What changed in this filing

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Item 1. Business

2024-03-07 compared with 2023-03-14 · 72 added, 187 removed, 138 unchanged (65% of the section changed)

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Introduction.

Unless otherwise indicated, the terms “we,” “our” and “us” are used in this report to refer to either Team, Inc., to one or more of our consolidated subsidiaries or to all of them taken as a whole.

Our stock is traded on the New York Stock Exchange (“NYSE”) under the symbol “TISI”.

Unless otherwise indicated, the terms “Team,” “we,” “our” and “us” are used in this report to refer to either Team, Inc., to one or more of our consolidated subsidiaries or to all of them taken as a whole.

Our stock is traded on the NYSE under the symbol “TISI”.

We are a global, leading provider of specialty industrial services offering clients access to a full suite of conventional, specialized, and proprietary mechanical, heat-treating, and inspection services.

We deploy conventional to highly specialized inspection, condition assessment, maintenance and repair services that result in greater safety, reliability and operational efficiency for our clients’ most critical assets.

Prior to the sale of our Quest Integrity segment (“Quest Integrity”) as discussed below, we conducted operations in three segments:

Inspection and Heat Treating (“IHT”), Mechanical Services (“MS”) and Quest Integrity.

We currently conduct operations in two segments.

We conduct operations in two segments:

Inspection and Heat Treating (“IHT”) and Mechanical Services (“MS”).

Through the capabilities and resources in these two segments, we believe that we are uniquely qualified to provide integrated solutions involving:

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(i) turnaround or project services, (ii) call-out services, and (iii) nested or run-and-maintain services.

On November 1, 2022, we completed the sale of all of the issued and outstanding equity interests of our wholly-owned subsidiary, TQ Acquisition Inc., a Texas corporation (“TQ Acquisition”), to Baker Hughes Holdings LLC (“Baker Hughes”) for an aggregate purchase price of approximately $279.0 million, after certain post-closing adjustments (the “Quest Integrity Transaction”), pursuant to that certain Equity Purchase Agreement by and between us and Baker Hughes, dated as of August 14, 2022 (the “Sale Agreement”).

TQ Acquisition and its subsidiaries constituted Quest Integrity, which provided integrity and reliability management solutions for the process, pipeline and power sectors.

The criteria for reporting Quest Integrity as a discontinued operation have been met and, as such, all periods presented in this Form 10-K have been recast to present Quest Integrity as a discontinued operation.

Unless otherwise specified, the financial information and discussion in this Form 10-K are based on our continuing operations (IHT and MS segments) and exclude any results of our discontinued operations (Quest Integrity).

Refer to Note 2 - Discontinued Operations for additional details.

IHT provides conventional and advanced non-destructive testing (“NDT”) services primarily for the process, pipeline and power sectors, pipeline integrity management services, and field heat treating services, as well as associated engineering and condition assessment services.

IHT provides conventional and advanced non-destructive testing services primarily for the process, pipeline and power sectors, pipeline integrity management services, and field heat treating services, as well as associated engineering and condition assessment services.

These services can be offered while facilities are running (on-stream), during facility turnarounds or during new construction or expansion activities.

In addition, IHT provides comprehensive non-destructive testing services and metallurgical and chemical processing services to the aerospace industry, covering a range of components including finished machined and in-service components.

IHT also provides advanced digital imaging including remote digital video imaging.

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Asset shutdowns can be planned, such as a turnaround maintenance event, or unplanned, such as those due to component failure or equipment breakdowns.

Our specialty maintenance, turnaround and outage services are designed to minimize client downtime and are primarily delivered while assets are off-line and often through the use of cross-certified technicians, whose multi-craft capabilities deliver the production needed

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to achieve tight time schedules.

These critical services include on-site field machining;

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and valve management solutions.

Prior to its sale, Quest Integrity provided integrity and reliability management solutions for the process, pipeline and power sectors.

These solutions encompass two broadly-defined disciplines:

(1) highly specialized in-line inspection services for historically unpiggable process piping and pipelines using proprietary in-line inspection tools and analytical software;

and (2) advanced engineering and condition assessment services through a multi-disciplined engineering team and related lab support.

As referenced previously, Quest Integrity is now reported as discontinued operations.

We market our services to companies in a diverse array of heavy industries which include:

• Energy (refining, power, renewables, nuclear and liquefied natural gas);

• Energy (refining, power, renewables, nuclear, offshore oil and gas, and liquefied natural gas);

• Manufacturing and Process (chemical, petrochemical, pulp and paper industries, automotive and mining);

• Midstream and Others (valves, terminals and storage, pipeline and offshore oil and gas);

• Public Infrastructure (amusement parks, bridges, ports, construction and building, roads, dams and railways);

• Midstream (valves, terminals and storage, and pipeline);

• Public Infrastructure (construction and building, roads, dams, amusement parks, bridges, ports, and railways);

• Aerospace and Defense.

