide certain administrative services with a value up to $ 1.0 million annually to the Foundation, subject to reimbursement rights.

Under the Professional Services Agreement, the Company did not receive any reimbursement for services during the three months ended March 31, 2026 and 2025.

During the three months ended March 31, 2026 and March 31, 2025, the Company made charitable contributions of $ 0.0 million and $ 0.2 million, to the Foundation, respectively.

Under the Professional Services Agreement, the Company did not receive any reimbursement for services during the three and six months ended June 30, 2026 and 2025.

During the three and six months ended June 30, 2026, the Company made no charitable contributions to the Foundation.

During the three and six months ended June 30, 2025, the Company made charitable contributions of $ 0.1 million and $ 0.3 million, to the Foundation, respectively.

Note 14— Commitments & Contingencies

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The Company enters into purchase and supply agreements to secure supply and pricing of proppants, transload, and equipment.

As of March 31, 2026 and December 31, 2025, the agreements provide pricing and committed supply sources for the Company to purchas e 630,000 tons and 0 tons, respectively, of proppant through December 31, 2026.

As of June 30, 2026 and December 31, 2025, the agreements provide pricing and committed supply sources for the Company to purchas e 787,700 tons and 0 tons, respectively, of proppant through December 31, 2026.

Amounts below also include commitments to pay for transport fees on minimum amounts of proppants.

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Notwithstanding the uncertainty as to the final outcome, based upon the information currently available, management does not believe any matters, individually or in aggregate, will have a material adverse effect on the Company ’ s financial position or results of operations.

LIBERTY ENERGY INC.

Notes to Condensed Consolidated Financial Statements

Note 15— Selected Quarterly Financial Data

The following tables summarize consolidated changes in equity for the three months ended June 30, 2026 and 2025:

Balance—March 31, 2026 162,051 — $ 1,621 $ — $ 842,359 $ 1,120,083 $ ( 15,690 ) $ 1,948,373

Purchase of Capped Call — — — — ( 10 ) — — ( 10 )

$ 0.09 /share of Class A Common Stock dividend

— — — — — ( 14,688 ) — ( 14,688 )

Excise tax on share repurchases — — — — — — — —

Stock-based compensation expense — — — — 9,973 — — 9,973

Vesting of restricted stock units, net 1,140 — 11 — ( 19,349 ) — — ( 19,338 )

Currency translation adjustment — — — — — — ( 3,677 ) ( 3,677 )

Net income — — — — — 43,121 — 43,121

Balance—June 30, 2026 163,191 — $ 1,632 $ — $ 832,973 $ 1,148,516 $ ( 19,367 ) $ 1,963,754

Balance—March 31, 2025 160,790 — $ 1,608 $ — $ 965,665 $ 1,026,519 $ ( 19,680 ) $ 1,974,112

$ 0.08 /share of Class A Common Stock dividend

— — — — — ( 13,343 ) — ( 13,343 )

Excise tax on share repurchases — — — — 122 — — 122

Vesting of restricted stock units, net 1,166 — 12 — ( 11,048 ) — — ( 11,036 )

Stock-based compensation expense — — — — 8,101 — — 8,101

Currency translation adjustment — — — — — — 6,011 6,011

Net income — — — — — 71,016 — 71,016

Balance—June 30, 2025 161,956 — $ 1,620 $ — $ 962,840 $ 1,084,192 $ ( 13,669 ) $ 2,034,983

Note 16— Subsequent Events

Quarterly Dividend

On April 14, 2026, the Board approved a quarterly dividend of $ 0.09 per share of Class A Common Stock to be paid on June 18, 2026 to holders of record as of June 4, 2026.

On July 14, 2026, the Board approved a quarterly dividend of $ 0.09 per share of Class A Common Stock to be paid on September 18, 2026 to holders of record as of September 4, 2026.

No other significant subsequent events have occurred that would require recognition or disclosure in the unaudited condensed consolidated financial statements and notes thereto.

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We offer customers completions services, which include hydraulic fracturing together with complementary services including wireline services, proppant delivery solutions, field gas processing and treating, compressed natural gas (“CNG”) delivery, data analytics, related goods (including our sand mine operations), and technologies to facilitate lower emission completions, thereby helping our customers reduce their emissions profile.

We have grown from one active hydraulic fracturing fleet in December 2011 to approximately 40 active fleets as of March 31, 2026.

We have grown from one active hydraulic fracturing fleet in December 2011 to approximately 40 active fleets as of June 30, 2026.

We provide our services primarily in the major oil and gas shale basins in North America and in the Northern Territory of Australia.

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During 2025, LPI was primarily focused on the planning and development of our power service platform to pursue projects supporting the power demand created by new data center development and other commercial and industrial applications.

LPI is in the process of expanding market awareness of its integrated power and fuel solutions offering, developing engineered solutions, and ordering equipment and long-lead time items for these expected projects.

