TETRA TECHNOLOGIES INC 10-Q

Item 1. Financial Statements. TETRA Technologies, Inc. and Subsidiaries Consolidated Statements of Operations (In Thousands, Except Per Share Amounts) (Unaudited) Three Months Ended June 30, Six Months Ended June 30, 2026 2025 2026 2025 Revenues: Product sales $ 103,607 $ 102,717 $ 186,905 $ 190,886 Services 82,050 71,155 155,005 140,126 Total revenues 185,657 173,872 341,910 331,012 Cost of revenues: Cost of product sales 69,162 57,323 123,148 107,088 Cost of services 61,181 59,023 116,047 113,823 Depreciation, amortization and accretion 9,600 9,189 18,776 18,340 Impairments and other charges — 93 — 611 Total cost of revenues 139,943 125,628 257,971 239,862 Gross profit 45,714 48,244 83,939 91,150 General and administrative expense 25,584 25,259 50,993 49,393 Operating income 20,130 22,985 32,946 41,757 Interest expense, net 3,267 4,194 6,504 8,918 Other expense (income), net 1,009 ( 645 ) ( 1,002 ) 8,317 Income before taxes 15,854 19,436 27,444 24,522 Income tax expense 5,617 8,131 8,888 9,168 Net income attributable to TETRA stockholders $ 10,237 $ 11,305 $ 18,556 $ 15,354 Basic net income per common share: Net income attributable to TETRA stockholders $ 0.07 $ 0.08 $ 0.14 $ 0.12 Weighted average basic shares outstanding 138,997 133,152 136,761 132,753 Diluted net income per common share: Net income attributable to TETRA stockholders $ 0.07 $ 0.08 $ 0.13 $ 0.12 Weighted average diluted shares outstanding 140,619 133,422 138,955 133,371 See Notes to Consolidated Financial Statements 1 TETRA Technologies, Inc. and Subsidiaries Consolidated Statements of Comprehensive Income (In Thousands) (Unaudited) Three Months Ended June 30, Six Months Ended June 30, 2026 2025 2026 2025 Net income $ 10,237 $ 11,305 $ 18,556 $ 15,354 Foreign currency translation adjustment, net of taxes of $ 0 in 2026 and 2025 191 5,313 ( 442 ) 9,189 Reclassification of non-cash cumulative foreign currency translation adjustment loss to net income from dissolution of Canadian subsidiary — — — 9,516 Unrealized loss on investment ( 188 ) ( 416 ) ( 967 ) ( 135 ) Comprehensive income attributable to TETRA stockholders $ 10,240 $ 16,202 $ 17,147 $ 33,924 See Notes to Consolidated Financial Statements 2 TETRA Technologies, Inc. and Subsidiaries Condensed Consolidated Balance Sheets (In Thousands) June 30, 2026 December 31, 2025 (Unaudited) ASSETS Current assets: Cash and cash equivalents $ 154,583 $ 72,628 Restricted cash 50 52 Trade accounts receivable, net of allowances of $ 440 and $ 397 , respectively 114,367 99,578 Inventories 117,057 115,726 Prepaid expenses and other current assets 24,917 28,694 Total current assets 410,974 316,678 Property, plant and equipment, net 230,174 194,197 Other assets: Deferred tax assets, net 86,738 87,322 Operating lease right-of-use assets 34,123 36,999 Patents, trademarks and other intangible assets, net of accumulated amortization of $ 50,264 and $ 48,775 , respectively 19,737 21,463 Investments 11,090 11,827 Other assets 7,278 7,275 Total long-term assets 389,140 359,083 Total assets $ 800,114 $ 675,761 See Notes to Consolidated Financial Statements 3 TETRA Technologies, Inc. and Subsidiaries Condensed Consolidated Balance Sheets (In Thousands, Except Share and Per Share Amounts) June 30, 2026 December 31, 2025 (Unaudited) LIABILITIES AND EQUITY Current liabilities: Trade accounts payable $ 55,002 $ 54,517 Current portion of long-term debt 8,125 4,750 Compensation and employee benefits 20,668 28,934 Operating lease liabilities, current portion 11,880 11,326 Accrued taxes 14,629 15,001 Accrued liabilities and other 49,615 39,325 Current liabilities associated with discontinued operations 7,360 7,360 Total current liabilities 167,279 161,213 Long-term debt, net 175,190 176,607 Operating lease liabilities 28,640 32,664 Asset retirement obligations 15,825 15,526 Deferred income taxes 2,677 2,498 Other liabilities 3,976 4,766 Total long-term liabilities 226,308 232,061 Commitments and contingencies (Note 6) Equity: TETRA stockholders’ equity: Common stock, par value 0.01 per share; 250,000,000 shares authorized at June 30, 2026 and December 31, 2025; 151,211,454 and 137,252,465 shares issued at June 30, 2026 and December 31, 2025, respectively, and 148,072,779 and 134,113,790 shares outstanding at June 30, 2026 and December 31, 2025, respectively 1,512 1,373 Additional paid-in capital 607,190 500,436 Treasury stock, at cost; 3,138,675 shares held at June 30, 2026 and December 31, 2025 ( 19,957 ) ( 19,957 ) Accumulated other comprehensive loss ( 34,086 ) ( 32,677 ) Retained deficit ( 146,864 ) ( 165,420 ) Total TETRA stockholders’ equity 407,795 283,755 Noncontrolling interests ( 1,268 ) ( 1,268 ) Total equity 406,527 282,487 Total liabilities and equity $ 800,114 $ 675,761 See Notes to Consolidated Financial Statements 4 TETRA Technologies, Inc. and Subsidiaries Consolidated Statements of Equity (In Thousands) (Unaudited) Common Stock Par Value Additional Paid-In Capital Treasury Stock Accumulated Other Comprehensive Income (Loss) Retained Deficit Noncontrolling Interest Total Equity Currency Translation Unrealized Gain (Loss) on Investment Balance at December 31, 2025 $ 1,373 $ 500,436 $ ( 19,957 ) $ ( 34,850 ) $ 2,173 $ ( 165,420 ) $ ( 1,268 ) $ 282,487 Net income for first quarter 2026 — — — — — 8,319 — 8,319 Translation adjustment, net of taxes of $ 0 — — — ( 633 ) — — — ( 633 ) Other comprehensive loss, net of tax benefit of $ 214 — — — — ( 779 ) — — ( 779 ) Comprehensive income 6,907 Equity-based