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) 2026 2025 2026 2025 Revenue: Services $ 699 $ 760 $ 2,086 $ 2,233 Products 444 472 1,314 1,396 Total Revenue 1,143 1,232 3,400 3,629 Costs and Expenses: Cost of Services 438 490 1,357 1,418 Cost of Products 331 354 996 1,074 Research and Development 23 27 64 86 Selling, General and Administrative 182 169 522 494 Gain on Sale of Business — — — ( 70 ) Restructuring Charges 6 11 28 51 Redomestication 6 — 30 — Other Charges, Net 4 3 20 19 Total Costs and Expenses 990 1,054 3,017 3,072 Operating Income 153 178 383 557 Other Expense: Interest Expense, Net of Interest Income of $ 13 , $ 11 , $ 34 and $ 36 ( 15 ) ( 23 ) ( 48 ) ( 70 ) Other Expense, Net ( 9 ) ( 16 ) ( 26 ) ( 61 ) Income Before Income Taxes 129 139 309 426 Income Tax Provision ( 4 ) ( 52 ) ( 33 ) ( 108 ) Net Income 125 87 276 318 Net Income Attributable to Noncontrolling Interests 5 6 9 25 Net Income Attributable to Weatherford $ 120 $ 81 $ 267 $ 293 Basic Income per Share $ 1.66 $ 1.13 $ 3.71 $ 4.04 Basic Weighted Average Shares Outstanding 71.9 71.9 71.9 72.4 Diluted Income per Share $ 1.66 $ 1.12 $ 3.70 $ 4.02 Diluted Weighted Average Shares Outstanding 72.2 72.2 72.2 72.7 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) 2026 2025 2026 2025 Net Income $ 125 $ 87 $ 276 $ 318 Foreign Currency Translation Adjustments ( 24 ) ( 15 ) ( 21 ) 146 Defined Benefit Pension Activity ( 1 ) 2 ( 1 ) 2 Comprehensive Income 100 74 254 466 Comprehensive Income Attributable to Noncontrolling Interests 5 6 9 25 Comprehensive Income Attributable to Weatherford $ 95 $ 68 $ 245 $ 441 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, 2026 December 31, 2025 (Unaudited) Assets: Cash and Cash Equivalents $ 1,161 $ 987 Restricted Cash 37 55 Accounts Receivable, Net of Allowance for Credit Losses of $ 12 at September 30, 2026 and $ 10 at December 31, 2025 1,105 1,234 Inventories, Net 861 836 Other Current Assets 245 260 Total Current Assets 3,409 3,372 Property, Plant and Equipment, Net of Accumulated Depreciation of $ 1,232 at September 30, 2026 and $ 1,150 at December 31, 2025 1,160 1,124 Intangibles, Net of Accumulated Amortization of $ 873 at September 30, 2026 and $ 828 at December 31, 2025 288 285 Operating Lease Assets 123 128 Other Non-Current Assets 356 288 Total Assets $ 5,336 $ 5,197 Liabilities: Current Portion of Long-term Debt $ 264 $ 30 Accounts Payable 595 650 Accrued Salaries and Benefits 277 285 Income Taxes Payable 103 129 Current Portion of Operating Lease Liabilities 45 48 Other Current Liabilities 391 395 Total Current Liabilities 1,675 1,537 Long-term Debt 1,216 1,455 Operating Lease Liabilities 103 109 Non-current Taxes Payable 218 242 Other Non-Current Liabilities 132 158 Total Liabilities $ 3,344 $ 3,501 Shareholders’ Equity: Ordinary Shares - Par Value $ 0.001 ; Authorized 1,356 shares, Issued and Outstanding 72.5 shares at September 30, 2026 and 71.6 at December 31, 2025 $ — $ — Capital in Excess of Par Value 2,887 2,815 Retained Deficit ( 922 ) ( 1,129 ) Accumulated Other Comprehensive Income (Loss) ( 9 ) 13 Shareholders’ Equity 1,956 1,699 Noncontrolling Interests 36 ( 3 ) Total Shareholders’ Equity 1,992 1,696 Total Liabilities and Shareholders’ Equity $ 5,336 $ 5,197 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) 2026 2025 Cash Flows From Operating Activities: Net Income $ 276 $ 318 Adjustments to Reconcile Net Income to Net Cash Provided by Operating Activities: Depreciation and Amortization 211 193 Foreign Exchange Losses 11 40 Gain on Disposition of Assets ( 28 ) ( 6 ) Gain on Sale of Business — ( 70 ) Deferred Income Tax Provision ( 35 ) 13 Share-Based Compensation 38 26 Changes in Accounts Receivable, Inventory, Accounts Payable, Accrued Salaries and Benefits and Income Taxes Payable: Accounts Receivable 186 22 Inventories ( 19 ) ( 17 ) Accounts Payable ( 72 ) ( 91 ) Accrued Salaries and Benefits ( 7 ) ( 27 ) Income Taxes Payable ( 23 ) ( 3 ) Other Changes, Net ( 35 ) 10 Net Cash Provided by Operating Activities 503 408 Cash Flows From Investing Activities: Capital Expenditures for Property, Plant and Equipment ( 141 ) ( 175 ) Proceeds from Disposition of Assets 17 11 Proceeds from Sale of Business — 97 Purchases of Blue Chip Swap Securities ( 23 ) ( 103 ) Proceeds from Sales of Blue Chip Swap Securities 22 102 Business