Form 8-K

8-K — NPK International Inc.

Accession: 0000071829-26-000039

Filed: 2026-07-29

Period: 2026-07-29

CIK: 0000071829

SIC: 7350 (SERVICES-MISCELLANEOUS EQUIPMENT RENTAL & LEASING)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — nr-20260729.htm (Primary)

EX-99.1 (a2026q28k-erex991.htm)

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8-K

8-K (Primary)

Filename: nr-20260729.htm · Sequence: 1

nr-20260729

0000071829false00000718292026-07-292026-07-29

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): July 29, 2026

NPK International Inc.

(Exact name of registrant as specified in its charter)

Delaware 001-02960 72-1123385

(State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.)

9320 Lakeside Boulevard, Suite 100

The Woodlands, Texas 77381

(Address of principal executive offices) (Zip Code)

Registrant's telephone number, including area code: (281) 362-6800

Not Applicable

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13a-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading Symbol(s) Name of each exchange on which registered

Common Stock, $0.01 par value NPKI New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02 Results of Operations and Financial Condition.

On July 29, 2026, NPK International Inc. (the “Company”) issued a press release announcing financial information for the three and six months ended June 30, 2026. The press release is attached to this Current Report on Form 8-K as Exhibit 99.1 and is incorporated herein by reference.

The information in Item 2.02 of this Current Report on Form 8-K and the information in the exhibit attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act except as expressly set forth by specific reference in such filing.

Use of Non-GAAP Financial Information

To help understand the Company’s financial performance, the Company has supplemented its financial results that it provides in accordance with generally accepted accounting principles (“GAAP”) with non-GAAP financial measures. Such financial measures include Adjusted Income (Loss) from Continuing Operations, Adjusted Income (Loss) from Continuing Operations Per Common Share, earnings before interest, taxes, depreciation and amortization (“EBITDA”) from Continuing Operations, Adjusted EBITDA from Continuing Operations, Adjusted EBITDA Margin from Continuing Operations, and Free Cash Flow.

We believe these non-GAAP financial measures are frequently used by investors, securities analysts and other parties in the evaluation of our performance and liquidity with that of other companies in our industry. Management uses these measures to evaluate our operating performance, liquidity and capital structure. In addition, our incentive compensation plan measures performance based on our consolidated EBITDA, along with other factors. The methods we use to produce these non-GAAP financial measures may differ from methods used by other companies. These measures should be considered in addition to, not as a substitute for, financial measures prepared in accordance with GAAP. Applicable reconciliations to the nearest GAAP financial measure of each non-GAAP financial measure are included in the attached Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No. Description

99.1

Press release issued by NPK International Inc. on July 29, 2026

104

Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

SIGNATURES

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

NPK International Inc.

(Registrant)

Date: July 29, 2026 By: /s/ Gregg S. Piontek

Gregg S. Piontek

Senior Vice President and Chief Financial Officer

(Principal Financial Officer)

EX-99.1

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Document

Exhibit 99.1

NPK REPORTS SECOND QUARTER 2026 RESULTS

Company reports $82 million revenues, $0.14 diluted EPS; Raises full-year earnings guidance

THE WOODLANDS, TEXAS – July 29, 2026 – NPK International Inc. (NYSE: NPKI) (“NPK” or the “Company”) today announced results for the three and six months ended June 30, 2026.

SECOND QUARTER 2026 RESULTS

(all comparisons versus the prior year period unless otherwise noted)

•Revenues of $81.6 million, +20%

•Operating income from continuing operations of $16.1 million, 19.7% operating margin

•Income from continuing operations of $12.0 million, or $0.14 per diluted share

•Adjusted EBITDA from Continuing Operations of $25.7 million, 31.5% Adjusted EBITDA margin

•Total cash of $8.4 million and total debt of $10.6 million as of June 30, 2026

Second Quarter

(In millions) 2026 2025 Change

Revenues $ 81.6 $ 68.2 $ 13.4

Operating income from continuing operations $ 16.1 $ 11.6 $ 4.5

Income from continuing operations per common share - Diluted $ 0.14 $ 0.10 $ 0.04

