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What changed in Weatherford International plc's 10-K — 2024 vs 2025

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Paragraph-level year-over-year comparison of Weatherford International plc's 2024 and 2025 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2025 report.

+257 added−257 removedSource: 10-K (2026-02-04) vs 10-K (2025-02-06)

Top changes in Weatherford International plc's 2025 10-K

257 paragraphs added · 257 removed · 189 edited across 8 sections

Item 1. Business

Business — how the company describes what it does

29 edited+11 added−14 removed42 unchanged
Biggest changeOur focus is on the deployment of our five strategic priorities of: • Customer Experience enhancement by directly addressing customer needs of improved efficiency, value creation and safety; • Creating the Future through continued investment in research and development and building our Digital & New Energy portfolio and capabilities; • Organizational Vitality to harness employee engagement, attract and retain talent, develop our people and increase leadership effectiveness; • Lean Operations to simplify and drive waste out of the business for increased productivity, quality and improved service levels; and • Financial Performance that drives value creation across economic cycles with sustainable profitability, cash flow generation and top-tier return on capital Our strategic focus is enabled by a comprehensive capital allocation framework that includes: • Improved through-cycle resilience from a strong balance sheet; • Judicious business investments in technology and infrastructure upgrades to drive portfolio differentiation and structural cost efficiencies leading to improved returns; • Strategic and disciplined mergers and acquisitions that align with our portfolio strategy; and • Shareholder returns program as introduced in 2024 with an expected annual dividend of $1 per share and a $500 million share repurchase authorization over three years.
Biggest changeOur focus is on the deployment of our five strategic priorities of: • Customer Experience enhancement by directly addressing customer needs of improved efficiency, value creation and safety; • Creating the Future through continued investment in research and development and building our Digital & New Energy portfolio and capabilities; • Organizational Vitality to harness employee engagement, attract and retain talent, develop our people and increase leadership effectiveness; • Lean Operations to simplify and drive waste out of the business for increased productivity, quality and improved service levels; and • Financial Performance that drives value creation across economic cycles with sustainable profitability, cash flow generation and top-tier return on capital.
The primary offerings are tubular running services, cementation products, completions, liner hangers and well services. WCC deploys conventional to advanced technologies, providing safe and efficient services in any environment during the well construction phase. Tubular Running Services provides equipment, tubular handling, tubular management and tubular connection services for the drilling, completions, and workover of various types of wells.
The primary offerings are tubular running services, cementation products, completions, liner hangers and well services. WCC deploys conventional to advanced technologies, providing safe and efficient services in any environment during the well construction production phase. Tubular Running Services provides equipment, tubular handling, tubular management and tubular connection services for the drilling, completions, and workover of various types of wells.
We believe that ensuring we have the right talent in place is essential to delivering positive results for the business. We remain focused on developing our talent through training, competency, and mentoring, as well as attracting diverse and qualified individuals who will bring fresh perspectives and skill sets to the team.
We believe that ensuring we have the right talent in place is essential to delivering positive results for the business. We remain focused on developing our talent through training, competency, and mentoring, as well as attracting qualified individuals who will bring fresh perspectives and skill sets to the team.
Products and Services Drilling and Evaluation (“DRE”) offers a suite of services including managed pressure drilling, drilling services, wireline and drilling fluids. DRE offerings range from early well planning to reservoir management through innovative tools and expert engineering to optimize reservoir access evaluation and productivity. Managed Pressure Drilling helps to manage wellbore pressures to optimize drilling performance.
Products and Services Drilling and Evaluation (“DRE”) offers a suite of services including managed pressure drilling, drilling services, wireline and drilling fluids. DRE offerings range from early well planning to reservoir management through innovative tools and expert engineering to optimize reservoir access, formation evaluation and productivity. Managed Pressure Drilling helps to manage wellbore pressures to optimize drilling performance.
Weatherford International plc – 2024 Form 10-K | 4 Table of Contents Item 1 | Business Research, Development and Patents In addition to maintaining world-class technology and training centers throughout the world, we have research, development, and engineering teams focused on developing new technologies and improving existing products and services to meet customer demands for improved drilling performance, well integrity, and enhanced reservoir productivity, with emphasis on efficiency, reliability, safety and the environment.
Weatherford International plc – 2025 Form 10-K | 4 Table of Contents Item 1 | Business Research, Development and Patents In addition to maintaining world-class technology and training centers throughout the world, we have research, development, and engineering teams focused on developing new technologies and improving existing products and services to meet customer demands for improved drilling performance, well integrity, and enhanced reservoir productivity, with emphasis on efficiency, reliability, safety and the environment.
Weatherford International plc – 2024 Form 10-K | 2 Table of Contents Item 1 | Business Markets Demand for our industry’s products and services is driven by many factors, including commodity prices, the number of oil and gas rigs and wells drilled, depth and drilling conditions of wells, number of well completions, age of existing wells, reservoir depletion, regulatory environments and the level of workover activity worldwide.
Weatherford International plc – 2025 Form 10-K | 2 Table of Contents Item 1 | Business Markets Demand for our industry’s products and services is driven by many factors, including commodity prices, the number of oil and gas rigs and wells drilled, depth and drilling conditions of wells, number of well completions, age of existing wells, reservoir depletion, regulatory environments and the level of workover activity worldwide.
As of December 31, 2024, our Russia operations included $82 million in cash, $95 million in other current assets, $56 million in property, plant and equipment and other non-current assets, and $45 million in liabilities.
As of December 31, 2024, our Russia operations included $82 million in cash, $95 million in other current assets, $56 million in property, plant and equipment, net and other non-current assets, and $45 million in liabilities.
The primary offerings are intervention services & drilling tools, artificial lift, digital solutions, sub-sea intervention and pressure pumping services in select markets. PRI utilizes a suite of reservoir stimulation designs, and engineering capabilities that isolate zones and unlock reserves in conventional and unconventional wells, deep water, and aging reservoirs.
The primary offerings are intervention services & drilling tools, artificial lift, digital solutions, sub-sea intervention and pressure pumping services in select markets. PRI utilizes a suite of reservoir stimulation designs, and engineering capabilities that isolate zones and unlock reserves in conventional and unconventional wells, deep water, and mature reservoirs.
Weatherford International plc – 2024 Form 10-K | 5 Table of Contents Item 1 | Business We have obligations and expect to incur capital, operating and maintenance, and remediation expenditures, as a result of compliance with environmental laws and regulations.
Weatherford International plc – 2025 Form 10-K | 5 Table of Contents Item 1 | Business We have obligations and expect to incur capital, operating and maintenance, and remediation expenditures, as a result of compliance with environmental laws and regulations.
Our 2024 expenditures to comply with environmental laws and regulations were not material, and we currently do not expect the cost of compliance with environmental laws and regulations for 2025 to be material. We continuously monitor and strive to maintain compliance with changes in laws and regulations that impact our business.
Our 2025 expenditures to comply with environmental laws and regulations were not material, and we currently do not expect the cost of compliance with environmental laws and regulations for 2026 to be material. We continuously monitor and strive to maintain compliance with changes in laws and regulations that impact our business.
Completions offer customers a comprehensive line of completion tools, such as safety valves, production packers, downhole reservoir monitoring, flow control, isolation packers, multistage fracturing systems and sand-control Weatherford International plc – 2024 Form 10-K | 3 Table of Contents Item 1 | Business technologies that not only allow our customers to produce optimally from their reservoirs but also monitor and control the reservoirs throughout their productive life.
Completions offer customers a comprehensive portfolio of completion tools, such as safety valves, production packers, downhole reservoir monitoring, flow control, isolation packers, multistage fracturing systems and sand-control Weatherford International plc – 2025 Form 10-K | 3 Table of Contents Item 1 | Business technologies that not only allow our customers to produce optimally from their reservoirs but also monitor and control the reservoirs throughout their productive life.
We conduct business in approximately 75 countries, answering the challenges of the energy industry with 330 operating locations including manufacturing, research and development, service, and training facilities.
We conduct business in approximately 75 countries, answering the challenges of the energy industry with approximately 305 operating locations including manufacturing, research and development, service, and training facilities.
Revenues in Russia were approximately 5% of our total revenue for the year ended December 31, 2024, and were approximately 6% of our total revenues for the year ended December 31, 2023 and 7% for the year ended December 31, 2022.
Revenues in Russia were approximately 7% of our total revenue for the year ended December 31, 2025, and were approximately 5% of our total revenues for the year ended December 31, 2024 and 6% for the year ended December 31, 2023.
Sub-Sea Intervention provides electrical and hydraulic power transmission to subsea equipment in order to facilitate workovers and abandonment in deep and ultra-deep-water operations in select markets. Pressure Pumping Services offers advanced chemistry-based solutions and associated pumping services for safe and effective production enhancement.
Sub-Sea Intervention provides electrical and hydraulic power transmission to subsea equipment in order to facilitate workovers and abandonment in deep and ultra-deep-water operations in select markets. Pressure Pumping Services offers advanced engineered fluid chemistry products and solutions and associated pumping services for safe and effective production enhancement.
Weatherford has aligned its technology development, capital spending and operations around these objectives and expanded its role as a market leading provider of solutions that assist our customers in addressing their key operational challenges, not just in conventional reservoirs but also in mature fields, unconventionals, offshore, and in digitalization and automation.
We have aligned our technology development, capital spending and operations around these objectives and expanded our role as a market leading provider of solutions that assist our customers in addressing their key operational challenges, not just in conventional reservoirs but also in mature fields, unconventionals, offshore, and in digitalization and automation.
Well Services provides through tubing products and services which ensure consistent delivery of well solutions that extend the economic life of our customer's assets. Production and Intervention (“PRI”) offers production optimization technologies through our ability to design and deliver a complete production ecosystem ranging from boosting productivity to responsible well abandonment for our customers.
Well Services provides through tubing products and services which ensure consistent delivery of well solutions that extend the economic life of our customer's assets. Production and Intervention (“PRI”) includes technologies that deliver a complete production ecosystem ranging from boosting productivity to responsible well abandonment for our customers.
We believe that operational complexity will increase over time and therefore continually evaluate these potential impacts on our business.
We believe that operational complexity may continue to increase over time and therefore continually evaluate these potential impacts on our business.
Ward 56 Executive Vice President, Global Field Operations of Weatherford International plc, since January 2024 Senior Vice President, Subsea Production Systems of Baker Hughes Co, from May 2021 to December 2022 Senior Vice President, Strategic Planning & Solutions of Baker Hughes Co, from October 2019 to May 2021 Vice President, Marketing, Strategy & Solutions of Baker Hughes Co, from August 2017 to October 2019 David J.
Ward 57 Executive Vice President, Global Field Operations of Weatherford International plc, since January 2024 Senior Vice President, Subsea Production Systems of Baker Hughes Co, from May 2021 to December 2022 Senior Vice President, Strategic Planning & Solutions of Baker Hughes Co, from October 2019 to May 2021 Desmond J.
The performance of the RAP and related expenses are scheduled to be performed over a twenty to thirty-year period and, may cost as much as $11 million, recorded as an undiscounted obligation and have remained unchanged on the Consolidated Balance Sheets since December 31, 2022.
The performance of the RAP and related expenses are scheduled to be performed over a twenty to thirty-year period and may cost as much as $11 million, recorded as an undiscounted obligation, with balances of $10 million and $11 million as of December 31, 2025 and 2024, respectively, on the Consolidated Balance Sheets.
Through role-specific competency-based training and leadership development programs, we seek to expand our employees’ skill sets and regularly reinforce important topics that align with our Core Values and strategic priorities. Focus on Safety Weatherford is committed to the health, safety, and well-being of our employees, customers, and the communities in which we operate.
Through role-specific competency-based training and leadership development programs, we seek to expand our employees’ expertise and regularly reinforce important topics that align with our Core Values and strategic priorities. Focus on Safety Weatherford upholds a strong commitment to the health, safety, and overall well-being of our employees, customers, and the communities where we operate.
We are committed to maintaining and fostering a culture grounded in the principles inherent in pay-for-performance over the short and long-term for our employees eligible to receive a bonus.
We are committed to maintaining and fostering a culture grounded in the principles inherent in pay-for-performance over the short and long-term for our employees eligible to receive a bonus. Through this culture, we strive to attract, motivate, retain, and reward our employees for their work that contributes to building our brand and to sustaining our success in the marketplace.
Mills 52 Senior Vice President and Chief Accounting Officer of Weatherford International plc, since November 2021 (Interim Chief Financial Officer August 2022 to January 2023) Vice President and Chief Accounting Officer of Weatherford International plc, from March 2021 to November 2021 Segment Compliance Manager, Construction Industries Segment, Caterpillar Inc., from July 2020 to March 2021 Division Chief Financial Officer, Integrated Components and Solutions Division, Caterpillar Inc., from September 2018 to July 2020 Weatherford International plc – 2024 Form 10-K | 8 Table of Contents Item 1 | Business (a) Prior to joining Weatherford, Mr.
Mills 53 Senior Vice President and Chief Accounting Officer of Weatherford International plc, since November 2021 (Interim Chief Financial Officer August 2022 to January 2023) Vice President and Chief Accounting Officer of Weatherford International plc, from March 2021 to November 2021 Segment Compliance Manager, Construction Industries Segment, Caterpillar Inc., from July 2020 to March 2021
Community Impact and Volunteering In addition to investing in our employees, we are committed to making a positive impact in the communities in which we live and work. Across the globe, our employees give back to organizations who need support in terms of donated items, volunteered time, and financial giving.
Community Impact and Volunteering In addition to investing in our employees, we are committed to making a positive impact in the communities in which we live and work. Across our global operations, employees support community organizations through a range of activities, including volunteering time, donating goods, and providing financial contributions.
Some of our operations are subject to union contracts and these contracts cover approximately 17% of our employees. Executive Officers of Weatherford The following table sets forth, as of February 6, 2025, the names and ages of the executive officers of Weatherford, including all offices and positions held by each for at least the past five years.
Weatherford International plc – 2025 Form 10-K | 7 Table of Contents Item 1 | Business Executive Officers of Weatherford The following table sets forth, as of February 4, 2026, the names and ages of the executive officers of Weatherford, including all offices and positions held by each for at least the past five years.
In 2024, we continued to advance our program and awareness throughout the organization, including conducting celebrations across the Company that foster collaboration and meaningful conversations regarding DE&I.
We aim to provide learning, engagement, and philanthropic opportunities to help our people and communities flourish. In 2025, we continued these efforts throughout the organization, including conducting celebrations across the Company that foster collaboration and meaningful conversations and connections.
We trained our employees on unconscious bias and continued our focus on NextGen, our field engineering graduate program designed to accelerate the development of defined competencies and skillsets to prepare participants for future leadership positions, as well as our localization programs for select customers to develop local talent.
We continued our focus on talent development programs, including NextGen, our field engineering graduate program, which accelerates the development of technical and leadership capabilities for future roles. We also continued localization programs to develop local talent in support of customer operations.
As of December 31, 2023, our Russia operations included $62 million in cash, $94 million in other current assets, $76 million in property, plant and equipment and other non-current assets, and $62 million in liabilities. We continue to closely monitor and evaluate the developments in Russia as well as any changes in international laws and sanctions.
As of December 31, 2025, our Russia operations included $107 million in cash, $152 million in other current assets, $91 million in property, plant and equipment, net and other non-current assets, and $80 million in liabilities.
Additionally, we have safety programs aimed at educating employees on best practices, and our Stop Work Authority program empowers them to intervene if they observe or anticipate unsafe behaviors or conditions. Compensation We believe in aligning our employees’ compensation with the positive performance of our Company and returns realized for our shareholders.
Compensation We believe in aligning our employees’ compensation with the positive performance of our Company and returns realized for our shareholders.
Weatherholt (a) 47 Executive Vice President, General Counsel, and Chief Compliance Officer of Weatherford International plc, since July 2020 Senior Vice President and General Counsel of Arena Energy, L.P., from September 2019 to July 2020 Weatherford International plc – 2024 Form 10-K | 7 Table of Contents Item 1 | Business Executive Vice President, General Counsel, and Corporate Secretary at Midstates Petroleum Company, Inc., from February 2015 to August 2019 Richard D.
Weatherholt 48 Executive Vice President, General Counsel, and Chief Compliance Officer of Weatherford International plc, since July 2020 Richard D.
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We strive to be a company that is incident free, fulfills our commitments, and leaves the environment and communities we engage with in a better state than we found them. Our company values are built on the foundation of safety, and we recognize that a safe operation is also an efficient operation.
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Our strategic focus is enabled by a comprehensive capital allocation framework that includes: • Improved through-cycle resilience from a strong balance sheet; • Judicious business investments in technology and infrastructure upgrades to drive portfolio differentiation and structural cost efficiencies leading to improved returns; • Strategic and disciplined mergers and acquisitions that align with our portfolio strategy; and • Shareholder returns program as introduced in 2024 with a $500 million share repurchase authorization over three years.
Removed
To ensure we maintain this commitment, we have adopted the International Association of Oil & Gas Producers’ (“IOGP”) Life-Saving Rules and Start Work Checks, which guide our proactive approach to safety. These industry-standard rules are designed to improve human performance and raise awareness of the high risk activities most likely to result in injury or fatality.
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Annual dividend program recently increased from $1.00 to $1.10 per share.
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Our dedication to safety and service quality is embedded at every level of our organization. The Operational Excellence and Performance System (OEPS) is our integrated quality, health, safety, security, and environmental management system.
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Our total revenues in Russia, in addition to our assets and liabilities in country, are subject to volatility based on foreign currency movements and may fluctuate accordingly. We continue to closely monitor and evaluate the developments in Russia as well as any changes in international laws and sanctions.
Removed
OEPS not only meets international management system standards, such as ISO 45001, but also supports our employees in the field so that we deliver on customer commitments without compromising on quality, health, safety, security, or environmental performance.
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We aim to foster an incident-free workplace, consistently honor our responsibilities, and ensure that the environments and communities we interact with are improved through our actions. Our company values are deeply rooted in safety, recognizing that effective safety practices contribute to operational efficiency. This commitment is reflected across all aspects of our organization.
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Through this culture, we strive to attract, motivate, retain, and reward our employees for their work that contributes to Weatherford International plc – 2024 Form 10-K | 6 Table of Contents Item 1 | Business building our brand and to sustaining our success in the marketplace.
Added
Our integrated management system, the Operational Excellence and Performance System (“OEPS”), addresses quality, health, safety, security, and environmental standards, meeting requirements such as ISO 45001. OEPS equips our employees in the field with the tools and support they need to fulfill customer expectations while maintaining high standards in every area.
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Diversity, Equity and Inclusion We understand the importance of operating collaboratively and inclusively across all levels of our organization, embracing the full spectrum of diversity among our employees, and recognizing the strength and competitive advantages our differences afford us as a Company. Our Diversity, Equity, and Inclusion (“DE&I”) Program is a core element of our One Weatherford culture.
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We also offer educational programs on best safety practices, and empower our workforce through the Stop Work Authority program to take action whenever unsafe behaviors or conditions are identified, ensuring that safety and service quality remain central to our operations.
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Our DE&I efforts aim to provide learning, engagement, and philanthropic opportunities to help our people and communities flourish. The executive team and frontline employees champion our commitment to embedding our DE&I Program into our organization.
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Weatherford International plc – 2025 Form 10-K | 6 Table of Contents Item 1 | Business Company Culture We operate in a highly collaborative, global organization, and our workplaces must therefore support effective execution, employee engagement, and long-term business performance.
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For example, our team in Canada participates in an annual radiothon to support a local hospital and provides meals to over 900 unhoused and food insecure individuals. Our teams across the Latin America and Europe and Africa regions participate in activities to raise support for breast cancer awareness.
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Our approach emphasizes respect, collaboration, and the ability for employees at all levels to contribute effectively, leveraging a broad range of perspectives, experiences, and skills across the Company. These principles are embedded in our One Weatherford culture and inform how we attract, develop, and retain talent.
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Our teams across Asia, the Middle East and North Africa regions donate time and resources to support children in need.
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These efforts focus on causes aligned with community needs, such as health and wellness, education, and support for vulnerable populations. Our community engagement initiatives are led locally and reflect the priorities of the regions in which we operate, reinforcing our commitment to responsible corporate citizenship and positive social impact.
Removed
In the United States, we continue to raise funds and awareness to find a cure for Multiple Sclerosis (“MS”) through the MS Society and through our annual Weatherford Walks event, we raised approximately $500,000 benefiting a number of local not-for-profit organizations. Employee Statistics As of December 31, 2024, Weatherford had approximately 19,000 employees globally.
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Employee Statistics As of December 31, 2025, Weatherford had approximately 16,700 employees globally. Some of our operations are subject to union contracts and these contracts cover approximately 9% of our employees.
Removed
Saligram 53 President and Chief Executive Officer of Weatherford International plc, since October 2020 Senior Vice President and Chief Operating Officer of Exterran Corporation from August 2018 to September 2020 Arunava Mitra 52 Executive Vice President and Chief Financial Officer of Weatherford International plc, since January 2023 Executive Vice President and Chief Financial Officer of Mitsubishi Power Americas Inc. from October 2021 to December 2022 Executive Vice President and Chief Financial Officer of Mitsubishi Hitachi Power Systems of Americas Inc. from October 2014 to October 2021 Scott C.
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Saligram 54 President and Chief Executive Officer of Weatherford International plc since October 2020 Anuj Dhruv 44 Executive Vice President and Chief Financial Officer of Weatherford International plc, since April 2025 Vice President of Finance and Strategy for the Global Olefins and Polyolefins segment at LyondellBasell from November 2022 to April 2025 Vice President and Treasurer at LyondellBasell beginning in February 2020 Scott C.
Removed
Reed 51 Executive Vice President and Chief Commercial Officer of Weatherford International plc, since January 2024 Senior Vice President and Chief Commercial Officer of Weatherford International plc, from August 2021 to December 2023 Vice President of Sales, Tenaris, from July 2015 to January 2021 Depinder Sandhu 49 Executive Vice President, Global Product Lines of Weatherford International plc, since January 2024 Senior Vice President, Global Product Lines of Weatherford International plc, from December 2021 to December 2023 Senior Director, Corporate Strategy of Weatherford International plc, from April 2021 to November 2021 Vice President, Business Development & Strategy of Weatherford International plc, from July 2020 to March 2021 Director, Service Delivery of Weatherford International plc, from November 2017 to May 2020 Kristin Ruzicka 42 Executive Vice President, Chief Human Resources Officer & Sustainability at Weatherford since January 2025 Senior Vice President, Chief Human Resources Officer & Sustainability at Weatherford from December 2023 to January 2025 Senior Vice President, Human Resources Operations and Sustainability at Weatherford from April 2023 to December 2023 Senior Vice President, Quality, Service Excellence and Sustainability at Weatherford from September 2021 to April 2023 Senior Vice President, Quality and Service Excellence at Weatherford from June 2021 to September 2021 Vice President and General Manager Reliability Services at Allied Reliability from October 2018 to June 2021 Todd Glance 52 Executive Vice President, Customer Delivery of Weatherford International plc since August 2024 Independent business advisor from April 2023 to July 2024 Executive Vice President of Operations, Otis Worldwide Corporation, from April 2020 to March 2023 Senior Vice President of Operations, United Technology Corporation, from June 2019 to April 2020 Desmond J.
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Weatherholt was the General Counsel at Midstates Petroleum Company, Inc. when the company filed for bankruptcy protection on May 1, 2016 in the Federal Bankruptcy Court for the Southern District of Texas (Houston Division) and served the company before, during and after its bankruptcy.
Removed
In addition, he was the Senior Vice President & General Counsel of Arena Energy, LP, which filed for bankruptcy protection on August 20, 2020, in the Federal Bankruptcy Court for the Southern District of Texas (Houston Division) approximately 4 weeks after his departure from the company.

Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

48 edited+25 added−17 removed107 unchanged
Biggest changeAs a result, it might not be possible for shareholders to enforce civil liability provisions of the federal or state securities laws of the United States. We are organized under the laws of Ireland, and a significant portion of our assets are located outside the United States.
Biggest changeWeatherford International plc – 2025 Form 10-K | 18 Table of Contents Item 1 | Business We are incorporated in Ireland and a significant portion of our assets are located outside the United States. As a result, it might not be possible for shareholders to enforce civil liability provisions of the federal or state securities laws of the United States.
Furthermore, if we fail or are perceived to not effectively implement an energy transition strategy, or if investors or financial institutions shift funding away from companies focused primarily or solely in fossil fuel-related industries, it could materially adversely affect our business, financial condition, results of reparations and our access to capital or the market for our securities.
Furthermore, if we fail or are perceived to not effectively implement an energy transition strategy, or if investors or financial institutions shift funding away from companies focused primarily or solely in fossil fuel-related industries, it could materially adversely affect our business, financial condition, results of operations and our access to capital or the market for our securities.
If our infrastructure becomes damaged, fail to function properly, or otherwise becomes compromised or unavailable, we may incur substantial costs to repair or replace them, and we may experience loss of critical data or interruptions or delays in our ability to perform critical functions, which could adversely affect our business, operating results, or financial condition.
If our infrastructure becomes damaged, fails to function properly, or otherwise becomes compromised or unavailable, we may incur substantial costs to repair or replace them, and we may experience loss of critical data or interruptions or delays in our ability to perform critical functions, which could adversely affect our business, operating results, or financial condition.
In addition, the integration of acquired businesses or assets involves a number of risks, including (i) the loss of key customers of the acquired business; (ii) demands on management related to the increase in our size; (iii) the diversion of management’s attention from the management of daily operations; (iv) difficulties in implementing or unanticipated costs of accounting, budgeting, reporting, internal controls and other systems; and (v) difficulties in the retention and assimilation of necessary employees.
In addition, the integration of acquired businesses or assets involves a number of risks, including (i) the loss of key customers of the acquired business; (ii) demands on management related to the increase in our size; (iii) the diversion of management’s attention from the management of daily operations; (iv) difficulties in implementing or unanticipated costs of accounting, budgeting, reporting, internal controls, cybersecurity and other information technology systems; and (v) difficulties in the retention and assimilation of necessary employees.
Our enterprise resource systems are subject to damage or interruption from various sources, including obsolescence, power outages, computer and telecommunications failures, computer viruses, cyber security breaches, vandalism, severe weather conditions, catastrophic events, terrorism, and human error, and our disaster recovery planning cannot account for all eventualities. Our disaster recovery measures may or may not address all potential contingencies.
Our information systems are subject to damage or interruption from various sources, including obsolescence, power outages, computer and telecommunications failures, computer viruses, cyber security breaches, vandalism, severe weather conditions, catastrophic events, terrorism, and human error, and our disaster recovery planning cannot account for all eventualities. Our disaster recovery measures may or may not address all potential contingencies.
The Credit Agreement and the indentures governing our 8.625% Senior Notes maturing April 30, 2030 (the “2030 Senior Notes”), contain certain restrictive or limiting covenants that may impose significant operating and financial restrictions on us and may limit our ability to engage in acts that we may believe to be in our long-term best interest, including the following: • restricting additional indebtedness; • restricting or limiting payment of dividends and other distributions; • limiting prepayment, redemption or repurchase certain debt; • limiting making loans and assets; and • limiting selling assets and incur liens These covenants and other restrictions may limit our ability to effectively operate our business, and to execute our growth strategy or take advantage of new business opportunities.
The Credit Agreement and the indentures governing our 6.75% Senior Notes maturing October 2033 (the “2033 Senior Notes”) and 8.625% Senior Notes maturing April 30, 2030 (the “2030 Senior Notes”), contain certain restrictive or limiting covenants that may impose significant operating and financial restrictions on us and may limit our ability to engage in acts that we may believe to be in our long-term best interest, including the following: • restricting additional indebtedness; • restricting or limiting payment of dividends and other distributions; • limiting prepayment, redemption or repurchase certain debt; • limiting making loans and assets; and • limiting selling assets and incur liens These covenants and other restrictions may limit our ability to effectively operate our business, and to execute our growth strategy or take advantage of new business opportunities.
Business and Operational Risks A significant portion of our revenue is derived from our operations outside the U.S., which exposes us to risks inherent in doing business in each of the approximately 75 countries in which we operate. The U.S. accounted for 15%, 16% and 20% of revenues in 2024, 2023 and 2022, respectively.
Business and Operational Risks A significant portion of our revenue is derived from our operations outside the U.S., which exposes us to risks inherent in doing business in each of the approximately 75 countries in which we operate. The U.S. accounted for 15%, 15% and 16% of revenues in 2025, 2024 and 2023, respectively.
Any of these events could have an adverse impact on our business, financial condition and results of operations. Weatherford International plc – 2024 Form 10-K | 15 Table of Contents Item 1 | Business The terms of our indebtedness may restrict our current and future operations, particularly our ability to respond to changes or to pursue our business strategies.
Any of these events could have an adverse impact on our business, financial condition and results of operations. Weatherford International plc – 2025 Form 10-K | 14 Table of Contents Item 1 | Business The terms of our indebtedness may restrict our current and future operations, particularly our ability to respond to changes or to pursue our business strategies.
The scope of regulation of our industry and our products and services may increase further, including possible increases in liabilities, financial assurance, or funding requirements imposed by governmental agencies. Additional regulations on deepwater drilling in the Gulf of Mexico and elsewhere in the world could be imposed, and those regulations could limit our business where they are imposed.
The scope of regulation of our industry and our products and services may increase further, including possible increases in liabilities, financial assurance, or funding requirements imposed by governmental agencies. Additional regulations on deepwater drilling could be imposed, and those regulations could limit our business where they are imposed.
Similarly, geopolitical risks, including instability resulting from civil unrest, political demonstrations, strikes and armed conflict or other crises in the oil and gas producing regions, such as the Russia Ukraine Conflict and the resulting sanctions, could change the global supply chain dynamics and demand.
Similarly, geopolitical risks, including instability resulting from civil unrest, political demonstrations, strikes and armed conflict or other crises in the oil and gas producing regions, and the resulting sanctions, could change the global supply chain dynamics and demand.
Furthermore, certain of our infrastructure are aged and may require periodic modifications, upgrades, and replacements which may subject us to risks, including operating disruptions, substantial capital expenditures, or additional cost to implement.
Furthermore, certain of our existing information infrastructure is aged and may require periodic modifications, upgrades, and replacements which may subject us to risks, including operating disruptions, substantial capital expenditures, or additional cost to implement.
Operations in countries other than the U.S. are subject to various risks, including: • global political, economic and market conditions, political disturbances, war, terrorist attacks, changes in global trade policies and tariffs, weak local economic conditions and international currency fluctuations (including the Russia Ukraine Conflict and conflicts in the Middle East); • failure to meet local standards and requirements from national oil companies; Weatherford International plc – 2024 Form 10-K | 11 Table of Contents Item 1 | Business • general global economic repercussions related to U.S. and global inflationary pressures and potential recessionary concerns; • failure to ensure on-going compliance with current and future laws and government regulations, including but not limited to those related to the Russia Ukraine Conflict, and environmental and tax and accounting laws, rules and regulations; • changes in, and the administration of, treaties, laws, and regulations, including in response to issues related to the Russia Ukraine Conflict or conflicts in the Middle East and the potential for such issues to exacerbate other risks we face; • exposure to expropriation of our assets, deprivation of contract rights or other governmental actions; • social unrest, acts of terrorism, war or other armed conflict; • fraud and political corruption; • varying international laws and regulations; • adequate responses to a pandemic and related restrictions; • confiscatory taxation or other adverse tax policies; • trade and economic sanctions or other restrictions imposed by the European Union, the United Kingdom, the U.S. or other countries, including in response to the Russia Ukraine Conflict; • exposure under the U.S.
Operations in countries other than the U.S. are subject to various risks, including: • global political, economic and market conditions, political disturbances, war, terrorist attacks, changes in global trade policies and tariffs, weak local economic conditions and international currency fluctuations (including the Russia Ukraine Conflict, conflicts in the Middle East and instability in Latin America); • failure to meet local standards and requirements from national oil companies; • general global economic repercussions related to U.S. and global inflationary pressures and potential recessionary concerns; • failure to ensure on-going compliance with current and future laws and government regulations, including but not limited to those related to the Russia Ukraine Conflict, and environmental and tax and accounting laws, rules and regulations; • changes in, and the administration of, treaties, laws, and regulations, including in response to issues related to the Russia Ukraine Conflict or conflicts in the Middle East or Latin America and the potential for such issues to exacerbate other risks we face; • exposure to expropriation of our assets, deprivation of contract rights or other governmental actions; • social unrest, acts of terrorism, war or other armed conflict; • fraud and political corruption; • varying international laws and regulations; • confiscatory taxation or other adverse tax policies; • trade and economic sanctions or other restrictions imposed by the European Union, the United Kingdom, the U.S. or other countries, including in response to the Russia Ukraine Conflict; • exposure under the U.S.
Our operational and financial growth, in part, is dependent upon our liquidity requirements and the adequacy of our capital resources.
Our operational and financial growth, in part, is dependent upon our ability to meet our liquidity requirements and the adequacy of our capital resources.
Factors affecting the prices of oil and natural gas include, but are not limited to: • the level of supply and demand for oil and natural gas; • the ability or willingness of the Organization of Petroleum Exporting Countries (“OPEC”) and the expanded alliance (“OPEC+”) and other high oil exporting non-OPEC+ nations to set and maintain oil production levels; • the level of oil and natural gas production in the U.S. and by other non-OPEC+ countries; • oil refining capacity; • shifts in end-customer preferences toward sustainable energy sources, fuel efficiency and the use of natural gas; • the cost of, and constraints associated with, producing and delivering oil and natural gas; • governmental regulations, including the policies of governments regarding the exploration for and production and development of their oil and natural gas reserves; • weather conditions, unusual wildfires, natural disasters, and health or similar issues, such as pandemics or epidemics; • worldwide political, military, and economic conditions (including impacts from the Russia Ukraine Conflict); and • increased demand for alternative energy and electric vehicles, including government initiatives to promote the use of sustainable, renewable energy sources and public sentiment around alternatives to oil and natural gas.
Factors affecting the prices of oil and natural gas include, but are not limited to: Weatherford International plc – 2025 Form 10-K | 8 Table of Contents Item 1 | Business • the level of supply and demand for oil and natural gas; • the ability or willingness of the Organization of Petroleum Exporting Countries (“OPEC”) and the expanded alliance (“OPEC+”) and other high oil exporting non-OPEC+ nations to set and maintain oil production levels; • the level of oil and natural gas production in the U.S. and by other non-OPEC+ countries; • oil refining capacity; • shifts in end-customer preferences toward sustainable energy sources, fuel efficiency and the use of natural gas; • the cost of, and constraints associated with, producing and delivering oil and natural gas; • governmental regulations, including the policies of governments regarding the exploration for and production and development of their oil and natural gas reserves; • weather conditions, unusual wildfires, natural disasters, and health or similar issues, such as pandemics or epidemics; • worldwide political, military, and economic conditions; and • increased demand for alternative energy and electric vehicles, including government initiatives to promote the use of sustainable, renewable energy sources and public sentiment around alternatives to oil and natural gas.
Pandemics, such as the COVID-19 pandemic, have caused and could again cause volatile regional and global economic conditions that exacerbate the potential negative impact from many of the other risks we face.
Pandemics have caused and could again cause volatile regional and global economic conditions that exacerbate the potential negative impact from many of the other risks we face.
Even when an attack has been detected, it is not always immediately apparent what the full nature and scope of any potential harm may be, or how best to remediate it, and certain errors or actions could be repeated or compounded before they are discovered and remediated, all or any of which further Weatherford International plc – 2024 Form 10-K | 12 Table of Contents Item 1 | Business increase the risks, costs and consequences of a cybersecurity event or other technology disruption.
Even when an attack has been detected, it is not always immediately apparent what the full nature and scope of any potential harm may be, or how best to remediate it, and certain errors or actions could be repeated or compounded before they are discovered and remediated, all or any of which further increase the risks, costs and consequences of a cybersecurity event or other technology disruption.
In addition, the transition of the global energy sector from primarily a fossil fuel-based system to renewable energy sources could affect our customers' levels of expenditures.
In addition, the transition of the global energy sector from primarily a fossil fuel-based system to renewable energy sources could affect our customers' levels of expenditures on products and services related to fossil fuels.
Legal, Tax and Regulatory Risks Our operations are subject to numerous current and future social and governance related legislative and regulatory measures both globally and in the specific geographic regions in which we and our customers operate, including treaties and international agreements related to “sustainability” initiatives like greenhouse gases, climate change and renewable energy sources.
Weatherford International plc – 2025 Form 10-K | 16 Table of Contents Item 1 | Business Legal, Tax and Regulatory Risks Our operations are subject to numerous current and future social and governance related legislative and regulatory measures both globally and in the specific geographic regions in which we and our customers operate, including treaties and international agreements related to “sustainability” initiatives like greenhouse gases, climate change and renewable energy sources.
Also, certain parts and equipment that we use in our operations may be available only from a small number of suppliers, manufacturers or service providers, or in some cases may be sourced through a single supplier, manufacturer or service provider.
Also, certain parts and equipment that we use in our operations may be available only from a small number of suppliers, manufacturers or service providers.
In 2024, we announced our shareholder returns program under which we intend to pay regular quarterly cash dividends and have the authorization to repurchase up to $500 million shares over a three year period.
There may be circumstances that adversely affect our ability to declare and pay dividends or repurchase shares. In 2024, we announced our shareholder returns program under which we intend to pay regular quarterly cash dividends and have the authorization to repurchase up to $500 million shares over a three year period.
Drilling for and producing hydrocarbons, and the associated products and services that we provide, include inherent dangers that may lead to property damage, personal injury, death or the discharge of hazardous materials into the environment. Many of these events are outside our control.
Weatherford International plc – 2025 Form 10-K | 10 Table of Contents Item 1 | Business Drilling for and producing hydrocarbons, and the associated products and services that we provide, include inherent dangers that may lead to property damage, personal injury, death or the discharge of hazardous materials into the environment. Many of these events are outside our control.
In addition, depending on the circumstances, the acquisition, ownership and/or disposition of our ordinary shares may subject shareholders to different or additional tax consequences under Irish law including, but not limited to, Irish stamp duty, dividend withholding taxes and capital acquisitions taxes. We are incorporated in Ireland and a significant portion of our assets are located outside the United States.
In addition, depending on the circumstances, the acquisition, ownership and/or disposition of our ordinary shares may subject shareholders to different or additional tax consequences under Irish law including, but not limited to, Irish stamp duty, dividend withholding taxes and capital acquisitions taxes.
Any judgment obtained in contravention of the rules Weatherford International plc – 2024 Form 10-K | 19 Table of Contents Item 1 | Business of natural justice or that is irreconcilable with an earlier foreign judgment would not be enforced in Ireland. Similarly, judgments might not be enforceable in countries other than the United States where we have assets.
Any judgment obtained in contravention of the rules of natural justice or that is irreconcilable with an earlier foreign judgment would not be enforced in Ireland. Similarly, judgments might not be enforceable in countries other than the United States where we have assets.
We assess our deferred tax assets on a quarterly basis to determine whether a valuation allowance may be required. We have recorded a valuation allowance on approximately 90% of our deferred tax assets. The United States could treat Weatherford International plc (our parent corporation) as a United States taxpayer under IRC Section 7874.
We have recorded a valuation allowance on approximately 88% of our deferred tax assets. The United States could treat Weatherford International plc (our parent corporation) as a United States taxpayer under IRC Section 7874.
As such, we are subject to risks associated with cost over-runs, operating cost inflation, global supply chain disruptions, labor availability, supplier and contractor pricing and performance, and our need to continually improve and invest in our people, processes and systems.
Our business is dependent upon our ability to efficiently and effectively deliver for our customers. As such, we are subject to risks associated with cost over-runs, operating cost inflation, supply chain disruptions, inventory management, labor availability, supplier and contractor pricing and performance, and our need to continually improve and invest in our people, processes and systems.
Weatherford International plc – 2024 Form 10-K | 16 Table of Contents Item 1 | Business Our acquisitions may not result in anticipated benefits and may present risks not originally contemplated, which may have an adverse affect on our business. The acquisition of additional businesses and assets is part of our growth strategy.
Our acquisitions may not result in anticipated benefits and may present risks not originally contemplated, which may have an adverse affect on our business. The acquisition of additional businesses and assets is part of our growth strategy.
Weatherford International plc – 2024 Form 10-K | 10 Table of Contents Item 1 | Business Failure to effectively and timely address the need to operate more sustainably and with a lower carbon footprint and impact could adversely affect our business, results of operations and cash flows.