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Description of Business

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Heat treating services are generally associated with turnaround, project and new construction activities.

A description of these core IHT services is as follows:

These core IHT services are as follows:

• Non-Destructive Evaluation and Testing Services.

Machined parts, industrial piping and structures can be complex systems that experience extreme loads and fatigue during their lifetime.

Our Non-Destructive Evaluation and Testing (“NDE/NDT”) services enable the inspection of these components without permanently altering the equipment.

It is a highly valuable technique that is often used to validate the integrity of materials, detect instabilities, discover performance outside of tolerances, identify failed components, or highlight an inadequate control system.

Inspection services frequently require industry recognized training and certification.

We employ training and certification programs, which are designed to meet or exceed industry standards.

As assets continue to age and remain in service often beyond the original design life, and compliance regulations advance in parallel, inspection and assessment techniques are playing a critical role in safely monitoring fitness-for-service and where practical, extending the useful life of this aging infrastructure.

• Radiographic Testing.

Radiographic Testing (“RT”) is used to detect discontinuities in ferrous and nonferrous castings, welds or forgings using X-ray or gamma ray radiation.

RT reveals both external and internal defects, internal assembly details and changes in thickness.

Our licensed technicians utilize conventional, computed and real-time radiography testing techniques depending upon the complexity and needs of our clients.

• Ultrasonic Testing.

Ultrasonic Testing (“UT”) uses high frequency ultrasonic waves to detect surface breaking and internal imperfections, measure material thickness and determine acceptance or rejection of a test object based on a reference code or standard.

We offer ten different types of UT methods, including traditional scans as well as automated and high speed ultrasonic Electro Magnet Acoustic Transducer testing.

Each method is utilized to meet a specific material or process application requirement.

• Magnetic Particle Inspection.

Magnetic Particle Inspection is an NDT process for detecting surface and slight subsurface discontinuities in ferroelectric materials such as iron, nickel, cobalt, and some of their alloys.

The process puts a magnetic field into the test object.

When the part is magnetized, flaws perpendicular to the magnetic field direction cause flux leakage.

If a lapse or a crack is present, the magnetic particles will be attracted to the flawed area, providing our technician with what is called an indication.

Our technician will then evaluate the indication to assess the location, size, shape and extent of these imperfections.

• Liquid Penetrant Inspection.

Liquid Penetrant Inspection is one of the most widely used NDE/NDT methods.

Its popularity can be attributed to two main factors:

its relative ease of use and its flexibility.

Liquid Penetrant Inspection can be used to inspect almost any material.

We utilize Liquid Penetrant Inspection to detect surface discontinuities in both ferromagnetic and non-ferromagnetic materials.

In castings and forgings, there may be cracks or leaks in new products or fatigue cracks in in-service components.

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• Positive Material Identification.

Positive Material Identification (“PMI”) quickly and accurately identifies the composition of more than 100 different metallurgical alloys onsite.

We can perform PMI on virtually any size or shape of pipe, plate, weld, welding materials, machined parts or castings.

• Electromagnetic Testing.

Electromagnetic Testing applies to a family of test methods that use magnetism and electricity to detect or measure cracks, flaws, corrosion or heat damage in conductive materials.

Magnetic properties and geometric analysis are used to determine the best technique to identify defects.

Our electromagnetic services enable our technicians to evaluate small cracks, pits, dents and general thinning in tubing with small diameters, large steel surfaces such as storage tank floors, and everything in between.

• Alternating Current Field Measurement.

Originally developed for inspection of fatigue cracking, our Alternating Current Field Measurement (“ACFM”) is an advanced technique for detecting surface cracks and pinpointing the location, length and depth of the defect.

Our ACFM works through paint and coatings and in a wide range of temperatures.

Results are automatically recorded and accepted by certification authorities.

• Eddy Current Testing.

Eddy Current Testing (“ECT”) is ideal for nonferrous materials such as heat exchanger tubes, condensers, boilers, tubing and aircraft surfaces.

Our ECT uses electromagnetic induction to detect flaws in conductive materials, displaying the presence of very small cracks, pits, dents and general thinning.

• Long-Range Guided Ultrasonics.

Guided wave inspection is a method of ultrasonic testing that enables the detection and location of pipe defects above and below ground without disruption of service.

This technique only requires a small area of excavation to perform the testing where applicable.

Guided ultrasonics sends a bilateral signal over hundreds of feet allowing long ranges of piping to be inspected at one time.

• Phased Array Ultrasonic Testing.

Phased Array Ultrasonics Testing (“PAUT”) provides enhanced detection, characterization and sizing capability of flaws in manufactured materials like welds.

PAUT applies computer-controlled excitation to individual elements in a multi-element probe.