LPI is actively marketing its integrated power and fuel solutions offering, developing engineered solutions, and, as described in further detail below under "Liquidity and Capital Resources, ordering equipment and long-lead time items for these expected projects.

LPI also expanded its natural gas fueling services to support larger scale distributed power installations.

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In addition, our integrated supply chain includes proppant, chemicals, equipment, natural gas fueling services, logistics and integrated software which we believe promotes wellsite efficiency and leads to more pumping hours and higher productivity during completions services jobs to better service our customers.

LPI’s technology platform for distributed power generation includes (a) the Forte SM solution, which uses a modular, standardized construction approach for generation sites to reduce the risk of project execution, (b) the Tempo SM power quality management system to manage high-amplitude, cyclical load variations associated with artificial intelligence workloads and (c) when a grid interconnection is requested by the customer and available, the Chorus SM solution to optimize power costs through the use of a mix of co-located generation and grid power.

when a grid interconnection is requested by the customer and available, the Chorus SM solution to optimize power costs through the use of a mix of co-located generation and grid power.

In order to achieve our technological objectives, we carefully manage our liquidity and debt position to promote operational flexibility and invest in the business throughout the full commodity cycle in the regions we operate.

Recent Trends and Outlook

The conflict in Iran has driven attacks on regional energy infrastructure and the unprecedented effective closure of the Strait of Hormuz, inducing higher oil prices in the near term and raising the prospect of a sustained increase in supply side risk premiums.

In parallel, global LNG markets may face multi-year constraints following recent attacks on Qatar’s Ras Laffan hub and other regional gas infrastructure.

Over the course of 2026, this dynamic may support structural tailwinds for North America, as global consumers reevaluate energy supply chains and diversify sourcing, with greater reliance on U.S.

and Canadian sourced oil and refined product supply.

Entering the year, frac markets were recalibrated for flattish activity expectations which should result in a tighter balance between the underlying supply of frac fleets to meet expected demand.

Pricing pressure and softer activity over the past few years led to accelerated equipment cannibalization, fleet attrition, and underinvestment in next generation technology.

The recent rise in oil prices is above early year expectations, and is expected to drive better E&P economics so long as such prices are sustained.

Related to power markets, U.S.

power demand estimates continue to accelerate, exemplified by ERCOT’s recent projections that Texas grid demand could quadruple by 2032.

This expansion may be met by a fundamental shift in the commercial landscape whereby hyperscalers are expected to increasingly rely on distributed power service providers to self-generate and bypass traditional grid constraints leading to greater demand for power generation capacity.

During the first quarter of 2026, the posted WTI price traded at an average of $72.74 per barrel (“Bbl”), as compared to the first quarter 2025 average of $71.78 per Bbl, and the fourth quarter of 2025 average of $59.62 per Bbl.

In addition, during the first quarter of 2026, the Henry Hub price traded at an average of $4.71 per one million British thermal units (“MMBtu”), as compared to the first quarter of 2025 average of $4.14 per MMBtu, and the fourth quarter of 2025 average of $3.71 per MMBtu.

Subsequent to March 31, 2026, the Henry Hub traded at an average of $2.83 per MMBtu and the WTI price traded at an average of $99.85 per Bbl through April 20, 2026.

The average domestic onshore rig count for the United States and Canada was 741 rigs reported in the first quarter of 2026, down from the average in the first quarter 2025 of 788, and up from the fourth quarter of 2025 of 709, according to a report from Baker Hughes.

The current Middle East conflict with Iran has resulted in damage to regional energy infrastructure and continued uncertainty as to the availability of key energy export corridors.

This disruption has increased focus on energy security and supply diversification and reinforced the strategic importance of North American oil and natural gas resources.

This focus has the potential to grow international demand for North American petroleum products and LNG in the next several years.

North American frac activity improved modestly during the quarter following a gradual increase in producer activity.

Despite these short-term improvements, larger U.S.

and Canadian producers remain cautious regarding activity growth due to continued commodity price volatility and broader macroeconomic uncertainty.

Related to power markets, demand is being driven by continued AI data center development and broader industrial power requirements.

As power projects increase in scale and complexity, customers are expected to seek infrastructure providers capable of delivering integrated solutions across power supply, site readiness, energy management, and long-term operations.

During the second quarter of 2026, the posted WTI price traded at an average of $95.65 per barrel (“Bbl”), as compared to the second quarter 2025 average of $64.57 per Bbl, and the first quarter of 2026 average of $72.74 per Bbl.

In addition, during the second quarter of 2026, the Henry Hub price traded at an average of $2.95 per one million British thermal units (“MMBtu”), as compared to the second quarter of 2025 average of $3.19 per MMBtu, and the first quarter of 2026 average of $4.71 per MMBtu.

Subsequent to June 30, 2026, the Henry Hub traded at an average of $2.99 per MMBtu and the WTI price traded at an average of $76.07 per Bbl through July 20, 2026.