Failure to effectively and timely address the need to operate more sustainably and with a lower carbon footprint and impact could adversely affect our business, results of operations and cash flows.
Increasing focus on ESG factors has led to enhanced interest in, and review of performance results by investors and other stakeholders, and the potential for litigation and reputational risk.
Our environmental, social and governance commitments and disclosures may expose us to reputational risks and legal liability. Increasing focus on ESG factors has led to enhanced interest in, and review of performance results by investors and other stakeholders, and the potential for litigation and reputational risk.
Such standards are currently not consistent and may change over time, which could result in significant revisions to our current goals, reported progress in achieving such goals, or ability to achieve such goals in the future.
Such standards are currently Weatherford International plc – 2025 Form 10-K | 17 Table of Contents Item 1 | Business not consistent and may change over time, which could result in significant revisions to our current goals, reported progress in achieving such goals, or ability to achieve such goals in the future.
The imposition and enforcement of stringent greenhouse gas emissions reduction requirements could severely and adversely impact the oil and natural gas industry and therefore significantly reduce the value of our business.
Weatherford International plc – 2025 Form 10-K | 9 Table of Contents Item 1 | Business The imposition and enforcement of stringent greenhouse gas emissions reduction requirements could severely and adversely impact the oil and natural gas industry and therefore significantly reduce the value of our business.
Our effective tax rate has fluctuated in the past and may fluctuate in the future. Future effective tax rates could be affected by changes in the composition of earnings in countries in which we operate with differing tax rates, non-income-based taxes, changes in tax laws, or changes in deferred tax assets and liabilities.
Future effective tax rates could be affected by changes in the composition of earnings in countries in which we operate with differing tax rates, non-income-based taxes, changes in tax laws, or changes in deferred tax assets and liabilities. We assess our deferred tax assets on a quarterly basis to determine whether a valuation allowance may be required.
Such events may expose us to significant potential losses which could have a material adverse effect on our business, financial condition and results of operations.
Such events may expose us to significant potential losses which could have a material adverse effect on our business, financial condition and results of operations. Consolidation in our industry may impact our results of operations. There have been significant business consolidations within the oil and gas industry in recent years.
Depending on the nature and scope of the cybersecurity incident, it could have a material adverse effect on our business, reputation, financial condition and results of operations. A pandemic could significantly weaken demand for our products and services and have a substantial negative impact on our business, financial condition, results of operations and cash flows.
Depending on the nature and scope of the cybersecurity incident, it could have a material adverse effect on our business, reputation, financial condition and results of operations.
The United States currently does not have a treaty with Ireland providing for the reciprocal recognition and enforcement of judgments in civil and commercial matters. As such, a shareholder who obtains a court judgment based on the civil liability provisions of U.S. federal or state securities laws may be unable to enforce the judgment against us in Ireland.
As such, a shareholder who obtains a court judgment based on the civil liability provisions of U.S. federal or state securities laws may be unable to enforce the judgment against us in Ireland.
On December 15, 2022, the European Council formally adopted a European Union directive on the implementation of the plan by January 1, 2024. Numerous countries, including Ireland have enacted legislation implementing Pillar Two effective January 1, 2024.
The OECD has since issued administrative guidance providing transition and safe harbor rules around the implementation of the Pillar Two Global Minimum Tax. In December 2022, the European Council formally adopted a European Union directive on the implementation of the plan by January 1, 2024. Numerous countries, including Ireland, have enacted legislation implementing Pillar Two effective January 1, 2024.
Our largest customer in Mexico has a history of making late payments and, in more recent periods, has utilized third-party financial institutions to pay certain of our receivables.
Approximately 24% of our December 31, 2025 accounts receivables were related to our largest customer in Mexico, which comprised 5% of our revenue during the twelve months ended December 31, 2025. Our largest customer in Mexico has a history of making late payments and, in more recent periods, has utilized third-party financial institutions to pay certain of our receivables.
In addition, the OECD has advanced reforms focused on global profit allocation and implementing a global minimum tax rate of at least 15% for large multinational corporations on a jurisdiction-by-jurisdiction basis, known as “Pillar Two.” On October 8, 2021, the OECD announced an accord endorsing and providing an implementation plan for Pillar Two agreed upon by 136 nations.
In October 2021, the Organization of Economic Cooperation and Development (“OECD”), which represents a coalition of member countries, advanced reforms focused on global profit allocation and implementing a global minimum tax rate of at least 15% for large multinational corporations on a jurisdiction-by-jurisdiction basis, known as “Pillar Two.” The reform has been agreed upon by the majority of OECD members.
General Risks Interruptions in the proper functioning of our information systems or other issues with our enterprise resource systems could cause disruption to our operations. We rely extensively on our information systems to manage our business, data, communications, supply chain, ordering, pricing, billing, inventory replenishment, accounting functions, and other processes.
We rely extensively on our information systems to manage our business, data, communications, supply chain, ordering, pricing, billing, inventory replenishment, accounting functions, and other processes.
Our global supply chain is also subject to macroeconomic conditions and political risks. Adverse macroeconomic conditions, including inflation, slower growth or recession and higher interest rates could create disruptions in our supply chain.
We purchase a variety of raw materials, as well as parts and components made by other manufacturers and suppliers for use in our manufacturing facilities. Our global supply chain is also subject to macroeconomic conditions and political risks. Adverse macroeconomic conditions, including inflation, slower growth or recession and higher interest rates could create disruptions in our supply chain.
Foreign Corrupt Practices Act or similar governmental legislation in other countries; and • restrictions on the repatriation of income or capital. A concentration of our accounts receivables and revenues were related to one customer and significant changes to the demand or health of the customer could adversely impact our consolidated results of operations, financial condition and statements of cashflows.
A concentration of our accounts receivable was related to one customer and significant changes to the demand or health of the customer could adversely impact our consolidated results of operations, financial condition and statements of cashflows.
As a result of heightened public awareness and attention to these issues as well as continued political and regulatory initiatives to reduce the reliance upon oil and natural gas, demand for hydrocarbons may be reduced, which could have an adverse effect on our business, financial condition, and results of operations.
As a result, demand for hydrocarbons may be reduced, which could have an adverse effect on our business, financial condition, and results of operations.
We may be subject to claims brought by third parties or government agencies with respect to which we are not indemnified. Furthermore, the parties from which we seek indemnity may not be solvent, may become bankrupt, may lack resources or insurance to honor their indemnities or may not otherwise be able to satisfy their indemnity obligations to us.
Weatherford International plc – 2025 Form 10-K | 13 Table of Contents Item 1 | Business Furthermore, the parties from which we seek indemnity may not be solvent, may become bankrupt, may lack resources or insurance to honor their indemnities or may not otherwise be able to satisfy their indemnity obligations to us.
Continuing political and social attention to these issues has resulted in both existing and pending international agreements and national, regional and local legislation, regulatory measures, reporting obligations and policy changes. Also, there is increasing societal pressure in some of the areas where we operate, to limit greenhouse gas emissions as well as other global initiatives.
Continuing political and social attention to these issues has resulted in both existing and pending international agreements and national, regional and local legislation, regulatory measures, reporting obligations and policy changes, including to reduce the reliance upon oil and natural gas.
Failure to make timely investments in technology and to utilize artificial intelligence appropriately and safely could adversely affect our ability to successfully compete with other companies in our industry. The business in which we operate is highly competitive and rapidly evolving.
Failure to make timely investments in technology and to utilize artificial intelligence appropriately and safely could adversely affect our ability to successfully compete with other companies in our industry, and challenges with properly managing such technologies could result in reputational harm and legal liability that could adversely affect our business, financial condition or results of operations.
Weatherford International plc – 2024 Form 10-K | 14 Table of Contents Item 1 | Business Our indebtedness and liabilities could limit cash flow available for our operations, expose us to risks that could adversely affect our business, financial condition and results of operations.
Our indebtedness and liabilities could limit cash flow available for our operations, expose us to risks that could adversely affect our business, financial condition and results of operations. As of December 31, 2025, we had $30 million of short-term and $1.5 billion of long-term debt, all accruing interest.
Shortages, supplier capacity constraints, supplier production disruptions, supplier quality and sourcing issues or price increases could have a material adverse effect on our business, financial condition and results of operations. We purchase a variety of raw materials, as well as parts and components made by other manufacturers and suppliers for use in our manufacturing facilities.
Our fulfillment system relies on a global network of external suppliers and service providers, which may be impacted by macroeconomic conditions, and geopolitical conflict and instability. Shortages, supplier capacity constraints, supplier production disruptions, supplier quality and sourcing issues or price increases could have a material adverse effect on our business, financial condition and results of operations.
Consolidation in our industry may impact our results of operations. There have been significant business consolidations within the oil and gas industry in recent years. These and any future consolidations may result in our reduced market share and reduced capital spending by our customers which may lead to a lower demand for our products and services.
Continuing consolidation within the industry may result in reduced capital spending by some of our customers or the acquisition of one or more of our primary customers, which may lead to decreased demand for our products and services.
Our business may be adversely affected if we fail to make timely investments in new technology and to utilize artificial intelligence in our internal-facing systems and processes, as well as in our external-facing environment, in response to changes in the market. There may be circumstances that adversely affect our ability to declare and pay dividends or repurchase shares.
The business in which we operate is highly competitive and rapidly evolving. Our business may be adversely affected if we fail to make timely investments in new technology, such as artificial intelligence (“AI”), or if we fail to manage such technologies appropriately.
Removed
Weatherford International plc – 2024 Form 10-K | 9 Table of Contents Item 1 | Business Our fulfillment system relies on a global network of external suppliers and service providers, which may be impacted by macroeconomic conditions, changes in trade policy and geopolitical conflict and instability.
Added
Also, there is increasing societal pressure in some of the areas where we operate, to limit greenhouse gas emissions as well as other global initiatives.
Removed
Changes in trade policy, like the introduction of new tariffs, may negatively impact our ability to source components at prices and other terms that are acceptable to us.
Added
Foreign Corrupt Practices Act or similar governmental legislation in other countries; and • restrictions on the repatriation of income or capital. Weatherford International plc – 2025 Form 10-K | 11 Table of Contents Item 1 | Business Changes in trade policy and uncertainties related to tariffs could adversely affect our business.
Removed
Approximately 10% of our 2024 revenue and approximately 26% of our December 31, 2024 accounts receivables were related to our largest customer in Mexico. We expect the concentration risk to continue into 2025.
Added
Tariffs imposed by the United States and retaliatory measures from other countries have and may continue to lead to higher prices for, or reduced availability of, raw materials and finished goods, making products less attractive to customers and potentially reducing demand.
Removed
We believe that a future pandemic may result in impacts including but not limited to: • Structural shift in the global economy and its demand for oil and natural gas as a result of changes in the way people work, travel and interact, or in connection with a global or regional recession or depression; • Reduction of our global workforce to adjust to market conditions, including severance payments, retention issues, and an inability to hire employees when market conditions improve; • Infections and quarantining of our employees and the personnel of our customers, suppliers and other third parties in areas in which we operate; • Our insurance policies may not cover losses associated with pandemics or similar global health threats; • Litigation risk and possible loss contingencies related to a pandemic and its impact, including with respect to commercial contracts, employment matters, personal injury and insurance arrangements; and • Cybersecurity incidents, as our reliance on digital technologies increases, those digital technologies may become more vulnerable and experience a higher rate of cybersecurity attacks, intrusions or incidents in the current environment of remote connectivity, as well as increased geopolitical conflicts and tensions.
Added
Further, these actions have and may continue to create uncertainty in financial markets, impact capital spending, and result in operational disruptions, inflation, and diminished profitability. The unpredictable nature of tariff changes and trade restrictions makes it difficult to anticipate and mitigate risks, which could materially affect our business operations, financial condition, and results of operations.
Removed
Weatherford International plc – 2024 Form 10-K | 13 Table of Contents Item 1 | Business Our business is dependent upon our ability to efficiently and effectively perform and provide products and services to our customers.
Added
While they created some degree of margin dilution, tariffs did not have a material impact on the Company during the year ended December 31, 2025.
Removed
As of December 31, 2024, we had $17 million of short-term and $1.6 billion of long-term debt, all accruing interest.
Added
Weatherford International plc – 2025 Form 10-K | 12 Table of Contents Item 1 | Business A pandemic could significantly weaken demand for our products and services and have a substantial negative impact on our business, financial condition, results of operations and cash flows.
Removed
In addition, members of the U.S. Congress, the U.S. Environmental Protection Agency and various agencies of several states within the U.S. frequently review, consider and propose more stringent regulation of hydraulic fracturing, a stimulation treatment routinely performed on oil and natural gas wells in low-permeability reservoirs. We previously provided (and may, in the future, resume providing) fracturing services to customers.
Added
We believe that a future pandemic may result in significant reduction in the demand for oil and gas, instability in the global work force, increased cybersecurity vulnerability from remote work and the heightening of geopolitical tensions. Our insurance policies may not cover losses associated with pandemics or similar global health threats.
Removed
Regulators periodically investigate whether any chemicals used in the hydraulic fracturing process might adversely affect groundwater or whether the fracturing processes could lead to other unintended effects or damages. In recent years, local and national governments (including several cities and states within the U.S.) passed new laws and regulations restricting or banning hydraulic fracturing.
Added
We may be subject to claims brought by third parties or government agencies with respect to which we are not indemnified.
Removed
A significant portion of North American service activity today is directed at prospects that require hydraulic fracturing in order to produce hydrocarbons. Therefore, additional Weatherford International plc – 2024 Form 10-K | 17 Table of Contents Item 1 | Business regulation could increase the costs of conducting our business by subjecting fracturing to more stringent regulation.
Added
In addition, we operate in jurisdictions with localization requirements where we rely on the local availability of skilled workers.
Removed
Regulation of hydraulic fracturing could increase our cost of providing services or materially reduce our business opportunities and revenues if customers decrease their levels of activity or we cannot pass along cost to customers.
Added
We are integrating AI tools into our systems and certain products, and many of our third-party service providers, as well as our competitors, are also developing and using such tools. AI may become increasingly important to our operations or to our future growth over time.
Removed
We are unable to predict whether changes in laws or regulations or any other governmental proposals or responses will ultimately occur, and accordingly, we are unable to assess the potential financial or operational impact they may have on our business. Our environmental, social and governance commitments and disclosures may expose us to reputational risks and legal liability.
Added
There can be no assurance that we will realize the desired or anticipated benefits, or any benefits, and we may fail to properly implement such technology.
Removed
The inability to reduce our tax expense could have a material impact on our consolidated financial statements. Weatherford International plc – 2024 Form 10-K | 18 Table of Contents Item 1 | Business The Organization of Economic Cooperation and Development (“OECD”), which represents a coalition of member countries, issued various white papers addressing Tax Base Erosion and Jurisdictional Profit Shifting.
Added
In addition, our, and our third-party service providers’, AI tools may not meet existing or rapidly evolving regulatory or industry standards with respect to privacy and data protection, compliance, and transparency, among others, which could inhibit our or our service providers’ ability to maintain an adequate level of functionality or service.
Removed
The recommendations in these white papers are generally aimed at combating what they believe is tax avoidance. Numerous jurisdictions in which we operate have been influenced by these white papers as well as other factors and are increasingly active in evaluating changes to their tax laws.
Added
AI tools used by us or by our service providers could produce inaccurate or unexpected results or behaviors that could harm our business, customers, or reputation. Furthermore, the deployment of AI systems could expose us to increased cybersecurity threats, such as data breaches and unauthorized access leading to financial losses, legal liabilities, and reputational damage.
Removed
This is not expected to materially increase the taxes we owe; however, if future legislation is enacted to implement the accord in some or all the jurisdictions in which we have operations, it could materially increase the amount of taxes we owe, thereby negatively affecting our results of operations and our cash flows from operations.
Added
Weatherford International plc – 2025 Form 10-K | 15 Table of Contents Item 1 | Business Our competitors may incorporate AI in their business operations and products more rapidly or more successfully than we do.
Removed
If our long-lived assets and other assets are impaired, we may be required to record significant non-cash charges to our earnings. We recognize impairments of long-lived assets when we determine the carrying amount of certain long-lived asset groups exceed their respective fair values.
Added
Additionally, the complex and rapidly evolving legal and regulatory landscape around AI may expose us to claims, inquiries, demands and proceedings by private parties and global regulatory authorities or subject us to legal liability as well as reputational harm and compliance may impose significant operational costs and may limit our ability to develop, deploy or use AI tools.
Removed
Our impairment assessment includes analysis of the undiscounted cash flow of our asset groups, which include property, plant, and equipment, definite-lived intangible assets, and operating lease assets.
Added
The inability to reduce our tax expense could have a material impact on our consolidated financial statements.

