Groowe Groowe BETA / Newsroom
⏱ News is delayed by 15 minutes. Sign in for real-time access. Sign in

Form 8-K

sec.gov

8-K — NATURAL GAS SERVICES GROUP INC

Accession: 0001084991-26-000041

Filed: 2026-05-11

Period: 2026-05-11

CIK: 0001084991

SIC: 1389 (OIL, GAS FIELD SERVICES, NBC)

Item: Results of Operations and Financial Condition

Item: Other Events

Item: Financial Statements and Exhibits

Documents

8-K — ngs-20260511.htm (Primary)

EX-99.1 (a20261qearningsreleaseex991.htm)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K

8-K (Primary)

Filename: ngs-20260511.htm · Sequence: 1

ngs-20260511

false000108499100010849912024-05-152024-05-15

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported): May 11, 2026

NATURAL GAS SERVICES GROUP, INC.

(Exact Name of Registrant as Specified in Charter)

Colorado

1-31398

75-2811855

(State or Other Jurisdiction

of Incorporation)

(Commission File Number)

(IRS Employer Identification No.)

601 State Street, Suite 400

Southlake, TX 76092

(Address of Principal Executive Offices)

(432) 262-2700

(Registrant's Telephone Number, Including Area Code)

N/A

(Former Name or Former Address if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)).

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-14(c)).

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading Symbol Name of each exchange on which registered

Common Stock, Par Value $0.01 NGS NYSE

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

Item 2.02.  Results of Operations and Financial Condition.

On May 11, 2026, Natural Gas Services Group, Inc. (the “Company”) issued a press release announcing its results of operations for three months ended March 31, 2026. The press release issued May 11, 2026 is furnished as Exhibit No. 99.1 to this Current Report on Form 8-K. Natural Gas Services Group’s annual report on Form 10-K and its reports on Forms 10-Q and 8-K and other publicly available information should be consulted for other important information about Natural Gas Services Group, Inc.

The information in this Current Report on Form 8-K, including Exhibit No. 99.1 hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to liability of that section. The information in this Current Report shall not be incorporated by reference into any filing or other document pursuant to the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing or document.

Item 8.01 Other Events

On May 11, 2026, the Company announced that its Board of Directors has declared a cash dividend of $0.15 per share of common stock. This cash dividend will be paid on June 3, 2026, to all shareholders of record as of the close of business on May 20, 2026.

Item 9.01.  Financial Statements and Exhibits.

(d)         Exhibits

The Exhibit listed below is furnished as an Exhibit to this Current Report on Form 8-K.

Exhibit No. Description

99.1

Press release issued May 11, 2026

104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

NATURAL GAS SERVICES GROUP, INC.

Date: May 11, 2026

By:

/s/ Justin C. Jacobs

Justin C. Jacobs

Chief Executive Officer

(Principal Executive Officer)

EX-99.1

EX-99.1

Filename: a20261qearningsreleaseex991.htm · Sequence: 2

Document

Exhibit 99.1

FOR IMMEDIATE RELEASE

NEWS

May 11, 2026

NYSE: NGS

Natural Gas Services Group, Inc.

Reports First Quarter 2026 Financial and Operating Results;

Announces Increase in Dividend and Provides Updated 2026 Guidance

SOUTHLAKE, Texas May 11, 2026 (GLOBE NEWSWIRE) Natural Gas Services Group, Inc. (“NGS” or the “Company”) (NYSE:NGS), a leading provider of natural gas compression equipment, technology, and services to the energy industry, today announced financial results for the three months ended March 31, 2026.

First Quarter 2026 Highlights

•Rental revenue of $47.1 million for the first quarter of 2026 represents a 21.1% year-over-year increase and a 6.3% sequential increase compared to the fourth quarter of 2025.

•Net income of $6.8 million, or $0.53 per diluted share, for the first quarter of 2026 compared to $4.9 million or $0.38 per diluted share for the first quarter of 2025 and $4.1 million, or $0.32 per diluted share for the fourth quarter of 2025.

•Adjusted EBITDA of $24.3 million for the first quarter of 2026, represents a 25.8% year-over-year increase and a 14.6% increase sequentially.

