Cactus, Inc.
For the period ended Sep 30, 2025. Filed Oct 30, 2025.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Sep 30, 2025 · Filed Oct 30, 2025
WHD$58.12+5.7%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-06-30; filed 2025-07-31.
0001699136-25-000105
Item 2. Managements Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2025-09-30; filed 2025-10-30.
0001628280-25-047500
Item 2. Managements Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 65 previous paragraphs and 67 current paragraphs.
42 unchanged; 18 reworded; 7 added; 5 removed; 0 previous and 0 current paragraphs rearranged.
Tables are not compared: 4 previous and 4 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (7)
Current report
In the third quarter of 2025, average U.S. land drilling activity levels declined approximately 6% compared to the second quarter of 2025 as weaker commodity prices and an uncertain global economic outlook continued to impact activity levels. Average natural gas prices were down approximately 5% from the second quarter of 2025, as weaker demand persisted due to a milder summer than anticipated, and storage levels remained above five-year averages throughout the third quarter. The medium to long-term outlook for natural gas demand remains strong. Average oil prices increased 2% in the third quarter of 2025 compared to the second quarter of 2025. Prices remained relatively stable as concerns of OPEC+ supply increases were largely offset by increased risk premiums from ongoing global conflicts, driven by increased Ukrainian attacks on Russian oil infrastructure, and the imposition by the U.S. of tariffs on goods imported from India in response to India’s purchase of discounted Russian crude oil.
Current report
The Organization for Economic Cooperation and Development (“OECD”) has introduced a framework (“Pillar Two”) that provides for a new, global minimum tax of at least 15% on the income of large multinational corporations arising in each jurisdiction in which they operate. Pillar Two is being implemented on a country-by-country basis, and many countries have adopted rules in this regard. The United States has raised concerns regarding Pillar Two and has set out a proposed “side-by-side” solution under which U.S. parented groups (such as the Company) would be exempted from certain minimum taxes under Pillar Two in recognition of the existing U.S. minimum tax rules to which they are subject. On June 28, 2025, the Group of Seven issued a statement indicating that they agree that a side-by-side solution could preserve gains made by jurisdictions in tackling base erosion and profit shifting and provide clarity and stability in the international tax landscape. However, none of the OECD member states that have adopted Pillar Two have enacted rules necessary to implement the side-by-side solution. The Company continues to evaluate the impact of both Pillar Two and the proposed side-by-side solution and estimates the impacts to income tax expense to be immaterial.
Current report
Pressure Control. Pressure Control revenue for the third quarter of 2025 was $168.7 million, a decrease of $11.1 million, or 6.2%, from the second quarter of 2025 primarily due to lower sales of wellhead and production related equipment, reflecting reduced customer activity during the third quarter, along with a decline in rental revenue. Pressure Control operating income of $44.5 million for the third quarter of 2025 increased $2.2 million, or 5.2% from the second quarter of 2025 primarily due to the implementation of cost reduction initiatives combined with reduced legal expenses.
Current report
Other income, net. Other income, net of $0.2 million for the third quarter of 2025 relates to the revaluation of an indemnity receivable asset related to the FlexSteel acquisition.
Current report
Nine Months Ended September 30, 2025 Compared to Nine Months Ended September 30, 2024
Current report
Other income, net. Other income, net of $0.2 million for the first nine months of 2025 relates to the revaluation of an indemnity receivable asset related to the FlexSteel acquisition.
Current report
Nine Months Ended September 30, 2025 Compared to Nine Months Ended September 30, 2024
Removed paragraphs (5)
Previous report
In the second quarter of 2025, average U.S. land drilling activity levels declined approximately 3% compared to the first quarter of 2025 as weaker commodity prices and an uncertain global economic outlook impacted activity levels. Average natural gas prices were down approximately 23% from the first quarter of 2025. First quarter 2025 prices were elevated as a cold winter led to higher draws than anticipated in early 2025, but stocks have since recovered to above the five-year average which reduced pricing in the second quarter. The outlook for natural gas demand remains strong. Average oil prices declined 10% in the second quarter of 2025, largely due to OPEC+ announcing their intention to substantially unwind production cuts of 2.2 million barrels per day that have been in place since 2023, which has increased market fears of a potential supply surplus.