Adjusted EBITDA from continuing operations $ 25.7 $ 18.8 $ 6.9

Operating margin from continuing operations (%) 19.7% 17.0% 270 bps

Adjusted EBITDA margin from continuing operations (%) 31.5% 27.5% 400 bps

Net cash provided by operating activities $ 21.9 $ 21.4 $ 0.5

Free Cash Flow $ 5.9 $ 11.2 $ (5.3)

MANAGEMENT COMMENTARY

“We are pleased with the strong financial results for the second quarter of 2026, reflecting consistent execution by our team members across the organization, continued momentum in our core power transmission markets, and efficient margin realization,” stated Matthew Lanigan, President and CEO of NPK International. “During the second quarter, we successfully navigated the demobilization of several large-scale projects and delivered 20% year-over-year revenue growth, highlighted by another quarter of record rental revenue and robust demand for product sales, while adjusted EBITDA grew 37%. Supported by sustained market strength and an ongoing focus on operational excellence, we are well positioned for continued strength in the second half of 2026 and have raised our full year earnings guidance.

Lanigan continued, “We have continued to make important progress on our strategic initiatives, as evidenced by our strong operating momentum. Notably, we have advanced our Carencro, Louisiana manufacturing expansion effort, which remains on track to start up by mid-2027, expanding capacity by approximately 50%. During the second quarter, we invested more than $4 million of the expected $40 million to $45 million required to complete the project, and we are confident that this expansion and our continuing debottlenecking initiatives will both enhance margins through reduced usage of cross-rental mats while also supporting our longer-term growth objectives.

“Our capital allocation strategy continues to prioritize investments in the growth of our rental fleet and our manufacturing capacity expansion to support sustained organic growth, strategic acquisitions, and the return of capital through our disciplined share repurchase program. With minimal net debt and nearly $150 million of availability under our bank facility, we are well positioned to pursue our strategic growth and capital allocation priorities.

“The outlook for utility transmission spending remains robust, driven by projected load growth, an aging infrastructure, and the need to connect new capacity to the grid. While timing of large projects is difficult to predict, we remain confident in the near-term outlook and our ability to continue generating double-digit rental growth in the coming years. We continue to be encouraged by the opportunities ahead and remain confident in our ability to execute on our strategic priorities and create durable value for our shareholders,” concluded Lanigan.

BUSINESS UPDATE

NPK’s business plan is designed to drive organic commercial growth within targeted, higher-margin product and rental markets; improve asset optimization and organizational efficiency; and pursue a capital allocation strategy that prioritizes investments with superior return profiles, together with a programmatic return of capital program.

Second quarter 2026 highlights include:

•Strong customer demand for matting rental and related services. Revenues from specialty rental and related services increased to $54 million in the second quarter of 2026, with record rental revenues driven by strong demand from key customer accounts in support of power transmission projects and the impact of our recent acquisition. Revenues from product sales were $28 million for the second quarter of 2026, our highest quarterly level in two years, primarily reflecting the continued strong demand from utility companies.

•Improved operating efficiency. NPK remains focused on efficiency improvements and operating cost optimization across every aspect of its business. In the second quarter of 2026, NPK’s Adjusted EBITDA Margin was 31.5%, a 400 basis improvement from the prior year period, and SG&A as a percentage of revenue was 17.4%, a 260 basis point improvement versus the prior year period. In May 2026, the Compensation Committee of our Board of Directors modified the retirement eligibility terms applicable to our long-term incentive awards, including unvested grants from 2024 and 2025. As a result, SG&A for the second quarter of 2026 includes a $0.9 million charge reflecting the acceleration of compensation expense for such awards for retirement eligible executive officers and other employees.