The average domestic onshore rig count for the United States and Canada was 688 rigs reported in the second quarter of 2026, up from the average in the second quarter 2025 of 686, and down from the first quarter of 2025 of 741, according to a report from Baker Hughes.

Business Developments

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For more information on the 2031 Notes and the 2032 Notes, see Note 7—Debt to the unaudited condensed consolidated financial statements in Part I, Item 1 of this Quarterly Report.

Amendment to Credit Agreement

We are party to that certain credit agreement, dated July 24, 2025 (the “Credit Agreement”), which provides for, among other things, a revolving credit facility with initial revolving commitments of $750 million, subject to certain borrowing base limitations based on a percentage of eligible accounts receivable, inventory and certain power generating assets (the “Revolving Credit Facility”).

On February 3, 2026, we entered into the first amendment (the “Amendment”) to the Credit Agreement that, among other things, (i) permits the incurrence of new bridge loan indebtedness in an aggregate principal amount not to exceed $600 million (“Permitted Bridge Indebtedness”), which must be incurred on or prior to June 30, 2026 and have a scheduled maturity date not later than 365 days from the date of incurrence, (ii) subject to certain limitations and requirements, permits liens securing the Permitted Bridge Indebtedness, (iii) increases the basket for permitted convertible indebtedness from $300 million to $600 million, which basket is in addition to other baskets permitting the incurrence of such indebtedness, and (iv) amends the maturity date of the Revolving Credit Facility to provide that such maturity date will be accelerated to the date that is 91 days prior to the stated maturity of any outstanding Permitted Bridge Indebtedness if such Permitted Bridge Indebtedness is still outstanding on such date.

For more information on the Credit Agreement, see Note 7—Debt to the unaudited condensed consolidated financial statements in Part I, Item 1 of this Quarterly Report.

Supply Contracts for Power Generation Equipment

During the three months ended June 30, 2026, we entered into supply contracts with various global suppliers, including Bergen Engines AS and Wärtsilä North America, Inc., and on July 22, 2026, we entered into a supply contract with Caterpillar Inc.

as described in “Part II – Other Information, Item 5.

Other Information” for the purchase of power generation equipment, including engines and certain balance of plant equipment, for the Company’s prospective data center and other distributed power projects.

For more information regarding these supply contracts, see below under “Liquidity and Capital Resources.”

Results of Operations

Three Months Ended March 31, 2026, Compared to Three Months Ended March 31, 2025

Three months ended March 31,

Three Months Ended June 30, 2026, Compared to Three Months Ended June 30, 2025

Three months ended June 30,

Description 2026 2025 Change

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Net income 43,121 71,016 (27,895)

Our revenue increased $43.7 million , or 4% , to $1.0 billion for the three months ended March 31, 2026 compared to $1.0 billion for the three months ended March 31, 2025.

The increase in revenue was primarily driven by higher activity levels and improved utilization, partially offset by pricing declines in line with market conditions.

Our revenue increased $146.1 million , or 14% , to $1.2 billion for the three months ended June 30, 2026 compared to $1.0 billion for the three months ended June 30, 2025.

The increase in revenue was predominantly driven by elevated activity levels and corresponding improvement in utilization.

Cost of Services

Cost of services (exclusive of depreciation, depletion, and amortization) increased $82.2 million , or 11% , to $843.8 million for the three months ended March 31, 2026 compared to $761.6 million for the three months ended March 31, 2025.

Cost of services (exclusive of depreciation, depletion, and amortization) increased $168.1 million , or 21% , to $980.3 million for the three months ended June 30, 2026 compared to $812.1 million for the three months ended June 30, 2025.

The increase in expense was primarily related to increases in parts and material volumes and personnel costs commensurate with the increase in activity levels.

General and Administrative

General and administrative expenses decreased $6.2 million , or 9% , to $59.5 million for the three months ended March 31, 2026 compared to $65.8 million for the three months ended March 31, 2025, primarily due to additional stock-based compensation expense recognized during the three months ended March 31, 2025 in connection with the resignation of the Company’s previous Chief Executive Officer.

General and administrative expenses increased $8.8 million , or 15% , to $67.2 million for the three months ended June 30, 2026 compared to $58.3 million for the three months ended June 30, 2025, primarily due to increased variable compensation costs and increased corporate costs to support higher activity levels and the expansion of our power business.

Transaction and Other Costs

The Company did not record any transaction and other costs during the three months ended March 31, 2026, compared to $0.8 million for the three months ended March 31, 2025.

See Note 2—Significant Accounting Policies to the unaudited condensed consolidated financial statements in Part I, Item 1 of this Quarterly Report for further details.

Transaction and other costs increased to $7.7 million during the three months ended June 30, 2026, compared to $0.0 million for the three months ended June 30, 2025.

The increase is due to tariffs and duties assessed during the quarter on certain pump components imported from other countries.

