Select Water Solutions, Inc.

Item 1. Financial Statements

CONSOLIDATED BALANCE SHEETS

** (in thousands, except share data)**

CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands, except share and per share data)

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(in thousands)

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

For the nine months ended September 30, 2026 and 2025 (unaudited)

(in thousands, except share data)

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

For the three months ended September 30, 2026 and 2025 (unaudited)

(in thousands, except share data)

CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)

SELECT WATER SOLUTIONS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

NOTE 1—BUSINESS AND BASIS OF PRESENTATION

Description of the business: Select Water Solutions, Inc. (“Select Inc.” and, together with its consolidated subsidiaries unless the context otherwise requires, “Select,” the “Company,” “we,” “us” or “our”), formerly Select Energy Services, Inc., was incorporated as a Delaware corporation on November 21, 2016. On May 8, 2023, Select Energy Services, Inc.’s Fifth Amended and Restated Certificate of Incorporation became effective upon filing with the Secretary of State of the State of Delaware which, among other things, changed the name of Select Inc. from Select Energy Services, Inc. to Select Water Solutions, Inc. to reflect our strategic focus as a water-focused company. We retained our stock ticker “WTTR” trading on the New York Stock Exchange and announced on August 14, 2025 our dual listing on NYSE Texas, Inc. Select Inc. is a holding company whose sole material asset consists of common units (“SES Holdings LLC Units”) in SES Holdings, LLC (“SES Holdings”).

We are a leading provider of sustainable water and chemical solutions to the energy industry. These solutions are supported by our water infrastructure assets, chemical manufacturing and water treatment and recycling capabilities.

On September 23, 2026, SES Holdings sold a 55% ownership interest in Peak Rentals HoldCo, LLC (together with its subsidiaries, “Peak”) to Headwall I LLC (“Headwall”). As a result of the sale, the Company deconsolidated Peak and began accounting for its retained 45% ownership interest as an equity investment. See Note 3—Acquisitions and Divestitures for further discussion of this transaction.

On September 24, 2026, Select Water Solutions, LLC (“Select LLC”), a subsidiary of SES Holdings, entered into a membership interest purchase agreement to acquire all of the issued and outstanding equity interests of Pilot Water Solutions LLC (together with its subsidiaries, “Pilot Water”), a privately held disposal-focused water midstream company with a core position in the Delaware Basin. The transaction closed on November 2, 2026. See Note 17—Subsequent Events.

*Common Stock Offering:*In February 2026, the Company completed an underwritten public offering of 15,784,315 shares of Class A common stock at a public offering price of $12.75 per share, consisting of 13,725,491 shares issued in the base offering and 2,058,824 shares issued upon the full exercise of the underwriters’ overallotment option. The offering generated aggregate gross proceeds of approximately $201.3 million and net proceeds of approximately $192.2 million, after underwriting discounts and commissions and before other offering expenses. In connection with the offering, Select Inc. contributed the net proceeds of the offering to SES Holdings in exchange for a number of SES Holdings LLC Units equal to the number of shares of Class A common stock issued in the underwritten public offering.

*Class A and Class B common stock:*As of September 30, 2026, the Company had both Class A and Class B common shares issued and outstanding. Holders of shares of our Class A common stock, par value $0.01 per share (“Class A common stock”), and Class B common stock, par value $0.01 per share (“Class B common stock”), are entitled toone vote per share and vote together as a single class on all matters presented to our stockholders for their vote or approval.

*Exchange rights:*Under the Eighth Amended and Restated Limited Liability Company Agreement of SES Holdings (the “SES Holdings LLC Agreement”), SES Legacy Holdings LLC (“Legacy Owner Holdco”) and its permitted transferees have the right (an “Exchange Right”) to cause SES Holdings to acquire all or a portion of the exchanging unitholder’s SES Holdings LLC Units for, at SES Holdings’ election, (i) shares of Class A common stock at an exchange ratio ofone share of Class A common stock for each SES Holdings LLC Unit exchanged, subject to conversion rate adjustments for stock splits, stock dividends, reclassification and other similar transactions, or (ii) cash in an amount equal to the Cash Election Value (as defined within the SES Holdings LLC Agreement) of such Class A common stock. Alternatively, upon the exercise of any Exchange Right, Select Inc. has the right (the “Call Right”) to acquire the tendered SES Holdings LLC Units from the exchanging unitholder for, at Select Inc.’s election, (i) the

number of shares of Class A common stock the exchanging unitholder would have received under the Exchange Right or (ii) cash in an amount equal to the Cash Election Value of such Class A common stock. In connection with any exchange of SES Holdings LLC Units pursuant to an Exchange Right or Call Right, the corresponding number of shares of Class B common stock will be cancelled.

Basis of presentation: The accompanying unaudited interim consolidated financial statements of the Company have been prepared in accordance with generally accepted accounting principles in the U.S. (“GAAP”) and pursuant to the rules and regulations of the SEC. These unaudited interim consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q and, therefore, do not include all disclosures required for annual financial statements prepared in conformity with GAAP.

This Quarterly Report relates to the three and nine months ended September 30, 2026 (the “Current Quarter” and the “Current Period”, respectively) and the three and nine months ended September 30, 2025 (the “Prior Quarter” and the “Prior Period”, respectively). The Company’s Annual Report on Form 10-K for the year ended December 31, 2025 (the “2025 Form 10-K”), filed with the SEC on February 18, 2026, includes certain definitions and a summary of significant accounting policies and should be read in conjunction with this Quarterly Report. All material adjustments (consisting solely of normal recurring adjustments) which, in the opinion of management, are necessary for a fair statement of the results for the interim periods have been reflected. The results for the Current Quarter and Current Period may not be indicative of the results to be expected for the full year.

The unaudited interim consolidated financial statements include the accounts of the Company and all subsidiaries in which the Company has a controlling financial interest. All intercompany accounts and transactions have been eliminated in consolidation.

NOTE 2—SIGNIFICANT ACCOUNTING POLICIES

Significant accounting policies: The Company’s significant accounting policies are disclosed in Note 2 of the consolidated financial statements for the year ended December 31, 2025, included in the 2025 Form 10-K.

Use of estimates: The preparation of consolidated financial statements in conformity with GAAP 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.

On an ongoing basis, the Company evaluates its estimates, including those related to the recoverability of long-lived assets and intangibles, useful lives used in depreciation, amortization and accretion, allowance for credit losses, inventory reserve, income taxes, self-insurance liabilities, share-based compensation, contingent liabilities, lease-related reasonably certain option exercise assessments, the incremental borrowing rate for leases and the fair value of asset retirement obligations (“AROs”). The Company bases its estimates on historical and other pertinent information that are believed to be reasonable under the circumstances. The accounting estimates used in the preparation of the consolidated financial statements may change as new events occur, as more experience is acquired, as additional information is obtained and as the Company’s operating environment changes.

*Allowance for credit losses:*The Company’s allowance for credit losses relates to trade accounts receivable and a note receivable from Headwall. The Company treats trade accounts receivable as one portfolio and records an initial allowance calculated as a percentage of revenue recognized based on a combination of historical information and future expectations. Additionally, the Company adjusts this allowance based on specific information in connection with aged receivables. Historically, most credit losses have been incurred when a customer’s financial condition significantly deteriorates, which in some cases leads to bankruptcy. Market volatility is highly uncertain and, as such, the impact on expected losses is subject to judgment and may cause variability in the Company’s allowance for credit losses in future periods.

The note receivable is carried at amortized cost. The Company evaluates expected credit losses on the note considering the borrower’s ability to repay, collateral, and reasonable and supportable forecasts. The seller note is secured by a first-priority lien on Headwall’s 55% interest in Peak and a cash collateral account with a minimum balance of$0.5 million. It requires quarterly cash interest payments, which the Company may consent to defer. At origination, the Company estimated that expected credit losses would be less than the$0.5 million of cash collateral, so no allowance was recorded. The Company monitors Headwall’s credit quality through payment status, Peak’s operating results and distributable cash after its senior term loan, and the collateral balance. No allowance for credit losses was recorded as of September 30, 2026.

The change in the allowance for credit losses is as follows:

Asset retirement obligations: The Company’s AROs relate to disposal facilities and landfills with obligations for plugging wells, removing surface equipment, and returning land to its pre-drilling condition. Assumed AROs represent obligations recognized upon the Company obtaining control of 14 SWD assets received as noncash consideration under a long-term customer agreement (see Note 4—Revenue). Acquired AROs represent obligations assumed in asset acquisitions completed during the Current Period (see Note 3 – Acquisitions and Divestitures). The following table describes the changes to the Company’s ARO liability for the Current Period:

The Company reviews the adequacy of its ARO liabilities whenever indicators suggest the estimated cash flows underlying the liabilities have changed. The Company’s ARO liabilities are included in accrued expenses and other current liabilities and other long-term liabilities in the accompanying consolidated balance sheets.

*Lessor Income:*The Company is a lessor for a nominal number of owned facilities and also recognizes income related to multiple facility subleases that are accounted for as follows:

The Company also generates short-term equipment rental revenue. See “Note 4—Revenue” for a discussion of revenue recognition for the accommodations and rentals business.

Defined Contribution Plan: The Company sponsors the Select Water Solutions, Inc. 401(k) Plan for the benefit of substantially all employees of the Company. The Company incurred match expense of $1.5 million, $1.3 million, $5.1 million and $4.5 million in the Current Quarter, Prior Quarter, Current Period and Prior Period, respectively.

Severance: During 2025, the Company incurred $1.5 million of severance expensein connection with the termination of certain former management employees related to a reorganization which has been fully paid as of the Current Quarter.

Dividends: During the Current Period, the Company paid $24.6 million in dividends accounted for as a reduction to additional paid-in capital, $2.8 million of distributions accounted for as a reduction to noncontrolling interests and $0.5 million as a reduction to accrued expenses and other current liabilities associated with restricted stock awards that vested during the Current Period. As of September 30, 2026, the Company had $0.8 million in dividends payable included in accrued expenses and other current liabilities in connection with unvested restricted stock awards. All future dividend payments are subject to quarterly review and approval by the board of directors.