•Commencing with the dividend payable in the second quarter 2026, the Company is increasing its quarterly dividend from $0.11 to $0.15 per share, representing a 36% increase, in the second quarter 2026 reflecting confidence in the Company's cash generation and long-term outlook.

Management Commentary and Outlook

"NGS delivered an exceptional start to 2026, highlighted by record quarterly rental revenue, adjusted gross margin, adjusted EBITDA, and horsepower utilization." said Justin Jacobs, Chief Executive Officer. "These results reflect disciplined execution in field service and growing demand for large horsepower compression. The increase in our 2026 Adjusted EBITDA guidance and the material increase in the Company's quarterly dividend underscore the strong start to the year as well as our favorable outlook for the balance of 2026."

"During the first quarter, we added approximately 17,000 horsepower to the fleet, all of which was large horsepower equipment and a majority of which was electric motor drive. These additions reinforce our continued focus on high-return, longer contract duration large horsepower applications, and we remain committed to deploying at least 50,000 horsepower during 2026."

"Looking ahead, market fundamentals remain constructive. Recent customer commentary indicating improving oil production sentiment combined with midstream infrastructure build out to support increased natural gas production should drive material incremental demand for compression."

"NGS remains well positioned to capture a disproportionate share of this growth given our advanced technology, the quality of our fleet, and the strength of our service team. We remain disciplined in our capital allocation framework as we continue to invest in organic fleet expansion, evaluate accretive M&A opportunities, and look to increase return of capital to shareholders. Our leverage at quarter end is the lowest of the public comparable set—we maintain great flexibility to invest in growth and drive value for our shareholders."

1

Exhibit 99.1

Corporate Guidance — 2026 Outlook

The Company now expects 2026 Adjusted EBITDA of $92.5 million to $97.5 million, compared to prior guidance of $90.5 to $95.5 million. The updated guidance reflects strong first quarter performance, high utilization, and contracted fleet expansion balanced with expectations for inflationary pressures in the remainder of 2026.

Outlook

FY 2026 Adjusted EBITDA $92.5 million - $97.5 million

FY 2026 Growth Capital Expenditures $55.0 million - $70.0 million

FY 2026 Maintenance Capital Expenditures $15.0 million - $18.0 million

The outlook for capital expenditures remains unchanged from last quarter. Growth capital expenditures for 2026 are expected in the range of $55 million to $70 million, reflecting continued investment in large horsepower compression units supported by multi-year customer contracts. Maintenance capital expenditures for 2026 are expected in the range of $15 million to $18 million consistent with the size, age, and operating profile of the Company's fleet.

Consistent with prior periods, the Company remains committed to disciplined capital allocation and investing in assets that generate attractive long-term returns for shareholders. The company's balance sheet and liquidity position provide flexibility to fund organic fleet expansion, evaluate strategic and accretive M&A opportunities, and continue returning capital to shareholders.

2026 First Quarter Financial Results

Revenue: Total revenue for the three months ended March 31, 2026, increased 17.1% to $48.5 million from $41.4 million for the three months ended March 31, 2025. This increase was primarily attributable to higher rental revenues for the comparable periods. Rental revenue increased 6.3% to $47.1 million from $44.3 million in the fourth quarter of 2025 driven by contracted fleet expansion and continued pricing strength across the company's fleet. As of March 31, 2026, we had 574,969 rented horsepower (1,243 utilized units) compared to 492,679 horsepower (1,202 utilized units) as of March 31, 2025, reflecting a 16.7% increase in total utilized horsepower.

Gross Margins and Adjusted Gross Margins: Total gross margins, including depreciation expense increased to $20.1 million for the three months ended March 31, 2026, compared to $15.7 million for the same period in 2025. Total adjusted gross margin, exclusive of depreciation expense, increased to $30.2 million for the three months ended March 31, 2026, compared to $24.3 million for the same period in 2025. For a reconciliation of Gross Margin, see Non-GAAP Financial Measures – Adjusted Gross Margin, below.

Operating Income: Operating income for the three months ended March 31, 2026, was $13.1 million compared to operating income of $9.5 million for the comparable 2025 period.

