OCEANEERING INTERNATIONAL INC
For the period ended Dec 31, 2025. Filed Feb 20, 2026.
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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2025 · Filed Feb 20, 2026
OII$35.06+0.6%Stored close · as of Nov 10, 2026
Extracted filing text, with the paragraph anchors used by the comparison.
See the whole filing, with its images and exhibitsContents
Item 15. Exhibits, Financial Statement Schedules
(a) Documents filed as part of this report.
- Financial Statements:
(i) Report of Independent Registered Public Accounting Firm
(ii) Consolidated Balance Sheets
(iii) Consolidated Statements of Operations
(iv) Consolidated Statements of Comprehensive Income (Loss)
(v) Consolidated Statements of Cash Flows
(vi) Consolidated Statements of Equity
(vii) Notes to Consolidated Financial Statements
- Financial Statement Schedules:
All schedules for which provision is made in the applicable regulations of the Securities and Exchange Commission have been omitted because they are not required under the relevant instructions or because the required information is not significant.
- Exhibits:
Exhibit Index
| Registration or File Number · Form of Report · Report Date · Exhibit Number | |||||||
|---|---|---|---|---|---|---|---|
| * | 3.01 | Restated Certificate of Incorporation | 1-10945 | 10-K | Dec. 2000 | 3.01 | |
| * | 3.02 | Certificate of Amendment to Restated Certificate of Incorporation | 1-10945 | 8-K | May 2008 | 3.1 | |
| * | 3.03 | Certificate of Amendment to Restated Certificate of Incorporation | 1-10945 | 8-K | May 2014 | 3.1 | |
| * | 3.04 | Amended and Restated Bylaws | 1-10945 | 8-K | Nov. 2022 | 3.01 | |
| 4.01 | Description of Common Stock | ||||||
| * | 4.02 | Specimen of Common Stock Certificate | 1-10945 | 10-Q | Sep. 2018 | 4.3 | |
| * | 4.03 | Indenture dated, November 21, 2014, between Oceaneering International, Inc. and Wells Fargo Bank, National Association, as Trustee, relating to senior debt securities of Oceaneering International, Inc. | 1-10945 | 8-K | Nov. 2014 | 4.1 | |
| * | 4.04 | Second Supplemental Indenture, dated February 6, 2018, between Oceaneering International, Inc. and Wells Fargo Bank, National Association, as Trustee, providing for the issuance of Oceaneering International, Inc.'s 6.000% Senior Notes due 2028 (including Form of Notes) | 1-10945 | 8-K | Feb. 2018 | 4.2 | |
| * | 4.05 | Third Supplemental Indenture, dated October 2, 2023, between Oceaneering International, Inc. and Computershare Trust Company, N.A., as trustee, with respect to 6.000% Senior Notes due 2028 | 1-10945 | 8-K | Oct. 2023 | 4.3 | |
| We and certain of our consolidated subsidiaries are parties to debt instruments under which the total amount of securities authorized does not exceed 10% of our total consolidated assets. Pursuant to paragraph 4(iii)(A) of Item 601(b) of Regulation S-K, we agree to furnish a copy of those instruments to the Securities and Exchange Commission on request. | |||||||
| * | 10.01 | + | Amended and Restated Service Agreement dated as of December 21, 2006 between Oceaneering and John R. Huff | 1-10945 | 8-K | Dec. 2006 | 10.1 |
| * | 10.02 | + | Modification to Service Agreement dated as of December 21, 2006 between Oceaneering and John R. Huff | 1-10945 | 8-K | Dec. 2008 | 10.9 | ||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| * | 10.03 | + | Trust Agreement dated as of May 12, 2006 between Oceaneering and United Trust Company, National Association (the “Huff Trust Agreement”) | 1-10945 | 8-K | May 2006 | 10.2 | ||||
| * | 10.04 | + | First Amendment to Huff Trust Agreement dated as of May 12, 2006 between Oceaneering International, Inc. and Bank of America National Association, as successor trustee | 1-10945 | 8-K | Dec. 2008 | 10.10 | ||||
| * | 10.05 | + | Second Amendment to Huff Trust Agreement dated as of May 12, 2006 between Oceaneering International, Inc. and Evercore Trust Company, National Association, as successor trustee | 1-10945 | 10-K | Dec. 2018 | 10.33 | ||||
| * | 10.06 | + | Third Amendment to Huff Trust Agreement dated as of May 12, 2006 between Oceaneering International, Inc. and Newport Trust Company, as successor trustee | 1-10945 | 10-K | Dec. 2018 | 10.34 | ||||
| * | 10.07 | + | Oceaneering International, Inc. Supplemental Executive Retirement Plan, as amended and restated effective January 1, 2009 | 1-10945 | 8-K | Dec. 2008 | 10.5 | ||||