Previous report
Certain members of the Organization for Economic Cooperation and Development (“OECD”) enacted rules (“Pillar Two”) for a new, global minimum tax of at least 15% on income arising in low-tax jurisdictions. On June 28, 2025, the Group of Seven announced an update to the Pillar Two regime with a proposed ‘side by side’ solution. The ‘side by side’ proposal would fully exclude the Company and other U.S. parented groups from the impacts of Pillar Two in respect of both foreign and domestic profits, other than a foreign minimum tax. The Company continues to evaluate the impact of both currently enacted and proposed provisions and estimates the impacts to income tax expense to be immaterial.
Previous report
Pressure Control. Pressure Control revenue for the second quarter of 2025 was $179.8 million, a decrease of $10.5 million, or 5.5%, from the first quarter of 2025 primarily due to lower rental revenue and lower sales of wellhead and production from reduced customer activity levels in the second quarter. Pressure Control operating income of $42.3 million for the second quarter of 2025 decreased $12.0 million, or 22.1% from the first quarter of 2025 primarily due to lower operating leverage resulting from the reduced volume, increased tariff impacts to product margins and increased legal expenses and reserves recognized in connection with litigation claims.
Previous report
Six Months Ended June 30, 2025 Compared to Six Months Ended June 30, 2024
Previous report
Six Months Ended June 30, 2025 Compared to Six Months Ended June 30, 2024
Reworded paragraphs (18)
Previous wording
Except as otherwise indicated or required by the context, all references in this Quarterly Report to the “Company,” “Cactus,” “we,” “us” and “our” refer to Cactus, Inc. (“Cactus Inc.”) and its consolidated subsidiaries, unless we state otherwise or the context otherwise requires. The following discussion and analysis of our financial condition and results of operations should be read in conjunction with the accompanying unaudited condensed consolidated financial statements and related notes. The following discussion contains “forward-looking statements” that reflect our plans, estimates, beliefs and expected performance. Our actual results may differ materially from those anticipated as discussed in these forward-looking statements as a result of a variety of risks and uncertainties, which are difficult to predict, including those described above in “Cautionary Note Regarding Forward-Looking Statements,” and in the risk factors included in “Part I, Item 1A. Risk Factors” in our 2024 Annual Report and "Part II, Item 1A. Risk Factors" in our Quarterly Report on Form 10-Q for the quarter ended March 31, 2025 and this Quarterly Report. In light of these risks, uncertainties and assumptions, the forward-looking events discussed may not occur. We assume no obligation to update any of these forward-looking statements except as otherwise required by law.
Current wording
Except as otherwise indicated or required by the context, all references in this Quarterly Report to the “Company,” “Cactus,” “we,” “us” and “our” refer to Cactus, Inc. (“Cactus Inc.”) and its consolidated subsidiaries. The following discussion and analysis of our financial condition and results of operations should be read in conjunction with the accompanying unaudited condensed consolidated financial statements and related notes. The following discussion contains “forward-looking statements” that reflect our plans, estimates, beliefs and expected performance. Our actual results may differ materially from those anticipated as discussed in these forward-looking statements as a result of a variety of risks and uncertainties, which are difficult to predict, including those described above in “Cautionary Note Regarding Forward-Looking Statements,” and in the risk factors included in “Part I, Item 1A. Risk Factors” in our 2024 Annual Report and "Part II, Item 1A. Risk Factors" in our Quarterly Report on Form 10-Q for the quarter ended March 31, 2025, in our Quarterly Report on Form 10-Q for the quarter ended June 30, 2025 and this Quarterly Report. In light of these risks, uncertainties and assumptions, the forward-looking events discussed may not occur. We assume no obligation to update any of these forward-looking statements except as otherwise required by law.