•Manufacturing efficiency and capacity expansion. NPK continues to execute on its recently approved plans to expand our Carencro, Louisiana manufacturing capacity by approximately 50% from current levels. The Company expects to invest $40 million to $45 million by mid-2027, including $4.1 million invested in the second quarter, with additional production expected to start up by mid-2027.

FINANCIAL PERFORMANCE

In the second quarter of 2026, NPK generated revenue of $81.6 million, an increase of 20%, compared to $68.2 million in the prior year period. Rental and service revenue increased 16% to $53.6 million, while product sales increased 28% to $28.0 million.

Gross margin was 37.0% in the second quarter of 2026, compared to 36.9% in the prior year period.

Selling, general and administrative expenses were $14.2 million (17.4% of revenues) in the second quarter of 2026, compared to $13.7 million (20.0% of revenues) in the second quarter of 2025. SG&A for the

second quarter of 2026 includes a $0.9 million charge related to acceleration of long-term incentive compensation expense due to the modification of our retirement eligibility terms.

NPK generated income from continuing operations of $12.0 million, or $0.14 per diluted share, compared to $8.8 million, or $0.10 per diluted share, in the second quarter of 2025. Second quarter 2026 adjusted income from continuing operations was $12.8 million, or $0.15 per diluted share.

The Company reported Adjusted EBITDA from Continuing Operations of $25.7 million in the second quarter of 2026, or 31.5% of total revenue, compared to $18.8 million, or 27.5% of total revenue, in the prior year period.

BALANCE SHEET AND LIQUIDITY

As of June 30, 2026, NPK had total cash of $8.4 million, total debt of $10.6 million, and available liquidity under its senior secured revolving credit facility of $148 million.

Operating cash flow was $21.9 million in the second quarter of 2026. Capital investments used $16.0 million, net, with the substantial majority funding the growth of the mat rental fleet and the manufacturing expansion project.

FINANCIAL GUIDANCE

The following forward-looking guidance reflects the Company’s current expectations and beliefs as of July 29, 2026, and is subject to change. The following statements apply only as of the date of this disclosure and are expressly qualified in their entirety by the cautionary statements included elsewhere in this document.

For the full year 2026, NPK currently anticipates the following:

•Revenues in a range of $313 million to $323 million

•Adjusted EBITDA in a range of $97 million to $103 million

•Capital expenditures in a range of $65 million to $80 million, which includes $20 million to $25 million from manufacturing expansion; Our capex plan for 2026 has been reduced, primarily reflecting changes in the timing of manufacturing expansion expenditures. The change in expenditure timing will not impact our anticipated mid-year 2027 completion date

SECOND QUARTER 2026 RESULTS CONFERENCE CALL

A conference call will be held Thursday, July 30, 2026 at 9:30 a.m. ET to review the Company’s financial results and conduct a question-and-answer session.

A webcast of the conference call will be available in the Investor Relations section of the Company’s website at npki.com. Individuals can also participate by teleconference dial-in. To listen to a live broadcast, go to the site at least 15 minutes prior to the scheduled start time in order to register, download and install any necessary audio software.

To participate in the live teleconference:

Domestic Live:

833-461-5787

International Live:

365-657-4084

Conference ID:

374346665

After the webcast, a replay will be available on the Company’s website.

ABOUT NPK INTERNATIONAL

NPK International Inc. is a worksite access solutions company that manufactures, sells, and rents recyclable composite matting products, along with a full suite of services, including planning, logistics, and site restoration. The Company delivers superior quality and reliability across critical infrastructure markets, including electrical power transmission, oil and gas exploration, pipeline, renewable energy, petrochemical, construction, and other industries. For more information, visit our website at npki.com.

