Form 8-K/A

8-K/A — FORUM ENERGY TECHNOLOGIES, INC.

Accession: 0001401257-26-000042

Filed: 2026-05-15

Period: 2026-02-19

CIK: 0001401257

SIC: 3533 (OIL & GAS FILED MACHINERY & EQUIPMENT)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K/A — fet-20260219.htm (Primary)

EX-99.1 (exhibit991-fetq42025earnin.htm)

GRAPHIC (image.jpg)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K/A

8-K/A (Primary)

Filename: fet-20260219.htm · Sequence: 1

fet-20260219

0001401257falseCommon Stock, par value $0.01 per shareCommon Stock, par value $0.01 per shareFETCHX00014012572026-02-192026-02-190001401257fet:Exch_XNYSMember2026-02-192026-02-190001401257fet:Exch_XCHIMember2026-02-192026-02-19

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

___________________________________

FORM 8-K/A

(Amendment No. 1)

___________________________________

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): February 19, 2026

FORUM ENERGY TECHNOLOGIES, INC.

(Exact name of registrant as specified in its charter)

Delaware

001-35504

61-1488595

(State or other jurisdiction of

incorporation or organization)

(Commission

File Number)

(I.R.S. Employer

Identification No.)

10344 Sam Houston Park Drive Suite 300 Houston TX 77064

(Address of Principal Executive Offices) (Zip Code)

281 949-2500

Registrant's telephone number, including area code

Not Applicable

(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:

☐ 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-4(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 per share

FET

New York Stock Exchange

NYSE Texas, Inc.

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

Explanatory Note

This Amendment No. 1 on Form 8-K/A (this “Amendment”) amends the Company’s Current Report on Form 8-K furnished on February 20, 2026 (the “Original Form 8-K”) solely to correct the interactive data included as Exhibit 99.1. No changes have been made to the text of the earnings release furnished as Exhibit 99.1 to the Original Form 8-K.

Item 2.02 Results of Operations and Financial Condition.

On February 19, 2026, Forum Energy Technologies, Inc. (the “Company”) issued a press release announcing earnings for the quarter ended December 31, 2025. A copy of the release is furnished to this Amendment as Exhibit 99.1 and incorporated herein by reference.

Exhibit 99.1 to this Amendment contains “non-GAAP financial measures” as defined in Item 10 of Regulation S-K of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). The non-GAAP financial measures reflect earnings before interest, taxes, depreciation and amortization expense (“EBITDA”), adjusted EBITDA, adjusted operating income, adjusted net income, adjusted net income per diluted share (“Adjusted Diluted EPS”), book to bill ratio, free cash flow before acquisitions (“free cash flow”), free cash flow yield, net leverage ratio and free cash flow conversion. A reconciliation of EBITDA, adjusted EBITDA, adjusted operating income, adjusted net income, Adjusted Diluted EPS, book to bill ratio and free cash flow to the most directly comparable financial measures calculated and presented in accordance with Generally Accepted Accounting Principles in the United States (“GAAP”) is included as an attachment to the press release. The Company believes the presentation of EBITDA, adjusted EBITDA, adjusted operating income, adjusted net income, Adjusted Diluted EPS, book to bill ratio, free cash flow, free cash flow yield, net leverage ratio and free cash flow conversion are useful to the Company's investors because (i) each of these financial metrics are useful to investors to assess and understand operating performance, especially when comparing those results with previous and subsequent periods or forecasting performance for future periods, primarily because management views the excluded items to be outside of normal operating results and (ii) EBITDA is an appropriate measure of evaluating operating performance and liquidity that reflects the resources available for strategic opportunities including, among others, investing in the business, strengthening the balance sheet, repurchasing securities and making strategic acquisitions. In addition, these benchmarks are widely used in the investment community.

The presentation of this additional information is not meant to be considered in isolation or as a substitute for the Company's financial results prepared in accordance with GAAP.

The information contained in this Current Report, as amended by this Amendment, shall not be deemed to be “filed” for purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of that section, nor shall it be incorporated by reference into a filing under the Securities Act of 1933, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No. Exhibit Title or Description

99.1

Press Release dated February 19, 2026.

104 Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.

SIGNATURE

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.

Date: May 15, 2026

FORUM ENERGY TECHNOLOGIES, INC.