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Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

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Biggest changeWeatherford International plc – 2024 Form 10-K | 21 Table of Contents Item 1B through Item 4 | Unresolved Staff Comments through Mine Safety While we believe our approach to cybersecurity is reasonable, given the rapidly evolving nature of cybersecurity incidents, there can be no assurance that the controls we have designed and implemented will be sufficient in preventing future incidents or attacks.
Biggest changeWhile we believe our approach to cybersecurity is reasonable, given the rapidly evolving nature of cybersecurity incidents, there can be no assurance that the controls we have designed and implemented will be sufficient in preventing future incidents or attacks. To date, no cybersecurity incident or issue has had a material impact on us.
Weatherford’s cybersecurity program has been developed by the CIO and the information security team with oversight from our Board of Directors and in coordination with key members of our finance, assurance and legal teams.
Weatherford’s cybersecurity program has been developed by the CIO and the information security team with oversight from our Board of Directors and in coordination with key members of our finance, assurance and legal teams. The information security team is comprised of specialists with a mix of government and public-sector cybersecurity experience.
The ERM Committee is comprised of certain members of our cross-functional executive leadership team. The CIO reports quarterly to senior management, including the Chief Executive Officer, Chief Financial Officer, Chief Accounting Officer and General Counsel, among others, on the status of company-wide cybersecurity initiatives, risks and other developments.
The CIO reports quarterly to senior management, including the Chief Executive Officer, Chief Financial Officer, Chief Accounting Officer and General Counsel, among others, on the status of company-wide cybersecurity initiatives, risks and other developments.
In addition, we use a comprehensive suite of cybersecurity tools and software, aligned with government and industry best practices, including multi-factor authentication, complex passwords and advanced security controls, across all major Weatherford systems in an effort to strengthen defenses and prevent unauthorized access.
In addition, we use a comprehensive suite of cybersecurity tools and software, aligned with government and industry best practices, Weatherford International plc – 2025 Form 10-K | 20 Table of Contents Item 1B through Item 4 | Unresolved Staff Comments through Mine Safety including multi-factor authentication, complex passwords and advanced security controls, across all major Weatherford systems in an effort to strengthen defenses and prevent unauthorized access.
To date, no cybersecurity incident or issue has had a material impact on us. See “Item 1A –Risk Factors – Our business could be negatively affected by cybersecurity incidents and other technology disruptions” for more information about cybersecurity risk.
See “Item 1A –Risk Factors – Our business could be negatively affected by cybersecurity incidents and other technology disruptions” for more information about cybersecurity risk.
The Company has established an ERM Committee that meets regularly to evaluate risks and coordinate a Weatherford International plc – 2024 Form 10-K | 20 Table of Contents Item 1B through Item 4 | Unresolved Staff Comments through Mine Safety consistent approach to risk mitigation across the enterprise, including risks related to cybersecurity.
The Company has established an ERM Committee that meets regularly to evaluate risks and coordinate a consistent approach to risk mitigation across the enterprise, including risks related to cybersecurity. The ERM Committee is comprised of certain members of our cross-functional executive leadership team.
The information security team is comprised of specialists with a mix of government and public-sector cybersecurity experience, combined, they have years of experience selecting, deploying and operating cybersecurity technologies and initiatives globally.
Combined, they have years of experience selecting, deploying and operating cybersecurity technologies and initiatives globally, including our CIO, who has over 25 years of experience in engineering and information technology.

Item 2. Properties

Properties — owned and leased real estate

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Biggest changeOur remaining owned properties are unencumbered; however, the lenders could require we mortgage certain of these properties as well. We believe the facilities that we currently occupy are suitable for their intended use.
Biggest changeWe believe the facilities that we currently occupy are suitable for their intended use. Weatherford International plc – 2025 Form 10-K | 21 Table of Contents
We operate research and technology centers in Houston, Texas, U.S.; Loughborough, United Kingdom; and Mumbai, India and have major manufacturing centers in JiangSu, China; Abu Dhabi, United Arab Emirates; Huntsville, Texas, U.S. and Vadodara, India. All of our material U.S., Canada and United Kingdom properties are mortgaged to the lenders under our Credit Agreement.
We operate research and technology centers in Houston, Texas, U.S.; Loughborough, United Kingdom; and Mumbai, India and have major manufacturing centers in JiangSu, China; Abu Dhabi, United Arab Emirates; Huntsville, Texas, U.S. and Vadodara, India. All of our owned material real property located in the U.S. and Canada are mortgaged to the lenders under our Credit Agreement.
The major service centers where we support our segment operations are located in Villahermosa, Mexico; Dhahran, Saudi Arabia; Neuquen, Argentina; Abu Dhabi, United Arab Emirates; Mina Abdulla, Kuwait; Nimr, Oman; Al Khobar, Saudi Arabia; Odessa, Texas, U.S.; Aberdeen, United Kingdom and Broussard, LA, U.S.
The major service centers where we support our segment operations are located in Dhahran, Saudi Arabia; Abu Dhabi, United Arab Emirates; Mina Abdulla, Kuwait; Nimr, Oman; Neuquen, Argentina; Al Khobar, Saudi Arabia; Odessa, Texas, U.S.; Doha, Qatar; Broussard, Louisiana, U.S.; and Villavicencio, Colombia.
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Our remaining owned real property is unencumbered under the Credit Agreement; however, the lenders could require we mortgage certain owned real property located in the U.S., Canada and the United Kingdom if any such real property were to exceed the materiality threshold specified in the Credit Agreement.