FORWARD-LOOKING STATEMENTS

This news release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, as amended. All statements other than statements of historical facts are forward-looking statements. Words such as “will,” “may,” “could,” “would,” “should,” “anticipates,” “believes,” “estimates,” “expects,” “plans,” “intends,” “guidance,” and similar expressions are intended to identify these forward-looking statements but are not the exclusive means of identifying them. These statements are not guarantees that our expectations will prove to be correct and involve a number of risks, uncertainties, and assumptions. Many factors, including those discussed more fully elsewhere in this release and in documents filed with the Securities and Exchange Commission by NPK, particularly its Annual Report on Form 10-K, and its Quarterly Reports on Form 10-Q, as well as others, could cause actual plans or results to differ materially from those expressed in, or implied by, these statements. These risk factors include, but are not limited to, risks related to our ability to generate organic growth; economic and market conditions that may impact our customers’ future spending; customer concentration; the effective management of our fleet, including our ability to properly manufacture, safeguard, and maintain our fleet; international operations; manufacturing capacity expansion projects; operating hazards present in our and our customers’ industries and substantial liability claims; our contracts that can be terminated or downsized by our customers without penalty; our product offering and market expansion; our ability to attract, retain, and develop qualified leaders, key employees, and skilled personnel; expanding our services in the utilities sector, which may require unionized labor; the price and availability of raw materials; inflation; capital investments and business acquisitions; market competition; technological developments and intellectual property; severe weather, natural disasters, and seasonality; public health crises, epidemics, and pandemics; our cost and continued availability of borrowed funds, including noncompliance with debt covenants; environmental laws and regulations; legal compliance; the inherent limitations of insurance coverage; income taxes; cybersecurity incidents or business system disruptions; complications with the design or implementation of our updated enterprise resource planning system; activist stockholders that may attempt to effect changes at our Company or acquire control over our Company; share repurchases; and our amended and restated bylaws, which could limit our stockholders’ ability to obtain what such stockholders believe to be a favorable judicial forum for disputes with us or our directors, officers or other employees. We assume no obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by securities laws. NPK’s filings with the Securities and Exchange Commission can be obtained at no charge at sec.gov, as well as through our website at npki.com.

INVESTOR RELATIONS CONTACT

Investors@npki.com

NPK International Inc.

Condensed Consolidated Statements of Operations

(Unaudited)

Three Months Ended Six Months Ended

(In thousands, except per share data) June 30,

2026 March 31,

2026 June 30,

2025 June 30,

2026 June 30,

2025

Revenues $ 81,585 $ 75,070 $ 68,233 $ 156,655 $ 133,010

Cost of revenues 51,426 47,884 43,052 99,310 82,579

Selling, general and administrative expenses 14,160 13,191 13,657 27,351 25,403

Other operating (income) loss, net (91) (428) (105) (519) (129)

Operating income from continuing operations 16,090 14,423 11,629 30,513 25,157

Foreign currency exchange (gain) loss (154) 145 (626) (9) (940)

Interest (income) expense, net 347 323 1 670 (47)

Income from continuing operations before income taxes 15,897 13,955 12,254 29,852 26,144

Provision for income taxes from continuing operations 3,908 3,597 3,470 7,505 6,985

Income from continuing operations 11,989 10,358 8,784 22,347 19,159

Income (loss) from discontinued operations, net of tax (22) 100 (106) 78 (478)

Net income $ 11,967 $ 10,458 $ 8,678 $ 22,425 $ 18,681

Income (loss) per common share - basic

Income from continuing operations $ 0.14 $ 0.12 $ 0.10 $ 0.26 $ 0.22

Income (loss) from discontinued operations — — — 0.01 —

Net income $ 0.14 $ 0.12 $ 0.10 $ 0.27 $ 0.22

Income (loss) per common share - diluted

Income from continuing operations $ 0.14 $ 0.12 $ 0.10 $ 0.26 $ 0.22

Income (loss) from discontinued operations — — — — —

Net income $ 0.14 $ 0.12 $ 0.10 $ 0.26 $ 0.22

Weighted average shares:

Basic 84,526 84,416 84,480 84,471 85,264

Diluted 85,844 85,852 85,423 85,848 86,205

NPK International Inc.

