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Liberty Energy Inc.

For the period ended Sep 30, 2026. Filed Oct 22, 2026.

View on SEC.gov

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.

Sep 30, 2026 · Filed Oct 22, 2026

LBRT$11.96+5.4%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2026-06-30; filed 2026-07-23.

0001694028-26-000039

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2026-09-30; filed 2026-10-22.

0001694028-26-000062

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The 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 96 previous paragraphs and 98 current paragraphs.

52 unchanged; 35 reworded; 11 added; 7 removed; 2 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 (11)

Current report

Global oil and refined product prices strengthened during the quarter amid ongoing geopolitical conflicts and disruptions to energy infrastructure. These conditions have contributed to uncertainty regarding global energy supplies and reinforced the strategic importance of North American oil and natural gas resources. Market expectations for prolonged supply disruptions, coupled with the potential for eventual replenishment of strategic petroleum reserves, have sustained the oil risk premium and supported stronger forward prices heading into 2027. North American natural gas fundamentals remain more balanced, as strong summer demand was outpaced by record production and ample inventories. Over the longer term LNG exports and growing power consumption from AI and data center development are expected to drive North American natural gas demand growth.

Current report

North American frac market conditions improved during the quarter, supported by modestly higher completions activity and stronger producer economics. Ongoing fleet attrition, equipment cannibalization, and industry underinvestment have constrained available capacity and supported continued improvement in service pricing. For the fourth quarter of 2026, we expect typical weather and holiday seasonality in our frac activity to be partially offset by activity deferred from the third quarter and continued strength in demand.

Current report

The change in transaction and other costs during the three months ended September 30, 2026 compared to the three months ended September 30, 2025 was not material.

Current report

The decrease in the gain on disposal of assets, net during the three months ended September 30, 2026 compared to the three months ended September 30, 2025 was not material.

Current report

Nine Months Ended September 30, 2026, Compared to Nine Months Ended September 30, 2025

Current report

EBITDA was$70.1 million for the three months ended September 30, 2026 compared to $188.9 million for the three months ended September 30, 2025. Adjusted EBITDA was$141.6 million for the three months ended September 30, 2026 compared to $127.7 million for the three months ended September 30, 2025.

Current report

The decrease in EBITDA was primarily attributable to an unrealized mark-to-market loss on investments in the Company's portfolio, partially offset by an increase in operating income, driven by increases in revenue out pacing the increase in operating expenses during the three months ended September 30, 2026 compared to the same period in 2025.

Current report

The increase in Adjusted EBITDA was primarily due an increase in operating income, driven by increases in revenue out pacing the increase in operating expenses during the three months ended September 30, 2026 compared to the same period in 2025.

Current report

EBITDA was$393.6 million for the nine months ended September 30, 2026 compared to $588.8 million for the nine months ended September 30, 2025. Adjusted EBITDA was$418.6 million for the nine months ended September 30, 2026 compared to $476.6 million for the nine months ended September 30, 2025.

Current report

The decrease in EBITDA was primarily attributable to a$158.5 million decrease in gains on investments, net, and a$57.5 million decrease in operating income, excluding depreciation, depletion, and amortization and gain or loss on disposal of assets, net, during the nine months ended September 30, 2026, compared to the nine months ended September 30, 2025. The decrease in Adjusted EBITDA was primarily attributable to a$57.5 million decrease in operating income, excluding depreciation, depletion, and amortization and gain or loss on disposal of assets, net, during the nine months ended September 30, 2026, compared to the nine months ended September 30, 2025.
Removed paragraphs (7)

Previous report

The current Middle East conflict with Iran has resulted in damage to regional energy infrastructure and continued uncertainty as to the availability of key energy export corridors. This disruption has increased focus on energy security and supply diversification and reinforced the strategic importance of North American oil and natural gas resources. This focus has the potential to grow international demand for North American petroleum products and LNG in the next several years.

Previous report

North American frac activity improved modestly during the quarter following a gradual increase in producer activity. Despite these short-term improvements, larger U.S. and Canadian producers remain cautious regarding activity growth due to continued commodity price volatility and broader macroeconomic uncertainty.

Previous report

Six Months Ended June 30, 2026, Compared to Six Months Ended June 30, 2025

Previous report

EBITDA was$169.8 million for the three months ended June 30, 2026 compared to $234.7 million for the three months ended June 30, 2025. Adjusted EBITDA was$151.1 million for the three months ended June 30, 2026 compared to $180.8 million for the three months ended June 30, 2025. The decreases in EBITDA and Adjusted EBITDA primarily result from a decrease in Net Income, which is resulting from the increase in costs of services out pacing the increase in revenue due to increased materials pricing and personnel costs for the three months ended June 30, 2026, compared to the three months ended June 30, 2025.