Previous wording
During the six months ended June 30, 2025, we derived 75% of total revenues from the sale of our products, 9% of total revenues from rental and 16% of total revenues from field service and other. During the six months ended June 30, 2024, we derived 76% of total revenues from the sale of our products, 9% of total revenues from rental and 15% of total revenues from field service and other. We have predominantly domestic operations, with more limited operations in Australia, Canada, and the Middle East, as well as sales in other international markets.
Current wording
During the nine months ended September 30, 2025, we derived 76% of total revenues from the sale of our products, 8% of total revenues from rental and 16% of total revenues from field service and other. During the nine months ended September 30, 2024, we derived 76% of total revenues from the sale of our products, 9% of total revenues from rental and 15% of total revenues from field service and other. We have predominantly domestic operations, with more limited operations in Australia, Canada, and the Middle East, as well as sales in other international markets.
Previous wording
Over the course of 2025, the Trump administration has implemented and announced a number of new tariffs, including new Section 232 tariffs of 50% on imports of steel and certain products made from steel from most countries outside of the U.S., Synthetic Opioid tariffs of 20% on all imports from China, and broad “Reciprocal” tariffs with varying rates applied to U.S. trading partners across the globe. As of mid-July, most Reciprocal tariffs have been temporarily paused until August 1, 2025, except for those applied to certain countries, including China. After these tariff announcements, global equity, bond and currency markets have experienced heightened levels of volatility due to the potential disruption to global trade, the increasingly uncertain global economic and inflation outlook, and the negative implications of reduced consumer demand for potentially more expensive imported products and energy.
Current wording
Over the course of 2025, the Trump administration has implemented and announced a number of new tariffs, including new Section 232 tariffs of 50% on imports of steel and certain products made from steel from most countries outside of the U.S., Synthetic Opioid tariffs of 20% on all imports from China, and broad “Reciprocal” tariffs with varying rates applied to U.S. trading partners across the globe. In October 2025, China announced additional export controls regarding rare earth minerals. In response, the Trump administration announced its intention to apply an additional 100% tariff on goods imported from China effective in November 2025. After these tariff announcements, global equity, bond and currency markets have experienced heightened levels of volatility due to the potential disruption to global trade, the increasingly uncertain global economic and inflation outlook, and the negative implications of reduced consumer demand for potentially more expensive imported products and energy.
Previous wording
On July 4, 2025, tax legislation colloquially known as the One Big Beautiful Bill Act (“OBBBA”) was enacted. The OBBBA includes tax provisions such as the reinstatement of bonus depreciation and expensing of domestic research and development expenditures. As a result of this legislation, we anticipate the OBBBA will lead to accelerated tax deductions that will reduce current tax expense with an offset to deferred tax expense. The Company continues to evaluate the impacts of this legislation but anticipates the impact to total income tax expense will be immaterial.
Current wording
On July 4, 2025, tax legislation colloquially known as the One Big Beautiful Bill Act (“OBBBA”) was enacted. The OBBBA includes tax provisions such as the reinstatement of immediate deductibility of certain capital expenditures for tangible, depreciable personal property of domestic research and development expenditures. These provisions have the effect of accelerating tax deductions which, in turn, will reduce current tax expense with an offset to deferred tax expense. The Company continues to evaluate the impacts of this legislation but anticipates the impact to total income tax expense will be immaterial.
Previous wording
At Closing and pursuant to the Framework Agreement, Baker Hughes Holdings or one or more affiliates thereof will sell 65% of the limited liability company membership interests in Baker Hughes Pressure Control to Cactus Companies or an affiliate thereof for a cash purchase price of $344.5 million, subject to certain working capital, cash, debt, capital expenditure and other customary adjustments after Closing (such transaction, the “Baker Hughes Transaction” and the strategic relationship created thereby, the “Joint Venture”). Subject to satisfaction of the closing conditions, the Baker Hughes Transaction is expected to close in either late 2025 or early 2026.