compensation — 1,778 — — — — — 1,778 Exercise of stock options 1 370 — — — — — 371 Vesting of restricted stock 10 ( 5,938 ) — — — — — ( 5,928 ) Balance at March 31, 2026 $ 1,384 $ 496,646 $ ( 19,957 ) $ ( 35,483 ) $ 1,394 $ ( 157,101 ) $ ( 1,268 ) $ 285,615 Net income for second quarter 2026 — — — — — 10,237 — 10,237 Translation adjustment, net of taxes of $ 0 — — — 191 — — — 191 Other comprehensive loss, net of tax benefit of $ 52 — — — — ( 188 ) — — ( 188 ) Comprehensive income 10,240 Public offering, net of offering costs of $ 6,836 124 108,040 — — — — — 108,164 Equity-based compensation — 1,924 — — — — — 1,924 Exercise of stock options 1 821 — — — — — 822 Vesting of restricted stock 3 ( 241 ) — — — — — ( 238 ) Balance at June 30, 2026 $ 1,512 $ 607,190 $ ( 19,957 ) $ ( 35,292 ) $ 1,206 $ ( 146,864 ) $ ( 1,268 ) $ 406,527 5 Common Stock Par Value Additional Paid-In Capital Treasury Stock Accumulated Other Comprehensive Income (Loss) Retained Deficit Noncontrolling Interest Total Equity Currency Translation Unrealized Gain (Loss) on Investment Balance at December 31, 2024 $ 1,350 $ 492,722 $ ( 19,957 ) $ ( 52,957 ) $ 1,835 $ ( 168,425 ) $ ( 1,261 ) $ 253,307 Net income for first quarter 2025 — — — — — 4,049 — 4,049 Reclassification of non-cash cumulative foreign currency translation adjustment loss to net income from dissolution of Canadian subsidiary — — — 9,516 — — — 9,516 Translation adjustment, net of taxes of $ 0 — — — 3,876 — — — 3,876 Other comprehensive income — — — — 281 — — 281 Comprehensive income 17,722 Equity-based compensation — 1,860 — — — — — 1,860 Other 12 ( 1,158 ) — — — — — ( 1,146 ) Balance at March 31, 2025 $ 1,362 $ 493,424 $ ( 19,957 ) $ ( 39,565 ) $ 2,116 $ ( 164,376 ) $ ( 1,261 ) $ 271,743 Net income for second quarter 2025 — — — — — 11,305 — 11,305 Translation adjustment, net of taxes of $ 0 — — — 5,313 — — — 5,313 Other comprehensive loss — — — — ( 416 ) — — ( 416 ) Comprehensive income 16,202 Equity-based compensation — 1,747 — — — — — 1,747 Other 2 ( 76 ) — — — — — ( 74 ) Balance at June 30, 2025 $ 1,364 $ 495,095 $ ( 19,957 ) $ ( 34,252 ) $ 1,700 $ ( 153,071 ) $ ( 1,261 ) $ 289,618 See Notes to Consolidated Financial Statements 6 TETRA Technologies, Inc. and Subsidiaries Consolidated Statements of Cash Flows (In Thousands, Unaudited) Six Months Ended June 30, 2026 2025 Operating activities: Net income $ 18,556 $ 15,354 Reconciliation of net income to net cash provided by operating activities: Depreciation, amortization and accretion 18,776 18,340 Impairments and other charges — 611 (Gain) loss on investments ( 497 ) 42 Equity-based compensation expense 3,702 3,607 Provision for (recovery of) credit losses 68 ( 117 ) Amortization and expense of financing costs 1,177 979 Gain on sale of assets ( 256 ) ( 136 ) Non-cash cumulative foreign currency translation adjustment loss from dissolution of Canadian subsidiary — 9,516 Deferred income tax (benefit) expense 1,093 3,008 Other non-cash credits ( 172 ) ( 224 ) Changes in operating assets and liabilities: Accounts receivable ( 15,825 ) ( 4,495 ) Inventories ( 814 ) ( 2,089 ) Prepaid expenses and other current assets 3,746 4,662 Trade accounts payable and accrued expenses ( 6,343 ) 1,756 Other ( 680 ) 1,454 Net cash provided by operating activities 22,531 52,268 Investing activities: Purchases of property, plant and equipment, net ( 42,334 ) ( 37,443 ) Proceeds from sale of investments — 19,011 Proceeds from sale of property, plant and equipment 259 247 Other investing activities ( 100 ) ( 90 ) Net cash used in investing activities ( 42,175 ) ( 18,275 ) Financing activities: Proceeds from credit agreements and long-term debt 1,268 194 Public offering proceeds, net of offering costs of $ 6,603 108,397 — Principal payments on credit agreements and long-term debt ( 268 ) ( 194 ) Payments on financing lease obligations ( 2,438 ) ( 2,070 ) Taxes paid upon vesting of equity-based compensation ( 6,438 ) ( 1,234 ) Proceeds/cash settlements from common stock and exercised stock options 1,232 — Payments on seller financed purchases — ( 1,280 ) Net cash provided by (used in) financing activities 101,753 ( 4,584 ) Effect of exchange rate changes on cash ( 156 ) 2,184 Increase in cash and cash equivalents 81,953 31,593 Cash, cash equivalents and restricted cash at beginning of period 72,680 37,208 Cash, cash equivalents and restricted cash at end of period $ 154,633 $ 68,801 Reconciliation of cash, cash equivalents and restricted cash to the consolidated balance sheets Cash and cash equivalents at end of period $ 154,583 $ 68,749 Restricted cash at end of period 50 52 Total cash, cash equivalents and restricted cash at end of period shown in the consolidated statements of cash flows $ 154,633 $ 68,801 Non-cash financing activities: Offering costs incurred but unpaid as of period end $ 233 $ — See Notes to Consolidated Financial Statements 7 TETRA Technologies, Inc. and Subsidiaries Notes to Consolidated Financial Statements (Unaudited) NOTE 1 – ORGANIZATION, BASIS OF PRESENTATION, AND SIGNIFICANT ACCOUNTING POLICIES Organization We are an energy services and solutions company with operations on six continents focused on developing environmentally conscious services and solutions. 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 were incorporated in Delaware in 1981. 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. Unless the context requires otherwise, when we refer to “we,” “us,” and “our,” we are describing TETRA Technologies, Inc. and its subsidiaries on a consolidated basis. 