By varying the timing of the excitation, the sound beam can be swept through a range of angles to a specific area of interest.

• Terminals and Storage Inspection and Management Programs.

Our above ground storage tank (“AST”) inspection and management team, Team Tank Consultants (“TTC”), specializes in performing inspections, condition assessment and selected repair services across the United States (“U.S.”) for AST and related infrastructure.

Backed by our in-house engineering, documentation and certification services – including American Petroleum Institute 653, 510 & 570 evaluations – TTC’s on-site inspections, repair and maintenance services help keep clients’ tanks fully operational and compliant with stringent industry standards.

We provide a range of innovative and cost-effective solutions to suit the client’s individual requirements for inspection and maintenance services for the energy and industrial markets.

Our rope access solutions allow for work to be carried out safely and is quicker than traditional methods using scaffolding, keeping costs and operational disruption to a minimum.

We provide these services under full accreditation by the Industrial Rope Access Trade Association, whose guidelines are recognized by the industry as the safest method of working at heights.

• Rope Access.

• Mechanical Integrity Services.

Maintaining the integrity of equipment is more than simply performing inspections.

A well-implemented Mechanical Integrity (“MI”) program involves multiple components that improve the safety and reliability of a facility’s equipment.

Our MI programs are designed to ensure the continued integrity and fitness-for-service of piping systems, pressure vessels, tanks and related components.

Our mechanical integrity engineers are trained on pertinent codes and standards of the Occupational Safety and Health Administration’s (“OSHA”) process safety management and the U.S.

Environmental Protection Agency’s (the “EPA”) risk management program regulations.

• Pipeline Integrity Services.

We assist pipeline operators in regard to their regulatory compliance, ongoing inspection and maintenance activities that verify the safety, integrity and life expectancy of their pipeline systems.

Pipeline Integrity (“PI”) services can include engineering and consulting services that review the program, prior inspection data and advise in threat planning and monitoring.

Most midstream piping systems are below ground, and environmental assessments are necessary to understand the threats from topography and soil and to determine the effectiveness of the coating/cathodic protection systems.

We apply the appropriate conventional and advanced NDE methods to provide the most accurate identification, characterization and sizing of pipeline anomalies and then apply engineering service to assist with repair recommendations.

Standard, accurate and timely documentation and reporting along with quality reviews with our PI services are necessary to support our clients’ regulation compliance.

• Heat Treating Services.

Heat Treating Services include electric resistance and gas-fired combustion, primarily utilized by industrial clients to enhance the metallurgical properties of their process piping and equipment.

Electric resistance heating is the transfer of high energy power sources through attached heaters to the plant component to preheat weld joints, to remove contaminants and moisture prior to welding, for post-weld heat treatments and to relieve metal thermal stresses induced by the welding process.

Specialty heat treating processes are performed using gas-fired combustion on large pressure vessels for stress

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relieving to bake specialty paint coatings and controlled drying of abrasion and temperature resistant refractories.

Special high frequency heating, commonly called induction heating, is used for expanding metal parts for assembly or disassembly, expanding large bolting for industrial turbines and stress relieving projects which are cost prohibitive for electric resistance or gas-fired combustion.

Mechanical Services Segment:

MS provides onstream services engineered to keep client assets on-line and producing, and specialty maintenance, turnaround and outage services, which are performed while assets are off-line, and are designed to reduce client downtime.

These core MS services described below are delivered in on-call, project-managed, and full-time nested capacities.

These core MS services listed below are delivered in on-call, project-managed, and full-time nested capacities.

• Leak Repair Services.

Our leak repair services consist of onstream repairs of leaks in pipes, valves, flanges and other parts of piping systems, pipelines and related assets.

Our onstream repairs utilize field-ready craft repairs;

standardized modular clamps and leak enclosures;

as well as customized engineered solutions, manufactured to critical tolerances with our in-house computer numerical control (“CNC”) technology.

We use specially developed techniques and equipment, along with our proprietary sealants for all repairs.

Many of our repairs are furnished as interim measures which allow assets to continue operating until more permanent repairs can be made during plant shutdowns.

Our leak repair solutions involve inspection of the leak by our highly-trained field technicians who record pertinent information about the faulty part of the system and transmit the information to our in-house engineering department for determination of appropriate repair techniques.

Repair materials such as clamps and enclosures can be custom designed and manufactured at our International Organization for Standardization (“ISO”)-9001 certified manufacturing centers and then delivered to the job site for installation by our technicians.

We maintain an inventory of raw materials and semi-finished clamps and enclosures to reduce the time required to manufacture the finished product.

We have a diverse global supply chain with a network of alternate suppliers.

We routinely perform due diligence on our suppliers and sources of raw materials and finished products and are continuing to pursue responsible sourcing of all materials used in our products, regardless of the country of origin.

• Engineered Composite Repair.

