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Item 1. Business

2026-02-25 compared with 2025-02-25 · 108 added, 100 removed, 176 unchanged (54% of the section changed)

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TETRA is a Delaware corporation incorporated in 1981.

Our corporate headquarters are located at 24955 Interstate 45 North, The Woodlands, Texas, 77380.

Our corporate headquarters are located at 10000 Energy Drive, Spring, Texas, 77389.

Our phone number is 281-367-1983 and our website is www.onetetra.com.

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TETRA Technologies, Inc., together with its consolidated subsidiaries, is an energy services and solutions company with operations on six continents focused on developing environmentally conscious services and solutions that help make people’s lives better.

In addition to providing products and services to the oil and gas industry and calcium chloride for diverse applications, TETRA is expanding into the low-carbon energy market with chemistry expertise, key mineral acreage, and global infrastructure, helping to meet the demand for sustainable energy in the twenty-first century.

We have two reportable segments - Completion Fluids & Products Division and Water & Flowback Services Division.

Our Completion Fluids & Products Division manufactures and markets clear brine fluids (“CBFs”), additives, and associated products and services to the oil and gas industry for use in well drilling, completion, and workover operations in the United States and in certain countries in Latin America, Europe, Asia, the Middle East, and Africa.

The Division also markets liquid and dry calcium chloride products manufactured at its production facilities or purchased from third-party suppliers to a variety of markets outside the energy industry, and markets TETRA PureFlow, an ultra-pure zinc bromide as well as TETRA PureFlow Plus, an ultra-pure zinc bromide/zinc chloride blend, to several battery technology companies.

Our Water & Flowback Services Division provides onshore oil and gas operators with comprehensive water management services.

The Division also provides frac flowback, production well testing, and other associated services in many of the major oil and gas producing regions in the United States, as well as in oil and gas basins in certain countries in Latin America, Europe, and the Middle East.

In addition to providing products and services to the oil and gas industry and calcium chloride for diverse applications, TETRA is expanding into the low-carbon energy market utilizing our core chemistry expertise, key mineral acreage, and global infrastructure, helping to meet the demand for sustainable energy in the twenty-first century.

Our portfolio includes energy services, industrial chemicals and emerging critical minerals opportunities, delivered through our two reporting segments - Completion Fluids & Products and Water & Flowback Services.

Our Completion Fluids & Products Segment manufactures and markets clear brine fluids (“CBFs”), additives, and associated products and services to the oil and gas industry for use in well drilling, completion, and workover operations in the United States and in certain countries in Latin America, Europe, Asia, the Middle East, and Africa.

The segment also markets liquid and dry calcium chloride products manufactured at its production facilities or purchased from third-party suppliers to a variety of markets outside the energy industry, and produces and markets TETRA PureFlow, an ultra-pure zinc bromide, as well as TETRA PureFlow Plus, an ultra-pure zinc bromide/zinc chloride blend, to several battery technology companies.

Our Water & Flowback Services Segment provides onshore oil and gas operators with comprehensive water management services.

The segment also provides frac flowback, production well testing, and other associated services in many of the major oil and gas producing regions in the United States, as well as in oil and gas basins in certain countries in Latin America, Europe, and the Middle East.

We continue to pursue a long-term growth strategy that includes expanding our core businesses, domestically and internationally, through the introduction of new technology, organic growth, and accretive acquisitions.

Products and Services

Completion Fluids & Products Division

Liquid calcium chloride, calcium bromide, zinc bromide, zinc calcium bromide, sodium bromide, and blends of such products manufactured by our Completion Fluids & Products Division are referred to as CBFs in the oil and gas industry.

Completion Fluids & Products Segment

Liquid calcium chloride, calcium bromide, zinc bromide, zinc calcium bromide, sodium bromide, and blends of such products manufactured by our Completion Fluids & Products Segment are referred to as CBFs in the oil and gas industry.

CBFs are salt solutions that have variable densities and are used to control bottom-hole pressures during oil and gas completion and workover operations.

The Division sells CBFs and various CBF additives to

The segment sells CBFs and various CBF additives to

United States and international oil and gas exploration and production companies and to other companies that service customers in the oil and gas industry.

The Completion Fluids & Products Division provides both stock and custom-blended CBFs based on each customer’s specific needs and the proposed application.