We have adjusted our supply chain strategy to reduce our tariff exposure on such components in future periods.

Depreciation, Depletion, and Amortization

Depreciation, depletion, and amortization expense decreased $13.7 million , or 11% , to $114.1 million for the three months ended March 31, 2026 compared to $127.7 million for the three months ended March 31, 2025.

The decrease during the three months ended March 31, 2026 was primarily due to equipment reaching the end of its depreciable life, partially offset by an increase in finance leases.

Depreciation, depletion, and amortization expense decreased $15.2 million , or 12% , to $114.2 million for the three months ended June 30, 2026 compared to $129.4 million for the three months ended June 30, 2025.

The decrease during the three months ended June 30, 2026 was primarily due to equipment reaching the end of its depreciable life, partially offset by an increase in finance leases.

(Gain) loss on Disposal of Assets, net

The Company recorded a gain on disposal of assets, net of $18.5 million for the three months ended March 31, 2026 compared to a $3.3 million loss for the three months ended March 31, 2025, as the Company disposed of used equipment that is no longer in use as part of normal course fleet and equipment management.

Additionally, during the three months ended March 31, 2026, the Company received insurance proceeds related to losses recorded in prior periods.

The Company recorded a loss on disposal of assets, net of $6.6 million for the three months ended June 30, 2026 compared to a $5.6 million loss for the three months ended June 30, 2025, as the Company disposed of used equipment that is no longer in use as part of normal course fleet and equipment management.

Other (Income) Expense, net

The Company recognized other income, net of $9.6 million for the three months ended March 31, 2026 compared to $9.7 million for the three months ended March 31, 2025.

Other (income) expense, net is comprised of gain on investments, net of $17.3 million related to investments in equity securities measured at fair value for the three months ended March 31, 2026, compared to $19.3 million during the three months ended March 31, 2025.

Additionally, interest expense, net decreased $1.8 million primarily as a result of the paydown of the Company’s balance on the Revolving Credit Facility in connection with the issuance of the 2031 Notes and 2032 Notes, refer to “Liquidity and Capital Resources” below for further discussion of the Company’s outstanding financing agreements.

The Company recognized other income, net of $39.6 million for the three months ended June 30, 2026 compared to $58.1 million for the three months ended June 30, 2025.

Other (income) expense, net is primarily comprised of gain on investments, net of $42.9 million related to investments in equity securities measured at fair value for the three months ended June 30, 2026, compared to $68.2 million during the three months ended June 30, 2025.

Additionally, interest expense, net decreased $6.8 million primarily as a result of the paydown of the Company’s balance on the Revolving Credit Facility in connection with the issuance of the 2031 Notes and 2032 Notes.

Refer to “Liquidity and Capital Resources” below for further discussion of the Company’s outstanding financing agreements.

Income Tax Expense

The Company recognized income tax expense of $9.3 million for the three months ended March 31, 2026, an effective rate of 29.2%, compared to $7.8 million for the three months ended March 31, 2025, an effective rate of 28.0%.

The increase in income tax expense was primarily attributable to the increase in net income before income taxes, as discussed above.

The Company recognized income tax expense of $9.2 million for the three months ended June 30, 2026, an effective rate of 17.5%, compared to $24.1 million for the three months ended June 30, 2025, an effective rate of 25.0%.

The decrease in income tax expense was attributable to the decrease in net income before income taxes as well as a decrease in the effective tax rate.

Six Months Ended June 30, 2026, Compared to Six Months Ended June 30, 2025

Six months ended June 30,

Description 2026 2025 Change

(in thousands)

Revenue $ 2,209,780 $ 2,019,982 $ 189,798

Cost of services (exclusive of depreciation, depletion, and amortization shown separately below) 1,824,072 1,573,723 250,349

General and administrative 126,712 124,119 2,593

Transaction and other costs 7,691 811 6,880

Depreciation, depletion, and amortization 228,272 257,108 (28,836)

(Gain) loss on disposal of assets, net (11,961) 8,976 (20,937)

Operating income 34,994 55,245 (20,251)

Other income, net (49,144) (67,825) 18,681

Net income before income taxes 84,138 123,070 (38,932)

Income tax expense 18,459 31,943 (13,484)

Net income 65,679 91,127 (25,448)

Our revenue increased $189.8 million , or 9%, to $2.2 billion for the six months ended June 30, 2026 compared to $2.0 billion for the six months ended June 30, 2025.

The increase in revenue was predominantly driven by elevated activity levels and corresponding improvement in utilization.

Cost of Services

Cost of services (exclusive of depreciation, depletion, and amortization) increased $250.3 million , 16% , to $1.8 billion for the six months ended June 30, 2026 compared to $1.6 billion for the six months ended June 30, 2025.

The increase in expense was primarily related to increases in parts and material volumes and personnel costs commensurate with the increase in activity levels.