Our custom engineered composite repair solutions utilize advanced carbon and glass fiber-reinforced epoxy resin materials, to restore the integrity of impaired client assets such as piping systems, pipelines, storage tanks and structures.

Composites can be engineered to suit specific applications using our highly tested and proven methods so that a high-performance adhesive bond is created, enabling the composite material to work in conjunction with the original component.

They can be installed to systems while on-line, requiring no impact on asset uptime or performance, and used as either interim measures until a more permanent solution can be implemented or as a fully engineered permanent solution themselves.

We provide a single-source solution to our clients that includes specification of materials, engineering support, technician oversight and/or installation.

We utilize our proprietary repair systems as well as others to offer our clients the greatest quality and value combinations to suit their needs.

We have been recognized as an industry leader in third-party led test programs to validate innovative new composite application solutions, where our material and service have been verified to comply with international standards, as well as for use as a permanent solution.

• Emissions Control/Compliance Services.

We provide fugitive volatile organic compound (“VOC”) emission leak detection and methane reduction solutions that include identification, monitoring, data management and reporting;

primarily for the upstream, midstream and downstream sectors.

These services are designed to monitor and record VOC emissions from specific assets as required by environmental regulations and client environmental programs.

Typically, we assist the client in enhancing an ongoing maintenance program and/or complying with present and/or future environmental regulations.

We provide technicians, specially trained in the use of portable organic chemical analyzers, data loggers, and drone technology, to measure potential leaks at designated client assets maintained in client or our proprietary databases.

The measured data is used to prepare reports required for compliance with EPA and local regulatory requirements.

• Hot Tapping Services.

Our hot tapping services consist of a full range of hot tapping and Line-stopTM services.

Hot tapping services involve utilizing specialized equipment to machine a hole in a pressurized piping system so that a new branch pipe can be connected onto the existing pipe, or pipeline, without interrupting operations.

Line-stopTM services involve inserting a mechanical isolation device, through the tapped area, to stop the process flow, permitting the line to be isolated and depressurized downstream, so that maintenance work can be performed on the pipeline, piping system, or other client asset.

The Hi-stopTM is a proprietary service solution that allows stopping of process flows under typically more extreme pressures and temperatures where standard industry equipment is unable to operate.

Our patent pending SmartStopTM double block and bleed technology allows a dual-stop Line-stopTM head to be inserted through a single tap, with the ability to bleed between the seals, ensuring the integrity of the isolation.

In some cases, we may use line freezing processes by injecting liquid nitrogen into specialized equipment with external chambers around the pipe to stop the process flow.

Inflatable stops are used in low-pressure applications where a pipe is out of round or inside surface conditions of the pipe prevent a standard line stop.

In support of our hot tapping and other repair solutions, we supply specialty and in-service welding solutions, certified in accordance with American Society of Mechanical Engineers (“ASME”) codes, and are authorized by National Board of Boiler

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and Pressure Vessel Inspectors (the “NBBI”) for the repair of nuclear components, boilers, and other pressure containing components.

• Valve Insertion Services.

We offer professional installation services for our patented InsertValveTM.

The valve can be installed onstream, eliminating the need for line shut downs during planned or emergency valve tie-ins.

Designed for a wide range of line sizes and types, the InsertValveTM wedge gate sits on the valve body, not the pipe bottom.

This unique feature prevents the seat from coming into contact with the cut pipe edges to significantly extend valve life.

We believe its ability to be introduced and, if ever needed, repaired, while the asset to which it is applied to is in service, makes it truly unique in the market.

• Field Machining Services.

We design and market our own lines of industry leading portable machining equipment that we utilize in the field to essentially bring the machine shop to our clients’ assets.

Ideal for new construction projects, modifications, planned shutdowns, and emergency repairs, our comprehensive equipment fleet includes laser guided and CNC milling, CNC boring, trepanning, facing, turning, cutting and drilling equipment operated by our highly-trained technicians who are dedicated to minimizing client downtime and ensuring a quality repair that meets or surpasses OEM specifications.

• Bolted Joint Integrity Services.

We perform all bolting activity from break out to assembly with technical compliance procedures designed in accordance with ASME PCC-1.

These services are provided by highly trained technicians utilizing specialized hydraulic or pneumatic equipment to achieve reliable and leak-free connections following client asset maintenance and/or prior to startup.

Our joint integrity engineers are active members of ASME working to increase the industry’s knowledge and provide our clients with the most up-to-date policies and procedures.

With capabilities including flange management and bolt load analysis;

controlled tightening methods of torquing and tensioning;

bolt load validation;

proprietary equipment such as Flange SafeTM, that we engineered and manufactured to provide the industry’s safest option for under pressure/temperature single stud replacement, we ensure the integrity of critical industrial infrastructure.

• Vapor Barrier Plug and Weld Testing Services.

