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RPC INC

For the period ended Dec 31, 2025. Filed Feb 27, 2026.

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About this filing

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 27, 2026

RES$5.22-0.8%Stored close · as of Nov 10, 2026

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Item 8. Financial Statements and Supplementary Data

MANAGEMENT’S REPORT ON INTER****NAL CONTROL OVER FINANCIAL REPORTING

To the Stockholders of RPC, Inc.:

The management of RPC, Inc. is responsible for establishing and maintaining adequate internal control over financial reporting for the Company. RPC, Inc. maintains a system of internal accounting controls designed to provide reasonable assurance, at a reasonable cost, that assets are safeguarded against loss or unauthorized use and that the financial records are adequate and can be relied upon to produce financial statements in accordance with accounting principles generally accepted in the United States of America. The internal control system is augmented by written policies and procedures, an internal audit program and the selection and training of qualified personnel. This system includes policies that require adherence to ethical business standards and compliance with all applicable laws and regulations.

There are inherent limitations to the effectiveness of any controls system. A controls system, no matter how well designed and operated, can provide only reasonable, not absolute, assurance that the objectives of the controls system are met. Also, no evaluation of controls can provide absolute assurance that all control issues and any instances of fraud, if any, within the Company will be detected. Further, the design of a controls system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs.

Management has excluded Pintail Alternative Energy, L.L.C ("Pintail”), which the Company acquired in April 2025, from its assessment of internal control over financial reporting as of December 31, 2025. Pintail’s total assets and revenues excluded from management’s assessment represented 17% and 18%, respectively, of the related consolidated financial statement amounts as of and for the year ended December 31, 2025.

Under the supervision and with the participation of our management, including our principal executive officer and principal financial officer, we conducted an evaluation of the effectiveness of the design and operations of our internal control over financial reporting as of December 31, 2025, based on criteria established in the2013 Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). Based on this evaluation, management’s assessment is that RPC, Inc. maintained effective internal control over financial reporting as of December 31, 2025.

The independent registered public accounting firm, Grant Thornton LLP, has audited the consolidated financial statements as of and for the year ended December 31, 2025, and has also issued their report on the effectiveness of the Company’s internal control over financial reporting, included in this report on page 36.

/s/ Ben M. Palmer​/s/ Michael L. Schmit
Ben M. PalmerPresident and Chief Executive OfficerMichael L. SchmitVice President, Chief Financial Officer and Corporate Secretary
​​​
​​​
Atlanta, Georgia​​
February 27, 2026​​

REPORT OF INDEPEN****DENT REGISTERED PUBLIC ACCOUNTING FIRM

Board of Directors and Stockholders

RPC, Inc.

Opinion on internal control over financial reporting

We have audited the internal control over financial reporting of RPC, Inc. (a Delaware corporation) and subsidiaries (the “Company”) as of December 31, 2025, based on criteria established in the 2013 Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”). In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2025, based on criteria established in the 2013 Internal Control—Integrated Framework issued by COSO.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (“PCAOB”), the consolidated financial statements of the Company as of and for the year ended December 31, 2025, and our report dated February 27, 2026 expressed an unqualified opinion on those financial statements.

Basis for opinion

The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Report on Internal Control over Financial Reporting (“Management’s Report”). Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.

Our audit of, and opinion on, the Company’s internal control over financial reporting does not include the internal control over financial reporting of Pintail Alternative Energy, LLC, a wholly-owned subsidiary, whose financial statements reflect total assets and revenues constituting 17 and 18 percent, respectively, of the related consolidated financial statement amounts as of and for the year ended December 31, 2025. As indicated in Management’s Report, Pintail Alternative Energy, LLC was acquired during 2025. Management’s assertion on the effectiveness of the Company’s internal control over financial reporting excluded internal control over financial reporting of Pintail Alternative Energy, LLC.

Definition and limitations of internal control over financial reporting

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

​
/s/GRANT THORNTON LLP​
​​
Atlanta, Georgia​
February 27, 2026​

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Board of Directors and Stockholders

RPC, Inc.

Opinion on the financial statements

We have audited the accompanying consolidated balance sheets of RPC, Inc. (a Delaware corporation) and subsidiaries (the “Company”) as of December 31, 2025 and 2024, the related consolidated statements of operations, comprehensive income (loss), stockholders’ equity, and cash flows for each of the three years in the period ended December 31, 2025, and the related notes and financial statement schedule included under Item 15(a) (collectively referred to as the “consolidated financial statements”). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2025 and 2024, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2025, in conformity with accounting principles generally accepted in the United States of America.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (“PCAOB”), the Company’s internal control over financial reporting as of December 31, 2025, based on criteria established in the 2013Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”), and our report dated February 27, 2026 expressed an unqualified opinion.

Basis for opinion

These consolidated financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s consolidated financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

Critical audit matter

The critical audit matter communicated below is a matter arising from the current period audit of the financial statements that was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

Valuation of customer relationships related to the acquisition of Pintail Alternative Energy, LLC

As described further in Note 2 to the financial statements, the Company acquired Pintail Alternative Energy, LLC on April 1, 2025 for $181.4 million. As part of the acquisition, the Company acquired identifiable intangible assets, including customer relationships valued at $83.7 million. We identified certain assumptions used in the valuation of customer relationships, specifically the customer attrition rate and discount rate, acquired in the acquisition of Pintail Alternative Energy, LLC as a critical audit matter.

The principal consideration for our determination that the valuation of customer relationships is a critical audit matter is the high degree of auditor judgment necessary in evaluating the customer attrition rate and discount rate, which is used by management in the valuation models used to determine fair value.

Our audit procedures related to the Company’s valuation of customer relationships related to the acquisition of Pintail Alternative Energy, LLC included the following, among others:

●We obtained an understanding, evaluated the design, and tested the operating effectiveness of the Company’s relevant controls to value acquired intangible assets, including the Company’s controls over the selection and review of the appropriateness of the customer attrition rate and discount rate used in determining the fair value of customer relationships.
●We tested the completeness and accuracy of the customer data used within the attrition rate determination by agreeing to historical information and underlying accounting records.
●We compared the attrition rate assumptions to actual customer attrition results as part of a retrospective analysis to evaluate the reasonableness of the Company’s attrition rate.
●We utilized an internal valuation specialist to evaluate:
oThe reasonableness of the selected customer attrition rate by comparing the estimated customer attrition rate used to value the customer relationship intangible asset to historical customer retention data of the acquired entity and that of comparable companies within the industry using publicly available market data, and
oThe reasonableness of the selected discount rate by comparing the discount rate used to value the customer relationship intangible asset to independently developed discount rates derived from publicly available data for comparable companies.
●We evaluated the reasonableness of the attrition rate and discount rate used by management by analyzing the sensitivity of changes in the attrition rate and discount rate and the resulting impact to the estimated fair values.
​
/s/GRANT THORNTON LLP​
​​
We have served as the Company’s auditor since 2004.​
​​
Atlanta, Georgia​
February 27, 2026​

CONSOLIDATED BALANCE SHEET

(in thousands except share information)

​​​​​​​
​ · ​ · December 31, · ​ · December 31,
​ · ​ ​ ​ · 2025 · ​ ​ ​ · 2024
ASSETS​​​​​​
Cash and cash equivalents​$209,974​$325,975
Accounts receivable, net​​327,668​​276,577
Inventories​119,004​107,628
Income taxes receivable​6,302​4,332
Prepaid expenses​18,307​16,136
Other current assets​23,215​2,194
Total current assets​704,470​732,842
Property, plant and equipment, net​​531,556​​513,516
Operating lease right-of-use assets​​24,094​​27,465
Finance lease right-of-use assets​​1,934​​4,400
Goodwill​83,422​50,824
Other intangibles, net​​97,499​​13,843
Retirement plan assets​​—​​30,666
Other assets​25,410​12,933
Total assets​$1,468,385​$1,386,489
​​​​​​​
LIABILITIES AND STOCKHOLDERS’ EQUITY​​​​
LIABILITIES​​​​
Accounts payable​$119,757​$84,494
Accrued payroll and related expenses​38,636​25,243
Accrued insurance expenses​7,194​7,942
Accrued state, local and other taxes​3,543​3,234
Income taxes payable​787​446
Unearned revenue​​13,233​​45,376
Current portion of operating lease liabilities​​7,606​​7,108
Current portion of finance lease liabilities and finance obligations​​977​​3,522
Current portion of notes payable​​20,000​​—
Accrued expenses and other liabilities​5,419​4,548
Total current liabilities​217,152​181,913
Accrued insurance expenses​15,570​12,175
Retirement plan liabilities​—​24,539
Notes payable​​30,000​​—
Operating lease liabilities​17,762​21,724
Finance lease liabilities​​1,041​​559
Other long-term liabilities​​10,814​​9,099
Deferred income taxes​76,875​58,189
Total liabilities​369,214​308,198
Commitments and contingencies (Note 15)​​​​
​​​​​​​
STOCKHOLDERS’ EQUITY​​​​
Preferred stock, $0.10 par value, 1,000,000 shares authorized, none issued​—​—
Common stock, $0.10 par value, 349,000,000 shares authorized, 220,571,673 and 214,942,136 shares issued and outstanding in 2025 and 2024, respectively​22,057​21,494
Capital in excess of par value​—​—
Retained earnings​1,079,664​1,059,625
Accumulated other comprehensive loss​(2,550)​(2,828)
Total stockholders’ equity​1,099,171​1,078,291
Total liabilities and stockholders’ equity​$1,468,385​$1,386,489

CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands except per share data)

​​​​​​​​​​
​​​​​​​​​​
​​​​​​​​​​
​​ ​ ​​​​​​​​​
Years ended December 31, · ​ · 2025 · ​ ​ ​ · 2024 · ​ ​ ​ · 2023
Revenues​$1,626,566​$1,414,999​$1,617,474
COSTS AND EXPENSES:​​​​​​​​​
Cost of revenues (exclusive of depreciation and amortization shown separately below)​1,232,882​1,036,648​1,089,519
Selling, general and administrative expenses​175,639​156,437​165,940
Acquisition related employment costs​​20,312​​—​​—
Pension settlement charges​​—​​—​​18,286
Depreciation and amortization​161,193​132,575​108,123
Gain on disposition of assets, net​(8,192)​(8,199)​(9,344)
Operating income​44,732​97,538​244,950
Interest expense​(3,029)​(724)​(341)
Interest income​8,415​13,134​8,599
Other income, net​6,431​2,854​3,035
Income before income taxes​56,549​112,802​256,243
Income tax provision​24,469​21,358​61,130
Net income​$32,080​$91,444​$195,113
​​​​​​​​​​
Earnings per share​​​​​​
Basic​$0.15​$0.43​$0.90
Diluted​$0.15​$0.43​$0.90

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

​​​​​​​​​
​​​​​​​​​
​​​​​​​​​
​​​​​​​​​
Years ended December 31, · 2025 · ​ ​ ​ · 2024 · ​ ​ ​ · 2023
Net income$32,080​$91,444​$195,113
Other comprehensive income (loss):​​​​​​​​
Pension settlement and adjustment, net of taxes​—​—​17,307
Foreign currency translation​278​(459)​263
Comprehensive income$32,358​$90,985​$212,683