Segment reporting: The Company hasthree reportable segments. Reportable segments are defined as components of an enterprise for which separate financial information is evaluated regularly by the chief operating decision maker (“CODM”) in deciding how to allocate resources and assess performance. The Company’s reportable segments are Water Infrastructure, Water Services, and Chemical Technologies. See “Note 16—Segment Information” for additional information.

The Water Infrastructure segment consists of the Company’s fixed infrastructure assets, including operations associated with its gathering and distribution pipelines, water recycling facilities, saltwater disposal wells (“SWDs”), water storage facilities, and solids management facilities, primarily serving E&P companies.

The Water Services segment primarily consists of the Company’s water-related services businesses, including water sourcing, water transfer, fluids hauling, water monitoring, water containment and water network automation, primarily serving E&P companies. Additionally, this segment included Peak operations on a consolidated basis prior to its deconsolidation on September 23, 2026.

The Chemical Technologies segment provides technical solutions, products and expertise related to chemical applications in the oil and gas industry. This segment develops, manufactures, manages logistics and provides a full suite of chemicals used in hydraulic fracturing, stimulation, cementing and well completions for customers ranging from pressure pumpers to major integrated and independent oil and gas producers. This segment also utilizes its chemical experience and lab testing capabilities to customize tailored water treatment solutions designed for the recycling and treatment of produced water and to optimize the fracturing fluid system in conjunction with the quality of water used in well completions.

Equity Investments: For investments in subsidiaries that are not wholly-owned, but where the Company exercises control, the equity held by the minority owners and their portion of net income or loss are reflected as

noncontrolling interests. Investments in entities in which the Company exercises significant influence over operating and financial policies are accounted for using the equity-method, and investments in entities for which the Company does not have significant control or influence are accounted for using the cost-method or other appropriate basis as applicable. As of September 30, 2026, the Company hadfive equity-method investments. The Company’s investments are reviewed for impairment whenever events or circumstances indicate that the carrying value may not be recoverable. When circumstances indicate that the fair value of its investment is less than its carrying value and the reduction in value is other than temporary, the reduction in value is recognized in earnings.

On February 14, 2025, the Company entered into a new partnership arrangement through AV Farms, LP, a newly-formed Delaware limited partnership (“AV Farms”), pursuant to a limited partnership agreement (the “LPA”) by and among Select Water Reuse, LLC, a wholly-owned subsidiary of the Company (“SWR”), C&A Rollover Company, LLC, (“C&A”) and Geneses Water, L.P., (“Geneses”), as limited partners, and AV Farms Management, LLC as the general partner (“AV GP”), effective as of February 28, 2025. SWR contributed $72 million in capital contributions to AV Farms on February 28, 2025. Concurrently, each of SWR, C&A and Geneses owns approximately 39%,38% and 23%, respectively, of AV Farms and 25%,50% and 25%, respectively, of AV GP.

The Company accounts for its retained 45% interest in Peak under the equity method, as it retains influence through board representation, participation in policy-making processes, and information rights, notwithstanding Headwall's control over Peak's board and ordinary-course business operations. The Company recognized the retained investment at fair value on the deconsolidation date and subsequently adjusts its carrying amount for the Company's share of Peak's earnings or losses, distributions, and other basis adjustments. See Note 3—Acquisitions and Divestitures for further discussion of this transaction.

The Company’s investments in unconsolidated entities are summarized below:

Variable Interest Entities

AV Farms is a Variable Interest Entity (“VIE”). The limited partner interests held by C&A and Geneses are not considered equity at risk as the put option held by each protects their return. This leaves the Company as the only holder of equity at risk, and the holders of equity at risk do not have the power to direct the activities that most significantly affect AV Farms' economic performance. The Company is not the primary beneficiary as it holdstwo of thenine seats on the board of the general partner, which controls AV Farms, and ordinary-course decisions require five of nine votes. Accordingly, the Company accounts for its investment under the equity method. Under the LPA, the Company had committed to fund at least$83.9 million of additional capital contributions over thethree years ending February 2028, when called by the general partner in minimum increments of$10.0 million.$73.8 million of this commitment remained unfunded as of September 30, 2026. Additionally, beginning after the third anniversary of the LPA's effective date,

Select holds a call option, such that the other limited partners may be required to sell their interests in AV Farms and the general partner at a formula price, and the other limited partners hold a put option that, subject to certain conditions, could require the Company to purchase their interests in AV Farms and the general partner at a formula price, and Select Inc. guarantees that obligation. The Company's maximum exposure to loss is limited to the$70.0 million carrying amount of its investment in AV Farms, the unfunded portion of its capital commitment, and its potential obligation under the put option if exercised.

Peak is a VIE as the $35.3 million seller note financed most of Headwall's acquisition of its 55% interest and is therefore excluded from equity at risk, which leaves Headwall with $1.5 million of equity at risk. The Company is not the primary beneficiary as Headwall appoints three of thefive directors and directs Peak's significant ordinary-course activities. Accordingly, the Company accounts for its retained 45% interest under the equity method. The Company is not required to contribute additional capital to Peak. The seller note is a variable interest in Headwall, which is also a VIE, and the Company is not Headwall's primary beneficiary. The Company also retained responsibility for certain legacy Peak liabilities, and it continues to provide certain guarantees, letters of credit and a surety bond on Peak's behalf until they are replaced or released. The Company's maximum exposure to loss is limited to the $30.1 million carrying amount of its investment in Peak, the $35.3 million seller note receivable plus accrued interest, its credit support obligations, and certain legacy Peak liabilities.

Headwall is a VIE as the $35.3 million seller note financed most of its acquisition of its 55% interest in Peak, leaving Headwall with $1.5 million of equity at risk. The seller note represents the Company's variable interest in Headwall. The Company is not the primary beneficiary as it does not have the power to direct the activities that most significantly affect Headwall's economic performance and, accordingly, does not consolidate Headwall. The seller note is secured by a first-priority lien on Headwall's 55% interest in Peak and a cash collateral account with a minimum balance of $0.5 million. The Company's maximum exposure to loss related to Headwall is limited to the $35.3 million carrying amount of the seller note plus accrued interest.

Recent accounting pronouncements:

In November 2024, the Financial Accounting Standards Board issued Accounting Standards Update (“ASU”) 2024-03, "Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40)" ("ASU 2024-03"). The amendments in this update enhance disclosures about a public business entity’s expenses and provide more detailed information about the types of expenses included in certain expense captions in the consolidated financial statements. ASU 2024-03 is effective for the Company for the year ending December 31, 2027, and for interim periods thereafter, with early adoption permitted. The Company is currently evaluating the impacts of the adoption of ASU 2024-03.

NOTE 3—ACQUISITIONS AND DIVESTITURES

The following table presents key information connected with our 2026 and 2025 acquisitions (in thousands, except share amounts):

2026 Asset Acquisitions

During the Current Period, the Company paid $10.2 million to terminate operating leases forthree facilities and acquire the underlying real property effective June 30, 2026. See Note 6 – Property and Equipment for more information.

On May 29, 2026, the Company acquired a saltwater disposal facility and related assets located in Lea County, New Mexico for $4.0 million in cash. The acquired assets include an operational SWD, integrated disposal infrastructure, equipment, office building, and associated contracts, permits, and leases necessary to support disposal operations. The purchase price was allocated primarily to property and equipment of $4.9 million, with $0.9 million of asset retirement obligations and other liabilities. This acquisition expands the Company’s disposal capacity in northern Lea County and is expected to support increased customer activity and infrastructure development in the region.

On May 1, 2026, a subsidiary of the Company acquired the Black River Ranch (“BRR”) in Eddy County, New Mexico for a purchase price of $18.6 million. The BRR encompasses 4,463 total acres, including 3,753 acres of fee land and 710 acres of federal grazing lease land. Additionally, the BRR includes 1,800 acre feet of annual water rights. The acquired assets have generated revenue from the sale of water since the acquisition date. The acquisition was funded with a combination of cash on hand and a $13.0 million agricultural loan bearing interest at 6.35%, with a maturity date of May 1, 2031. (See “Note 8—Debt”). The allocation of the purchase price for these assets was $10.4 million in indefinite-lived water rights and $8.2 million in land. The acquisition is expected to support the Company’s Water Infrastructure segment through water sales and by simplifying ROWs related to ongoing infrastructure projects and provide the potential for future recycling, disposal and other related infrastructure development opportunities.

Additionally on May 1, 2026, a subsidiary of the Company acquired a saltwater disposal facility and related assets located in Reeves County, Texas for total cash consideration of $9.5 million. The acquired assets include a fully operational SWD with permitted capacity of approximately 30,000 barrels per day, approximately 33 acres of real property, freshwater wells and pits, and related permits and contracts necessary to operate the facility. The allocation of the purchase price for these assets was $10.2 million in fixed assets and $0.7 million in asset retirement obligations and other liabilities. The acquisition expands the Company’s disposal capacity in the Permian Basin and supports its broader water infrastructure operations in the region.

2025 Business Combination with Omni

On July 1, 2025, the Company acquired certain assets and operations of Omni Environmental Solutions (“Omni”) in the Bakken region. The acquired assets include:

The purchase consideration included (i) $17.7 million in cash consideration, including $7.5 million in base consideration and $10.2 million to compensate for retained net working capital, (ii) the issuance of 862,069 shares of the Company’s Class A common stock, (iii) rental and oil hauling operations in the Bakken, (iv) Northeast fluids hauling operations, (v) MidCon fluids hauling operations, and (vi)one MidCon SWD. As part of the transaction,280 fluids hauling employees were transferred to Omni. The property and equipment divested had a net book value of $5.7 million with $5.5 million attributable to our Water Services segment and $0.2 million attributable to our Water Infrastructure segment. The divested Fluids Hauling operations represented approximately 8% of the Water Services segment’s revenue during the first half of 2025.