| * | 10.08 | + | Amended and Restated Oceaneering International, Inc. Supplemental Executive Retirement Plan, as amended and restated effective January 1, 2000 (for Internal Revenue Code Section 409A-grandfathered benefits) | 1-10945 | 8-K | Dec. 2008 | 10.6 | ||||
| * | 10.09 | + | Form of Change-of-Control Agreement and Annex for Roderick A. Larson | 1-10945 | 8-K | Aug. 2015 | 10.3 | ||||
| * | 10.10 | + | Form of Change-of-Control Agreement | 1-10945 | 8-K | May 2011 | 10.5 | ||||
| * | 10.11 | + | Form of Indemnification Agreement | 1-10945 | 8-K | May 2011 | 10.4 | ||||
| * | 10.12 | + | Oceaneering International, Inc. Retirement Investment Plan, amended and restated with effective January 1, 2019 | 1-10945 | 10-K | Dec. 2018 | 10.31 | ||||
| * | 10.13 | + | Amendment No. 1 to Amended and Restated Oceaneering International, Inc. Retirement Investment Plan | 1-10945 | 10-K | Dec. 2020 | 10.18 | ||||
| * | 10.14 | + | Amendment No. 2 to Amended and Restated Oceaneering International, Inc. Retirement Investment Plan | 1-10945 | 10-K | Dec. 2020 | 10.19 | ||||
| * | 10.15 | + | Amendment No. 3 to Amended and Restated Oceaneering International, Inc. Retirement Investment Plan | 1-10945 | 10-Q | Jun. 2021 | 10.01 | ||||
| * | 10.16 | + | Oceaneering Retirement Investment Plan Trust Agreement with Fidelity Management Trust Company effective January 1, 2019 | 1-10945 | 10-K | Dec. 2018 | 10.35 | ||||
| * | 10.17 | + | Change of Control Plan and Form of Participation Agreement | 1-10945 | 10-K | Dec. 2018 | 10.32 | ||||
| * | 10.18 | Credit Agreement, dated as of April 8, 2022, among Oceaneering International, Inc., as borrower, the lenders party thereto and Wells Fargo Bank, National Association, as administrative agent. | 1-10945 | 8-K | Apr. 2022 | 10.1 | |||||
| * | 10.19 | Agreement and Amendment No. 1 to Credit Agreement, dated as of September 20, 2023, among Oceaneering International, Inc., as borrower, the guarantors party thereto, the lenders party thereto and Wells Fargo Bank, National Association, as administrative agent | 1-10945 | 8-K | Sept. 2023 | 10.1 | |||||
| * | 10.20 | + | Form of 2022 Restricted Stock Unit Agreement | 1-10945 | 8-K | Mar. 2022 | 10.1 | ||||
| * | 10.21 | + | Form of 2022 Performance Unit Agreement | 1-10945 | 8-K | Mar. 2022 | 10.2 | ||||
| * | 10.22 + | Form Restricted Stock Unit Agreement | 1-10945 | 8-K | Feb. 2023 | 10.1 | |||||
| * | 10.23 + | Form Performance Unit Agreement | 1-10945 | 8-K | Feb. 2023 | 10.2 | |||||
| * | 10.24 + | Form Nonemployee Director Restricted Stock Agreement | 1-10945 | 8-K | Feb. 2023 | 10.3 |
| * | 10.25 + | 2025 Annual Cash Bonus Award Program Summary | 1-10945 | 10-Q | Mar. 2025 | 10.01 | |||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| * | 10.26 + | 2020 Incentive Plan as Amended and Restated | 1-10945 | DEF 14A | May 2025 | Appendix A | |||||
| * | 19 | Oceaneering International, Inc. Insider Trading Policy | 1-10945 | 10-K | Dec. 2025 | 19 | |||||
| 21.01 | Subsidiaries of Oceaneering | ||||||||||
| 23.01 | Consent of Independent Registered Public Accounting Firm | ||||||||||
| 31.01 | Rule 13a – 14(a)/15d – 14(a) certification of principal executive officer | ||||||||||
| 31.02 | Rule 13a – 14(a)/15d – 14(a) certification of principal financial officer | ||||||||||
| 32.01 | Section 1350 certification of principal executive officer | ||||||||||
| 32.02 | Section 1350 certification of principal financial officer | ||||||||||
| 97.01 | + | Oceaneering International, Inc. Policy for the Recovery of Erroneously Awarded Compensation | |||||||||
| 101.INS · Inline XBRL Instance Document - The instance document does not appear in the interactive data file because its XBRL tags are embedded within the Inline XBRL document. | |||||||||||
| 101.SCH · Inline XBRL Taxonomy Extension Schema Document | |||||||||||
| 101.CAL · Inline XBRL Taxonomy Extension Calculation Linkbase Document | |||||||||||
| 101.DEF · Inline XBRL Taxonomy Extension Definition Linkbase Document | |||||||||||
| 101.LAB · Inline XBRL Taxonomy Extension Label Linkbase Document | |||||||||||
| 101.PRE · Inline XBRL Taxonomy Extension Presentation Linkbase Document | |||||||||||
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) | ||||||||||
| * · Exhibit previously filed with the Securities and Exchange Commission, as indicated, and incorporated herein by reference. | |||||||||||
| + · Management contract or compensatory plan or arrangement. | |||||||||||
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