Select Water Solutions acquired Pilot Water

Item 1.02. Termination of a Material Definitive Agreement.

Sustainability-Linked Credit

Facility

On January 24, 2025, SES Holdings, LLC ("SES

Holdings"), the Company's direct subsidiary, and Select LLC entered into a $550.0 million sustainability-linked senior secured credit facility (the "Sustainability-Linked Credit Facility"), by and among SES Holdings, as parent, Select LLC, as borrower, certain of SES Holdings' subsidiaries, as guarantors, each of the lenders party thereto and Bank of America, N.A., as administrative agent, issuing lender and swingline lender, which provided for $300.0 million in revolving commitments (the "Revolving Credit Facility") and $250.0 million in term commitments (the "Term Loan Facility"), in each case, subject to a borrowing base. On October 21, 2026, following the closing of the offering of the Notes, the Term Loan Facility was repaid in full. At the time of repayment, $218.8 million of principal was outstanding under the Term Loan Facility.

On the Closing Date, in connection with the closing of the Pilot Water Acquisition and the Effective Date (as defined below) occurring under the New Credit Agreement, the Revolving Credit

Facility was repaid in full and the Sustainability-Linked Credit Facility was terminated. At the time of repayment, $10.0 million of principal was outstanding under the Revolving Credit Facility.

Item 2.01. Completion of Acquisition or Disposition of Assets.

As discussed in the Introductory Note, on the Closing

Date, Select LLC completed the previously announced Pilot Water Acquisition¹. Pursuant to the Pilot Water Acquisition Agreement, Select

LLC acquired all of the issued and outstanding membership interests in Pilot Water, a water midstream company with produced water disposal and pipeline infrastructure in the Delaware Basin, from the Sellers in exchange for aggregate consideration consisting of:

· approximately $600.0 million of cash paid at closing (which amount is subject to customary post-closing adjustments under the terms of the Pilot Water Acquisition Agreement); and

· 5,149,331 shares of the Company's Class A common stock, par value $0.01 per share ("Class A Common Stock") (the "Equity Consideration").

2

In addition, the Pilot Water Acquisition Agreement provides for a $15.0 million contingent payment², payable to Pilot OFS upon the satisfaction of certain operational milestones. The Pilot

Water Acquisition Agreement also provides that if the 30-day volume-weighted average price of the Class A Common Stock as of the trading day immediately prior to the six-month anniversary of the Closing Date (such date, the "Measurement Date" and such price, the "Measurement Date Share Price") is less than the 30-day volume-weighted average price of the Class A Common Stock immediately prior to the Closing Date (such price, the "Closing Share Price"), Select LLC will make (or cause to be made) a true-up payment to Pilot OFS in cash in an amount equal to (x) (a) the difference between the Closing Share Price and the Measurement Date Share Price multiplied by (b) the number of shares of Class A Common Stock delivered to Pilot OFS at closing, minus (y) any cash dividends received or declared (if the record date occurs prior to the Measurement Date) on the Equity Consideration from the closing through the Measurement

Date.

The foregoing description of the Pilot Wate

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement.

New Revolving Credit Facility

As previously disclosed in Item 1.01 of the Company's

Current Report on Form 8-K filed with the SEC on October 13, 2026, Select Holdings entered into the New Credit Agreement, among Select

Holdings, as borrower, SES Holdings, as parent, JPMorgan Chase Bank, N.A., as administrative agent, and the lenders and issuing banks party thereto from time to time, which provides for the New Revolving Credit Facility, including a $50.0 million letter of credit sublimit.³

The New Revolving Credit Facility became effective on November 2, 2026³, upon the satisfaction or waiver of certain conditions specified in the New Credit Agreement, including the consummation of the Pilot Water Acquisition (the date of such satisfaction or waiver, the "Effective

Date").

The New Revolving Credit Facility will mature on the earlier of (i) the fifth anniversary of the Effective Date and (ii) to the extent that more than $50.0 million aggregate principal amount⁴ (or available undrawn commitments) of any indebtedness for borrowed money or permitted refinancing indebtedness in respect thereof is outstanding on such date, the date that is 91 days prior to the stated maturity of such material indebtedness⁴ for borrowed money or such permitted refinancing indebtedness. Select Holdings may request up to $250.0 million of additional commitments, subject to certain conditions, including the provision of such commitments by existing or additional lenders.

Borrowings bear interest, at Select Holdings' option⁵, at the Term SOFR Rate (as defined in the New Credit Agreement) plus a margin ranging from 2.25% to 3.25% or the Alternate Base

Rate (as defined in the New Credit Agreement) plus a margin ranging from 1.25% to 2.25%, in each case based on Select Holdings' net total leverage ratio⁵.

The obligations under the New Credit Agreement are guaranteed by Select Holdings' material