Weatherford International plc 10-Q

Item 1. Financial Statements. WEATHERFORD INTERNATIONAL PLC AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) Three Months Ended Nine Months Ended September 30, September 30, (Dollars and shares in millions, except per share amounts) 2025 2024 2025 2024 Revenue: Services $ 760 $ 869 $ 2,233 $ 2,596 Products 472 540 1,396 1,576 Total Revenue 1,232 1,409 3,629 4,172 Costs and Expenses: Cost of Services 490 523 1,418 1,550 Cost of Products 354 394 1,074 1,142 Research and Development 27 33 86 95 Selling, General and Administrative 169 203 494 624 Gain on Sale of Business — — ( 70 ) — Restructuring Charges 11 — 51 8 Other Charges, Net 3 13 19 13 Total Costs and Expenses 1,054 1,166 3,072 3,432 Operating Income 178 243 557 740 Other Expense: Interest Expense, Net of Interest Income of $ 11 , $ 13 , $ 36 and $ 44 ( 23 ) ( 24 ) ( 70 ) ( 77 ) Loss on Blue Chip Swap Securities — — ( 1 ) ( 10 ) Other Expense, Net ( 16 ) ( 41 ) ( 60 ) ( 83 ) Income Before Income Taxes 139 178 426 570 Income Tax Provision ( 52 ) ( 12 ) ( 108 ) ( 144 ) Net Income 87 166 318 426 Net Income Attributable to Noncontrolling Interests 6 9 25 32 Net Income Attributable to Weatherford $ 81 $ 157 $ 293 $ 394 Basic Income per Share $ 1.13 $ 2.14 $ 4.04 $ 5.39 Basic Weighted Average Shares Outstanding 71.9 73.2 72.4 73.1 Diluted Income per Share $ 1.12 $ 2.06 $ 4.02 $ 5.25 Diluted Weighted Average Shares Outstanding 72.2 75.2 72.7 75.0 The accompanying notes are an integral part of these Condensed Consolidated Financial Statements. 2 Table of Contents WEATHERFORD INTERNATIONAL PLC AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (UNAUDITED) Three Months Ended Nine Months Ended September 30, September 30, (Dollars in millions) 2025 2024 2025 2024 Net Income $ 87 $ 166 $ 318 $ 426 Foreign Currency Translation Adjustments ( 15 ) 20 146 ( 4 ) Defined Benefit Pension Activity 2 — 2 — Comprehensive Income 74 186 466 422 Comprehensive Income Attributable to Noncontrolling Interests 6 9 25 32 Comprehensive Income Attributable to Weatherford $ 68 $ 177 $ 441 $ 390 The accompanying notes are an integral part of these Condensed Consolidated Financial Statements. 3 Table of Contents WEATHERFORD INTERNATIONAL PLC AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) (Dollars and shares in millions, except par value) September 30, 2025 December 31, 2024 (Unaudited) Assets: Cash and Cash Equivalents $ 967 $ 916 Restricted Cash 64 59 Accounts Receivable, Net of Allowance for Credit Losses of $ 9 at September 30, 2025 and $ 8 at December 31, 2024 1,282 1,261 Inventories, Net 880 880 Other Current Assets 283 286 Total Current Assets 3,476 3,402 Property, Plant and Equipment, Net of Accumulated Depreciation of $ 1,103 at September 30, 2025 and $ 940 at December 31, 2024 1,118 1,061 Intangibles, Net of Accumulated Amortization of $ 842 at September 30, 2025 and $ 793 at December 31, 2024 294 325 Operating Lease Assets 126 124 Other Non-Current Assets 258 247 Total Assets $ 5,272 $ 5,159 Liabilities: Current Portion of Long-term Debt $ 126 $ 17 Accounts Payable 690 792 Accrued Salaries and Benefits 281 302 Income Taxes Payable 104 129 Current Portion of Operating Lease Liabilities 48 44 Other Current Liabilities 429 412 Total Current Liabilities 1,678 1,696 Long-term Debt 1,462 1,617 Operating Lease Liabilities 108 110 Non-current Taxes Payable 283 274 Other Non-Current Liabilities 174 179 Total Liabilities $ 3,705 $ 3,876 Shareholders’ Equity: Ordinary Shares - Par Value $ 0.001 ; Authorized 1,356 shares, Issued and Outstanding 71.7 shares at September 30, 2025 and 72.1 at December 31, 2024 $ — $ — Capital in Excess of Par Value 2,811 2,921 Retained Deficit ( 1,249 ) ( 1,486 ) Accumulated Other Comprehensive Loss ( 2 ) ( 150 ) Shareholders’ Equity 1,560 1,285 Noncontrolling Interests 7 ( 2 ) Total Shareholders’ Equity 1,567 1,283 Total Liabilities and Shareholders’ Equity $ 5,272 $ 5,159 The accompanying notes are an integral part of these Condensed Consolidated Financial Statements. 4 Table of Contents WEATHERFORD INTERNATIONAL PLC AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) Nine Months Ended September 30, (Dollars in millions) 2025 2024 Cash Flows From Operating Activities: Net Income $ 318 $ 426 Adjustments to Reconcile Net Income to Net Cash Provided by Operating Activities: Depreciation and Amortization 193 260 Foreign Exchange Losses 40 58 Loss on Blue Chip Swap Securities 1 10 Gain on Disposition of Assets ( 6 ) ( 33 ) Gain on Sale of Business ( 70 ) — Deferred Income Tax Provision 13 8 Share-Based Compensation 26 35 Changes in Accounts Receivable, Inventory, Accounts Payable and Accrued Salaries and Benefits: Accounts Receivable 22 23 Inventories ( 17 ) ( 131 ) Accounts Payable ( 91 ) 18 Accrued Salaries and Benefits ( 27 ) ( 54 ) Other Changes, Net 6 ( 77 ) Net Cash Provided by Operating Activities 408 543 Cash Flows From Investing Activities: Capital Expenditures for Property, Plant and Equipment ( 175 ) ( 199 ) Proceeds from Disposition of Assets 11 18 Proceeds from Sale of Business 97 — Purchases of Blue Chip Swap Securities ( 103 ) ( 50 ) Proceeds from Sales of Blue Chip Swap Securities 102 40 Business Acquisitions, Net of Cash