/s/ John C. Ivascu

John C. Ivascu

Executive Vice President, General Counsel, Chief Compliance Officer and Corporate Secretary

EX-99.1

Filename: exhibit991-fetq42025earnin.htm · Sequence: 2

Document

Exhibit 99.1

Forum Energy Technologies Announces

Fourth Quarter and Full Year 2025 Results and Outlook;

Repurchased 11% of Shares Outstanding in 2025

Fourth Quarter 2025 Highlights

•Revenue: $202 million

•Net income and adjusted net income: $2 million and $5 million, respectively

•Adjusted EBITDA: $23 million

•Operating cash flow and free cash flow: $22 million and $22 million, respectively

Full Year 2025 Highlights

•Orders: $891 million, book-to-bill ratio of 113%

•Operating cash flow and free cash flow: $70 million and $80 million, respectively

•Share repurchases: 1.4 million shares, returned $35 million to shareholders

Full Year 2026 Guidance (comparisons at midpoint)

•Revenue: $800 - $880 million, up 6%

•Adjusted net income: $18 - $38 million, up $21 million

•Adjusted EBITDA: $90 - $110 million, a 16% increase

•Free cash flow: $55 - $75 million, 65% free cash flow conversion

HOUSTON, TEXAS, February 19, 2026 - Forum Energy Technologies, Inc. (NYSE: FET) today announced fourth quarter 2025 revenue of $202.2 million and net income of $2.1 million or $0.17 per diluted share. Adjusted for $2.9 million of foreign tax settlement, asset impairments, restructuring costs and other items, adjusted net income was $5.0 million or approximately $0.41 per diluted share.1

Neal Lux, President and Chief Executive Officer, remarked, “2025 was another great step forward and further positioned FET to deliver the 2030 vision. Our commercial efforts and innovation focus supplied meaningful bookings and backlog growth. Entering 2026, our backlog of $312 million is the highest in 11 years and 46% greater than a year ago. Nearly 12% of our backlog is from products developed in the last few years. These results are driven by the execution of our “Beat the Market” strategy. We are gaining market share and leveraging our global footprint.

1 See Tables 1-9 for a reconciliation of GAAP to non-GAAP financial information, including a breakdown of adjusting items.

“Our financial performance accelerated through the second half of the year, with EBITDA up nearly 13% compared to the prior six months. Higher EBITDA, along with working capital efficiency and asset monetization, generated full year free cash flow of $80 million. In line with our capital allocation framework, we repurchased 11% of our total shares outstanding and reduced net debt by 28%.

“In 2026, we believe global market activity will remain relatively flat. However, we expect revenue and EBITDA growth, supported by strong backlog, structural cost reductions, and market share gains. Our execution in 2026 will keep us on track for FET 2030.”

Segment Results (unless otherwise noted, comparisons are fourth quarter 2025 versus third quarter 2025)

Drilling and Completions revenue was $127 million, an 8% increase, primarily related to strong demand for drilling-related capital equipment for international markets, subsea ROVs, and coiled line pipe. Adjusted EBITDA was $12 million. Book-to-bill was 84%, coming off strong orders for ROVs and drilling-related capital equipment in the prior quarter that did not recur. Drilling and Completions provides consumable products and capital equipment for drilling, subsea, coiled tubing, wireline, and stimulation markets.

Artificial Lift and Downhole revenue was $75 million, a 4% decrease, primarily related to lower volumes of production equipment and technologies. However, adjusted EBITDA was relatively flat at $17 million, due to favorable product mix for sand and flow control products. Book-to-bill was 107%, due to large orders for production-related equipment. Artificial Lift and Downhole engineers, manufactures, and supplies products for well construction, artificial lift, and oil and natural gas processing.

FET is a global manufacturing company, serving the oil, natural gas, defense, and renewable energy industries. With headquarters located in Houston, Texas, FET provides value added solutions aimed at improving the safety, efficiency, and environmental impact of our customers' operations. For more information, please visit www.f-e-t.com.