Acquisition, Net of Cash Acquired ( 13 ) — Other Investing Activities ( 26 ) ( 14 ) Net Cash Used in Investing Activities ( 164 ) ( 82 ) Cash Flows From Financing Activities: Repayments of Long-term Debt ( 25 ) ( 80 ) Distributions to Noncontrolling Interests ( 9 ) ( 16 ) Tax Remittance on Equity Awards Vested ( 20 ) ( 20 ) Share Repurchases ( 54 ) ( 94 ) Dividends Paid ( 59 ) ( 54 ) Other Financing Activities — ( 13 ) Net Cash Used in Financing Activities ( 167 ) ( 277 ) Effect of Exchange Rate Changes on Cash, Cash Equivalents and Restricted Cash ( 16 ) 7 Net Increase in Cash, Cash Equivalents and Restricted Cash 156 56 Cash, Cash Equivalents and Restricted Cash at Beginning of Period 1,042 975 Cash, Cash Equivalents and Restricted Cash at End of Period $ 1,198 $ 1,031 Supplemental Cash Flow Information: Interest Paid $ 57 $ 71 Income Taxes Paid, Net of Refunds $ 127 $ 122 Supplemental Noncash Information: 1,033,696 Ordinary Shares Issued for Acquisition $ 101 $ — Portion of Assumed Equity Awards Included in Acquisition Consideration $ 7 $ — 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, 2025 (“2025 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, which consist of normal recurring 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 2025 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, 2025 to conform to the presentation for the three and nine months ended September 30, 2026. Accounting Standards Issued Not Yet Adopted Please refer to “Note 1 – Summary of Significant Accounting Policies” of our Consolidated Financial Statements from our 2025 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. 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 2025 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 Costs includes overhead support and centrally managed or shared facilities costs. All Other and Corporate Costs do not individually meet the criteria for segment reporting. 6 Table of Contents Three Months Ended September 30, 2026 Reportable Segments All (Dollars in millions) DRE WCC PRI Other Total Revenue $ 331 $ 450 $ 314 $ 48 $ 1,143 Direct Costs (a) ( 197 ) ( 285 ) ( 203 ) Other Expense (b) ( 44 ) ( 65 ) ( 38 ) DRE Segment Adjusted EBITDA 90 90 WCC Segment Adjusted EBITDA 100 100 PRI Segment Adjusted EBITDA 73 73 All Other 10 Corporate Costs ( 19 ) Depreciation and Amortization ( 70 ) Share-based Compensation ( 15 ) Restructuring Charges ( 6 ) Redomestication ( 6 ) Other Charges, Net ( 4 ) Operating Income $ 153 (a) Segment cost of sales and direct operating costs. (b) Segment selling, general and administrative and research and development costs . Nine Months Ended September 30, 2026 Reportable Segments All (Dollars in millions) DRE WCC PRI Other Total Revenue $ 943 $ 1,326 $ 926 $ 205 $ 3,400 Direct Costs (a) ( 593 ) ( 833 ) ( 612 ) Other Expense (b) ( 130 ) ( 176 ) ( 117 ) DRE Segment Adjusted EBITDA 220 220 WCC Segment Adjusted EBITDA 317 317 PRI Segment Adjusted EBITDA 197 197 All Other 29 Corporate Costs ( 53 ) Depreciation and Amortization ( 211 ) Share-based Compensation ( 38 ) Restructuring Charges ( 28 ) Redomestication ( 30 ) Other Charges, Net ( 20 ) Operating Income $ 383 (a) Segment cost of sales and direct operating costs. (b) Segment selling, general and administrative and research and development costs . 7 Table of Contents 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 Costs ( 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 . 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 Costs ( 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 . 8 Table of Contents Three Months Ended September 30, Nine Months Ended September 30, (Dollars in millions) 2026 2025 2026 2025 Depreciation and Amortization: DRE $ 23 $ 21 $ 69 $ 61 WCC 9 13 33 37 PRI 22 21 68 57 Corporate and Other 16 12 41 38 Total Depreciation and Amortization $ 70 $ 67 $ 211 $ 193 Capital Expenditures: DRE $ 17 $ 18 $ 53 $ 68 WCC 12 9 37 25 PRI 8 10 18 56 Corporate and Other 8 7 33 26 Total Capital Expenditures $ 45 $ 44 $ 141 $ 175 (Dollars in millions) September 30, 2026 December 31, 2025 Total Assets: DRE $ 931 $ 931 WCC 1,140 1,055 PRI 773 771 Corporate and Other (a) 2,492 2,440 Total $ 5,336 $ 5,197 (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, 2026 and December 31, 2025, the U.S. accounted for 23 % at both dates, and the Kingdom of Saudi Arabia accounted for 11 % and 13 % 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, 2026 and December 31, 2025. We had no PP&E, Net and operating lease assets in our country of domicile (Ireland) as of September 30, 2026 and December 31, 2025. (Dollars in millions) September 30, 2026 December 31, 2025 North America (a) $ 315 $ 314 Latin America 201 153 Middle East/North Africa/Asia 455 507 Europe/Sub-Sahara Africa/Russia 224 231 PP&E, Net and Operating Lease Assets by Geography (b) $ 1,195 $ 1,205 (a) North America consists of the U.S. and Canada. (b) Corporate assets not allocated by geography are excluded from this total. 