Acquired — ( 51 ) Proceeds from Sale of Investments — 41 Other Investing Activities ( 14 ) ( 6 ) Net Cash Used in Investing Activities ( 82 ) ( 207 ) Cash Flows From Financing Activities: Repayments of Long-term Debt ( 80 ) ( 264 ) Distributions to Noncontrolling Interests ( 16 ) ( 19 ) Tax Remittance on Equity Awards Vested ( 20 ) ( 9 ) Share Repurchases ( 94 ) ( 50 ) Dividends Paid ( 54 ) ( 18 ) Other Financing Activities ( 13 ) ( 18 ) Net Cash Used in Financing Activities ( 277 ) ( 378 ) Effect of Exchange Rate Changes on Cash, Cash Equivalents and Restricted Cash 7 ( 43 ) Net Increase (Decrease) in Cash, Cash Equivalents and Restricted Cash 56 ( 85 ) Cash, Cash Equivalents and Restricted Cash at Beginning of Period 975 1,063 Cash, Cash Equivalents and Restricted Cash at End of Period $ 1,031 $ 978 Supplemental Cash Flow Information: Interest Paid $ 71 $ 82 Income Taxes Paid, Net of Refunds $ 122 $ 130 844,702 Ordinary Shares Issued for Acquisitions $ — $ 75 The accompanying notes are an integral part of these Condensed Consolidated Financial Statements. 5 Table of Contents WEATHERFORD INTERNATIONAL PLC AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS 1 – Basis of Presentation and Summary of Significant Accounting Policies Basis of Presentation The accompanying unaudited Condensed Consolidated Financial Statements of Weatherford International plc (the “Company,” “Weatherford,” “we,” “us,” or “our”) have been prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”) and pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) for interim financial information. Accordingly, certain information and disclosures normally included in our annual consolidated financial statements have been condensed or omitted. Therefore, these unaudited Condensed Consolidated Financial Statements should be read in conjunction with our audited Consolidated Financial Statements included in our Form 10-K for the year ended December 31, 2024 (“2024 Form 10-K”). The preparation of the Condensed Consolidated Financial Statements in conformity with U.S. GAAP requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the Condensed Consolidated Financial Statements and the reported amounts of revenue and expenses during the reporting period. Ultimate results could differ from our estimates. In the opinion of management, the Condensed Consolidated Financial Statements reflect all adjustments considered necessary by management to fairly state the results of operations, financial position and cash flows of Weatherford and its subsidiaries for the periods presented and are not necessarily indicative of the results that may be expected for a full year. Our financial statements have been prepared on a consolidated basis. Under this basis, our financial statements consolidate all wholly owned subsidiaries and controlled joint ventures. All intercompany accounts and transactions have been eliminated. Summary of Significant Accounting Policies Please refer to “Note 1 – Summary of Significant Accounting Policies” of our Consolidated Financial Statements from our 2024 Form 10-K for the discussion on our significant accounting policies. Certain reclassifications have been made to these Condensed Consolidated Financial Statements and accompanying footnotes for the three and nine months ended September 30, 2024 to conform to the presentation for the three and nine months ended September 30, 2025. Accounting Standards Issued Not Yet Adopted Please refer to “Note 1 – Summary of Significant Accounting Policies” of our Consolidated Financial Statements from our 2024 Form 10-K for the discussion on accounting pronouncements that have been issued but not yet effective for the interim periods presented that are not expected to have a material impact on our financial position or results of operations. Evaluations of all other new accounting pronouncements that have been issued, but not yet effective are on-going, and at this time are not expected to have a material impact on our Condensed Consolidated Financial Statements. 6 Table of Contents 2 – Segment Information Financial information by segment is summarized below. The accounting policies of the segments are the same as those described in the summary of significant accounting policies as presented in our 2024 Form 10-K. We have three reportable segments: (1) Drilling and Evaluation “DRE,” (2) Well Construction and Completions “WCC,” and (3) Production and Intervention “PRI.” The Company’s chief operating decision maker (“CODM”), our chief executive officer, uses segment adjusted EBITDA to measure the profitability of each segment. The regularly reviewed historical, current and forecasted segment adjusted EBITDA data is utilized by the CODM to allocate Company resources. The CODM also uses segment adjusted EBITDA to drive efficiencies and develop competitive strategies. Segment adjusted EBITDA is based on segment earnings before interest, taxes, depreciation, amortization, share-based compensation expense and other adjustments. All other includes results from non-core business activities (including integrated services and projects), and corporate includes overhead support and centrally managed or shared facilities costs. All other and corporate do not individually meet the criteria for segment reporting. Three Months Ended September 30, 2025 Reportable Segments All (Dollars in millions) DRE WCC PRI Other Total Revenue $ 346 $ 468 $ 326 $ 92 $ 1,232 Direct Costs (a) ( 216 ) ( 285 ) ( 223 ) Other Expense (b) ( 47 ) ( 58 ) ( 44 ) DRE Segment Adjusted EBITDA 83 83 WCC Segment Adjusted EBITDA 125 125 PRI Segment Adjusted EBITDA 59 59 All Other 14 Corporate ( 12 ) Depreciation and Amortization ( 67 ) Share-based Compensation ( 10 ) Restructuring Charges ( 11 ) Other Charges, Net ( 3 ) Operating Income $ 178 (a) Segment cost of sales and direct operating costs. (b) Segment selling, general and administrative and research and development costs . 