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HMH Holding Inc

For the period ended Mar 31, 2026. Filed May 6, 2026.

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About this filing

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.

Mar 31, 2026 · Filed May 6, 2026

HMH$10.72-2.0%Stored close · as of Nov 9, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

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Item 6. Exhibits

PART II - OTHER INFORMATION (CONT’D.)

ExhibitnumberDescription
3.1Amended and Restated Certificate of Incorporation of HMH Holding Inc., dated April 2, 2026 (incorporated herein by reference to Exhibit 3.1 to HMH Holding Inc.’s Current Report on Form 8-K filed with the SEC on April 2, 2026).
3.2Amended and Restated Bylaws of HMH Holding Inc., dated April 2, 2026 (incorporated herein by reference to Exhibit 3.2 to HMH Holding Inc.’s Current Report on Form 8-K filed with the SEC on April 2, 2026).
4.1Registration Rights Agreement, dated as of April 2, 2026, by and among HMH Holding Inc. and the signatories thereto (incorporated herein by reference to Exhibit 4.1 to HMH Holding Inc.’s Current Report on Form 8-K filed with the SEC on April 2, 2026).
4.2Stockholders’ Agreement, dated April 2, 2026, by and among HMH Holding Inc., Baker Hughes Holdings LLC, Akastor AS and Mercury HoldCo Inc. (incorporated herein by reference to Exhibit 4.2 to HMH Holding Inc.’s Current Report on Form 8-K filed with the SEC on April 2, 2026).
10.1Tax Receivable Agreement, dated April 2, 2026, by and among HMH Holding Inc., HMH Holding B.V., Baker Hughes Holdings LLC, Akastor AS, Mercury HoldCo AS and Mercury HoldCo Inc. (incorporated herein by reference to Exhibit 10.1 to HMH Holding Inc.’s Current Report on Form 8-K filed with the SEC on April 2, 2026).
10.2Exchange Agreement, dated April 2, 2026, by and among HMH Holding Inc., HMH Holding B.V., Baker Hughes Holdings LLC, Akastor AS, Mercury HoldCo AS and Mercury HoldCo Inc. (incorporated herein by reference to Exhibit 10.2 to HMH Holding Inc.’s Current Report on Form 8-K filed with the SEC on April 2, 2026).
10.3Partnership Agreement of HMH Holding B.V., dated April 2, 2026, by and among HMH Holding B.V., HMH Holding Inc., Baker Hughes Holdings LLC, Akastor AS and Mercury HoldCo Inc. (incorporated herein by reference to Exhibit 10.3 to HMH Holding Inc.’s Current Report on Form 8-K filed with the SEC on April 2, 2026).
10.4†Form of Director and Officer Indemnification Agreement, dated as of April 2, 2026, by and between HMH Holding Inc. and such Director or Officer party thereto (incorporated herein by reference to Exhibit 10.4 to HMH Holding Inc.’s Current Report on Form 8-K filed with the SEC on April 2, 2026).
10.5†HMH Holding Inc. 2026 Long-Term Incentive Plan (incorporated herein by reference to Exhibit 10.5 to HMH Holding Inc.’s Current Report on Form 8-K filed with the SEC on April 2, 2026).
10.6†Form of Award Agreement replacing founders’ phantom equity award (incorporated herein by reference to Exhibit 10.6 to HMH Holding Inc.’s Current Report on Form 8-K filed with the SEC on April 2, 2026).
10.7†Form of Award Agreement replacing 2022 long-term incentive award (incorporated herein by reference to Exhibit 10.7 to HMH Holding Inc.’s Current Report on Form 8-K filed with the SEC on April 2, 2026).
10.8†Form of Award Agreement replacing 2023 long-term incentive award (incorporated herein by reference to Exhibit 10.8 to HMH Holding Inc.’s Current Report on Form 8-K filed with the SEC on April 2, 2026).
10.9†Form of Award Agreement replacing 2024 long-term incentive award (incorporated herein by reference to Exhibit 10.9 to HMH Holding Inc.’s Current Report on Form 8-K filed with the SEC on April 2, 2026).
10.10†Form of Award Agreement replacing 2025 long-term incentive award (incorporated herein by reference to Exhibit 10.10 to HMH Holding Inc.’s Current Report on Form 8-K filed with the SEC on April 2, 2026).
10.11†Form of Award Agreement replacing 2023 long-term incentive award for former employees (incorporated herein by reference to Exhibit 10.11 to HMH Holding Inc.’s Current Report on Form 8-K filed with the SEC on April 2, 2026).
10.12†Form of Award Agreement replacing 2024 special recognition long-term incentive award (incorporated herein by reference to Exhibit 10.12 to HMH Holding Inc.’s Current Report on Form 8-K filed with the SEC on April 2, 2026).
10.13†Form of Non-Employee Director Restricted Stock Unit Award Agreement (incorporated herein by reference to Exhibit 10.13 to HMH Holding Inc.’s Current Report on Form 8-K filed with the SEC on April 2, 2026).
31.1*Certification of Chief Executive Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2*Certification of Chief Financial Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1**Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2**Certification of Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101(INS)*Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101(SCH)*Inline XBRL Taxonomy Extension Schema Document.
101(CAL)*Inline XBRL Taxonomy Extension Calculation Linkbase Document.
101(DEF)*Inline XBRL Taxonomy Extension Definition Linkbase Document.
101(LAB)*Inline XBRL Taxonomy Extension Label Linkbase Document.

PART II - OTHER INFORMATION (CONT’D.)

101(PRE)*Inline XBRL Taxonomy Extension Presentation Linkbase Document.
104*Cover Page Interactive Data File (embedded within the Inline XBRL document and included in Exhibit 101).
  • Filed herewith.

** Furnished herewith.

† Management contract or compensatory plan or arrangement.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

HMH Holding Inc.
By:/s/ Thomas W. McGee
Date: May 6, 2026Thomas W. McGee
Chief Financial Officer
(Principal Financial Officer and Duly Authorized Officer)
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The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.