Non-GAAP Financial Measures

The Company presents its financial results in accordance with GAAP. However, management believes that non-GAAP measures are useful tools for evaluating the Company's overall financial performance. Not all companies define these measures in the same way. In addition, these non-GAAP financial measures are not a substitute for those prepared in accordance with GAAP and should, therefore, be considered only as a supplement. Please see the attached schedules for reconciliations between GAAP and the non-GAAP financial measures used in this press release. The company is unable to provide a reconciliation of forward-looking adjusted net income and adjusted EBITDA to GAAP net income because items that impact GAAP net income, such as restructuring charges, transaction expenses, and foreign exchange losses (gains), cannot be reasonably predicted.

Forward Looking Statements and Other Legal Disclosure

This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. All statements, other than statements of historical facts, included in this press release that address activities, events or developments that the Company expects, believes or anticipates will or may occur in the future are forward-looking statements. Without limiting the generality of the foregoing, forward-looking statements contained in this press release specifically include the expectations of plans, strategies, objectives and anticipated financial and operating results of the Company, including any statement about the Company's outlook, future financial position, liquidity and capital resources, operations, performance, cash flow, acquisitions, returns, capital expenditure budgets, new product development activities, strategic investments, share repurchases, costs and other guidance included in this press release.

These statements are based on certain assumptions made by the Company based on management's experience and perception of historical trends, current conditions, anticipated future developments and other factors believed to be appropriate. Such statements are subject to a number of assumptions, risks and uncertainties, many of which are beyond the control of the Company, which may cause actual results to differ materially from those implied or expressed by the forward-looking statements. Among other things, these include the volatility of oil and natural gas prices, oilfield development activity levels, the availability of raw materials and specialized equipment, the Company's ability to deliver backlog in a timely fashion, the availability of skilled and qualified labor, competition in the oil and natural gas industry, governmental regulation and taxation of the oil and natural gas industry, the Company's ability to implement new technologies and services, the availability and terms of capital, and uncertainties regarding environmental regulations or litigation and other legal or regulatory developments affecting the Company's business, and other important factors that could cause actual results to differ materially from those projected as described in the Company's filings with the U.S. Securities and Exchange Commission.

Any forward-looking statement speaks only as of the date on which such statement is made and the Company undertakes no obligation to correct or update any forward-looking statement, whether as a result of new information, future events or otherwise, except as required by applicable law.

Company Contact

Rob Kukla

Director of Investor Relations

281.994.3763

rob.kukla@f-e-t.com

Forum Energy Technologies, Inc.

Condensed consolidated statements of net income (loss)

(Unaudited)

Three months ended

December 31, September 30,

(in thousands, except per share information) 2025 2024 2025

Revenue $ 202,200 $ 201,018 $ 196,231

Cost of sales 141,118 138,553 155,994

Gross profit 61,082 62,465 40,237

Operating expenses

Selling, general and administrative expenses 48,888 54,642 50,449

Transaction expenses 57 — 254

Impairment of intangible assets — 119,123 —

Gain on sale-leaseback transactions and other (627) (4,483) (4,360)

Total operating expenses 48,318 169,282 46,343

Operating income (loss) 12,764 (106,817) (6,106)

Other expense (income)

Interest expense 4,258 6,421 4,365

Foreign exchange losses (gains) and other, net 247 (6,549) 9

Loss on extinguishment of debt — 552 —

Total other expense, net 4,505 424 4,374

Income (loss) before income taxes 8,259 (107,241) (10,480)

Income tax expense (benefit) 6,187 (3,741) 10,074

Net income (loss) (1)

$ 2,072 $ (103,500) $ (20,554)

Weighted average shares outstanding

Basic 11,209 12,333 11,682

Diluted 12,085 12,333 11,682

Earnings (loss) per share

Basic $ 0.18 $ (8.39) $ (1.76)

Diluted $ 0.17 $ (8.39) $ (1.76)

(1) Refer to Table 1 for schedule of adjusting items.

Forum Energy Technologies, Inc.