The Completion Fluids & Products Segment provides both stock and custom-blended CBFs based on each customer’s specific needs and the proposed application.

It provides a broad range of associated CBF services, including on-site fluids filtration, handling and recycling, wellbore cleanup, custom fluids blending, and fluid management services.

The Division’s flagship CBF technology, TETRA CS Neptune are high-density monovalent and divalent fluids that are free of undissolved solids, zinc, priority pollutants, and formate ions.

The segment’s flagship CBF technology, TETRA Neptune, is comprised of high-density monovalent and divalent fluids that are free of undissolved solids, zinc, priority pollutants, and formate ions.

They were developed by TETRA to be environmentally friendly alternatives to traditional zinc bromide high-density completion fluids and environmentally friendly and cost-effective alternatives to cesium formate high-density completion fluids, all of which are used in well completion and workover operations, as well as low-solids reservoir drilling fluids.

The Completion Fluids & Products Division offers to repurchase, or “buy-back”, certain used CBFs from customers, which can be reconditioned and recycled.

The Completion Fluids & Products Segment offers to repurchase, or “buy-back”, certain used CBFs from customers, which can be reconditioned and recycled.

Selling used CBFs back to us reduces the net cost of the CBFs to customers and minimizes our customers’ need to dispose of used fluids.

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By blending different CBFs and using various additives, we are able to modify the specific density, crystallization temperature, and chemical composition of the CBFs as required to meet our customers’ specific needs.

The Division’s fluid engineering personnel determine the optimal CBF blend for a customer’s particular application to maximize its effectiveness and lifespan.

The segment’s fluid engineering personnel determine the optimal CBF blend for a customer’s particular application to maximize its effectiveness and lifespan.

Our filtration services use a variety of techniques and equipment to remove particulates from CBFs at the customer’s site so the CBFs can be reused.

Filtration also enables recovery of a greater percentage of used CBFs for reconditioning.

The Completion Fluids & Products Division manufactures liquid and dry calcium chloride and liquid calcium bromide, zinc bromide, zinc calcium bromide, and sodium bromide for distribution, primarily into energy markets.

The Completion Fluids & Products Segment manufactures liquid and dry calcium chloride and liquid calcium bromide, zinc bromide, zinc calcium bromide, and sodium bromide for distribution, primarily into energy markets.

Liquid and dry calcium chloride are also sold into water treatment, industrial, cement, food processing, road maintenance, ice melt, agricultural, and consumer products markets.

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We also acquire calcium chloride inventory from other producers.

Our Completion Fluids & Products Division manufactures liquid calcium bromide, zinc bromide, zinc calcium bromide, and sodium bromide at our West Memphis, Arkansas facility.

Our Completion Fluids & Products Segment manufactures liquid calcium bromide, zinc bromide, zinc calcium bromide, and sodium bromide at our West Memphis, Arkansas facility.

A proprietary process applied at this facility uses bromine and zinc to manufacture zinc bromide.

This facility also uses proprietary processes to manufacture calcium bromide and sodium bromide and to recondition and upgrade used CBFs that we have repurchased from our customers.

We are also pursuing low-carbon energy initiatives that leverage our fluids and aqueous chemistry core competencies, our significant bromine and lithium resources (including our approximately 40,000 gross acres of brine leases in Arkansas) and technologies (see our disclosures titled “Bromine and Lithium Resources” set forth in Part I, “Item 2.

We are also pursuing low-carbon energy initiatives that leverage our fluids core chemistry competencies, our significant bromine and lithium resources (including our approximately 40,000 gross acres of brine leases in Arkansas) and technologies (see our disclosures titled “Bromine and Lithium Resources” set forth in Part I, “Item 2.

Properties” of this Annual Report), and our leading calcium chloride production capabilities.

The Completion Fluids & Products Division manufactures and sells zinc bromide battery electrolyte for the long-duration energy battery storage market.

In August 2021, we announced completion of a preliminary technical assessment by an independent geological consulting firm to assess lithium and bromine exploration targets in our Southwest Arkansas brine leases.

The Completion Fluids & Products Segment manufactures and sells zinc bromide battery electrolyte for the long-duration battery energy storage market.

Bromine is a key mineral component in zinc-bromide energy storage systems and our TETRA PureFlow is an ultra-pure zinc bromide, which has been qualified by several battery technology companies.