Item 3. Legal Proceedings

Legal Proceedings — active lawsuits and investigations

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Biggest changeFinancial Statements and Supplementary Data – Notes to Consolidated Financial Statements – Note 12 – Disputes, Litigation and Legal Contingencies.” It is possible that an unexpected judgment could be rendered against us, or we could decide to resolve a case or cases that would result in a liability that could be uninsured and beyond the amounts we currently have reserved and in some cases those losses could be material.
Biggest changeFinancial Statements and Supplementary Data – Notes to Consolidated Financial Statements – Note 13 – Disputes, Litigation and Legal Contingencies.” It is possible that an unexpected judgment could be rendered against us, or we could decide to resolve a case or cases that would result in a liability that could be uninsured and beyond the amounts we currently have reserved and in some cases those losses could be material.

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

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Biggest changeNote that past stock price performance is not necessarily indicative of future stock price performance. Weatherford International plc – 2024 Form 10-K | 23 Table of Contents Item 5 | Market for Registrants Ordinary Shares Weatherford International plc – 2024 Form 10-K | 24 06/02/21 12/31/21 12/31/22 12/31/23 12/31/24 Weatherford International plc $100 $216 $398 $764 $559 Dow Jones U.S.
Biggest changeWeatherford International plc – 2025 Form 10-K | 23 Table of Contents Item 5 | Market for Registrants Ordinary Shares 06/02/21 12/31/21 12/31/22 12/31/23 12/31/24 12/31/25 Weatherford International plc $100 $216 $398 $764 $562 $625 Dow Jones U.S. Oil Equipment and Services Index $100 $100 $143 $153 $188 $193 Dow Jones U.S.
We can provide no assurance that we will pay dividends at current levels or at all. See “Note 19 – Subsequent Event” for detail regarding our latest declared dividend. The following graph shows a comparison of cumulative total shareholder return on our ordinary shares, the Dow Jones U.S. Index (“DJI”), the Dow Jones U.S.
We can provide no assurance that we will pay dividends at current levels or at all. See “Note 19 – Subsequent Events” for details regarding our latest declared dividend. The following graph shows a comparison of cumulative total shareholder return on our ordinary shares, the Dow Jones U.S. Index (“DJI”), the Dow Jones U.S.
Our ordinary shares began trading on the Nasdaq Global Select Market on June 2, 2021 under the ticker symbol “WFRD.” As of February 1, 2025, we had 68 shareholders of record.
Our ordinary shares began trading on the Nasdaq Global Select Market on June 2, 2021 under the ticker symbol “WFRD.” As of January 30, 2026, we had 66 shareholders of record.
The actual number of shareholders is considerably greater than the number of shareholders of record and includes shareholders who are beneficial owners but whose shares are held in street name by brokers and other nominees.
The actual number of shareholders is considerably greater than the number of shareholders of record and includes shareholders who are beneficial owners but whose shares are held in street name by brokers and other nominees. Information related to dividend payments can be found in “Note 15 – Shareholders’ Equity”.
Oil Equipment and Services Index (“DJUSOI”), the Philadelphia Oil Service Index (“OSX”), the VanEck Oil Services ETF (“OIH”) and the Standard & Poor’s 500 Index (“S&P 500”) from June 2, 2021 (date we began trading on NASDAQ) through 2024. The graph assumes $100 was invested in each of the Company’s ordinary shares, and aforementioned indices.
Oil Equipment and Services Index (“DJUSOI”), the Philadelphia Oil Service Index (“OSX”), the VanEck Oil Services ETF (“OIH”) and the Standard & Poor’s 500 Index (“S&P 500”) from June 2, 2021 (date we began trading on NASDAQ) through 2025.
Approximately $401 million remained authorized for repurchases as of December 31, 2024. From the inception of this program through December 31, 2024, we have repurchased approximately 1.1 million ordinary shares for $99.1 million. Weatherford International plc – 2024 Form 10-K | 25 T a ble of Contents Item 7 | MD&A
Approximately $300 million remained authorized for repurchases as of December 31, 2025. From the inception of this program through December 31, 2025, we have repurchased approximately 2.9 million ordinary shares for $200 million. Weatherford International plc – 2025 Form 10-K | 24
Period Total Number of Shares Purchased Average Price Paid per Share Total Number of Shares Purchased as Part of a Publicly Announced Program (1) Maximum Dollar Value of Shares that may yet be Purchased Under the Program (1) October 1 - 31 122,366 $86.56 122,366 $439,200,231 November 1 - 30 222,177 $84.02 222,177 $420,533,493 December 1 - 31 261,357 $74.99 261,357 $400,933,372 Total 605,900 $80.64 605,900 (1) On July 23, 2024, we announced a program under which we may repurchase our ordinary shares from time to time, up to $500 million through June 2027.
Period Total Number of Shares Purchased Average Price Paid per Share Total Number of Shares Purchased as Part of a Publicly Announced Program (1) Maximum Dollar Value of Shares that may yet be Purchased Under the Program (1) October 1 - 31 2,429 $67.09 2,429 $306,792,954 November 1 - 30 42,049 $72.71 42,049 $303,735,547 December 1 - 31 48,074 $77.86 48,074 $299,992,570 Total 92,552 $75.24 92,552 (1) On July 23, 2024, we announced a program under which we may repurchase our ordinary shares from time to time, up to $500 million through June 2027.
Index $100 $105 $96 $109 $123 Philadelphia Oil Service Index $100 $82 $131 $131 $113 VanEck Oil Services ETF $100 $83 $136 $139 $122 Standard & Poor’s 500 Index $100 $113 $91 $114 $140 The following is a summary of our repurchases of our ordinary shares during the three months ended December 31, 2024.
Index $100 $106 $99 $115 $132 $152 Philadelphia Oil Service Index $100 $87 $140 $143 $126 $130 VanEck Oil Services ETF $100 $88 $146 $150 $135 $144 Standard & Poor’s 500 Index $100 $114 $94 $118 $148 $174 The following is a summary of our repurchases of our ordinary shares during the three months ended December 31, 2025.
Removed
On July 23, 2024, we announced our shareholder returns program, including our Board of Directors authorization of a dividend program under which we intend to pay regular quarterly cash dividends, subject to our Board’s discretion. During the twelve months ended December 31, 2024, we paid $36 million in dividends and accrued $2 million in dividend equivalent rights on share-based awards.
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The graph assumes $100 was invested in each of the Company’s ordinary shares, in the aforementioned indices, as well as reinvestment of all dividends. Note that past stock price performance is not necessarily indicative of future stock price performance.
Removed
Oil Equipment and Services Index $100 $95 $130 $135 $161 Dow Jones U.S.

Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

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Biggest changeRisk Factors”, sets forth certain risks and uncertainties relating to our forward-looking statements that may cause actual results to be materially different from our present expectations or projections: • global political, economic and market conditions, political disturbances, war, terrorist attacks, changes in global trade policies and tariffs, sanctions, weak local economic conditions and international currency fluctuations (including the Russia Ukraine Conflict and conflicts in the Middle East); • general global economic repercussions related to U.S. and global inflationary pressures and potential recessionary concerns; • failure to ensure on-going compliance with current and future laws and government regulations, including but not limited to those related to the Russia Ukraine Conflict, and environmental and tax and accounting laws, rules and regulations; • changes in, and the administration of, treaties, laws, and regulations, including in response to issues related to the Russia Ukraine Conflict such as nationalization of assets, and the potential for such issues to exacerbate other risks and uncertainties listed or referenced; • cybersecurity incidents, as our reliance on digital technologies increases, those digital technologies may become more vulnerable and/or experience a higher rate of cybersecurity attacks, intrusions or incidents in the current environment of remote connectivity, as well as increased geopolitical conflicts and tensions, including as a result of the Russia Ukraine Conflict; • our ability to comply with, and respond to, climate change, environmental, social and governance and other “sustainability” initiatives and future legislative and regulatory measures both globally and in the specific geographic regions in which we and our customers operate; • our ability to effectively and timely address the need to conduct our operations and provide services to our customers more sustainably and with a lower carbon footprint; • risks associated with disease outbreaks and other public health issues, including a pandemic, their impact on the global economy and our business, customers, suppliers and other partners; • further spread and potential for a resurgence of a pandemic in a given geographic region and related disruptions to our business, employees, customers, suppliers and other partners and additional regulatory measures or voluntary actions that may be put in place to limit the spread of a pandemic, including vaccination requirements and the associated availability of vaccines, restrictions on business operations or social distancing requirements, and the duration and efficacy of such restrictions; • the price and price volatility of, and demand for, oil, natural gas and natural gas liquids; • member-country quota compliance within the Organization of Petroleum Exporting Countries; • our ability to realize expected revenues and profitability levels from current and future contracts; • our ability to generate cash flow from operations to fund our operations; • our ability to effectively and timely adapt our technology portfolio, products and services to remain competitive, and to address and participate in changes to the market demands, including for the transition to alternate sources of energy such as geothermal, carbon capture and responsible abandonment, including our digitalization efforts; • increases in the prices and lead times, and the lack of availability of our procured products and services; • our ability to timely collect from customers; • our ability to realize cost savings and business enhancements from our revenue and cost improvement efforts; • our ability to effectively execute our capital allocation framework; • our ability to attract, motivate and retain employees, including key personnel; • our ability to access the capital markets on terms that are commercially acceptable to the Company; • our ability to manage our workforce, supply chain challenges and disruptions, business processes, information technology systems and technological innovation and commercialization, including the impact of our organization restructure, business enhancements, improvement efforts and the cost and support reduction plans; • our ability to return capital to shareholders, including those related to the timing and amounts (including any plans or commitments in respect thereof) of any dividends and share repurchases; • our ability to service our debt obligations; • potential non-cash asset impairment charges for long-lived assets, intangible assets or other assets; and • adverse weather conditions in certain regions of our operations Many of these factors are macro-economic in nature and are, therefore, beyond our control.
Biggest changeRisk Factors”, sets Weatherford International plc – 2025 Form 10-K | 39 Table of Contents Forward-Looking Statements forth certain risks and uncertainties relating to our forward-looking statements that may cause actual results to be materially different from our present expectations or projections: • global political, economic and market conditions, political disturbances, war or other global conflicts, terrorist attacks, changes in global trade policies, tariffs and sanctions, weak local economic conditions and international currency fluctuations (including the Russia Ukraine Conflict, conflicts in the Middle East and instability in Latin America); • general global economic repercussions related to U.S. and global inflationary pressures and potential recessionary concerns; • failure to ensure on-going compliance with current and future laws and government regulations, including but not limited to those related to the Russia Ukraine Conflict, and environmental and tax and accounting laws, rules and regulations; • changes in, and the administration of, treaties, laws, and regulations, including in response to issues related to the Russia Ukraine Conflict and conflicts in the Middle East or Latin America, such as nationalization of assets, and the potential for such issues to exacerbate other risks and uncertainties listed or referenced; • increases in the prices and lead times, and the lack of availability of our procured products and services, including due to macroeconomic and geopolitical conditions such as tariffs and changes in trade policies; • our ability to timely collect from customers; • cybersecurity incidents, as our reliance on digital technologies increases, those digital technologies may become more vulnerable and/or experience a higher rate of cybersecurity attacks, intrusions or incidents in the current environment of remote connectivity, as well as increased geopolitical conflicts and tensions, including as a result of the Russia Ukraine Conflict; • our ability to comply with, and respond to, climate change, environmental, social and governance and other “sustainability” initiatives and future legislative and regulatory measures both globally and in the specific geographic regions in which we and our customers operate; • our ability to effectively and timely address the need to conduct our operations and provide services to our customers more sustainably and with a lower carbon footprint; • the price and price volatility of, and demand for, oil, natural gas and natural gas liquids; • member-country quota compliance within the Organization of Petroleum Exporting Countries; • our ability to realize expected revenues and profitability levels from current and future contracts; • our ability to generate cash flow from operations to fund our operations; • our ability to effectively and timely adapt our technology portfolio, products and services to remain competitive, and to address and participate in changes to the market demands, including for the transition to alternate sources of energy such as geothermal, carbon capture and responsible abandonment, and including our digitalization efforts and our incorporation of artificial intelligence tools; • our ability to realize cost savings and business enhancements from our revenue and cost improvement efforts; • our ability to effectively execute our capital allocation framework; • our ability to attract, motivate and retain employees, including key personnel; • our ability to access the capital markets on terms that are commercially acceptable to the Company; • our ability to manage our workforce, supply chain challenges and disruptions, business processes, information technology systems and technological innovation and commercialization, including the impact of our enterprise resource planning system implementation, organization restructure, business enhancements, improvement efforts and the cost and support reduction plans; • our ability to return capital to shareholders, including those related to the timing and amounts (including any plans or commitments in respect thereof) of any dividends and share repurchases; • our ability to service our debt obligations; • potential non-cash asset impairment charges for long-lived assets, intangible assets or other assets; • adverse weather conditions in certain regions of our operations; and • public health issues such as pandemics.
These include but are not limited to; the impact from geopolitical conflicts; our customers’ capital expenditures; environmental, social and governance and other sustainability policies and initiatives; world economic, political, trade, and weather conditions; the price of oil, natural gas, and alternatives; and, member-country quota compliance within the Organization of Petroleum Exporting Countries and the expanded alliance (OPEC+); non-OPEC+ investments and project timing.
These include but are not limited to; the impact from geopolitical conflicts; our customers’ capital expenditures; environmental, social and governance and other sustainability policies and initiatives; world economic, political, trade, and weather conditions; the price of oil, natural gas, and alternatives; member-country quota compliance within the Organization of Petroleum Exporting Countries and the expanded alliance (OPEC+); non-OPEC+ investments and project timing.
The secured loan was utilized by this customer to pay certain of our outstanding receivables and accordingly, in the fourth quarter of 2024, we received $25 million. The fair value of the derivative was not material as of December 31, 2024.
The secured loan was utilized by this customer to pay certain of our outstanding receivables and accordingly, in the fourth quarter of 2024, we received $25 million. The fair value of the derivative was not material as of December 31, 2025 and December 31, 2024.
See also “Note 10 – Derivative Financial Instruments” for additional information. Credit Default Swap During the fourth quarter of 2024, we entered into a CDS with a third-party financial institution terminating in September of 2026 related to a secured loan between that third-party financial institution and our largest customer in Mexico.
See also “Note 11 – Derivative Financial Instruments” for additional information. Credit Default Swap During the fourth quarter of 2024, we entered into a CDS with a third-party financial institution terminating in September of 2026 related to a secured loan between that third-party financial institution and our largest customer in Mexico.
For information about these risks and uncertainties, refer to the section entitled “Forward-Looking Statements” and the section entitled “Item 1A. Risk Factors.” The following section generally discusses our financial condition and results of operations for fiscal year ended December 31, 2024 compared to fiscal year ended December 31, 2023.
For information about these risks and uncertainties, refer to the section entitled “Forward-Looking Statements” and the section entitled “Item 1A. Risk Factors.” The following section generally discusses our financial condition and results of operations for fiscal year ended December 31, 2025 compared to fiscal year ended December 31, 2024.
We have long-lived assets, such as facilities, utilized by multiple operating divisions that do not have identifiable cash flows and impairment testing for these long-lived assets is based on the consolidated entity. We did not recognize long-lived assets impairments during 2024, 2023 and 2022.
We have long-lived assets, such as facilities, utilized by multiple operating divisions that do not have identifiable cash flows and impairment testing for these long-lived assets is based on the consolidated entity. We did not recognize long-lived assets impairments during 2025, 2024 and 2023.
As we continue to conduct business in Argentina and in other countries with cash that cannot be immediately repatriated, we may consider infrequent transactions like the BCS transaction in the future to safeguard our cash from exposure to the effects of inflation and currency devaluation.
As we continue to conduct business in countries with cash that cannot be immediately repatriated, we may consider infrequent transactions like the BCS transaction in the future to safeguard our cash from exposure to the effects of inflation and currency devaluation.
The uses of cash in investing activities were for capital expenditures of $299 million, business acquisitions net of cash acquired of $51 million (see “Note 18 – Acquisitions”) and the purchase of Blue Chip Swap securities in Argentina for $50 million (see “Note 17 – Blue Chip Swap Securities - Argentina”).
The uses of cash in investing activities were for capital expenditures of $299 million, business acquisitions net of cash acquired of $51 million and the purchase of Blue Chip Swap securities in Argentina for $50 million (see “Note 18 – Blue Chip Swap Securities - Argentina”).
The carrying value of our long-lived assets at December 31, 2024 and December 31, 2023 was approximately $1.5 billion. The cost of the long-lived assets is then amortized over its expected useful life or their respective lease terms, if applicable. A change in the estimated useful lives of our long-lived assets would have an impact on our results of operations.
The carrying value of our long-lived assets at December 31, 2025 and December 31, 2024 was approximately $1.5 billion. The cost of the long-lived assets is then amortized over their expected useful life or their respective lease terms, if applicable. A change in the estimated useful lives of our long-lived assets would have an impact on our results of operations.
Impairments and other charges recognized do not result in significant tax benefit as a result of being attributed to a non-income tax jurisdiction or our inability to forecast realization of the tax benefit of such losses.
Impairments and other charges recognized did not result in significant tax benefit as a result of being attributed to a non-income tax jurisdiction or our inability to forecast realization of the tax benefit of such losses.
These estimated discounted cash flows are inherently subjective and includes significant assumptions, specifically the forecasted revenue, forecasted operating margins, and the discount rate assumptions and require estimates based upon historical experience and future expectations.
These estimated discounted cash flows are inherently subjective and include significant assumptions, specifically the forecasted revenue, forecasted operating margins, and the discount rate assumptions and require estimates based upon historical experience and future expectations.
(b) Segment selling, general and administrative and research and development costs. (c) See “Note 13 – Share-Based Compensation” for additional information.
(b) Segment selling, general and administrative and research and development costs. (c) See “Note 14 – Share-Based Compensation” for additional information.
(b) Segment selling, general and administrative and research and development costs. (c) See “Note 13 – Share-Based Compensation” for additional information.
(b) Segment selling, general and administrative and research and development costs. (c) See “Note 14 – Share-Based Compensation” for additional information.
(b) Segment selling, general and administrative and research and development costs. (c) See “Note 13 – Share-Based Compensation” for additional information.
(b) Segment selling, general and administrative and research and development costs. (c) See “Note 14 – Share-Based Compensation” for additional information.
The primary uses of cash in financing activities were for repayments and repurchases of long-term debt of $287 million (see “Note 8 – Borrowings and Other Debt Obligations”), $99 million for share repurchases (see “Note 14 – Shareholders’ Equity”), $36 million for dividend payments (see “Note 14 – Shareholders’ Equity”) and distributions to noncontrolling interests of $39 million.
The primary uses of cash in financing activities were for repayments and repurchases of long-term debt of $287 million (see “Note 9 – Borrowings and Other Debt Obligations”), $99 million for share repurchases (see “Note 15 – Shareholders’ Equity”), $36 million for dividend payments (see “Note 15 – Shareholders’ Equity”) and distributions to noncontrolling interests of $39 million.
Please refer to our Annual Report on Form 10-K for the year ended December 31, 2023 filed with the SEC on February 7, 2024, for a discussion regarding our financial condition and results of operations for fiscal year ended December 31, 2023 as compared to fiscal year ended December 31, 2022.
Please refer to our Annual Report on Form 10-K for the year ended December 31, 2024 filed with the SEC on February 6, 2025, for a discussion regarding our financial condition and results of operations for fiscal year ended December 31, 2024 as compared to fiscal year ended December 31, 2023.
During each of the years ended December 31, 2024 and 2023, we entered into a series of BCS securities transactions that resulted in a “Loss on Blue Chip Swap Securities” of $10 million and $57 million, respectively. See “Note 17 – Blue Chip Swap Securities - Argentina” to our Consolidated Financial Statements for additional details.
During each of the years ended December 31, 2025 and 2024, we entered into a series of BCS securities transactions that resulted in a “Loss on Blue Chip Swap Securities” of $2 million and $10 million, respectively. See “Note 18 – Blue Chip Swap Securities - Argentina” to our Consolidated Financial Statements for additional details.
The accounting policies we believe require management’s most difficult, subjective or complex judgments and are the most critical to our reporting of results of operations and financial position are as follows: Weatherford International plc – 2024 Form 10-K | 39 Table of Contents Forward-Looking Statements Long-Lived Assets Long-lived assets, which include property, plant and equipment (“PP&E”), definite-lived intangibles and operating lease assets, comprise a significant amount of our assets.
The accounting policies we believe require management’s most difficult, subjective or complex judgments and are the most critical to our reporting of results of operations and financial position are as follows: Weatherford International plc – 2025 Form 10-K | 37 Table of Contents Critical Accounting Policies and Estimates Long-Lived Assets Long-lived assets, which include property, plant and equipment (“PP&E”), definite-lived intangibles and operating lease assets, comprise a significant amount of our assets.
Under the CDS terms, within 5 business days upon notification of default, we could be required to pay the then outstanding notional balance net of recoveries. As of December 31, 2024 we had a notional balance of $25 million outstanding under the CDS.
Under the CDS terms, within five business days upon notification of default, we could be required to pay the then outstanding notional balance net of recoveries. As of December 31, 2025, we had a notional balance of $14 million outstanding under the CDS and as of December 31, 2024 we had a notional balance of $25 million outstanding.
Weatherford International plc – 2024 Form 10-K | 42 Table of Contents Finally, our future results will depend upon various other risks and uncertainties, including, but not limited to, those detailed in our current and past filings with the SEC under the Exchange Act and the Securities Act of 1933, as amended.
Finally, our future results will depend upon various other risks and uncertainties, including, but not limited to, those detailed in our current and past filings with the SEC under the Exchange Act and the Securities Act of 1933, as amended. Weatherford International plc – 2025 Form 10-K | 40 Table of Contents Forward-Looking Statements
We also expect a decline in activity in Russia in 2025. However, we remain constructive on our activity profile over the next several years, as we expect positive macroeconomic conditions coupled with our focus on technology adoption and market penetration, to provide a pathway to multi-year energy demand expansion.
We remain constructive on our activity profile over the next several years, as we expect positive macroeconomic conditions coupled with our focus on technology adoption and market penetration, to provide a pathway to multi-year energy demand expansion.
The rate of increase in direct costs and other expense was lower than the rate of increase in revenue, contributing to the increase in margin.
However, the rate of decrease in direct costs and other expense was lower than the rate of decrease in revenue, contributing to the decrease in margin.