9 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 $ 20 million and $ 60 million in the three and nine months ended September 30, 2026, respectively, and $ 24 million and $ 91 million for the three and nine months ended September 30, 2025, respectively. During the three and nine months ended September 30, 2026, the U.S. accounted for 15 % and 14 % of total revenue, 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. 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) 2026 2025 2026 2025 Revenue by Geographic Areas: North America (a) $ 236 $ 243 $ 661 $ 734 International 907 989 2,739 2,895 Middle East/North Africa/Asia 447 533 1,369 1,560 Latin America 225 214 645 650 Europe/Sub-Sahara Africa/Russia 235 242 725 685 Total Revenue $ 1,143 $ 1,232 $ 3,400 $ 3,629 (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, 2026 and December 31, 2025: (Dollars in millions) September 30, 2026 December 31, 2025 Receivables for Products and Services in Accounts Receivable, Net $ 1,083 $ 1,209 Receivables for Equipment Rentals in Account Receivable, Net $ 22 $ 25 Accounts Receivable, Net $ 1,105 $ 1,234 Contract Assets in Other Current Assets $ 51 $ 71 Contract Assets in Other Non-Current Assets $ 33 $ 32 Contract Liabilities in Other Current Liabilities $ 58 $ 48 Contract Liabilities in Other Non-Current Liabilities $ 2 $ 2 4 – Restructuring Charges Restructuring charges were $ 6 million and $ 28 million in the three and nine months ended September 30, 2026, respectively, and $ 11 million and $ 51 million in the three and nine months ended September 30, 2025, respectively, and are 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. 10 Table of Contents Restructuring liabilities were $ 17 million as of September 30, 2026 and $ 22 million as of December 31, 2025. Of the restructuring liabilities, $ 16 million and $ 19 million are recorded in “Other Current Liabilities” on the accompanying Condensed Consolidated Balance Sheets as of September 30, 2026 and December 31, 2025, respectively. The remaining $ 1 million and $ 3 million are recorded in “Other Non-Current Liabilities” on the accompanying Condensed Consolidated Balance Sheets as of September 30, 2026 and December 31, 2025. Changes in the liabilities are primarily driven by restructuring charges and cash payments. The following table presents total restructuring charges by segment and Corporate and Other in the three and nine months ended September 30, 2026 and 2025: Three Months Ended September 30, Nine Months Ended September 30, (Dollars in millions) 2026 2025 2026 2025 DRE $ 2 $ 4 $ 6 $ 13 WCC 2 3 8 11 PRI 2 3 7 11 Corporate and Other — 1 7 16 Total Restructuring Charges $ 6 $ 11 $ 28 $ 51 5 – Inventories, Net Inventories are reported net of reserves of $ 125 million and $ 118 million as of September 30, 2026 and December 31, 2025, respectively, and are presented by category in the table below: (Dollars in millions) September 30, 2026 December 31, 2025 Finished Goods $ 754 $ 742 Work in Process and Raw Materials, Components and Supplies 107 94 Inventories, Net $ 861 $ 836 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 $ 7 million and $ 28 million in the three and nine months ended September 30, 2026, respectively, and $ 8 million and $ 22 million during the three and nine months ended September 30, 2025, respectively. The increase in inventories, net was primarily related to inventory acquired in connection with an acquisition during the three and nine months ended September 30, 2026. Please refer to “Note 13 – Acquisition.” 