7 Table of Contents Nine Months Ended September 30, 2025 Reportable Segments All (Dollars in millions) DRE WCC PRI Other Total Revenue $ 1,031 $ 1,365 $ 987 $ 246 $ 3,629 Direct Costs (a) ( 662 ) ( 822 ) ( 673 ) Other Expense (b) ( 143 ) ( 172 ) ( 130 ) DRE Segment Adjusted EBITDA 226 226 WCC Segment Adjusted EBITDA 371 371 PRI Segment Adjusted EBITDA 184 184 All Other 37 Corporate ( 42 ) Depreciation and Amortization ( 193 ) Share-based Compensation ( 26 ) Gain on Sale of Business 70 Restructuring Charges ( 51 ) Other Charges, Net ( 19 ) Operating Income $ 557 (a) Segment cost of sales and direct operating costs. (b) Segment selling, general and administrative and research and development costs . Three Months Ended September 30, 2024 Reportable Segments All (Dollars in millions) DRE WCC PRI Other Total Revenue $ 435 $ 509 $ 371 $ 94 $ 1,409 Direct Costs (a) ( 270 ) ( 296 ) ( 242 ) Other Expense (b) ( 54 ) ( 62 ) ( 46 ) DRE Segment Adjusted EBITDA 111 111 WCC Segment Adjusted EBITDA 151 151 PRI Segment Adjusted EBITDA 83 83 All Other 23 Corporate ( 13 ) Depreciation and Amortization ( 89 ) Share-based Compensation ( 10 ) Other Charges, Net ( 13 ) Operating Income $ 243 (a) Segment cost of sales and direct operating costs. (b) Segment selling, general and administrative and research and development costs . 8 Table of Contents Nine Months Ended September 30, 2024 Reportable Segments All (Dollars in millions) DRE WCC PRI Other Total Revenue $ 1,284 $ 1,471 $ 1,088 $ 329 $ 4,172 Direct Costs (a) ( 750 ) ( 869 ) ( 709 ) Other Expense (b) ( 163 ) ( 186 ) ( 138 ) DRE Segment Adjusted EBITDA 371 371 WCC Segment Adjusted EBITDA 416 416 PRI Segment Adjusted EBITDA 241 241 All Other 73 Corporate ( 45 ) Depreciation and Amortization ( 260 ) Share-based Compensation ( 35 ) Restructuring Charges ( 8 ) Other Charges, Net ( 13 ) Operating Income $ 740 (a) Segment cost of sales and direct operating costs. (b) Segment selling, general and administrative and research and development costs. Three Months Ended September 30, Nine Months Ended September 30, (Dollars in millions) 2025 2024 2025 2024 Depreciation and Amortization: DRE $ 21 $ 29 $ 61 $ 84 WCC 13 24 37 72 PRI 21 23 57 69 Corporate and Other 12 13 38 35 Total Depreciation and Amortization $ 67 $ 89 $ 193 $ 260 Capital Expenditures: DRE $ 18 $ 26 $ 68 $ 71 WCC 9 12 25 42 PRI 10 27 56 57 Corporate and Other 7 13 26 29 Total Capital Expenditures $ 44 $ 78 $ 175 $ 199 9 Table of Contents (Dollars in millions) September 30, 2025 December 31, 2024 Total Assets: DRE $ 932 $ 925 WCC 1,024 1,040 PRI 786 789 Corporate and Other (a) 2,530 2,405 Total $ 5,272 $ 5,159 (a) Corporate and other total assets primarily include cash and cash equivalents, certain intangible assets, and centrally managed or shared facilities. PP&E, Net and Operating Lease Assets by Geographic Area As of September 30, 2025 and December 31, 2024, the U.S. accounted for 23 % and 22 %, respectively, and the Kingdom of Saudi Arabia accounted for 12 % and 11 % respectively, of our PP&E, Net and operating lease assets identifiable by geography. No other country accounted for more than 10% of our PP&E, Net and operating lease assets identifiable by geography as of September 30, 2025 and December 31, 2024. We had no PP&E, Net and operating lease assets in our country of domicile (Ireland) as of September 30, 2025 and December 31, 2024. (Dollars in millions) September 30, 2025 December 31, 2024 North America (a) $ 318 $ 293 Latin America 170 195 Middle East/North Africa/Asia 497 443 Europe/Sub-Sahara Africa/Russia 224 219 PP&E, Net and Operating Lease Assets by Geography (b) $ 1,209 $ 1,150 (a) North America consists of the U.S. and Canada. (b) Corporate assets not allocated by geography are excluded from this total. Sale of Business In April 2025, we completed the sale of our pressure pumping business in Argentina for proceeds totaling $ 104 million consisting of $ 7 million of proceeds received in the fourth quarter of 2024 and $ 97 million of proceeds received in the second quarter of 2025. We recognized a gain of $ 70 million as a result of this transaction during the three months ended June 30, 2025. 