Condensed consolidated statements of net loss

(Unaudited)

Year ended

December 31,

(in thousands, except per share information) 2025 2024

Revenue $ 791,474 $ 816,425

Cost of sales 572,438 561,392

Gross profit 219,036 255,033

Operating expenses

Selling, general and administrative expenses 199,905 219,325

Transaction expenses 546 7,728

Impairment of intangible assets — 119,123

Gain on sale-leaseback transactions and other (11,560) (4,376)

Total operating expenses 188,891 341,800

Operating income (loss) 30,145 (86,767)

Other expense (income)

Interest expense 18,312 31,490

Loss on extinguishment of debt — 2,854

Foreign exchange losses (gains) and other, net (4,754) 7,315

Total other expense, net 13,558 41,659

Income (loss) before income taxes 16,587 (128,426)

Income tax expense 26,247 6,900

Net loss (1)

$ (9,660) $ (135,326)

Weighted average shares outstanding

Basic 11,883 12,299

Diluted 11,883 12,299

Loss per share

Basic $ (0.81) $ (11.00)

Diluted $ (0.81) $ (11.00)

(1) Refer to Table 2 for schedule of adjusting items.

Forum Energy Technologies, Inc.

Condensed consolidated balance sheets

(Unaudited)

(in thousands of dollars) December 31,

2025 December 31,

2024

Assets

Current assets

Cash and cash equivalents $ 34,661 $ 44,661

Accounts receivable—trade, net 142,396 153,926

Inventories, net 239,420 265,487

Other current assets 32,407 31,563

Total current assets 448,884 495,637

Property and equipment, net of accumulated depreciation 51,905 63,421

Operating lease assets 80,733 70,389

Goodwill and intangible assets, net 158,304 170,883

Other long-term assets 12,629 15,624

Total assets $ 752,455 $ 815,954

Liabilities and equity

Current liabilities

Current portion of long-term debt $ 1,407 $ 1,866

Other current liabilities 205,127 199,990

Total current liabilities 206,534 201,856

Long-term debt, net of current portion 134,521 186,525

Other long-term liabilities 120,257 107,673

Total liabilities 461,312 496,054

Total equity 291,143 319,900

Total liabilities and equity $ 752,455 $ 815,954

Forum Energy Technologies, Inc.

Condensed consolidated cash flow information

(Unaudited)

Year ended

December 31,

(in thousands of dollars) 2025 2024

Cash flows from operating activities

Net loss $ (9,660) $ (135,326)

Depreciation and amortization 33,755 53,717

Impairment of intangible assets — 119,123

Impairment of property and equipment and other assets 4,291 —

Inventory write down 19,673 2,716

Gain on sale-leaseback transactions (11,182) (4,860)

Loss on extinguishment of debt — 2,854

Other noncash items and changes in working capital 33,525 53,967

Net cash provided by operating activities 70,402 92,191

Cash flows from investing activities

Capital expenditures for property and equipment (6,015) (8,145)

Proceeds from sale of property and equipment 1,007 703

Proceeds from sale-leaseback transactions 14,574 20,324

Acquisition of businesses, net of cash acquired — (150,408)

Net cash provided by (used in) investing activities 9,566 (137,526)

Cash flows from financing activities

Borrowings of debt 562,324 874,320

Repayments of debt (617,043) (819,454)

Repurchases of stock (34,612) —

Payments of withheld taxes on stock-based compensation plans (1,321) (1,090)

Deferred financing costs (914) (8,534)

Net cash provided by (used in) financing activities (91,566) 45,242

Effect of exchange rate changes on cash 1,598 (1,411)

Net decrease in cash, cash equivalents and restricted cash $ (10,000) $ (1,504)

Forum Energy Technologies, Inc.

Supplemental schedule - Segment information

(Unaudited)

As Reported

As Adjusted (3)

Three months ended Three months ended

(in thousands of dollars) December 31,

2025 December 31,

2024 September 30,

2025 December 31,

2024 September 30,

2025

Revenue

Drilling and Completions $ 126,916 $ 111,084 $ 117,469 $ 126,916 $ 111,084 $ 117,469

Artificial Lift and Downhole 75,461 89,943 78,981 75,461 89,943 78,981

Eliminations (177) (9) (219) (177) (9) (219)

Total revenue $ 202,200 $ 201,018 $ 196,231 $ 202,200 $ 201,018 $ 196,231

Operating income (loss)

Drilling and Completions $ 9,736 $ 3,302 $ (13,551) $ 9,268 $ 3,763 $ 8,658

Operating margin % 7.7 % 3.0 % (11.5) % 7.3 % 3.4 % 7.4 %

Artificial Lift and Downhole 11,708 12,863 11,778 11,851 13,127 11,830

Operating margin % 15.5 % 14.3 % 14.9 % 15.7 % 14.6 % 15.0 %

Corporate (9,250) (8,342) (8,439) (8,838) (8,450) (8,299)