General and Administrative

General and administrative expenses increased $2.6 million , or 2% , to $126.7 million for the six months ended June 30, 2026 compared to $124.1 million for the six months ended June 30, 2025, primarily due to increased variable compensation costs and increased corporate cost to support higher activity levels and the continued expansion of our power business, partially offset by lower stock-based compensation expense as the prior year period included stock-based compensation in connection with the resignation of the Company's previous Chief Executive Officer upon his confirmation to the Secretary of Energy of the United States.

Transaction and Other Costs

Transaction and other costs increased to $7.7 million during the six months ended June 30, 2026, compared to $0.8 million for the six months ended June 30, 2025.

The increase is due to tariffs and duties assessed during the quarter on certain pump components imported from other countries.

We have adjusted our supply chain strategy to reduce our tariff exposure on such components in future periods.

Depreciation, Depletion, and Amortization

Depreciation, depletion, and amortization expense decreased $28.8 million , or 11% , to $228.3 million for the six months ended June 30, 2026 compared to $257.1 million for the six months ended June 30, 2025.

The decrease during the six months ended June 30, 2026 was primarily due to equipment reaching the end of its depreciable life, partially offset by an increase in finance leases.

(Gain) loss on Disposal of Assets, net

The Company recorded a gain on disposal of assets, net of $12.0 million for the six months ended June 30, 2026 compared to a $9.0 million loss for the six months ended June 30, 2025, as the Company disposed of used equipment that is no longer in use as part of normal course fleet and equipment management.

Additionally, during the six months ended June 30, 2026, the Company received insurance proceeds related to losses recorded in prior periods.

Other (Income) Expense, net

The Company recognized other income, net of $49.1 million for the six months ended June 30, 2026 compared to $67.8 million for the six months ended June 30, 2025.

Other (income) expense, net is comprised of gain on investments, net of $60.2 million related to investments in equity securities measured at fair value for the six months ended June 30, 2026, compared to $87.5 million during the six months ended June 30, 2025.

Additionally, interest expense, net decreased $8.6 million primarily as a result of the paydown of the Company’s balance on the Revolving Credit Facility in connection with the issuance of the 2031 Notes and 2032 Notes.

Refer to “Liquidity and Capital Resources” below for further discussion of the Company’s outstanding financing agreements.

Income Tax Expense

The Company recognized income tax expense of $18.5 million for the six months ended June 30, 2026, an effective rate of 21.9%, compared to $31.9 million for the six months ended June 30, 2025, an effective rate of 26.0%.

The decrease in income tax expense was primarily attributable to the decrease in net income before income taxes as well as a decrease in the effective tax rate.

Comparison of Non-GAAP Financial Measures

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We define EBITDA as net income before interest, income taxes, and depreciation, depletion, and amortization.

We define Adjusted EBITDA as EBITDA adjusted to eliminate the effects of items such as non-cash stock-based compensation, new fleet or new basin start-up costs, fleet lay-down costs, gain or loss on the disposal of assets, net, bad debt reserves, transaction and other costs, the gain or loss on remeasurement of liability under our tax receivable agreements, the gain or loss on investments, net, and other non-recurring expenses that management does not consider in assessing ongoing performance.

We define Adjusted EBITDA as EBITDA adjusted to eliminate the effects of items such as non-cash stock-based compensation, new fleet or new basin start-up costs, fleet lay-down costs, gain or loss on the disposal of assets, net, bad debt reserves, transaction and other costs, the gain or loss on remeasurement of liability under our tax receivable agreements, the gain or loss on investments, net, and other expenses that management does not consider in assessing ongoing performance.

Our Board of Directors (the “Board”), management, investors, and lenders use EBITDA and Adjusted EBITDA to assess our financial performance because it allows them to compare our operating performance on a consistent basis across periods by removing the effects of our capital structure (such as varying levels of interest expense), asset base (such as depreciation, depletion, and amortization) and other items that impact the comparability of financial results from period to period.

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The following tables present a reconciliation of EBITDA and Adjusted EBITDA to our net income, which is the most directly comparable GAAP financial measure for the periods presented:

Three Months Ended March 31, 2026, Compared to Three Months Ended March 31, 2025:

Three and Six Months Ended June 30, 2026, Compared to Three and Six Months Ended June 30, 2025:

EBITDA and Adjusted EBITDA

Three Months Ended March 31,

Description 2026 2025 Change

Three Months Ended June 30, Six Months Ended June 30,

Description 2026 2025 Change 2026 2025 Change

(in thousands)

8 unchanged sentences

Transaction and other costs 7,691 — 7,691 7,691 811 6,880

Provision for credit losses — 627 (627) — 627 (627)

Adjusted EBITDA $ 151,145 $ 180,798 $ (29,653) $ 276,995 $ 348,948 $ (71,953)

EBITDA was $153.7 million for the three months ended March 31, 2026 compared to $165.2 million for the three months ended March 31, 2025.