Operating Segment Results

(Unaudited)

Three Months Ended Six Months Ended

(In thousands) June 30,

2026 March 31,

2026 June 30,

2025 June 30,

2026 June 30,

2025

Revenues

Rental revenues $ 37,208 $ 35,625 $ 31,654 $ 72,833 $ 59,764

Service revenues 16,344 16,328 14,658 32,672 29,941

Product sales revenues 28,033 23,117 21,921 51,150 43,305

Total revenues $ 81,585 $ 75,070 $ 68,233 $ 156,655 $ 133,010

Operating income from continuing operations $ 16,090 $ 14,423 $ 11,629 $ 30,513 $ 25,157

Operating margin from continuing operations 19.7 % 19.2 % 17.0 % 19.5 % 18.9 %

NPK International Inc.

Condensed Consolidated Balance Sheets

(Unaudited)

(In thousands, except share data) June 30,

2026 December 31, 2025

ASSETS

Cash and cash equivalents $ 8,351 $ 5,140

Receivables, net 60,276 59,806

Inventories 11,503 11,500

Prepaid expenses and other current assets 4,866 5,046

Total current assets 84,996 81,492

Property, plant and equipment, net 250,037 233,048

Operating lease assets 10,018 11,195

Goodwill 75,971 76,341

Other intangible assets, net 18,647 21,297

Deferred tax assets 1,603 5,535

Other assets 8,458 12,850

Total assets $ 449,730 $ 441,758

LIABILITIES AND STOCKHOLDERS’ EQUITY

Current debt $ 5,183 $ 5,170

Accounts payable 23,370 22,327

Accrued liabilities 24,125 29,647

Total current liabilities 52,678 57,144

Long-term debt, less current portion 5,383 11,692

Noncurrent operating lease liabilities 8,630 9,877

Deferred tax liabilities 9,685 7,476

Other noncurrent liabilities 1,977 4,413

Total liabilities 78,353 90,602

Common stock, $0.01 par value (200,000,000 shares authorized and 89,969,464 and 90,134,477 shares issued, respectively) 900 902

Paid-in capital 487,744 489,632

Accumulated other comprehensive loss (2,723) (1,610)

Retained earnings (deficit) (78,102) (100,527)

Treasury stock, at cost (5,059,570 and 5,616,798 shares, respectively) (36,442) (37,241)

Total stockholders’ equity 371,377 351,156

Total liabilities and stockholders’ equity $ 449,730 $ 441,758

NPK International Inc.

Condensed Consolidated Statements of Cash Flows

(Unaudited)

Six Months Ended June 30,

(In thousands) 2026 2025

Cash flows from operating activities:

Net income $ 22,425 $ 18,681

Adjustments to reconcile net income to net cash provided by operations:

Gain on divestitures (500) —

Depreciation and amortization 16,545 11,974

Stock-based compensation expense 4,125 2,596

Provision for deferred income taxes 6,284 6,164

Credit loss expense 64 19

Gain on sale of assets (1,212) (1,557)

Amortization of original issue discount and debt issuance costs 158 313

Change in assets and liabilities:

Increase in receivables (1,472) (6,283)

Decrease in inventories 25 3,596

Increase in other assets (736) (1,924)

Increase in accounts payable 3,708 1,823

Decrease in accrued liabilities and other (6,387) (5,134)

Net cash provided by operating activities 43,027 30,268

Cash flows from investing activities:

Capital expenditures (33,215) (21,705)

Proceeds from divestitures 5,490 14,485

Proceeds from sale of property, plant and equipment 1,019 3,320

Other investing activities — 3,089

Net cash used in investing activities (26,706) (811)

Cash flows from financing activities:

Borrowings on lines of credit 12,600 —

Payments on lines of credit (17,900) —

Debt issuance costs — (797)

Purchases of treasury stock (5,882) (19,291)

Proceeds from employee stock plans 528 —

Other financing activities (2,416) (1,704)

Net cash used in financing activities (13,070) (21,792)

Effect of exchange rate changes on cash (40) 110

Net increase in cash, cash equivalents, and restricted cash 3,211 7,775

Cash, cash equivalents, and restricted cash at beginning of period 5,140 18,237

Cash, cash equivalents, and restricted cash at end of period $ 8,351 $ 26,012

NPK International Inc.

