Forum Energy Technologies reported $236.81 million in revenue for Q3 2026.
- Form
- 10-Q
- Filed
- Importance
- Notable
- Accession
- 0001401257-26-000072
- Revenue: $236.81 million for the three months ended Sep 30, 2026
- Net income: $11.23 million for the three months ended Sep 30, 2026
- Diluted EPS: $0.93 for the three months ended Sep 30, 2026
- Cash and equivalents: $35.17 million at Sep 30, 2026
Written from the 10-Q on EDGAR. Check the filing before you rely on it.
What changed
4 changes since the June 2026 10-Q
Compared with the 10-Q 0001401257-26-000053, filed Jul 31, 2026.
New legal mention
In connection with the Tenaris litigation described in Note 11 of the notes to the consolidated financial statements included in Item 8 of the Company s 2025 Annual Report on Form 10-K filed with the SEC on February…
From the filings
Now
In connection with the Tenaris litigation described in Note 11 of the notes to the consolidated financial statements included in Item 8 of the Company s 2025 Annual Report on Form 10-K filed with the SEC on February 27, 2026, the Court of Appeals issued a written opinion determining that the District Court erred in its dismissal of the Company s anti-trust claims and Tenaris infringement claims.EPS down 11% from Jun 30
$0.93, was $1.05.
From the filings
Before
$1.05Now
$0.93Net income down 9.5% from Jun 30
$11.2M, was $12.4M.
From the filings
Before
$12.4MNow
$11.2MCash up 4.3% from Jun 30
$35.2M, was $33.7M.
From the filings
Before
$33.7MNow
$35.2M
Show the redline
Section by section. Added words and removed words against the earlier filing.
Cover page 2 changes
3 unchanged paragraphs
For the Quarterly Period Ended June September 30, 2026
21 unchanged paragraphs
As of July 24, October 23, 2026, there were 11,246,295 11,472,699 common shares outstanding.
1 unchanged paragraph
Financial Statements (Unaudited) 1 change
Condensed consolidated statements of comprehensive income (loss)
3 unchanged paragraphs
Financial statements 156 changes
1 unchanged paragraph
Three Months Ended June 30, Six Months Ended June 30,
Revenue $ 226,217 $ 199,764 $ 434,917 $ 393,043
Cost of sales 154,865 140,408 302,574 275,326
Gross profit 71,352 59,356 132,343 117,717
Selling, general and administrative expenses 50,260 51,185 100,268 100,568
Transaction expenses 125 184 273 235
Total operating expenses 50,845 44,673 100,831 94,230
Operating income 20,507 14,683 31,512 23,487
Condensed Consolidated Statements of Comprehensive Income (Loss)
Three Months Ended September 30, Nine Months Ended September 30, (in thousands, except per share information) 2026 2025 2026 2025
Revenue $ 236,813 $ 196,231 $ 671,730 $ 589,274
Cost of sales 162,400 155,994 464,974 431,320
Gross profit 74,413 40,237 206,756 157,954
Selling, general and administrative expenses 53,279 50,449 153,547 151,017
Transaction expenses 1,191 254 1,464 489
Gain on sale-leaseback transactions ( 6,903 4,279 ) ( 6,903 11,182 )
Loss (gain) on disposal of assets and other 460 207 290 330 ( 18 ) ( 81 ) 272 249
Total operating expenses 54,452 46,343 155,283 140,573
Operating income (loss) 19,961 ( 6,106 ) 51,473 17,381
1 unchanged paragraph
Interest expense 4,272 4,706 8,413 9,689
Total other expense 4,498 764 8,116 4,679
Income before taxes 16,009 13,919 23,396 18,808
Income tax expense 3,602 6,219 6,497 9,986
Net income $ 12,407 $ 7,700 $ 16,899 $ 8,822
Interest expense 4,044 4,365 12,457 14,054
Foreign exchange losses (gains) and other, net 226 ( 3,942 ) ( 297 ) 733 9 436 ( 5,010 5,001 )
Total other expense 4,777 4,374 12,893 9,053
Income (loss) before income taxes 15,184 ( 10,480 ) 38,580 8,328
Income tax expense 3,954 10,074 10,451 20,060
Net income (loss) $ 11,230 $ ( 20,554 ) $ 28,129 $ ( 11,732 )
1 unchanged paragraph
Basic 11,290 12,350 11,252 12,327
Diluted 11,773 12,554 11,707 12,542
Basic $ 1.10 $ 0.62 $ 1.50 $ 0.72
Diluted $ 1.05 $ 0.61 $ 1.44 $ 0.70
Basic 11,455 11,682 11,321 12,110
Diluted 12,061 11,682 11,827 12,110
Earnings (loss) per share
Basic $ 0.98 $ ( 1.76 ) $ 2.48 $ ( 0.97 )
Diluted $ 0.93 $ ( 1.76 ) $ 2.38 $ ( 0.97 )
1 unchanged paragraph
Net income $ 12,407 $ 7,700 $ 16,899 $ 8,822
Change in foreign currency translation ( 2,914 ) 8,929 ( 6,526 ) 9,413
Comprehensive income $ 9,481 $ 16,704 $ 10,344 $ 18,346
Net income (loss) $ 11,230 $ ( 20,554 ) $ 28,129 $ ( 11,732 )
Change in foreign currency translation ( 193 ) ( 4,308 ) ( 6,719 ) 5,105
Gain (loss) on pension liability ( 12 8 ) 75 ( 29 4 ) 111 ( 37 ) 107
Comprehensive income (loss) $ 11,029 $ ( 24,866 ) $ 21,373 $ ( 6,520 )
3 unchanged paragraphs
Inventories, net 233,473 239,420