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 also 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 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 are also developing and pilot testing technologies to treat and desalinate produced water from oil wells for beneficial reuse, including surface discharge. Presentation Our unaudited consolidated financial statements include the accounts of our wholly owned or controlled subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. The information furnished reflects all normal recurring adjustments, which are, in the opinion of management, necessary to provide a fair statement of the results for the interim periods. Operating results for the periods ended June 30, 2026 are not necessarily indicative of results that may be expected for the twelve months ended December 31, 2026. The accompanying unaudited consolidated financial statements have been prepared in accordance with Rule 10-01 of Regulation S-X for interim financial statements required to be filed with the U.S. Securities and Exchange Commission (“SEC”) and do not include all information and footnotes required by U.S. generally accepted accounting principles (“U.S. GAAP”) for complete financial statements. These financial statements should be read in conjunction with the financial statements for the year ended December 31, 2025 and notes thereto included in our Annual Report on Form 10-K filed with the Securities and Exchange Commission on February 25, 2026 (the “ 2025 Annual Report ”). 8 Significant Accounting Policies Our significant accounting policies are described in the notes to our consolidated financial statements for the year ended December 31, 2025 included in our 2025 Annual Report . There have been no significant changes in our accounting policies or the application thereof during the second quarter of 2026. Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclose contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues, expenses, and impairments during the reporting period. Actual results could differ from those estimates, and such differences could be material. Correction of Immaterial Error During the preparation of the financial statements for the period ended March 31, 2026, we identified an immaterial error which understated the current portion of long-term debt and overstated long-term debt by $ 4.8 million as of December 31, 2025. Balances as of December 31, 2025 have been revised to correct this error. See Note 5 - “Long-Term Debt and Other Borrowings” for additional information on our Term Credit Agreement. Mineral Resources Arrangement We are pursuing low-carbon energy initiatives that leverage our fluids core chemistry competencies and our significant mineral resources, including our brine leases in Southwest Arkansas. In June 2023, we entered into a memorandum of understanding (as subsequently amended and supplemented, “MOU”) with Saltwerx LLC (“Saltwerx”), an indirect wholly owned subsidiary of ExxonMobil Corporation, relating to the Evergreen Unit, and potential bromine and lithium production from brine produced from the unit. The memorandum of understanding includes an allocation of certain costs for the drilling of a brine production test well and other development operations, including front-end engineering and design studies for bromine and lithium production facilities. We capitalized approximately $ 10.9 million and $ 17.5 million for the three and six months ended June 30, 2026, respectively, and $ 10.9 million and $ 22.0 million for the three and six months ended June 30, 2025, respectively, of costs, net of reimbursements from our participating interest owner, associated with the development of our properties in Arkansas, excluding capitalized interest, which are included in capital expenditures for our Completion Fluids & Products Segment. Capitalized Interest We capitalize interest on significant expenditures for assets that require more than twelve months to prepare for their intended use. Capitalized interest is calculated based on our weighted average borrowing rate applied to accumulated expenditures on qualifying assets, including amortization of deferred financing costs and discounts. Interest capitalization ceases when the asset is substantially complete and ready for its intended use. Capitalized interest is included in the carrying amount of the related assets and will be amortized over their respective useful lives once the assets are placed into service. We capitalized interest attributed to cost capitalized for the development of our properties in Arkansas of approximately $ 2.0 million and $ 3.9 million for the three and six months ended June 30, 2026, respectively, and $ 1.0 million and $ 1.8 million for the three and six months ended June 30, 2025, respectively. The average effective interest rate used for capitalization during the six months ended June 30, 2026 was 11.0 %. Foreign Currency Translation We have designated the Euro, the British pound, the Canadian dollar and the Brazilian real as the functional currencies for our operations in Finland and Sweden, the United Kingdom, Canada and Brazil, respectively. The United States dollar is the designated functional currency for most of our other non-U.S. operations. The cumulative translation effects of translating the applicable accounts from the functional currencies into the United States dollar at current exchange rates are included as a separate component of equity. Foreign