Total segment operating income (loss) 12,194 7,823 (10,212) 12,281 8,440 12,189

Other items not in segment operating income (loss) (1)

570 (114,640) 4,106 (14) (377) 81

Total operating income (loss) $ 12,764 $ (106,817) $ (6,106) $ 12,267 $ 8,063 $ 12,270

Operating margin % 6.3 % (53.1) % (3.1) % 6.1 % 4.0 % 6.3 %

EBITDA (2)

Drilling and Completions $ 12,984 $ (106,688) $ (10,505) $ 12,050 $ 9,541 $ 11,758

EBITDA margin % 10.2 % (96.0) % (8.9) % 9.5 % 8.6 % 10.0 %

Artificial Lift and Downhole 15,961 18,754 20,419 16,902 19,262 16,977

EBITDA margin % 21.2 % 20.9 % 25.9 % 22.4 % 21.4 % 21.5 %

Corporate (8,587) (725) (8,166) (6,266) (6,586) (5,597)

Total EBITDA $ 20,358 $ (88,659) $ 1,748 $ 22,686 $ 22,217 $ 23,138

EBITDA margin % 10.1 % (44.1) % 0.9 % 11.2 % 11.1 % 11.8 %

(1) Includes transaction expenses, gain on sale-leaseback transaction, and gain (loss) on disposal of assets and other.

(2) The Company believes that the presentation of EBITDA is useful to investors because EBITDA is an appropriate measure for evaluating operating performance and liquidity that reflects the resources available for strategic opportunities including, among others, investing in the business, strengthening the balance sheet, repurchasing securities and making strategic acquisitions. In addition, EBITDA is a widely used benchmark in the investment community. See the attached separate schedule for the reconciliation of GAAP to non-GAAP financial information.

(3) Refer to Table 1 for schedule of adjusting items.

Forum Energy Technologies, Inc.

Supplemental schedule - Segment information

(Unaudited)

As Reported

As Adjusted (3)

Year ended Year ended

(in thousands of dollars) December 31,

2025 December 31,

2024 December 31,

2025 December 31,

2024

Revenue

Drilling and Completions $ 477,191 $ 470,767 $ 477,191 $ 470,767

Artificial Lift and Downhole 314,785 345,680 314,785 345,680

Eliminations (502) (22) (502) (22)

Total revenue $ 791,474 $ 816,425 $ 791,474 $ 816,425

Operating income (loss)

Drilling and Completions $ 12,835 $ 17,766 $ 36,135 $ 20,458

Operating margin % 2.7 % 3.8 % 7.6 % 4.3 %

Artificial Lift and Downhole 41,174 48,894 41,672 49,082

Operating margin % 13.1 % 14.1 % 13.2 % 14.2 %

Corporate (34,878) (30,952) (34,006) (30,464)

Total segment operating income (loss) 19,131 35,708 43,801 39,076

Other items not in segment operating income (loss) (1)

11,014 (122,475) (74) (356)

Total operating income (loss) $ 30,145 $ (86,767) $ 43,727 $ 38,720

Operating margin % 3.8 % (10.6) % 5.5 % 4.7 %

EBITDA (2)

Drilling and Completions $ 30,457 $ (84,604) $ 47,629 $ 49,195

EBITDA margin % 6.4 % (18.0) % 10.0 % 10.4 %

Artificial Lift and Downhole 71,731 73,006 64,058 74,417

EBITDA margin % 22.8 % 21.1 % 20.3 % 21.5 %

Corporate (33,534) (31,621) (25,284) (23,635)

Total EBITDA $ 68,654 $ (43,219) $ 86,403 $ 99,977

EBITDA margin % 8.7 % (5.3) % 10.9 % 12.2 %

(1) Includes transaction expenses, gain on sale-leaseback transaction, and gain (loss) on disposal of assets and other.

(3) Refer to Table 2 for schedule of adjusting items.

Forum Energy Technologies, Inc.