Costs and estimated profits in excess of billings 16,206 9,369
Accrued revenue 70 21
Goodwill 62,547 64,667
Total assets $ 770,710 $ 752,455
(in thousands, except share information) June September 30, 2026 December 31, 2025
Cash and cash equivalents $ 33,716 35,169 $ 34,661
Accounts receivable trade, net of allowances of $ 10,978 11,134 and $ 8,953
Inventories, net 245,058 239,420
Prepaid expenses and other current assets 26,094 24,680 23,017
Contract assets 15,345 9,390
Total current assets 483,522 498,530 448,884
Property and equipment, net of accumulated depreciation 47,962 46,110 51,905
Operating lease assets 80,798 79,689 80,733
Deferred financing costs, net 2,926 2,766 1,580
Goodwill 77,226 64,667
Intangible assets, net 82,058 92,870 93,637
Deferred income taxes, net 7,878 7,822 7,887
Other long-term assets 3,019 3,007 3,162
Total assets $ 808,020 $ 752,455
1 unchanged paragraph
Accrued liabilities 67,492 76,244
Deferred revenue 15,325 17,438
Total liabilities 480,928 461,312
Current portion of long-term debt $ 1,273 1,125 $ 1,407
Accounts payable trade 118,802 132,564 94,561
Accrued liabilities 82,148 76,244
Deferred revenue 11,324 17,438
Billings in excess of costs and profits recognized 17,669 16,907 16,884
Total current liabilities 220,561 244,068 206,534
Long-term debt, net of current portion 142,435 126,551 134,521
Deferred income taxes, net 18,222 17,608 20,425
Operating lease liabilities 83,803 82,055 83,957
Other long-term liabilities 15,907 19,551 15,875
Total liabilities 489,833 461,312
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15 unchanged paragraphs
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and 76 more changes in the filing
Note 1: Organization and Basis of Presentation 1 change
3 unchanged paragraphs
In management's opinion, all adjustments, consisting of normal recurring adjustments, necessary for the fair statement of the Company s financial position, results of operations and cash flows have been included. Operating results for the three and six nine months ended June September 30, 2026 are not necessarily indicative of the results that may be expected for the year ending December 31, 2026 or any other interim period.
1 unchanged paragraph
Note 3: Revenue 1 change
2 unchanged paragraphs
Refer to Note 9 10 Business Segments for disaggregated revenue by product line and geography.
2 unchanged paragraphs
Note 5: Inventories 12 changes
Finished goods 142,518 140,822
Total inventories 261,211 262,440
Inventories, net $ 233,473 $ 239,420
Forum Energy Technologies, Inc. and Subsidiaries
The Company's significant components of inventory at June September 30, 2026 and December 31, 2025 were as follows (in thousands):
June September 30, 2026 December 31, 2025
Raw materials and parts $ 90,389 95,798 $ 95,617
Work in process 28,304 31,541 26,001
Finished goods 145,571 140,822
Total inventories 272,910 262,440
Less: inventory reserve ( 27,738 27,852 ) ( 23,020 )
Inventories, net $ 245,058 $ 239,420
Note 6: Goodwill and Intangible Assets 20 changes
The changes in the carrying amount of goodwill from December 31, 2025 to June September 30, 2026, were as follows (in thousands):
2 unchanged paragraphs
Goodwill, June 30, 2026 $ 62,547
Impact on non-U.S. local currency translation ( 2,120 2,286 )
Goodwill, September 30, 2026 $ 77,226
In connection with the PTR acquisition, goodwill of $ 14.8 million was recorded resulting from the total consideration exceeding the fair value of the identifiable net assets acquired. The goodwill was assigned to the Artificial Lift and Downhole segment and is primarily attributable to expected revenue synergies and the assembled workforce. It is not expected to be deductible for income tax purposes.
1 unchanged paragraph
Gross Carrying Amount Accumulated Amortization Net Intangibles Amortization Period (In Years)
Customer relationships $ 212,526 $ ( 144,460 ) $ 68,066 3 - 15
Patents and technology 29,910 ( 21,005 ) 8,905 10 - 19
Trade names and other 27,797 ( 22,710 ) 5,087 3 - 19
Total intangible assets $ 270,233 $ ( 188,175 ) $ 82,058
Intangible assets consisted of the following as of June September 30, 2026 and December 31, 2025, respectively (in thousands):
1 unchanged paragraph
Customer relationships $ 216,559 $ ( 138,510 ) $ 78,049 3 - 15
Patents and technology 30,122 ( 20,241 ) 9,881 10 - 19
Trade names and other 28,040 ( 22,333 ) 5,707 3 - 19
Total intangible assets $ 274,721 $ ( 181,084 ) $ 93,637
Intangible assets with definite lives are tested for impairment whenever events or changes in circumstances indicate that their carrying amount may not be recoverable.