Net Income: Net income for the three months ended March 31, 2026, was $6.8 million, or $0.53 per diluted share, compared to net income of $4.9 million, or $0.38 per diluted share, for the comparable 2025 period and $4.1 million, or $0.32 per diluted share for the three months ended December 31, 2025. The year-over-year and sequential increases in net income were driven by the increases in rental revenue and the associated gross margin impact, partially offset by higher selling, general and administrative expenses, rental equipment depreciation and interest expense.

Cash Flows: For the three months ended March 31, 2026, cash flows provided by operating activities were $23.0 million, while cash flows used in investing activities were $15.2 million. This compares to cash flows from operating activities of $21.3 million and cash flows used in investing activities of $19.3 million for the comparable three-month period in 2025.

Adjusted EBITDA: Adjusted EBITDA increased 25.8% to $24.3 million for the three months ended March 31, 2026, from $19.3 million for the same period in 2025. The increase was primarily attributable to higher rental revenue and rental adjusted gross margin. Sequentially, Adjusted EBITDA increased 14.6% when compared to $21.2 million for the three months ended December 31, 2025.

Debt: Outstanding debt on our revolving credit facility as of December 31, 2025, was $226.0 million. Our leverage ratio as of March 31, 2026, was 2.33x and our fixed charge coverage ratio was 3.32x. The Company is in compliance with all terms, conditions and covenants of the credit agreement.

2

Exhibit 99.1

Selected data: The tables below show revenue by product line, gross margin and adjusted gross margin for the trailing five quarters. Adjusted gross margin is the difference between revenue and cost of sales, exclusive of depreciation.

Revenues

Three months ended

March 31, 2025 June 30, 2025 September 30, 2025 December 31, 2025 March 31, 2026

(in thousands)

Rental $ 38,910  $ 39,580  $ 41,502  $ 44,334  $ 47,115

Sales 1,927  750  471  844  491

Aftermarket services 546  1,052  1,428  971  861

Total $ 41,383  $ 41,382  $ 43,401  $ 46,149  $ 48,467

Gross Margin

Three months ended

March 31, 2025 June 30, 2025 September 30, 2025 December 31, 2025 March 31, 2026

(in thousands)

Rental $ 15,634  $ 15,294  $ 16,508  $ 16,346  $ 19,991

Sales (181) (254) (75) (134) (250)

Aftermarket services 264  310  244  283  342

Total $ 15,717  $ 15,350  $ 16,677  $ 16,495  $ 20,083

Adjusted Gross Margin (1)

Three months ended

March 31, 2025 June 30, 2025 September 30, 2025 December 31, 2025 March 31, 2026

(in thousands)

Rental $ 24,070  $ 24,052  $ 25,532  $ 25,940  $ 30,025

Sales (89) (161) 23  (14) (133)

Aftermarket services 275  332  273  304  356

Total $ 24,256  $ 24,223  $ 25,828  $ 26,230  $ 30,248

Adjusted Gross Margin %

Three months ended

March 31, 2025 June 30, 2025 September 30, 2025 December 31, 2025 March 31, 2026

Rental 61.9  % 60.8  % 61.5  % 58.5  % 63.7  %

Sales (4.6) % (21.5) % 4.9  % (1.7) % (27.1) %

Aftermarket services 50.4  % 31.6  % 19.1  % 31.3  % 41.3  %

Total 58.6  % 58.5  % 59.5  % 56.8  % 62.4  %

Operating Statistics (at end of period):

Three months ended

March 31, 2025 June 30, 2025 September 30, 2025 December 31, 2025 March 31, 2026

Horsepower Utilized

492,679 498,651 526,015 562,676 574,969

Total Horsepower

603,391 596,322 625,686 662,542 661,872

Horsepower Utilization

81.7  % 83.6  % 84.1  % 84.9  % 86.9  %

Units Utilized

1,202 1,198 1,235 1,245 1,243

Total Units

1,916 1,833 1,891 1,914 1,801

Unit Utilization

62.7  % 65.4  % 65.3  % 65.0  % 69.0  %

(1) For a reconciliation of adjusted gross margin to its most directly comparable financial measure calculated and presented in accordance with GAAP, please read “Non-GAAP Financial Measures - Adjusted Gross Margin” below.