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

​​​​​​​​​​​​​​​​​​
​ · ​ ​ ​ · ​ · ​ ​ ​ · ​ · ​ · ​ ​ ​ · ​ · ​ · ​ ​ ​ · ​ · ​ · ​ ​ ​ · Accumulated · ​ ​ ​ · ​ · ​
​ · ​ · ​ · ​ · ​ · ​ · ​ · Capital in · ​ · ​ · ​ · ​ · Other · ​ · ​ · ​
​ · ​ · Common Stock · ​ · Excess of · ​ · Retained · ​ · Comprehensive · ​ · ​ · ​
​ · ​ · Shares · ​ · Amount · ​ · Par Value · ​ · Earnings · ​ · Loss · ​ · Total
Balance, December 31, 2022​216,609$21,661$—$856,013$(19,939)$857,735
Stock issued for stock incentive plans, net​1,143​​114​​7,767​​—​​—​7,881
Stock purchased and retired​(2,726)​​(273)​​(7,767)​​(13,184)​​—​(21,224)
Net income—​​—​​—​​195,113​​—​195,113
Pension settlement and adjustment, net of taxes—​​—​​—​​—​​17,307​17,307
Foreign currency translation—​​—​​—​​—​​263​263
Dividends ($0.16 per share)—​—​—​(34,562)​—​(34,562)
Balance, December 31, 2023215,026​21,502​—​1,003,380​(2,369)​1,022,513
Stock issued for stock incentive plans, net1,258​​126​​9,060​​—​​—​9,186
Stock purchased and retired(1,342)​​(134)​​(9,060)​​(766)​​—​(9,960)
Net income—​​—​​—​​91,444​​—​91,444
Foreign currency translation—​​—​​—​​—​​(459)​(459)
Dividends ($0.16 per share)—​—​—​(34,433)​—​(34,433)
Balance, December 31, 2024214,942​​21,494​​—​​1,059,625​​(2,828)​​1,078,291
Stock issued for stock incentive plans, net6,054​​605​​11,845​​—​​—​12,450
Stock purchased and retired(424)​​(42)​​(11,845)​​9,019​​—​(2,868)
Net income—​​—​​—​​32,080​​—​32,080
Acquisition related employment costs, net of taxes—​​—​​—​​14,062​​—​14,062
Foreign currency translation—​​—​​—​​—​​278​278
Dividends ($0.16 per share)—​—​—​(35,122)​—​(35,122)
Balance, December 31, 2025220,572​$22,057​$—​$1,079,664​$(2,550)​$1,099,171

CONSOLIDATED STATEMENTS OF CASH FLOWS

RPC, INC. AND SUBSIDIARIES

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​​​​​​​​​​
Years ended December 31, · ​ ​ ​ · 2025 · ​ ​ ​ · 2024 · ​ ​ ​ · 2023
OPERATING ACTIVITIES​​​​​​​​​
Net income​$32,080​$91,444​$195,113
Adjustments to reconcile net income to net cash provided by operating activities:​​​​​​
Depreciation and amortization​161,193​132,575​108,123
Stock-based compensation expense​12,450​9,186​7,881
Gain on disposition of assets, net​(8,192)​(8,199)​(9,344)
Gain due to benefit plan financing arrangement​—​(1,151)​—
Deferred income tax provision​18,686​6,899​8,647
Acquisition related employment costs​​20,312​​—​​—
Pension settlement charges​—​—​18,286
Other non-cash adjustments​​556​​709​​126
(Increase) decrease in assets:​​​​​​
Accounts receivable​15,338​48,032​104,574
Income taxes receivable​(1,970)​47,937​(9,866)
Inventories​(3,642)​2,958​(12,341)
Prepaid expenses​(1,865)​(1,579)​5,233
Other current assets​(1,156)​(1)​311
Retirement plan assets​​(2,430)​​(2,743)​​(2,597)
Other non-current assets​(2,053)​562​1,312
(Decrease) increase in liabilities:​​​​​​
Accounts payable​(21,433)​278​(34,519)
Income taxes payable​341​171​(224)
Unearned revenue​​(32,143)​​29,633​​15,743
Accrued payroll and related expenses​10,351​(5,652)​(2,223)
Pension liabilities​​—​​—​​(5,419)
Accrued insurance expenses​(748)​2,602​2,108
Accrued state, local and other taxes​(477)​(1,227)​165
Other accrued expenses​​9​​(6,489)​​(5,732)
Retirement plan liabilities​(65)​815​618
Long-term accrued insurance expenses​3,395​1,973​3,053
Other long-term liabilities​2,794​653​5,735
Net cash provided by operating activities​201,331​349,386​394,763
​​​​​​​​​​
INVESTING ACTIVITIES​​​​​​
Capital expenditures​(148,407)​(219,930)​(181,005)
Proceeds from sale of assets​19,508​18,379​18,091
Purchase of business, net of cash and debt assumed​(153,420)​—​(78,798)
Proceeds from benefit plan financing arrangement​33,096​2,380​—
Distribution from benefit plan financing arrangement​(24,474)​(2,380)​—
Net cash used for investing activities​(273,697)​(201,551)​(241,712)
​​​​​​​​​​
FINANCING ACTIVITIES​​​​​​
Payment of dividends​(35,122)​(34,433)​(34,562)
Repayment of debt assumed at acquisition​(4,502)​—​—
Cash paid for common stock purchased and retired​(2,868)​(9,938)​(21,088)
Cash paid for finance lease​​(1,143)​​(799)​​(515)
Net cash used for financing activities​(43,635)​(45,170)​(56,165)
​​​​​​​​​​
Net (decrease) increase in cash and cash equivalents​(116,001)​102,665​96,886
Cash and cash equivalents at beginning of period​325,975​223,310​126,424
Cash and cash equivalents at end of period​$209,974​$325,975​$223,310
​​​​​​​​​​
Supplemental cash flows disclosure:​​​​​​​​​
Interest paid​$2,538​$170​$166
Supplemental disclosure of noncash investing activities:​​​​​​​​​
Capital expenditures included in accounts payable​$7,428​$8,199​$9,036

Note 1: Significant Accounting Policies

Principles of Consolidation and Basis of Presentation

The consolidated financial statements include the accounts of RPC, Inc. and its wholly owned subsidiaries (RPC or the Company). All significant intercompany accounts and transactions have been eliminated.

Certain prior year amounts have been reclassified to conform to the presentation in the current year.

Common Stock

RPC is authorized to issue 349,000,000 shares of common stock, $0.10 par value. Holders of common stock are entitled to receive dividends when and if declared by the Board of Directors out of legally available funds. Each share of common stock is entitled toone vote on all matters submitted to a vote of stockholders. Holders of common stock do not have cumulative voting rights. In the event of any liquidation, dissolution or winding up of the Company, holders of common stock are entitled to ratable distribution of the remaining assets available for distribution to stockholders.

Preferred Stock

RPC is authorized to issue up to 1,000,000 shares of preferred stock, $0.10 par value. As of December 31, 2025, there wereno shares of preferred stock issued. The Board of Directors is authorized, subject to any limitations prescribed by law, to provide for the issuance of preferred stock as a class without series or, if so determined from time to time, in one or more series, and by filing a certificate pursuant to the applicable laws of the state of Delaware and to fix the designations, powers, preferences and rights, exchangeability for shares of any other class or classes of stock. Any preferred stock to be issued could rank prior to the common stock with respect to dividend rights and rights on liquidation.

Use of Estimates in the Preparation of Financial Statements

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Significant estimates are used in the determination of the credit loss allowance, accrued insurance expenses, assessments of long-lived assets and goodwill for impairment. Accounting for acquisition of businesses requires management to make significant estimates and assumptions, especially at the acquisition date, including estimates for intangible assets, pre-acquisition contingencies and any contingent consideration, where applicable.

Revenues

RPC recognizes revenues from contracts with its customers based on the amount of consideration it receives in exchange for the services provided. See note to the consolidated financial statements titled Revenues for additional information.

Concentration of Credit Risk

Substantially all of the Company’s customers are engaged in the oil and gas industry. This concentration of customers may impact overall exposure to credit risk, either positively or negatively, in that customers may be similarly affected by changes in economic and industry conditions. The Company provided oilfield services to several hundred customers during each of the past three years. One of our customers, a private E&P company, accounted for approximately 15% of the Company’s revenues in 2025 and 13% of the Company’s revenues in 2024. The customer that exceeded 10% of the Company’s revenues in 2025 and 2024 was primarily associated with the Company’s Technical Services segment. There wereno other customers in 2025 and 2024, andno customers in 2023 exceeding 10% of revenues. There wereno customers that accounted for 10% or more of accounts receivable as of December 31, 2025, or December 31, 2024.

Cash and Cash Equivalents

Highly liquid investments with original maturities of three months or less when acquired are considered cash equivalents. The Company maintains its cash in bank accounts which, at times, may exceed federally insured limits. RPC maintains cash equivalents and investments in one or more large financial institutions, and RPC’s policy restricts investment in any securities rated less than investment grade by national rating services.

Accounts Receivable

The majority of the Company’s accounts receivable are due principally from major and independent oil and natural gas E&P’s. Credit is extended based on evaluation of a customer’s financial condition and, generally, collateral is not required. Accounts receivable are considered past due after 60 days and are stated at amounts due from customers, net of a credit loss allowance.

Credit Loss Allowance for Accounts Receivable

Accounts receivable is carried at the amounts due from customers, reduced by an allowance for estimated amounts that may not be collectible in the future. The estimated credit loss allowance is based on an evaluation of industry trends, financial condition of customers, historical write-off experience, current economic conditions, and in the case of international customers, judgments about the economic and political environment of the related country and region. Accounts receivable balances are written off when determined to be uncollectible and recoveries of amounts previously written off are recorded when collected.

Inventories

Inventories, which consist principally of (i) raw materials and supplies that are consumed providing services to the Company’s customers, (ii) spare parts for equipment used in providing these services and (iii) components and attachments for manufactured equipment used in providing services, are recorded at the lower of cost or net realizable value. Cost is determined using the first-in, first-out (FIFO) method or the weighted average cost method. Net realizable value is the estimated selling price in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. The Company regularly reviews inventory quantities on hand and records a write-down for excess or obsolete inventory based primarily on its estimated forecast of product demand, market conditions, production requirements and technological developments.

Property, Plant and Equipment

Property, plant and equipment, including software costs, are reported at cost less accumulated depreciation and amortization, which is provided on a straight-line basis over the estimated useful lives of the assets. Annual depreciation and amortization expenses are computed using the following useful lives: operating equipment,3 to 20 years; buildings and leasehold improvements,15 to 39 years or the life of the lease; furniture and fixtures,5 to 7 years; software,5 years; and vehicles,3 to 5 years. The cost of assets retired or otherwise disposed of, and the related accumulated depreciation and amortization are eliminated from the accounts in the year of disposal with the resulting gain or loss credited or charged to income from operations. Expenditures for additions, major renewals, and betterments are capitalized. Expenditures for restoring an identifiable asset to working condition or for maintaining the asset in good working order constitute repairs and maintenance and are expensed as incurred.

RPC records impairment losses on long-lived assets used in operations when events and circumstances indicate that the assets might be impaired and the undiscounted cash flows estimated to be generated by those assets are less than the carrying amount of those assets. The Company periodically reviews the values assigned to long-lived assets, such as property, plant and equipment, to determine if any impairments should be recognized. There wasno impairment recorded during 2025, 2024 or 2023.