Customer relationships $ 223,653 $ ( 147,858 ) $ 75,795 3 - 15
Patents and technology 32,697 ( 21,465 ) 11,232 10 - 19
Trade names and other 28,791 ( 22,948 ) 5,843 3 - 19
Total intangible assets $ 285,141 $ ( 192,271 ) $ 92,870
1 unchanged paragraph
Note 7: Debt 14 changes
Debt as of June September 30, 2026 and December 31, 2025 consisted of the following (in thousands):
June September 30, 2026 December 31, 2025
1 unchanged paragraph
Credit Facility 45,030 37,282
Other debt 3,475 4,008
Credit Facility 30,066 37,282
Other debt 2,111 4,008
Long-term debt, principal amount 148,505 132,177 141,290
Debt issuance cost ( 4,797 4,501 ) ( 5,362 )
Long-term debt, carrying value 143,708 127,676 135,928
Less: current portion ( 1,273 1,125 ) ( 1,407 )
Long-term debt, net of current portion $ 142,435 126,551 $ 134,521
2 unchanged paragraphs
The 2029 Bonds contain the following financial covenants: (i) a maximum leverage ratio of 4.0 x; and (ii) a minimum liquidity test equal to $ 25.0 million, in each case, for the Company and its consolidated subsidiaries. The Bond Terms also contain certain equity cure rights with respect to such financial covenants. The 2029 Bonds are also subject to negative covenants as set forth in the Bond Terms. As of June September 30, 2026, the Company was in compliance with all of its 2029 Bonds financial covenants.
1 unchanged paragraph
The Bond Terms contain certain customary events of default, including, among other things: (i) default in the payment of any amount when due; (ii) default in the performance or breach of any other covenant in the Finance Documents, as defined in the Bond Terms, which default continues uncured for a period of 20 business days after the earlier of (1) the Company s actual knowledge of such event or (2) the Company s receipt of notice from the Bond Trustee; and (iii) certain voluntary or involuntary events of bankruptcy, insolvency or reorganization of the Company.
In February 2026, we amended our senior secured revolving credit facility ( Credit Facility ) to (i) extend the scheduled maturity date from September 8, 2028 to February 4, 2031, (ii) revise the interest rate margin over Secured Overnight Financing Rate ( SOFR ) applicable to outstanding loans, previously ranging from 2.25 % to 2.75 % determined based on the Company s total net leverage ratio, to instead range from 2.00 % to 2.50 %, determined based on excess availability under the Credit Facility and (iii) increase the U.S. letter of credit sublimit from $ 70.0 million to $ 100.0 million . The Canadian letter of credit sublimit remains at $ 10.0 million U.S. dollars.
1 unchanged paragraph
Notes to the financial statements 6 changes
The Bond Terms contain certain customary events of default, including, among other things: (i) default in the payment of any amount when due; (ii) default in the performance or breach of any other covenant in the Finance Documents, as defined in the Bond Terms, which default continues uncured for a period of 20 business days after the earlier of (1) the Company s actual knowledge of such event or (2) the Company s receipt of notice from the Bond Trustee; and (iii) certain voluntary or involuntary events of bankruptcy, insolvency or reorganization of the Company.
In February 2026, we amended our senior secured revolving credit facility ( Credit Facility ) to (i) extend the scheduled maturity date from September 8, 2028 to February 4, 2031, (ii) revise the interest rate margin over Secured Overnight Financing Rate ( SOFR ) applicable to outstanding loans, previously ranging from 2.25 % to 2.75 % determined based on the Company s total net leverage ratio, to instead range from 2.00 % to 2.50 %, determined based on excess availability under the Credit Facility and (iii) increase the U.S. letter of credit sublimit from $ 70.0 million to $ 100.0 million . The Canadian letter of credit sublimit remains at $ 10.0 million U.S. dollars.
1 unchanged paragraph
Availability under the Credit Facility is subject to a borrowing base calculated by reference to eligible accounts receivable in the U.S., Canada and certain other jurisdictions (subject to a cap) and eligible inventory in the U.S. and Canada. Our borrowing capacity under the Credit Facility could be reduced or eliminated, depending on future fluctuations in our receivables and inventory. As of June September 30, 2026, our total borrowing base was $ 151.9 157.8 million, of which amount $ 45.0 30.1 million was drawn and $ 44.9 33.7 million was used as security for outstanding letters of credit, resulting in remaining availability of $ 62.0 94.0 million.
2 unchanged paragraphs
The weighted average interest rate under the Credit Facility was approximately 6.43 6.40 % and 7.42 7.36 % for the six nine months ended June September 30, 2026 and 2025, respectively.
2 unchanged paragraphs
The Credit Facility contains various covenants that, among other things, limit our ability (none of which are absolute) to incur additional indebtedness or issue certain preferred shares, grant certain liens, make certain loans and investments, pay dividends, make distributions or make other restricted payments, enter into mergers or acquisitions unless certain conditions are satisfied, change our lines of business, prepay certain indebtedness, enter into certain affiliate transactions or engage in certain asset dispositions.
Subject to customary exceptions, all obligations under the Credit Facility are guaranteed, jointly and severally, by our wholly-owned U.S. subsidiaries and, in the case of the Canadian Line, our wholly-owned Canadian subsidiaries, and are secured by substantially all assets of each such entity and the Company, subject to customary exclusions. Subject to customary exceptions, all obligations under the Credit Facility are further guaranteed by our subsidiaries organized or domiciled under the laws of the United Kingdom or any territory or county thereof and secured by certain assets of such subsidiaries. In certain circumstances, obligations under the Credit Facility may be required to be guaranteed by and secured by the assets of our subsidiaries organized or domiciled under the laws of Germany or any territory or county thereof.