This acquisition enhances the Company’s Water Infrastructure segment by expanding landfill and disposal capacity in the Bakken and introducing new service offerings. The transaction was accounted for as a business combination under the acquisition method in accordance with Accounting Standards Codification (“ASC”) 805. The Company engaged third-party valuation experts to assist in the purchase price allocation for the net assets received. These estimates, judgments, assumptions and valuation of the property and equipment acquired, current assets, current liabilities and long-term liabilities were finalized as of June 30, 2026. The Company also used a third-party analysis for the valuation of property and equipment divested, which resulted in a $14.9 million remeasurement gain in our Water Services segment. The assets acquired and liabilities assumed are included in the Company’s Water Infrastructure segment and the goodwill acquired is deductible for income tax purposes. The goodwill recognized represents the anticipated strategic benefits of expanding Select’s fluids and solids treatment and disposal capabilities in the Bakken region, as well as the expected operational synergies and economies of scale from integrating Select’s existing assets and operations with those acquired from Omni. The Company incurred less than $0.1 million of transaction-related costs related to this acquisition during both the Current Quarter and Current Period. The Company incurred $0.3 million and $1.2 million of transaction-related costs related to this acquisition during the Prior Quarter and Prior Period, respectively. Such costs are included in selling, general and administrative expenses within the consolidated statements of operations.

The following table summarizes the consideration transferred and the estimated fair value of identified assets acquired and liabilities assumed at the date of acquisition:

2025 Asset Acquisitions

During 2025, the Company acquired certain assets and associated liabilities in the Permian Basin from seven transactions for aggregate consideration of $24.4 million, as well asone asset acquisition in the Northeast region for total consideration of $1.0 million. These asset acquisitions added disposal capacity, pipeline capacity, surface rights, and over 400 acres of land and also improved connectivity with customers by enhancing infrastructure and connectivity across operational sites. The allocation of the purchase price for these assets was a combined $34.1 million in property and equipment and $8.7 million in AROs and other liabilities. The Company also acquired certain wastewater treatment facilities for the accommodations and rentals business line in the Permian and Eagle Ford regions for $1.7 million during the year ended December 31, 2025. Further, the Company paid $7.5 million to purchase its corporate headquarters building in Gainesville, Texas, which was previously subject to a lease agreement.

2026 Divestitures

On September 23, 2026, SES Holdings completed the sale of a 55% interest in Peak to Headwall. Peak includes the Company’s former accommodations and rentals platform, distributed power solutions, and well testing and flowback operations, which were previously included in the Water Services segment. The transaction was a related-party transaction, as Headwall is controlled by the individual who served as Peak’s Chief Executive Officer immediately before the transaction. Headwall ceased to be a related party of the Company upon the closing of the transaction.

Immediately prior to closing, Peak entered into a $40.0 million first-lien term loan and a $10.0 million asset-based revolving facility. The revolving facility was undrawn at closing. Peak distributed net proceeds of $37.5 million from the term-loan to SES Holdings while Peak remained consolidated and the Company does not guarantee the Peak debt. At closing, SES Holdings received $1.5 million of cash from Headwall and a secured seller note with a face amount of $35.3 million. The cash consideration is subject to customary post-closing adjustments for cash, indebtedness and working capital, which Headwall may elect to settle in cash or through a corresponding adjustment to the principal amount of the seller note. The seller note bears interest at 8.5%, matures five years after closing (or earlier upon certain change of control events), and is secured by a first priority lien on Headwall’s 55% interest in Peak and a cash collateral account with a minimum balance of $0.5 million. SES Holdings also retained a 45% ownership interest in Peak with a fair value of $30.1 million at closing. See Note 12—Related-Party Transactions.

The Company recognized a gain on deconsolidation of approximately $4.2 million, within “Gain on deconsolidation of subsidiary” in the consolidated statements of operations and is presented in the table below:

The major classes of assets and liabilities derecognized are presented in the table below:

The Company estimated the fair value of its retained equity-method investment by reference to the consideration negotiated as part of the overall transaction with Headwall, including the cash received, the seller note and the retained interest. The seller note was measured using a discounted cash flow technique. The estimated fair values of the retained investment and seller note were$30.1 million and$35.3 million, respectively, and were classified as Level 3 measurements within the fair value hierarchy. See Note 11 - Fair Value Measurements for additional information regarding the valuation techniques and inputs used.

The Company’s continuing involvement with Peak includes a transition services agreement (“TSA”). Under the TSA, the Company provides certain back office and human resources services through January 1, 2028, and certain tax, audit, information technology, accounting, security and other transition services through December 31, 2026, unless terminated earlier. Peak may terminate the agreement or individual services with 30 days’ notice. Transactions with Peak after deconsolidation are considered to be related-party transactions. Amounts billed to Peak from September 23, 2026 through September 30, 2026 were nominal.

NOTE 4—REVENUE

The Company follows ASC 606,Revenue from Contracts with Customers, for most revenue recognition, which provides a five-step model for determining revenue recognition for arrangements that are within the scope of the standard: (i) identify the contract(s) with a customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenue when (or as) the entity satisfies a performance obligation. The Company applies the five-step model only to contracts when it is probable that the Company will collect the consideration the Company is entitled to in exchange for the goods or services the Company transfers to the customer. The accommodations and rentals revenue continues to be guided by ASC 842 –Leases, which is discussed further below.

The following factors are applicable to the Company’s segments for the Current Quarter, Prior Quarter, Current Period and Prior Period:

In the Water Infrastructure and Water Services segments, performance obligations arise in connection with services provided to customers in accordance with contractual terms, in an amount the Company expects to collect. Services are generally sold based on customer orders or contracts with customers that include fixed or determinable prices. Revenues are generated by services rendered and measured based on the output generated, which is usually simultaneously received and consumed by customers at their job sites. As a multi-job site organization, contract terms, including the pricing for the Company’s services, are negotiated on a job site level on a per-job basis. Most jobs are completed in a short period of time, usually between one day and one month. Revenue is recognized as performance obligations are completed on a daily, hourly or per-unit basis with unconditional rights to consideration for services rendered reflected as accounts receivable trade, net of allowance for credit losses. In cases where a prepayment is received before the Company satisfies its performance obligations, a contract liability is recorded in accrued expenses and other current liabilities. Final billings generally occur once all of the proper approvals are obtained. Mobilization and demobilization are factored into the pricing for services. Billings and costs related to mobilization and demobilization are not material for customer agreements that start in one period and end in another. The Company recognizes revenue from certain sales when title passes to the customer, the customer assumes risks and rewards of ownership, collectability is reasonably assured and delivery occurs as directed by the customer.

Within the Water Infrastructure segment, we have contracts containing acreage dedications, areas of mutual interest (“AMIs”), wellbore dedications and minimum volume commitments (“MVCs”). Acreage dedications are longer-term contracts pursuant to which a customer dedicates certain activities or volumes to Select within a defined set of the customer’s leased acreage, typically committing to us all water demanded by future wells they complete or produced from current and future wells that they operate, and we commit to provide, gather, recycle or dispose such water volumes. AMI arrangements similarly are defined by a geographic right to current and future customer volumes, though AMIs may encompass a broader geographic area beyond a customer’s existing leasehold acreage. Wellbore dedications are similar to acreage dedications; however, they limit the contractual obligations to a defined set of existing or future wells. Under our MVC agreements, our customers guarantee to deliver certain minimum volumes of produced water to our pipeline networks at an agreed-upon fee or pay a deficiency fee for the minimum volume that is not met for a specified period. In most cases, these contracts are covenant to the land and assets they encompass.

The following table presents supplementary information regarding accounts receivable arising from rental agreements, accounts receivable related to contracts with customers and contract liabilities associated with contracts with customers. The Company did not have any contract assets during the periods presented. Contract liabilities of $2.0 million, $0.7 million, $2.8 million and $0.9 million at the beginning of the period were recognized as revenue during the Current Quarter, Prior Quarter, Current Period and Prior Period, respectively.

Accommodations and rentals revenue is included in the Water Services segment and the Company accounts for its accommodations and rentals agreements as an operating lease. The Company recognizes revenue from renting equipment on a straight-line basis. Accommodations and rental contract periods are generally daily, weekly or monthly. During the Current Quarter, Prior Quarter, Current Period and Prior Period, approximately $37.2 million, $21.6 million, $85.6 million and $62.4 million, respectively, of accommodations and rentals revenue was accounted for under ASC 842 lease guidance. Following the September 23, 2026 deconsolidation of Peak, which held the Company’s accommodations and rentals operations, the Company hadno in-service or deployed machinery and equipment supporting rental income activities as of September 30, 2026, compared to $31.2 million as of December 31, 2025.

In the Chemical Technologies segment, the typical performance obligation is to provide a specific quantity of chemicals to customers in accordance with the customer agreement in an amount the Company expects to collect. Products and services are generally sold based upon customer orders or contracts with customers that include fixed or determinable prices. Revenue is recognized as the customer takes title to chemical products in accordance with the agreement. Products may be provided to customers in packaging or delivered to the customers’ containers through a hose. In some cases, the customer takes title to the chemicals upon consumption from storage containers on their property, where the chemicals are considered inventory until customer usage. In cases where the Company delivers products and recognizes revenue before collecting payment, the Company has an unconditional right to payment reflected in accounts receivable trade, net of allowance for credit losses. Customer returns are rare and immaterial and there were no material in-process customer agreements for this segment as of September 30, 2026, lasting greater than one year.

The following table sets forth certain financial information with respect to the Company’s disaggregation of revenues by geographic location:

In the Water Infrastructure segment, the most recent topthree revenue-producing regions are the Permian Basin, Haynesville and Bakken, which collectively comprised 90%,88%,89% and 86% of segment revenue for the Current Quarter, Prior Quarter, Current Period and Prior Period, respectively. In the Water Services segment, the most recent topthree revenue-producing regions are the Permian Basin, Eagle Ford and Marcellus/Utica, which collectively comprised 79%,74%,76% and 72% of segment revenue for the Current Quarter, Prior Quarter, Current Period and Prior Period, respectively. In the Chemical Technologies segment, the most recent topthree revenue-producing regions are the Permian Basin, MidCon and Rockies, which collectively comprised 90%,92%,89% and 88% of segment revenue for the Current Quarter, Prior Quarter, Current Period and Prior Period, respectively.