Supplemental schedule - Orders information

(Unaudited)

Three months ended

(in thousands of dollars) December 31,

2025 December 31,

2024 September 30,

2025

Orders

Drilling and Completions $ 106,407 $ 102,999 $ 151,473

Artificial Lift and Downhole 80,790 86,956 88,517

Total orders $ 187,197 $ 189,955 $ 239,990

Revenue

Drilling and Completions $ 126,916 $ 111,084 $ 117,469

Artificial Lift and Downhole 75,461 89,943 78,981

Eliminations (177) (9) (219)

Total revenue $ 202,200 $ 201,018 $ 196,231

Book to bill ratio (1)

Drilling and Completions 0.84 0.93 1.29

Artificial Lift and Downhole 1.07 0.97 1.12

Total book to bill ratio 0.93 0.94 1.22

(1) The book-to-bill ratio is calculated by dividing the dollar value of orders received in a given period by the revenue earned in that same period. The Company believes that this ratio is useful to investors because it provides an indication of whether the demand for our products is strengthening or declining. A ratio of greater than one is indicative of improving market demand, while a ratio of less than one would suggest weakening demand. In addition, the Company believes the book-to-bill ratio provides more meaningful insight into future revenues for our business than other measures, such as order backlog, because the majority of our products are activity based consumable items or shorter cycle capital equipment, neither of which are typically ordered by customers far in advance.

Forum Energy Technologies, Inc.

Reconciliation of GAAP to non-GAAP financial information

(Unaudited)

Table 1 - Adjusting items

Three months ended

December 31, 2025 December 31, 2024 September 30, 2025

(in thousands, except per share information) Operating income (loss)

EBITDA (1)

Net income (loss) Operating income (loss)

EBITDA (1)

Net income (loss) Operating income (loss)

EBITDA (1)

Net income (loss)

As reported $ 12,764 $ 20,358 $ 2,072 $ (106,817) $ (88,659) $ (103,500) $ (6,106) $ 1,748 $ (20,554)

% of revenue 6.3 % 10.1 % (53.1) % (44.1) % (3.1) % 0.9 %

Restructuring and other costs 633 633 633 840 840 840 1,501 1,501 1,501

Transaction expenses 57 57 57 — — — 254 254 254

Inventory and other assets impairment adjustments (1,187) (1,187) (1,187) (223) (223) (223) 20,900 20,900 20,900

Impairment of intangible assets — — — 119,123 119,123 119,123 — — —

Stock-based compensation expense — 2,598 — — 1,980 — — 2,853 —

Loss on extinguishment of debt — — — — 552 552 — — —

Gain on sale-leaseback transactions — — — (4,860) (4,860) (4,860) (4,279) (4,279) (4,279)

Foreign exchange losses (gains) and other, net (2)

— 227 227 — (6,536) (6,536) — 161 161

Foreign tax settlement — — 3,163 — — — — — —

Release of valuation allowance on deferred tax assets — — — — — (11,340) — — 5,205

As adjusted(1)

$ 12,267 $ 22,686 $ 4,965 $ 8,063 $ 22,217 $ (5,944) $ 12,270 $ 23,138 $ 3,188

% of revenue 6.1 % 11.2 % 4.0 % 11.1 % 6.3 % 11.8 %

Diluted shares outstanding as reported 12,085 12,333 11,682

Diluted shares outstanding as adjusted 12,085 12,333 11,682

Diluted EPS - as reported $ 0.17 $ (8.39) $ (1.76)

Diluted EPS - as adjusted $ 0.41 $ (0.48) $ 0.27

(1) The Company believes that the presentation of EBITDA, adjusted EBITDA, adjusted operating loss, adjusted net loss and adjusted diluted EPS are useful to investors because (i) each of these financial metrics are useful to investors to assess and understand operating performance, especially when comparing those results with previous and subsequent periods or forecasting performance for future periods, primarily because management views the excluded items to be outside of normal operating results and (ii) EBITDA is an appropriate measure of evaluating operating performance and liquidity that reflects the resources available for strategic opportunities including, among others, investing in the business, strengthening the balance sheet, repurchasing securities and making strategic acquisitions. In addition, these benchmarks are widely used in the investment community. See the attached separate schedule for the reconciliation of GAAP to non-GAAP financial information.

(2) Foreign exchange, net primarily relates to cash and receivables denominated in U.S. dollars by some of our non-U.S. subsidiaries that report in a local currency, and therefore the loss (gain) has no economic impact in dollar terms.