1 unchanged paragraph
Note 8: Income Taxes 3 changes
For interim periods, our income tax expense or benefit is computed based on our estimated annual effective tax rate and any discrete items that impact the interim periods. For the three and six nine months ended June September 30, 2026, the Company recorded a tax expense of $ 3.6 4.0 million and $ 6.5 10.5 million, respectively. For the three and six nine months ended June September 30, 2025, the Company recorded a tax expense of $ 6.2 10.1 million and $ 10.0 20.1 million, respectively. The estimated annual effective tax rates for all periods were impacted by changes in earnings relative to tax expense and by fluctuations in valuation allowances on net operating loss carryforwards. Furthermore, the tax expense or benefit recorded can vary from period to period depending on the Company s relative mix of earnings and losses by jurisdiction.
1 unchanged paragraph
On July 4, 2025, President Trump signed into law the One Big Beautiful Bill Act ("OBBBA"). The OBBBA includes various provisions, such as the permanent extension of certain expiring provisions of the Tax Cuts and Jobs Act, modifications to the international tax framework and the restoration of favorable tax treatment for certain business provisions. The Company benefits from enhanced tax deductions related to interest, depreciation, and research and development expenses, partially offset by changes in U.S. taxation of foreign earnings.
We have deferred tax assets related to net operating loss and other tax carryforwards in the U.S. and in certain states and foreign jurisdictions. We recognize deferred tax assets to the extent that we believe these assets are more likely than not to be realized. In making such a determination, we consider all available positive and negative evidence, including, but not limited to, our recent history of pretax losses over the prior three year period, the goodwill and intangible asset impairments for various reporting units, the future reversals of existing taxable temporary differences, the projected future taxable income or loss and tax planning. We believe that there is a reasonable possibility that within the next 12 months, a portion of the valuation allowance will no longer be needed. Release of all or part of the valuation allowance would result in the recognition of certain deferred tax assets and a decrease to income tax expense for the period the release is recorded. However, the exact timing and amount of the valuation allowance release are subject to change on the basis of the level of profitability that we are able to actually achieve. As of June 30, 2026, we do not anticipate being able to fully utilize all of the losses prior to their expiration in the following jurisdictions: the U.S., United Kingdom, Singapore and China. As a result, we have certain valuation allowances against our deferred tax assets as of June 30, 2026.
1 unchanged paragraph
Note 9: Fair Value Measurements 3 changes
The Company had $ 45.0 30.1 million and $ 100.0 million borrowings outstanding under the Credit Facility and 2029 Bonds as of June September 30, 2026, respectively. The Credit Facility incurs interest at a variable interest rate and therefore, the carrying amount approximates fair value. The fair value of the debt is classified as a Level 2 measurement because interest rates charged are similar to other financial instruments with similar terms and maturities.
The fair value of our 2029 Bonds is estimated using Level 2 inputs in the fair value hierarchy and is based on quoted prices for those or similar instruments. At June September 30, 2026, the fair value and the carrying value of our 2029 Bonds approximated $ 105.2 105.6 million and $ 95.2 95.5 million, respectively. At December 31, 2025, the fair value and the carrying value of our 2029 Bonds approximated $ 103.5 million and $ 94.6 million, respectively.
There were no other significant outstanding financial instruments as of June September 30, 2026 and December 31, 2025 that required measuring the amounts at fair value on a recurring basis. We did not change our valuation techniques associated with recurring fair value measurements from prior periods, and there were no transfers between levels of the fair value hierarchy during the six nine months ended June September 30, 2026.
Note 10: Business Segments 11 changes
3 unchanged paragraphs
Summary financial data by segment follows (in thousands):
Three Months Ended June 30, 2026 Six Months Ended June 30, 2026
Drilling and Completions Artificial Lift and Downhole Total Drilling and Completions Artificial Lift and Downhole Total
Revenue from external customers $ 138,795 $ 87,422 $ 226,217 $ 265,397 $ 169,520 $ 434,917
Intersegment revenue 209 209 346 346
Segment revenue 139,004 87,422 226,426 265,743 169,520 435,263
Elimination of intersegment revenue ( 209 ) ( 346 )
Total consolidated revenue 226,217 434,917
Cost of sales 103,666 51,408 155,074 200,216 102,704 302,920
Selling, general and administrative expenses 21,623 19,664 41,287 42,903 38,882 81,785
Segment operating income $ 13,715 $ 16,350 $ 30,065 $ 22,624 $ 27,934 $ 50,558
1 unchanged paragraph
Note 11: Commitments and Contingencies 2 changes
In the ordinary course of business, the Company is, and in the future could be, involved in various pending or threatened legal actions, some of which may or may not be covered by insurance. Management has reviewed such pending judicial and legal proceedings, the reasonably anticipated costs and expenses in connection with such proceedings, and the availability and limits of insurance coverage, and has established reserves that are believed to be appropriate in light of those outcomes that are believed to be probable and can be estimated. The reserves accrued at June 30, 2026 and December 31, 2025, respectively, are immaterial. In the opinion of management, the Company s ultimate liability, if any, with respect to these actions is not expected to have a material adverse effect on the Company s financial position, results of operations or cash flows.