Goodwill

Goodwill represents the excess of the purchase price over the fair value of net assets of businesses acquired. The carrying amount of goodwill by reporting segment was as follows:

​​​​​​​​​
(in thousands) · Technical Services · ​ ​ ​ · Support Services · ​ · Total
Beginning balance at December 31, 2024$49,666​$1,158$50,824
Business acquisition (see note titled "Acquisition")​32,598​—​​32,598
Ending balance at December 31, 2025$82,264​$1,158​$83,422

Goodwill is reviewed annually, or more frequently, if events occur or circumstances change that would more likely than not reduce the fair value of the reporting unit below its carrying amount, for impairment. In 2025, the Company performed a quantitative impairment test by estimating the fair value of each of its reporting units by considering both projected discounted future cash flows (an income approach) and comparable public company multiples (a market approach). The discounted cash flow analysis is based on management’s short-term and long-term forecast of operating results for each reporting unit and includes assumptions regarding discount rates, revenue growth rates, expected profitability margins, forecasted capital expenditures, and the timing of expected future cash flows. In 2024, the Company performed a qualitative assessment of its goodwill based on its reporting units’ performance and public market indications of value. Based on these assessments the Company concluded that the fair value of its reporting units exceeded their carrying amounts and thereforeno impairment of goodwill occurred during the years ended December 31, 2025, and 2024.

Other intangibles, net

Other intangibles with finite lives include customer relationships, trade names and trademarks and software licenses. These assets are amortized over their legal or estimated useful lives based on methods that approximate the pattern in which the economic benefits are expected to be realized. The amortization periods range from three to 10 years.

Software Licenses

The Company accounts for costs related to internal-use software as follows: (1) hosting arrangement where the Company obtains access to a software license and it is feasible for the Company to take possession and run the software on its own hardware, the Company records an intangible asset and a liability to the extent that all or a portion of the software fees have not been paid, see note to the consolidated financial statements titled “Other intangibles”, net for details of software licenses recorded as part of intangible assets, (2) capitalizes costs related to application development stage after the preliminary project stage is completed and management has authorized and committed to funding the project and it is probable that the project will be completed, and the software will be used to perform as intended, and (3) expenses costs related to arrangements considered software as a service where the Company has access to a vendor managed software that do not meet the criteria for software purchase or license.

Insurance Expense

RPC self-insures certain risks related to general liability, workers’ compensation, vehicle, property, cyber and employee health insurance costs, up to policy-specified deductible limits. For employee health insurance, RPC maintains stop-loss coverage to limit its financial exposure on high-cost claims. The estimated cost of claims under these self-insurance programs is accrued as incurred, though actual settlement may occur in future periods. These estimates may be adjusted over time based on claim developments. Any portion of outstanding claims expected to be paid beyond one year is classified as long-term accrued insurance expenses. These claims are monitored, and the cost estimates are revised as developments occur relating to such claims.

Income Taxes

Deferred tax liabilities and assets are determined based on the difference between the financial and tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. The Company establishes a valuation allowance against the carrying value of deferred tax assets when the Company determines that it is more likely than not that the asset will not be realized through future taxable income.

Share Repurchases

The Company records the cost of share repurchases in stockholders’ equity as a reduction to common stock to the extent of par value of the shares acquired and the remainder is allocated to capital in excess of par value and retained earnings if capital in excess of par value is depleted. The Company tracks capital in excess of par value on a cumulative basis for each reporting period and discloses the excess over capital in excess of par value as part of stock purchased and retired in the consolidated statements of stockholders’ equity.

Earnings per Share

Basic and diluted earnings per share are computed by dividing net income by the weighted average number of shares outstanding during the respective periods. In addition, the Company has periodically issued share-based payment awards that contain non-forfeitable rights to dividends and are therefore considered participating securities. See note to the consolidated financial statements titled “Employee Benefit Plans” for further information on restricted stock granted to employees.

Restricted shares of common stock (participating securities) outstanding and a reconciliation of weighted average shares outstanding is as follows:

​​​​​​​​​
​​​​​​​​​
​​​​​​​​​
​ · 2025 · ​ ​ ​ · 2024 · ​ ​ ​ · 2023
(in thousands)​​​​​​​​
Net income available for stockholders$32,080​$91,444​$195,113
Less: Adjustments for earnings attributable to participating securities​(1,153)​​(1,547)​​(3,099)
Net income used in calculating earnings per share$30,927​$89,897​$192,014
​​​​​​​​​
Weighted average shares outstanding (including participating securities)219,362​214,942​216,472
Adjustment for participating securities(7,204)​(3,584)​(3,545)
Shares used in calculating basic and diluted earnings per share212,158​211,358​212,927

Fair Value of Financial Instruments

The Company’s financial instruments consist primarily of cash and cash equivalents, accounts receivable, investments, accounts payable, and debt. The carrying value of cash and cash equivalents, accounts receivable and accounts payable approximate their fair value due to the short-term nature of such instruments.

Stock-Based Compensation

Stock-based compensation expense is recognized for all share-based payment awards, net of estimated forfeitures. Accordingly, compensation cost is amortized for those shares expected to vest on a straight-line basis over the requisite service period of the award. See note to the consolidated financial statements titled “Employee Benefit Plans” for additional information.

Advertising

Advertising costs are expensed during the period in which they are incurred. Advertising expenses totaled $3.6 million in 2025, $2.3 million in 2024, and $2.4 million in 2023.

Leases

The Company determines at contract inception if an arrangement is a lease or contains a lease based on whether the Company obtains the right to control the use of specifically identifiable property, plant and equipment for a period of time in exchange for consideration. The Company’s lease population consists primarily of real estate including its corporate headquarters, office space and warehouses, in addition to vehicles, storage containers and office equipment. The Company’s population of month-to-month real estate leases have been classified as short-term leases. The Company has elected not to separate non-lease components from lease components for its leases. Variable lease payments relate primarily to taxes and insurance on real estate contracts and are recognized as expense when incurred.

Recent Accounting Pronouncements

The Financial Accounting Standards Board issued the following applicable Accounting Standards Updates (ASU):

Recently Issued Accounting Standards Not Yet Adopted:

ASU 2025-11: Interim Reporting (Topic 270): Narrow-Scope Improvements: This ASU updates existing guidance related to interim reporting. This amendment provides a comprehensive list of required interim disclosures and introduces a disclosure principle

requiring entities to disclose events since the end of the last annual reporting period that have a material impact on the entity. The provisions in this ASU are effective beginning in the first quarter of 2028. Early adoption is permitted on either a prospective or retrospective basis. The Company is currently assessing the potential impact of adoption of these provisions on the consolidated financial statements.

ASU 2025-06: Intangibles-Goodwill and Other-Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software: This ASU updates existing guidance related to the capitalization of development costs for internal-use software. These amendments update the threshold required to start capitalizing software costs and remove references to a sequential software development method. The provisions in this ASU are effective beginning in the first quarter of 2028. Early adoption is permitted as of the beginning of an annual reporting period. The Company is currently assessing the potential impact of adoption of these provisions on the consolidated financial statements.

**ASU 2024-03:**Income Statement (Topic 220): Disaggregation of Income Statement Expenses:

The amendments in this ASU require public companies to disclose, in interim and reporting periods, additional information about certain expenses in the financial statements. These disclosures are effective beginning with 2027 annual reports, and interim reports beginning with the first quarter of 2028. Early adoption is permitted on either a prospective or retrospective basis. The Company is currently assessing the potential impact of adoption of these provisions on the consolidated financial statements.

Note 2: Acquisition

On April 1, 2025 (the "Closing Date”), RPC, through its wholly owned subsidiary, Thru Tubing Solutions, Inc., completed its previously announced acquisition of Pintail Alternative Energy, L.L.C. ("Pintail”). Pursuant to the terms of the Membership Interest Purchase Agreement dated as of April 1, 2025 (the "Merger Agreement”), by and among RPC and Pintail, on the Closing Date, Pintail merged with and into RPC (the "Merger”), and Pintail continued as a wholly owned subsidiary of RPC. Pintail, headquartered in Midland, Texas, is a leading provider of oilfield wireline perforating services in the Permian Basin, and its conventional and electric wireline units are among the newest in the industry. The acquisition is building on RPC’s diversified oilfield services platform with geographic concentration in the most active oil producing region in the U.S. land market. Pintail is included in our Technical Services Segment.

Pursuant to the terms and subject to the conditions set forth in the Merger Agreement, on the Closing Date,100% of Pintail’s equity was automatically canceled and converted into the right to receive (i) $170 million in cash ("the Closing Cash”), (ii) $25 million of RPC common stock, which was paid by the issuance of 4,545,454 shares of restricted common stock of RPC ("Stock Consideration”) to one of the previous owners (the "Seller”), and (iii) $50 million in the form of a secured note payable to Houston LP (the "Seller Note”). Interest on the Seller Note accrues at a variable rate equal to the Simple Secured Overnight Financing Rate ("SOFR”), for the applicable interest period, plus 2.0% per annum, or where applicable, at a specified default rate.

The Stock Consideration and 50% of the Seller Note (together "Contingent Consideration”) are subject to continued employment of Seller for a period ofthree years and subject to automatic forfeiture in the event of Seller termination. In accordance with U.S. GAAP, the Contingent Consideration is not accounted for as part of purchase price. As of Closing Date, the Company evaluated the fair value of the Seller Note using a market interest rate based on the Company’s IBR ("Incremental Borrowing Rate”). As the contractual interest rate on the Seller Note (6.0% based on prevailing SOFR) was materially consistent with the estimated market rate, the Seller Note was recorded on the Consolidated Balance Sheet at the estimated present value of $50 million as Notes Payable in the current and non-current section of Total liabilities on the Consolidated Balance Sheet as of December 31, 2025. The Company recognized an acquisition related employment obligation asset for $25 million, related to 50% of the Seller Note, that is part of the Contingent Consideration. This asset is being amortized over thethree-year service period on a straight-line basis and reflected as part of Other assets in the current and non-current sections of Total assets on the Consolidated Balance Sheet as of December 31, 2025.

An additional amount totaling $37.5 million, ("Redistribution Payments”) paid by the Seller out of Closing Cash, is subject to continued employment with RPC for a period ofthree years from the Closing Date. The Stock Consideration and Redistribution

Payments are being amortized over thethree-year service period and recorded as Acquisition related employment costs and Additional Paid in Capital.

Amortization of non-cash expenses related to the Contingent Consideration and the Redistribution Payments are reflected as Acquisition related employment costs in the Consolidated Statement of Operations. For the period from April 1, 2025, to December 31, 2025, these amounts totaled $20.3 million.

The Company incurred transaction expenses of approximately $1.6 million in 2025, which are included in Selling, general and administrative expenses within the Company’s Consolidated Statements of Operations.