currency exchange (gains) losses are included in other expense (income), net and totaled $ 0.7 million and $( 0.7 ) million during the three and 9 six months ended June 30, 2026, respectively, and $( 0.8 ) million and $ 8.1 million during the three and six months ended June 30, 2025, respectively. Foreign currency exchange (gains) losses during the six months ended June 30, 2025 include recognition of a $ 9.5 million cumulative foreign currency translation adjustment loss, which was reclassified from accumulated other comprehensive loss due to the dissolution of our former subsidiary in Canada. Fair Value Measurements We utilize fair value measurements to account for certain items and account balances within our consolidated financial statements. Fair value measurements are utilized on a recurring basis in the determination of the carrying values of certain investments. See Note 7 - “Fair Value Measurements” for further discussion. Fair value measurements are also utilized on a nonrecurring basis in certain circumstances, including the impairment of long-lived assets (a Level 3 fair value measurement). Discontinued Operations In early 2018, we closed a series of related transactions that resulted in the disposition of our former Offshore segment. We may be required to satisfy certain decommissioning liabilities under third-party indemnity agreements and corporate guarantees for which costs may be significant. As of June 30, 2026 and December 31, 2025, we have accrued $ 7.4 million of decommissioning liability associated with our former Offshore segment for which costs might be above the value of surety bonds on properties previously disposed. Due to the inherent subjectivity of the assessments and unpredictability of the outcomes of any legal proceedings, any amounts estimated or accrued may not represent the ultimate loss to the Company. See Note 9 - “Discontinued Operations” and Note 11 - “Commitments and Contingencies” included in our 2025 Annual Report for additional discussion. Supplemental Cash Flow Information Supplemental cash flow information is as follows: Six Months Ended June 30, 2026 2025 (in thousands) Interest paid (1) $ 5,253 $ 8,802 Income taxes paid, net of refunds $ 11,587 $ 6,189 (1) Interest paid is net of $ 3.9 million and $ 1.8 million of capitalized interest for the six months ended June 30, 2026 and June 30, 2025, respectively. June 30, 2026 December 31, 2025 (in thousands) Accrued capital expenditures $ 19,320 $ 7,849 NOTE 2 – REVENUE Revenue from Contracts with Customers Our contract asset balances, primarily associated with contractual invoicing milestones and/or customer documentation requirements, were $ 27.7 million and $ 24.4 million as of June 30, 2026 and December 31, 2025, respectively. Contract assets, along with billed trade accounts receivable, are included in trade accounts receivable in our condensed consolidated balance sheets. Unearned income includes amounts in which the Company was contractually allowed to invoice prior to satisfying the associated performance obligations. Unearned income balances were $ 11.0 million and $ 5.9 million as of June 30, 2026 and December 31, 2025, respectively, and vary based on the timing of invoicing and performance obligations being met. Unearned income is included in accrued liabilities and other in our condensed consolidated balance sheets. We recognized approximately $ 4.0 million and $ 3.1 million of revenue during the three and six months ended June 30, 2026, respectively, and $ 0.1 million and $ 0.2 million of revenue during the three and six months ended June 30, 2025, respectively, deferred in unearned income as of the beginning of the period. During the six months ended June 30, 2026 and June 30, 2025, contract costs were not significant. 10 We disaggregate revenue from contracts with customers into Product Sales and Services within each segment, as noted in our two reportable segments in Note 10 - “Industry Segments.” In addition, we disaggregate revenue from contracts with customers by geography based on the following table below. Three Months Ended June 30, Six Months Ended June 30, 2026 2025 2026 2025 (in thousands) Completion Fluids & Products United States $ 48,545 $ 56,342 $ 106,056 $ 117,485 International 64,565 53,103 98,775 84,977 113,110 109,445 204,831 202,462 Water & Flowback Services United States 46,500 54,909 94,088 110,788 International 26,047 9,518 42,991 17,762 72,547 64,427 137,079 128,550 Total Revenue United States 95,045 111,251 200,144 228,273 International 90,612 62,621 141,766 102,739 $ 185,657 $ 173,872 $ 341,910 $ 331,012 NOTE 3 – INVENTORIES Components of inventories as of June 30, 2026 and December 31, 2025 are as follows: June 30, 2026 December 31, 2025 (in thousands) Finished goods $ 95,570 $ 96,125 Raw materials 6,827 5,764 Parts and supplies 12,291 11,949 Work in progress 2,369 1,888 Total inventories $ 117,057 $ 115,726 Finished goods inventories include newly manufactured clear brine fluids as well as used brines that are repurchased from certain customers for recycling . 