In connection with the Tenaris litigation described in Note 11 of the notes to the consolidated financial statements included in Item 8 of the Company s 2025 Annual Report on Form 10-K filed with the SEC on February 27, 2026, the Court of Appeals issued a written opinion determining that the District Court erred in its dismissal of the Company s anti-trust claims and Tenaris infringement claims. The case was remanded back to the District Court. Based on ongoing negotiations and management's assessment of the probable outcome, the Company recorded a litigation charge of $ 3.0 million in the third quarter 2026. Although the matter has not been fully resolved and no final settlement agreement has been executed, management believes the accrual at September 30, 2026 represents its best estimate of the probable remaining cost associated with achieving a final resolution of the matter. The reserves accrued at December 31, 2025 were immaterial . In the opinion of management, the Company s ultimate liability, if any, with respect to these actions is not expected to have a material adverse effect on the Company s financial position, results of operations or cash flows.
2 unchanged paragraphs
Note 12: Earnings Per Share 15 changes
1 unchanged paragraph
Net income $ 12,407 $ 7,700 $ 16,899 $ 8,822
Weighted average shares outstanding - basic 11,290 12,350 11,252 12,327
Weighted average shares outstanding - diluted 11,773 12,554 11,707 12,542
Basic $ 1.10 $ 0.62 $ 1.50 $ 0.72
Diluted $ 1.05 $ 0.61 $ 1.44 $ 0.70
Three Months Ended Six Nine Months Ended
September 30, September 30,
Net income (loss) $ 11,230 $ ( 20,554 ) $ 28,129 $ ( 11,732 )
Weighted average shares outstanding - basic 11,455 11,682 11,321 12,110
Dilutive effect of stock options and restricted stock 483 204 455 215 606 506
Weighted average shares outstanding - diluted 12,061 11,682 11,827 12,110
Earnings (loss) per share
Basic $ 0.98 $ ( 1.76 ) $ 2.48 $ ( 0.97 )
Diluted $ 0.93 $ ( 1.76 ) $ 2.38 $ ( 0.97 )
For the three and six nine months ended June September 30, 2026, the diluted earnings per share excludes approximately 47 4 thousand and 57 39 thousand shares, respectively, and for the three and six nine months ended June September 30, 2025, the diluted earnings per share excludes approximately 28 8 thousand and 19 15 thousand shares, respectively, because they were anti-dilutive. For the three and nine months ended September 30, 2025, the Company was in a net loss position and, as a result, no potentially dilutive securities were included in the denominator for computing diluted loss per share because the impact would have been anti-dilutive. Diluted earnings per share was calculated using treasury stock method for the stock options and restricted stock.
Note 13: Stock-based Compensation 4 changes
1 unchanged paragraph
During the six nine months ended June September 30, 2026, the Company granted 63,463 time-based restricted stock units to employees that vest ratably over three years . Also, during the six nine months ended June September 30, 2026, the Company granted 14,239 time-based restricted stock and 7,668 time-based restricted stock units to non-employee members of the Board of Directors that vest after one year .
1 unchanged paragraph
During the six nine months ended June September 30, 2026, the Company granted 31,735 performance restricted stock units (assuming target performance) to employees that vest based upon the Company's total shareholder return compared to the total shareholder return of a group of peer companies over three different performance periods. The performance periods run from January 1, 2026 through December 31, 2026, January 1, 2026 through December 31, 2027 and January 1, 2026 through December 31, 2028, and one-third of each award is allocated to each performance period. The performance restricted stock units may settle for between 0 % and 200 % of the target units granted.
During the six nine months ended June September 30, 2026, the Company granted 60,704 performance restricted stock units (assuming target performance) to employees that vest based upon the Company's earnings before interest, taxes, depreciation and amortization expense over the performance period between January 1, 2026 through December 31, 2028. The performance restricted stock units may settle for between 0 % and 200 % of the target units granted.
Forum Energy Technologies, Inc. and Subsidiaries
Forward-looking statements 179 changes
This Quarterly Report on Form 10-Q contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the Securities Act ), and Section 21E of the Securities Exchange Act of 1934, as amended (the Exchange Act ). These forward-looking statements are subject to a number of risks and uncertainties, many of which are beyond the Company s control. All statements, other than statements of historical fact, included in this Quarterly Report on Form 10-Q regarding our strategy, future operations, financial position, estimated revenues and losses, projected costs, prospects, plans and objectives of management are forward-looking statements. When used in this Quarterly Report on Form 10-Q, the words will, could, believe, anticipate, intend, estimate, expect, may, continue, predict, potential, project and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain such identifying words.
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FET optimizes customer operations by improving safety, increasing efficiency, and reducing environmental impact. Our highly engineered products include capital equipment and consumable products. FET s customers include oil and natural gas operators, oilfield service companies, pipeline and refinery operators, defense contractors and renewable energy companies. Consumable products are used by our customers in drilling, well construction and completion activities and at processing centers and refineries. Our capital products are directed at drilling rig equipment for constructing new or upgrading existing rigs, subsea construction and development projects, submarine rescue systems and equipment for military use, pressure pumping equipment, the placement of production equipment on new producing wells, downstream capital projects and capital equipment for renewable energy projects. For the six nine months ended June September 30, 2026, approximately 75% of our revenue was derived from consumable products and activity-based equipment, while the balance was primarily derived from capital products with a small amount from rental and other services.