The acquisition was accounted for as a business combination using the acquisition method of accounting in accordance with ASC 805, Business Combinations ("ASC 805”), primarily using Level 3 inputs. The preliminary purchase price allocation disclosed as of September 30, 2025, has been revised as new information was received and analyzed resulting in a $9.2 million increase in Goodwill and decreases in property, plant and equipment of $4.9 million, customer relationships of $3.5 million and trademarks of $800 thousand. Beginning in the fourth quarter of 2025, wireline cables, previously capitalized and depreciated over 18 months, began to be expensed due to a change in their estimated useful lives, resulting in the decrease in property, plant and equipment. The decrease in customer relationships and tradenames is attributable to the $12.3 million net working capital settlement and valuation refinements. The amounts below represent the current preliminary fair value estimates. As additional information becomes available and final analyses and allocations are completed, we may further revise the preliminary acquisition consideration allocation during the remainder of the measurement period, which will not exceed one year from the acquisition date. As of December 31, 2025, adjustments related to property, plant and equipment is the primary area open for finalization. Such revisions or changes may be material and may impact the valuation of other assets.

The purchase price under U.S. GAAP was $181.4 million, which consisted of Closing Cash of $170.0 million and $25.0 million of the Seller Note not contingent on continued service, offset by $13.6 million of contractual adjustments for Pintail’s final net working capital settlement, cash and debt. Amount due from the seller for the final working capital settlement of$12.3 million was collected in full during the fourth quarter of 2025.

The Company assumed finance leases related to trucks and operating leases for vehicles and certain real estate. There were no favorable or unfavorable market terms for the leases.

The excess of the purchase price over the fair value of the net assets acquired was allocated to goodwill, which is being amortized over 15 years for income tax purposes but not for financial reporting purposes. Goodwill is attributable to synergies expected to be achieved from the combined operations of the Company and Pintail and the assembled workforce. The accompanying Consolidated Balance Sheet includes the assets and liabilities of Pintail, which have been measured at fair value as of the acquisition date.

The preliminary allocation of purchase price recorded for Pintail under U.S. GAAP as of the Closing Date was as follows:

​​​​
​​ ​ ​​Amount
Cash and cash equivalents​$3,000
Accounts receivable​66,268
Inventories​7,544
Prepaid expenses​302
Property, plant and equipment, net​44,445
Operating lease right-of-use assets​541
Finance lease right-of-use assets​1,134
Other intangibles, net​93,000
Other assets​6
Total assets​​216,240
​​​​
Accounts payable​​(46,288)
Accrued payroll and related expenses​(4,911)
Accrued state, local and other taxes​(1,498)
Current portion of notes payable​​(4,375)
Current portion of operating lease liabilities​(231)
Current portion of finance lease liabilities​​(501)
Accrued expenses and other liabilities​​(8,673)
Long-term operating lease liabilities​​(282)
Long-term finance lease liabilities​(659)
Total liabilities​(67,418)
Net assets acquired​​148,822
Preliminary purchase price​​181,420
Goodwill recorded​$32,598

The purchase price allocation above excludes the contingent portion of total consideration consisting of $25 million of the Seller Note and $25 million of Stock Consideration.

The following table summarizes the amounts allocated to identifiable intangible assets acquired:

​​​​​​
​​Preliminary Fair Value​​Estimated Useful Life
(in thousands)​​​​​
Customer relationships$83,700​​10
Trade names and trademarks​9,300​​10
Intangible assets acquired$93,000​​​

The fair value of customer relationships was estimated using the multi-period excess earnings method. The multi-period excess earnings methodology is an income approach methodology that estimates the projected cash flows of the business attributable to the customer relationships intangible assets, net of charges for the use of other identifiable assets of the business including working capital, fixed assets and other intangible assets. The fair value determination of the customer relationships require management to make significant estimates and assumptions related to future revenues attributable to existing customers, future EBITDA margins and the selection of the customer attrition rate and discount rate. Changes in assumptions concerning future financial results or other underlying assumptions could have a significant impact on the determination of the fair value assigned to customer relationships and the related amortization expense in future periods.

The fair value of trade names was estimated using the relief-from-royalty method, which presumes the owner of the asset avoids hypothetical royalty payments that would need to be made for the use of the asset if the asset was not owned.

Pintail recognizes revenue in an amount equal to consideration received for transferred goods or services to customers. In addition, Pintail has elected the right to invoice practical expedient for recognizing revenue related to its performance obligations.

Pintail’s operating results are included in the Consolidated Statements of Operations for the period from Apil 1, 2025 to December 31, 2025. Pintail's revenues were $295.8 million for the period from April 1, 2025, to December 31, 2025. Pintail’s Net income for the period from April 1, 2025, to December 31, 2025, was $12.1 million, using a normalized estimated effective tax rate. Pintail’s Net income includes the impact of the amortization of intangibles totaling $7.0 million, as well as other purchase accounting adjustments, for the period from April 1, 2025, to December 31, 2025. Acquisition related employment costs are recorded at the consolidated level and not allocated to Pintail.

The following unaudited pro forma financial information presents the Company’s results of operations for the years ended December 31, 2025, and 2024, as if the acquisition of Pintail had occurred on January 1, 2024. The unaudited pro forma information includes incremental depreciation expense related to fair value adjustments to property, plant and equipment, amortization of intangible assets acquired, removal of non-recurring transaction costs directly associated with the Merger, and interest expense on the Seller Note, as well as the Acquisition related employment costs associated with the Contingent Consideration and Redistribution Payments. The unaudited pro forma financial information does not give effect to any anticipated cost savings, operating efficiencies or other synergies that may be associated with the acquisition, or any estimated costs that have been or will be incurred by the Company to integrate the assets and operations of Pintail.

The unaudited pro forma financial information presented below is for comparative purposes only and is not necessarily indicative of the Company’s operating results that may have occurred had the acquisition of Pintail been completed on January 1, 2024.

​​​​​​​
​ · ​ · Year Ended December 31,
​ · ​ ​ ​ · 2025 · ​ ​ ​ · 2024
(in thousands)​​​​​​
Revenues​$1,734,318​$1,824,096
Net income​​36,679​​121,206

Note 3: Revenues

Accounting Policy

RPC’s contract revenues are generated principally from providing oilfield services. These services are based on mutually agreed upon pricing with the customer prior to the services being delivered and given the nature of the services, do not include the right of return. Pricing for these services is a function of rates based on the nature of the specific job, with consideration for the extent of equipment, labor, and consumables needed for the job. RPC satisfies its performance obligations over time as the services are performed and records revenues accordingly. RPC records revenues based on the transaction price agreed upon with its customers.

Sales tax charged to customers is presented on a net basis within the Consolidated Statements of Operations and therefore excluded from revenues.

Nature of services

RPC provides a broad range of specialized oilfield services to independent and major oil and gas companies engaged in the exploration, production and development of oil and gas properties throughout the United States and in selected international markets. RPC manages its business as either (1) services offered on the well site with equipment and personnel (Technical Services) or (2) services and tools offered off the well site (Support Services). For more detailed information about operating segments, see note to the consolidated financial statements titled “Business Segment and Entity Wide Disclosures.”

RPC contracts with its customers to provide the following services by reportable segment:

Technical Services

●Includes pressure pumping, wireline, downhole tools, coiled tubing, cementing, snubbing, nitrogen, well control and fishing.

Support Services

●Rental tools – RPC rents tools to its customers for use with onshore and offshore oil and gas well drilling, completion and workover activities.
●Other support services include pipe handling and pipe inspection and storage services, and well control training.

Our contracts with customers are generally short-term in nature and consist of a single performance obligation – the provision of oilfield services.

Payment terms

RPC’s contracts with customers state the final terms of the sales, including the description, quantity, and price of each service to be delivered. The Company’s contracts are generally short-term in nature and in most situations, RPC provides services ahead of payment - i.e., RPC has fulfilled the performance obligation prior to submitting a customer invoice. RPC invoices the customer upon completion of the specified services and collection generally occurs between 30 to 60 days after invoicing. As the Company enters into contracts with its customers, it generally expects there to be no significant timing difference between the date the services are provided to the customer (satisfaction of the performance obligation) and the date cash consideration is received. Accordingly, there is no financing component to our arrangements with customers.

Significant judgments

RPC believes the output method is a reasonable measure of progress for the satisfaction of our performance obligations, which are satisfied over time, as it provides a faithful depiction of (1) our performance toward complete satisfaction of the performance obligation under the contract and (2) the value transferred to the customer of the services performed under the contract. RPC has elected the right to invoice practical expedient for recognizing revenue related to its performance obligations.

Disaggregation of revenues

See note to the consolidated financial statements titled “Business Segment and Entity Wide Disclosures” for disaggregation of revenue by operating segment and services offered in each of them and by geographic regions.

Contract balances

Contract assets representing the Company’s rights to consideration for work completed but not billed are included in Accounts receivable, net on the Consolidated Balance Sheet are shown below:

​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
December 31,​ ​ ​2025​ ​ ​2024​ ​ ​2023
(in thousands) · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
Unbilled trade receivables​$46,817​$60,951​$59,831

Substantially all of the unbilled trade receivables as of December 31, 2025, and December 31, 2024, were invoiced during the following quarter.

Unearned Revenue

Contract liabilities represent the payments received in advance of satisfying the Company’s performance obligation and are recognized over time as the service is performed. As of December 31, 2025, and 2024, such amounts were $13.2 million and $45.4 million, respectively, and were recorded as unearned revenue on the Consolidated Balance Sheet. Substantially all of the amounts of

unearned revenue as of December 31, 2025, and December 31, 2024, were or will be recognized as revenues during the immediately following quarters.

Note 4: Depreciation and Amortization

Depreciation and amortization disclosed in the Consolidated Statements of Operations related to the following components:

​​​​​​​​​​​​
Years ended December 31,​ ​ ​​ ​ ​​​2025​​2024​​2023
(in thousands)​​​​​​​​​​​
Cost of revenues​​​$141,190​$120,647​$97,685
Selling, general and administrative expenses​​​​20,003​​11,928​​10,438
Total​​​$161,193​$132,575​$108,123

Note 5: Accounts Receivable

Accounts receivable, net consists of the following:

​ · ​ · ​ · ​ · ​ · ​ · ​
December 31,​ ​ ​2025​ ​ ​2024
(in thousands) · ​ · ​ · ​ · ​ · ​ · ​
Trade receivables:​​​​
Billed​$281,918​$221,025
Unbilled​46,817​60,951
Other receivables​5,955​2,507
Total​334,690​284,483
Less: allowance for credit losses​(7,022)​(7,906)
Accounts receivable, net​$327,668​$276,577

Trade receivables relate to revenues generated from equipment and services, for which credit is extended based on our evaluation of the customer’s credit worthiness. Unbilled receivables represent revenues earned but not billed to the customer until future dates, usually within one month. Other receivables consist primarily of net amounts receivable from an agent that operates internationally, as well as amounts due from the favorable resolution of state tax audits and rebates due from suppliers. Trade receivables as of December 31, 2023, were $331.4 million.

Note 6: Current Expected Credit Losses

The Company utilizes an expected credit loss model for valuing its accounts receivable, a financial asset measured at amortized cost. The Company is exposed to credit losses primarily from providing oilfield services. The Company’s expected credit loss allowance for accounts receivable is based on historical collection experience, current and future economic and market conditions and a review of the current status of customers’ account receivable balances. Due to the short-term nature of such receivables, the estimated amount of accounts receivable that may not be collected is based on aging of the accounts receivable balances and the financial condition of customers. Additionally, specific allowance amounts are established to record the appropriate provision for customers that have a higher probability of default. The Company’s monitoring activities include timely account reconciliation, dispute resolution, payment confirmation, consideration of customers’ financial condition and macroeconomic conditions. Balances are written off when determined to be uncollectible and recoveries of amounts previously written off are recorded when collected.