We install vapor barriers into piping systems to prevent potentially hazardous vapors from transferring down or upstream, without having to purge the entire piping system, where mechanical repair operations, such as machining, welding, and heat treating, are taking place.

The mechanical barriers expand to seal on the inside pipe surface and provide a venting system to prevent pressure from building up in the piping system, while keeping the work area and environment free of potentially hazardous emissions.

Weld test equipment is used to verify the integrity of welded joints by providing sealing surfaces on both sides of the weld and pressuring the void cavity in between.

The integrity test allows the client to comply with the ASME hydrostatic test requirements for welded joints without having to pressurize the whole system, which may result in shutdown of other systems, or environmental issues with the test medium.

• Valve Management Solutions.

We perform on-site and shop-based repairs to isolation, control, pressure and safety relief valves, as well as specialty valve actuator diagnostics and repair.

We are certified and authorized to assemble new valves for sale and perform testing and repairs to pressure and safety relief valves by NBBI.

This certification requires specific procedures, testing and documentation to maintain the safe operation of these essential industry asset valves.

We provide special transportable trailers to clients’ sites, which contain specialty machines and test equipment to perform on-site valve repairs and testing.

Our trained technicians can also service large valves without removing the valve from the client’s asset.

In addition, we provide preventive maintenance programs for VOC-specific valves and valve data management programs.

We also represent selected valve manufacturers and distribute their products where complementary to our clients’ valve supply and management needs.

Marketing, Clients and Competition

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No single client accounted for 10% or more of consolidated revenues during the years ended December 31, 2023 and 2022, respectively.

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Generally, clients are billed on a time and materials basis, although some work may be performed pursuant to a fixed-price bid.

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Substantially all our agreements and contracts may be terminated by either party on short notice.

The agreements generally specify the range of services to be performed and the hourly rates for labor.

The agreements generally specify the range of services to be performed and the hourly rates for labor and equipment.

While many contracts cover specific plants or locations, we also enter into multiple-site regional or national contracts which cover multiple plants or locations.

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In general, competition stems from a large number of other outside service contractors.

More than 100 different competitors are currently active in our markets.

We believe we have a competitive advantage over most service contractors due to the quality, training and experience of our technicians, our North America and increasingly international service capability, the breadth and depth of our services, our ability to provide such services on an integrated, more turnkey basis, and our technical engineered support coupled with our manufacturing capabilities supporting the service network.

We believe we have a competitive advantage over most service contractors due to the quality, training and experience of our technicians, our rigorous safety training and procedures, our North America and international service capability, the breadth and depth of our services, our ability to provide such services on an integrated, more turnkey basis, and our technical engineered support coupled with our manufacturing capabilities supporting the service network.

We experience some seasonal fluctuations.

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A significant portion of our business activities are subject to foreign, federal, state and local laws and regulations.

These regulations are administered by various foreign, federal, state and local health and safety and environmental agencies and authorities, including OSHA of the U.S.

Department of Labor and the EPA.

These regulations are administered by various foreign, federal, state and local health and safety and environmental agencies and authorities, including Occupational Safety and Health Administration (“OSHA”) of the U.S.

Department of Labor and the U.S.

Environmental Protection Agency (the “EPA”).

Failure to comply with these laws and regulations may involve civil and criminal liability.

From time to time, we are also subject to a wide range of reporting requirements, certifications and compliance as prescribed by various federal and state governmental agencies that include, but are not limited to, the EPA, the Nuclear Regulatory Commission, the Chemical Safety Board, the Department of Transportation and the Federal Aviation Administration.

From time to time, we are also subject to a wide range of reporting requirements, certifications and compliance as prescribed by various federal and state governmental agencies that include, but are not limited to, the EPA, the Nuclear Regulatory Commission, OSHA, the Department of Transportation and the Federal Aviation Administration.

Also, many states where we operate regulate health, safety and environmental activities, such as California OSHA and Texas Commission on Environmental Quality.

Expenditures relating to such regulations are made in the normal course of our business and are neither material nor place us at any competitive disadvantage.

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We believe that our risk of liability is minimal since our environmental consulting and engineering services consisted solely of maintaining and storing small samples of materials for laboratory analysis that are classified as hazardous.

Due to its prohibitive costs, we accordingly do not currently carry insurance to cover our potential liabilities under the Superfund Act or similar environmental statutes.

Due to its prohibitive costs, we accordingly do not currently carry insurance to cover any potential liabilities under the Superfund Act or similar environmental statutes.

Human Capital

As of December 31, 2022, we had approximately 5,200 employees, with approximately 3,900 employed in the United States and 1,300 internationally.

Due to the seasonal nature of our business, our employee headcount varies during the year.

During 2023, we averaged approximately 5,400 employees, with approximately 4,050 employed in the United States and 1,350 internationally.