Previous report

EBITDA was$323.5 million for the six months ended June 30, 2026 compared to $399.9 million for the six months ended June 30, 2025. Adjusted EBITDA was$277.0 million for the six months ended June 30, 2026 compared to $348.9 million for the six months ended June 30, 2025. The decreases in EBITDA and Adjusted EBITDA primarily result from a decrease in Net Income, which is resulting from the increase in costs of services out pacing the increase in revenue due to increased materials pricing and personnel costs for the six months ended June 30, 2026, compared to the six months ended June 30, 2025.

Previous report

There have been no other material changes to cash requirements since the year ended December 31, 2025.
Reworded paragraphs (35)

Previous wording

We also own and operate LPI, providing advanced distributed power and energy storage solutions, serving the commercial and industrial, data center, energy and mining industries. LPI was formed with the initial focus on supporting Liberty’s transition towards our next generation digiFleets℠ and dual fuel fleets, by providing consistent and reliable power generation solutions and natural gas fueling services, which are critical to maintaining highly efficient well site operations. In January 2025, we announced LPI’s expansion into the distributed power business. On March 3, 2025, we completed the acquisition of IMG Energy Solutions (“the IMG Acquisition”), a leading developer of distributed power systems, for cash consideration of approximately $19.6 million, subject to normal closing adjustments and net of cash received. The IMG Acquisition augmented our portfolio with advanced engineering, design, and development capabilities for the development of power systems, enhanced software control systems, power marketing and utility interconnection experience, and operations and maintenance experience. During 2025, LPI was primarily focused on the planning and development of our power service platform to pursue projects supporting the power demand created by new data center development and other commercial and industrial applications. LPI is actively marketing its integrated power and fuel solutions offering, developing engineered solutions, and, as described in further detail below under "Liquidity and Capital Resources, ordering equipment and long-lead time items for these expected projects. LPI also expanded its natural gas fueling services to support larger scale distributed power installations.

Current wording

We also own and operate Liberty Power Innovations LLC ("LPI"), providing advanced distributed power and energy storage solutions, serving the commercial and industrial, data center, energy and mining industries. LPI was formed with the initial focus on supporting Liberty’s transition towards our next generation digiFleets℠ and dual fuel fleets, by providing consistent and reliable power generation solutions and natural gas fueling services, which are critical to maintaining highly efficient well site operations. In January 2025, we announced LPI’s expansion into the distributed power business. On March 3, 2025, we completed the acquisition of IMG Energy Solutions (the "IMG Acquisition”), a leading developer of distributed power systems, for cash consideration of approximately $19.6 million. The IMG Acquisition augmented our portfolio with advanced engineering, design, and development capabilities for the development of power systems, enhanced software control systems, power marketing and utility interconnection experience, and operations and maintenance experience. During 2025, LPI was primarily focused on the planning and development of our power service platform to pursue projects supporting the power demand created by new data center development and other commercial and industrial applications. LPI is actively marketing its integrated power and fuel solutions offering, developing engineered solutions, and, as described in further detail below under "Liquidity and Capital Resources", ordering equipment and long-lead time items for these expected projects. LPI also expanded its natural gas fueling services to support larger scale distributed power installations.

Previous wording

Related to power markets, demand is being driven by continued AI data center development and broader industrial power requirements. As power projects increase in scale and complexity, customers are expected to seek infrastructure providers capable of delivering integrated solutions across power supply, site readiness, energy management, and long-term operations.

Current wording

Related to power markets, demand continues to be driven by AI data center development and other large-load applications. As power projects increase in scale and complexity, customers are expected to seek infrastructure providers capable of delivering co-located integrated solutions across power generation, energy management, and long-term operations.

Previous wording

During the second quarter of 2026, the posted WTI price traded at an average of $95.65 per barrel (“Bbl”), as compared to the second quarter 2025 average of $64.57 per Bbl, and the first quarter of 2026 average of $72.74 per Bbl. In addition, during the second quarter of 2026, the Henry Hub price traded at an average of $2.95 per one million British thermal units (“MMBtu”), as compared to the second quarter of 2025 average of $3.19 per MMBtu, and the first quarter of 2026 average of $4.71 per MMBtu. Subsequent to June 30, 2026, the Henry Hub traded at an average of $2.99 per MMBtu and the WTI price traded at an average of $76.07 per Bbl through July 20, 2026. The average domestic onshore rig count for the United States and Canada was 688 rigs reported in the second quarter of 2026, up from the average in the second quarter 2025 of 686, and down from the first quarter of 2025 of 741, according to a report from Baker Hughes.

Current wording

During the third quarter of 2026, the posted WTI price traded at an average of $87.12 per barrel (“Bbl”), as compared to the third quarter 2025 average of $65.78 per Bbl, and the second quarter of 2026 average of $95.65 per Bbl. In addition, during the third quarter of 2026, the Henry Hub price traded at an average of $2.87 per one million British thermal units (“MMBtu”), as compared to the third quarter of 2025 average of $3.03 per MMBtu, and the second quarter of 2026 average of $2.95 per MMBtu. Subsequent to September 30, 2026, the Henry Hub traded at an average of $3.13 per MMBtu and the WTI price traded at an average of $99.97 per Bbl through October 20, 2026. The average domestic onshore rig count for the United States and Canada was 782 rigs reported in the third quarter of 2026, up from the average in the third quarter 2025 of 703 and the second quarter of 2026 of 688, according to a report from Baker Hughes.