The following table provides a roll-forward of the allowance for credit losses that is deducted from the amortized cost basis of accounts receivable to present the net amount expected to be collected:

​​​​​​​​​​
Years Ended December 31, · ​ ​ ​ · 2025 · ​ ​ ​ · 2024 · ​ ​ ​ · 2023
(in thousands)​​​​​​​​​
Beginning balance​$7,906​$7,109​$7,078
Provision for current expected credit losses​1,064​1,527​2,656
Write-offs​(2,105)​(814)​(2,737)
Recoveries collected (net of expenses)​​157​​84​​112
Ending balance​$7,022​$7,906​$7,109

Note 7: Inventories

Inventories consist of raw materials and supplies that are consumed providing services to the Company’s customers, spare parts for equipment used in providing these services, components and attachments for manufactured equipment used in providing services and labor and manufacturing overhead. In the table below, spare parts and components are included as part of raw materials and supplies; tools that are assembled using components are reported as finished goods. Inventories are recorded at the lower of cost or net realizable value. Cost is determined using either the first-in, first-out, or the weighted average cost method.

​ · ​ · ​ · ​ · ​ · ​ · ​
December 31,​ ​ ​2025​ ​ ​2024
(in thousands) · ​ · ​ · ​ · ​ · ​ · ​
Raw materials and supplies​$109,259​$97,857
Finished goods​9,745​9,771
Total inventory​$119,004​$107,628

Note 8: Other Current Assets

Other current assets consist of the following:

​​​​​​​
December 31, · ​ ​ ​ · 2025 · ​ ​ ​ · 2024
(in thousands)​​​​​​
Assets held for sale​$11,421​$—
Acquisition related employment obligation​​8,333​​—
Software license agreements​2,383​952
Other​​1,078​​1,242
Other current assets​$23,215​$2,194

In December 2025, the Company classifiedone of its properties as held for sale since management has approved and committed to a plan to sell the asset and currently expects the sale to be probable and completed within one year. See Note titled “Acquisition” for details regarding Acquisition related employment obligation.

Note 9: Property, Plant and Equipment

Property, plant and equipment are presented at cost net of accumulated depreciation and consist of the following:

​ · ​ · ​ · ​ · ​ · ​ · ​
December 31,​ ​ ​2025​ ​ ​2024
(in thousands) · ​ · ​ · ​ · ​ · ​ · ​
Land​$21,084​$19,802
Buildings and leasehold improvements​114,974​132,871
Operating equipment​968,751​884,793
Computer software​35,229​19,297
Furniture and fixtures​5,046​5,157
Vehicles​306,809​311,823
Gross property, plant and equipment​1,451,893​1,373,743
Less: accumulated depreciation​(920,337)​(860,227)
Net property, plant and equipment​$531,556​$513,516

Depreciation expense was $151.0 million in 2025, $130.5 million in 2024, and $107.3 million in 2023. The Company transferred inventory to property, plant and equipment totaling $16.2 million in 2025, $17.0 million in 2024 and $10.9 million in 2023.

Note 10: Other Intangibles, net

The following table provides a summary of the gross carrying value and accumulated amortization by each major intangible class:

​​​​​​​​​​​​​​​
​ · ​ · ​ · ​ · ​ · December 31, 2025 · ​ · ​ · December 31, 2024
​​Estimated Useful Life (in years)​​Gross Carrying Amount​​Accumulated Amortization​​Gross Carrying Amount​​Accumulated Amortization
(in thousands)​​​​​​​​​​​​​​
Finite-lived intangibles:​​​​​​​​​​​​​​
Customer relationships​10​$93,700​$(8,778)​$10,000​$(1,500)
Trade names and trademarks​10​​12,819​​(1,816)​​3,519​​(799)
Software licenses​3​​5,350​​(3,776)​​5,350​​(2,727)
​​​​$111,869​$(14,370)​$18,869​$(5,026)

During 2025, the Company acquired intangible assets as part of the Pintail acquisition. See note to the consolidated financial statements titled “Acquisition” for additional details related to the intangible assets acquired.

Amortization expense for each of the periods presented was as follows:

​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
Years ended December 31, · ​ ​ ​ · ​ · 2025 · ​ · ​ · 2024 · ​ ​ ​ · ​ · 2023
(in thousands) · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
Amortization of finite-lived intangible assets​$9,344​$1,843​$685

Estimated future amortization expense based on balances as of December 31, 2025, is $11.9 million for 2026, $14.0 million for the years 2027 through 2029, and $13.0 million for 2030.

Note 11: Income Taxes

For financial reporting purposes, income before income taxes includes the following components:

​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
Years ended December 31,​ ​ ​2025​ ​ ​2024​ ​ ​2023
(in thousands) · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
United States​$52,258​$102,415​$253,407
Foreign​4,291​10,387​2,836
Total income before income taxes​$56,549​$112,802​$256,243

The following table lists the components of the provision for income taxes:

​​​​​​​​​​
Years ended December 31, · ​ ​ ​ · 2025 · ​ ​ ​ · 2024 · ​ ​ ​ · 2023
(in thousands)​​​​​​​​​
Current provision:​​​​​​​​​
Federal​$3,806​$11,468​$45,146
State​1,162​2,310​6,502
Foreign​815​681​835
Deferred provision (benefit):​​​​​​
Federal​15,256​8,067​7,116
State​3,091​1​1,531
Foreign​​339​​(1,169)​​—
Total income tax provision​$24,469​$21,358​$61,130

The Base Erosion and Profit Shifting framework 2.0 (Pillar Two) released by the Organization for Economic Co-operation and Development introduced a global minimum corporate tax of 15% for companies with global revenues and profits above certain thresholds. The United States has not yet enacted legislation to adopt the provisions of Pillar Two. As of December 31, 2025, certain countries we operate in have enacted legislation related to the global minimum tax rules under Pillar Two. There are no recorded effects for Pillar Two in our 2025 financial statements as we do not estimate a material impact, if any, to our consolidated financial statements. We will continue to monitor the impact as additional countries enact legislation going forward.

Reconciliation between the federal statutory rate and RPC’s income tax provision and effective tax rate is as follows:

​​​​​​​​​​​​​​​​​​​
Years ended December 31,​2025​2024​2023
(in thousands)​​​​​​​​​​​​​​​​​​
Federal statutory rate​$11,875​21.0%​$23,688​21.0%​$53,811​21.0%
State income taxes, net of federal benefit (a)​​4,102​7.3​​​2,287​2.0​​​5,046​2.0
Foreign taxes, net of federal benefit:​​​​​​​​​​​​​​​​​​
Canada:​​​​​​​​​​​​​​​
Change in valuation allowance​​—​—​​​(1,187)​(1.1)​​​614​0.2​
Other​182​0.3​​61​0.1​​(500)​(0.2)​
Other foreign jurisdictions​​390​0.7​​​436​0.4​​​721​0.3​
Tax credits​​(506)​(0.9)​​​(1,036)​(0.9)​​​(703)​(0.3)​
Change in unrecognized tax benefits​​21​—​​​(1,637)​(1.5)​​​251​0.1​
Non-deductible expenses:​​​​​​​​​​​​​​​​​​
Acquisition related employment costs​​1,641​2.9​​—​—​​—​—​
Long-term retirement plan​​3,778​6.7​​—​—​​—​—​
Meals and entertainment​​2,523​4.5​​2,337​2.1​​2,356​0.9​
Non-deductible officer compensation​​653​1.2​​395​0.4​​469​0.2​
Other​​(647)​(1.2)​​(899)​(0.9)​​(671)​(0.3)​
Cross-border tax laws​159​0.3​​(315)​(0.3)​​(256)​(0.1)​
Interest related to tax matters​—​—​​(2,189)​(1.9)​​(1,757)​(0.7)​
Other​298​0.5​​(583)​(0.5)​​1,749​0.8​
Income tax provision and effective tax rate​$24,469​43.3%​$21,358​18.9%​$61,130​23.9%
(a)Income taxes in Texas, Oklahoma, and New Mexico made up the majority (greater than 50 percent) of the state tax effect.

Significant components of the Company’s deferred tax assets and liabilities are as follows:

​​​​​​​
December 31, · ​ ​ ​ · 2025 · ​ ​ ​ · 2024
(in thousands)​​​​​​
Deferred tax assets: · ​ · ​ · ​ · ​
Self-insurance​$—​$3,386
Long-term retirement plan​—​5,276
State net operating loss carryforwards​1,469​2,010
Stock-based compensation​2,581​1,995
Acquisition related employment costs​​2,937​​—
Inventory reserve​​3,068​​3,178
Lease liability​​5,994​​7,067
Capitalized research and development​​147​​4,721
All others, net​2,343​3,785
Gross deferred tax assets​18,539​31,418
Deferred tax liabilities:​​​​
Depreciation​(81,797)​(75,559)
Right of use asset​​(6,317)​​(7,013)
Goodwill amortization​(7,300)​(7,035)
Gross deferred tax liabilities​(95,414)​(89,607)
Net deferred tax liabilities​$(76,875)​$(58,189)

Total net income tax payments (refunds) were $7.7 million in 2025, $(31.7) million in 2024, and $62.2 million in 2023. The following table lists the components of the payments for income taxes:

​​​​​​​​​​
Years ended December 31, · ​ ​ ​ · 2025 · ​ ​ ​ · 2024 · ​ ​ ​ · 2023
(in thousands)​​​​​​​​​
Federal​$6,000​$(35,538)​$56,000
State:​​​​​​
Texas​​855​​2,021​​1,823
Other​​357​​1,330​​3,345
Foreign​473​511​1,058
Total net income tax payments (refunds)​$7,685​$(31,676)​$62,226

As of December 31, 2025, the Company has net operating loss carryforwards recorded related to state income taxes of $31.2 million (gross) that will expire between 2026 and 2045.

The Company’s policy is to record interest and penalties related to income tax matters, as part of income tax expense. There wereno accrued interest and penalties as of December 31, 2025, and $2.5 million as of December 31, 2024.

During 2025, the Company recognized an increase in estimated liability for its unrecognized tax positions, which is recorded in other long-term liabilities on the Consolidated Balance Sheet. This liability, if released, would affect our effective rate. A reconciliation of the beginning and ending amount of unrecognized tax positions is as follows:

​ · ​ · ​ · ​ · ​ · ​ · ​
​​ ​ ​2025​ ​ ​2024
(in thousands) · ​ · ​ · ​ · ​ · ​ · ​
Balance at January 1​$531​$2,168
Additions based on tax positions related to the current year​101​167
(Reductions) for tax positions of prior years​(80)​(1,804)
Balance at December 31​$552​$531

The Company and its subsidiaries are subject to U.S. federal and state and foreign income tax in multiple jurisdictions. In many cases, the estimated liability for uncertain tax positions are related to tax years that remain open and subject to examination by the relevant taxing authorities. In general, the Company’s 2022 through 2024 tax years remain open to examination. Additional years may be open to the extent attributes are being carried forward to an open year.