Adjusted EBITDA was $125.9 million for the three months ended March 31, 2026 compared to $168.2 million for the three months ended March 31, 2025.

The decreases in EBITDA and Adjusted EBITDA primarily resulted from the increase in costs of services out pacing the increase in revenue due to increased materials pricing and personnel costs, offset by a decrease in general and administrative expenses for the three months ended March 31, 2026, compared to the three months ended March 31, 2025.

EBITDA was $169.8 million for the three months ended June 30, 2026 compared to $234.7 million for the three months ended June 30, 2025.

Adjusted EBITDA was $151.1 million for the three months ended June 30, 2026 compared to $180.8 million for the three months ended June 30, 2025.

The decreases in EBITDA and Adjusted EBITDA primarily result from a decrease in Net Income, which is resulting from the increase in costs of services out pacing the increase in revenue due to increased materials pricing and personnel costs for the three months ended June 30, 2026, compared to the three months ended June 30, 2025.

EBITDA was $323.5 million for the six months ended June 30, 2026 compared to $399.9 million for the six months ended June 30, 2025.

Adjusted EBITDA was $277.0 million for the six months ended June 30, 2026 compared to $348.9 million for the six months ended June 30, 2025.

The decreases in EBITDA and Adjusted EBITDA primarily result from a decrease in Net Income, which is resulting from the increase in costs of services out pacing the increase in revenue due to increased materials pricing and personnel costs for the six months ended June 30, 2026, compared to the six months ended June 30, 2025.

Liquidity and Capital Resources

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While we believe that these sources are adequate for our current liquidity needs, we monitor the availability and cost of capital resources such as equity, debt, and lease financings that could be leveraged for current or future financial obligations including those related to organic growth, acquisitions, capital expenditures, working capital, and other liquidity requirements.

During the quarter ended March 31, 2026, we issued the 2031 Notes and the 2032 Notes for net proceeds of $746.0 million and $511.3 million, respectively, after deducting the initial purchasers’ discount and commissions and offering expenses paid by us.

During the six months ended June 30, 2026, we issued the 2031 Notes and the 2032 Notes for net proceeds of $746.0 million and $511.3 million, respectively, after deducting the initial purchasers’ discount and commissions and offering expenses paid by us.

We also entered into privately negotiated capped call transactions with respect to each of the 2031 Notes and the 2032 Notes with certain of the initial purchasers or their respective affiliates and certain other financial institutions at a cost of approximately $109.3 million and $77.2 million, respectively.

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We plan to raise funds, and may incur additional debt, through project specific financing including non-recourse debt, and co-investments or equity to support the expansion of our distributed power business.

Our primary uses of capital have been capital expenditures to support growth, both organic and through acquisitions, and funding ongoing operations, including maintenance and fleet upgrades, as well as the repurchases of, and dividends on, shares of our Class A Common Stock (the “Class A Common Stock”).

Cash and cash equivalents increased by $671.6 million to $699.1 million as of March 31, 2026 compared to $27.6 million as of December 31, 2025, while working capital excluding cash and current liabilities under debt and lease arrangements increased $87.4 million.

As of March 31, 2026, the Company was party to the Credit Agreement, which provides for a revolving line of credit up to $750.0 million.

Our primary uses of capital have been capital expenditures to support growth for our completions business, both organic and through acquisitions, and funding ongoing operations, including purchasing long-lead time equipment for our distributed power solutions business, and maintenance and fleet upgrades, as well as the repurchases of, and dividends on, shares of our Class A Common Stock (the “Class A Common Stock”).

Cash and cash equivalents increased by $527.8 million to $555.4 million as of June 30, 2026 compared to $27.6 million as of December 31, 2025, while working capital excluding cash and current liabilities under debt and lease arrangements increased $85.4 million.

As of June 30, 2026, the Company was party to the Credit Agreement, which provides for a revolving line of credit up to $750.0 million.

The Credit Agreement is subject to certain borrowing base limitations based on a percentage of eligible accounts receivable, inventory and certain power generating assets available to finance working capital needs.

The Company used a portion of the net proceeds from the offering of the 2031 Notes to repay all indebtedness outstanding under the Revolving Credit Facility, excluding letters of credit.

As of March 31, 2026, the borrowing base was calculated to be $508.9 million, and the Company had no amounts outstanding, excluding letters of credit in the amount of $19.4 million, with $489.5 million of remaining availability.

In the first quarter of 2026 the Company used a portion of the net proceeds from the offering of the 2031 Notes to repay all indebtedness outstanding under the Revolving Credit Facility, excluding letters of credit.

As of June 30, 2026, the borrowing base was calculated to be $467.7 million, and the Company had no amounts outstanding, excluding letters of credit in the amount of $19.4 million, with $448.3 million of remaining availability.

The Credit Agreement contains financial covenants that we are required to maintain, in addition to covenants that restrict our ability to take certain actions.

