Overview

Oceaneering International, Inc. (“Oceaneering”) has released its Form 10-K Annual Report for the fiscal year ended December 31, 2025. The company, trading under the symbol OII on the New York Stock Exchange, is a well-known seasoned issuer in the oil, gas, and energy services sector, with a growing presence in aerospace, defense, digital asset management, and energy transition solutions.

Key Financial Highlights

• Aggregate Market Value: The market value of the voting stock held by non-affiliates was reported at \$2.0 billion as of June 30, 2025, with a closing share price of \$20.72.
• Shares Outstanding: As of February 13, 2026, the company had 99,393,743 shares of common stock outstanding.
• Segment Revenues (2025):
  • ADTech (Aerospace and Defense Technology): Revenue of \$459.9 million, representing 16% of total revenue.
  • OPG (Offshore Projects Group): Revenue details structured in the same format, reflecting segment diversification.
  • Manufactured Products: Segment revenues provided, demonstrating a balanced portfolio.
• Free Cash Flow and Capital Allocation: Management emphasized a continued focus on generating significant free cash flow and prudent capital spending, leveraging core competencies and expanding into new markets.

Strategic Focus and Business Direction

• Oceaneering is not only reinforcing its traditional energy services and offshore operations, but also actively investing in new markets such as aerospace & defense, digital asset management, energy transition, and mobility solutions.
• The company highlights initiatives in offshore wind, nuclear, and clean energy solutions, aiming to capture opportunities in the global energy transition.
• The operational efficiency programs are designed to maximize asset utilization and adapt to the current global demand for energy, which remains robust.

Material Risks and Forward-Looking Information

Oceaneering draws shareholder attention to a range of risks and uncertainties that could materially affect financial performance and share price:

• Energy Sector Exposure: Revenues remain highly sensitive to oil and gas industry cycles, with demand dependent on commodity prices, offshore drilling activity, and investment in renewable energy.
• Government-Related Business: Part of the company’s growth relies on U.S. government contracts, with potential impacts from changes in government spending and regulations.
• Supply Chain Volatility: Key raw materials such as steel, polymers, and electronic components are generally available but may experience price volatility or global supply constraints.
• Currency and Credit Risks: The company is exposed to currency exchange rate fluctuations and the volatility of credit markets, which may affect liquidity and future capital deployment.
• Regulatory and Legal Environment: Changing environmental laws, potential for adverse legal outcomes, and compliance with new financial and reporting standards could all impact operational and financial results.
• Technological Change and Cybersecurity: Rapid technological evolution and cyber risks could pose operational and reputational challenges.
• Geopolitical Factors: Operations in various countries expose the company to risks of civil disturbances, war, terrorism, and shifting political or economic conditions.
• Climate and ESG Focus: The ongoing transition to alternative energy and ESG considerations are both opportunities and risks, as investors and regulators increase scrutiny.

Corporate Governance and Compliance

• Oceaneering has filed all required reports and submitted all Interactive Data Files as mandated by the SEC.
• Its internal controls over financial reporting were attested to by an independent accounting firm, with no identified material weaknesses.
• The company is not an emerging growth company, nor a smaller reporting company, and is not a shell company.

Shareholder Information

• No Error Corrections or Restatements: The company confirms that there were no corrections of errors or restatements requiring recovery analysis of incentive-based compensation.
• Transparency and Access: All corporate governance documents, financial filings, and ESG disclosures are available on the company’s website (www.oceaneering.com) and the SEC website (www.sec.gov).
• Proxy Statement: Portions of the 2025 proxy statement, including details on executive compensation, board composition, and principal accounting fees, will be incorporated by reference and filed within 120 days.

Potential Price-Sensitive Information

• Continued Diversification: The company’s expansion into aerospace, defense, and clean energy could drive future growth, potentially boosting investor sentiment and share value as these markets mature.
• Stable Financial Controls: Strong internal controls and compliance with all regulatory requirements may reassure investors seeking governance stability.
• Risk Factors: The extensive list of risks, particularly regarding energy price volatility, supply chain constraints, and regulatory changes, may influence investor risk assessment and share price volatility.

Conclusion

Oceaneering International, Inc. emerges from 2025 with a stable financial position, a clear strategy for diversification, and robust governance. Shareholders should monitor the company’s execution in new markets, global energy trends, and management’s ability to navigate the evolving risk landscape. Any significant changes in oil prices, government policy, or successful expansion into new market segments could have a material impact on the company’s share value.

Disclaimer: This summary is for informational purposes only and does not constitute investment advice. Investors should review the complete Form 10-K and other filings and consult with a qualified financial advisor before making investment decisions. The forward-looking statements herein are subject to risks and uncertainties that could cause actual results to differ materially.

View OCEANEERING INTERNATIONAL INC Historical chart here