11 Table of Contents 6 – Intangibles, Net The components of intangible assets, net were as follows: (Dollars in millions) September 30, 2026 December 31, 2025 Developed and Acquired Technology, Net of Accumulated Amortization of $ 600 at September 30, 2026 and $ 586 at December 31, 2025 $ 146 $ 118 Trade Names, Net of Accumulated Amortization of $ 273 at September 30, 2026 and $ 242 at December 31, 2025 142 167 Intangibles, Net of Accumulated Amortization of $ 873 at September 30, 2026 and $ 828 at December 31, 2025 $ 288 $ 285 Amortization expense was $ 15 million and $ 46 million in the three and nine months ended September 30, 2026, respectively, and $ 15 million and $ 44 million in the three and nine months ended September 30, 2025, respectively, and is reported in “Selling, General and Administrative” on our Condensed Consolidated Statements of Operations. The net increase in developed and acquired technology was primarily related to intangibles acquired in connection with an acquisition during the three and nine months ended September 30, 2026. Please refer to “Note 13 – Acquisition.” 7 – Borrowings and Other Debt Obligations (Dollars in millions) September 30, 2026 December 31, 2025 8.625 % Senior Notes due 2030 “2030 Senior Notes” $ 234 $ — Current Portion of Finance Leases 30 30 Current Portion of Long-term Debt $ 264 $ 30 6.75 % Senior Notes due 2033 “2033 Senior Notes” $ 1,183 $ 1,181 2030 Senior Notes — 234 Finance Leases 33 40 Long-term Debt $ 1,216 $ 1,455 2030 Senior Notes On October 27, 2021, Weatherford International Ltd. (“Weatherford Bermuda”) issued 8.625 % senior notes in aggregate principal amount of $ 1.6 billion maturing April 30, 2030 (the “2030 Senior Notes”). Interest on the 2030 Senior Notes 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 US Holding, LLC (formerly named Weatherford International, LLC, “Weatherford Delaware”) as co-issuer and co-obligor, and concurrently release the guarantee of Weatherford Delaware. At September 30, 2026 and December 31, 2025, the carrying value represented the remaining unpaid principal of $ 236 million, offset by unamortized deferred issuance cost of $ 2 million. On October 20, 2026, the Company issued a notice to redeem the remaining 2030 Senior Notes in an aggregate principal amount of $ 236 million. The redemption will be funded using cash on hand. Pursuant to the Company's accounting policy election, the Company has the ability and intent to repay long-term debt with cash on hand within the next year. As such, the carrying value of the 2030 Senior Notes was reclassified from long-term debt to current maturities of long-term debt as of September 30, 2026. 12 Table of Contents 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”). Interest on the 2033 Senior Notes is payable semiannually on April 15th and October 15th of each year, beginning on April 15, 2026. On October 24, 2025, the indenture related to our 2033 Senior Notes was amended and supplemented to add Weatherford Delaware as co-issuer and co-obligor, and concurrently released the guarantee of Weatherford Delaware. On September 25, 2026, the indenture related to our 2033 Senior Notes was further amended and supplemented to add Weatherford International Holding LLC, a Texas limited liability company, as an additional co-issuer and co-obligor, and concurrently release the guarantee of Weatherford International Holding LLC. At September 30, 2026, the carrying value represents the remaining unpaid principal of $ 1.2 billion, offset by unamortized deferred issuance cost of $ 17 million. At December 31, 2025, the carrying value represented the remaining unpaid principal of $ 1.2 billion, offset by unamortized deferred issuance cost of $ 19 million. 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 September 30, 2026 and December 31, 2025, the Credit Agreement allowed for a total commitment amount of $ 1 billion, maturing on the date that occurs first: (a) September 18, 2030 or (b) if more than $ 200 million of the 2030 Senior Notes remain outstanding, the date that is 91 days before the maturity of those notes. 