10 Table of Contents 3 – Revenue Disaggregated Revenue The following table disaggregates our revenue from contracts with customers by geographic area and includes equipment rental revenue. Equipment rental revenues were $ 24 million and $ 91 million in the three and nine months ended September 30, 2025, respectively, and $ 38 million and $ 111 million for the three and nine months ended September 30, 2024, respectively. During the three and nine months ended September 30, 2025, the U.S. accounted for 15 % of total revenue in each period, and the Kingdom of Saudi Arabia accounted for 10 % and 11 % of total revenue, respectively. During the three and nine months ended September 30, 2024, the U.S. accounted for 15 % and the Kingdom of Saudi Arabia accounted for 10 % of total revenue in each period, respectively. In addition, during the three and nine months ended September 30, 2024, Mexico accounted for 12 % and 13 % of total revenue, respectively, driven by our largest customer in those periods, which accounted for 10 % and 11 % of our total revenue, respectively, in the same periods. No other country accounted for more than 10% of our revenue in the periods presented. Three Months Ended September 30, Nine Months Ended September 30, (Dollars in millions) 2025 2024 2025 2024 Revenue by Geographic Areas: North America (a) $ 243 $ 266 $ 734 $ 785 International 989 1,143 2,895 3,387 Middle East/North Africa/Asia 533 542 1,560 1,581 Latin America 214 358 650 1,081 Europe/Sub-Sahara Africa/Russia 242 243 685 725 Total Revenue $ 1,232 $ 1,409 $ 3,629 $ 4,172 (a) North America consists of the U.S. and Canada. Contract Balances The timing of our revenue recognition, billings, and cash collections results in the recording of accounts receivable, contract assets, and contract liabilities. The following table summarizes these balances as of September 30, 2025 and December 31, 2024: (Dollars in millions) September 30, 2025 December 31, 2024 Receivables for Product and Services in Accounts Receivable, Net $ 1,255 $ 1,232 Receivables for Equipment Rentals in Account Receivable, Net $ 27 $ 29 Accounts Receivable, Net $ 1,282 $ 1,261 Contract Assets in Other Current Assets $ 60 $ 61 Contract Assets in Other Non-Current Assets $ 28 $ 34 Contract Liabilities in Other Current Liabilities $ 35 $ 51 Contract Liabilities in Other Non-Current Liabilities $ 3 $ 2 11 Table of Contents 4 – Restructuring Charges Restructuring charges were $ 11 million and $ 51 million in the three and nine months ended September 30, 2025, respectively, and nil and $ 8 million in the three and nine months ended September 30, 2024, respectively, and presented as “Restructuring Charges” on the accompanying Condensed Consolidated Statements of Operations. These charges were related to optimization and efficiency initiatives throughout the organization and primarily relate to severance expenses. Restructuring liabilities were $ 31 million as of September 30, 2025 and $ 35 million as of December 31, 2024. Of the restructuring liabilities, $ 26 million and $ 31 million are recorded in “Other Current Liabilities” on the accompanying Consolidated Balance Sheets as of September 30, 2025 and December 31, 2024, respectively. The remaining $ 5 million and $ 4 million are recorded in “Other Non-Current Liabilities” on the accompanying Consolidated Balance Sheets as of September 30, 2025 and December 31, 2024, respectively. Changes in the liabilities are primarily driven by restructuring charges and cash payments. The following table presents total restructuring charges by segment and All Other in the three and nine months ended September 30, 2025 and 2024: Three Months Ended September 30, Nine Months Ended September 30, (Dollars in millions) 2025 2024 2025 2024 DRE $ 4 $ — $ 13 $ 2 WCC 3 — 11 1 PRI 3 3 11 7 All Other 1 ( 3 ) 16 ( 2 ) Total Restructuring Charges $ 11 $ — $ 51 $ 8 5 – Inventories, Net Inventories are reported net of reserves of $ 124 million and $ 115 million as of September 30, 2025 and December 31, 2024, respectively, and are presented by category in the table below: (Dollars in millions) September 30, 2025 December 31, 2024 Finished Goods $ 780 $ 778 Work in Process and Raw Materials, Components and Supplies 100 102 Inventories, Net $ 880 $ 880 The change in inventory reserves includes inventory charges, primarily offset by the disposal of inventory previously reserved. The charges are recorded in “Cost of Products” on our Condensed Consolidated Statements of Operations in the amount of $ 8 million and $ 22 million in the three and nine months ended September 30, 2025, respectively, and $ 9 million and $ 24 million during the three and nine months ended September 30, 2024, respectively. 12 Table of Contents 6 – Intangibles, Net The components of intangible assets, net were as follows: (Dollars in millions) September 30, 2025 December 31, 2024 Developed and Acquired Technology, Net of Accumulated Amortization of $ 610 at September 30, 2025 and $ 592 at December 31, 2024 $ 117 $ 126 Trade Names, Net of Accumulated Amortization of $ 232 at September 30, 2025 and $ 201 at December 31, 2024 177 199 Intangibles, Net of Accumulated Amortization of $ 842 at September 30, 2025 and $ 793 at December 31, 2024 $ 294 $ 325 Amortization expense was $ 15 million and $ 44 million in the three and nine months ended September 30, 2025, respectively, and $ 43 million and $ 125 million in the three and nine months ended September 30, 2024, respectively, and is reported in “Selling, General and Administrative” on our Condensed Consolidated Statements of Operations. The decrease in amortization expense was primarily due to full amortization of certain intangible assets as of December 31, 2024. 