3

Exhibit 99.1

Non-GAAP Financial Measure - Adjusted Gross Margin: “Adjusted Gross Margin” is defined as total revenue less costs of revenues (excluding depreciation and amortization expense). Adjusted Gross Margin is included as a supplemental disclosure because it is a primary measure used by our management as it represents the results of revenue and costs (excluding depreciation and amortization expense), which are key components of our operations. Adjusted Gross Margin differs from gross margin, in that gross margin includes depreciation and amortization expense. We believe Adjusted Gross Margin is important because it focuses on the current operating performance of our operations and excludes the impact of the prior historical costs of the assets acquired or constructed that are utilized in those operations. Depreciation and amortization expense does not accurately reflect the costs required to maintain and replenish the operational usage of our assets and therefore may not portray the costs from current operating activity. Rather, depreciation and amortization expense reflects the systematic allocation of historical property and equipment costs over their estimated useful lives.

Adjusted Gross Margin has certain material limitations associated with its use as compared to gross margin. These limitations are primarily due to the exclusion of depreciation and amortization expense, which is material to our results of operations. Because we use capital assets, depreciation and amortization expense is a necessary element of our costs and our ability to generate revenue. In order to compensate for these limitations, management uses this non-GAAP measure as a supplemental measure to other GAAP results to provide a more complete understanding of our performance. As an indicator of our operating performance, Adjusted Gross Margin should not be considered an alternative to, or more meaningful than, gross margin as determined in accordance with GAAP. Our Adjusted Gross Margin may not be comparable to a similarly titled measure of another company because other entities may not calculate Adjusted Gross Margin in the same manner.

The following table calculates our gross margin, the most directly comparable GAAP financial measure, and reconciles it to Adjusted Gross Margin:

Three months ended

March 31, 2025 June 30, 2025 September 30, 2025 December 31, 2025 March 31, 2026

(in thousands)

Total revenue $ 41,383  $ 41,382  $ 43,401  $ 46,149  $ 48,467

Costs of revenue, exclusive of depreciation (17,127) (17,159) (17,573) (19,919) (18,219)

Depreciation allocable to costs of revenue (8,539) (8,873) (9,151) (9,735) (10,165)

Gross margin 15,717  15,350  16,677  16,495  20,083

Depreciation allocable to costs of revenue 8,539  8,873  9,151  9,735  10,165

Adjusted Gross Margin $ 24,256  $ 24,223  $ 25,828  $ 26,230  $ 30,248

4

Exhibit 99.1

Non-GAAP Financial Measures - Adjusted EBITDA: “Adjusted EBITDA” is a non-GAAP financial measure that we define as net income (loss) before interest, taxes, depreciation and amortization, as well as an increase in inventory allowance, impairments, retirement of rental equipment, nonrecurring restructuring charges including severance and non-cash equity-classified stock-based compensation expenses. This term, as used and defined by us, may not be comparable to similarly titled measures employed by other companies and is not a measure of performance calculated in accordance with GAAP. Adjusted EBITDA should not be considered in isolation or as a substitute for operating income, net income or loss, cash flows provided by operating, investing and financing activities, or other income or cash flow statement data prepared in accordance with GAAP. However, management believes Adjusted EBITDA is useful to an investor in evaluating our operating performance because: (i) it is widely used by investors in the energy industry to measure a company’s operating performance without regard to items excluded from the calculation of Adjusted EBITDA, which can vary substantially from company to company depending upon accounting methods and book value of assets, capital structure and the method by which assets were acquired, among other factors; (ii) it helps investors to more meaningfully evaluate and compare the results of our operations from period to period by removing the impact of our capital structure and asset base from our operating structure; and (iii) it is used by our management for various purposes, including as a measure of operating performance, in presentations to our Board of Directors, and as a basis for strategic planning and forecasting.