1 unchanged paragraph
The Company operates in the following two reportable segments: (1) Drilling and Completions and (2) Artificial Lift and Downhole. Refer to Note 9 10 Business Segments for the product lines making up each segment.
2 unchanged paragraphs
Artificial Lift and Downhole . This segment designs, manufactures and supplies products and solutions for the artificial lift, well construction, production and infrastructure markets. The products and solutions consist primarily of: (i) products designed to safeguard artificial lift equipment and downhole cables; (ii) well construction casing and cementing equipment used in well construction; (iii) customized downhole technology solutions, providing sand and flow control products for heavy oil applications; (iv) engineered process systems, production equipment, as well as specialty separation equipment; and (v) a wide range of industrial valves focused on oil and natural gas as well as power generation, renewable energy and other general industrial applications.
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During the second quarter 2026, global oil and natural gas markets continued to be significantly influenced by Middle East geopolitical developments. Military actions involving the U.S., Israel and Iran contributed early in the quarter to substantial uncertainty in global energy markets and raised concerns regarding supply security. Oil and natural gas markets were particularly focused on the disruption of shipping through the Strait of Hormuz following U.S. and Iranian actions to block all maritime traffic. Near the end of the quarter, the U.S. and Iran announced a memorandum of understanding intended to halt hostilities, and reopen the Strait of Hormuz, and lift sanctions on certain Iranian crude oil supplies. Subsequent to the quarter end, tensions in the region escalated, contributing to heightened uncertainty regarding the ongoing implementation of the memorandum, regional stability, global energy supply and transportation routes.
June 30, March 31, June 30,
During the third quarter 2026, global oil and natural gas markets continued to be influenced by Middle East geopolitical developments. Despite ongoing diplomatic discussions, military and maritime security incidents in the region persisted throughout the quarter, contributing to uncertainty regarding global energy supplies and transportation routes. In addition, shipping and fuel surcharges impacted the supply of goods. Market participants remained particularly focused on conditions in and around the Strait of Hormuz, where shipping activity and energy exports remained below pre-conflict levels and subject to security concerns and disruptions. Industry reports indicated that global crude oil and refined product inventories declined during the quarter, contributing to concerns regarding supply adequacy and increasing market sensitivity to actual or perceived disruptions to production, exports and transportation infrastructure.
In North America, customer activity increased during the third quarter 2026 in conjunction with higher commodity prices and tightening global inventory levels. While public company operators generally continued to emphasize capital discipline, private operators accounted for much of the increased activity in the quarter. Customers remain focused on operational efficiency, equipment utilization and technologies designed to improve productivity.
Over the course of the quarter, energy markets experienced heightened volatility, driven by reduced export capacity, supply concerns, constrained shipping activity in the region and the incorporation of a risk premium into commodity prices. Average crude oil prices increased decreased compared to the second quarter 2026, but remained significantly above third quarter 2025 levels. Crude oil prices were elevated during portions of the quarter, as market participants reacted to both actual and potential disruptions in global supply. While oil prices stabilized near the end of the quarter as market confidence improved regarding diplomatic negotiations and global crude oil supply, prices remained sensitive to geopolitical developments. North American natural gas prices decreased in remained relatively subdued during the quarter, due to reflecting strong supply growth domestic production and seasonality. seasonal factors.
Despite the elevated energy prices global average active rig counts decreased compared to during portions of the first quarter, 2026 and industry activity levels remained below the prior year period, reflecting continued broadly influenced by customers capital discipline, geopolitical uncertainty and expectations for a near term resolution broader macroeconomic conditions. Many operators continued to the Middle East conflicts. prioritize free cash flow generation, operational efficiency and investment returns when making capital allocation decisions. Looking forward, while commodity prices are expected to continue to fluctuate due to geopolitical developments and global economic conditions, we expect customers to maintain their focus on capital discipline, operational efficiency and investment returns. However, we continue to believe that long term global energy demand, ongoing production declines in mature fields, and customer customers focus on efficiency, safety, and emissions reduction will continue to support demand for our products and technologies. over the long term.
The table below shows average crude oil and natural gas prices for West Texas Intermediate ( WTI ), Brent and Henry Hub. Average crude oil prices during the second third quarter 2026 increased compared to the prior year. The higher prices reflected tightening global supply due to the geopolitical conditions, lower inventory levels and continued uncertainty affecting energy productions, exports and transportation routes in the Middle East.
September 30, June 30, September 30,
1 unchanged paragraph
WTI $ 95.65 $ 72.74 $ 64.57
Brent $ 102.63 $ 80.72 $ 68.07
WTI $ 87.12 $ 95.65 $ 65.78
Brent $ 96.30 $ 102.63 $ 69.03
1 unchanged paragraph
Henry Hub $ 2.95 $ 4.71 $ 3.19
June 30, March 31, June 30,
Henry Hub $ 2.87 $ 2.95 $ 3.03
The table below shows the average number of active drilling rigs operating by geographic area and drilling for different purposes based on the weekly rig count information published by Baker Hughes Company. In the third quarter of 2025, Baker Hughes implemented a revised methodology for counting rigs, primarily affecting data pertaining to Saudi Arabia. Consequently, international rig counts reported for the prior period have been adjusted accordingly and may now vary from figures presented in previous disclosures.