7 – Borrowings and Other Debt Obligations (Dollars in millions) September 30, 2025 December 31, 2024 Current portion of 8.625 % Senior Notes due 2030 “2030 Senior Notes” $ 100 $ — Current Portion of Finance Leases 26 17 Current Portion of Long-term Debt $ 126 $ 17 8.625 % Senior Notes due 2030 “2030 Senior Notes” $ 1,426 $ 1,586 Finance Leases 36 31 Long-term Debt $ 1,462 $ 1,617 2028 Senior Secured Notes On September 30, 2021, Weatherford International Ltd. (“Weatherford Bermuda”) issued 6.50 % senior secured notes in aggregate principal amount of $ 500 million maturing September 15, 2028 (the “2028 Senior Secured Notes”). Interest was payable semiannually on September 15 and March 15 of each year, and commenced on March 15, 2022. Proceeds from the issuance were reduced by debt issuance costs. As of June 30, 2024, we fully redeemed the remaining principal of our 2028 Senior Secured Notes. 2030 Senior Notes On October 27, 2021, Weatherford Bermuda issued 8.625 % senior notes in aggregate principal amount of $ 1.6 billion maturing April 30, 2030 (the “2030 Senior Notes”). Interest is payable semiannually on June 1 and December 1 of each year, and commenced on June 1, 2022. On December 1, 2022, the indenture related to our 2030 Senior Notes was amended and supplemented to add Weatherford International, LLC (“Weatherford Delaware”) as co-issuer and co-obligor, and concurrently release the guarantee of Weatherford Delaware. In the third quarter of 2025 and for the nine months ended September 30, 2025, we repurchased nil and $ 61 million in principal, respectively, of our 2030 Senior Notes. At September 30, 2025, the carrying value represents the remaining unpaid principal of $ 1.54 billion, offset by unamortized deferred issuance cost of $ 10 million. At December 31, 2024, the carrying value represented the remaining principal of $ 1.6 billion, offset by unamortized deferred issuance cost of $ 11 million. On September 22, 2025, we commenced a cash tender offer (the “Tender Offer”) for up to $ 1.3 billion in aggregate principal amount of our 2030 Senior Notes. On October 7, 2025, the early tender settlement date for the Tender Offer, we purchased $ 893 million aggregate principal amount of the 2030 Senior Notes. The Tender Offer expired on October 21, 2025. The details of these transactions can be found in “Note 14 - Subsequent Events”. 13 Table of Contents On October 20, 2025, the Company issued a notice to redeem 2030 Senior Notes in an aggregate principal amount of $ 407 million, representing the amount of the Tender Offer that remained unsubscribed at its expiration date. The redemption will be funded using $ 100 million of cash on hand and proceeds from the issuance of the 2033 Senior Notes (as defined below) on October 6, 2025. Pursuant to the Company’s accounting policy election, if the Company has the ability and intent to repay long-term debt within the next year with cash on hand the amount of long-term debt expected to be repaid is re-classified to current portion of long-term debt. As such, $ 100 million of the 2030 Senior Notes was reclassified to current as of September 30, 2025. The details of these transactions can be found in “Note 14 - Subsequent Events”. 2033 Senior Notes On October 6, 2025, Weatherford Bermuda issued 6.75 % senior notes in aggregate principal amount of $ 1.2 billion maturing on October 15, 2033 (the “2033 Senior Notes”) in a private offering. The details of this transaction can be found in “Note 14 - Subsequent Events”. Credit Agreement Weatherford Bermuda, Weatherford Delaware, Weatherford Canada Ltd. (“Weatherford Canada”) and WOFS International Finance GmbH (“Weatherford Switzerland”), together as borrowers, and the Company as parent, have an amended and restated credit agreement (the “Credit Agreement”). The Credit Agreement is guaranteed by the Company and certain of our subsidiaries and secured by substantially all of the personal property of the Company and those subsidiaries. At December 31, 2024, the Credit Agreement allowed for a total commitment amount of $ 720 million, maturing on October 24, 2028. Financial covenants in the Credit Agreement include a $ 250 million minimum liquidity covenant (which may increase up to $ 400 million dependent on the nature of transactions we may decide to enter into), a minimum interest coverage ratio of 2.50 to 1.00, a maximum total net leverage ratio of 3.50 to 1.00, and a maximum secured net leverage ratio of 1.50 to 1.00. On September 18, 2025, we amended the Credit Agreement to (i) allow for an increase in total commitment amount from $ 720 million to $ 1 billion comprised of $ 600 million to be used either for revolving loans or financial letters of credit and $ 400 million to be used for performance letters of credit, (ii) extend the maturity date to the earlier of September 18, 2030 or January 29, 2030 if more than $ 200 million of 2030 Senior Notes or Permitted Refinancing Indebtedness are outstanding on that date and (iii) include an accordion feature that will allow for further increases of commitments