Adjusted EBITDA has limitations as an analytical tool, and you should not consider it in isolation, or as a substitute for analysis of our results as reported under GAAP. Some of these limitations are as follows: (i) Adjusted EBITDA does not reflect all our cash expenditures, future requirements for capital expenditures, or contractual commitments; (ii) Adjusted EBITDA does not reflect changes in, or cash requirements for, our working capital needs; (iii) Adjusted EBITDA does not reflect the cash requirements necessary to service interest or principal payments on our debt and finance leases; and (iv) although depreciation and amortization are non-cash charges, the assets being depreciated and amortized will often have to be replaced in the future, and Adjusted EBITDA does not reflect any capital expenditures for such replacements.

The following tables reconciles our net income, the most directly comparable GAAP financial measure, to Adjusted EBITDA:

Three months ended

March 31, 2025 June 30, 2025 September 30, 2025 December 31, 2025 March 31, 2026

(in thousands)

Net income $ 4,854  $ 5,188  $ 5,784  $ 4,102  $ 6,763

Interest expense 3,170  3,243  3,414  3,738  4,028

Interest income —  —  —  (2,444) —

Income tax expense 1,482  1,597  1,779  1,745  2,156

Depreciation and amortization 8,636  8,969  9,249  9,802  10,325

Impairments —  —  —  2,600  —

Inventory allowance 61  —  —  1,053  —

Retirement of rental equipment 728  —  —  —  412

Severance and restructuring charges —  89  —  —  —

Stock-based compensation 359  579  612  576  579

Adjusted EBITDA $ 19,290  $ 19,665  $ 20,838  $ 21,172  $ 24,263

Conference Call Details: The Company will host a conference call to review its third-quarter results on Tuesday, May 12, 2026 at 8:30 a.m. (EST), 7:30 a.m. (CST). To join the conference call, kindly access the Investor Relations section of our website at www.ngsgi.com or dial in at (800) 550-9745 and enter conference ID 167298 at least five minutes prior to the scheduled start time. Please note that using the provided dial-in number is necessary for participation in the Q&A section of the call. A recording of the conference will be made available on our Company's website following its conclusion. Thank you for your interest in our Company's updates.

About Natural Gas Services Group, Inc. (NGS): Natural Gas Services Group is a leading provider of natural gas and electric compression equipment, technology and services to the energy industry. The Company rents, designs, installs, services and maintains natural gas and electric compressors for oil and natural gas production and processing facilities, generally using equipment from third-party fabricators and OEM suppliers along with limited in-house assembly. The Company is headquartered in Southlake, Texas, with administrative offices in Midland, Texas, an assembly facility located in Tulsa, Oklahoma, and service facilities located in major oil and natural gas producing basins in the U.S. Additional information can be found at www.ngsgi.com.

5

Exhibit 99.1

Forward-Looking Statements

Certain statements herein (and oral statements made regarding the subjects of this release) constitute “forward-looking statements” within the meaning of the federal securities laws. Words such as “could,” “may,” “will,” “might,” “should,” “believe,” “expect,” “anticipate,” “estimate,” “continue,” “predict,” “forecast,” “project,” “plan,” “intend” or similar expressions, or statements regarding intent, belief, or current expectations, are forward-looking statements. These forward-looking statements are based upon current estimates and assumptions.

These forward–looking statements rely on a number of assumptions concerning future events and are subject to a number of uncertainties and factors that could cause actual results to differ materially from such statements, many of which are outside the control of the Company. Forward–looking information includes, but is not limited to statements regarding: guidance or estimates related to EBITDA growth, projected capital expenditures; returns on invested capital, fundamentals of the compression industry and related oil and gas industry, valuations, compressor demand assumptions and overall industry outlook, and the ability of the Company to capitalize on any potential opportunities.

While the Company believes that the assumptions concerning future events are reasonable, investors are cautioned that there are inherent difficulties in predicting certain important factors that could impact the future performance or results of its business. Some of these factors that could cause results to differ materially from those indicated by such forward-looking statements include, but are not limited to:

•conditions in the oil and gas industry, including the supply and demand for oil and gas and volatility in the prices of oil and gas;

•changes in general economic and financial conditions, inflationary pressures, the potential for economic recession in the U.S., tariffs and trade restrictions, including the imposition of new and higher tariffs on imported goods and retaliatory tariffs implemented by other countries on U.S. goods, and the potential effects on our financial condition, results of operations and cash flows;

•our reliance on major customers;