September 30, June 30, September 30,
1 unchanged paragraph
United States 554 548 571
United States 589 554 540
International 1,107 1,056 1,083 1,078 1,080
Global Active Rigs 1,901 1,759 1,832 1,777 1,797
1 unchanged paragraph
Offshore 249 250 250
Land 1,639 1,510 1,582 1,527 1,540
Offshore 262 249 257
Global Active Rigs 1,901 1,759 1,832 1,777 1,797
1 unchanged paragraph
Horizontal 482 481 515
Directional 60 55 43
Total U.S. Active Rigs 589 554 548 571 540
Horizontal 530 482 475
Directional 47 60 52
Total U.S. Active Rigs 589 554 548 571 540
1 unchanged paragraph
June 30, March 31, June 30, June 30, June 30,
Drilling and Completions $ 144,308 $ 135,458 $ 177,792 $ 279,766 $ 309,926
Artificial Lift and Downhole 91,631 85,710 85,338 177,341 153,893
Total Orders $ 235,939 $ 221,168 $ 263,130 $ 457,107 $ 463,819
Three Months Ended Six Nine Months Ended
September 30, June 30, September 30, September 30, September 30, (in thousands of dollars) 2026 2026 2025 2026 2025
Drilling and Completions $ 142,238 $ 144,308 $ 151,473 $ 422,004 $ 461,398
Artificial Lift and Downhole 101,544 91,631 88,517 278,885 242,410
Total Orders $ 243,782 $ 235,939 $ 239,990 $ 700,889 $ 703,808
1 unchanged paragraph
Three months ended June September 30, 2026 compared with three months ended June September 30, 2025
Three Months Ended June September 30, Change
1 unchanged paragraph
Drilling and Completions $ 139,004 $ 117,237 $ 21,767 18.6 %
Artificial Lift and Downhole 87,422 82,547 4,875 5.9 %
Eliminations (209) (20) (189) *
Total revenue 226,217 199,764 26,453 13.2 %
Drilling and Completions 13,715 7,271 6,444 88.6 %
Operating margin % 9.9 % 6.2 %
Artificial Lift and Downhole 16,350 10,391 5,959 57.3 %
Operating margin % 18.7 % 12.6 %
Corporate (8,973) (9,491) 518 5.5 %
Total segment operating income 21,092 8,171 12,921 158.1 %
Operating margin % 9.3 % 4.1 %
Transaction expenses 125 184 (59) *
Operating income 20,507 14,683 5,824 39.7 %
Interest expense 4,272 4,706 (434) (9.2) %
Foreign exchange losses (gains) and other, net 226 (3,942) 4,168 *
Total other expense 4,498 764 3,734 488.7 %
Income before income taxes 16,009 13,919 2,090 15.0 %
Income tax expense 3,602 6,219 (2,617) (42.1) %
Net income $ 12,407 $ 7,700 $ 4,707 61.1 %
Drilling and Completions $ 147,155 $ 117,469 $ 29,686 25.3 %
Artificial Lift and Downhole 89,890 78,981 10,909 13.8 %
Eliminations (232) (219) (13) *
Total revenue 236,813 196,231 40,582 20.7 %
Segment operating income (loss)
Drilling and Completions 14,255 (13,551) 27,806 205.2 %
Operating margin % 9.7 % (11.5) %
Artificial Lift and Downhole 16,089 11,778 4,311 36.6 %
Operating margin % 17.9 % 14.9 %
Corporate (9,210) (8,439) (771) (9.1) %
Total segment operating income (loss) 21,134 (10,212) 31,346 307.0 %
Operating margin % 8.9 % (5.2) %
Transaction expenses 1,191 254 937 *
Gain on sale-leaseback transactions (6,903) 6,903 (4,279) 4,279 *
Loss Gain on disposal of assets and other 460 207 253 (18) (81) 63 *
1 unchanged paragraph
1 unchanged paragraph
1 unchanged paragraph
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3 unchanged paragraphs
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and 99 more changes in the filing
Controls and procedures 2 changes
2 unchanged paragraphs
Our management, under the supervision and with the participation of our Chief Executive Officer and our Chief Financial Officer, evaluated the effectiveness of our disclosure controls and procedures pursuant to Exchange Act Rule 13a-15(b) as of June September 30, 2026. Based on that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective at the reasonable assurance level as of June September 30, 2026.
1 unchanged paragraph
There have been no changes in our internal control over financial reporting during the quarter ended June September 30, 2026 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
Legal proceedings 1 change
Information related to Item 1. Legal Proceedings is included in Note 10 11 Commitments and Contingencies , which is incorporated herein by reference.