The lithium battery market is a rapidly growing market, affording us the potential opportunity to participate in a meaningful way.

In December, 2021, we announced a strategic agreement with Eos Energy Enterprises, Inc.

As artificial intelligence and cloud computing drive rapid growth in data center power demand, scalable long-duration energy storage is becoming increasingly critical.

Our proprietary TETRA PureFlow zinc bromide electrolyte is a key input to these systems, supporting safe, non‑flammable performance at utility scale.

We have continued our strategic

arrangement with Eos Energy Enterprises, Inc.

("Eos") (NASDAQ:

EOSE) involving a

long-term supply and collaboration agreement to supply our ultra-pure zinc bromide TETRA PureFlow to Eos.

EOSE) involving a long-term supply and collaboration agreement to supply our ultra-pure zinc bromide TETRA PureFlow to Eos.

TETRA and Eos expect to collaborate for improved battery performance, cost and system life including a solution for the end of a battery’s life using TETRA's extensive experience with reclaiming and recycling zinc bromide.

In January 2024, we entered into a preferred supply agreement through December 31, 2027 in which Eos has agreed to purchase 100% of its requirement of zinc bromide products, including TETRA PureFlow zinc bromide, and 75% of its requirement of Eos’ proprietary electrolyte solution from TETRA, and has provided TETRA a right of first refusal prior to entering into a supply agreement for such products from a third-party.

In connection with the supply agreement, TETRA was granted a non-exclusive, non-sub-licensable, non-transferable license to Eos’s proprietary electrolyte formula, solely in connection with manufacturing and provision of Eos’ proprietary electrolyte solution to Eos.

We are committed to pursuing low-carbon energy initiatives that leverage our fluids and aqueous chemistry core competencies, our significant bromine and lithium assets and technologies, and our leading calcium chloride production capabilities.

In January 2024, we entered into a preferred supply agreement through December 31, 2027 in which Eos has agreed to purchase 100% of its requirement of zinc bromide products, including TETRA PureFlow zinc bromide, and 75% of its requirement of Eos’ proprietary full electrolyte solution from TETRA, and has provided TETRA a right of first refusal prior to entering into a supply agreement for such products from a third-party.

In connection with the supply agreement, TETRA was granted a non-exclusive, non-sub-licensable, non-transferable license to Eos’s proprietary full electrolyte formula, solely in connection with manufacturing and provision of Eos’ proprietary full electrolyte solution to Eos.

We completed installation of our bulk electrolyte tanker loading system at our West Memphis plant to supply TETRA PureFlow+ battery electrolyte to Eos as it ramps up its production in early 2026.

We are committed to pursuing low-carbon energy initiatives that leverage our fluids core chemistry competencies, our significant mineral resources, technologies, and our leading calcium chloride production capabilities.

During 2022, we completed the maiden inferred bromine and lithium brine resource estimation report for our leased acreage in the Smackover Formation in Southwest Arkansas, as well as a front end engineering and design (“FEED”) study for the design of a brine to bromine processing plant, pipeline and related assets.

Completion of this FEED study and reservoir analysis were incremental steps for TETRA to complete an initial and preliminary economic analysis.

During 2023, we completed a Technical Report Summary (the “Resources Report”) for our 6,138 acre “Evergreen Brine Unit” in Arkansas.

During 2023, we completed a Technical Report Summary (the “Resources Report”) for our 6,138 acre “Evergreen Brine Unit” in Arkansas, which was most recently updated in September 2025.

The Resources Report included both “measured” and “indicated” resources in addition to the “inferred” category.

Further steps are required before making a decision to develop the bromine assets, which may include drilling an additional well or wells, further studies to mature the resource and completion of a pre-feasibility and/or feasibility study.

Water & Flowback Services Division

Our Water & Flowback Services Division provides a wide variety of water management services that support hydraulic fracturing in unconventional well completions for domestic onshore oil and gas operators.

These services include fresh and produced water analysis, treatment, and recycling, blending and distribution, storage and pit lining, transfer, engineering, and environmental risk mitigation.

The Water & Flowback Services Division’s patented and patent-pending equipment and processes include advanced hydrocyclones for sand management, certain produced- and fresh-water blending technologies, and the TETRA Steel 1200, a lay-flat hose rapid deployment water transfer system.