•failure of projected organic growth due to adverse changes in the oil and gas industry, including depressed oil and gas prices, oppressive environmental regulations and competition;

•our inability to achieve increased utilization of assets, including rental fleet utilization and monetizing other non-cash balance sheet assets;

•failure of our customers to continue to rent equipment after expiration of the primary rental term;

•our ability to economically develop and deploy new technologies and services, including technology to comply with health and environmental laws and regulations;

•failure to achieve accretive financial results in connection with any acquisitions we may make;

•fluctuations in interest rates;

•our ability to make dividends, distributions and share repurchases;

•changes in regulation or prohibition of new or current well completion techniques;

•competition among the various providers of compression services and products;

•changes in safety, health and environmental regulations;

•changes in economic or political conditions in the markets in which we operate;

•the inherent risks associated with our operations, such as equipment defects, malfunctions, natural disasters and adverse changes in customer, employee and supplier relationships;

•our inability to comply with covenants in our debt agreements and the decreased financial flexibility associated with our debt;

•inability to finance our future capital requirements and availability of financing;

•cybersecurity threats, including increased use of artificial intelligence and other emerging technologies;

•capacity availability, costs and performance of our outsourced compressor fabrication providers and overall inflationary pressures;

•impacts of world events, such as acts of terrorism, the conflicts in Iran, Ukraine, Venezuela and in the greater Middle East, and significant economic disruptions and adverse consequences resulting from possible long-term effects of potential pandemics and other public health crises; and

•general economic conditions.

In addition, these forward-looking statements are subject to other various risks and uncertainties, including without limitation those set forth in the Company’s filings with the Securities and Exchange Commission, including the Company's Annual Report on Form 10-K for the year ended December 31, 2025. Thus, actual results could be materially different. The Company expressly disclaims any obligation to update or alter statements whether as a result of new information, future events or otherwise, except as required by law.

For More Information, Contact:

Glenn Wiener, Investor Relations

(432) 262-2700

IR@ngsgi.com

www.ngsgi.com

6

Exhibit 99.1

NATURAL GAS SERVICES GROUP, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(in thousands, except par value)

(unaudited)

March 31,

2026 December 31, 2025

ASSETS

Current Assets:

Cash and cash equivalents $ 2,311  $ —

Trade accounts receivable, net of provision for credit losses 22,950  18,497

Inventory, net of allowance for obsolescence 21,780  20,647

Income taxes receivable and prepayments 1,690  14,056

Prepaid expenses and other 3,352  1,696

Assets held for sale 10,986  2,227

Total current assets 63,069  57,123

Long-term inventory, net of allowance for obsolescence —  —

Rental equipment, net of accumulated depreciation 503,027  498,525

Property and equipment, net of accumulated depreciation 11,994  20,519

Other assets 10,825  10,619

Total assets $ 588,915  $ 586,786

LIABILITIES AND STOCKHOLDERS’ EQUITY

Current Liabilities:

Accounts payable $ 11,486  $ 14,048

Accrued liabilities 11,848  10,462

Total current liabilities 23,334  24,510

Long-term debt 226,000  230,000

Deferred income taxes 54,653  52,530

Other long-term liabilities 4,394  5,030

Total liabilities 308,381  312,070

Commitments and contingencies

Stockholders’ Equity:

Preferred stock —  —

Common stock, 30,000 shares authorized, par value $0.01; 13,907 and 13,883 shares issued, respectively 139  138

Additional paid-in capital 121,261  120,811

Retained earnings 174,138  168,771

Treasury shares, at cost, 1,310 shares for each of the periods presented, respectively (15,004) (15,004)

Total stockholders’ equity 280,534  274,716

Total liabilities and stockholders’ equity $ 588,915  $ 586,786

7

Exhibit 99.1

NATURAL GAS SERVICES GROUP, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands, except earnings per share)

(unaudited)

Three months ended

March 31,

2026 2025

Revenue:

Rental $ 47,115  $ 38,910

Sales 491  1,927

Aftermarket services 861  546

Total revenue 48,467  41,383

Cost of revenues (excluding depreciation and amortization):