Current wording
At Closing and pursuant to the Framework Agreement, Baker Hughes Holdings or one or more affiliates thereof will sell 65% of the limited liability company membership interests in Baker Hughes Pressure Control to Cactus Companies or an affiliate thereof for a cash purchase price of $344.5 million, subject to certain working capital, cash, debt, capital expenditure and other customary adjustments after Closing (such transaction, the “Baker Hughes Transaction” and the strategic relationship created thereby, the “Joint Venture”). Subject to satisfaction of the closing conditions, the Baker Hughes Transaction is expected to close early 2026.
Previous wording
Spoolable Technologies. Spoolable Technologies revenue for the second quarter of 2025 was $96.2 million, an increase of $3.6 million, or 3.9% from the first quarter of 2025 primarily due to higher customer activity levels in the seasonally strong second quarter. Total operating income for Spoolable Technologies for the second quarter of 2025 was $28.1 million, compared to operating income of $23.9 million for the first quarter of 2025, an increase of $4.2 million, or 17.5%, from the first quarter of 2025. The increase in operating income was primarily due to higher volume and higher operating leverage.
Current wording
Spoolable Technologies. Spoolable Technologies revenue for the third quarter of 2025 was $95.2 million, a decrease of $1.0 million, or 1.0% from the second quarter of 2025 primarily due to lower domestic activity levels, offset by stronger international sales. Total operating income for Spoolable Technologies for the third quarter of 2025 was $25.8 million, compared to operating income of $28.1 million for the second quarter of 2025, a decrease of $2.2 million, or 8.0%, from the second quarter of 2025. The decrease in operating income was primarily due to lower volume and margins decreased on higher input costs.
Previous wording
Corporate and other. Corporate and other revenue represents the elimination of inter-segment sales from our Pressure Control segment to our Spoolable Technologies segment. Corporate and other expenses include costs associated with executive management and other administrative functions not directly attributable to our reporting segment. Corporate and other expenses for the second quarter of 2025 were flat sequentially. The expenses in both quarters include similar levels of expenses for professional fees associated with the Baker Hughes Transaction.
Current wording
Corporate and other. Corporate and other revenue represents the elimination of inter-segment sales from our Pressure Control segment to our Spoolable Technologies segment. Corporate and other expenses include costs associated with executive management and other administrative functions not directly attributable to our reporting segment. Corporate and other expenses for the third quarter of 2025 was $9.1 million, a decrease of $0.5 million, or 5.1% from the second quarter of 2025 primarily due to lower transaction and integration expenses. The expenses in both quarters include similar levels of expenses for professional fees associated with the Baker Hughes Transaction.
Previous wording
Interest income, net. Interest income, net was $2.5 million for the second quarter of 2025 and $2.3 million for the first quarter of 2025. The interest income, net is primarily comprised of interest income earned on the invested cash balance.
Current wording
Interest income, net. Interest income, net was $3.0 million for the third quarter of 2025 and $2.5 million for the second quarter of 2025. The interest income, net is primarily comprised of interest income earned on the invested cash balance.
Previous wording
Income tax expense. Income tax expense for the second quarter of 2025 was $14.3 million compared to $16.8 million for the first quarter of 2025. The decrease in income tax expense from the second quarter was due to a decrease in operating income quarter-over-quarter. Cactus Inc. is only subject to federal and state income tax on its share of income from Cactus Companies. Income allocated to the non-controlling interest is only taxable to the non-controlling interest.
Current wording
Income tax expense. Income tax expense for the third quarter of 2025 was $14.2 million compared to $14.3 million for the second quarter of 2025. Cactus Inc. is only subject to federal and state income tax on its share of income from Cactus Companies. Income allocated to the non-controlling interest is only taxable to the non-controlling interest.