Forum Energy Technologies, Inc.

Reconciliation of GAAP to non-GAAP financial information

(Unaudited)

Table 2 - Adjusting items

Year ended

December 31, 2025 December 31, 2024

(in thousands, except per share information) Operating (income) loss

EBITDA (1)

Net income (loss) Operating (income) loss

EBITDA (1)

Net income (loss)

As reported $ 30,145 $ 68,654 $ (9,660) $ (86,767) $ (43,219) $ (135,326)

% of revenue 3.8 % 8.7 % (10.6) % (5.3) %

Restructuring and other costs 4,592 4,592 4,592 3,756 3,756 3,756

Transaction expenses 546 546 546 7,725 7,725 7,725

Inventory and other assets impairment adjustments 19,626 19,626 19,626 (257) (257) (257)

Impairment of intangible assets — — — 119,123 119,123 119,123

Stock-based compensation expense — 9,018 — — 7,176 —

Loss on extinguishment of debt — — — — 2,854 2,854

Gain on sale-leaseback transactions (11,182) (11,182) (11,182) (4,860) (4,860) (4,860)

Foreign exchange losses (gains) and other, net (2)

— (4,851) (4,851) — 7,679 7,679

Foreign tax settlement — — 3,163 — — —

Release of valuation allowance on deferred tax assets — — 5,205 — — (11,340)

As adjusted(1)

$ 43,727 $ 86,403 $ 7,439 $ 38,720 $ 99,977 $ (10,646)

% of revenue 5.5 % 10.9 % 4.7 % 12.2 %

Diluted shares outstanding as reported 11,883 12,299

Diluted shares outstanding as adjusted 11,883 12,299

Diluted EPS - as reported $ (0.81) $ (11.00)

Diluted EPS - as adjusted $ 0.63 $ (0.87)

(1) The Company believes that the presentation of EBITDA, adjusted EBITDA, adjusted operating loss, adjusted net loss and adjusted diluted EPS are useful to investors because (i) they assist with assessing and understanding operating performance, especially when comparing those results with previous and subsequent periods or forecasting performance for future periods, primarily because management views the excluded items to be outside of the Company's normal operating results and (ii) EBITDA is an appropriate measure of evaluating operating performance and liquidity that reflects the resources available for strategic opportunities including, among others, investing in the business, strengthening the balance sheet, repurchasing securities and making strategic acquisitions. In addition, these benchmarks are widely used in the investment community. See the attached separate schedule for the reconciliation of GAAP to non-GAAP financial information.

Forum Energy Technologies, Inc.

Reconciliation of GAAP to non-GAAP financial information

(Unaudited)

Table 3 - Adjusting Items

Three months ended

(in thousands of dollars) December 31,

2025 December 31,

2024 September 30,

2025

EBITDA reconciliation (1)

Net income (loss) $ 2,072 $ (103,500) $ (20,554)

Interest expense 4,258 6,421 4,365

Depreciation and amortization 7,841 12,161 7,863

Income tax expense (benefit) 6,187 (3,741) 10,074

EBITDA $ 20,358 $ (88,659) $ 1,748

(1) The Company believes adjusted EBITDA is useful to investors because it is an appropriate measure of evaluating operating performance and liquidity. It reflects the resources available for strategic opportunities including, among others, investing in the business, strengthening the balance sheet, repurchasing securities, and making strategic acquisitions. In addition, adjusted EBITDA is a widely used benchmark in the investment community.

Forum Energy Technologies, Inc.

Reconciliation of GAAP to non-GAAP financial information

(Unaudited)

Table 4 - Adjusting Items

Year ended

(in thousands of dollars) December 31,

2025 December 31,

2024

EBITDA reconciliation (1)

Net loss $ (9,660) $ (135,326)

Interest expense 18,312 31,490

Depreciation and amortization 33,755 53,717

Income tax expense 26,247 6,900

EBITDA $ 68,654 $ (43,219)

Forum Energy Technologies, Inc.