Non-GAAP Reconciliations

(Unaudited)

To help understand the Company’s financial performance, the Company has supplemented its financial results that it provides in accordance with generally accepted accounting principles (“GAAP”) with non-GAAP financial measures. Such financial measures include Adjusted Income from Continuing Operations, Adjusted Income from Continuing Operations Per Common Share, earnings before interest, taxes, depreciation and amortization (“EBITDA”) from Continuing Operations, Adjusted EBITDA from Continuing Operations, Adjusted EBITDA Margin from Continuing Operations, and Free Cash Flow.

Adjusted Income from Continuing Operations and Adjusted Income from Continuing Operations Per Common Share

The following tables reconcile the Company’s income from continuing operations and income from continuing operations per common share calculated in accordance with GAAP to the non-GAAP financial measures of Adjusted Net Income from Continuing Operations and Adjusted Net Income from Continuing Operations Per Common Share:

Consolidated Three Months Ended Six Months Ended

(In thousands) June 30,

2026 March 31,

2026 June 30,

2025 June 30,

2026 June 30,

2025

Income from continuing operations (GAAP) $ 11,989 $ 10,358 $ 8,784 $ 22,347 $ 19,159

Acquisition-related transaction costs — 32 — 32 —

Modification of retirement terms 858 — — 858 —

Plant expansion expenses 226 — — 226 —

Severance costs — — 359 — 386

Tax on adjustments (228) (7) (75) (234) (81)

Adjusted Income from Continuing Operations (non-GAAP) $ 12,845 $ 10,383 $ 9,068 $ 23,229 $ 19,464

Weighted average common shares outstanding - basic 84,526 84,416 84,480 84,471 85,264

Dilutive effect of stock options and restricted stock awards 1,318 1,436 943 1,377 941

Weighted average common shares outstanding - diluted 85,844 85,852 85,423 85,848 86,205

Adjusted Income from Continuing Operations Per Common Share - Diluted (non-GAAP): $ 0.15 $ 0.12 $ 0.11 $ 0.27 $ 0.23

NPK International Inc.

Non-GAAP Reconciliations (Continued)

(Unaudited)

EBITDA from Continuing Operations, Adjusted EBITDA from Continuing Operations, and Adjusted EBITDA Margin from Continuing Operations

The following table reconciles the Company’s income from continuing operations calculated in accordance with GAAP to the non-GAAP financial measures of EBITDA from Continuing Operations, Adjusted EBITDA from Continuing Operations, and Adjusted EBITDA Margin from Continuing Operations:

Consolidated Three Months Ended Six Months Ended

(In thousands) June 30,

2026 March 31,

2026 June 30,

2025 June 30,

2026 June 30,

2025

Revenues $ 81,585 $ 75,070 $ 68,233 $ 156,655 $ 133,010

Operating income from continuing operations (GAAP) $ 16,090 $ 14,423 $ 11,629 $ 30,513 $ 25,157

Income from continuing operations (GAAP) $ 11,989 $ 10,358 $ 8,784 $ 22,347 $ 19,159

Interest expense, net 347 323 1 670 (47)

Provision for income taxes 3,908 3,597 3,470 7,505 6,985

Depreciation and amortization 8,378 8,167 6,172 16,545 11,974

EBITDA from Continuing Operations (non-GAAP) 24,622 22,445 18,427 47,067 38,071

Acquisition-related transaction costs — 32 — 32 —

Modification of retirement terms 858 — — 858 —

Plant expansion expenses 226 — — 226 —

Severance costs — — 359 — 386

Adjusted EBITDA from Continuing Operations (non-GAAP) $ 25,706 $ 22,477 $ 18,786 $ 48,183 $ 38,457