Previous wording

During the three months ended June 30, 2026, we entered into supply contracts with various global suppliers, including Bergen Engines AS and Wärtsilä North America, Inc., and on July 22, 2026, we entered into a supply contract with Caterpillar Inc. as described in “Part II – Other Information, Item 5. Other Information” for the purchase of power generation equipment, including engines and certain balance of plant equipment, for the Company’s prospective data center and other distributed power projects. For more information regarding these supply contracts, see below under “Liquidity and Capital Resources.”

Current wording

During the nine months ended September 30, 2026, we entered into supply contracts with various global suppliers for the purchase of power generation equipment, including engines and certain balance of plant equipment, for the Company’s prospective data center and other distributed power projects. For more information regarding these supply contracts, see below under “Liquidity and Capital Resources.”

Previous wording

Our revenue increased$146.1 million, or 14%, to$1.2 billion for the three months ended June 30, 2026 compared to $1.0 billion for the three months ended June 30, 2025. The increase in revenue was predominantly driven by elevated activity levels and corresponding improvement in utilization.

Current wording

Our revenue increased$248.8 million, or 26%, to$1.2 billion for the three months ended September 30, 2026 compared to $0.9 billion for the three months ended September 30, 2025. The increase in revenue was predominantly driven by increased activity levels and corresponding improvement in utilization and product sales.

Previous wording

Cost of services (exclusive of depreciation, depletion, and amortization) increased$168.1 million, or 21%, to$980.3 million for the three months ended June 30, 2026 compared to $812.1 million for the three months ended June 30, 2025. The increase in expense was primarily related to increases in parts and material volumes and personnel costs commensurate with the increase in activity levels.

Current wording

Cost of services (exclusive of depreciation, depletion, and amortization) increased$225.3 million, or 29%, to$995.0 million for the three months ended September 30, 2026 compared to $769.8 million for the three months ended September 30, 2025. The increase in expense was primarily related to increases in parts and material volumes and personnel costs commensurate with the increase in activity levels.

Previous wording

General and administrative expenses increased$8.8 million, or 15%, to$67.2 million for the three months ended June 30, 2026 compared to $58.3 million for the three months ended June 30, 2025, primarily due to increased variable compensation costs and increased corporate costs to support higher activity levels and the expansion of our power business.

Current wording

General and administrative expenses increased$11.2 million, or 19%, to$69.5 million for the three months ended September 30, 2026 compared to $58.3 million for the three months ended September 30, 2025, primarily due to increased variable compensation costs and increased corporate costs to support higher activity levels and the expansion of our power business.

Previous wording

Depreciation, depletion, and amortization expense decreased$15.2 million, or 12%, to$114.2 million for the three months ended June 30, 2026 compared to $129.4 million for the three months ended June 30, 2025. The decrease during the three months ended June 30, 2026 was primarily due to equipment reaching the end of its depreciable life, partially offset by an increase in finance leases.

Current wording

Depreciation, depletion, and amortization expense decreased$9.3 million, or 8%, to$113.7 million for the three months ended September 30, 2026 compared to $123.0 million for the three months ended September 30, 2025. The decrease during the three months ended September 30, 2026 was primarily due to equipment reaching the end of its depreciable life, partially offset by an increase in finance leases.

Previous wording

The Company recognized other income, net of $39.6 million for the three months ended June 30, 2026 compared to $58.1 million for the three months ended June 30, 2025. Other (income) expense, net is primarily comprised of gain on investments, net of $42.9 million related to investments in equity securities measured at fair value for the three months ended June 30, 2026, compared to $68.2 million during the three months ended June 30, 2025. Additionally, interest expense, net decreased $6.8 million primarily as a result of the paydown of the Company’s balance on the Revolving Credit Facility in connection with the issuance of the 2031 Notes and 2032 Notes. Refer to “Liquidity and Capital Resources” below for further discussion of the Company’s outstanding financing agreements.

Current wording

The Company recognized other expense, net of $68.8 million for the three months ended September 30, 2026 compared to other income, net of $57.5 million for the three months ended September 30, 2025. The change was primarily attributable to a loss on investments, net of $62.9 million related to investments in equity securities measured at fair value for the three months ended September 30, 2026, compared to a gain on investments, net of $68.4 million during the three months ended September 30, 2025. Additionally, interest expense, net decreased $5.0 million primarily as a result of the paydown of the Company’s balance on the Revolving Credit Facility in connection with the issuance of the 2031 Notes and 2032 Notes. Refer to “Liquidity and Capital Resources” below for further discussion of the Company’s outstanding financing agreements.

Previous wording

The Company recognized income tax expense of $9.2 million for the three months ended June 30, 2026, an effective rate of 17.5%, compared to $24.1 million for the three months ended June 30, 2025, an effective rate of 25.0%. The decrease in income tax expense was attributable to the decrease in net income before income taxes as well as a decrease in the effective tax rate.