up to $ 1.15 billion. As of September 30, 2025, under the Credit Agreement we had zero borrowings, $ 6 million in financial letters of credit and $ 255 million in performance letters of credit outstanding. Additionally as of September 30, 2025, we had $ 179 million letters of credit under various uncommitted bi-lateral facilities ($ 48 million of which was cash collateral held and recorded in “Restricted Cash” on the Condensed Consolidated Balance Sheets). As of December 31, 2024, under the Credit Agreement we had zero borrowings, $ 12 million in financial letters of credit and $ 279 million in performance letters of credit outstanding. Additionally as of December 31, 2024, we had $ 91 million of letters of credit under various uncommitted bi-lateral facilities ($ 49 million of which was cash collateral held and recorded in “Restricted Cash” on the Condensed Consolidated Balance Sheets). Fair Value The fair value of our long-term debt fluctuates with changes in applicable interest rates among other factors. Fair value will exceed carrying value when the current market interest rate is lower than the interest rate at which the debt was originally issued and will be less than the carrying value when the market rate is greater than the interest rate at which the debt was originally issued. The fair value of our long-term debt is classified as Level 2 in the fair value hierarchy and is established based on observable inputs in less active markets. The table below presents the fair value and carrying value of our long-term debt (excluding finance leases). September 30, 2025 December 31, 2024 (Dollars in millions) Carrying Value Fair Value Carrying Value Fair Value 8.625 % Senior Notes due 2030 $ 1,526 $ 1,572 $ 1,586 $ 1,650 Long-Term Debt (excluding Finance Leases) $ 1,526 $ 1,572 $ 1,586 $ 1,650 14 Table of Contents 8 – Disputes, Litigation and Legal Contingencies We are subject to lawsuits and claims arising out of the nature of our business. We have certain claims, disputes and pending litigation for which we do not believe a negative outcome is probable or for which we can only estimate a range of liability. It is possible, however, that an unexpected judgment could be rendered against us, or we could decide to resolve a case or cases, which would result in a liability that could be uninsured and beyond the amounts we currently have reserved and in some cases those losses could be material. If one or more negative outcomes were to occur relative to these cases, the aggregate impact to our financial condition could be material. 15 Table of Contents 9 – Shareholders’ Equity Shares issued and outstanding on our Condensed Consolidated Balance Sheets decreased from 72.1 million as of December 31, 2024 to 71.7 million as of September 30, 2025. The decrease was due to the cancellation of 1.7 million of our ordinary shares repurchased for $ 94 million. The decrease was partially offset by the issuance of 1.3 million of our ordinary shares for equity awards vested and delivered, net of shares withheld for taxes. During the nine months ended September 30, 2025, we declared and paid $ 54 million in dividends and accrued an immaterial amount of dividend equivalent rights on share-based awards. The following summarizes our shareholders’ equity activity for the three and nine months ended September 30, 2025 and 2024: (Dollars in millions) Ordinary Shares Par Value Capital in Excess of Par Value Retained Deficit Accumulated Other Comprehensive Income (Loss) Non-controlling Interests Total Shareholders’ Equity Balance at December 31, 2024 72.1 $ — $ 2,921 $ ( 1,486 ) $ ( 150 ) $ ( 2 ) $ 1,283 Net Income — — — 76 — 10 86 Equity Awards, Granted and Vested, Net of Shares Withheld for Taxes 1.3 — ( 34 ) — — — ( 34 ) Share Repurchases ( 0.8 ) — ( 53 ) — — — ( 53 ) Dividends Declared ($ 0.25 per share) (1) — — — ( 18 ) — — ( 18 ) Other Comprehensive Income — — — — 96 — 96 Balance at March 31, 2025 72.6 $ — $ 2,834 $ ( 1,428 ) $ ( 54 ) $ 8 $ 1,360 Net Income — — — 136 — 9 145 Equity Awards, Granted and Vested, Net of Shares Withheld for Taxes — — 10 — — — 10 Share Repurchases ( 0.8 ) — ( 34 ) — — — ( 34 ) Dividends Declared ($ 0.25 per share) (1) — — — ( 19 ) — — ( 19 ) Distributions to Noncontrolling Interests — — — — — ( 8 ) ( 8 ) Other Comprehensive Income — — — — 65 — 65 Balance at June 30, 2025 71.8 $ — $ 2,810 $ ( 1,311 ) $ 11 $ 9 $ 1,519 Net Income — — — 81 — 6 87 Equity Awards, Granted and Vested, Net of Shares Withheld for Taxes — — 10 — — — 10 Share Repurchases ( 0.1 ) — ( 7 ) — — — ( 7 ) Dividends Declared ($ 0.25 per share) (1) — — — ( 19 ) — — ( 19 ) Distributions to Noncontrolling Interests — — — — — ( 8 ) ( 8 ) Other Comprehensive Loss — — — — ( 13 ) — ( 13 ) Other — — ( 2 ) — — — ( 2 ) Balance at September 30, 2025 71.7 $ — $ 2,811 $ ( 1,249 ) $ ( 2 ) $ 7 $ 1,567 (1) Includes dividend equivalent rights on share-based awards. 