Operating Margin from Continuing Operations (GAAP) 19.7 % 19.2 % 17.0 % 19.5 % 18.9 %

Adjusted EBITDA Margin from Continuing Operations (non-GAAP) 31.5 % 29.9 % 27.5 % 30.8 % 28.9 %

Free Cash Flow

The following table reconciles the Company’s net cash provided by operating activities calculated in accordance with GAAP to the non-GAAP financial measure of Free Cash Flow:

Consolidated Three Months Ended Six Months Ended

(In thousands) June 30,

2026 March 31,

2026 June 30,

2025 June 30,

2026 June 30,

2025

Net cash provided by operating activities (GAAP) $ 21,916 $ 21,111 $ 21,440 $ 43,027 $ 30,268

Capital expenditures (16,531) (16,684) (11,694) (33,215) (21,705)

Proceeds from sale of property, plant and equipment 536 483 1,502 1,019 3,320

Free Cash Flow (non-GAAP) $ 5,921 $ 4,910 $ 11,248 $ 10,831 $ 11,883

NPK International Inc.

Non-GAAP Reconciliations (Continued)

(Unaudited)

Trailing Twelve Months (“TTM”)

Consolidated Three Months Ended TTM

(In thousands) September 30,

2025 December 31,

2025 March 31,

2026 June 30,

2026

Revenues $ 68,838 $ 75,195 $ 75,070 $ 81,585 $ 300,688

Operating income from continuing operations (GAAP) $ 9,057 $ 12,565 $ 14,423 $ 16,090 $ 52,135

Income from continuing operations (GAAP) $ 6,063 $ 10,723 $ 10,358 $ 11,989 $ 39,133

Interest (income) expense, net (47) 107 323 347 730

Provision (benefit) for income taxes from continuing operations 3,010 1,710 3,597 3,908 12,225

Depreciation and amortization 6,261 7,302 8,167 8,378 30,108

EBITDA from Continuing Operations (non-GAAP) 15,287 19,842 22,445 24,622 82,196

Acquisition-related transaction costs — 1,088 32 — 1,120

Modification of retirement terms — — — 858 858

Plant expansion expenses — — — 226 226

Severance costs 69 763 — — 832

Adjusted EBITDA from Continuing Operations (non-GAAP) $ 15,356 $ 21,693 $ 22,477 $ 25,706 $ 85,232

Operating Margin from Continuing Operations (GAAP) 13.2 % 16.7 % 19.2 % 19.7 % 17.3 %

Adjusted EBITDA Margin from Continuing Operations (non-GAAP) 22.3 % 28.8 % 29.9 % 31.5 % 28.3 %

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v3.26.1

Cover Page

Jul. 29, 2026

Cover [Abstract]

Entity Central Index Key

0000071829

Document Type

8-K

Document Period End Date

Jul. 29, 2026

Entity Registrant Name

NPK International Inc.

Entity Incorporation, State or Country Code

Entity File Number

001-02960

Entity Tax Identification Number

72-1123385

Entity Address, Address Line One

9320 Lakeside Boulevard,

Entity Address, Address Line Two

Suite 100

Entity Address, City or Town

The Woodlands,

Entity Address, State or Province

Entity Address, Postal Zip Code

77381

City Area Code

281

Local Phone Number

362-6800

Written Communications

false

Soliciting Material

false

Pre-commencement Tender Offer

false

Pre-commencement Issuer Tender Offer

false

Entity Emerging Growth Company

false

Amendment Flag

false

Title of 12(b) Security

Common Stock, $0.01 par value

Trading Symbol

NPKI

Security Exchange Name

NYSE

- Definition

Boolean flag that is true when the XBRL content amends previously-filed or accepted submission.

+ References

No definition available.

+ Details

Name:

dei_AmendmentFlag

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Area code of city

+ References

No definition available.