Rental 17,090  14,840

Sales 624  2,016

Aftermarket services 505  271

Total cost of revenues (excluding depreciation and amortization) 18,219  17,127

Selling, general and administrative expenses 6,508  5,378

Depreciation and amortization 10,325  8,636

Inventory allowance —  61

Retirement of rental equipment 412  728

Gain on disposition of assets, net (70) (54)

Total operating costs and expenses 35,394  31,876

Operating income 13,073  9,507

Other income (expense):

Interest expense (4,028) (3,170)

Other income (expense), net (126) (1)

Total other expense, net (4,154) (3,171)

Income before income taxes 8,919  6,336

Provision for income taxes (2,156) (1,482)

Net income $ 6,763  $ 4,854

Earnings per share:

Basic $ 0.54  $ 0.39

Diluted $ 0.53  $ 0.38

Weighted average shares outstanding:

Basic 12,584  12,462

Diluted 12,746  12,611

8

Exhibit 99.1

NATURAL GAS SERVICES GROUP, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)

(unaudited)

Three months ended

March 31,

2026 2025

CASH FLOWS FROM OPERATING ACTIVITIES:

Net income $ 6,763  $ 4,854

Adjustments to reconcile net income to net cash provided by operating activities:

Depreciation and amortization 10,325  8,636

Inventory allowance —  61

Retirement of rental equipment 412  728

Gain on the disposition of assets, net (70) (54)

Amortization of debt issuance costs 325  212

Deferred income taxes 2,123  1,450

Stock-based compensation 579  359

Provision for credit losses 88  208

(Gain) loss on company owned life insurance 125  17

Changes in operating assets and liabilities:

Trade accounts receivables (4,541) 3

Inventory (1,133) 647

Prepaid expenses, income taxes receivable and prepayments 10,710  64

Accounts payable and accrued liabilities (1,380) 4,617

Other (1,291) (535)

NET CASH PROVIDED BY OPERATING ACTIVITIES 23,035  21,267

CASH FLOWS FROM INVESTING ACTIVITIES:

Purchase of rental equipment, property and other equipment (15,247) (19,256)

Proceeds from disposition of assets, net 37  —

NET CASH USED IN INVESTING ACTIVITIES (15,210) (19,256)

CASH FLOWS FROM FINANCING ACTIVITIES:

Proceeds from credit facility borrowings 9,000  6,000

Repayments of credit facility borrowings (13,000) (8,000)

Payments of debt issuance costs (1) —

Proceeds from exercise of stock options 67  —

Payment of dividends (1,385) —

Taxes paid related to net share settlement of equity awards (195) (6)

NET CASH PROVIDED BY FINANCING ACTIVITIES (5,514) (2,006)

NET CHANGE IN CASH AND CASH EQUIVALENTS 2,311  5

CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD —  2,142

CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 2,311  $ 2,147

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:

Interest paid $ 3,653  $ 2,936

Income taxes paid, net of refunds received $ (10,196) $ 16

SUPPLEMENTAL DISCLOSURES OF NON-CASH TRANSACTIONS:

Transfer of property and equipment to assets held for sale $ 8,759  $ —

Accrued purchases of property and equipment $ 228  $ 524

9

XML — IDEA: XBRL DOCUMENT

XML

Filename: R1.htm · Sequence: 7

v3.26.1

Cover Page

May 15, 2024

Cover [Abstract]

Document Type

8-K

Document Period End Date

May 11, 2026

Entity Registrant Name

NATURAL GAS SERVICES GROUP, INC.

Entity Incorporation, State or Country Code

CO

Entity File Number

1-31398

Entity Tax Identification Number

75-2811855

Entity Address, Address Line One

6

Entity Address, City or Town

Southlake

Entity Address, State or Province

TX

Entity Address, Postal Zip Code

76092

City Area Code

432

Local Phone Number

262-2700

Written Communications

false

Soliciting Material

false

Pre-commencement Tender Offer

false

Pre-commencement Issuer Tender Offer

false

Title of 12(b) Security

Common Stock, Par Value $0.01

Trading Symbol

NGS

Security Exchange Name

NYSE

Entity Emerging Growth Company

false

Amendment Flag

false

Entity Central Index Key

0001084991

X

- Definition

Boolean flag that is true when the XBRL content amends previously-filed or accepted submission.