Human capital management, combined with our core values and talent management initiatives, is a key driver of our employee retention program.

We invest in our talent by providing our employees with targeted training, mentoring and career development opportunities, all of which enable us to hire and retain talented, high-performing employees.

We invest in our talent by providing our employees with targeted training, mentoring and career

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development opportunities, all of which enable us to hire and retain skilled, high-performing employees.

We work to prioritize our safety-first culture and our diversity and inclusion initiatives, and we seek to retain employees through our employee engagement efforts and our competitive compensation and benefits packages.

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Our core values anchor every aspect of our business in a set of commonly held beliefs and commitments.

They represent what we stand for, the values our employees embody, and what our services and products contribute to the market.

These statements are deeply ingrained in our culture, guiding employee behavior and company decisions and actions.

They represent what we stand for, the values our employees embody, what our clients can expect in the delivery of our services and what our services and products contribute to the market.

These statements are deeply ingrained in our culture, guiding employee behavior and our decisions and actions.

• Safety First/Quality Always – In everything we do;

• Integrity – Uncompromising standards of integrity and ethical conduct;

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• Service Leadership – Leading service quality, professionalism and responsiveness;

• Innovation – Supports continuous growth and improvement;

• Innovation – Supporting continuous growth and improvement;

• Pride and Respect – For our clients, for each other and for all of our stakeholders;

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It continues to be our goal to knock down barriers and eliminate bias wherever it exists through strategic employee-engaged initiatives.

In particular, while we continue to focus on maintaining or improving the gender diversity among our corporate leadership and general and administrative populations, we are also committed to improving our gender diversity among our technician population, which comprises more than 75% of our overall global workforce.

We are an Equal Employment Opportunity employer and it is our policy to provide equal employment opportunities to all qualified persons.

We seek to attract and retain a diverse workforce, in particular for our technician population, which comprises more than 77% of our overall global workforce.

Corporate Leadership General & Administrative Global Workforce 1

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1 Global workforce includes technicians.

We have developed diversity focused strategies through collaboration with the career centers at the universities where we recruit.

We recruit diverse candidate populations through collaborations with the Society of Women Engineers (“SWE”), Society of Hispanic Engineering’s (“SHPE”) and National Society of Black Engineers (“NSBE”) programs, as well as recruiting at Historically Black Colleges and Universities.

We have developed diversity focused strategies through internal initiatives and collaboration with the career centers at the universities where we recruit.

We recruit diverse candidate populations through targeted outreach efforts and collaborations with the Society of Women Engineers (“SWE”), Society of Hispanic Engineering’s (“SHPE”) and National Society of Black Engineers (“NSBE”) programs, as well as recruiting at Historically Black Colleges and Universities.

Health, safety and training

In 2019, we introduced our “12 Life Saving Rules” across our organization to further enhance our safety focused culture.

We have “12 Life Saving Rules” across our organization to further enhance our safety focused culture.

The 12 Life Saving Rules are clear and simple rules designed to address those activities that put our employees at the greatest risk.

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These rules remind our work force about hand placement, proper guarding, and when to get assistance.

In 2022 we achieved the second-best safety performance in the Company’s history.

We have several online training and distance learning classes as part of our curriculum to help meet the needs of a rapidly changing workplace environment.

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This program has received much praise and support from our employees, their families and our clients.

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We recognize the importance of providing training to continually support career growth and development.

Our talent management and professional development programs are designed to empower and inspire our team members to personalize their career journeys by building critical job skills, gaining hands-on experience, providing ongoing access to world class training, assigning relevant career mentors and paving the way toward career paths that provide long-term advancement within our organization.

Since the widespread public health crises, epidemics and pandemics , we’ve proactively introduced more flexibility in our work environment by offering eligible employees the ability to work remotely or on-site, flexible working schedules.

Our talent management programs are designed to empower and inspire our team members to personalize their career journeys by building critical job skills, gaining hands-on experience, providing ongoing access to world class training, assigning relevant career mentors and paving the way toward career paths that provide long-term advancement within our organization.

We have incorporated more flexibility in our work environment by offering eligible employees the ability to work remotely or on-site, and by offering flexible working schedules.

We expect to continue offering such flexibility to eligible employees moving forward.

Employee engagement

Periodically, our employees participate in our engagement survey which provides us with valuable insight as we seek to improve our overall employee engagement and satisfaction.

Acting upon employee feedback generated from the engagement

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survey, we review our regional health benefits, communication strategy and training efforts on an ongoing basis.

We believe the significant response rate to our survey is indicative of the intensity of our employee’s connection to our organization, marked by a committed effort to achieve goals in environments that support productivity and maintain personal well-being.

Periodically, our employees participate in engagement surveys, which provide us with valuable insight as we seek to improve our overall employee engagement and satisfaction.

Acting upon employee feedback generated from our surveys, we review our regional health benefits, communication strategy and training efforts on an ongoing basis.