Non-cash consideration

As part of a long-term agreement to receive and transport water that was executed in the Current Period, the Company received non-cash consideration in the form of saltwater disposal assets. The assets were measured at fair value at contract inception and included in the transaction price in accordance with ASC 606. Upon receipt, the Company recorded $14.0 million in property and equipment and a corresponding contract liability of $12.3 million,

representing its obligation to provide future services. The Company also recorded $1.7 million of liabilities for required initial repairs. The contract liability will be recognized as revenue over the term of the agreement using a units-of-production method based on actual volumes transported, which reflects the pattern in which the customer receives and consumes the benefits of the services. During the Current Quarter, the Company began recognizing revenue under this arrangement as produced water volumes were disposed of at certain of the conveyed saltwater disposal assets, resulting in less than $0.1 million of revenue recognized.

NOTE 5—INVENTORIES

Inventories, which are comprised of chemicals and raw materials available for resale, are valued at the lower of cost or net realizable value, with cost determined under the weighted-average method. The significant components of inventory are as follows:

During the Current Quarter, Prior Quarter, Current Period and Prior Period, the Company recorded net charges to the reserve for excess and obsolete inventory of $0.1 million, less than $0.1 million, $0.2 million and less than $0.1 million, respectively. Net charges to the reserve for excess and obsolete inventory were recognized within cost of revenue on the accompanying consolidated statements of operations. The Company’s inventory reserve was $5.1 million and $4.9 million as of September 30, 2026 and December 31, 2025, respectively. The reserve for excess and obsolete inventories is determined based on the Company’s historical usage of inventory on hand, as well as future expectations and the amount necessary to reduce the cost of the inventory to its estimated net realizable value.

NOTE 6—PROPERTY AND EQUIPMENT

Property and equipment are stated at cost less accumulated depreciation. Depreciation (and amortization of finance lease assets) is calculated on a straight-line basis over the estimated useful life of each asset. Property and equipment consists of the following as of September 30, 2026 and December 31, 2025:

During the Current Quarter, the deconsolidation of Peak resulted in the removal of $69.1 million of property and equipment, net from the Company’s consolidated balance sheet, primarily consisting of machinery and equipment with a gross carrying amount of $186.1 million and accumulated depreciation of $129.2 million (See “Note 3—Acquisitions and Divestitures”).

During the Current Period, the Company paid $10.2 million to terminate operating leases forthree facilities and acquire the underlying real property. One facility is located in East Texas, and the othertwo are located in South Texas. Upon completion of the transactions, the Company derecognized the related operating lease right-of-use assets and lease liabilities and recorded the acquired land and buildings within property and equipment. Amounts allocated to buildings will be depreciated over their estimated useful lives in accordance with the Company’s accounting policies.

During the Prior Quarter, the Company recognized $2.3 million in impairments and abandonments related to the abandonment of a SWD well in the Water Infrastructure segment.

During the Current Period, the Company recognized $5.9 million in impairments and abandonments primarily related to the abandonment of a SWD well in the Haynesville region of the Water Infrastructure segment. During the Prior Period, the Company recognized $4.9 million in impairments and abandonments, consisting of $3.1 million in the Water Infrastructure segment primarily associated with SWD abandonments and the termination of a disposal lease, $1.2 million in Other related to abandonment of back-office software development costs previously classified as Other long-term assets, and $0.6 million in the Water Services segment related to the relocation of operations from a leased facility.

Total depreciation, amortization and accretion expense related to property and equipment and finance leases presented in the table above, as well as amortization of intangible assets presented in Note 7—Goodwill and Other Intangible Assets is as follows:

NOTE 7—GOODWILL AND OTHER INTANGIBLE ASSETS

The Company recordedno adjustments to goodwill during the Current Period and $30.3 million of goodwill during 2025 (See “Note 3—Acquisitions and Divestitures”). Goodwill is evaluated for impairment annually, or more frequently if indicators of impairment exist.

The carrying amounts of goodwill by reportable segment for the Current Period are as follows:

During the Current Quarter, the Company removed customer relationships of $3.0 million and the associated accumulated amortization of $1.8 million in connection with the Peak deconsolidation. During the Current Period, the Company added $10.4 million of indefinite-lived water rights in connection with the BRR asset acquisition (See “Note 3—Acquisitions and Divestitures”). The components of other intangible assets, net as of September 30, 2026 and December 31, 2025 are as follows:

The weighted-average periods for customer relationships, patents and other intellectual property, and water rights were 12.9 years,9.9 years and 4.6 years, respectively, and the weighted-average remaining amortization periods for customer relationships, patents and other intellectual property, and water rights were 7.1 years,4.8 years and 2.8 years, respectively, as of September 30, 2026. See “Note 6—Property and Equipment” for the amortization expense during the Current Quarter, Prior Quarter, Current Period and Prior Period. The indefinite-lived water rights are generally subject to renewal every five toten years at immaterial renewal costs. Annual amortization of intangible assets for the next five years and beyond is as follows:

NOTE 8—DEBT

Sustainability-linked credit facility and revolving line of credit

On January 24, 2025 (the “Closing Date”), SES Holdings and Select LLC entered into a $550.0 million sustainability-linked senior secured credit facility (the “Sustainability-Linked Credit Facility”), by and among SES Holdings, as parent, Select LLC, as borrower and certain of SES Holdings’ subsidiaries, as guarantors, each of the lenders party thereto and Bank of America, N.A., as administrative agent, issuing lender and swingline lender (the “Administrative Agent”), which initially provides for $300.0 million in revolving commitments (the “Revolving Credit Facility”) and $250.0 million in term commitments (the “Term Loan Facility”), in each case, subject to a borrowing base. The Sustainability-Linked Credit Facility also has a sublimit of $50.0 million for letters of credit and a sublimit of $30.0 million for swingline loans. Subject to obtaining commitments from existing or new lenders, Select LLC has the option to increase the maximum amount under the Sustainability-Linked Credit Facility by (i) $150.0 million for additional revolving commitments and (ii) $50.0 million for additional term commitments, in each case, during the first

four years following the Closing Date. Capitalized terms used but not defined herein have the meaning ascribed to them in the Sustainability-Linked Credit Facility.

The Borrowing Base for the Revolving Credit Facility is calculated as the sum of (i)90% of the Eligible Investment Grade Billed Receivables, plus (ii)85% of the Eligible Billed Receivables (other than Eligible Investment Grade Billed Receivables), plus (iii) the lesser of (a)75% of the amount of Eligible Unbilled Receivables and (b) an amount equal to 40% of the Borrowing Base, plus (iv) the least of (x) the product of 70% multiplied by the value of Eligible Inventory at such time, (y) the product of 85% multiplied by the Net Recovery Percentage identified in the most recent Acceptable Appraisal of Inventory, multiplied by the value of Eligible Inventory at such time and (z) an amount equal to 30% of the Borrowing Base, minus (v) the aggregate amount of Reserves, if any, established by the Administrative Agent from time to time. As of September 30, 2026, the Borrowing Base for the Revolving Credit Facility under the Sustainability-Linked Credit Facility was $256.2 million. The Borrowing Base is calculated on a monthly basis pursuant to a borrowing base certificate delivered by Select LLC to the Administrative Agent.

The Term Advance Borrowing Base for the Term Loan Facility is calculated as the lesser of (i) the product of 100% multiplied by the net book value of all Machinery and Equipment and (ii) the product of 65% multiplied by the net orderly liquidation value – in place of the Term Advance Collateral. As of the Closing Date, the Term Advance Borrowing Base under the Term Loan Facility was $426.3 million. The Term Advance Borrowing Base is thereafter only subject to reporting and redetermination during the period commencing after the date that excess availability is less than the greater of (a)25% of the lesser of (1) the aggregate revolving commitments and (2) the then-effective borrowing base (such lesser amount, the “Borrowing Limit”) and (b) $30.0 million forthree or more consecutive business days and ending on the first date that excess availability has equaled or exceeded the greater of (1)25% of the Borrowing Limit and (2) $30.0 million for 30 consecutive days.

Borrowings under the Sustainability-Linked Credit Facility bear interest, at Select LLC’s election, at either Term secured overnight financing rate (“SOFR”) (subject to azero percent floor) or the Base Rate (“Base Rate” being equal to the greater of (a) the Prime Rate for such day; (b) the Federal Funds Rate for such day, plus 0.50%; or (c) Term SOFR for a one month Interest Period as of such day, plus 1.0%), in each case plus an applicable margin. The applicable margin for Term SOFR loans under the Term Loan Facility ranges from 3.00% to 3.50% and the applicable margin for Base Rate loans under the Term Loan Facility ranges from 2.00% to 2.50%, in each case, depending on Select LLC’s average excess availability under the Sustainability-Linked Credit Facility. Additionally, the applicable margin for Term SOFR loans under the Revolving Credit Facility ranges from 1.50% to 2.00% and the applicable margin for Base Rate loans under the Revolving Credit Facility ranges from 0.50% to 1.00%, in each case, depending on Select LLC’s average excess availability under the Sustainability-Linked Credit Facility. Interest is payable monthly in arrears for Base Rate loans and, for Term SOFR loans, at the end of each applicable Interest Period, which may be one month or three months at Select LLC’s election. A commitment fee accrues on the unused commitments under the Revolving Credit Facility at either 0.25% per annum or 0.375% per annum depending on Select LLC’s average utilization of the Revolving Credit Facility in the preceding calendar month and is payable monthly in arrears. The Sustainability-Linked Credit Facility is scheduled to mature on the fifth anniversary of the Closing Date or the earlier termination in full of the Commitments.

