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HELIX ENERGY SOLUTIONS GROUP INC

For the period ended May 13, 2026. Filed Apr 1, 2026.

View on SEC.gov

About this filing

What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.

May 13, 2026 · Filed Apr 1, 2026

HOS$5.31-0.9%Stored close · as of Nov 6, 2026
See the whole filing, with its images and exhibits
Contents

Proxy Summary

DateWednesday, May 13, 2026Time8:30 a.m., Central Daylight Time (Houston Time)PlaceHelix Energy Solutions Group, Inc.’s corporate office, 3505 West Sam Houston Parkway North, Suite 400, Houston, TX 77043

Company Statement

The Board of Directors of Helix Energy Solutions Group, Inc., a Minnesota corporation (referred to herein as “Helix,” the “Company,” “we,” “us” or “our”), is soliciting your proxy to vote at our 2026 Annual Meeting of Shareholders (the “Annual Meeting”) on Wednesday, May 13, 2026. This proxy statement contains information about the items being voted on at the Annual Meeting and information about Helix. Please read it carefully.

Voting Matters

Voting Item · Recommendation · Page Reference
1Election of Three Class III Directors“FOR” each nominee11
2Ratification of Public Accounting Firm“FOR”32
3Advisory Vote on the Approval of the 2025 Compensation of Our Named Executive Officers“FOR”70

Ways to Vote

Shareholders of record can vote by one of the following methods:

PhoneCall 800.690.6903 to vote by telephone; ORInternetGo to the website www.ProxyVote.com to vote over the Internet; ORMailMark, sign, date and return your proxy card in the enclosed postage-paid envelope.
Helix Energy Solutions Group, Inc.2026 Proxy Statement1

Board of Directors

NomineePaula Harris Retired Director of Global Stewardship SLB Ltd.NomineeAmy H. Nelson President Greenridge Advisors, LLCNomineeWilliam L. Transier Chief Executive Officer Transier Advisors, LLC
Diana Glassman Director-Engagement EOS at Federated Hermes LimitedOwen Kratz President and Chief Executive Officer Helix Energy SolutionsT. Mitch LittleChief Executive Officer Jadestone EnergyJohn V. Lovoi Managing Partner JVL Partners

Board Independence

86% of the Board is Independent as defined under NYSE Rule 303A and applicable rules promulgated under the Securities Exchange Act of 1934.

86% Independent

The Chairman of the Board is Independent and all members of the Board’s standing committees are Independent:

AuditCommitteeCompensation CommitteeCorporateGovernanceand NominatingCommittee
22026 Proxy StatementHelix Energy Solutions Group, Inc.

Summary Board Matrix

GlassmanHarrisKratzLittleLovoiNelsonTransier
Knowledge, Skills and Experience
Accounting/Financial
Corporate Governance/Ethics
Energy Industry
Energy Transition/Sustainability
Executive Experience
Health, Safety & Environmental
Human Capital Management/Compensation
International Business
Mergers and Acquisitions
Operations
Other Public Company Board Experience
Risk Management
Science, Technology and Engineering
Strategic Planning/Oversight

Board Demographics

Helix Energy Solutions Group, Inc.2026 Proxy Statement3

Proxy Statement

Annual Meeting of Shareholders to be Held on May 13, 2026

The Board of Directors of Helix Energy Solutions Group, Inc., a Minnesota corporation (referred to herein as “Helix,” the “Company,” “we,” “us” or “our”), is soliciting your proxy to vote at our 2026 Annual Meeting of Shareholders (the “Annual Meeting”) on Wednesday, May 13, 2026. This proxy statement contains information about the items being voted on at the Annual Meeting and information about Helix. Please read it carefully.

The Annual Meeting will be held at Helix’s corporate office, 3505 West Sam Houston Parkway North, Suite 400, Houston, Texas 77043. Helix’s Board of Directors (the “Board”) has set March 17, 2026 as the record date for the Annual Meeting. There were 147,296,092 shares of Helix common stock outstanding on the record date.

As permitted by U.S. Securities and Exchange Commission (“SEC”) rules, we are making this proxy statement and our 2025 Annual Report to Shareholders available to our shareholders electronically via the Internet. On or about April 1, 2026, we intend to mail to our shareholders a Notice of Availability of Proxy Materials (the “Notice”). The Notice contains instructions on how to vote online, by telephone or, in the alternative, how to request a paper copy of the proxy materials and proxy card. By providing the Notice and access to our proxy materials via the Internet, we are lowering the costs and reducing the environmental impact of the Annual Meeting.

42026 Proxy StatementHelix Energy Solutions Group, Inc.
ContentsView on SEC.gov

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