Current wording

The Company recognized an income tax benefit of $10.4 million for the three months ended September 30, 2026, an effective rate of 21.1%, compared to income tax expense of $12.0 million for the three months ended September 30, 2025, an effective rate of 21.8%. The change in income tax expense was attributable to the net loss before income taxes for the three months ended September 30, 2026.

Previous wording

Our revenue increased$189.8 million, or 9%, to$2.2 billion for the six months ended June 30, 2026 compared to $2.0 billion for the six months ended June 30, 2025. The increase in revenue was predominantly driven by elevated activity levels and corresponding improvement in utilization.

Current wording

Our revenue increased$438.6 million, or 15%, to$3.4 billion for the nine months ended September 30, 2026 compared to $3.0 billion for the nine months ended September 30, 2025. The increase in revenue was predominantly driven by increased activity levels and corresponding improvement in utilization and product sales.

Previous wording

Cost of services (exclusive of depreciation, depletion, and amortization) increased$250.3 million,16%, to$1.8 billionfor the six months ended June 30, 2026 compared to$1.6 billion for the six months ended June 30, 2025. The increase in expense was primarily related to increases in parts and material volumes and personnel costs commensurate with the increase in activity levels.

Current wording

Cost of services (exclusive of depreciation, depletion, and amortization) increased$475.6 million, or 20%, to$2.8 billionfor the nine months ended September 30, 2026 compared to$2.3 billion for the nine months ended September 30, 2025. The increase in expense was primarily related to increases in parts and material volumes and personnel costs commensurate with the increase in activity levels.

Previous wording

General and administrative expenses increased$2.6 million, or 2%, to$126.7 millionfor the six months ended June 30, 2026 compared to $124.1 million for the six months ended June 30, 2025, primarily due to increased variable compensation costs and increased corporate cost to support higher activity levels and the continued expansion of our power business, partially offset by lower stock-based compensation expense as the prior year period included stock-based compensation in connection with the resignation of the Company's previous Chief Executive Officer upon his confirmation to the Secretary of Energy of the United States.

Current wording

General and administrative expenses increased$13.8 million, or 8%, to$196.2 millionfor the nine months ended September 30, 2026 compared to $182.4 million for the nine months ended September 30, 2025, primarily due to increased variable compensation costs and increased corporate cost to support higher activity levels and the expansion of our power business, partially offset by lower stock-based compensation expense as the prior year period included stock-based compensation in connection with the resignation of the Company's previous Chief Executive Officer upon his confirmation to the Secretary of Energy of the United States.

Previous wording

Transaction and other costs increasedto $7.7 million during the six months ended June 30, 2026, compared to$0.8 million for the six months ended June 30, 2025. The increase is due to tariffs and duties assessed during the quarter on certain pump components imported from other countries. We have adjusted our supply chain strategy to reduce our tariff exposure on such components in future periods.

Current wording

Transaction and other costs increasedto $7.5 million during the nine months ended September 30, 2026, compared to$0.8 million for the nine months ended September 30, 2025. The increase was due to tariffs and duties assessed during the year on certain pump components imported from other countries. We have adjusted our supply chain strategy to reduce our tariff exposure on such components in future periods.

Previous wording

Depreciation, depletion, and amortization expense decreased$28.8 million, or 11%, to$228.3 million for the six months ended June 30, 2026 compared to $257.1 million for the six months ended June 30, 2025. The decrease during the six months ended June 30, 2026 was primarily due to equipment reaching the end of its depreciable life, partially offset by an increase in finance leases.

Current wording

Depreciation, depletion, and amortization expense decreased$38.1 million, or 10%, to$342.0 million for the nine months ended September 30, 2026 compared to $380.1 million for the nine months ended September 30, 2025. The decrease during the nine months ended September 30, 2026 was primarily due to equipment reaching the end of its depreciable life, partially offset by an increase in finance leases.

Previous wording

The Company recorded a gain on disposal of assets, net of $12.0 million for the six months ended June 30, 2026 compared to a $9.0 million loss for the six months ended June 30, 2025, as the Company disposed of used equipment that is no longer in use as part of normal course fleet and equipment management. Additionally, during the six months ended June 30, 2026, the Company received insurance proceeds related to losses recorded in prior periods.

Current wording

The Company recorded a gain on disposal of assets, net of $13.1 million for the nine months ended September 30, 2026 compared to a $7.8 million loss for the nine months ended September 30, 2025, as the Company disposed of used equipment that is no longer in use as part of normal course fleet and equipment management in the third quarter of 2025. Additionally, during the nine months ended September 30, 2026, the Company received insurance proceeds related to losses recorded in prior periods.