Previous wording
Pressure Control. Pressure Control revenue was $370.0 million for the first six months of 2025, an increase of $7.8 million, or 2.2%, from the first six months of 2024, primarily due to increased intersegment sales with Spoolable Technologies. Further, enhanced customer drilling efficiencies contributed to higher product volume sold, notwithstanding a decline in rig counts. Operating income of $96.7 million in the first six months of 2025 decreased $10.7 million, or 9.9%, from the first six months of 2024. The decrease was primarily attributable to escalated tariff cost impacts on product margins in the second quarter of 2025, as well as increased legal expenses and reserves recognized in connection with litigation claims.
Current wording
Pressure Control. Pressure Control revenue was $538.8 million for the first nine months of 2025, a decrease of $8.6 million, or 1.6%, from the first nine months of 2024, primarily due to decreased sales of wellhead and production related equipment resulting from lower drilling and completion activity by our customers following a decline in rig counts. Operating income of $141.2 million in the first nine months of 2025 decreased $18.7 million, or 11.7%, from the first nine months of 2024. The decrease was primarily attributable to escalated tariff cost impacts on product margins in the third quarter of 2025, as well as increased legal expenses and reserves recognized in connection with litigation claims.
Previous wording
Spoolable Technologies. Spoolable Technologies revenue for the first six months of 2025 was $188.8 million, a decrease of $14.0 million, or 6.9%, from the first six months of 2024, primarily due to reduced customer activity levels. Total operating income was $51.9 million in the first six months of 2025, an increase of $5.5 million, or 11.8%, compared to operating income of $46.4 million in the first six months of 2024. Operating income for the first six months of 2025 reflected improved operating efficiencies, which were partly offset by the impact of the lower volume. Operating income for the first six months of 2024 included approximately $16.2 million of expense related to the change in fair value of the estimated earn-out liability.
Current wording
Spoolable Technologies. Spoolable Technologies revenue for the first nine months of 2025 was $284.0 million, a decrease of $26.9 million, or 8.7%, from the first nine months of 2024, primarily due to reduced customer activity levels. Total operating income was $77.7 million in the first nine months of 2025, a decrease of $1.6 million, or 2.0%, compared to operating income of $79.3 million in the first nine months of 2024. Operating income for the first nine months of 2025 reflected the impact of the lower volume. Operating income for the first nine months of 2024 included approximately $16.3 million of expense related to the change in fair value of the estimated earn-out liability.
Previous wording
Corporate and other. Corporate and other revenue represents the elimination of inter-segment sales from our Pressure Control segment to our Spoolable Technologies segment. Corporate and other expenses include costs associated with executive management and other administrative functions not directly attributable to our reporting segment. Corporate and other expenses for the first six months of 2025 was $19.2 million, an increase of $7.8 million, or 68.1% from the first six months of 2024. The increase was largely attributable to professional fees associated with the Baker Hughes Transaction.
Current wording
Corporate and other. Corporate and other revenue represents the elimination of inter-segment sales from our Pressure Control segment to our Spoolable Technologies segment. Corporate and other expenses include costs associated with executive management and other administrative functions not directly attributable to our reporting segment. Corporate and other expenses for the first nine months of 2025 was $28.3 million, an increase of $8.2 million, or 40.9% from the first nine months of 2024. The increase was largely attributable to professional fees associated with the Baker Hughes Transaction.
Previous wording
Interest income, net. Interest income, net for the first six months of 2025 was $4.8 million, compared to $2.1 million for the first six months of 2024. The increase was due to an increase in interest income earned on cash invested during period.
Current wording
Interest income, net. Interest income, net for the first nine months of 2025 was $7.8 million, compared to $4.2 million for the first nine months of 2024. The increase was due to an increase in interest income earned on cash invested during period.