The Water & Flowback Services Division seeks to design sustainable solutions that meet the unique needs of each customer in order to maximize operational performance and efficiency and minimize the use of fresh water.

These solutions include tailored “last mile” infrastructure to transfer water around well pads in a safe, efficient, and environmentally responsible manner - which consists of water storage ponds, movable storage tanks, a network of water transfer lines including poly pipe and TETRA Steel lay-flat hose, automated transfer and blending of produced water, and water treatment and recycling systems.

These systems include the TETRA SwiftWater Automated Treatment (“SWAT”) system that chemically treats produced water through a clarification process and the TETRA Oil Recovery After Production Technology (ORAPT) mobile oil separation system that recovers oil from produced water.

Automation has also been deployed across the TETRA water management portfolio, and across TETRA flowback services, to reduce health, safety and environmental risks and enhance reliability and cost-effectiveness.

In December 2024, we announced the commercial launch of TETRA Oasis TDS, an end-to-end water treatment and desalination technology for beneficial re-use and mineral extraction applications for oil and gas well produced water.

During the fourth quarter of 2024, the Water & Flowback Services Division completed a commercial pilot project for the desalination of Delaware Basin produced water for a major North America oil and gas operator.

The desalinated water was tested against published Texas Railroad Commission standards for beneficial re-use water at both TETRA's laboratory and an independent third-party laboratory.

Subsequently, the treated water was sent to a third party for Whole Effluent Toxicity testing where it successfully passed all test parameters.

Our Water & Flowback Services Division also provides frac flowback services, early production facilities and services, production well testing services, and other associated services, including well flow management and evaluation services that enable operators to quantify oil and gas reserves, optimize oil and gas production and minimize oil and gas reservoir damage.

In certain basins, water, sand, and other abrasive materials commonly accompany the initial production of natural gas or oil, often under high-pressure and high-temperature conditions and, in some cases, from reservoirs containing high levels of hydrogen sulfide gas.

The Water & Flowback Services Division provides the specialized equipment and qualified personnel to address these impediments to production.

Water & Flowback Services Segment

Our Water & Flowback Services Segment provides a wide variety of water management services that support hydraulic fracturing in unconventional well completions for domestic onshore oil and gas operators.

These services include fresh and produced water analysis, treatment, and recycling, blending and distribution, storage and transfer, engineering, and environmental risk mitigation.

The Water & Flowback Services Segment’s patented and patent-pending equipment and processes include advanced hydrocyclones for sand management, certain produced- and fresh-water blending technologies.

The Water & Flowback Services Segment seeks to design sustainable solutions that meet the unique needs of each customer in order to maximize operational performance and efficiency and minimize the use of fresh water.

These solutions include tailored “last mile” infrastructure to transfer water around well pads in a safe, efficient, and environmentally responsible manner - which consists of water storage ponds, movable storage tanks, a network of water transfer lines, automated transfer and blending of produced water, and water treatment and recycling systems.

Our systems also include an automated treatment system that chemically treats produced water through a clarification process and the TETRA Oil Recovery After Production Technology (ORAPT) mobile oil separation system that recovers oil from produced water.

Automation has also been deployed across our water management portfolio and across our flowback services offerings, to reduce health, safety and environmental risks and enhance reliability and cost-effectiveness.

In December 2024, we announced the commercial launch of TETRA Oasis Total Desalination Solution ("TETRA Oasis TDS”), a patented end-to-end water treatment and desalination technology designed for beneficial re-use and mineral extraction applications from oil and gas produced water.

The United States oil and gas industry is facing an increasingly urgent challenge in managing produced water, particularly in high‑activity regions where wastewater is injected into saltwater disposal wells and rising downhole formation pressures are constraining traditional disposal capacity and increasing regulatory scrutiny.

Concurrently, the rapid expansion of data centers is driving incremental demand for reliable and sustainable water supplies.

During 2025, our desalination field pilot operation with EOG Resources, Inc (NYSE:

EOG, “EOG”) consistently treated produced water to standards meeting U.S.

Environmental Protection Agency (“EPA”) and Texas Railroad Commission requirements, as well as customer specifications.

Following the commercial announcement of our TETRA Oasis TDS, we engaged a third-party firm and launched the engineering design of a first commercial plant.