We believe the significant response rates to our surveys are indicative of the intensity of our employee’s connection to our organization, marked by a committed effort to achieve goals in environments that support productivity and maintain personal well-being.

In 2023, we celebrated Team’s 50th anniversary.

We held employee celebrations across the globe, commemorated the milestone with a signature gift for all employees and presented a 50th anniversary video showcasing our employees and highlighting some of Team’s most significant accomplishments over the years.

Additionally in 2023, we continued our focus on regular communications with our employees.

We hosted global town hall meetings throughout the year and introduced the monthly CEO Connection newsletter.

Wages and benefits

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We strive to promote and support business practices that are environmentally sustainable, socially conscious, and aligned with strong corporate governance practices.

Our highest priority is the safety of our employees, clients, community and other contractors.

We are committed to conducting our business in a manner that protects the environment and the health and safety of our employees, our clients, our suppliers and contractors and the general public, including supporting career growth opportunities for our diverse team of employees and actively contributing to the local communities in which we operate.

We strive to be an industry leader in the fields of health, safety and environmental management and work with government organizations and industry organizations in support of laws, regulations, standards and other programs that safeguard the community, workplace and the environment.

Our highest value is the health and safety of our employees, clients, community and other contractors.

We are committed to conducting our business in a manner that protects the environment and the health and safety of our employees, our clients, our suppliers and contractors and the general public.

We provide training to support career growth opportunities for our diverse team of employees and actively contribute to the local communities in which we operate.

To meet this commitment, we maintain management systems designed to ensure compliance with all applicable laws, regulations and internal requirements, as well as to facilitate the continuous improvement of our processes, products, and personnel.

Many of our services, including our inspection, emissions monitoring and leak repair services, are crucial in assisting our clients to identify, assess and reduce their carbon emissions and fluid leaks.

We provide inspection, maintenance and repair services and support our clients’ energy transition efforts into lower carbon and renewable energy sources, such as liquefied natural gas, hydropower and wind.

We provide inspection, condition assessment, maintenance and repair services and support our clients’ diversification efforts into sources of renewable energy.

We work closely with our clients across the world to assist them in meeting their environmental sustainability goals.

We sponsor and support numerous charitable organizations and our employees donate their time to serving the needs of their communities.

These contributions help to support the work of nonprofit organizations of all sizes, working in areas such as health support services and well-being.

We sponsor and support numerous charitable organizations and encourage our employees to donate their time and financial support to serving the needs of their communities.

These contributions help to support the work of nonprofit organizations of all sizes, working in areas such as disability services and support, disaster response, and hunger prevention around the globe.

Our Corporate Governance and Nominating Committee has responsibility for maintaining oversight over the development of appropriate environmental, social and corporate governance principles, policies and practices for Team, including our public reporting on corporate responsibility and sustainability.

Our Company management is responsible for the day-to-day operation of ESG matters.

Our Executive Vice President, Administration, Chief Legal Officer & Secretary, who reports directly to our CEO, has general oversight responsibility with respect to matters of sustainability and social responsibility and is the co-executive sponsor of our ESG Council, along with our Chief Digital & Information Officer of the Company.

Under its charter, the ESG Council, which is a management committee formed to assist our Chief Legal Officer & Secretary in oversight responsibilities, is responsible for recommending our ESG objectives, monitoring the implementation and performance of our ESG objectives, overseeing the progress made against our social and environmental goals and reporting on our ESG performance.

The Corporate Governance and Nominating Committee receives regular reports from our Executive Vice President, Administration, and Chief Legal Officer & Secretary regarding the considerations and actions taken by the Company with respect to ESG.

Existing Board Rights

On November 1, 2022, we entered into the Board Rights Agreement (the “Board Rights Agreement”) with Atlantic Park Strategic Capital Fund, L.P.

(“APSC”), pursuant to which APSC, acting as investor representative on behalf of itself and its affiliates that beneficially own our common stock (such affiliates, together with APSC, the “Investors”), may, subject to common stock ownership thresholds and other terms provided in the Board Rights Agreement, designate an individual to serve as a non-voting observer at all meetings of our Board of Directors (the “Board”) and nominate an individual designated by APSC to serve on the Board (the “Investor Director”).

The right to nominate the Investor Director is subject to certain qualification requirements and the discretion of our Corporate Governance and Nominating Committee under limited circumstances.

The Investors’ rights under the Board Rights Agreement are a continuation of existing rights under the Term Loan Credit Agreement and that certain commitment letter (the “Commitment Letter”), dated as of November 9, 2021, by and among us, Corre Partners Management, LLC and APSC in the event obligations under the Term Loan Credit Agreement cease to be outstanding.