Previous wording
Income tax expense. Income tax expense for the first six months of 2025 was $31.1 million compared to $31.6 million for the first six months of 2024. The decrease in income tax expense from the first six months of 2024 was primarily due to a decrease in operating income during the first six months of 2025, partially offset by an additional $1.2 million of expense related to the revaluation of our deferred tax asset as a result of a change in our forecasted state income tax rate.
Current wording
Income tax expense. Income tax expense for the first nine months of 2025 was $45.4 million compared to $48.0 million for the first nine months of 2024. The decrease in income tax expense from the first nine months of 2024 was primarily due to a decrease in operating income during the first nine months of 2025, partially offset by an additional $1.2 million of expense related to the revaluation of our deferred tax asset as a result of a change in our forecasted state income tax rate.
Previous wording
At June 30, 2025, we had $405.2 million of cash and cash equivalents. Our primary sources of liquidity and capital resources are cash on hand, cash flows generated by operating activities, and borrowings under our Amended ABL Credit Facility (as defined in Note 6 in the notes to the unaudited condensed consolidated financial statements). Depending upon market conditions and other factors, we may also have the ability to issue additional equity and debt if needed. As of June 30, 2025, we had $222.6 million of available borrowing capacity under our Amended ABL Credit Facility with no outstanding borrowings, and $2.4 million in letters of credit outstanding. We were in compliance with the covenants of the Amended ABL Credit Facility as of June 30, 2025.
Current wording
At September 30, 2025, we had $445.6 million of cash and cash equivalents. Our primary sources of liquidity and capital resources are cash on hand, cash flows generated by operating activities, and borrowings under our Amended ABL Credit Facility (as defined in Note 6 in the notes to the unaudited condensed consolidated financial statements). Depending upon market conditions and other factors, we may also have the ability to issue additional equity and debt if needed. As of September 30, 2025, we had $223.2 million of available borrowing capacity under our Amended ABL Credit Facility with no outstanding borrowings, and $1.8 million in letters of credit outstanding. We were in compliance with the covenants of the Amended ABL Credit Facility as of September 30, 2025.
Previous wording
Net cash provided by operating activities was $124.4 million and $164.2 million for the six months ended June 30, 2025 and 2024, respectively. Operating cash flows for the six months ended June 30, 2025 decreased primarily due to lower earnings and an increase in working capital.
Current wording
Net cash provided by operating activities was $186.1 million and $249.5 million for the nine months ended September 30, 2025 and 2024, respectively. Operating cash flows for the nine months ended September 30, 2025 decreased primarily due to lower earnings and an increase in working capital.
Previous wording
Net cash used in investing activities was $26.5 million and $14.1 million for the six months ended June 30, 2025 and 2024, respectively. The increase for the six months ended June 30, 2025 was primarily due to the initial investment of $6.0 million related to our joint venture in Vietnam intended to diversify our manufacturing capabilities as well as an increase in capital expenditures.
Current wording
Net cash used in investing activities was $34.7 million and $24.1 million for the nine months ended September 30, 2025 and 2024, respectively. The increase for the nine months ended September 30, 2025 was primarily due to the initial investment of $6.0 million related to our joint venture in Vietnam intended to diversify our manufacturing capabilities as well as an increase in capital expenditures.
Previous wording
Net cash used in financing activities was $36.5 million for the six months ended June 30, 2025 compared to $37.2 million for the six months ended June 30, 2024. The decrease in net cash used in financing activities for the six months ended June 30, 2025 was primarily related to a decrease in share repurchases of $2.8 million. partially offset by an increase in the payment of Class A share dividends of $2.0 million.
Current wording
Net cash used in financing activities was $49.8 million for the nine months ended September 30, 2025 compared to $56.4 million for the nine months ended September 30, 2024. The decrease in net cash used in financing activities for the nine months ended September 30, 2025 was primarily related to a decrease in share repurchases of $3.4 million and a $6.0 million decrease related to the payment of contingent consideration established as of the FlexSteel acquisition date. These decreases are partially offset by an increase in the payment of Class A share dividends of $3.0 million.