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. As of September 30, 2026, under the Credit Agreement we had zero borrowings, $ 1 million in financial letters of credit and $ 233 million in performance letters of credit outstanding. Additionally as of September 30, 2026, we had $ 297 million letters of credit under various uncommitted bi-lateral facilities ($ 31 million of which was cash collateral held and recorded in “Restricted Cash” on the Condensed Consolidated Balance Sheets). As of December 31, 2025, under the Credit Agreement we had zero borrowings, $ 7 million in financial letters of credit and $ 245 million in performance letters of credit outstanding. Additionally as of December 31, 2025, we had $ 207 million of letters of credit under various uncommitted bi-lateral facilities ($ 47 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, 2026 December 31, 2025 (Dollars in millions) Carrying Value Fair Value Carrying Value Fair Value 2030 Senior Notes $ — $ — $ 234 $ 242 2033 Senior Notes $ 1,183 $ 1,181 $ 1,181 $ 1,226 Long-Term Debt (excluding Finance Leases) $ 1,183 $ 1,181 $ 1,415 $ 1,468 13 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. 14 Table of Contents 9 – Shareholders’ Equity Shares issued and outstanding on our Condensed Consolidated Balance Sheets increased from 71.6 million as of December 31, 2025 to 72.5 million as of September 30, 2026. The increase was due to the issuance of 1.0 million of our ordinary shares related to an acquisition and of 0.4 million of our ordinary shares for equity awards vested and delivered, net of shares withheld for taxes, partially offset by the cancellation of 0.5 million of our ordinary shares repurchased for $ 54 million. See “Note 13 – Acquisition” for additional information regarding the acquisition. During the nine months ended September 30, 2026, we declared and paid $ 59 million in dividends and accrued $ 1 million of dividend equivalent rights on share-based awards. The following summarizes our shareholders’ equity activity for the three and nine months ended September 30, 2026 and 2025: 15 Table of Contents (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, 2025 71.6 $ — $ 2,815 $ ( 1,129 ) $ 13 $ ( 3 ) $ 1,696 Net Income — — — 108 — 1 109 Equity Awards, Granted and Vested, Net of Shares Withheld for Taxes 0.4 — ( 6 ) — — — ( 6 ) Share Repurchases ( 0.1 ) — ( 10 ) — — — ( 10 ) Dividends Declared ($ 0.275 per share) (1) — — — ( 20 ) — — ( 20 ) Other Comprehensive Loss — — — — ( 13 ) — ( 13 ) Other — — — — — 3 3 Balance at March 31, 2026 71.9 $ — $ 2,799 $ ( 1,041 ) $ — $ 1 $ 1,759 Net Income — — — 39 — 3 42 Equity Awards, Granted and Vested, Net of Shares Withheld for Taxes — — 11 — — — 11 Share Repurchases ( 0.1 ) — ( 16 ) — — — ( 16 ) Dividends Declared ($ 0.275 per share) (1) — — — ( 20 ) — — ( 20 ) Distributions to Noncontrolling Interests — — — — — ( 5 ) ( 5 ) Other Comprehensive Income — — — — 16 — 16 Other — — — — — 2 2 Balance at June 30, 2026 71.8 $ — $ 2,794 $ ( 1,022 ) $ 16 $ 1 $ 1,789 Net Income — — — 120 — 5 125 Equity Awards, Granted and Vested, Net of Shares Withheld for Taxes — — 13 — — — 13 Share Repurchases ( 0.3 ) — ( 28 ) — — — ( 28 ) Dividends Declared ($ 0.275 per share) (1) — — — ( 20 ) — — ( 20 ) Distributions to Noncontrolling Interests — — — — — ( 4 ) ( 4 ) Other Comprehensive Loss — — — — ( 25 ) — ( 25 ) Acquisition Related Activity 1.0 — 108 — — 34 142 Other — — — — — — — Balance at September 30, 2026 72.5 $ — $ 2,887 $ ( 922 ) $ ( 9 ) $ 36 $ 1,992 (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 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 Income — — — — ( 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. The following table presents the changes in our accumulated other comprehensive income (loss) by component for the nine months ended September 30, 2026 and 2025: (Dollars in millions) Currency Translation Adjustment Defined Benefit Pension Total Balance at December 31, 2025 $ 1 $ 12 $ 13 Other Comprehensive Loss ( 21 ) ( 1 ) ( 22 ) Balance at September 30, 2026 $ ( 20 ) $ 11 $ ( 9 ) Balance at December 31, 2024 $ ( 156 ) $ 6 $ ( 150 ) Other Comprehensive Income 146 2 148 Balance at September 30, 2025 $ ( 10 ) $ 8 $ ( 2 ) 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) 2026 2025 2026 2025 Net Income Attributable to Weatherford $ 120 $ 81 $ 267 $ 293 Basic Weighted Average Shares Outstanding 71.9 71.9 71.9 72.4 Dilutive Effect of Awards Granted in Stock Incentive Plans 0.3 0.3 0.3 0.3 Diluted Weighted Average Shares Outstanding 72.2 72.2 72.2 72.7 Basic Income per Share $ 1.66 $ 1.13 $ 3.71 $ 4.04 Diluted Income per Share $ 1.66 $ 1.12 $ 3.70 $ 4.02 Antidilutive Weighted Average