Previous wording

The Company recognized other income, net of $49.1 million for the six months ended June 30, 2026 compared to $67.8 million for the six months ended June 30, 2025. Other (income) expense, net is comprised of gain on investments, net of $60.2 million related to investments in equity securities measured at fair value for the six months ended June 30, 2026, compared to $87.5 million during the six months ended June 30, 2025. Additionally, interest expense, net decreased $8.6 million primarily as a result of the paydown of the Company’s balance on the Revolving Credit Facility in connection with the issuance of the 2031 Notes and 2032 Notes. Refer to “Liquidity and Capital Resources” below for further discussion of the Company’s outstanding financing agreements.

Current wording

The Company recognized other expense, net of $19.6 million for the nine months ended September 30, 2026 compared to other income, net of $125.3 million for the nine months ended September 30, 2025. Other (income) expense, net is comprised of loss on investments, net of $2.7 million related to investments in equity securities measured at fair value for the nine months ended September 30, 2026, compared to gain on investments, net of $155.9 million during the nine months ended September 30, 2025. Additionally, interest expense, net decreased $13.6 million primarily as a result of the paydown of the Company’s balance on the Revolving Credit Facility in connection with the issuance of the 2031 Notes and 2032 Notes. Refer to “Liquidity and Capital Resources” below for further discussion of the Company’s outstanding financing agreements.

Previous wording

The Company recognized income tax expense of $18.5 million for the six months ended June 30, 2026, an effective rate of 21.9%, compared to $31.9 million for the six months ended June 30, 2025, an effective rate of 26.0%. The decrease in income tax expense was primarily attributable to the decrease in net income before income taxes as well as a decrease in the effective tax rate.

Current wording

The Company recognized income tax expense of $8.0 million for the nine months ended September 30, 2026, an effective rate of 23.2%, compared to $43.9 million for the nine months ended September 30, 2025, an effective rate of 24.7%. The decrease in income tax expense was primarily attributable to the decrease in net income before income taxes as well as a decrease in the effective tax rate.

Previous wording

Three and Six Months Ended June 30, 2026, Compared to Three and Six Months Ended June 30, 2025: EBITDA and Adjusted EBITDA

Current wording

Three and Nine Months Ended September 30, 2026, Compared to Three and Nine Months Ended September 30, 2025: EBITDA and Adjusted EBITDA

Previous wording

Our primary sources of liquidity consist of proceeds from the offering of the 2031 Notes and the 2032 Notes, cash flows from operations, borrowings under our credit facilities, and finance leases for certain equipment. While we believe that these sources are adequate for our current liquidity needs, we monitor the availability and cost of capital resources such as equity, debt, and lease financings that could be leveraged for current or future financial obligations including those related to organic growth, acquisitions, capital expenditures, working capital, and other liquidity requirements.

Current wording

Our primary sources of liquidity consist of proceeds from the offering of the 2031 Notes and the 2032 Notes, cash flows from operations, borrowings under our credit facilities, and finance leases for certain equipment. While we believe that these sources are adequate for our current liquidity needs, we monitor the availability and cost of capital resources such as equity, debt, and lease financings that could be leveraged for current or future financial obligations including those related to organic growth, acquisitions, capital expenditures, working capital, and other liquidity requirements. Working capital is the amount by which current assets exceed current liabilities. While various other factors may impact our working capital requirements from period to period, our working capital requirements have typically been, and we expect will continue to be, driven by changes in accounts receivable and unbilled revenue, inventories, prepaid and other assets and accounts payable and accrued liabilities.

Previous wording

During the six months ended June 30, 2026, we issued the 2031 Notes and the 2032 Notes for net proceeds of $746.0 million and $511.3 million, respectively, after deducting the initial purchasers’ discount and commissions and offering expenses paid by us. We also entered into privately negotiated capped call transactions with respect to each of the 2031 Notes and the 2032 Notes with certain of the initial purchasers or their respective affiliates and certain other financial institutions at a cost of approximately $109.3 million and $77.2 million, respectively. Refer to Note 7— Debt to the accompanying unaudited condensed consolidated financial statements in Part I, Item 1 of this Quarterly Report for additional information related to the 2031 Notes and the 2032 Notes.

Current wording

During the nine months ended September 30, 2026, we issued the 2031 Notes and the 2032 Notes for net proceeds of $746.0 million and $511.3 million, respectively, after deducting the initial purchasers’ discount and commissions and offering expenses paid by us. We also entered into privately negotiated capped call transactions with respect to each of the 2031 Notes and the 2032 Notes with certain of the initial purchasers or their respective affiliates and certain other financial institutions at a cost of approximately $109.3 million and $77.2 million, respectively. Refer to Note 7—Debt to the accompanying unaudited condensed consolidated financial statements in Part I, Item 1 of this Quarterly Report for additional information related to the 2031 Notes and the 2032 Notes.

Previous wording

Cash and cash equivalents increased by $527.8 million to $555.4 million as of June 30, 2026 compared to $27.6 million as of December 31, 2025, while working capital excluding cash and current liabilities under debt and lease arrangements increased $85.4 million.

Current wording

Cash and cash equivalents increased by $91.4 million to $119.0 million as of September 30, 2026 compared to $27.6 million as of December 31, 2025, while working capital excluding cash and current liabilities under debt and lease arrangements increased $8.4 million.