Unregistered sales of stock 12 changes
Our Board of Directors approved programs for the repurchase of outstanding shares of our common stock with an aggregate purchase amount of up to $10.0 million (the November 2021 Program ) and $75.0 million (the December 2024 Program ), in November 2021 and December 2024, respectively. The December 2024 Program replaced the authority granted under the November 2021 Program. Shares may be repurchased under the December 2024 Program from time to time, in amounts and at prices that the Company deems appropriate, subject to market and business conditions, applicable legal requirements and other considerations. The program may be executed using open market purchases pursuant to Rule 10b-18 under the Securities Exchange Act of 1934 (the Exchange Act ), in privately negotiated agreements or by way of issuer tender offers, Rule 10b5-1 plans or other transactions. From the inception of the programs in November 2021 through June September 30, 2026 , we repurchased approximately 1.8 1.9 million shares of our common stock for aggregate consideration of $49.4 $50.8 million. We repurchased approximately 0.1 0.2 million shares of our common stock for aggregate consideration of $7.6 $9.0 million during the six nine months ended June September 30, 2026.
The following table is a summary of our repurchases of our common stock during the three months ended June September 30, 2026. As of June September 30, 2026 , the remaining authorization under the repurchase program is $33.1 $31.7 million.
1 unchanged paragraph
April 1, 2026 - April 30, 2026 16,485 $ 59.79 16,485 $ 35,139
May 1, 2026 - May 31, 2026 $ $ 35,139
June 1, 2026 - June 30, 2026 39,610 $ 50.77 39,610 $ 33,128
Total 56,095 $ 53.42 56,095
Subsequent to June 30, 2026 through July 24, 2026, we repurchased approximately 16 thousand shares of our common stock for aggregate consideration of $0.8 million.
July 1, 2026 - July 31, 2026 27,271 $ 51.10 27,271 $ 31,734
August 1, 2026 - August 31, 2026 $ $ 31,734
September 1, 2026 - September 30, 2026 $ $ 31,734
Total 27,271 $ 51.10 27,271
On August 6, 2026, the Company acquired PTR for aggregate contractual consideration of approximately $43.4 million, including a $10.0 million contingent earn-out, subject to customary post-closing adjustments. The consideration consisted of cash, 237,552 shares of our common stock (the Shares ), deferred cash payments and the contingent earn-out. The Shares were offered and sold in reliance on the exemption afforded by Section 4(a)(2) of the Securities Act. Pursuant to the Asset Purchase Agreement (the Purchase Agreement ), dated as of August 6, 2026, by and among us, Forum US, Inc., Premiere, Inc. and Lee J. Matherne, Jr., we were obligated to prepare and file a registration statement, or a prospectus supplement to an existing registration statement, to permit the resale from time to time as permitted by Rule 415 promulgated under the Securities Act, of the Shares acquired by Premiere, Inc. pursuant to the Purchase Agreement. On August 28, 2026, we filed a prospectus supplement to our shelf registration statement on Form S-3 (File No. 333-298624), registering the resale of the Shares by Premiere, Inc. from time to time.
Other information 1 change
1 unchanged paragraph
During the quarter ended June September 30, 2026, no director or Section 16 officer adopted , modified or terminated Rule 10b5-1 trading arrangements or non-Rule 10b5-1 trading arrangements.
Exhibits 4 changes
10.1# Second Amended and Restated 2016 Stock and Incentive Plan, as amended through May 8 , 202 6 (incorporated by reference to Exhibit 10.1 to Forum's Current Report on Form 8-K filed on May 12 , 202 6 ).
10.1 Form of 2026 Employee Cash Award Agreement under the Forum Energy Technologies, Inc. Second Amended and Restated 2016 Stock and Incentive Plan.
10.2 Amendment to Restricted Stock Unit Award Agreements, dated October 6, 2026 by and between Forum Energy Technologies, Inc. and Neal Lux.
15 unchanged paragraphs
Date: July 31, October 30, 2026 By: /s/ D. Lyle Williams, Jr.
6 unchanged paragraphs
Unchanged: MD&A, Note 2: Recent Accounting Pronouncements, Market risk, Risk factors, Defaults on senior securities, Mine Safety Disclosures
Only in this filing: Note 4: Acquisition
Compared by code from the two filings' text and XBRL. Not advice.
The reading, claim by claim
0 of 6 claims matched the filing text.
Not found in the filing text
- For the quarter ended September 30, 2026, FORUM ENERGY TECHNOLOGIES, INC. reported: Revenue $236.8 million.
- Net income $11.2 million.
- Gross margin 31.4%.
- Operating margin 8.4%.
- Net margin 4.7%.
- Revenue change from a year earlier +20.7%.
From the filing
Item 1. Financial Statements (Unaudited)
Item 1. Financial Statements (Unaudited)
4
Condensed consolidated statements of comprehensive income (loss)
4
Condensed consolidated balance sheets
5
Condensed consolidated statements of cash flows
6
Condensed consolidated statements of changes in stockholders equity
7
Notes to condensed consolidated financial statements
9
Item 1. Financial Statements
Item 1. Financial Statements
Forum Energy Technologies, Inc. and Subsidiaries
Condensed Consolidated Statements of Comprehensive Income (Loss)
(Unaudited)
Operating expenses
Gain on sale-leaseback transactions ( 4,279 ) ( 11,182 )
Other expense (income)
Weighted average shares outstanding
Earnings (loss) per share
Other comprehensive income, net of tax
The accompanying notes are an integral part of these condensed consolidated financial statements.
4
Forum Energy Technologies, Inc. and Subsidiaries
Condensed Consolidated Balance Sheets
(Unaudited) (in thousands, except share information) September 30, 2026 December 31, 2025
Assets
Current assets
Cash and cash equivalents $ 35,169 $ 34,6
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