16 Table of Contents (Dollars in millions) Ordinary Shares Par Value Capital In Excess of Par Value Retained Deficit Accumulated Other Comprehensive Loss Non-controlling Interests Total Shareholders’ Equity Balance at December 31, 2023 72.1 $ — $ 2,906 $ ( 1,954 ) $ ( 28 ) $ ( 2 ) $ 922 Net Income — — — 112 — 11 123 Equity Awards, Granted and Vested, Net of Shares Withheld for Taxes 0.3 — 4 — — — 4 Other Comprehensive Loss — — — — ( 24 ) — ( 24 ) Equity Issued for Acquisitions 0.8 — 75 — — — 75 Balance at March 31, 2024 73.2 $ — $ 2,985 $ ( 1,842 ) $ ( 52 ) $ 9 $ 1,100 Net Income — — — 125 — 12 137 Equity Awards, Granted and Vested, Net of Shares Withheld for Taxes — — 12 — — — 12 Distributions to Noncontrolling Interests — — — — — ( 9 ) ( 9 ) Balance at June 30, 2024 73.2 $ — $ 2,997 $ ( 1,717 ) $ ( 52 ) $ 12 $ 1,240 Net Income — — — 157 — 9 166 Equity Awards, Granted and Vested, Net of Shares Withheld for Taxes — 9 — — — 9 Share Repurchases ( 0.5 ) — ( 50 ) — — — ( 50 ) Dividends Declared ($ 0.25 per share) (1) — — — ( 19 ) — — ( 19 ) Other Comprehensive Income — — — — 20 — 20 Distributions to Noncontrolling Interests — — — — — ( 10 ) ( 10 ) Balance at September 30, 2024 72.7 $ — $ 2,956 $ ( 1,579 ) $ ( 32 ) $ 11 $ 1,356 (1) Includes dividend equivalent rights on share-based awards. The following table presents the changes in our accumulated other comprehensive income (loss) by component for the nine months ended September 30, 2025 and 2024: (Dollars in millions) Currency Translation Adjustment Defined Benefit Pension Total Balance at December 31, 2024 $ ( 156 ) $ 6 $ ( 150 ) Other Comprehensive Income 146 2 148 Balance at September 30, 2025 $ ( 10 ) $ 8 $ ( 2 ) Balance at December 31, 2023 $ ( 43 ) $ 15 $ ( 28 ) Other Comprehensive Loss ( 4 ) — ( 4 ) Balance at September 30, 2024 $ ( 47 ) $ 15 $ ( 32 ) 17 Table of Contents 10 – Income per Share A reconciliation of the number of shares used for the basic and diluted income per share calculation was as follows: Three Months Ended September 30, Nine Months Ended September 30, (Dollars and shares in millions, except per share amounts) 2025 2024 2025 2024 Net Income Attributable to Weatherford $ 81 $ 157 $ 293 $ 394 Less: Impact of Acquisition Contingent Consideration (1) — ( 2 ) — — Net Income Attributable to Weatherford and Available to Shareholders $ 81 $ 155 $ 293 $ 394 Basic Weighted Average Shares Outstanding 71.9 73.2 72.4 73.1 Dilutive Effect of Awards Granted in Stock Incentive Plan 0.3 1.9 0.3 1.9 Dilutive Effect of Acquisition Contingent Consideration (1) — 0.1 — — Diluted Weighted Average Shares Outstanding 72.2 75.2 72.7 75.0 Basic Income per Share $ 1.13 $ 2.14 $ 4.04 $ 5.39 Diluted Income per Share (1) $ 1.12 $ 2.06 $ 4.02 $ 5.25 Antidilutive Weighted Average Shares: Equity Awards 0.7 0.3 0.6 0.4 Total Antidilutive Weighted Average Shares 0.7 0.3 0.6 0.4 (1) During the three months ended September 30, 2024, diluted income per share included the maximum potentially dilutive shares contingently issuable for an acquisition consideration, the value of which was adjusted out of Net Income Attributable to Weatherford in calculating diluted income per share Basic income per share for all periods presented equals net income available to shareholders divided by our weighted average shares outstanding during the period. Diluted income per share is computed by dividing net income available to shareholders by our weighted average shares outstanding during the period including potential dilutive ordinary shares. Anti-dilutive weighted average shares represent securities that could potentially dilute income per share in the future and are excluded from the computation of income per share. 18 Table of Contents 11 – Income Taxes We recognized a tax expense of $ 52 million and $ 108 million for the three and nine months ended September 30, 2025, respectively, compared to three and nine months ended September 30, 2024 where we recognized a tax expense of $ 12 million and $ 144 million, respectively. Income tax expense was higher in the three months ended September 30, 2025 compared to the same period in 2024 as the third quarter of 2024 was lower by $ 51 million due to the release of valuation allowances and the recognition of a benefit from previously uncertain tax positions, partially offset by decreased earnings before taxes. Income tax expense was lower in the nine months ended September 30, 2025 compared to the same period in 2024, primarily due to the decreased earnings before tax, partially offset by the release of valuation allowance in the 2024 period. We calculate our income tax provision using the estimated annual effective tax rate method in accordance with Accounting Standards Codification “ASC” 740 - Income Taxes. The relationship between our pre-tax income or loss and our income tax provision or benefit varies from period to period due to various factors which include changes in total pre-tax income or loss, the jurisdictions in which our income is earned, the tax laws in those jurisdictions and in our operating structure. We provide for income taxes based on the laws and rates in effect in the countries in which operations are conducted, or in which we or our subsidiaries are considered residents for income tax purposes. Our income tax provisions are primarily driven by income in certain jurisdictions and withholding taxes on intercompany and third-party transactions that do not directly correlate to ordinary income or loss. Certain charges and impairments recognized do not result in a significant