The front-end engineering design has been completed, and the estimated capital and operating expenses are within our internal projections.

We are engaged in commercial discussions with multiple customers for a variety of end markets.

Our Water & Flowback Services Segment also provides frac flowback services, early production facilities and services, production well testing services, and other associated services, including well flow management and evaluation services that enable operators to quantify oil and gas reserves, optimize oil and gas production and minimize oil and gas reservoir damage.

In certain basins, water, sand, and other abrasive materials commonly

accompany the initial production of natural gas or oil, often under high-pressure and high-temperature conditions and, in some cases, from reservoirs containing high levels of hydrogen sulfide gas.

The Water & Flowback Services Segment provides the specialized equipment and qualified personnel to address these impediments to production.

Our sand management solutions include our TETRA SandStorm Advanced Cyclone Technology, standard gravity and cyclonic separators, dual pod filter, and horizontal filter system.

Our TETRA SandStorm hydrocyclone sand separators and other sand management technology are integrated with our automated control system to provide remote monitoring and control of oil and gas operations in real time.

Early production services typically include sophisticated evaluation techniques for reservoir management, including unconventional shale reservoir exploitation and optimization of well workover programs.

Frac flowback and

production well testing services may include well control, well cleanup and laboratory analysis.

Frac flowback and production well testing services may include well control, well cleanup and laboratory analysis.

These services are used in the completion process after hydraulic fracturing and in the production phase of oil and gas wells.

This Division maintains one of the largest fleets of high-pressure production testing equipment in the United States, including equipment designed to work in environments where high levels of hydrogen sulfide gas are present.

The Division has domestic operating locations in Louisiana, New Mexico, Oklahoma, Pennsylvania, and Texas.

The Division also has locations in certain countries in Latin America and the Middle East.

This segment maintains one of the largest fleets of high-pressure production testing equipment in the United States, including equipment designed to work in environments where high levels of hydrogen sulfide gas are present.

The segment has domestic operating locations in Louisiana, New Mexico, Oklahoma, Pennsylvania, and Texas.

The segment also has locations in certain countries in Latin America and the Middle East.

Sources of Raw Materials

Our Completion Fluids & Products Division manufactures calcium chloride, calcium bromide, zinc bromide, zinc calcium bromide, and sodium bromide for sale to its customers.

The Division also recycles used calcium bromide and zinc bromide CBFs repurchased from its oil and gas customers.

The Completion Fluids & Products Division manufactures liquid calcium chloride, either from underground brine or by reacting hydrochloric acid with limestone.

Our Completion Fluids & Products Segment manufactures calcium chloride, calcium bromide, zinc bromide, zinc calcium bromide, and sodium bromide for sale to its customers.

The segment also recycles used calcium bromide and zinc bromide CBFs repurchased from its oil and gas customers.

The Completion Fluids & Products Segment manufactures liquid calcium chloride, either from underground brine or by reacting hydrochloric acid with limestone.

We produce calcium chloride and sodium chloride at our two facilities in San Bernardino County, California, by solar evaporation of pumped underground brine reserves that contain calcium chloride.

The underground reserves of this brine are deemed adequate to supply our foreseeable need for calcium chloride at those plants.

The Division also purchases liquid and dry calcium chloride from a number of United States and foreign chemical manufacturers.

The Completion Fluids & Products Division’s primary sources of hydrochloric acid are co-product streams obtained from chemical manufacturers.

The segment also purchases liquid and dry calcium chloride from a number of United States and foreign chemical manufacturers.

The Completion Fluids & Products Segment’s primary sources of hydrochloric acid are co-product streams obtained from chemical manufacturers.

Substantial quantities of limestone are also consumed when converting hydrochloric acid into calcium chloride.

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There are multiple sources of zinc that we can use in the production of zinc bromide and zinc calcium bromide.

We have a long-term supply agreement with LANXESS, AG (“LANXESS”) under which the Completion Fluids & Products Division purchases its requirements of raw material bromine from LANXESS’ Arkansas bromine production facilities.

On May 25, 2023, we entered into the Third Amendment to Bromine Requirements Sales Agreement (the “Amendment”) with LANXESS, which provides for, among other things, revised volume requirements, pricing, and related terms.