Under the Sustainability-Linked Credit Facility, the interest rate margin and the facility fee rates are also subject to annual adjustments based on Select LLC’s performance of specified sustainability target thresholds with respect to (i) total recordable incident rate, as the Employee Health and Safety Metric, and (ii) barrels of recycled produced water recycled at facilities of the Credit Parties, as the Water Stewardship Metric, in each case, subject to limited assurance verification by a qualified independent external reviewer. The adjustment for the interest rate margin is a range of plus and minus 5.00 basis points and the adjustment for the commitment fee rate is a range of plus and minus 1.00 basis point, subject to the mechanics under the Sustainability-Linked Credit Facility. As of the Closing Date, the margin adjustment in effect is a reduction of 5.00 basis points and the commitment fee adjustment in effect is a reduction of 1.00 basis point.

The obligations under the Sustainability-Linked Credit Facility are guaranteed by SES Holdings and certain subsidiaries of SES Holdings and Select LLC and secured by a security interest in substantially all of the personal property assets of SES Holdings, Select LLC and their domestic subsidiaries that are guarantors.

The Sustainability-Linked Credit Facility contains certain customary representations and warranties, affirmative and negative covenants and events of default. If an event of default occurs and is continuing, the lenders may declare all amounts outstanding under the Sustainability-Linked Credit Facility to be immediately due and payable.

In addition, the Sustainability-Linked Credit Facility restricts SES Holdings’ and Select LLC’s ability to make distributions on, or redeem or repurchase, its equity interests, except for certain distributions, including distributions of cash so long as, both at the time of the distribution and after giving effect to the distribution, no default or event of default exists under the Sustainability-Linked Credit Facility or would result from the making of such distribution and (a) the fixed charge coverage ratio of SES Holdings is equal to or greater than 1.0 to 1.0 on a pro forma basis, (b) the leverage ratio of SES Holdings is not greater than 3.5 to 1.0 on a pro forma basis, (c) excess availability at all times during the preceding 30 consecutive days, on a pro forma basis and after giving effect to such distribution, is not less than the greater of (1)20% of the Borrowing Limit and (2) $27.0 million. Additionally, the Sustainability-Linked Credit Facility generally permits Select LLC to make distributions required under its existing tax receivable agreements (“TRAs”), subject to certain limitations.

The Sustainability-Linked Credit Facility requires SES Holdings to maintain a fixed charge coverage ratio of not less than 1.00 to 1.00, tested only as of the first day of any covenant testing period and as of the last day of each fiscal quarter ending thereafter during such covenant testing period. A covenant testing period is triggered if availability is less than the greater of (i)10% of the borrowing limit and (ii) $15.0 million and continues until availability has equaled or exceeded such amount for 30 consecutive calendar days.

Certain lenders party to the Sustainability-Linked Credit Facility and their respective affiliates have from time to time performed, and may in the future perform, various financial advisory, commercial banking and investment banking services for the Company and its affiliates in the ordinary course of business for which they have received and would receive customary compensation. In addition, in the ordinary course of their various business activities, such parties and their respective affiliates may make or hold a broad array of investments and actively trade debt and equity securities (or related derivative securities) and financial instruments (including bank loans) for their own account and for the accounts of their customers, and such investments and securities activities may involve the Company’s securities and/or instruments.

In connection with the entry into the Sustainability-Linked Credit Facility, the obligations of SES Holdings, Select LLC and their applicable subsidiaries under the prior credit facility were repaid in full and the prior credit facility was terminated on the Closing Date.

The Company had $234.4 million and $320.0 million in borrowings outstanding under the Sustainability-Linked Credit Facility as of September 30, 2026 and December 31, 2025, respectively. As of September 30, 2026 and December 31, 2025, the borrowing base for the Revolving Credit Facility under the Sustainability-Linked Credit Facility was $256.2 million and $235.1 million, respectively. The borrowing capacity under the Sustainability-Linked Credit Facility was reduced by outstanding letters of credit of $18.7 million and $19.6 million as of September 30, 2026 and December 31, 2025, respectively. The Company’s letters of credit have a variable interest rate between 1.75% and 2.25% based on the Company’s average excess availability as outlined above. The unused portion of the available borrowings under the Sustainability-Linked Credit Facility was $237.5 million as of September 30, 2026.

In connection with the entry into the Sustainability-Linked Credit Facility, the Company incurred $7.9 million of debt issuance costs during 2025. Additionally, the Company expensed $0.7 million of previously unamortized deferred debt issuance costs related to the prior credit facility and transferred $0.4 million of unamortized costs to the new Sustainability-Linked Credit Facility for lenders that remained in the syndicate.

On August 20, 2026, the Sustainability-Linked Credit Facility was amended to allow the Company to guarantee, on an unsecured basis, purchase money debt of SES Holdings and its subsidiaries.

The Company was in compliance with all debt covenants as of September 30, 2026.

Prior to closing of the Notes Offering and in connection with the Reorganization, Select Holdings was substituted for SES Holdings as “Parent” under the Sustainability-Linked Credit Facility, upon which SES Holdings was released as a guarantor thereunder and its assets were released from the liens securing the Sustainability-Linked Credit Facility. On October 21, 2026, in connection with the closing of the Notes Offering, the Term Loan Facility under the Sustainability-Linked Credit Facility was repaid in full and terminated. Concurrent with the closing of the Pilot Water Acquisition, and the “Effective Date” under the New Credit Agreement, the Revolving Credit Facility under the Sustainability-Linked Credit Facility was repaid in full and the Sustainability-Linked Credit Facility was terminated. See Note 17—Subsequent Events.

Pilot Water Acquisition Financing

In connection with the Pilot Water Acquisition, SES Holdings obtained financing commitments pursuant to debt commitment letters, pursuant to which certain financing sources committed, subject to satisfaction of certain customary terms and conditions, to provide debt financing sufficient to consummate the Pilot Water Acquisition. Concurrent with the closing of the Pilot Water Acquisition on November 2, 2026, such financing commitments terminated and the New Credit Agreement became effective. See Note 17—Subsequent Events.

Agricultural loan

On May 1, 2026, a subsidiary of the Company acquired the BRR in Eddy County, New Mexico (See “Note 3—Acquisitions and Divestitures”). This acquisition was funded with a combination of cash on hand and a $13.0 million agricultural loan bearing interest at 6.35%, with a maturity date of May 1, 2031. In connection with the agricultural loan, the Company incurred $0.1 million of debt issuance costs during the Current Period.

The principal maturities of debt outstanding as of September 30, 2026 were as follows:

Unamortized debt issuance costs as of September 30, 2026 and December 31, 2025, were $5.6 million and $6.7 million, respectively. The debt issuance costs related to the revolving line of credit are presented as a deferred charge within other assets on the consolidated balance sheets. The debt issuance costs related to the term loan and agricultural loan are presented as a deferred credit, reducing the loan’s carrying value on the consolidated balance sheets. Debt issuance costs are amortized to interest expense over the life of the debt to which they pertain. Total amortization expense related to debt issuance costs was $0.4 million, $0.4 million, $1.2 million and $1.1 million for the Current Quarter, Prior Quarter, Current Period and Prior Period, respectively.

NOTE 9—COMMITMENTS AND CONTINGENCIES

Litigation

The Company is subject to a number of lawsuits and claims arising out of the normal conduct of its business. The ability to predict the ultimate outcome of such matters involves judgments, estimates and inherent uncertainties. Based on a consideration of all relevant facts and circumstances, including applicable insurance coverage, it is not expected that the ultimate outcome of any currently pending lawsuits or claims against the Company will have a material adverse effect on its consolidated financial position, results of operations or cash flows; however, there can be no assurance as to the ultimate outcome of these matters.

Retentions

We are self-insured up to certain retention limits with respect to workers’ compensation, general liability and vehicle liability matters, and health insurance. We maintain accruals for self-insurance retentions that we estimate using third-party data and claims history.

NOTE 10—EQUITY-BASED COMPENSATION

As of September 30, 2026, there were 5,978,660 shares available for issuance as future equity awards under the Select Water Solutions, Inc. 2024 Equity Incentive Plan (the “2024 Plan”).

Stock Option Awards

The Company has outstanding stock option awards as of September 30, 2026 but there have beenno option grants since 2018. The stock options were granted with an exercise price equal to or greater than the fair market value of a share of Class A common stock as of the date of grant. The expected life of the options at the time of the grant was based on the vesting period and term of the options awarded, which wasten years.

A summary of the Company’s stock option activity and related information as of and for the Current Period is as follows:

(a) Aggregate intrinsic value for stock options is based on the difference between the exercise price of the stock options and the quoted closing Class A common stock price of $19.79 and $10.52 as of September 30, 2026 and December 31, 2025, respectively.

All equity-based compensation expense related to stock options has been previously recognized.

Restricted Stock Awards

The value of the restricted stock awards granted was established by the market price of the Class A common stock on the date of grant and is recorded as compensation expense ratably over the vesting term, which is generally over three years from the applicable date of grant. The Company recognized compensation expense of $3.8 million, $3.1 million, $10.7 million and $9.4 million related to the restricted stock awards for the Current Quarter, Prior Quarter, Current Period and Prior Period, respectively. As of September 30, 2026, there was $21.2 million of unrecognized compensation expense with a weighted-average remaining life of 1.9 years related to unvested restricted stock awards.

During the Current Quarter, the Company’s board of directors approved (with the Company’s CEO recusing himself from the board’s approval) an award of 250,000 shares of time-based restricted stock to the Company’s CEO. The restricted stock will vestone-half on July 16, 2028, andone-half on October 1, 2028.

A summary of the Company’s restricted stock awards activity and related information for the Current Period is as follows:

Performance Share Units (“PSUs”)

During the Current Quarter, the Company's board of directors approved (with the Company’s CEO recusing himself from the board’s approval) an award of 1,125,000 PSUs to the Company’s CEO. The PSUs are subject to stock price targets for the Company’s Class A common stock over nine consecutive calendar quarters (beginning on October 1, 2026, and ending on December 31, 2028) and an additional service period requirement through January 1, 2029. The grant-date fair value of approximately$14.7 million was determined using a Monte Carlo simulation with a stock price of$19.84, expected volatility of 45.0%, risk-free rate of 4.21% and dividend yield of 1.4%.