Note 12: Notes Payable

The Company has a revolving Credit Agreement with Bank of America andfour other lenders which provides for a line of credit of up to $100 million, including a $35 million letter of credit sub-facility, and a $35 million swingline sub-facility. The facility contains customary terms and conditions, including restrictions on indebtedness, dividend payments, business combinations and other related items. The revolving credit facility includes a full and unconditional guarantee by the Company's 100% owned domestic subsidiaries whose assets equal substantially all of the consolidated assets of the Company and its subsidiaries. Certain of the Company’s minor subsidiaries are not guarantors. The Credit Agreement’s maturity date is June 22, 2027, and the interest rate is based on Term Secured Overnight Financing Rate (Term SOFR). In addition, the terms of the agreement have a 1.00% per annum floor for Base Rate borrowings and permits the issuance of letters of credit in currencies other than U.S. dollars.

Under the Credit Agreement, when RPC’s trailing four quarter Adjusted EBITDA (as calculated under the Credit Agreement) is equal to or greater than $50 million: (i) the consolidated leverage ratio cannot exceed 2.50:1.00 and (ii) the debt service coverage ratio must be equal to or greater than 2.00:1.00; otherwise, the minimum tangible net worth must be greater than or equal to $400 million. As of both December 31, 2025, and December 31, 2024, the Company was in compliance with these covenants.

Revolving loans under the amended revolving credit facility bear interest at one of the following two rates at the Company’s election:

●Term SOFR; plus, a margin ranging from 1.25% to 2.25%, based on a quarterly consolidated leverage ratio calculation, and an additional SOFR Adjustment ranging from 10 to 30 basis points depending upon maturity length; or
●the Base Rate, which is a fluctuating rate per annum equal to the highest of (a) the Federal Funds Rate plus 0.50%, (b) Bank of America’s publicly announced “prime rate,” and (c) the Term SOFR plus 1.00%, or (d) 1.00%; in each case plus a margin that ranges from 0.25% to 1.25% based on a quarterly consolidated leverage ratio calculation.

In addition, the Company pays an annual fee ranging from 0.20% to 0.30%, based on a quarterly consolidated leverage ratio calculation, on the unused portion of the credit facility.

As of December 31, 2025, RPC hadno outstanding borrowings under the revolving credit facility, and letters of credit outstanding relating to self-insurance programs and contract bids totaled $18.2 million; therefore, a total of $81.8 million of the facility was available. During 2025, the Company assumed a Seller Note as part of the Pintail acquisition; see the note to the consolidated financial statements titled “Acquisition” for additional details related to the Seller Note. Interest incurred, which includes interest on the Seller Note, facility fees on the unused portion of the revolving credit facility and the amortization of loan costs, and interest paid on the Seller Note and the credit facility were as follows for the periods indicated:

​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
Years Ended December 31,​2025​ ​ ​2024​ ​ ​2023
(in thousands) · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
Interest incurred​$2,637​$244​$242
Interest paid​$2,538​$170​$166

Note 13: Accumulated Other Comprehensive Loss

Accumulated other comprehensive loss consists of the following:

​​​​​​
​ · ​ ​ ​ · ​ ​ ​ · Foreign · ​ ​ ​
​ · ​ · ​ · Currency · ​
​ · ​ ​ ​ · ​ ​ ​ · Translation · ​ ​ ​
(in thousands)​​​​​
Balance at December 31, 2023​​$(2,369)​
Change during 2024:​​​​
Before-tax amount​​(459)​
Balance at December 31, 2024​​​(2,828)​
Change during 2025:​​​​
Before-tax amount​​278​
Balance at December 31, 2025​​$(2,550)​

Note 14: Cash Paid for Common Stock Purchased and Retired

The Company has a stock buyback program to repurchase up to 49,578,125 shares in the open market. As of December 31, 2025,12,768,870 shares remained available to be repurchased under the current authorizations. The program does not have a preset expiration date. Repurchases of shares of the Company’s common stock may be made from time to time in the open market, by block purchases, in privately negotiated transactions or in such other manner as determined by the Company. The timing of the repurchases and the actual amount repurchased will depend on a variety of factors, including the market price of the Company's shares, general market and economic conditions, and other factors. The stock repurchase program does not obligate the Company to acquire any particular amount of common stock, and it may be suspended or discontinued at any time.

Shares purchased for withholding taxes represent taxes due upon vesting of time-lapse restricted shares granted to employees. Total share repurchases for 2025, 2024 and 2023 year-to-date are detailed below:

​​​​​​​​​​​​​​​​​​​​​​​​​​​​
​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
​ · ​ · Twelve months ended December 31, 2025 · ​ · Twelve months ended December 31, 2024 · ​ · Twelve months ended December 31, 2023
​ · ​ ​ ​ · No. of Shares · ​ · ​ · Avg. Price · ​ · ​ · Total Cost · ​ · No. of Shares · ​ · ​ · Avg. Price · ​ · Total Cost · ​ · No. of Shares · ​ · ​ · Avg. Price · ​ · Total Cost
(in thousands except per share data)​​​​​​​​​​​​​​​​​​​​​​​​​​​
Shares purchased for withholding taxes​​424​$6.76​$2,868​​332​$7.31​$2,426​​257​$9.24​$2,370
Open market purchases​​—​​—​​—​​1,010​​7.44​​7,512​​2,469​​7.58​​18,718
Total​​424​$6.76​$2,868​​1,342​$7.40​$9,938​​2,726​$7.74​$21,088

Excise tax payable on share repurchases totaling $22 thousand in 2024 and $136 thousand in 2023 has not been included in the amounts shown above.

Note 15: Fair Value Disclosures

The various inputs used to measure assets at fair value establish a hierarchy that distinguishes between assumptions based on market data (observable inputs) and the Company’s assumptions (unobservable inputs). The hierarchy consists of three broad levels as follows:

1.Level 1 – Quoted market prices in active markets for identical assets or liabilities.
2.Level 2 – Quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model-based valuation techniques for which all significant assumptions are observable in the market or can be corroborated by observable market data for substantially the full term of the assets or liabilities.
3.Level 3 – Unobservable inputs developed using the Company’s estimates and assumptions, which reflect those that market participants would use.

The following table shows investments measured at net asset value as of December 31, 2025, and 2024:

​ · ​ · ​ · ​ · ​ · ​ · ​
December 31,​ ​ ​2025​ ​ ​2024
(in thousands) · ​ · ​ · ​ · ​ · ​ · ​
Investments measured at net asset value​$—​$30,666

Prior to their dissolution, trading securities were comprised of the SERP assets, as described in the note titled “Employee Benefit Plans”, and were recorded primarily at their net cash surrender values, calculated using their net asset values which approximates fair value, as provided by the issuing insurance or investment company. The Company’s policy is to recognize transfers between levels at the beginning of quarterly reporting periods. For the year ended December 31, 2025, there were no significant transfers in or out of levels 1, 2 or 3.

The carrying amounts of other financial instruments reported in the balance sheet for current assets and current liabilities approximate their fair values because of the short maturity of these instruments. The Company currently does not use the fair value option to measure any of its existing financial instruments and has not determined whether or not it will elect this option for financial instruments it may acquire in the future.

Note 16: Commitments and Contingencies

Income Taxes - The amount of income taxes the Company pays is subject to ongoing audits by federal and state tax authorities, which often result in proposed assessments. Other long-term liabilities included the Company’s estimated liabilities for probable assessments and totaled $552 thousand as of December 31, 2025, compared to $531 thousand as of December 31, 2024. See note to the consolidated financial statements titled “Income Taxes” for further information related to those liabilities.

Sales and Use Taxes - The Company has ongoing sales and use tax audits in various jurisdictions and may be subjected to varying interpretations of statute that could result in unfavorable outcomes. In accordance with ASC 450-20,Loss Contingencies, any probable and reasonable estimate of assessment costs have been included in accrued state, local and other taxes.

The Company had previously received state tax notifications related to sales and use tax which were resolved subsequent to year-end with no material impact on its consolidated financial position, results of operations or cash flows.

Litigation - RPC is a party to various routine legal proceedings primarily involving commercial claims, employee liability and workers’ compensation claims and claims for personal injury. RPC insures against these risks to the extent deemed prudent by its management, but no assurance can be given that the nature and amount of such insurance will, in every case, fully indemnify RPC against liabilities arising out of pending and future legal proceedings related to its business activities. RPC is also subject to sales and use tax audits in various jurisdictions. While the outcome of these existing lawsuits, legal proceedings, claims and audits cannot be predicted with certainty, management believes that the outcome of all such proceedings, even if determined adversely, would not have a material adverse effect on RPC’s business or financial condition.

Note 17: Employee Benefit Plans

Supplemental Executive Retirement Plan (SERP)

The Company operated a non-qualified SERP that permitted certain highly compensated employees to defer a portion of their compensation. In the fourth quarter of 2025, the Company completed the dissolution of its SERP and distributed participant balances in full. As part of the dissolution, the Company dissolved the Rabbi Trust and liquidated all the Company-Owned Life Insurance Policies (“COLI”) and other securities held in the Trust. Termination of the SERP was approved by the Board of Directors in the fourth quarter of 2024. Pursuant to the Internal Revenue Service rules, participant balances are required to be distributed between 12 and 24 months after termination. Retirement Plan assets and liabilities were classified as long-term on the Consolidated Balance Sheet as of December 31, 2024, and were reclassified to short-term as of June 30, 2025, when the decision to liquidate the assets and distribute participant balances in the fourth quarter of 2025 was made.

The liquidation of COLI assets resulted in a taxable gain of approximately $18 million that has been included in the income tax provision for the year ended December 31, 2025. The gain resulted from the excess of cash surrender value over the cost basis of the variable life insurance policies held inside the COLI. See note to the consolidated financial statements titled “Income Taxes” for a discussion of the tax impact attributable to the dissolution. Prior to their liquidation, the COLI policies were recorded at their net cash surrender values, which approximated fair value. Proceeds of$33.1 million from dissolution of the assets held inside the Rabbi Trust and participant distributions of $24.5 million are disclosed as Proceeds from benefit plan financing arrangement and Distribution from financing plan arrangement on the Consolidated Statements of Cashflow for the year ended December 31, 2025.

Prior to their dissolution, the SERP assets were classified as trading securities and changes in the fair value of these assets, and normal insurance expenses were recorded in the Consolidated Statements of Operations as compensation cost within selling, general and administrative expenses. Trading gains related to the SERP assets totaled $2.3 million in 2025, $2.7 million in 2024, and $2.6 million in 2023. Any change in the fair value of participant balances was recorded as compensation cost within selling, general and administrative expenses in the Consolidated Statements of Operations, and totaled$2.3 million in 2025, $2.6 million in 2024, and $2.8 million in 2023.

401(k) Plan

RPC sponsors a defined contribution 401(k) Plan that is available to substantially all full-time employees with more than three months of service. Effective January 1, 2019, the Company began matching 100% of employee contributions foreach dollar of a participant’s contribution to the 401(k) Plan for the first three percent of his or her annual compensation, and 50% for each dollar of a participant’s contribution to the 401(k) Plan for the next three percent of his or her annual compensation. Employees vest in the Company’s contributions aftertwo years of service. Employees vest in the RPC contributions aftertwo years of service. The charges to expense for the Company’s contributions to the 401(k) Plan were $11.9 million in 2025, $11.6 million in 2024, and $11.3 million in 2023.