The Amendment was effective April 1, 2023 and was entered into in connection with the entry into a settlement agreement in the Company’s arbitration with LANXESS.

See Note 11 - “Commitments and Contingencies” in the Notes to Consolidated Financial Statements in this Annual Report for further information.

We have not historically directly purchased any significant volumes of raw materials from Russia, Ukraine, Israel, or the Gaza region.

Additionally, we have not historically sold any significant volumes of product to Russia, Ukraine, Israel or, the Gaza region and have discontinued all transactions with customers and suppliers in Russia and Ukraine.

However, one of our raw material providers sourced one of their raw materials from Russia or Ukraine.

Because of the ongoing conflict between Russia and Ukraine, during early 2022, we experienced supply constraints with our primary European supplier of certain raw materials.

Although this constraint has since resolved, we experienced decreased production volumes of calcium chloride in the first half of 2022.

Should we experience similar supply constraints in the future, we may experience future financial impact, the magnitude of which is uncertain.

We currently lease over 40,000 gross acres of brine leases near Magnolia, Arkansas, which contain bromine and lithium.

See our disclosures titled “Bromine and Lithium Resources” set forth in Part I, “Item 2.

We have a long-term supply agreement with LANXESS, AG (“LANXESS”) under which the Completion Fluids & Products Segment purchases its requirements of raw material bromine from LANXESS’ Arkansas bromine production facilities.

We executed bridging bromine supply agreements to secure access to additional volumes of bromine through 2027 from LANXESS and other suppliers.

We currently lease over 40,000 gross acres of brine leases near Magnolia, Arkansas, which contain bromine, lithium, magnesium, manganese and other key critical minerals.

See our disclosures titled “Mineral Resources” set forth in Part I, “Item 2.

Properties” of this Annual Report.

The long-term LANXESS bromine supply agreement discussed above provides a secure supply of bromine to support a majority of the Division’s current manufacturing levels.

The long-term LANXESS bromine supply agreement discussed above provides a secure supply of bromine to support a majority of the segment’s current manufacturing levels.

We do, however, continue to evaluate our strategy related to the Arkansas assets and their future development.

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See Note 2 - “Basis of Presentation and Significant Accounting Policies” and Note 14 - “Fair Value Measurements” in the Notes to Consolidated Financial Statements for further information.

The Water & Flowback Services Division purchases water management and production testing equipment and components from third-party manufacturers.

The Water & Flowback Services Segment purchases water management and production testing equipment and components from third-party manufacturers.

Market Overview and Competition

Our operations are highly dependent upon the demand for, and production of, natural gas and oil in the various domestic and international locations in which we operate.

Demand for products and services of our Completion Fluids & Products Division remained resilient despite pandemic impacts on commodity prices in 2020.

Demand for products and services of our Completion Fluids & Products Segment remained resilient despite pandemic impacts on commodity prices in 2020.

Following a period of depressed commodity prices during 2020, prices experienced significant recoveries beginning in the second half of 2021 and continued through 2022, but declined slightly during 2023 and remained consistent during 2024.

Completion Fluids & Products Division

Our Completion Fluids & Products Division provides its products and services to oil and gas exploration and production companies in the United States and certain foreign markets, and to other customers that service such companies.

No single customer provided 10% or more of our total consolidated revenues during the years ended December 31, 2025, 2024, or 2023.

Completion Fluids & Products Segment

Our Completion Fluids & Products Segment provides its products and services to oil and gas exploration and production companies in the United States and certain foreign markets, and to other customers that service such companies.

Current areas of market presence include the onshore U.S., the U.S.

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Demand for CBF products is generally driven by offshore completion and workover activity.

The Completion Fluids & Products Division’s principal competitors in the sale of CBFs to the oil and gas industry are other major international drilling fluids and energy services companies, to many of which we provide products and services.

The Completion Fluids & Products Segment’s principal competitors in the sale of CBFs to the oil and gas industry are other major international drilling fluids and energy services companies, to many of which we provide products and services.

This market is highly competitive and competition is based primarily on service, availability, and price.

Customers of the Completion Fluids & Products Division include significant oilfield service companies, major and independent U.S.

Customers of the Completion Fluids & Products Segment include significant oilfield service companies, major and independent U.S.

and international oil and gas producers, and U.S.

and international chemical providers.