As of March 31, 2026, we were in compliance with all debt covenants.

As of June 30, 2026, we were in compliance with all debt covenants.

See Note 7 —Debt to the accompanying unaudited condensed consolidated financial statements in Part I, Item 1 of this Quarterly Report for further details.

We have no material off balance sheet arrangements as of March 31, 2026, except for purchase commitments under supply agreements as disclosed above under Note 14—Commitments & Contingencies to the unaudited condensed consolidated financial statements in Part I, Item 1 of this Quarterly Report.

As such, we are not materially exposed to any other financing, liquidity, market, or credit risk that could arise if we had engaged in such financing arrangements.

Share Repurchase Program

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The Company expects to fund any repurchases by using cash on hand, borrowings under the Revolving Credit Facility, and expected free cash flow to be generated through the duration of the share repurchase program.

The Company did not repurchase or retire any shares of Class A Common Stock under the share repurchase program during the three months ended March 31, 2026.

During the three months ended March 31, 2025, Company repurchased and retired shares of Class A Common Stock for $24.0 million under the share repurchase program.

The Company did not repurchase or retire any shares of Class A Common Stock under the share repurchase program during the three or six months ended June 30, 2026.

The following table summarizes our cash flows for the periods indicated:

Three Months Ended March 31,

Six Months Ended June 30,

Description 2026 2025 Change

6 unchanged sentences

752,047 (174,083) 926,130

Analysis of Cash Flow Changes Between the Three Months Ended March 31, 2026 and 2025

Analysis of Cash Flow Changes Between the Six Months Ended June 30, 2026 and 2025

Operating Activities .

Net cash provided by operating activities was $8.4 million for the three month s ended March 31, 2026, compared to $192.1 million for the three months ended March 31, 2025.

The $183.7 million decrease in cash from operating activities is attributable to a $112.7 million decrease in cash from changes in working capital for the three months ended March 31, 2026, compared to a $39.8 million increase in cash from changes in working capital for the three months ended March 31, 2025.

Net cash provided by operating activities was $141.4 million for the six months ended June 30, 2026, compared to $362.7 million for the six months ended June 30, 2025.

The $221.3 million decrease in cash from operating activities is attributable to a $119.6 million decrease in cash from changes in working capital for the six months ended June 30, 2026, compared to a $61.7 million increase in cash from changes in working capital for the six months ended June 30, 2025.

Additionally cash from operating activities decreased due to a $229.8 million increase in cash operating expenses, interest expense, net, and income tax expense, offset by a $189.8 million increase in revenues.

Investing Activities .

Net cash used in investing activities was $137.3 million for the three months ended March 31, 2026, compared to $106.2 million for the three months ended March 31, 2025.

Cash used in investing activities was higher during the three months ended March 31, 2026, compared to the three months ended March 31, 2025 primarily due to a $23.1 million increase in new equipment purchases and capitalized maintenance of existing equipment and a decrease in the proceeds on sale of equity securities of $29.9 million.

Additionally the increase in cash used in investing activities is due to the Tamboran shares purchased during the three months ended March 31, 2026 of $3.9 million, offset by the cash used for the acquisition of IMG Energy Solutions of $15.2 million in the three months ended March 31, 2025, as well as a increase of $10.5 million in cash proceeds from the sale of assets.

Net cash used in investing activities was $364.6 million for the six months ended June 30, 2026, compared to $189.3 million for the six months ended June 30, 2025.

Cash used in investing activities was higher during the six months ended June 30, 2026, compared to the six months ended June 30, 2025 primarily due to a $109.4 million increase in equipment purchases, capitalized maintenance, and capital deposits, a decrease in the proceeds on sale of equity securities of $80.8 million, and an increase of $9.7 million for shares purchased in Tamboran.

These increases in cash used in investing activities were partially offset by a decrease from the acquisition of IMG Energy Solutions of $15.2 million in the six months ended June 30, 2025, and an increase of $9.4 million in cash proceeds from the sale of assets.

Refer to Note 2—Significant Accounting Policies to the unaudited condensed consolidated financial statements in Part I, Item 1 of this Quarterly Report for additional information related to the IMG Acquisition.

Financing Activities .

Net cash provided by financing activities was $800.6 million for the three months ended March 31, 2026, compared to net cash used in financing activities of $81.8 million for the three months ended March 31, 2025.

Net cash provided by financing activities was $752.0 million for the six months ended June 30, 2026, compared to net cash used in financing activities of $174.1 million for the six months ended June 30, 2025.

The $926.1 million increase in cash provided by financing activities was primarily due to an increase in net borrowing activities of $887.7 million which includes the initial cash received from the 2031 Notes and the 2032 Notes, purchase of capped calls, net borrowings under the Caterpillar Agreement, net borrowings and repayments on the Revolving Credit Facility, and payment of debt issuance costs.

