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NATURAL GAS SERVICES GROUP INC

For the period ended Sep 30, 2026. Filed Nov 9, 2026.

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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Sep 30, 2026 · Filed Nov 9, 2026

NGS$28.74-1.1%Stored close · as of Nov 10, 2026

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Assets Held for Sale and Restructuring Activities

  1. Assets Held for Sale and Restructuring Activities

As part of our broader efforts to monetize certain non-cash and non-core assets, we began a process during 2025 to explore and ultimately pursue transactions to sell certain non-core real estate and other underutilized assets. These assets and the related restructuring actions are described below. The carrying values of these properties are reflected as assets held for sale and are included as components of current assets on our unaudited Condensed Consolidated Balance Sheets.

Tulsa Oklahoma Assembly Facility

On October 5, 2026, we entered into an Asset Purchase Agreement (the “APA”) with a third party (the “Buyer”) to dispose of our assembly facility in Tulsa, Oklahoma (the “Tulsa Facility”) for $4.75 million. As described in the APA, the sale encompassed the assignment of our leasehold interest and obligations, all leasehold improvements, including buildings affixed to the underlying property and machinery and equipment located in the assembly facility. As of September 30, 2026, we reclassified the assets and liabilities associated with the Tulsa Facility to assets held for sale on our unaudited Condensed Consolidated Balance Sheet at their carrying value of approximately $1.5 million. The sale of the Tulsa Facility is expected to be completed by the end of November 2026.

Subsequent to the execution date of the APA, the Buyer completed offers of employment that became effective in November 2026 toeight individuals that were deployed to the Tulsa Facility. We entered into separation agreements for approximately $0.4 million with 11 employees that were not otherwise relocated to our other operating facilities or retained by the Buyer. The charge for severance and termination benefits will be reflected in our results of operations for the fourth quarter of 2026.

Former Headquarters Property

In connection with our efforts to plan for an eventual sale of our former corporate headquarters facility including a building and land in Midland, Texas (the “Former Headquarters Property”), we undertook certain actions in the fourth quarter of 2025 to begin building-out a new leased office facility in Midland, Texas. We recorded an impairment during the fourth quarter of 2025 to reduce the carrying value of the Former Headquarters Property to its fair value, less costs to sell, or $8.8 million. In February 2026, we entered into an exclusive listing agreement to sell the Former Headquarters Property.

Midland Facility

During the second quarter of 2025, we completed all activities necessary to terminate operations at the Midland Facility and to begin marketing the facility for sale. The closure of the Midland Facility was part of our strategy to streamline and outsource our assembly operations and monetize company-owned real estate as disclosed previously. We are party to an exclusive listing agreement and are currently marketing the Midland Facility, which has a carrying value of $2.2 million.

In connection with the complete closure of the Midland Facility, we terminated eight employees and incurred $0.1 million of severance and termination benefits, all of which were paid and settled during April 2025. In addition, we disposed of all inventory items, including engines, frames and coolers, among other items that were fully reserved (see Note 5).

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