The Division also sells its CBF products through various distributors.

The Completion Fluids & Products Division’s liquid and dry calcium chloride products have a wide range of uses outside the energy industry.

The segment also sells its CBF products through various distributors.

The Completion Fluids & Products Segment’s liquid and dry calcium chloride products have a wide range of uses outside the energy industry.

Non-energy market segments where these products are used include water treatment, industrial, food processing, road maintenance, ice melt, agricultural, and consumer products.

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Most of these markets are highly competitive.

In Europe, our Completion Fluids & Products Division’s calcium chloride operations market, distribute, sell or offer to sell calcium chloride products in certain European industries.

In Europe, our Completion Fluids & Products Segment’s calcium chloride operations market, distribute, sell or offer to sell calcium chloride products in certain European industries.

Our principal competitors in the non-energy related calcium chloride markets include Occidental Chemical Corporation and Vitro Corporation in North America and Nedmag B.V.

Water & Flowback Services Division

The Water & Flowback Services Division provides comprehensive water management and frac flowback services to a wide-range of onshore oil and gas operators located in all active North America unconventional oil and gas basins.

The Division also provides frac flowback services, early production facilities and services, production well testing services, sand filtration, and other associated services in various domestic and international locations, including well flow management and evaluation services that enable operators to quantify oil and gas reserves, optimize oil and gas production, and minimize oil and gas reservoir production damage.

Water & Flowback Services Segment

The Water & Flowback Services Segment provides comprehensive water management and frac flowback services to a wide-range of onshore oil and gas operators located in all active North America unconventional oil and gas basins.

The segment also provides frac flowback services, early production facilities and services, production well testing services, sand filtration, and other associated services in various domestic and international locations, including well flow management and evaluation services that enable operators to quantify oil and gas reserves, optimize oil and gas production, and minimize oil and gas reservoir production damage.

The water management, flowback, and production testing markets are highly competitive, and competition is based on availability of appropriate equipment and qualified personnel, as well as price, quality of service, and safety record.

The Division’s skilled personnel, operating procedures, integrated closed-loop water management solution, automation systems, and safety record give us a competitive advantage.

The segment’s skilled personnel, operating procedures, integrated closed-loop water management solution, automation systems, and safety record give us a competitive advantage.

Competition in the U.S.

water management markets includes Select Energy Services, Inc.

water management markets includes Select Water Solutions, Inc.

and various regional companies, while competition in onshore U.S.

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Customers for the Water &

Flowback Services Division include major integrated and independent U.S.

Flowback Services Segment include major integrated and independent U.S.

and international oil and gas producers that are active in the areas in which we operate.

No single customer provided 10% or more of our total consolidated revenues during the years ended December 31, 2024, 2023, or 2022.

Other Business Matters

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Career Development

The board of directors, the chief executive officer, and the vice president of Human Resources, evaluate, from time to time each year, executive development and succession planning to prepare us for future success.

Our Board of Directors, our chief executive officer, and our vice president of Human Resources, evaluate, from time to time each year, executive development and succession planning to prepare us for future success.

The succession planning process covers all senior management positions and certain other key positions.

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Driving is one of the highest exposure activities that we undertake in our day-to-day operations.

We maintain a fleet of DOT and non-DOT vehicles and provide real-time behavior feedback to our drivers via near real-time monitors.

We maintain a fleet of DOT and non-DOT vehicles and provide real-time behavior feedback to our drivers via near real-

time monitors.

Coupled with Journey Management, vehicle selection guidelines, and driver training, we have a comprehensive approach to reducing our driving exposure and incidents.

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Failure to comply with these laws and regulations or associated permits may result in the assessment of administrative, civil or criminal fines and penalties, the imposition of other corrective action obligations or other injunctive relief, or both.

Our operations in the United States are subject to various evolving environmental laws and regulations that are enforced by the U.S.

Environmental Protection Agency (“EPA”);

Our operations in the United States are subject to various evolving environmental laws and regulations that are enforced by the EPA;

the Bureau of Safety and Environmental Enforcement (“BSEE”) of the U.S.

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Our operations routinely involve the handling of hydrocarbons and produced water.

Hydrocarbons or hazardous and nonhazardous wastes may have been released during our operations, by third parties on wellhead sites where we provide services or store our equipment, or on or under other locations where wastes have been taken for disposal.