Additionally, there was a $24.0 million decrease in share repurchases, a $32.9 million decrease in cash paid under the TRA liability, and a $5.8 million decrease in tax withholdings for RSUs offset by a $4.7 million increase in cash paid for finance leases and a $1.4 million increase in dividends paid.

Additionally, there was a $24.9 million decrease in share repurchases, a $32.9 million decrease in cash paid under the TRA liability, offset by a $1.8 million increase in tax withholdings for RSUs, a $14.2 million increase in cash paid for finance leases and a $3.4 million increase in dividends paid.

Cash Requirements

Our material uses of cash consist primarily of obligations under long-term debt including the 2032 Notes, 2031 Notes and the Revolving Credit Facility, TRAs, finance and operating leases for property and equipment, cash used to pay for repurchases of, and dividends on, shares of our Class A Common Stock, and purchase obligations as part of normal operations and our expansion into the distributed power business.

During the quarter ended March 31, 2026, the Company issued $770.0 million aggregate principal amount and $525.0 million aggregate principal amount of the 2031 Notes and the 2032 Notes, respectively.

During the six months ended June 30, 2026, the Company issued $770.0 million aggregate principal amount and $525.0 million aggregate principal amount of the 2031 Notes and the 2032 Notes, respectively.

See Note 7 —Debt to the unaudited condensed consolidated financial statements in Part I, Item 1 of this Quarterly Report.

Certain amounts included in our contractual obligations as of March 31, 2026 are based on our estimates and assumptions about these obligations, including pricing, volumes, and duration.

We have no material off balance sheet arrangements as of March 31, 2026, except for purchase commitments for generation assets to support our distributed power business and under sand supply agreements of which $30.0 million is payable within 2026, and $0.0 million is payable thereafter.

See Note 14 —Commitments & Contingencies to the unaudited condensed consolidated financial statements in Part I, Item 1 of this Quarterly Report for information regarding scheduled contractual sand supply obligations.

Certain amounts included in our contractual obligations as of June 30, 2026 are based on our estimates and assumptions about these obligations, including pricing, volumes, and duration.

We have no material off balance sheet arrangements as of June 30, 2026, except for purchase commitments for generation assets to support our distributed power business and under sand supply agreements of which $35.2 million is payable within 2026, and $0.0 million is payable thereafter.

During the year, we entered into various equipment supply contracts for the purchase of power generation equipment, including engines, balance of plant equipment, and related services for our distributed power solutions business for an aggregate price of approximately $1.3 billion.

As of June 30, 2026, the total remaining commitments under these contracts was $1.1 billion.

These remaining payments are to be made in installments in connection with the scheduling, delivery, performance testing, and takeover of the equipment.

In addition, on July 22, 2026, we entered into an additional equipment supply contract with CAT, which has a purchase price of approximately $801 million.

We expect to receive the equipment currently on order under these supply contracts beginning in 2027 through 2030.

The timing and amount of these obligations may change as a result of supplier manufacturing and delivery schedules, site readiness, transportation, customs-clearance requirements, governmental approvals, performance testing, force majeure events, change orders and contractual modifications, or other

circumstances.

We could incur significant additional capital expenditures if activity levels or opportunities increase during the course of the year.

We intend to fund these capital expenditures using the primary sources of liquidity described above.

As of June 30, 2026, we had outstanding finance lease obligations of $264.2 million and operating lease obligations of $57.0 million.

There have been no other material changes to cash requirements since the year ended December 31, 2025.

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The Company is also subject to Canada and Australia federal and provincial income tax on its foreign operations.

The effective global income tax rate applicable to the Company for the three months ended March 31, 2026 was 29.2% compared to 28.0%, for the period ended March 31, 2025.

The effective global income tax rate applicable to the Company for the six months ended June 30, 2026 was 21.9% compared to 26.0%, for the period ended June 30, 2025.

The Company’s effective tax rate is greater than the statutory federal income tax rate of 21.0% due to state income taxes in the states the Company operates, nondeductible executive compensation, as well as GILTI inclusions from the Company’s foreign operations, partially offset by U.S.

federal income tax credits.

The Company recognized an income tax expense of $9.3 million and $7.8 million during the three months ended March 31, 2026, and 2025 respectively.

The Company recognized an income tax expense of $9.2 million and $18.5 million during the three and six months ended June 30, 2026, respectively.

The Company recognized an income tax expense of $24.1 million and $31.9 million during the three and six months ended June 30, 2025, respectively.

As of March 31, 2026 and December 31, 2025, the Company’s net deferred tax liabilities were $162.9 million and $195.6 million, respectively.

As of June 30, 2026 and December 31, 2025, the Company’s net deferred tax liabilities were $170.2 million and $195.6 million, respectively.

Refer to Note 11— Income Taxes to the unaudited condensed consolidated financial statements in Part I, Item 1 of this Quarterly Report for additional information related to income tax expense.

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What changed 10-Q

Item 1. Financial Statements