Our 2030 Senior Notes were issued by Weatherford Bermuda and guaranteed by the Company and other subsidiary guarantors party thereto. On December 1, 2022, the indenture related to our 2030 Senior Notes was amended and supplemented to add Weatherford Delaware as co-issuer and co-obligor, and concurrently released the guarantee of Weatherford Delaware.
On December 1, 2022, the indenture related to our 2030 Senior Notes was amended and supplemented to add Weatherford International, LLC, a Delaware limited liability company (“Weatherford Delaware”) as co-issuer and co-obligor, and concurrently released the guarantee of Weatherford Delaware. Our 2033 Senior Notes were issued by Weatherford Bermuda and guaranteed by the Company and other subsidiary guarantors party thereto.
Repatriation of those cash balances might result in incremental taxes or losses similar to the Argentine Blue Chip Swap “BCS” transactions executed (see “Note 17 – Blue Chip Swap Securities - Argentina”), which may contribute to a decrease in cash and cash equivalents that cannot be immediately repatriated.
Repatriation of those cash balances might result in incremental taxes or losses similar to the Argentine Blue Chip Swap “BCS” transactions executed (see “Note 18 – Blue Chip Swap Securities - Argentina”), which may contribute to a decrease in cash and cash equivalents.
See “Note 16 – Income Taxes” for detailed discussion of results.
See “Note 17 – Income Taxes” for detailed discussion of results.
Weatherford International plc – 2024 Form 10-K | 36 T a ble of Contents Item 7 | MD&A Sources of Liquidity Our sources of available liquidity include cash generated by our operations, cash and cash equivalent balances, and periodic accounts receivable factoring.
Weatherford International plc – 2025 Form 10-K | 34 Table of Contents Item 7 | MD&A Sources of Liquidity Our sources of available liquidity include cash generated by our operations, cash and cash equivalent balances, and periodic accounts receivable factoring.
Weatherford International plc – 2024 Form 10-K | 40 Table of Contents Forward-Looking Statements We recognize the impact of an uncertain tax position taken or expected to be taken on an income tax return in the financial statements at the largest amount that is more likely than not to be sustained upon examination by the relevant taxing authority.
Weatherford International plc – 2025 Form 10-K | 38 Table of Contents Critical Accounting Policies and Estimates We recognize the impact of an uncertain tax position taken or expected to be taken on an income tax return in the financial statements at the largest amount that is more likely than not to be sustained upon examination by the relevant taxing authority.
These forward-looking statements generally are identified by the words “believe,” “project,” “expect,” “anticipate,” “estimate,” “intend,” “budget,” “strategy,” “plan,” “guidance,” “outlook,” “may,” “should,” “could,” “will,” “would,” “will be,” “will continue,” “will likely result,” and similar expressions, although not all forward-looking statements contain these identifying words. Forward-looking statements reflect our beliefs and expectations based on current estimates and projections.
These statements constitute forward-looking statements. These forward-looking statements generally are identified by the words “believe,” “project,” “expect,” “anticipate,” “estimate,” “intend,” “budget,” “strategy,” “plan,” “guidance,” “outlook,” “may,” “should,” “could,” “will,” “would,” “will be,” “will continue,” “will likely result,” and similar expressions, although not all forward-looking statements contain these identifying words.
Ratings Services’ Credit Ratings Our credit ratings at December 31, 2024 were upgraded since December 31, 2023 and outlook maintained, as follows: • Standard and Poor (“S&P) and Fitch Ratings (“Fitch”) upgraded our issuer credit ratings from ‘B+’ to ‘BB-’, S&P maintained a positive outlook and Fitch maintained a stable outlook • Moody's Investors Service (Moody's) upgraded several of our ratings including the Corporate Family Rating from B1 to Ba3; Moody’s maintained a positive outlook Customer Receivables We may experience delays or defaults in customer payments due to, among other reasons, a weaker economic environment, reductions in our customers’ cash flow from operations, our customers’ inability to access credit markets or reach acceptable financing terms, as well as unsettled political and/or social conditions.
Ratings Services’ Credit Ratings Our credit ratings at December 31, 2025 were upgraded since December 31, 2024 as follows: • Moody's Investors Service upgraded our Corporate Family Rating from ‘Ba3’ to ‘Ba2;’ with a positive outlook • Standard and Poor upgraded our issuer credit ratings from ‘BB-’ to ‘BB;’ with a stable outlook • Fitch Ratings upgraded our issuer credit ratings from ‘BB-’ to ‘BB;’ with a stable outlook Customer Receivables We may experience delays or defaults in customer payments due to, among other reasons, a weaker economic environment, reductions in our customers’ cash flow from operations, our customers’ inability to access credit markets or reach acceptable financing terms, as well as unsettled political and/or social conditions.
During the twelve months ended December 31, 2024 we paid an immaterial amount of fees to third-party financial institutions related to collections of certain receivables from our largest customer in Mexico. Pursuant to such arrangements, we received $484 million during the twelve months ended December 31, 2024.
During the twelve months ended December 31, 2025 and December 31, 2024 we paid an immaterial amount of fees to third-party financial institutions related to collections of certain receivables from our largest customer in Mexico.
The following table summarizes cash provided by (used in) each type of business activity in the periods presented: Year Ended December 31, (Dollars in millions) 2024 2023 Net Cash Provided by Operating Activities $ 792 $ 832 Net Cash Used in Investing Activities (293) (289) Net Cash Used in Financing Activities (511) (514) Operating Activities Cash provided by operating activities in 2024 was $792 million.
The following table summarizes cash provided by (used in) each type of business activity in the periods presented: Year Ended December 31, (Dollars in millions) 2025 2024 Net Cash Provided by Operating Activities $ 676 $ 792 Net Cash Used in Investing Activities (145) (293) Net Cash Used in Financing Activities (474) (511) Operating Activities Cash provided by operating activities was $676 million in 2025 and $792 million in 2024.
We cannot predict the timing or outcome regarding resolution of these tax examinations or if they will have a material impact on our consolidated financial statements.
We are continuously under tax examination in various jurisdictions. We cannot predict the timing or outcome regarding resolution of these tax examinations or if they will have a material impact on our consolidated financial statements.
These proceeds are included as operating cash flows in our Consolidated Statements of Cash Flows. Derivative Financial Instruments We enter into foreign currency forward contracts to mitigate the risk of future cash flows denominated in a foreign currency. The amounts will fluctuate, depending on exchange rate volatility, the volume of our foreign currency transactions, and our decisions to hedge.
Derivative Financial Instruments We enter into foreign currency forward contracts to mitigate the risk of fluctuating exchange rates on future cash flows denominated in a foreign currency. The amounts will fluctuate, depending on exchange rate volatility, the volume of our foreign currency transactions, and our decisions to hedge.
Other Expense, Net Other expense, net, is primarily comprised of foreign exchange losses, letter of credit fees, other financing charges and bond redemption fees. Other expense, net, was $47 million lower in 2024 as compared to 2023, which was primarily attributable to lower foreign currency losses.
Other Expense, Net Other expense, net, was primarily comprised of foreign exchange losses, letter of credit fees and other financing charges. Other expense, net, of $70 million was $8 million lower in 2025 as compared to 2024, which was primarily attributable to lower foreign currency losses.
Weatherford International plc – 2024 Form 10-K | 38 Table of Contents Critical Accounting Policies and Estimates Credit Agreement, Letters of Credit and Surety Bonds Weatherford Bermuda, Weatherford Delaware, Weatherford Canada Ltd. (“Weatherford Canada”) and WOFS International Finance GmbH (“Weatherford Switzerland”), together as borrowers, and the Company as parent, have an amended and restated credit agreement (the “Credit Agreement”).
Weatherford International plc – 2025 Form 10-K | 36 Table of Contents Item 7 | MD&A Credit Agreement, Letters of Credit and Surety Bonds Weatherford Bermuda, Weatherford Delaware, Weatherford Canada Ltd. (“Weatherford Canada”) and WOFS International Finance GmbH (“Weatherford Switzerland”), together as borrowers, and the Company as parent, have an amended and restated credit agreement (the “Credit Agreement”).
The forward-looking statements included herein are only made as of the date of this report, or if earlier, as of the date they were made, and we undertake no obligation to correct, Weatherford International plc – 2024 Form 10-K | 41 Table of Contents Item 8 | Financial Statements and Supplementary Data update or revise any forward-looking statement, whether as a result of new information, future events, or otherwise, except to the extent required under federal securities laws.
The forward-looking statements included herein are only made as of the date of this report, or if earlier, as of the date they were made, and we undertake no obligation to correct, update or revise any forward-looking statement, whether as a result of new information, future events, or otherwise, except to the extent required under federal securities laws.
Weatherford International plc – 2024 Form 10-K | 35 T a ble of Contents Item 7 | MD&A Liquidity and Capital Resources At December 31, 2024, we had cash and cash equivalents of $916 million and $59 million in restricted cash, compared to $958 million of cash and cash equivalents and $105 million of restricted cash at December 31, 2023.
Weatherford International plc – 2025 Form 10-K | 33 Table of Contents Item 7 | MD&A Liquidity and Capital Resources At December 31, 2025, we had cash and cash equivalents of $987 million and $55 million in restricted cash, compared to $916 million of cash and cash equivalents and $59 million of restricted cash at December 31, 2024.
Weatherford International plc – 2024 Form 10-K | 28 T a ble of Contents Item 7 | MD&A Results of Operations by Segment Year Ended December 31, 2024 Reportable Segments All (Dollars in millions) DRE WCC PRI Other Total Revenue $ 1,682 $ 1,976 $ 1,452 $ 403 $ 5,513 Direct Costs (a) (1,007) (1,174) (955) Other Expense (b) (208) (238) (178) DRE Segment Adjusted EBITDA 467 467 WCC Segment Adjusted EBITDA 564 564 PRI Segment Adjusted EBITDA 319 319 All Other 84 Corporate (52) Depreciation and Amortization (343) Share-based Compensation Expense (c) (45) Other Credits (Charges) (56) Operating Income $ 938 (a) Segment cost of sales and direct operating costs.
Year Ended December 31, 2024 Reportable Segments All (Dollars in millions) DRE WCC PRI Other Total Revenue $ 1,682 $ 1,976 $ 1,452 $ 403 $ 5,513 Direct Costs (a) (1,007) (1,174) (955) Other Expense (b) (208) (238) (178) DRE Segment Adjusted EBITDA 467 467 WCC Segment Adjusted EBITDA 564 564 PRI Segment Adjusted EBITDA 319 319 All Other 84 Corporate (52) Depreciation and Amortization (343) Share-based Compensation Expense (c) (45) Restructuring Charges (42) Other Charges, Net (14) Operating Income $ 938 (a) Segment cost of sales and direct operating costs.
Year Ended December 31, 2023 Reportable Segments All (Dollars in millions) DRE WCC PRI Other Total Revenue $ 1,536 $ 1,800 $ 1,472 $ 327 $ 5,135 Direct Costs (a) (920) (1,091) (953) Other Expense (b) (194) (254) (196) DRE Segment Adjusted EBITDA 422 422 WCC Segment Adjusted EBITDA 455 455 PRI Segment Adjusted EBITDA 323 323 All Other 38 Corporate (52) Depreciation and Amortization (327) Share-based Compensation Expense (c) (35) Other Credits (Charges) (4) Operating Income $ 820 (a) Segment cost of sales and direct operating costs.
Weatherford International plc – 2025 Form 10-K | 29 Table of Contents Item 7 | MD&A Year Ended December 31, 2023 Reportable Segments All (Dollars in millions) DRE WCC PRI Other Total Revenue $ 1,536 $ 1,800 $ 1,472 $ 327 $ 5,135 Direct Costs (a) (920) (1,091) (953) Other Expense (b) (194) (254) (196) DRE Segment Adjusted EBITDA 422 422 WCC Segment Adjusted EBITDA 455 455 PRI Segment Adjusted EBITDA 323 323 All Other 38 Corporate (52) Depreciation and Amortization (327) Share-based Compensation Expense (c) (35) Gain on Sale of Business 2 Restructuring Charges (16) Other Credits, Net 10 Operating Income $ 820 (a) Segment cost of sales and direct operating costs.
The income tax provision and respective effective tax rate was $189 million and 26% and $57 million and 11% for 2024 and 2023, respectively.
The income tax provision and respective effective tax rate was $97 million and 18% and $189 million and 26% for 2025 and 2024, respectively.
Weatherford International plc – 2024 Form 10-K | 37 Table of Contents Critical Accounting Policies and Estimates As of December 31, 2024, and December 31, 2023, Mexico accounted for 31% and 27% of our total net accounts receivables, respectively, of which our largest customer in the country accounted for 26% and 22% of our total net outstanding accounts receivables, respectively.
Weatherford International plc – 2025 Form 10-K | 35 Table of Contents Item 7 | MD&A As of December 31, 2025, and December 31, 2024, Mexico accounted for 27% and 31% of our total net accounts receivables, respectively, of which our largest customer in the country accounted for 24% and 26% of our total net outstanding accounts receivables, respectively.
Year Ended December 31, 2024 2023 Oil price - WTI (1) $ 76.55 $ 77.64 Oil price - Brent (1) $ 80.53 $ 82.47 Natural Gas price - HH (2) $ 2.19 $ 2.54 (1) Oil price measured in dollars per barrel (rounded to the nearest $0.01) (2) Natural gas price measured in dollars per million British thermal units (Btu), or MMBtu The table below shows historical average rig counts based on the weekly Baker Hughes Company rig count information.
Year Ended December 31, 2025 2024 Oil price - WTI (1) $ 65.46 $ 76.55 Oil price - Brent (1) $ 69.10 $ 80.53 Natural Gas price - HH (2) $ 3.53 $ 2.19 (1) Oil price measured in dollars per barrel (rounded to the nearest $0.01) (2) Natural gas price measured in dollars per million British thermal units (Btu), or MMBtu Weatherford International plc – 2025 Form 10-K | 25 Table of Contents Item 7 | MD&A The table below shows historical average rig counts based on the weekly Baker Hughes Company rig count information.
Our income tax provisions in 2024 and 2023 are primarily driven by income in certain jurisdictions, deemed profit countries and withholding taxes on intercompany and third-party transactions that do not directly correlate to ordinary income or loss.
Weatherford International plc – 2025 Form 10-K | 27 Table of Contents Item 7 | MD&A Our income tax provisions in 2025 and 2024 are primarily driven by income in certain jurisdictions, deemed profit countries and withholding taxes on intercompany and third-party transactions that do not directly correlate to ordinary income or loss.
Forward-Looking Statements This report contains various statements relating to future financial performance and results, business strategy, plans, goals and objectives, including certain projections, business trends, our shareholder returns program and other statements that are not historical facts. These statements constitute forward-looking statements.
Our valuation allowance on our deferred tax assets was $1.1 billion as of December 31, 2025 and December 31, 2024. Forward-Looking Statements This report contains various statements relating to future financial performance and results, business strategy, plans, goals and objectives, including certain projections, business trends, our shareholder returns program and other statements that are not historical facts.
In December 2023, Ireland enacted tax legislation that models the Organization of Economic Cooperation and Development (“OECD”) reform plans focused on global profit allocation and implementing a global minimum tax rate of at least 15% for large multinational corporations on a jurisdiction-by-jurisdiction basis, known as “Pillar Two.” This did not materially increase taxes in 2024 and is not expected to materially increase future taxes, however, as future legislation is enacted to implement the accord in other jurisdictions in which we have operations, it could materially increase the amount of taxes we owe, thereby negatively affecting our results of operations and our cash flows from operations.
Effective January 1, 2024, Ireland enacted tax legislation that models the Organization of Economic Cooperation and Development (“OECD”) reform plans focused on global profit allocation and implementing a global minimum tax rate of at least 15% for large multinational corporations on a jurisdiction-by-jurisdiction basis, known as “Pillar Two.” This did not materially increase taxes in 2025 and 2024 and is not expected to materially increase future taxes.
See further discussion below under “Derivative Financial Instruments” and in “Note 10 – Derivative Financial Instruments.” As of December 31, 2024, we had outstanding debt of $1.6 billion in aggregate principal amount for our 2030 Senior Notes. We expect $138 million in interest payments annually in 2025 and each year thereafter until the maturity of our 2030 Senior Notes.
See further discussion below under “Derivative Financial Instruments” and in “Note 11 – Derivative Financial Instruments.” As of December 31, 2025, we had outstanding debt of $236 million in aggregate principal amount for our 2030 Senior Notes and $1.2 billion in aggregate principal amount for our 2033 Senior Notes.
While we believe these expectations, and the estimates and projections on which they are based, are reasonable and were made in good faith, these statements are subject to numerous risks and uncertainties. Accordingly, our actual outcomes and results may differ materially from what we have expressed or forecasted in the forward-looking statements.
Forward-looking statements reflect our beliefs and expectations based on current estimates and projections. While we believe these expectations, and the estimates and projections on which they are based, are reasonable and were made in good faith, these statements are subject to numerous risks and uncertainties.
We prepare these consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”).
Critical Accounting Estimates Our discussion and analysis of our financial condition and results of operation is based upon our Consolidated Financial Statements. We prepare these consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”).
At December 31, 2024 we had approximately $127 million of our cash and cash equivalents that cannot be immediately repatriated from various countries due to country central bank controls or other regulations.
See “Note 8 – Leases” for additional information. Cash and cash equivalents and restricted cash are held by subsidiaries outside of Ireland. At December 31, 2025 we had approximately $31 million of our cash and cash equivalents that cannot be immediately repatriated from various countries due to country central bank controls or other regulations.
In the short term, we see increased focus on capital discipline and efficiencies, particularly in our Latin American and North American regions, which we expect to negatively impact demand for our services and products in 2025, as our customers regulate activity timing and services spending, relative to macro-driven factors listed above.
In the short term, we see continued focus on capital discipline and efficiencies across all geographies, which we expect to result in muted activity for our services and products, particularly in the first half of 2026, as our customers regulate activity timing and services spending, relative to macro-driven factors listed above.
Weatherford International plc – 2024 Form 10-K | 27 T a ble of Contents Item 7 | MD&A Income Taxes We provide for income taxes based on the laws and rates in effect in the countries in which operations are conducted, or in which we or our subsidiaries are considered resident for income tax purposes.
Income Taxes We provide for income taxes based on the laws and rates in effect in the countries in which operations are conducted, or in which we or our subsidiaries are considered resident for income tax purposes.
A breach of certain contractual or performance obligations under our outstanding letters of credit or surety bonds could result in beneficiaries calling such instruments, which could reduce our available liquidity if we are unable to mitigate the issue. Critical Accounting Estimates Our discussion and analysis of our financial condition and results of operation is based upon our Consolidated Financial Statements.
As of December 31, 2025, we had $629 million of surety bonds outstanding. A breach of certain contractual or performance obligations under our outstanding letters of credit or surety bonds could result in beneficiaries calling such instruments, which could reduce our available liquidity if we are unable to mitigate the issue.