Shares: Equity Awards 0.4 0.7 0.4 0.6 Total Antidilutive Weighted Average Shares 0.4 0.7 0.4 0.6 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 $ 4 million and $ 33 million for the three and nine months ended September 30, 2026, respectively, compared to the three and nine months ended September 30, 2025 where we recognized a tax expense of $ 52 million and $ 108 million, respectively. Income tax expense was lower in the three months ended September 30, 2026 compared to the same period in 2025 primarily due to a release of a valuation allowance of $ 56 million in the third quarter of 2026 driven by the extension of the statutory utilization period of our deferred tax assets in a specific jurisdiction. Income tax expense was lower in the nine months ended September 30, 2026 compared with the corresponding period in 2025 primarily due to a release of a valuation allowance of $ 56 million in the third quarter of 2026, decreased earnings before taxes and increased recognition of benefits from previously uncertain tax positions. The recognized benefit amounts for the first nine months of 2026 and 2025 were $ 44 million and $ 26 million, respectively. 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 are continuously under tax examination in various jurisdictions and cannot predict the timing or outcome regarding the resolutions or if they will have a material impact on our financial statements. 12 – Accounts Payable Supplier Financing In December 2025, we entered into a supply chain finance program in connection with the purchase of goods, which allows our suppliers to work directly with a third party to provide financing by purchasing their receivables earlier in the payment cycle at a discounted price. The program became operational in the third quarter of 2026. We maintain the same contractually agreed upon invoice terms prior to each supplier entering into the program. We are not required to provide collateral to the third party. As of September 30, 2026, we had approximately $19 million outstanding under the program, which is included in accounts payable on our Condensed Consolidated Balance Sheet. 13 – Acquisition On September 1, 2026, we completed the acquisition of NCS Multistage Holdings, Inc. with total consideration of $ 128 million, which includes $ 13 million in cash net of cash acquired and 1.0 million of our ordinary shares valued at $ 101 million on the closing date and $ 7 million for the portion of the assumed equity awards attributable to pre-combination service. The purchase was accounted for using the acquisition method of accounting in accordance with Accounting Standards Codification “ASC” 805 Business Combinations and the purchase price was allocated to the assets acquired and liabilities assumed based on their estimated fair values measured in accordance with the guidance under ASC 820 Fair Value Measurement. The fair value measurements of the intangible assets were based on inputs not observable in the market and therefore represent Level 3 measurements. The fair value of tangible assets acquired was $ 150 million, intangible assets acquired and goodwill was $ 46 million, and liabilities acquired was $ 34 million. In addition, the acquisition resulted in the recognition of $ 34 million of previously existing noncontrolling interest, representing the acquisition-date fair value of ownership interests retained by third parties. Acquisition-related costs incurred by the Company are expensed as incurred. The operating results of the acquired business were included in the Company’s results of operations from the date of acquisition. See also “Note 6 – Intangibles, Net” and “Note 9 – Shareholders’ Equity” in our Notes to Condensed Consolidated Financial Statements . 19 Table of Contents 14 – Subsequent Events Declaration of cash dividend On October 15, 2026, our Board of Directors declared a cash dividend of $ 0.275 per share of the Company’s ordinary shares, payable on December 3, 2026 to shareholders of record as of November 6, 2026. Redemption of 2030 Senior Notes On October 20, 2026, the Company issued a notice to redeem the remaining outstanding principal amount of approximately $ 236 million of its 2030 Senior Notes. The redemption is expected to occur on October 30, 2026 and will be funded using cash on hand. 20 Table of Contents