During 2026, the Company approved grants of PSUs that are subject to both performance-based and service-based vesting provisions related to relative and absolute total shareholder return (“TSR”), with relative TSR measured against a defined peer group specified in the grant agreement, over the performance period from January 1, 2026 to December 31, 2028. The target number of shares of Class A common stock subject to each PSU granted in 2026 is 1.0; however, based on the achievement of performance criteria, the number of shares of Class A common stock that may be received in the settlement of each PSU can range from 0.0 to 2.0 times the target number. The PSUs become earned at the end of the performance period after the attainment of the performance level has been certified by the compensation committee, which will be no later than June 30, 2029.

The PSUs granted in 2026 that become earned in connection with TSR will be determined (as defined in the applicable PSU agreement) in accordance with the following table:

*The percentage of target PSUs that become earned PSUs for performance that is between the values set forth in the table above, excluding between the third and fourth rows of the table, shall be linearly interpolated between the values in the table.

During 2026, the Company also approved grants of divisional PSUs, with vesting contingent upon achievement of specified performance metrics for designated business units over atwo-year performance period beginning January 1, 2026. Awards are based on revenue growth and gross margin targets, with payouts determined based on performance relative to established thresholds. Performance is measured over a qualifyingsix-month period within the performance window. Upon certification by the Compensation Committee, earned PSUs convert into restricted stock awards subject to a subsequenttwo-year cliff vesting period, which may commence earlier upon achievement of target performance.

The fair value on the date the PSUs were granted during 2026, 2025 and 2024 was$28.7 million, $5.4 million and $5.2 million, respectively. Compensation expense related to the PSUs is determined by multiplying the number of shares of Class A common stock underlying such awards that, based on the Company’s estimate, are probable to vest by the measurement date (i.e., the last day of each reporting period date) fair value and recognized using the accelerated attribution method. The Company recognized compensation expense of $4.8 million, $4.3 million, $12.0 million and $4.6 million related to the PSUs for the Current Quarter, Prior Quarter, Current Period and Prior Period, respectively.

As of September 30, 2026, the unrecognized compensation cost related to our unvested PSUs is estimated to be$26.8 million and is expected to be recognized over a weighted-average period of 2.2 years. However, this compensation cost will be adjusted as appropriate throughout the applicable performance periods.

A summary of the Company’s PSUs and related information for the Current Period is as follows:

Share Repurchases

During the Current Quarter, the Company repurchased 5,998 shares of Class A common stock in connection with the cashless exercise of options and the satisfaction of employee minimum tax withholding requirements for shares vested under both the 2024 Plan and the Select Energy Services, Inc. 2016 Equity Incentive Plan. All repurchased shares were retired. During the Current Quarter, the repurchases were accounted for as a decrease in equity of $0.1 million. In the Prior Quarter, the Company repurchased 38,992 shares of Class A common stock in connection with the satisfaction of employee minimum tax withholding requirements. The Company did not make any open market repurchases in either the Current Quarter or Prior Quarter.

During the Current Period, the Company repurchased 674,670 shares of Class A common stock in connection with the cashless exercise of options and the satisfaction of employee minimum tax withholding requirements for shares vested under both the 2024 Plan and the Select Energy Services, Inc. 2016 Equity Incentive Plan. All repurchased shares were retired. During the Current Period, the repurchases were accounted for as a decrease in equity of $9.5 million. In the Prior Period, the Company repurchased 615,422 shares of Class A common stock in connection with the cashless exercise of options and the satisfaction of employee minimum tax withholding requirements. The Company did not make any open market repurchases in either the Current Period or Prior Period.

The 1% U.S. federal excise tax on certain repurchases of stock by publicly traded U.S. corporations enacted as part of the Inflation Reduction Act of 2022 applies to our open-market share repurchase program.

NOTE 11—FAIR VALUE MEASUREMENT

The Company utilizes fair value measurements to measure assets and liabilities in a business combination or assess impairment and abandonment of property and equipment, intangible assets and goodwill or to measure the value of securities marked to market. Fair value is defined as the amount at which an asset (or liability) could be bought (or incurred) or sold (or settled) in an orderly transaction between market participants at the measurement date. Further, ASC 820,Fair Value Measurements, establishes a framework for measuring fair value, establishes a fair value hierarchy based on the quality of inputs used to measure fair value, and includes certain disclosure requirements. Fair value estimates are based on either (i) actual market data or (ii) assumptions that other market participants would use in pricing an asset or liability, including estimates of risk.

ASC 820 establishes a three-level valuation hierarchy for the disclosure of fair value measurements. The valuation hierarchy categorizes assets and liabilities measured at fair value into one of three different levels depending on the observability of the inputs employed in the measurement. The three levels are defined as follows:

Level 1—Unadjusted quoted prices for identical assets or liabilities in active markets.

Level 2—Quoted prices for similar assets or liabilities in non-active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument.

Level 3—Inputs that are unobservable and significant to the fair value measurement (including the Company’s own assumptions in determining fair value).

A financial instrument’s categorization within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the asset or liability. There wereno transfers into, or out of, the three levels of the fair value hierarchy for the nine months ended September 30, 2026 or the year ended December 31, 2025.

As discussed in Note 4—Revenue, the Company received saltwater disposal assets as noncash consideration under a long-term customer agreement and recorded the assets at fair value using Level 3 inputs, with a corresponding contract liability and related day-one repair liabilities. The fair value of the 14 SWD assets received as noncash consideration was estimated to be$14.0 million using a blended cost and income approach. Significant unobservable inputs included an estimated replacement cost of$4.0 million per well, a 50% physical depreciation adjustment and a$1.0 million per-well reduction reflecting the economic effect of the long-term contract’s per-barrel transportation rate, resulting in an estimated fair value of$1.0 million per well. The valuation also considered the age and condition of the wells and the Company’s ability to use available capacity to generate revenue from third-party customers.

The fair value of the Company’s retained 45% equity interest in Peak was estimated to be$30.1 million using the negotiated transaction value. Although the transaction involved a related party, the transaction terms were negotiated over several months by informed parties represented by separate legal and financial advisors, and neither party was required to transact. Accordingly, management concluded that the negotiated value was representative of market-participant assumptions. No separate discounts for lack of control or marketability were applied, as those factors were considered in the negotiated transaction value.

The fair value of the$35.3 million seller note receivable was estimated using a discounted cash flow approach based on its contractual cash flows and an 8.5% discount rate, which was equal to the note’s stated interest rate. In evaluating the discount rate, management considered the note’sfive-year maturity, quarterly cash-interest requirement,

collateral and mandatory prepayment provisions, as well as the credit and liquidity risks associated with the note. Accordingly, the note’s principal amount approximated its fair value at initial recognition.

Following initial recognition, the retained investment is not subsequently remeasured at fair value and is instead accounted for under the equity method in accordance with ASC 323. Additionally, the seller note receivable is not subsequently remeasured at fair value, and the note is evaluated for expected credit losses under ASC 326. See Note 3—Acquisitions and Divestitures and Note 2—Significant Accounting Policies for further discussion of this transaction.

Other fair value considerations

The agricultural loan bears interest at a fixed rate of 6.35%. As the loan was recently originated and there were no significant changes inmarket interest rates, the Company’s credit profile or other factors affecting the borrowing rate, the Company estimated that the carrying value of the agricultural loan approximated its fair value as of September 30, 2026. Observable market information for debt with sufficiently comparable terms and credit characteristics was not available; accordingly, the estimated fair value was classified as Level 3 within the fair value hierarchy. The seller note receivable bears a fixed rate of 8.5% and was recorded at fair value on September 23, 2026; its carrying value approximated fair value as of September 30, 2026, also classified as Level 3 within the fair value hierarchy.

The carrying values of the Company’s current financial instruments, which include cash and cash equivalents, accounts receivable trade and accounts payable, approximate their fair value as of September 30, 2026 and December 31, 2025 due to the short-term nature of these instruments. The carrying value of debt as of September 30, 2026 approximates fair value due to variable market rates of interest. The estimated fair values of the Company’s financial instruments are not necessarily indicative of the amounts that would be realized in a current market exchange.

NOTE 12—RELATED-PARTY TRANSACTIONS

The Company considers its related parties to be those stockholders who are beneficial owners of more than 5.0% of its common stock, executive officers, members of its board of directors or immediate family members of any of the foregoing persons, transactions with a company that is significantly influenced by another related party, and cost-method and equity-method investees. The Company has entered into a number of transactions with related parties. In accordance with the Company’s related persons transactions policy, the audit committee of the Company’s board of directors regularly reviews these transactions.

During the Current Quarter, sales to related parties were $0.1 million and purchases from related-party vendors were $7.1 million. These purchases consisted of $4.8 million relating to the rental of certain equipment or other services used in operations, $1.2 million relating to management, consulting and other services, $0.6 million relating to property and equipment and $0.5 million relating to inventory and consumables.

During the Prior Quarter, sales to related parties were $0.2 million and purchases from related-party vendors were $8.2 million. These purchases consisted of $3.9 million relating to the rental of certain equipment or other services used in operations, $1.8 million relating to property and equipment, $1.5 million relating to inventory and consumables and $1.0 million relating to management, consulting and other services.

During the Current Period, sales to related parties were $0.3 million and purchases from related-party vendors were $19.7 million. These purchases consisted of $14.3 million relating to the rental of certain equipment or other services used in operations, $2.7 million relating to management, consulting and other services, $1.5 million relating to inventory and consumables and $1.2 million relating to property and equipment.

During the Prior Period, sales to related parties were $0.4 million and purchases from related-party vendors were $23.6 million. These purchases consisted of $14.5 million relating to the rental of certain equipment or other services used in operations, $3.4 million relating to management, consulting and other services, $3.4 million relating to inventory and consumables and $2.3 million relating to property and equipment.