tax benefit as a result of being attributed to a non-income tax jurisdiction or our inability to forecast realization of the tax benefit of such losses. This is partially offset by the utilization of previously unbenefited deferred tax assets, such as net operating loss carryforwards. We routinely undergo tax examination in various jurisdictions. We cannot predict the timing or outcome regarding resolution of these tax examinations or if they will have a material impact on our financial statements. As of September 30, 2025, we anticipate that it is reasonably possible that our uncertain tax positions of $ 283 million, including interest and penalties offset by net operating losses and other tax attributes if settled, may decrease by up to $ 92 million in the next twelve months due to expiration of statutes of limitations, settlements and/or conclusions of tax examinations. 12 – Credit Default Swap During the fourth quarter of 2024, we entered into a credit default swap (“CDS”) with a third-party financial institution terminating in September of 2026 related to a secured loan between that third-party financial institution and our largest customer in Mexico. The secured loan was utilized by this customer to pay certain of our outstanding receivables and accordingly, in the fourth quarter of 2024, we received $ 25 million. Under the terms of the CDS, within five business days upon notification of a default by the customer, we could be required to pay the then outstanding notional balance net of recoveries. As of September 30, 2025, we had a notional balance of $ 17 million outstanding under the CDS and as of December 31, 2024, we had a notional balance of $ 25 million outstanding. The fair value of the derivative was not material as of September 30, 2025 and December 31, 2024. A CDS was entered into during the fourth quarter of 2023 with the same parties for similar reasons as in the fourth quarter of 2024, and accordingly, in the first quarter of 2024, we received $ 142 million. The agreement was terminated in the third quarter of 2024, extinguishing the remaining notional balance. 13 – Blue Chip Swap Securities - Argentina The functional currency for our Argentine operations is the U.S. dollar and we use Argentina’s official exchange rate to remeasure our Argentine peso-denominated net monetary assets into U.S. dollars at each balance sheet date. The Central Bank of Argentina has maintained certain currency controls that limit our ability to access U.S. dollars in Argentina and remit cash from our Argentine operations. As such, we have used an indirect foreign exchange mechanism known as a Blue Chip Swap (“BCS”) which allows entities to remit U.S. dollars from Argentina through the purchase and sale of securities. During the third quarter of 2025 we completed a series of BCS transactions that resulted in an immaterial impact to our financial statements. No BCS transactions were entered into in the third quarter of 2024. During the second quarter of 2025 and 2024, we completed a series of BCS transactions at implied exchange rates that were approximately 1 % and 26 % higher, respectively, than the official exchange rate, resulting in a loss of $ 1 million and $ 10 million, respectively. We continue to use the official exchange rate for remeasurement of our Argentine peso-denominated net monetary assets under U.S. GAAP as the BCS rates do not meet the criteria for remeasurement under U.S. GAAP. 19 Table of Contents 14 – Subsequent Events Declaration of cash dividend On October 15, 2025, our Board of Directors declared a cash dividend of $ 0.25 per share of the Company’s ordinary shares, payable on December 4, 2025 to shareholders of record as of November 6, 2025. 2033 Senior Notes Offering and Tender Offer for 2030 Senior Notes On October 6, 2025, Weatherford Bermuda issued $ 1.2 billion in aggregate principal amount of 6.75 % senior notes due October 15, 2033 in a private offering. Interest on the 2033 Senior Notes is payable semiannually on April 15th and October 15th of each year, beginning on April 15, 2026 at a rate of 6.75 % per year. The 2033 Senior Notes will mature on October 15, 2033. The 2033 Senior Notes are guaranteed by the Company and other subsidiary guarantors. The Company intends to use the net proceeds from the offering, along with cash on hand of $ 100 million, to fund its cash tender offer for up to $ 1.3 billion aggregate principal amount of our 2030 Senior Notes. On October 7, 2025, the early settlement date for the Tender Offer, the Company used a portion of the net proceeds from the issuance of 2033 Senior Notes to purchase $ 893 million aggregate principal amount of 2030 Senior Notes at applicable prices, plus accrued and unpaid interest of $ 27 million and an early tender premium of $ 21 million. The tender offer expired October 21, 2025. On October 20, 2025, the Company issued a notice to redeem 2030 Senior Notes in an aggregate principal amount of $ 407 million, representing the amount of the Tender Offer that remained unsubscribed at its expiration date. The redemption will be funded using $ 100 million of cash on hand and the remaining proceeds from the issuance of the 2033 Senior Notes. 20 Table of Contents