Hydrocarbons or hazardous and nonhazardous wastes may have been released during our operations, by third parties on wellhead

sites where we provide services or store our equipment, or on or under other locations where wastes have been taken for disposal.

Although most wastes associated with the exploration, development and production of oil and natural gas are currently exempt from the more stringent hazardous waste regulations under the Resource Conservation and Recovery Act (“RCRA’) and its state analogs, it is possible that some of the material we handle now or may handle in the future may be subject to regulation under RCRA as a hazardous waste.

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For example, from time to time the EPA has taken certain steps to regulate methane emissions from the oil gas sector.

Most recently, in December 2023, EPA finalized a rule that, established more stringent OOOO(b) new source and OOOO(c) first-time existing source standards of performance for methane and volatile organic compound emissions for oil and gas facilities.

In December 2023, EPA finalized a rule that, established more stringent OOOO(b) new source and OOOO(c) first-time existing source standards of performance for methane and volatile organic compound emissions for oil and gas facilities.

Fines and penalties for violations of these rules can be substantial.

The rules have been subject to legal challenge and, most recently, the D.C.

Circuit Court granted the EPA’s motion to hold the cases in abeyance while the agency reviews the final rule.

The final rule may be repealed or modified by the Trump administration, though we cannot predict the substance or timing of such changes, if any.

The One Big Beautiful Bill Act signed into law on July 4, 2025, postponed the effective date of methane emissions charges until 2034.

As a result, while the obligation for the fee remains, implementation is stalled until new rules are developed and take effect, which may not occur until 2034.

The final rule may be repealed or modified by the current administration, though we cannot predict the substance or timing of such changes, if any.

In accordance with Section 402 of the Clean Water Act, the EPA is authorized to issue National Pollutant Discharge Elimination System (“NPDES”) General Permits to regulate offshore discharges in the Gulf of America which includes Treatment, Completion and Workover (“TCW”) fluids.

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We maintain various types of insurance intended to reimburse us for certain costs in the event of an accident, including an explosion or similar event, involving our onshore and offshore operations.

Our insurance

program is reviewed not less than annually with our insurance brokers and underwriters.

Such insurance policies may not cover, or may only partially cover, certain losses or claims, which could result in a material adverse effect on our business and operations.

Our insurance program is reviewed not less than annually with our insurance brokers and underwriters.

Such insurance policies

may not cover, or may only partially cover, certain losses or claims, which could result in a material adverse effect on our business and operations.

Executive Officers and Directors

1 unchanged sentence

Executive Officers:

Murphy President, Chief Executive Officer, and board member

Murphy President and Chief Executive Officer

Serrano Senior Vice President and Chief Financial Officer

Sanderson Executive Vice President and Chief Commercial Officer

Moeller Senior Vice President – Global Supply Chain and Chemicals

McNiven Senior Vice President – Energy Services Operations

Boston General Counsel and Chief Compliance Officer

Mucha Vice President – Finance, Treasurer, and Assistant Secretary

Baldwin Former executive vice president and chief financial officer of Dresser-Rand Group, Inc.

Senior Vice President of Global Supply Chain and Chemicals

McNiven Senior Vice President of Energy Services Operations

Boston Senior Vice President, General Counsel, and Chief Compliance Officer

Katherine Kokenes Vice President and Chief Accounting Officer

Kurt Hallead Vice President of Investor Relations and Treasurer

Adjunct professor in the Finance Department at Texas Christian University

3 unchanged sentences

McGee Founder SDBM Executive and Strategic Advisory, LLC and former vice president at Albemarle Corporation

Sloat Former Chief Executive Officer of American Electric Power

Williams Former Chief Executive Officer of Nexeo Plastics Holdings, Inc.

Elijio Serrano notified the Company of his intention to retire as Senior Vice President and Chief Financial Officer, effective March 31, 2026.

Upon his retirement, Mr.

Serrano will be retained as an advisor to Brady Murphy, CEO and President.

The board of directors of the Company has appointed Matt Sanderson as Executive Vice President and Chief Financial Officer, effective upon Mr.

Serrano's retirement.

Serrano's retirement becomes effective and Mr.

Sanderson officially assumes the role of Chief Financial Officer, both executives will continue with their existing duties and responsibilities.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 1. Business