Effective as of September 23, 2026, Peak became a related party of the Company through the Company’s 45% equity-method investment. Following deconsolidation, the Company provides certain transition services to Peak under a services and support agreement. Transactions with Peak are included in the related party amounts presented above. The seller note is an obligation of Headwall rather than Peak and is presented separately from the Company’s equity-method investment. The divestiture was a related-party transaction as Headwall was a related party of the Company at the time of the transaction; however, Headwall ceased to be a related party after closing.

Tax Receivable Agreements

In connection with the Select 144A Offering, the Company entered into two TRAs with certain then-affiliates of the then-holders of SES Holdings LLC Units. As of September 30, 2026, certain of the TRA Holders were employed by the Company, on the Company’s board of directors and/or owned shares of the Company’s Class A and/or Class B common stock.

The first of the TRAs, which Select Inc. entered into with Legacy Owner Holdco and Crestview Partners II GP, L.P. (“Crestview GP”) generally provides for the payment by Select Inc. to such TRA Holders of 85% of the net cash savings, if any, in U.S. federal, state and local income and franchise tax that Select Inc. actually realizes (computed using simplifying assumptions to address the impact of state and local taxes) or is deemed to realize in certain circumstances in periods after the Select 144A Offering as a result of, as applicable to each such TRA Holder, (i) certain increases in tax basis that occur as a result of Select Inc.’s acquisition (or deemed acquisition for U.S. federal income tax purposes) of all or a portion of such TRA Holder’s SES Holdings LLC Units in connection with the Select 144A Offering or pursuant to the exercise of the Exchange Right or Select Inc.’s Call Right and (ii) imputed interest deemed to be paid by Select Inc. as a result of, and additional tax basis arising from, any payments Select Inc. makes under such Tax Receivable Agreement.

The second of the TRAs, which Select Inc. entered into with an affiliate of Legacy Owner Holdco and Crestview GP, generally provides for the payment by Select Inc. to such TRA Holders of 85% of the net cash savings, if any, in U.S. federal, state and local income and franchise tax that Select Inc. actually realizes (computed using simplifying assumptions to address the impact of state and local taxes) or is deemed to realize in certain circumstances in periods after the Select 144A Offering as a result of, as applicable to each such TRA Holder, (i) any net operating losses (“NOLs”) available to Select Inc. as a result of certain reorganization transactions entered into in connection with the Select 144A Offering and (ii) imputed interest deemed to be paid by Select Inc. as a result of any payments Select Inc. makes under such Tax Receivable Agreement.

On June 23, 2023, the TRAs were amended to replace references to one year LIBOR with references to the 12-month term SOFR published by CME Group Benchmark Administration Limited plus 171.513 basis points, which is the benchmark replacement rate and additional margin that, under the Adjustable Interest Rate (LIBOR) Act of 2021, would have otherwise been inserted in place of references to LIBOR in the TRAs following June 30, 2023.

Select Inc. has recognized a liability associated with the TRAs as of September 30, 2026 and December 31, 2025 of $60.6 million and $43.4 million, respectively, because the likelihood of a payment to be made under the TRAs has been determined to be probable as of both September 30, 2026 and December 31, 2025. The increase in the Current Period is due to the exchange of 9,113,400 SES Holdings LLC Units for an equivalent number of shares of Class A common stock that occurred during the Current Period. In connection with such exchange, the corresponding shares of Class B common stock were cancelled. The increase in the TRA liability was recorded as a net increase to deferred tax assets of $7.3 million, net of valuation allowance, and a net decrease to additional paid-in capital of $9.9 million.

The recognized liability associated with the TRAs represents 85% of the net cash savings in U.S. federal, state and local income tax or franchise tax that Select Inc. anticipates realizing in future years from certain increases in tax basis and other tax attributes arising from Select Inc.’s completed acquisitions of SES Holdings LLC Units from the TRA Holders and from the NOLs available to Select Inc. as a result of certain reorganization transactions entered into in connection with the Select 144A Offering. This liability could materially change in the future, based on multiple factors including, among others, whether the remaining holders of SES Holdings LLC Units exchange such units for Class A

common stock, the value of our Class A common stock, changes in our economic projections and actual results, passage of future legislation, and consummation of significant transactions in the future.

NOTE 13—INCOME TAXES

The Company’s income tax information is presented in the table below. The effective tax rate is different than the 21% U.S. federal income tax rate due to net income allocated to noncontrolling interests, state income taxes, income tax credits and nondeductible items. The effective tax rates in the table below are calculated excluding equity in losses of unconsolidated entities, for which there is no income tax expense.

The Company regularly reviews its deferred tax assets for realization and establishes a valuation allowance if it is more likely than not that some portion or all of a deferred tax asset will not be realized. The Company considers all available positive and negative evidence in determining whether realization of the tax benefit is more likely than not. This evidence includes historical income/loss, projected future income, the expected timing of the reversal of existing temporary differences and the implementation of tax planning strategies. Management has continued to assess both positive and negative evidence and determined that no adjustments to the remaining valuation allowance were necessary as of September 30, 2026.

NOTE 14—NONCONTROLLING INTERESTS

The Company’s noncontrolling interests fall into two categories as follows:

During the Current Period, the Company received a $0.5 million cash contribution from a noncontrolling interest for ongoing operations.

For all periods presented, there were changes in Select Inc.’s ownership interest in SES Holdings. The effects of the changes in Select Inc.’s ownership interest in SES Holdings are as follows:

Variable Interest Entity

Noncontrolling interests deficit of $3.4 million as of September 30, 2026, relates to the Company’s equity interest in a consolidated subsidiary formed in 2022 to provide water-related services in support of wildfire response efforts. During the Current Quarter, the Company invested an additional $7.5 million in the subsidiary to increase its ownership share, increasing the Company’s ownership interest to approximately 62.3%. The entity is considered a VIE and has been consolidated since formation, as the Company is deemed the primary beneficiary. In addition to its equity contributions, the Company had an outstanding loan balance of $4.5 million due from the subsidiary and an intercompany receivable of $0.3 million as of September 30, 2026; both amounts are eliminated in consolidation.

While multiple partners contributed capital to the subsidiary, the Company’s increased ownership during the Current Quarter reinforces the Company’s ongoing involvement with the VIE and supports the conclusion that the Company is the primary beneficiary, as it reflects a demonstrated willingness to provide financial resources necessary to sustain the subsidiary’s operations. Since inception, the consolidated subsidiary has been included within the Company’s Water Services segment.

NOTE 15—INCOME PER SHARE

Income per share is based on the amount of income allocated to the stockholders and the weighted-average number of shares outstanding during the period for each class of common stock. Outstanding options are included in the calculation of diluted weighted-average shares outstanding to the extent they may be dilutive upon exercise and are excluded to the extent they would be antidilutive. Accordingly, outstanding options to purchase 658,820,692,908,658,820 and 692,908 shares of Class A common stock, representing 96%,71%,96% and 71% of the total outstanding options at period end, for the Current Quarter, Prior Quarter, Current Period and Prior Period, respectively, are excluded from the calculation of diluted weighted-average shares outstanding as their effect is antidilutive. Shares of the Company’s Class B common stock do not share in net income or losses attributable to the Company and are therefore not participating securities. As such, separate presentation of basic and diluted earnings per share of Class B common stock under the two-class method has not been presented. Diluted earnings per share was computed using the treasury stock method.

During the Current Quarter and Current Period, certain holders of SES Holdings LLC Units exchanged 4,050,400 and 9,113,400 SES Holdings LLC Units (and corresponding shares of Class B common stock) for an equivalent number of shares of Class A common stock, respectively. In connection with such exchanges, the corresponding shares of Class B common stock were cancelled. The exchanges were accounted for as equity transactions and resulted in a reclassification within stockholders’ equity with no impact on total stockholders’ equity. The incremental number of shares of Class A common stock are reflected in the Current Quarter and Current Period weighted-average share calculations in the tables below.

The following tables present the Company’s calculation of basic and diluted earnings per share for the Current and Prior Quarter and the Current and Prior Period (dollars in thousands, except share and per share amounts):

NOTE 16—SEGMENT INFORMATION

Select is a leading provider of sustainable water and chemical solutions to the energy industry in the U.S. The Company’s services are offered through three reportable segments. Reportable segments are defined as components of an enterprise for which separate financial information is evaluated regularly by the CODM in deciding how to allocate resources and assess performance. The Company’s CODM assesses performance and allocates resources on the basis of thethree reportable segments. Corporate and other expenses that do not individually meet the criteria for segment reporting are reported separately as Corporate or Other.

The Company’s CODM assesses performance and allocates resources on the basis of the following three reportable segments:

Water Infrastructure— The Water Infrastructure segment consists of the Company’s fixed infrastructure assets, including operations associated with its gathering and distribution pipelines, water recycling facilities, SWDs, water storage facilities, and solids management facilities, primarily serving E&P companies.

Water Services— The Water Services segment primarily consists of the Company’s water-related services businesses, including water sourcing, water transfer, fluids hauling, water monitoring, water containment and water network automation, primarily serving E&P companies. Additionally, this segment included the operations of our Peak business on a consolidated basis prior to its deconsolidation on September 23, 2026.

Chemical Technologies— The Chemical Technologies segment provides technical solutions, products and expertise related to chemical applications in the oil and gas industry. This segment develops, manufactures, manages logistics and provides a full suite of chemicals used in hydraulic fracturing, stimulation, cementing and well completions for customers ranging from pressure pumpers to major integrated and independent oil and gas producers. This segment also utilizes its chemical experience and lab testing capabilities to customize tailored water treatment solutions designed for the recycling and treatment of produced water and to optimize the fracturing fluid system in conjunction with the quality of water used in well completions.

In assessing segment results and allocating resources, the CODM places particular emphasis on significant expense categories, including cost of revenue, selling, general & administrative expenses, and depreciation, accretion, and amortization. The CODM evaluates segment performance primarily based on segment EBITDA, which serves as the key profitability measure for decision-making. The Company reports EBITDA by segment as a measure of segment performance. The Company defines EBITDA as net income, plus interest expense, income taxes, and depreciation, amortization and accretion.