The primary uses of cash in investing activities were for capital expenditures of $209 million, the purchase of Blue Chip Swap securities in Argentina for $110 million (see “Note 17 – Blue Chip Swap Securities - Argentina”), and $47 million of other investing activities that primarily consisted of purchases of short-term investments.
The primary uses of cash in investing activities were for capital expenditures of $226 million and the purchase of Blue Chip Swap securities in Argentina for $117 million (see “Note 18 – Blue Chip Swap Securities - Argentina”).
A CDS was entered into during the fourth quarter of 2023 with the same parties for similar reasons as in the fourth quarter of 2024, and accordingly, in the fourth quarter of 2023 and January of 2024, we received $140 million and $142 million, respectively.
Management expects the total notional balance under the CDS to be nil by December 31, 2026. A CDS was entered into during the fourth quarter of 2023 with the same parties for similar reasons as in the fourth quarter of 2024, and accordingly, in the first quarter of 2024, we received $142 million.
Accounts Receivable Factoring From time to time, we participate in factoring arrangements to sell accounts receivable to third-party financial institutions for cash proceeds net of discounts and hold-back. During 2024 and 2023, we sold accounts receivable balances of $111 million and $210 million, respectively, and received cash proceeds of $110 million and $202 million, respectively, at the time of factoring.
Pursuant to such arrangements, we received $93 million during the twelve months ended December 31, 2025 and $484 million during the twelve months ended December 31, 2024. Accounts Receivable Factoring From time to time, we participate in factoring arrangements to sell accounts receivable to third-party financial institutions for cash proceeds net of discounts and hold-back.
Consolidated Statements of Operations - Non-Operating Summary Interest Expense, Net Interest expense, net primarily represented for each year, the interest on our outstanding long-term debt (see “Note 8 – Borrowings and Other Debt Obligations” to our Consolidated Financial Statements for additional details) offset by interest income.
Weatherford International plc – 2025 Form 10-K | 26 Table of Contents Item 7 | MD&A Consolidated Statements of Operations - Non-Operating Summary Interest Expense, Net Interest expense, net was primarily the result of the interest on our outstanding long-term debt (see “Note 9 – Borrowings and Other Debt Obligations” to our Consolidated Financial Statements for additional details) offset by interest income.
As of December 31, 2024, we had zero borrowings outstanding under the Credit Agreement, and $382 million of letters of credit outstanding, consisting of the $291 million ($279 million for performance letters of credit and $12 million for financial letters of credit) under the Credit Agreement and another $91 million under various uncommitted bi-lateral facilities (of which there was $49 million in cash collateral held and recorded in “Restricted Cash” on the Consolidated Balance Sheets).
Additionally as of December 31, 2025, we had $207 million letters of credit under various uncommitted bi-lateral facilities ($47 million of which was cash collateral held and recorded in “Restricted Cash” on the Consolidated Balance Sheets).
The uses of cash were offset by Blue Chip Swap proceeds of $53 million and $28 million in proceeds from the disposition of assets. Financing Activities Cash used in financing activities in 2024 was $511 million.
The uses of cash were offset by proceeds from sale of investments of $41 million from our marketable securities in Argentina, Blue Chip Swap proceeds of $40 million and $31 million in proceeds from the disposition of assets. Financing Activities Cash used in financing activities in 2025 was $474 million.
In addition, we paid $31 million in tax remittances on equity awards. The tax remittances were lower than the same period of the prior year due to a decrease in the quantity of shares vesting. The remaining financing cash uses were primarily for bond redemption premiums and contingent considerations (see “Note 18 – Acquisitions”).
In addition, we paid $31 million in tax remittances on equity awards. The remaining financing cash uses were primarily for bond redemption premiums and contingent considerations.
Weatherford International plc – 2024 Form 10-K | 33 T a ble of Contents Item 7 | MD&A PRI Results 2024 vs 2023 Twelve Months Ended Variance ($ in Millions) Dec 31, 2024 Dec 31, 2023 $ % or bps Revenue $ 1,452 $ 1,472 $ (20) (1) % Direct Costs (955) (953) (2) — % Other Expense (178) (196) 18 9 % Segment Adjusted EBITDA $ 319 $ 323 $ (4) (1) % Segment Adj EBITDA Margin 22.0 % 21.9 % n/m 3 bps PRI revenues of $1.5 billion in 2024 decreased by $20 million or 1% compared to 2023 due to lower demand and activity.
Weatherford International plc – 2025 Form 10-K | 31 Table of Contents Item 7 | MD&A PRI Results 2025 vs 2024 Twelve Months Ended Variance ($ in Millions) Dec 31, 2025 Dec 31, 2024 $ % or bps Revenue $ 1,340 $ 1,452 $ (112) (8) % Direct Costs (913) (955) 42 4 % Other Expense (170) (178) 8 4 % Segment Adjusted EBITDA $ 257 $ 319 $ (62) (19) % Segment Adj EBITDA Margin 19.2 % 22.0 % n/m (279) bps PRI revenues of $1.3 billion in 2025 decreased by $112 million or 8% compared to 2024 with approximately 65% of the decrease from lower activity in intervention services and drilling tools and approximately 45% of the decrease attributable to a decline in activity for pressure pumping.
Guarantees Our 2028 Senior Secured Notes were issued by Weatherford International Ltd., a Bermuda exempted company (“Weatherford Bermuda”), and guaranteed by the Company and Weatherford International, LLC, a Delaware limited liability company (“Weatherford Delaware”) and other subsidiary guarantors party thereto. The remaining principal of our 2028 Senior Secured Notes was redeemed and paid in full on May 23, 2024.
The agreement was terminated in the third quarter of 2024, extinguishing the remaining notional balance. Guarantees Our 2030 Senior Notes were issued by Weatherford International Ltd., a Bermuda exempted company (“Weatherford Bermuda”), and guaranteed by the Company and other subsidiary guarantors party thereto.
Weatherford International plc – 2024 Form 10-K | 31 T a ble of Contents Item 7 | MD&A DRE Results 2024 vs 2023 Twelve Months Ended Variance ($ in Millions) Dec 31, 2024 Dec 31, 2023 $ % or bps Revenue $ 1,682 $ 1,536 $ 146 10 % Direct Costs (1,007) (920) (87) (9) % Other Expense (208) (194) (14) (7) % Segment Adjusted EBITDA $ 467 $ 422 $ 45 11 % Segment Adj EBITDA Margin 27.8 % 27.5 % n/m 29 bps DRE revenues of $1.7 billion in 2024 increased by $146 million or 10% compared to 2023 with approximately 70% of the increase from wireline activity as a result of business acquisitions during the year and approximately 30% from drilling related services activity.
Weatherford International plc – 2025 Form 10-K | 30 Table of Contents Item 7 | MD&A DRE Results 2025 vs 2024 Twelve Months Ended Variance ($ in Millions) Dec 31, 2025 Dec 31, 2024 $ % or bps Revenue $ 1,371 $ 1,682 $ (311) (18) % Direct Costs (876) (1,007) 131 13 % Other Expense (186) (208) 22 11 % Segment Adjusted EBITDA $ 309 $ 467 $ (158) (34) % Segment Adj EBITDA Margin 22.5 % 27.8 % n/m (523) bps DRE revenues of $1.4 billion in 2025 decreased by $311 million or 18% compared to 2024 with approximately 50% of the decrease from lower activity in drilling-related services and approximately 25% of the decrease attributable to a decline in activity for managed pressure drilling.
However, the rate of increase in direct costs was lower than the rate of increase in revenue, contributing to the increase in margin.
Both direct costs and other expense generally decreased in line with the decrease in activity. However, the rate of decrease in direct costs and other expense was lower than the rate of decrease in revenue, contributing to the decrease in margin.
The Credit Agreement is guaranteed by the Company and certain of our subsidiaries and secured by substantially all of the personal property of the Company and those subsidiaries. At December 31, 2024, the Credit Agreement allowed for a total commitment amount of $720 million, maturing on October 24, 2028.
The Credit Agreement is guaranteed by the Company and certain of our subsidiaries and secured by substantially all of the personal property of the Company and those subsidiaries.
Weatherford delivers innovative energy services that integrate proven technologies with advanced digitization to create sustainable offerings for maximized value and return on investment. We continue to expand our product and services offerings across the well cycle, including well construction and completions remote monitoring, and predictive analytics.
We continue to expand our product and services offerings across the well cycle, including well construction and completions remote monitoring, and predictive analytics.
The increase was primarily attributable to the cost of performance share units. See “Note 13 – Share-Based Compensation” for additional information. Outlook Growth and spending in the energy services industry is highly dependent on many external factors.
See “Note 14 – Share-Based Compensation” for additional information. Weatherford International plc – 2025 Form 10-K | 32 Table of Contents Item 7 | MD&A Outlook Growth and spending in the energy services industry is highly dependent on many external factors.
All other revenues of $403 million, increased $76 million or 23%, in 2024 compared to 2023, primarily due to higher international integrated services and projects resulting in project efficiencies. Corporate Corporate was a net expense of $52 million in 2024, which was flat compared to 2023.
All other revenues of $332 million, decreased $71 million or 18%, in 2025 compared to 2024 due to a decline in international activity for integrated services and projects. Corporate Corporate was a net expense of $56 million in 2025, which was slightly up compared to the net expense of $52 million in 2024.
These challenges increase our customers’ requirements for technologies that improve productivity and efficiency and pressure us to deliver our products and services at competitive rates. Over the long-term, we expect demand for oil and natural gas exploration and production industry as well as new energy platforms to continue to require more advanced technology from the energy service industry.
Over the long-term, we expect demand for oil and natural gas exploration and production as well as new energy platforms to continue to require more advanced technology from the energy service industry. Weatherford delivers innovative energy services that integrate proven technologies with advanced digitization to create sustainable offerings for maximized value and return on investment.
See “Note 8 – Borrowings and Other Debt Obligations” for additional information. Our capital spend is expected to be 3-5% of revenue over a 12 to 18 months rolling period and our 2025 capital spend is projected to fall within the same framework.
Our capital spend is expected to be 3-5% of revenue over a 12 to 18 months rolling period and our 2026 capital spend is projected to fall within the same framework. Our payments on our operating and finance leases in 2026 are expected to be approximately $91 million, and $232 million in the years thereafter.
The table below shows the average oil and natural gas prices for West Texas Intermediate (“WTI”) and Brent North Sea (“Brent”) crude oil and Henry Hub (“HH”) natural gas.
Gas production additions, largely driven by positive liquified natural gas sentiment ahead of actual capacity additions, were sourced from a backlog of drilled but uncompleted wells and deferred start-ups. The table below shows the average oil and natural gas prices for West Texas Intermediate (“WTI”) and Brent North Sea (“Brent”) crude oil and Henry Hub (“HH”) natural gas.
Weatherford International plc – 2024 Form 10-K | 32 T a ble of Contents Item 7 | MD&A WCC Results 2024 vs 2023 Twelve Months Ended Variance ($ in Millions) Dec 31, 2024 Dec 31, 2023 $ % or bps Revenue $ 1,976 $ 1,800 $ 176 10 % Direct Costs (1,174) (1,091) (83) (8) % Other Expense (238) (254) 16 6 % Segment Adjusted EBITDA $ 564 $ 455 $ 109 24 % Segment Adj EBITDA Margin 28.5 % 25.3 % n/m 326 bps WCC revenues of $2.0 billion in 2024 increased by $176 million or 10% compared to 2023 due to higher demand and activity with approximately 50% of the increase from completions and approximately 30% from liner hangers, partly offset by a decrease in cementation products activity.
WCC Results 2025 vs 2024 Twelve Months Ended Variance ($ in Millions) Dec 31, 2025 Dec 31, 2024 $ % or bps Revenue $ 1,875 $ 1,976 $ (101) (5) % Direct Costs (1,127) (1,174) 47 4 % Other Expense (233) (238) 5 2 % Segment Adjusted EBITDA $ 515 $ 564 $ (49) (9) % Segment Adj EBITDA Margin 27.5 % 28.5 % n/m (108) bps WCC revenues of $1.9 billion in 2025 decreased by $101 million or 5% compared to 2024 with approximately 70% of the decrease from lower activity in cementation products and approximately 30% of the decrease attributable to a decline in activity for completions.
Geographically, growth in 2024 was led by improvements in the Middle East/North Africa/Asia, Europe/Sub-Sahara Africa/Russia and Latin America regions which contributed to 81%, 23% and 2% of the increase, respectively, partly offset by a revenue decline in North America.
Geographically, approximately 65% of the decrease was from Latin America due to a decline in activity in Mexico and approximately 30% of the decrease was from the Europe/Sub-Sahara Africa/Russia region. The remainder of the decrease was driven by North America, but mostly offset by a revenue increase of $18 million in the Middle East/North Africa/Asia region.
As of December 31, 2023, we had zero borrowings outstanding under the Credit Agreement, and $376 million of letters of credit outstanding, consisting of the $270 million ($218 million for performance letters of credit and $52 million for financial letters of credit) under the Credit Agreement and another $106 million under various uncommitted bi-lateral facilities (of which there was $101 million in cash collateral held and recorded in “Restricted Cash” on the Consolidated Balance Sheets).
Additionally as of December 31, 2024, we had $91 million of letters of credit under various uncommitted bi-lateral facilities ($49 million of which was cash collateral held and recorded in “Restricted Cash” on the Consolidated Balance Sheets). We utilize surety bonds as part of our customary business practice in certain regions, primarily Latin America.
Foreign currency losses totaled $56 million and $116 million in 2024 and 2023, respectively, and was primarily driven by losses on the Argentine Peso.
Foreign currency losses totaled $45 million and $56 million in 2025 and 2024, respectively, with decrease in 2025 primarily due to lower foreign currency losses in the Mexican Peso.
DRE segment adjusted EBITDA margin was 27.8% in 2024 compared to 27.5% in 2023. The year-over-year improvement in segment adjusted EBITDA was primarily due to higher managed pressure drilling and wireline activity. This was partly offset by lower activity in Latin America. Both direct costs and other expense generally increased in line with the increase in activity.
The year-over-year decrease in segment adjusted EBITDA was primarily due to a decline in activity in Latin America. Both direct costs and other expense generally decreased in line with the decrease in activity. However, the rate of decrease in direct costs and other expense was lower than the rate of decrease in revenue, contributing to the decrease in margin.
Cash used in financing activities in 2023 was $514 million. The primary uses of cash in financing activities were for repayments and repurchases of long-term debt of $386 million (see “Note 8 – Borrowings and Other Debt Obligations”) and $56 million in tax remittances on equity awards. Additionally, we paid distributions to noncontrolling interests of $52 million.
The primary uses of cash in financing activities were for repayments and repurchases of long-term debt of $1.4 billion (see “Note 9 – Borrowings and Other Debt Obligations”), $101 million for share repurchases (see “Note 15 – Shareholders’ Equity”), $72 million for dividend payments (see “Note 15 – Shareholders’ Equity”), bond redemption premium of $31 million resulting from early redemptions, distributions to noncontrolling interests of $29 million, $21 million in tax remittances on equity awards and $18 million in debt issuance costs.
During the year ended December 31, 2023, income tax expense was lower by $115 million, due to the release of valuation allowances and the recognition of benefits from previously uncertain tax positions.
For the year ended December 31, 2025, income tax expense was lower than 2024, primarily driven by the release of $70 million in benefits from previously uncertain tax positions due audit settlements and lapses in the statute of limitations, partially offset by a decrease in the amount of valuation allowance releases as compared to 2024.
Weatherford International plc – 2024 Form 10-K | 29 T a ble of Contents Item 7 | MD&A Weatherford International plc – 2024 Form 10-K | 30 T a ble of Contents Item 7 | MD&A Year Ended December 31, 2022 Reportable Segments All (Dollars in millions) DRE WCC PRI Other Total Revenue $ 1,328 $ 1,521 $ 1,395 $ 87 $ 4,331 Direct Costs (a) (833) (995) (950) Other Expense (b) (171) (227) (184) DRE Segment Adjusted EBITDA 324 324 WCC Segment Adjusted EBITDA 299 299 PRI Segment Adjusted EBITDA 261 261 All Other 1 Corporate (68) Depreciation and Amortization (349) Share-based Compensation Expense (c) (25) Other Credits (Charges) (31) Operating Income $ 412 (a) Segment cost of sales and direct operating costs.
Weatherford International plc – 2025 Form 10-K | 28 Table of Contents Item 7 | MD&A Results of Operations by Segment Year Ended December 31, 2025 Reportable Segments All (Dollars in millions) DRE WCC PRI Other Total Revenue $ 1,371 $ 1,875 $ 1,340 $ 332 $ 4,918 Direct Costs (a) (876) (1,127) (913) Other Expense (b) (186) (233) (170) DRE Segment Adjusted EBITDA 309 309 WCC Segment Adjusted EBITDA 515 515 PRI Segment Adjusted EBITDA 257 257 All Other 42 Corporate (56) Depreciation and Amortization (267) Share-based Compensation Expense (c) (38) Gain on Sale of Business 70 Restructuring Charges (58) Other Charges, Net (18) Operating Income $ 756 (a) Segment cost of sales and direct operating costs.
We continue to closely monitor macroeconomic conditions, potential supply chain disruptions, inflationary factors, and other labor and logistical constraints that could impact our operations and results. Our customers continue to face challenges in balancing the cost of extraction activities with securing desired rates of production while achieving acceptable rates of return on investment.
We continue to closely monitor macroeconomic conditions, potential supply chain disruptions, inflationary factors, and other labor and logistical constraints that could impact our operations and results. Unpredictable developments—such as the potential opening of Venezuela to foreign oil companies—may increase activity levels in the mid to long term.
Cost of products and services of $3.61 billion increased $210 million, or 6%, in 2024 compared to 2023, to support the increased overall activity across our segments. Our cost of products and services as a percentage of revenues was 65% in 2024, an improvement compared to 66% in 2023.
Cost of products and services of $3.38 billion decreased $221 million, or 6%, in 2025 compared to 2024, primarily due to the decline in product sales and a reduction in headcount leading to lower personnel costs. Our cost of products and services as a percentage of revenues was 69% in 2025 compared to 65% in 2024.

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Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Market Risk — interest-rate, FX, commodity exposure

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Biggest changeFinancial Statements and Supplementary Data, in “Note 1 – Summary of Significant Accounting Policies”, “Note 9 – Fair Value of Financial Instruments, Assets and Other Assets” and “Note 10 – Derivative Financial Instruments.” Weatherford International plc – 2024 Form 10-K | 43 Table of Contents
Biggest changeFinancial Statements and Supplementary Data, in “Note 1 – Summary of Significant Accounting Policies”, “Note 10 – Fair Value of Financial Instruments, Assets and Other Assets” and “Note 11 – Derivative Financial Instruments.” Weatherford International plc – 2025 Form 10-K | 41 Table of Contents Item 8 | Financial Statements and Supplementary Data
Item 7A. Quantitative and Qualitative Disclosures about Market Risk. Information related to market risk is included earlier in Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations – “Other Expense, Net” and “Derivative Financial Instruments” and later, in the Notes to Consolidated Financial Statements under Item 8.
Item 7A. Quantitative and Qualitative Disclosures about Market Risk. Information related to market risk is included earlier in Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations – “Other Expense, Net”, “Cash Requirements” and “Derivative Financial Instruments” and later, in the Notes to Consolidated Financial Statements under Item 8.

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