Free cash flow

(Unaudited)

Table 5 - Adjusting items

Three months ended

(in thousands of dollars) December 31,

2025 December 31,

2024 September 30,

2025

Free cash flow, before acquisitions, reconciliation (1)

Net cash provided by operating activities $ 22,437 $ 38,516 $ 22,866

Capital expenditures for property and equipment (1,562) (2,410) (1,392)

Proceeds from sale of property and equipment 844 467 106

Proceeds from sale-leaseback transactions — 20,324 6,546

Free cash flow, before acquisitions $ 21,719 $ 56,897 $ 28,126

(1) The Company believes free cash flow, before acquisitions is an important measure because it encompasses both profitability and capital management in evaluating results.

(2) The free cash flow yield disclosed is a financial ratio calculated by dividing annualized free cash flow by the Company's market capitalization as of February 18, 2026, and using the midpoint $65 million of guided full year 2026 free cash flow. As of February 18, 2026, the free cash flow yield was 11%. We believe free cash flow yield is useful to investors as a measure of the Company's ability to generate free cash flow in comparison to its market capitalization and allows for comparisons across peer companies.

Forum Energy Technologies, Inc.

Free cash flow

(Unaudited)

Table 6 - Adjusting items

Year ended

(in thousands of dollars) December 31,

2025 December 31,

2024

Free cash flow, before acquisitions, reconciliation (1)

Net cash provided by operating activities $ 70,402 $ 92,191

Capital expenditures for property and equipment (6,015) (8,145)

Proceeds from sale of property and equipment 1,007 703

Proceeds from sale-leaseback transactions 14,574 20,324

Free cash flow, before acquisitions $ 79,968 $ 105,073

(1) The Company believes free cash flow, before acquisitions is an important measure because it encompasses both profitability and capital management in evaluating results.

Forum Energy Technologies, Inc.

Table 7 - Leverage Ratio (1)

(Unaudited)

(in thousands of dollars) December 31,

2025

2029 Bonds $ 100,000

Credit Facility 37,282

Other debt 4,008

Long-term debt, principal amount 141,290

Cash and cash equivalents 34,661

Net debt 106,629

Adjusted EBITDA 86,403

Net leverage ratio 1.2

(1) The Company believes net leverage ratio is an important measure because it represents the Company's ability to meet its financial obligations.

Forum Energy Technologies, Inc.

Table 8 - Revenue Per Rig

(Unaudited)

Year ended

(in thousands of dollars, except rig count) December 31,

2025 December 31,

2024 December 31, 2022

Revenue $ 791,474 $ 816,425 $ 699,913

Average global rig count (1)

1,818 1,948 1,934

Revenue per rig $ 435 $ 419 $ 362

(1) The table above shows the average number of active drilling rigs operating 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. Baker Hughes only adjusted data back January 2024. Consequently, rig count data prior to January 2024 has been adjusted internally.

Forum Energy Technologies, Inc.

Table 9 - Free Cash Flow Conversion

(Unaudited)

Year ended

(in thousands of dollars) December 31,

2025

Free cash flow $ 79,968

Adjusted EBITDA 86,403

Free cash flow conversion 93 %

Forum Energy Technologies, Inc.

Supplemental schedule - Product line revenue

(Unaudited)

Three months ended

(in thousands of dollars) December 31,

2025 December 31,

2024 September 30,

2025

Revenue $ % $ % $ %

Drilling $ 35,713 17.6 % $ 35,555 17.8 % $ 32,234 16.4 %

Subsea 29,513 14.6 % 18,581 9.2 % 23,582 12.0 %

Stimulation and Intervention 30,854 15.3 % 31,056 15.4 % 34,271 17.5 %

Coiled Tubing 30,836 15.3 % 25,892 12.9 % 27,382 14.0 %

Drilling and Completions 126,916 62.8 % 111,084 55.3 % 117,469 59.9 %

Downhole 47,800 23.6 % 51,547 25.6 % 48,073 24.5 %

Production Equipment 15,574 7.7 % 21,743 10.8 % 18,647 9.5 %

Valve Solutions 12,087 6.0 % 16,653 8.3 % 12,261 6.2 %

Artificial Lift and Downhole 75,461 37.3 % 89,943 44.7 % 78,981 40.2 %

Eliminations (177) (0.1) % (9) — % (219) (0.1) %

Total revenue $ 202,200 100.0 % $ 201,018 100.0 % $ 196,231 100.0 %

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