Financial information by segment for the Current and Prior Quarter and the Current and Prior Period is as follows:

Total assets by segment as of September 30, 2026 and December 31, 2025, is as follows:

NOTE 17—SUBSEQUENT EVENTS

Credit Agreement

On October 13, 2026, Select Water Holdings LLC (“Select Holdings”), an indirect subsidiary of the Company, executed a Credit Agreement (the “New Credit Agreement”), among Select Holdings, as borrower, SES Holdings, as parent, JPMorgan Chase Bank, N.A., as administrative agent, and the lenders and issuing banks party thereto from time to time.

The New Credit Agreement provides for a senior secured revolving credit facility of up to $500.0 million (the “New Revolving Credit Facility”), including a $50.0 million letter of credit sublimit, and became effective on November 2, 2026 upon the satisfaction or waiver of certain conditions specified in the New Credit Agreement, including the consummation of the Pilot Water Acquisition (the date of such satisfaction or waiver, the “Effective Date”).

The New Revolving Credit Facility will mature on the earlier of (i) the fifth anniversary of the date on which it becomes effective and (ii) to the extent that more than $50.0 million aggregate principal amount (or available undrawn commitments) of any indebtedness for borrowed money or permitted refinancing indebtedness in respect thereof is outstanding on such date, the date that is 91 days prior to the stated maturity of such material indebtedness for borrowed money or such permitted refinancing indebtedness. Proceeds may be used to finance a portion of the Pilot Water Acquisition and pay fees and expenses related thereto, to refinance existing indebtedness, to fund acquisitions and other growth projects, for working capital, for capital expenditures, and for general corporate purposes. Select Holdings may request up to $250.0 million of additional commitments after the Effective Date, subject to certain conditions, including the provision of such commitments by existing or additional lenders.

Borrowings bear interest, at Select Holdings’ option, at the Term SOFR Rate (as defined in the New Credit Agreement) plus a margin ranging from 2.25% to 3.25% or the Alternate Base Rate (as defined in the New Credit Agreement) plus a margin ranging from 1.25% to 2.25%, in each case based on Select Holdings’ net total leverage ratio.

The obligations under the New Credit Agreement are guaranteed by Select Holdings’ material wholly owned domestic subsidiaries (including, as of the Effective Date, Pilot Water) and are secured by substantially all of the personal property and certain material real property of Select Holdings and the guarantors, subject to certain exclusions, and by a pledge by SES Holdings of its equity interests in Select Holdings. Neither Select Inc. nor SES Holdings guarantees the obligations under the New Credit Agreement.

The New Credit Agreement contains restrictions on the ability of Select Holdings and its restricted subsidiaries to make distributions on, or redeem or repurchase their equity interests, or to prepay or redeem certain unsecured or subordinated indebtedness, prior to scheduled maturity, subject to certain exceptions, including that, such transactions are permitted so long as (i) no default or event of default exists or would result therefrom, (ii) the pro forma net total leverage ratio of Select Holdings is not more than 3.50 to 1.00 and (iii) after giving effect to such transaction, Select Holdings has liquidity of not less than 15% of the aggregate revolving credit commitments. In addition, so long as no payment event of default or bankruptcy or insolvency event of default with respect to Select Holdings exists or would result therefrom, Select Holdings is permitted to make restricted payments, including dividends, in an aggregate amount up to $15.0 million per fiscal quarter.

The New Credit Agreement also requires Select Holdings to maintain (i) a net total leverage ratio of not more than 4.25 to 1.00 (which may be increased to 4.50 to 1.00 for the fiscal quarter in which certain material acquisitions are consummated and the two immediately subsequent fiscal quarters), (ii) a net senior secured leverage ratio of not more than 2.50 to 1.00 and (iii) an interest coverage ratio of not less than 2.50 to 1.00, in each case, tested quarterly.

The New Credit Agreement contains certain customary representations and warranties, affirmative covenants and additional negative covenants and events of default. If an event of default occurs and is continuing, the lenders may declare all amounts outstanding under the New Credit Agreement to be immediately due and payable and terminate all outstanding commitments thereunder; provided that, in the case of certain bankruptcy or insolvency events, such acceleration and termination will occur automatically.

Notes Offering

On October 21, 2026, Select Holdings (in such capacity, the “Issuer”) completed a private offering (the “Notes Offering”) of$900.0 million aggregate principal amount of 7.625% Senior Notes due November 1, 2034 (the “Notes”), issued at par. Interest on the Notes is payable semiannually on May 1 and November 1, beginning May 1, 2027. The Notes are fully and unconditionally guaranteed, jointly and severally, on a senior unsecured basis by each of the Issuer’s existing restricted subsidiaries and by certain future restricted subsidiaries that guarantee certain indebtedness of the Issuer or a guarantor under any credit facility. The Notes are not guaranteed by Select Inc. or SES Holdings. The Issuer

received net proceeds of approximately$886.5 million, after deducting the initial purchasers’ discount. The Issuer used a portion of the net proceeds from the Notes Offering, together with cash on hand, (i) to fund the cash consideration for the Pilot Water Acquisition, (ii) to repay the outstanding obligations under the Term Loan Facility in full and repay any outstanding loans (together with accrued and unpaid interest thereon) under the Revolving Credit Facility, and (iii) to pay the fees, premiums, expenses and costs incurred in connection with the foregoing and the transactions related thereto. The Issuer intends to use the remainder for general corporate purposes and working capital.

Reorganization

On October 20, 2026, in connection with the Notes Offering, SES Holdings contributed substantially all of its assets, including its equity interests in its subsidiaries other than Select Holdings, to Select Holdings (the “Reorganization”). SES Holdings is the sole member of Select Holdings. In connection with the Reorganization, Select Holdings was substituted for SES Holdings as “Parent” under the Sustainability-Linked Credit Facility, upon which SES Holdings was released as a guarantor thereunder and its assets were released from the liens securing the Sustainability-Linked Credit Facility.

Pilot Water Acquisition

On September 24, 2026, Select LLC, a subsidiary of SES Holdings, entered into a definitive agreement (the “Pilot Water Acquisition Agreement”) with Pilot OFS Holdings LLC (“Pilot OFS”) and Minerva Infrastructure IA LLC (together with Pilot OFS, the “Sellers”) to acquire all of the issued and outstanding membership interests of Pilot Water, a disposal-focused water midstream company with a core position in the Delaware Basin, for aggregate consideration consisting of $600.0 million in cash (subject to customary purchase price adjustments), a number of shares of our Class A common stock equal to $100.0 million divided by the 30-day volume-weighted average price of our Class A common stock immediately prior to the closing date (such price, the “Closing Share Price” and such shares, the “Equity Consideration”), and $15.0 million of contingent consideration payable in cash to Pilot OFS upon the achievement of certain operational milestones (the “Pilot Water Acquisition”). In addition, the Pilot Water Acquisition Agreement provides that if the 30-day volume-weighted average price of our Class A common stock as of the trading day immediately prior to the six-month anniversary of the closing date (such date, the “Measurement Date” and such price, the “Measurement Date Share Price”) is less than the Closing Share Price, Select LLC will make (or cause to be made) a true-up payment to Pilot OFS in cash in an amount equal to (x) (a) the difference between the Closing Share Price and the Measurement Date Share Price multiplied by (b) the number of shares of our Class A common stock delivered to Pilot OFS at closing, minus (y) any cash dividends received or declared (if the record date occurs prior to the Measurement Date) on the Equity Consideration from the closing through the Measurement Date. On October 27, 2026, Select LLC and the Sellers entered into that certain Amendment No. 1 to the Pilot Water Acquisition Agreement (the “MIPA Amendment”), to provide that the closing of the Pilot Water Acquisition will take place on November 2, 2026, subject to the satisfaction or waiver of the closing conditions. The transaction closed on November 2, 2026, and we issued 5,149,331 shares of Class A common stock in connection therewith.

Select acquired Pilot Water to expand the scale and geographic reach of its Water Infrastructure platform and increase its portfolio of long-term, production-related revenue. Pilot Water’s water midstream infrastructure and contracted customer base complement Select’s existing operations, particularly in the Delaware Basin, while also expanding Select’s presence across several other operating regions. The acquisition is also expected to provide operational efficiencies and opportunities to integrate Pilot Water’s disposal infrastructure with Select’s recycling capabilities, further supporting Select’s strategy of capturing the full lifecycle economics of produced water. During the Current Period, the Company incurred $2.9 million in transaction costs related to the acquisition. Due to the limited time between the closing of the Pilot Water Acquisition and the issuance of these consolidated financial statements, the initial accounting for the business combination is incomplete. As a result, the Company is unable to disclose the amounts recognized as of the acquisition date for each major class of assets acquired and liabilities assumed, the amount of goodwill, the acquisition-date fair value of the contingent consideration and the share price true-up obligation, and supplemental pro forma revenue and earnings.

On November 2, 2026, in connection with the closing of the Pilot Water Acquisition, Select Holdings, the existing guarantors, Pilot Water Solutions LLC and certain of its subsidiaries entered into a first supplemental indenture

to the indenture governing the Notes, pursuant to which Pilot Water Solutions LLC and such subsidiaries became guarantors of the Notes.

Repayment and Termination of Existing Credit Facility

On October 21, 2026, following the closing of the Notes Offering, the Company repaid in full and terminated the Term Loan Facility under the Sustainability-Linked Credit Facility. At the time of repayment,$218.8 million of principal was outstanding under the Term Loan Facility.

On November 2, 2026, upon closing of the Pilot Water Acquisition and the Effective Date occurring under the New Credit Agreement, the Revolving Credit Facility under the Sustainability-Linked Credit Facility was repaid in full and the Sustainability-Linked Credit Facility was fully terminated. At the time of repayment, $10.0 million of borrowings was outstanding under the Revolving Credit Facility.

Termination of Debt Commitments

Concurrent with the closing of the Pilot Water Acquisition on November 2, 2026, the financing commitments pursuant to the debt commitment letters entered into in connection with the Pilot Water Acquisition terminated.