11 NOTE 4 – INVESTMENTS Our investments as of June 30, 2026 and December 31, 2025 consist of the following: June 30, 2026 December 31, 2025 (in thousands) Investment in Standard Lithium $ 2,200 $ 3,576 Other investments 8,890 8,251 Total Investments $ 11,090 $ 11,827 We received stock of Standard Lithium under the terms of arrangements whereby Standard Lithium has the right to explore for, produce and extract lithium in our Arkansas leases and other additional potential resources in the Mojave region of California. The stock component of consideration received from Standard Lithium was initially recorded as unearned income based on the quoted market price at the time the stock was received, then recognized in income over the contract term. Changes in the value of stock are recorded in other (income) expense, net in our consolidated statements of operations. We also hold investments in convertible notes, common units and preferred units issued by two privately-held companies. These convertible notes, common units and preferred units are not publicly traded and may not be offered, sold, transferred or pledged until such common units are registered pursuant to an effective registration statement or pursuant to an exemption from registration. Our exposure to potential losses is limited to our investments, including capitalized and accrued interest associated with the convertible notes. See Note 7 - “Fair Value Measurements” for further information. NOTE 5 – LONG-TERM DEBT AND OTHER BORROWINGS Consolidated long-term debt as of June 30, 2026 and December 31, 2025 consists of the following: Scheduled Maturity June 30, 2026 December 31, 2025 (in thousands) Term Credit Agreement (1) January 12, 2030 $ 182,315 $ 181,357 Argentina Credit Facilities Various dates in December 2026 1,000 — Total debt 183,315 181,357 Less current portion ( 8,125 ) ( 4,750 ) Total long-term debt $ 175,190 $ 176,607 (1) Net of unamortized discount of $ 3.7 million and $ 4.2 million as of June 30, 2026 and December 31, 2025, respectively, and net of unamortized deferred financing costs of $ 4.0 million and $ 4.5 million as of June 30, 2026 and December 31, 2025, respectively. Term Credit Agreement Pricing on the Term Credit Agreement is the secured overnight financing rate (“SOFR”) plus 5.75 %. The interest rate per annum on borrowings under the Term Credit Agreement is 9.49 % as of June 30, 2026. The maturity date of the Term Credit Agreement is January 12, 2030. Our Term Credit Agreement requires us to make $ 2.4 million of principal payments during the remainder of 2026, and $ 9.5 million each in 2027, 2028 and 2029, payable quarterly and subject to adjustments for additional borrowings and prepayments, if any. Our Term Credit Agreement also requires us to offer to prepay a percentage of Excess Cash Flow (as defined in the Term Credit Agreement) within five business days of filing our Annual Report, if our Leverage Ratio (as defined in the Term Credit Agreement) is greater than 2 to 1. During 2026, the lender consented to waive the $ 1.2 million quarterly payments due on March 31, 2026 and June 30, 2026, which effectively deferred the payments to the 2030 maturity date of the Term Credit Agreement. 12 S cheduled maturities for the remainder of 2026 through maturity of the Term Credit Agreement are as follows, not considering conditional prepayment offers required by our Term Credit Agreement: June 30, 2026 (in thousands) 2026 $ 2,375 2027 9,500 2028 9,500 2029 9,500 2030 159,125 Total maturities $ 190,000 The Term Credit Agreement contains certain affirmative and negative covenants, including covenants that restrict the ability of the Company and certain of its subsidiaries to take certain actions including, among other things and subject to certain significant exceptions, the incurrence of debt, the granting of liens, engaging in mergers and other fundamental changes, the making of investments, entering into transactions with affiliates, the payment of dividends and other restricted payments, the prepayment of other indebtedness and the sale of assets. Commencing with fiscal quarter ending on March 31, 2024, the Term Credit Agreement also requires the Company to maintain a Leverage Ratio (as defined in the Term Credit Agreement) to be greater than 4.0 to 1.0 as of the end of each fiscal quarter and Liquidity (as defined in the Term Credit Agreement) to be no less than $ 50.0 million at all times. All obligations under the Term Credit Agreement and the guarantees of those obligations are secured, subject to certain exceptions, by a security interest on substantially all of the property of the Company and its domestic subsidiaries, subject to the lien priorities set forth in the intercreditor agreement with the agent under our ABL Credit Agreement. The Term Credit Agreement includes customary events of default including non-payment of principal, interest or fees, violation of covenants, inaccuracy of representations or warranties, cross-default to other material indebtedness, bankruptcy and insolvency events, invalidity or impairment of security interests or invalidity of loan documents, certain ERISA events, unsatisfied or unstayed judgments, and change of control. ABL Credit Agreement As of June 30, 2026, we had no borrowings outstanding and $ 3.1 million letters of credit or guarantees under our ABL Credit Agreement. Deferred financing costs of $ 0.7 million and $ 0.9 million as of June 30, 2026 and December 31, 2025, respectively, were classified as other long-term assets on the accompanying condensed consolidated balance sheets as there was no outstanding balance on our ABL Credit Agreement. As of June 30, 2026, our ABL Credit Agreement provides, with certain restrictions, for a senior secured revolving credit facility of up to $ 100.0 million with a $ 25.0 million accordion. The credit facility is subject to a borrowing base determined monthly by reference to the value of inventory and accounts