Stock Incentive Plans

The Company has issued various forms of stock-based incentives, including incentive and non-qualified stock options, time-lapse restricted shares and performance share unit awards under its Stock Incentive Plans to officers, selected employees and non-employee directors. In April 2025, the Company reserved 8,000,000 shares of common stock under the 2025 Stock Incentive Plan with a term of 10 years expiring in April 2034. As of December 31, 2025, there were 5,746,631 shares available for grant under the Company’s 2025 Stock Incentive Plan (SIP).

The Company recognizes compensation expense for the unvested portion of awards outstanding over the remainder of the service period. The compensation cost recorded for these awards is based on their fair value at the grant date, less the cost of estimated forfeitures. Forfeitures are estimated at the time of grant and revised, if necessary, in subsequent periods to reflect actual forfeitures.

Pre-tax stock-based employee compensation expense included as part of selling, general and administrative expense was $12.5 million in 2025 ($7.1 million after tax), $9.2 million in 2024 ($7.4 million after tax) and $7.9 million in 2023 ($6.1 million after tax).

Restricted Stock

The Company grants certain employees and non-employee directors time-lapse restricted stock which vests after a stipulated number of years from the grant date in the case of employees and vests immediately for non-employee directors, depending on the terms of the issue. Time-lapse restricted shares granted to employees in 2025 and 2024 vest ratably over aperiod ofthree years and shares granted to employees in 2023 vest ratably over a period offour years. Grantees receive dividends declared and retain voting rights for the granted shares. The agreement under which the restricted stock is issued provides that shares awarded may not be sold or otherwise transferred until restrictions established under the stock plans have lapsed. Upon termination of employment from the Company, with the exception of death (fully vests) or normal retirement/disability (partially vests based on pre-approved formula), shares with restrictions are forfeited in accordance with the SIP.

Inaddition to time-lapse restricted stock, officers and selected employees are granted Performance Share Unit (PSU) awards that vest at different levels based on pre-established financial performance targets with a modifier for stock performance based on total shareholder return (TSR). The Company periodically evaluates the portion of performance share unit awards that are probable to vest and updates compensation expense accruals accordingly. The PSUs typically cliff-vest at the end of athree-year performance period. Upon termination of employment (other than due to death or disability as defined in the agreements), the unvested PSUs will be forfeited. In the event of death or disability as defined in the agreements, all unvested PSUs shall vest immediately at 100% of target levels, without regard to the actual EBITDA performance, and with no adjustment for the TSR modifier. PSU awards also include the right to dividend equivalents with respect to the underlying shares which are accrued over the performance period, based upon target payout level and paid out in cash upon vesting of the PSUs. To the extent the awards fail to vest or are forfeited, or the performance goals are not met, no such dividend equivalents will be payable. PSUs confer no voting rights with respect to the underlying shares prior to vesting and payout.

The following is a summary of the changes in non-vested restricted shares for the year ended December 31, 2025:

​​​​​​
​ · ​ · ​ · ​ · Weighted Average
​ · ​ ​ ​ · Shares · ​ ​ ​ · Grant-Date Fair Value
Non-vested shares at January 1, 2025​3,688,717​$7.13
Granted1,612,863​6.37
Vested(1,417,688)​7.10
Forfeited(104,401)​6.70
Non-vested shares at December 31, 20253,779,491​$6.72

The following is a summary of the changes in non-vested restricted shares for the year ended December 31, 2024:

​​​​​​
​ · ​ ​ ​ · ​ · ​ · Weighted Average
​ · ​ ​ ​ · Shares · ​ ​ ​ · Grant-Date Fair Value
Non-vested shares at January 1, 2024​3,532,185​$7.35
Granted1,414,376​7.27
Vested(1,102,849)​8.08
Forfeited(154,995)​6.81
Non-vested shares at December 31, 20243,688,717​$7.13

The fair value of restricted share awards is based on the market price of the Company’s stock on the date of the grant and is amortized to compensation expense, net of estimated forfeitures, on a straight-line basis over the requisite service period. The weighted average grant date fair value per share of these restricted stock awards was $6.37 for 2025, $7.27 for 2024 and $9.50 for 2023. The total fair value of shares vested was $9.1 million during 2025, $7.6 million during 2024 and $7.8 million during 2023. The above table does not include any activity related to PSUs since they are not currently granted or vested.

For the year ending December 31, 2025, approximately$3 thousand of net tax deficits for stock-based compensation awards were recorded as a discrete tax adjustment and classified within operating activities in the Consolidated Statements of Cash Flows compared to approximately$57 thousand of net tax deficits for the year ending December 31, 2024.

Other Information

As of December 31, 2025, total unrecognized compensation cost related to non-vested restricted shares was $14.6 million which is expected to be recognized over a weighted-average period of 1.4 years.

Note 18: Related Party Transactions

Marine Products Corporation

In conjunction with RPC’s spin-off of its powerboat manufacturing business, RPC and Marine Products entered into various agreements that define the companies’ relationship. Per the terms of their Transition Support Services agreement, which may be terminated by either party, RPC provides certain administrative services, including financial reporting and income tax administration, acquisition assistance, etc., to Marine Products. Charges from the Company (or from corporations that are subsidiaries of the Company) for such services were$1.1 million in 2025, $1.1 million in 2024, and $1.0 million in 2023. The Company’s receivable due from Marine Products for these services was $58 thousand as of December 31, 2025, and $99 thousand as of December 31, 2024. All of the Company’s directors are also directors of Marine Products, and the executive officers are employees of both the Company and Marine Products.

On February 5, 2026, Marine Products entered into an Agreement and Plan of Merger with MasterCraft Boat Holdings, Inc., a Delaware corporation (“MasterCraft”). The transaction is subject to shareholder and regulatory approvals and other closing conditions. If the Proposed Merger closes as planned, the Transition Support Services agreement is expected to be canceled on or about the closing date and a new Transition Support Services agreement is expected to be signed with Mastercraft.

Other

The Company periodically purchases, in the ordinary course of business, products or services from suppliers that are owned by officers or significant stockholders of or affiliated with certain directors of RPC. The total amounts paid to these affiliated parties were $60 thousand in 2025, $1.6 million in 2024 and $1.8 million in 2023. All of the related party transactions are reviewed and approved by a subcommittee of the Nominating and Corporate Governance Committee consisting of independent members.

A group that includes Amy R. Kreisler and Timothy C. Rollins, each of whom is a director of the Company, certain of their family members, and certain companies under their and/or their family members’ control, controls in excess offifty percent of the Company’s voting power.

RPC and Marine Products own 50%each of a limited liability company called 255 RC, LLC that was created for the joint purchase and ownership of a corporate aircraft. The purchase of the aircraft was completed in January 2015, and the purchase was funded primarily by a $2,554,000 contribution by each company to 255 RC, LLC. Each of RPC and Marine Products is currently a party to an operating lease agreement with 255 RC, LLC for a period offive years. RPC recorded certain net operating costs comprised of rent and an allocable share of fixed costs of approximately $180 thousand in 2025, $230 thousand in 2024 and $200 thousand in 2023 for the corporate aircraft. The Company had a payable to 255 RC, LLC of $2.2 million as of December 31, 2025, and $2.0 million as of December 31, 2024. The Company accounts for this investment using the equity method and its proportionate share of income or loss is recorded in selling, general and administrative expenses. As of December 31, 2025, the investment closely approximates the underlying equity in the net assets of 255 RC, LLC and the undistributed earnings represented in retained earnings were approximately $4.3 million. There are no immediate changes expected in this arrangement as a result of the merger which may be subject to change in the future.

Pursuant to the registration rights agreement between us and our largest stockholder, LOR, Inc. (LOR) and certain of its affiliates (collectively, the Selling Stockholders) and their permitted transferees, we have filed a shelf registration statement on Form S-3 with the SEC that expires on May 5, 2028. The Form S-3 shelf registration statement registers for the resale of up to 127,235,202 shares of our common stock, which represents a majority of the Company securities held by the Selling Stockholders. In addition, they have the right to require, subject to certain conditions and limitations, certain piggyback registration rights with respect to registrations initiated by us.

Note 19: Business Segment and Entity Wide Disclosures

RPC’sreportable segmentsare the same as its operating segments. RPC manages its business under Technical Services and Support Services. Technical Services is comprised of service lines that generate revenue based on equipment, personnel or materials at the well site and are closely aligned with completion and production activities of the customers. Support Services is comprised of service lines which generate revenue from services and equipment offered off the well site and are closely aligned with the customers’ drilling activities. Selected overhead including centralized support services and regulatory compliance are classified as Corporate.

Technical Services consists primarily of pressure pumping, downhole tools, coiled tubing, cementing, snubbing, nitrogen, well control, wireline and fishing. The services offered under Technical Services are high capital and personnel intensive businesses. The Company considers all of these services to be closely integrated oil and gas well servicing businesses and makes resource allocation and performance assessment decisions based on this operating segment as a whole across these various services.

Support Services consist primarily of drill pipe and related tools, pipe handling, pipe inspection and storage services, and oilfield training services. The demand for these services tends to be influenced primarily by customer drilling-related activity levels.

The Company’s Chief Operating Decision Maker (CODM) assesses performance and makes resource allocation decisions regarding, among others, staffing, growth and maintenance capital expenditures and key initiatives based on the operating segments outlined above.

The accounting policies of the reportable segments are the same as those described in the note titled “Significant Accounting Policies.” Gains or losses on disposition of assets are reviewed on a consolidated basis, and accordingly the Company does not report gains or losses at the segment level. Intersegment revenues are generally recorded in segment operating results at prices that management believes approximate prices for arm’s length transactions and are not material to operating results.

RPC's CODM is its Chief Executive Officer. For each of the reportable segments, the CODM uses operating income to allocate resources (equipment, financial, and human resources).