Previous wording

As of June 30, 2026, the Company was party to the Credit Agreement, which provides for a revolving line of credit up to $750.0 million. The Credit Agreement is subject to certain borrowing base limitations based on a percentage of eligible accounts receivable, inventory and certain power generating assets available to finance working capital needs. In the first quarter of 2026 the Company used a portion of the net proceeds from the offering of the 2031 Notes to repay all indebtedness outstanding under the Revolving Credit Facility, excluding letters of credit. As of June 30, 2026, the borrowing base was calculated to be $467.7 million, and the Company had no amounts outstanding, excluding letters of credit in the amount of $19.4 million, with $448.3 million of remaining availability.

Current wording

As of September 30, 2026, the Company was party to that certain Credit Agreement, dated July 24, 2025 (as amended, restated, supplemented or otherwise modified, the “Credit Agreement”), which provides for a revolving line of credit up to $750.0 million (the "Revolving Credit Facility"). The Credit Agreement is subject to certain borrowing base limitations based on a percentage of eligible accounts receivable, inventory and certain power generating assets available to finance working capital needs. In the first quarter of 2026 the Company used a portion of the net proceeds from the offering of the 2031 Notes to repay all indebtedness outstanding under the Revolving Credit Facility, excluding letters of credit. As of September 30, 2026, the borrowing base was calculated to be $580.1 million. As of September 30, 2026, the Company had no borrowings outstanding, and had letters of credit in the amount of $30.2 million, with $549.9 million of remaining availability.

Previous wording

The Credit Agreement contains financial covenants that we are required to maintain, in addition to covenants that restrict our ability to take certain actions. As of June 30, 2026, we were in compliance with all debt covenants.

Current wording

The Credit Agreement contains financial covenants that we are required to maintain, in addition to covenants that restrict our ability to take certain actions. On October [20], 2026, the Company entered into the second amendment to the Credit Agreement (the “Second Amendment”), which, among other things, temporarily increases the maximum permitted leverage ratio under the Credit Agreement as of September 30, 2026. For additional information regarding the Second Amendment, see “Part II–Other Information, Item 5. Other Information.” As of September 30, 2026, we were in compliance with all debt covenants.

Previous wording

Under our share repurchase program, the Company is authorized to repurchase up to $750.0 million of outstanding Class A Common Stock through and including July 31, 2026. Shares may be repurchased from time to time for cash in open market transactions, through block trades, in privately negotiated transactions, through derivative transactions, or by other means in accordance with applicable federal securities laws. The timing and the amount of repurchases will be determined by the Company at its discretion based on an evaluation of market conditions, capital allocation alternatives and other factors. The share repurchase program does not require us to purchase any dollar amount or number of shares of our Class A Common Stock and may be modified, suspended, extended, or terminated at any time without prior notice. The Company expects to fund any repurchases by using cash on hand, borrowings under the Revolving Credit Facility, and expected free cash flow to be generated through the duration of the share repurchase program. The Company did not repurchase or retire any shares of Class A Common Stock under the share repurchase program during the three or six months ended June 30, 2026.

Current wording

Under our share repurchase program, the Company was authorized to repurchase up to $750.0 million of outstanding Class A Common Stock through and including July 31, 2026. The Company did not repurchase or retire any shares of Class A Common Stock under the share repurchase program during the three or nine months ended September 30, 2026.

Previous wording

Analysis of Cash Flow Changes Between the Six Months Ended June 30, 2026 and 2025

Current wording

Analysis of Cash Flow Changes Between the Nine Months Ended September 30, 2026 and 2025

Previous wording

Operating Activities. Net cash provided by operating activities was $141.4 million for the six months ended June 30, 2026, compared to $362.7 million for the six months ended June 30, 2025. The $221.3 million decrease in cash from operating activities is attributable to a $119.6 million decrease in cash from changes in working capital for the six months ended June 30, 2026, compared to a $61.7 million increase in cash from changes in working capital for the six months ended June 30, 2025. Additionally cash from operating activities decreased due to a $229.8 million increase in cash operating expenses, interest expense, net, and income tax expense, offset by a $189.8 million increase in revenues.

Current wording

Operating Activities. Net cash provided by operating activities was $364.3 million for the nine months ended September 30, 2026, compared to $414.2 million for the nine months ended September 30, 2025. The $49.9 million decrease in cash from operating activities is attributable to a $33.2 million decrease in cash from changes in working capital for the nine months ended September 30, 2026, compared to a $34.0 million decrease in cash from changes in working capital for the nine months ended September 30, 2025. Additionally cash from operating activities decreased due to a $489.3 million increase in cash operating expenses, interest expense, net, and income tax expense, offset by a $438.6 million increase in revenues.