receivable, and includes a sublimit of $ 20.0 million for letters of credit, and a swingline loan sublimit of $ 11.5 million. The ABL Credit Agreement matures on May 13, 2029. Subject to compliance with the covenants, borrowing base, and other provisions of the ABL Credit Agreement that may limit borrowings, we had availability of $ 61.4 million under this agreement as of June 30, 2026. Borrowings under the ABL Credit Agreement bear interest at a rate per annum equal to, at the option of TETRA, either (i) the standard overnight financing rate plus 0.10 %, (ii) a base rate plus a margin based on a fixed charge coverage ratio, or (iii) the Daily Simple Risk Free Rate plus 0.10 %. The base rate is determined by reference to the highest of (a) the prime rate of interest as announced from time to time by our lender (b) the Federal Funds Effective Rate (as defined in the ABL Credit Agreement) plus 0.5 % per annum and (c) the standard overnight financing rate (adjusted to reflect any required bank reserves) for a one-month period on such day plus 1.0 % per annum, provided that the base rate shall not be less than 1.0 %. Borrowings have an applicable margin ranging from 2.00 % to 2.50 % per annum for SOFR-based loans and 1.00 % to 1.50 % per annum for base-rate loans, based upon the applicable fixed charge coverage ratio. In addition to paying interest on the outstanding principal under the ABL Credit Agreement, TETRA is required to pay a commitment fee in respect of the unutilized commitments at an applicable rate of 0.375 % per annum. TETRA is also required to pay a customary letter of credit fee equal to the applicable margin on loans and fronting fees. 13 All obligations under the ABL Credit Agreement and the guarantees of those obligations are secured, subject to certain exceptions, by a security interest for the benefit of the ABL Lenders on substantially all of the personal property of TETRA and certain subsidiaries of TETRA, the equity interests in certain domestic subsidiaries, and a maximum of 65 % of the equity interests in certain foreign subsidiaries. Swedish Credit Facility The Company has a revolving credit facility for seasonal working capital needs of subsidiaries in Sweden (“Swedish Credit Facility”). As of June 30, 2026, we had no balance outstanding and availability of approximately $ 5.1 million under the Swedish Credit Facility. During each year, all outstanding loans under the Swedish Credit Facility must be repaid for at least 30 consecutive days. Borrowings bear interest at a rate of 2.95 % per annum. The Swedish Credit Facility expires on December 31, 2026 and the Company intends to renew it annually. Argentina Credit Facilities In January 2026, we entered into new credit facilities in Argentina for capital expenditures required for our subsidiary in Argentina (“Argentina Credit Facilities”), which is collateralized by a $ 3.0 million standby letter of credit issued under our ABL Credit Agreement. As of June 30, 2026, we had $ 1.0 million outstanding under the Argentina Credit Facilities. Borrowings bear interest at a weighted average rate of 7.13 % per annum. Principal and interest are due at maturity of the facilities in December 2026. Finland Credit Agreement The Company also has an agreement guaranteed by certain accounts receivable and inventory in Finland (“Finland Credit Agreement”). As of June 30, 2026, there were $ 1.6 million of letters of credit outstanding against the Finland Credit Agreement. The Finland Credit Agreement expires on January 31, 2027 and the Company intends to renew it annually. Covenants Our credit agreements contain certain affirmative and negative covenants, including covenants that restrict the ability to pay dividends or other restricted payments. As of June 30, 2026, we are in compliance with all required covenants under the credit agreements. NOTE 6 – COMMITMENTS AND CONTINGENCIES Litigation We are named defendants in several lawsuits and respondents in certain governmental proceedings arising in the ordinary course of business. While the outcome of lawsuits or other proceedings against us cannot be predicted with certainty, management does not consider it reasonably possible that a loss resulting from such lawsuits or other proceedings in excess of any amounts accrued has been incurred that is expected to have a material adverse impact on our financial condition, results of operations, or liquidity. There have been no material developments in our legal proceedings during the quarter ended June 30, 2026. For additional discussion of our legal proceedings, please see our 2025 Annual Report . Product Purchase Obligations In the normal course of our Completion Fluids & Products Segment operations, we enter into supply agreements with certain manufacturers of various raw materials and finished products. Some of these agreements have terms and conditions that specify a minimum or maximum level of purchases over the term of the agreement. Other agreements require us to purchase the entire output of the raw material or finished product produced by the manufacturer. Our purchase obligations under these agreements apply only with regard to raw materials and finished products that meet specifications set forth in the agreements. We recognize a liability for the purchase of such products at the time we receive them. As of June 30, 2026, the aggregate amount of the fixed and determinable portion of the purchase obligation pursuant to our Completion Fluids & Products Segment’s supply 14 