Significant segment expense by reportable segment for the years ended December 31, 2025, 2024 and 2023 are shown in the following tables:

​​​​​​​​​​
​ · ​ · Technical · ​ · Support · ​ · ​
​ · ​ ​ ​ · Services · ​ ​ ​ · Services · ​ ​ ​ · Total
(in thousands)​​​​​​​​​
2025​​​​​​​​​
Revenues​$1,536,048​$90,518​$1,626,566
​​​​​​​​​​
Employment costs (1)​​376,310​​21,649​​397,959
Materials and supplies​​433,505​​3,585​​437,090
Maintenance & repairs​​202,136​​11,454​​213,590
Fleet and transportation​​51,372​​2,915​​54,287
Other cost of revenues (2)​​125,177​​4,779​​129,956
Cost of revenues (exclusive of depreciation and amortization)$1,188,500​$44,382​$1,232,882
​​​​​​​​​​
Employment costs (1)​​65,258​​10,333​​75,591
Enterprise shared services (3)​​35,457​​1,435​​36,892
Other selling, general and administrative expenses (4)​​32,335​​6,128​​38,463
Selling, general and administrative expenses​$133,050​$17,896​$150,946
​​​​​​​​​​
Segment depreciation and amortization​​146,467​​14,648​​161,115
Segment operating income​$68,031​$13,592​$81,623
Unallocated corporate expenses (5)​​​​​​​​24,771
Acquisition related employment costs​​​​​​​​20,312
Gain on disposition of assets, net​​​​​​​​(8,192)
Operating income​​​​​​​$44,732
​​​​​​​​​​
​​ ​ ​​​​ ​ ​​ ​ ​​​ ​ ​​ ​ ​​
​​​​​​​​​​
​ · ​ · Technical · ​ · Support · ​ · ​
​ · ​ ​ ​ · Services · ​ ​ ​ · Services · ​ ​ ​ · Total
(in thousands)​​​​​​​​​
2024​​​​​​​​​
Revenues​$1,326,005​$88,994​$1,414,999
​​​​​​​​​​
Employment costs (1)​​303,327​​20,458​​323,785
Materials and supplies​​332,781​​3,519​​336,300
Maintenance & repairs​​190,996​​11,540​​202,536
Fleet and transportation​​61,148​​3,097​​64,245
Other cost of revenues (2)​​104,340​​5,442​​109,782
Cost of revenues (exclusive of depreciation and amortization)$992,592​$44,056​$1,036,648
​​​​​​​​​​
Employment costs (1)​57,649​9,170​​66,819
Enterprise shared services (3)​​35,357​​1,486​​36,843
Other selling, general and administrative expenses (4)​​31,080​​6,174​​37,254
Selling, general and administrative expenses​$124,086​$16,830​$140,916
​​​​​​​​​​
Segment depreciation and amortization​​120,226​​12,272​​132,498
Segment operating income​$89,101​$15,836​$104,937
Unallocated corporate expenses (5)​​​​​​​​15,598
Gain on disposition of assets, net​​​​​​​​(8,199)
Operating income​​​​​​​$97,538
​​​​​​​​​​
​​ ​ ​​​​ ​ ​​ ​ ​​​ ​ ​​ ​ ​​
​ · ​ · Technical · ​ · Support · ​ · ​
​ · ​ ​ ​ · Services · ​ ​ ​ · Services · ​ ​ ​ · Total
(in thousands)​​​​​​​​​
2023​​​​​​​​​
Revenues​$1,516,137​$101,337​$1,617,474
​​​​​​​​​
Employment costs (1)​307,396​​22,186​​329,582
Materials and supplies​​337,006​​3,416​​340,422
Maintenance & repairs​186,703​12,031​198,734
Fleet and transportation​​102,723​​4,114​​106,837
Other cost of revenues (2)​​108,925​​5,019​​113,944
Cost of revenues (exclusive of depreciation and amortization)​$1,042,753​$46,766​$1,089,519
​​​​​​​​​​
Employment costs (1)​​61,158​​9,922​​71,080
Enterprise shared services (3)​​29,179​​2,225​​31,404
Other selling, general and administrative expenses (4)​​39,370​​5,670​​45,040
Selling, general and administrative expenses​$129,707​$17,817$147,524
​​​​​​​​​​
Segment depreciation and amortization​​97,773​​10,293​​108,066
Segment operating income​$245,904​$26,461​$272,365
Unallocated corporate expenses (5)​​​​​​​​18,473
Pension settlement charges​​​​​​​​18,286
Gain on disposition of assets, net​​​​​​​​(9,344)
Operating income​​​​​​​$244,950
(1)Employment costs include employee payroll, share-based compensation, bonuses and amounts related to benefits for each of the income statement items. Additional employment costs are included within the enterprise shared services amount.
(2)Includes expenses related to rent, travel, insurance and other costs.
(3)Includes costs incurred at the enterprise level that are allocated to each reportable segment based on payroll cost, headcount and revenues.
(4)Includes professional fees, utilities, travel & entertainment and other costs.
(5)Unallocated corporate expenses are included in selling general and administrative expenses at the consolidated level.

The table below shows the reconciliation of segment totals to the consolidated level for the years ended December 31, 2025, 2024, and 2023:

​​​​​​​​​​​​​​​​​
​ · ​ · ​ · Technical · ​ · Support · ​ · Segment · ​ · Unallocated · ​ · Consolidated
​ · ​ ​ ​ · ​ · Services · ​ ​ ​ · Services · ​ ​ ​ · Total · ​ ​ ​ · Total · ​ ​ ​ · Total
(in thousands)​​​​​​​​​​​​​​​​
2025​​​​​​​​​​​​​​​​
Selling, general and administrative expenses​​$133,050​$17,896​$150,946​$24,693​$175,639
Depreciation and amortization​​​146,467​​14,648​​161,115​​78​​161,193
Capital expenditures (1)​​​116,466​​26,658​​143,124​​5,283​​148,407
Total assets, end of period (2)​​$1,064,353​$101,528​$1,165,881​$302,504​$1,468,385
2024​​​​​​​​​​​​​​​​
Selling, general and administrative expenses​​$124,086​$16,830​$140,916​$15,521​$156,437
Depreciation and amortization​​​120,226​​12,272​​132,498​​77​​132,575
Capital expenditures (1)​​​195,263​​21,119​​216,382​​3,548​​219,930
Total assets, end of period (2)​​$895,067​$85,803​$980,870​$405,619​$1,386,489
2023​​​​​​​​​​​​​​​​
Selling, general and administrative expenses​​$129,707​$17,817​$147,524​$18,416​$165,940
Depreciation and amortization​​​97,773​​10,293​​108,066​​57​​108,123
Capital expenditures (1)​​$160,799​$15,634​$176,433​$4,572​$181,005
(1)Unallocated total primarily related to corporate and enterprise services capital expenditures.
(2)Unallocated total primarily consists of cash and cash equivalents of $210.0 million and $326.0 million managed at corporate for the years ended December 31, 2025, and 2024, respectively.

The following summarizes revenues for the United States and separately for all international locations combined for the years ended December 31, 2025, 2024 and 2023. The revenues are presented based on the location of the use of the equipment or services. Assets related to international operations are less than 10% of RPC’s consolidated assets and therefore are not presented.

​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
​ · ​ · 2025 · ​ ​ ​ · 2024 · ​ ​ ​ · 2023
(in thousands) · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
United States revenues​$1,594,244​$1,375,398​$1,588,774
International revenues​​32,322​39,601​28,700
Total revenues​$1,626,566​$1,414,999​$1,617,474

See note to the consolidated financial statements titled “Significant Accounting Policies,” “Concentration of Credit Risk” for details regarding customers who account for more than 10% of revenues.

Segment Revenues:

RPC’s reportable segment revenues by major service lines are shown in the following table:

​​​​​​​​​
​ · 2025 · ​ · 2024 · ​ · 2023
(in thousands)​​​​​​​​
Technical Services:​​​​​​​​
Pressure Pumping$485,047​$587,051​$771,542
Downhole Tools​393,771​386,085​397,341
Wireline​315,520​​18,909​​17,138
Coiled Tubing​151,515​135,175​152,484
Cementing​104,728​​110,730​​64,481
Nitrogen​29,898​34,963​47,306
Snubbing​28,547​27,057​26,345
All other​27,022​26,035​39,500
Total Technical Services$1,536,048​$1,326,005​$1,516,137
​​​​​​​​​
Support Services:​​​​​
Rental Tools$66,700​$65,207​$73,301
All other23,818​23,787​28,036
Total Support Services$90,518​$88,994​$101,337
​​​​​​​​​
Total revenues$1,626,566​$1,414,999​$1,617,474

Note 20: Leases

The Company recognizes operating and finance leases with a duration greater than 12 months on the Consolidated Balance Sheet with a Right-Of-Use (ROU) asset and liability at the present value of lease payments over the term. Leases that include rental escalation clauses or renewal options are factored into the determination of lease payments when appropriate. There are no residual value guarantees on the existing leases. The Company estimates its incremental borrowing rate at lease commencement to determine the present value of lease payments, since most of the Company’s leases do not provide an implicit rate of return. ROU assets exclude lessor incentives received.

The Company subleases certain real estate to third parties. Our sublease portfolio consists solely of operating leases. As of December 31, 2025, the Company had no operating or finance leases that had not yet commenced. During the year ended December 31, 2025, the Company assumed certain leases as part of its acquisition of Pintail. The disclosures below include information related to the leases after the acquisition. See note to the consolidated financial statements titled “Acquisition” for further information related to those leases.

Lease Position:

The table below represents the assets and liabilities related to operating leases recorded on the Consolidated Balance Sheet:

​​​​​​​
December 31, · ​ ​ ​ · 2025 · ​ ​ ​ · 2024
(in thousands)​​​​​​
Assets: · ​ · ​
Operating lease right-of-use assets​$24,094​$27,465
Finance lease right-of-use assets​​1,934​​4,400
Total lease assets​$26,028​$31,865
​​​​​​​
Liabilities:​​​​​​
Current portion of operating leases​$7,606​$7,108
Current portion of finance lease liabilities and finance obligations​​977​​3,522
Long-term finance lease liabilities​​1,041​​559
Long-term operating lease liabilities​​17,762​​21,724
Total lease liabilities​$27,386​$32,913

Lease costs:

The components of finance lease are included in depreciation and amortization and interest expense; operating lease expenses are included in costs of goods sold, and selling, general and administrative expenses in the Consolidated Statements of Operations as disclosed below.

​​​​​​​​​​
Year Ended December 31, · ​ ​ ​ · 2025 · ​ · 2024 · ​ · 2023
(in thousands)​​​​​​​​​
Finance lease cost​​​​​​​​​
Amortization of leased assets​$952​$265​$129
Interest on lease liabilities​​282​​174​​48
Total finance lease cost​$1,234​$439​$177
​​​​​​​​​​
Operating lease cost​$12,732​$17,206​$15,096
Short-term lease cost​​2,287​2,289​1,862
Variable lease cost​​1,102​855​774
Sublease income​​(1,917)​(1,943)​(1,400)
Total operating lease cost​$14,204​$18,407​$16,332
​​​​​​​​​​
Total lease cost​$15,438​$18,846​$16,509

Other Information:

​​​​​​​​
As of December 31, · ​ · 2025 · ​ · 2024 · ​
Cash paid for amounts included in the measurement of lease liabilities – operating leases (in thousands)​$7,754​$12,230​
Cash paid for amounts included in the measurement of lease liabilities – finance lease and finance obligations (in thousands)​$1,143​$799​
ROU assets obtained in exchange for operating lease liabilities (in thousands)​$3,678​$15,094​
ROU assets obtained in exchange for finance lease liabilities (in thousands)​$887​$3,622​
Weighted average remaining lease term – finance lease (years)​​2.28​​3.00​
Weighted average remaining lease term – operating leases (years)​​5.45​​5.96​
Weighted average discount rate – finance lease​​4.39%​2.30%
Weighted average discount rate – operating leases​​4.56%​4.57%

Lease Commitments:

Maturity of lease liabilities and finance obligations:

​​​​​​​
As of December 31, · ​ ​ ​ · ​ · 2025
(in thousands)​​Operating​​Finance
2026$8,878$1,428
2027​8,299​735
2028​5,573​475
2029​3,634​71
2030​2,505​44
Thereafter​8,139​—
Total lease payments​37,028​2,753
Less: Amounts representing interest​(11,660)​(735)
Present value of lease liabilities​$25,368​$2,018

Note 21: Subsequent Event

On January 27, 2026, the Board of Directors declared a $0.04 per share cash dividend payable March 10, 2026, to stockholders of record at the close of business on February 10, 2026.

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The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.