+ References

No definition available.

+ Details

Name:

dei_AmendmentFlag

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Area code of city

+ References

No definition available.

+ Details

Name:

dei_CityAreaCode

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Cover page.

+ References

No definition available.

+ Details

Name:

dei_CoverAbstract

Namespace Prefix:

dei_

Data Type:

xbrli:stringItemType

Balance Type:

na

Period Type:

duration

X

- Definition

For the EDGAR submission types of Form 8-K: the date of the report, the date of the earliest event reported; for the EDGAR submission types of Form N-1A: the filing date; for all other submission types: the end of the reporting or transition period. The format of the date is YYYY-MM-DD.

+ References

No definition available.

+ Details

Name:

dei_DocumentPeriodEndDate

Namespace Prefix:

dei_

Data Type:

xbrli:dateItemType

Balance Type:

na

Period Type:

duration

X

- Definition

The type of document being provided (such as 10-K, 10-Q, 485BPOS, etc). The document type is limited to the same value as the supporting SEC submission type, or the word 'Other'.

+ References

No definition available.

+ Details

Name:

dei_DocumentType

Namespace Prefix:

dei_

Data Type:

dei:submissionTypeItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Address Line 1 such as Attn, Building Name, Street Name

+ References

No definition available.

+ Details

Name:

dei_EntityAddressAddressLine1

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Name of the City or Town

+ References

No definition available.

+ Details

Name:

dei_EntityAddressCityOrTown

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Code for the postal or zip code

+ References

No definition available.

+ Details

Name:

dei_EntityAddressPostalZipCode

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Name of the state or province.

+ References

No definition available.

+ Details

Name:

dei_EntityAddressStateOrProvince

Namespace Prefix:

dei_

Data Type:

dei:stateOrProvinceItemType

Balance Type:

na

Period Type:

duration

X

- Definition

A unique 10-digit SEC-issued value to identify entities that have filed disclosures with the SEC. It is commonly abbreviated as CIK.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityCentralIndexKey

Namespace Prefix:

dei_

Data Type:

dei:centralIndexKeyItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Indicate if registrant meets the emerging growth company criteria.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityEmergingGrowthCompany

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Commission file number. The field allows up to 17 characters. The prefix may contain 1-3 digits, the sequence number may contain 1-8 digits, the optional suffix may contain 1-4 characters, and the fields are separated with a hyphen.

+ References

No definition available.

+ Details

Name:

dei_EntityFileNumber

Namespace Prefix:

dei_

Data Type:

dei:fileNumberItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Two-character EDGAR code representing the state or country of incorporation.

+ References

No definition available.

+ Details

Name:

dei_EntityIncorporationStateCountryCode

Namespace Prefix:

dei_

Data Type:

dei:edgarStateCountryItemType

Balance Type:

na

Period Type:

duration

X

- Definition

The exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityRegistrantName

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

na

Period Type:

duration

X

- Definition

The Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityTaxIdentificationNumber

Namespace Prefix:

dei_

Data Type:

dei:employerIdItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Local phone number for entity.

+ References

No definition available.

+ Details

Name:

dei_LocalPhoneNumber

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 13e

-Subsection 4c

+ Details

Name:

dei_PreCommencementIssuerTenderOffer

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14d

-Subsection 2b

+ Details

Name:

dei_PreCommencementTenderOffer

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Title of a 12(b) registered security.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b

+ Details

Name:

dei_Security12bTitle

Namespace Prefix:

dei_

Data Type:

dei:securityTitleItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Name of the Exchange on which a security is registered.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection d1-1

+ Details

Name:

dei_SecurityExchangeName

Namespace Prefix:

dei_

Data Type:

dei:edgarExchangeCodeItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14a

-Subsection 12

+ Details

Name:

dei_SolicitingMaterial

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Trading symbol of an instrument as listed on an exchange.

+ References

No definition available.

+ Details

Name:

dei_TradingSymbol

Namespace Prefix:

dei_

Data Type:

dei:tradingSymbolItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Securities Act

-Number 230

-Section 425

+ Details

Name:

dei_WrittenCommunications

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

na

Period Type:

duration