agreements was approximately $ 58.0 million, including $ 19.3 million for the remainder of 2026, $ 29.1 million in 2027, and $ 9.6 million in 2028. Arkansas Bromine Project As of June 30, 2026, we had outstanding purchase and work order commitments of approximately $28.7 million related to construction of our Arkansas bromine production facility (the “Arkansas Bromine Project”). As of June 30, 2026, we also have commitments of $ 13.5 million related to long-lead power infrastructure for the facility, due over five years beginning after electric service is available, which may be subject to reduction or reimbursement if another industrial or non-residential customer(s) connects to the power infrastructure. NOTE 7 – FAIR VALUE MEASUREMENTS Financial Instruments Investments We retained an interest in our former subsidiary, CSI Compressco LP (“CSI Compressco’), which was acquired by Kodiak Gas Services, Inc. (“Kodiak”) on April 1, 2024, and we received shares of Kodiak in exchange for our common units in CSI Compressco in connection with such acquisition. In January 2025, we sold our Kodiak shares for proceeds of $ 19.0 million, net of transaction and broker fees. Our investment in Standard Lithium is recorded in investments on our condensed consolidated balance sheets based on the quoted market stock price (Level 1 fair value measurements). The stock component of consideration received from Standard Lithium is initially recorded as unearned income based on the quoted market price at the time the stock is received, then recognized in income over the contract term. Changes in the value of stock are recorded in other (income) expense, net in our consolidated statements of operations. We also hold investments in convertible notes, common units, and preferred units issued by two privately-held companies. The convertible note includes an option to convert the note into equity interests. Our investment in certain preferred units as of June 30, 2026 and December 31, 2025 were recorded based on internal valuations with assistance from a third-party valuation specialist, including reference to observable market-based inputs for preferred units issued to several investors during October 2025 through March 2026 (Level 3 fair value measurement). Our investment in convertible notes, embedded option and common units are recorded in our consolidated financial statements based on internal valuations with assistance from a third-party valuation specialist (Level 3 fair value measurement). The valuations are impacted by key assumptions, including the assumed probability and timing of potential debt or equity offerings. The change in the fair value of the embedded option, as well as the preferred units and common units, are included in other (income) expense, net in our consolidated statements of operations. The change in the fair value of the convertible note, excluding the embedded option, is included in other comprehensive income (loss) in our consolidated statements of comprehensive income. The change in our investments for the three and six months ended June 30, 2026 and June 30, 2025 are as follows: Three Months Ended June 30, 2026 Fair Value Measurements Using Quoted Prices in Active Markets for Identical Assets or Liabilities Significant Unobservable Inputs (Level 1) (Level 3) Total (in thousands) Investment balance at beginning of period $ 2,728 $ 8,766 $ 11,494 Unrealized loss on equity securities ( 528 ) ( 7 ) ( 535 ) Unrealized gain on embedded option — 370 370 Unrealized loss on convertible note, excluding embedded option — ( 239 ) ( 239 ) Investment balance at end of period $ 2,200 $ 8,890 $ 11,090 15 Three Months Ended June 30, 2025 Fair Value Measurements Using Quoted Prices in Active Markets for Identical Assets or Liabilities Significant Unobservable Inputs (Level 1) (Level 3) Total (in thousands) Investment balance at beginning of period $ 1,016 $ 8,670 $ 9,686 Unrealized gain (loss) on equity securities 552 ( 191 ) 361 Unrealized loss on embedded option — ( 660 ) ( 660 ) Unrealized loss on convertible note, excluding embedded option — ( 416 ) ( 416 ) Investment balance at end of period $ 1,568 $ 7,403 $ 8,971 Six Months Ended June 30, 2026 Fair Value Measurements Using Quoted Prices in Active Markets for Identical Assets or Liabilities Significant Unobservable Inputs (Level 1) (Level 3) Total (in thousands) Investment balance at beginning of period $ 3,576 $ 8,251 $ 11,827 Unrealized (loss) gain on equity securities ( 1,376 ) 122 ( 1,254 ) Unrealized gain on embedded option — 1,751 1,751 Unrealized loss on convertible note, excluding embedded option — ( 1,234 ) ( 1,234 ) Investment balance at end of period $ 2,200 $ 8,890 $ 11,090 Six Months Ended June 30, 2025 Fair Value Measurements Using Quoted Prices in Active Markets for Identical Assets or Liabilities Significant Other Observable Inputs Significant Unobservable Inputs (Level 1) (Level 2) (Level 3) Total (in thousands) Investment balance at beginning of period $ 19,561 $ 1,388 $ 7,210 $ 28,159 Sale of investments ( 18,393 ) — — ( 18,393 ) Reclassification between Level 2 and Level 3 fair value — ( 1,388 ) 1,388 — Unrealized gain (loss) on equity securities 400 — ( 177 ) 223 Unrealized loss on embedded option — — ( 883 ) ( 883 ) Unrealized loss on convertible note, excluding embedded option — — ( 135 ) ( 135 ) Investment balance at end of period $ 1,568 $ — $ 7,403 $ 8,971 Recurring fair value measurements by valuation hierarchy as of June 30, 2026 and December 31, 2025 are as