Previous wording

Investing Activities. Net cash used in investing activities was $364.6 million for the six months ended June 30, 2026, compared to $189.3 million for the six months ended June 30, 2025. Cash used in investing activities was higher during the six months ended June 30, 2026, compared to the six months ended June 30, 2025 primarily due to a $109.4 million increase in equipment purchases, capitalized maintenance, and capital deposits, a decrease in the proceeds on sale of equity securities of $80.8 million, and an increase of $9.7 million for shares purchased in Tamboran. These increases in cash used in investing activities were partially offset by a decrease from the acquisition of IMG Energy Solutions of $15.2 million in the six months ended June 30, 2025, and an increase of $9.4 million in cash proceeds from the sale of assets. Refer to Note 2—Significant Accounting Policies to the unaudited condensed consolidated financial statements in Part I, Item 1 of this Quarterly Report for additional information related to the IMG Acquisition.

Current wording

Investing Activities. Net cash used in investing activities was $986.5 million for the nine months ended September 30, 2026, compared to $302.3 million for the nine months ended September 30, 2025. Cash used in investing activities was higher during the nine months ended September 30, 2026, compared to the nine months ended September 30, 2025 primarily due to a $616.7 million increase in equipment purchases, capitalized maintenance, and capital deposits, a decrease in the proceeds on sale of equity securities of $80.8 million, and an increase of $9.7 million for shares purchased in Tamboran. These increases in cash used in investing activities were partially offset by a decrease from the acquisition of IMG Energy Solutions of $15.2 million in the nine months ended September 30, 2025, and an increase of $7.8 million in cash proceeds from the sale of assets. Refer to Note 2—Significant Accounting Policies to the unaudited condensed consolidated financial statements in Part I, Item 1 of this Quarterly Report for additional information related to the IMG Acquisition.

Previous wording

Financing Activities. Net cash provided by financing activities was $752.0 million for the six months ended June 30, 2026, compared to net cash used in financing activities of $174.1 million for the six months ended June 30, 2025. The $926.1 million increase in cash provided by financing activities was primarily due to an increase in net borrowing activities of $887.7 million which includes the initial cash received from the 2031 Notes and the 2032 Notes, purchase of capped calls, net borrowings under the Caterpillar Agreement, net borrowings and repayments on the Revolving Credit Facility, and payment of debt issuance costs. Additionally, there was a $24.9 million decrease in share repurchases, a $32.9 million decrease in cash paid under the TRA liability, offset by a $1.8 million increase in tax withholdings for RSUs, a $14.2 million increase in cash paid for finance leases and a $3.4 million increase in dividends paid.

Current wording

Financing Activities. Net cash provided by financing activities was $714.3 million for the nine months ended September 30, 2026, compared to net cash used in financing activities of $118.6 million for the nine months ended September 30, 2025. The $832.9 million increase in cash provided by financing activities was primarily due to an increase in net borrowing activities of $796.4 million which includes the initial $1.3 billion of cash received from the 2031 Notes and the 2032 Notes, and net borrowings under the Caterpillar Agreement, partially offset by $186.5 million purchase of capped calls, an increase of $292.5 million net repayments on the Revolving Credit Facility, and $32.1 million increase in payments of debt issuance costs. Additionally, there was a $32.9 million decrease in cash paid under the TRA liability and a $24.9 million decrease in share repurchases , offset by a $14.3 million increase in cash paid for finance leases, a $5.1 million increase dividends paid and a $1.8 million increase in tax withholdings for RSUs.

Previous wording

Our material uses of cash consist primarily of obligations under long-term debt including the 2032 Notes, 2031 Notes and the Revolving Credit Facility, TRAs, finance and operating leases for property and equipment, cash used to pay for repurchases of, and dividends on, shares of our Class A Common Stock, and purchase obligations as part of normal operations and our expansion into the distributed power business. During the six months ended June 30, 2026, the Company issued $770.0 million aggregate principal amount and $525.0 million aggregate principal amount of the 2031 Notes and the 2032 Notes, respectively. See Note 7 —Debt to the unaudited condensed consolidated financial statements in Part I, Item 1 of this Quarterly Report.

Current wording

Our material uses of cash consist primarily of obligations under long-term debt including the 2032 Notes, 2031 Notes and the Revolving Credit Facility, TRAs, finance and operating leases for property and equipment, cash used to pay for repurchases of, and dividends on, shares of our Class A Common Stock, and purchase obligations as part of normal operations and our expansion into the distributed power business. During the nine months ended September 30, 2026, the Company issued $770.0 million aggregate principal amount and $525.0 million aggregate principal amount of the 2031 Notes and the 2032 Notes, respectively. See Note 7—Debt to the unaudited condensed consolidated financial statements in Part I, Item 1 of this Quarterly Report.

Previous wording

Certain amounts included in our contractual obligations as of June 30, 2026 are based on our estimates and assumptions about these obligations, including pricing, volumes, and duration. We have no material off balance sheet arrangements as of June 30, 2026, except for purchase commitments for generation assets to support our distributed power business and under sand supply agreements of which $35.2 million is payable within 2026, and $0.0 million is payable thereafter.