The Investors are not permitted to designate, in the aggregate, more than one non-voting board observer and more than one Investor Director under the Board Rights Agreement, the Term Loan Credit Agreement and the Commitment

Under its charter, the ESG Council, which is a management committee formed to assist our Executive Vice President, Administration, Chief Legal Officer & Secretary in oversight responsibilities, is responsible for recommending our ESG objectives, monitoring the implementation and performance of our ESG objectives, overseeing the progress made against our social and environmental goals and reporting on our ESG performance.

The Corporate Governance and Nominating Committee receives regular reports from our Executive Vice

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Letter, provided that the Board Rights Agreement does not otherwise limit or impair any rights under the Commitment Letter and the Term Loan Credit Agreement.

In the event of the resignation, death or removal (for cause or otherwise) of the Investor Director from the Board, APSC, acting on behalf of the Investors, will have the right, but not the obligation, to designate a successor Investor Director to the Board to fill the resulting vacancy on the Board (and any applicable committee thereof), subject to certain qualification requirements specified in the Board Rights Agreement.

President, Administration, Chief Legal Officer & Secretary and ESG Council regarding the considerations and actions taken by us with respect to ESG.

APSC Board Rights

On November 1, 2022, we entered into the Board Rights Agreement (the “APSC Board Rights Agreement”) with Atlantic Park Strategic Capital Fund, L.P.

(“APSC”), pursuant to which APSC, acting as investor representative on behalf of itself and its affiliates that beneficially own our common stock (such affiliates, together with APSC, the “APSC Investors”), may, subject to common stock ownership thresholds and other terms provided in the APSC Board Rights Agreement, designate an individual to serve as a non-voting observer at all meetings of our Board of Directors (the “Board”) and nominate an individual designated by APSC to serve on the Board (the “APSC Investor Director”).

The right to nominate the APSC Investor Director is subject to certain qualification requirements and the discretion of our Corporate Governance and Nominating Committee under limited circumstances.

The APSC Investors’ rights under the APSC Board Rights Agreement are a continuation of existing rights under that certain term loan credit agreement dated December 18, 2020 (the “Term Loan Credit Agreement”) and that certain commitment letter (the “Commitment Letter”), dated as of November 9, 2021, by and among us, Corre Partners Management, LLC (“Corre”) and APSC in the event obligations under the Term Loan Credit Agreement cease to be outstanding.

The APSC Investors are not permitted to designate, in the aggregate, more than one non-voting board observer and more than one APSC Investor Director under the APSC Board Rights Agreement, the Term Loan Credit Agreement and the Commitment Letter, provided that the APSC Board Rights Agreement does not otherwise limit or impair any rights under the Commitment Letter and the Term Loan Credit Agreement.

In the event of the resignation, death or removal (for cause or otherwise) of the APSC Investor Director from the Board, APSC, acting on behalf of the APSC Investors, will have the right, but not the obligation, to designate a successor APSC Investor Director to the Board to fill the resulting vacancy on the Board (and any applicable committee thereof), subject to certain qualification requirements specified in the APSC Board Rights Agreement.

Corre Board Rights

On June 16, 2023, in connection with, and effective upon, the consummation of the transactions contemplated by the A&R Term Loan Credit Agreement and ABL Amendment No.

3 (as defined below), we, Corre and the other parties thereto, entered into the Board Rights Agreement (the “Corre Board Rights Agreement”), pursuant to which Corre, acting on behalf of itself and its affiliates that beneficially own our common stock (such affiliates, together with Corre, the “Corre Investors”), may, subject to common stock ownership thresholds and/or indebtedness and commitment thresholds and other terms provided in the Corre Board Rights Agreement, designate an individual to serve as a non-voting observer at all meetings of the Board, nominate one individual to serve as Chairman of the Board (the “Chairperson”), and nominate two additional individuals to serve on the Board (such individuals, together with the Chairperson, the “Corre Investor Directors”).

The right to nominate the Corre Investor Directors is subject to certain qualification requirements and the discretion of our Corporate Governance and Nominating Committee under limited circumstances.

In the event of the resignation, death or removal (for cause or otherwise) of the Corre Investor Directors from the Board, Corre, acting on behalf of the Corre Investors, will have the right, but not the obligation, to designate a successor Corre Investor Director, as applicable, to the Board to fill the resulting vacancy on the Board (and any applicable committee thereof), subject to certain qualification requirements specified in the Corre Board Rights Agreement.

Available Information

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We post our code of ethical conduct, our governance principles, our social responsibility policy and the charters of our Board committees on our website.

Our governance documents are available in print to any stockholder that submits a written request to Team, Inc., Attn:

Our governance documents are available in print to any shareholder that submits a written request to Team, Inc., Attn:

Corporate Secretary, 13131 Dairy Ashford, Suite 600, Sugar Land, Texas 77478.

Information contained on our website is not part of this Annual Report on Form 10-K.

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Item 1. Business