follows: 16 Fair Value Measurements Using Total as of Quoted Prices in Active Markets for Identical Assets or Liabilities Significant Unobservable Inputs Description June 30, 2026 (Level 1) (Level 3) (in thousands) Investment in Standard Lithium $ 2,200 $ 2,200 $ — Other investments 8,890 — 8,890 Total investments $ 11,090 Fair Value Measurements Using Total as of Quoted Prices in Active Markets for Identical Assets or Liabilities Significant Unobservable Inputs Description December 31, 2025 (Level 1) (Level 3) (in thousands) Investment in Standard Lithium $ 3,576 $ 3,576 $ — Other investments 8,251 — 8,251 Total investments $ 11,827 Other The fair values of cash, restricted cash, accounts receivable, accounts payable, accrued liabilities, short-term borrowings and long-term debt approximate their carrying amounts. See Note 5 - “Long-Term Debt and Other Borrowings” for further discussion. NOTE 8 – CAPITAL STOCK On June 4, 2026, we received $ 108.2 million of proceeds, net of underwriting discounts and commissions and offering fees, from the issuance of 12,432,432 shares of our common stock. We intend to use the net proceeds from the offering for general corporate purposes, including funding a portion of the construction costs of the Arkansas Bromine Project. NOTE 9 – NET INCOME PER SHARE The following is a reconciliation of the weighted average number of common shares outstanding with the number of shares used in the computations of net income per common and common equivalent share: Three Months Ended June 30, Six Months Ended June 30, 2026 2025 2026 2025 (in thousands) Number of weighted average common shares outstanding 138,997 133,152 136,761 132,753 Assumed vesting of equity awards 1,622 270 2,194 618 Average diluted shares outstanding 140,619 133,422 138,955 133,371 17 NOTE 10 – INDUSTRY SEGMENTS We manage our operations through two segments: Completion Fluids & Products Segment and Water & Flowback Services Segment. Summarized financial information concerning the business segments is as follows: Three Months Ended June 30, 2026 Completion Fluids & Products Water & Flowback Services Corporate Total (in thousands) Revenue $ 113,110 $ 72,547 $ — $ 185,657 Cost of product sales and services 75,638 54,705 — 130,343 Depreciation, amortization and accretion 2,205 7,319 76 9,600 General and administrative expense 7,714 6,505 11,365 25,584 Operating income (loss) 27,553 4,018 ( 11,441 ) 20,130 Interest (income) expense, net ( 103 ) 247 3,123 3,267 Other expense (income), net 470 566 ( 27 ) 1,009 Income (loss) before taxes $ 27,186 $ 3,205 $ ( 14,537 ) $ 15,854 Capital expenditures $ 15,806 $ 7,437 $ 72 $ 23,315 Six Months Ended June 30, 2026 Completion Fluids & Products Water & Flowback Services Corporate Total (in thousands) Revenue $ 204,831 $ 137,079 $ — $ 341,910 Cost of product sales and services 134,528 104,667 — 239,195 Depreciation, amortization and accretion 4,436 14,185 155 18,776 General and administrative expense 15,924 12,651 22,418 50,993 Operating income (loss) 49,943 5,576 ( 22,573 ) 32,946 Interest (income) expense, net ( 260 ) 336 6,428 6,504 Other (income) expense, net ( 1,282 ) ( 25 ) 305 ( 1,002 ) Income (loss) before taxes $ 51,485 $ 5,265 $ ( 29,306 ) $ 27,444 Capital expenditures $ 25,997 $ 16,265 $ 72 $ 42,334 June 30, 2026 Total assets $ 496,842 $ 172,594 $ 130,678 $ 800,114 18 Three Months Ended June 30, 2025 Completion Fluids & Products Water & Flowback Services Corporate Total (in thousands) Revenue $ 109,445 $ 64,427 $ — $ 173,872 Cost of product sales and services 62,594 53,752 — 116,346 Depreciation, amortization and accretion 2,214 6,881 94 9,189 Impairments and other charges — 93 — 93 General and administrative expense 6,900 4,815 13,544 25,259 Operating income (loss) 37,737 ( 1,114 ) ( 13,638 ) 22,985 Interest (income) expense, net ( 302 ) 13 4,483 4,194 Other (income) expense, net ( 94 ) 144 ( 695 ) ( 645 ) Income (loss) before taxes $ 38,133 $ ( 1,271 ) $ ( 17,426 ) $ 19,436 Capital expenditures $ 13,671 $ 5,784 $ 32 $ 19,487 Six Months Ended June 30, 2025 Completion Fluids & Products Water & Flowback Services Corporate Total (in thousands) Revenue $ 202,462 $ 128,550 $ — $ 331,012 Cost of product sales and services 116,909 104,002 — 220,911 Depreciation, amortization and accretion 4,391 13,761 188 18,340 Impairments and other charges — 611 — 611 General and administrative expense 13,583 10,550 25,260 49,393 Operating income (loss) 67,579 ( 374 ) ( 25,448 ) 41,757 Interest (income) expense, net ( 417 ) 6 9,329 8,918 Other (income) expense, net ( 813 ) 9,778 ( 648 ) 8,317 Income (loss) before taxes $ 68,809 $ ( 10,158 ) $ ( 34,129 ) $ 24,522 Capital expenditures $ 27,514 $ 9,848 $ 81 $ 37,443 December 31, 2025 Total assets $ 347,770 $ 161,978 $ 166,013 $ 675,761 Our chief executive officer is considered the chief operating decision maker. We generally evaluate the performance of and allocate resources to our segments based on income (loss) from continuing operations before income taxes, return on investment, and other criteria. Resources for each segment, including employees and financial or capital resources, are allocated predominantly through the annual budget as well as the annual and monthly forecasting process. NOTE 11 – SUBSEQUENT EVENTS The Company has evaluated subsequent events through August 3, 2026, the date the financial statements were available to be issued and determined that there were no material subsequent events requiring recognition or disclosure in these financial statements . 19