Current wording

Certain amounts included in our contractual obligations as of September 30, 2026 are based on our estimates and assumptions about these obligations, including pricing, volumes, and duration. We have no material off balance sheet arrangements as of September 30, 2026, except for purchase commitments under sand supply agreements of which $22.9 million is payable within 2026 and there are no amounts payable thereafter, and for generation assets to support our distributed power business.

Previous wording

During the year, we entered into various equipment supply contracts for the purchase of power generation equipment, including engines, balance of plant equipment, and related services for our distributed power solutions business for an aggregate price of approximately $1.3 billion. As of June 30, 2026, the total remaining commitments under these contracts was $1.1 billion. These remaining payments are to be made in installments in connection with the scheduling, delivery, performance testing, and takeover of the equipment. In addition, on July 22, 2026, we entered into an additional equipment supply contract with CAT, which has a purchase price of approximately $801 million. We expect to receive the equipment currently on order under these supply contracts beginning in 2027 through 2030. The timing and amount of these obligations may change as a result of supplier manufacturing and delivery schedules, site readiness, transportation, customs-clearance requirements, governmental approvals, performance testing, force majeure events, change orders and contractual modifications, or other circumstances. We could incur significant additional capital expenditures if activity levels or opportunities increase during the course of the year. We intend to fund these capital expenditures using the primary sources of liquidity described above.

Current wording

During the year, we entered into various equipment supply contracts for the purchase of power generation equipment, including engines, balance of plant equipment, and related services for our distributed power solutions business for an aggregate price of approximately $2.1 billion. As of September 30, 2026, the total remaining commitments under these contracts was $1.6 billion. These remaining payments are to be made in installments in connection with the scheduling, delivery, performance testing, and takeover of the equipment. We expect to receive the equipment currently on order under these supply contracts beginning in 2027 through 2030. The timing and amount of these obligations may change as a result of supplier manufacturing and delivery schedules, site readiness, transportation, customs-clearance requirements, governmental approvals, performance testing, force majeure events, change orders and contractual modifications, or other circumstances. We could incur significant additional capital expenditures if activity levels or opportunities increase during the course of the year. We intend to fund these capital expenditures using the primary sources of liquidity described above.

Previous wording

As of June 30, 2026, we had outstanding finance lease obligations of $264.2 million and operating lease obligations of $57.0 million.

Current wording

As of September 30, 2026, we had outstanding finance lease obligations of $253.1 million and operating lease obligations of $59.9 million.

Previous wording

The effective global income tax rate applicable to the Company for the six months ended June 30, 2026 was 21.9% compared to 26.0%, for the period ended June 30, 2025. The Company’s effective tax rate is greater than the statutory federal income tax rate of 21.0% due to state income taxes in the states the Company operates, nondeductible executive compensation, as well as GILTI inclusions from the Company’s foreign operations, partially offset by U.S. federal income tax credits. The Company recognized an income tax expense of $9.2 million and $18.5 million during the three and six months ended June 30, 2026, respectively. The Company recognized an income tax expense of $24.1 million and $31.9 million during the three and six months ended June 30, 2025, respectively.

Current wording

The effective global income tax rate applicable to the Company for the nine months ended September 30, 2026 was 23.2% compared to 24.7%, for the period ended September 30, 2025. The Company’s effective tax rate is greater than the statutory federal income tax rate of 21.0% due to state income taxes in the states the Company operates, nondeductible executive compensation, as well as GILTI inclusions from the Company’s foreign operations, partially offset by U.S. federal income tax credits. The Company recognized an income tax benefit of $10.4 million and income tax expense of $8.0 million during the three and nine months ended September 30, 2026, respectively. The Company recognized an income tax expense of $12.0 million and $43.9 million during the three and nine months ended September 30, 2025, respectively.

Previous wording

Deferred income tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial reporting and tax bases of assets and liabilities, and are measured using enacted tax rates in effect for the year in which those temporary differences are expected to be recovered or settled. As of June 30, 2026 and December 31, 2025, the Company’s net deferred tax liabilities were $170.2 million and $195.6 million, respectively.

Current wording

Deferred income tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial reporting and tax bases of assets and liabilities, and are measured using enacted tax rates in effect for the year in which those temporary differences are expected to be recovered or settled. As of September 30, 2026 and December 31, 2025, the Company’s net deferred tax liabilities were $159.6 million and $195.6 million, respectively.
Rearranged previous paragraphs (2)

Previous report — wording carried elsewhere

Transaction and other costs increased to $7.7 million during the three months ended June 30, 2026, compared to$0.0 million for the three months ended June 30, 2025. The increase is due to tariffs and duties assessed during the quarter on certain pump components imported from other countries. We have adjusted our supply chain strategy to reduce our tariff exposure on such components in future periods.

Previous report — wording carried elsewhere

The Company recorded a loss on disposal of assets, net of $6.6 million for the three months ended June 30, 2026 compared to a $5.6 million loss for the three months ended June 30, 2025, as the Company disposed of used equipment that is no longer in use as part of normal course fleet and equipment management.