+ Details

Name:

dei_CityAreaCode

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Cover page.

+ References

No definition available.

+ Details

Name:

dei_CoverAbstract

Namespace Prefix:

dei_

Data Type:

xbrli:stringItemType

Balance Type:

Period Type:

duration

- Definition

For the EDGAR submission types of Form 8-K: the date of the report, the date of the earliest event reported; for the EDGAR submission types of Form N-1A: the filing date; for all other submission types: the end of the reporting or transition period. The format of the date is YYYY-MM-DD.

+ References

No definition available.

+ Details

Name:

dei_DocumentPeriodEndDate

Namespace Prefix:

dei_

Data Type:

xbrli:dateItemType

Balance Type:

Period Type:

duration

- Definition

The type of document being provided (such as 10-K, 10-Q, 485BPOS, etc). The document type is limited to the same value as the supporting SEC submission type, or the word 'Other'.

+ References

No definition available.

+ Details

Name:

dei_DocumentType

Namespace Prefix:

dei_

Data Type:

dei:submissionTypeItemType

Balance Type:

Period Type:

duration

- Definition

Address Line 1 such as Attn, Building Name, Street Name

+ References

No definition available.

+ Details

Name:

dei_EntityAddressAddressLine1

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Address Line 2 such as Street or Suite number

+ References

No definition available.

+ Details

Name:

dei_EntityAddressAddressLine2

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Name of the City or Town

+ References

No definition available.

+ Details

Name:

dei_EntityAddressCityOrTown

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Code for the postal or zip code

+ References

No definition available.

+ Details

Name:

dei_EntityAddressPostalZipCode

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Name of the state or province.

+ References

No definition available.

+ Details

Name:

dei_EntityAddressStateOrProvince

Namespace Prefix:

dei_

Data Type:

dei:stateOrProvinceItemType

Balance Type:

Period Type:

duration

- Definition

A unique 10-digit SEC-issued value to identify entities that have filed disclosures with the SEC. It is commonly abbreviated as CIK.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityCentralIndexKey

Namespace Prefix:

dei_

Data Type:

dei:centralIndexKeyItemType

Balance Type:

Period Type:

duration

- Definition

Indicate if registrant meets the emerging growth company criteria.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityEmergingGrowthCompany

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Commission file number. The field allows up to 17 characters. The prefix may contain 1-3 digits, the sequence number may contain 1-8 digits, the optional suffix may contain 1-4 characters, and the fields are separated with a hyphen.

+ References

No definition available.

+ Details

Name:

dei_EntityFileNumber

Namespace Prefix:

dei_

Data Type:

dei:fileNumberItemType

Balance Type:

Period Type:

duration

- Definition

Two-character EDGAR code representing the state or country of incorporation.

+ References

No definition available.

+ Details

Name:

dei_EntityIncorporationStateCountryCode

Namespace Prefix:

dei_

Data Type:

dei:edgarStateCountryItemType

Balance Type:

Period Type:

duration

- Definition

The exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityRegistrantName

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

The Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityTaxIdentificationNumber

Namespace Prefix:

dei_

Data Type:

dei:employerIdItemType

Balance Type:

Period Type:

duration

- Definition

Local phone number for entity.

+ References

No definition available.

+ Details

Name:

dei_LocalPhoneNumber

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 13e

-Subsection 4c

+ Details

Name:

dei_PreCommencementIssuerTenderOffer

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14d

-Subsection 2b

+ Details

Name:

dei_PreCommencementTenderOffer

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Title of a 12(b) registered security.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b

+ Details

Name:

dei_Security12bTitle

Namespace Prefix:

dei_

Data Type:

dei:securityTitleItemType

Balance Type:

Period Type:

duration

- Definition

Name of the Exchange on which a security is registered.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection d1-1

+ Details

Name:

dei_SecurityExchangeName

Namespace Prefix:

dei_

Data Type:

dei:edgarExchangeCodeItemType

Balance Type:

Period Type:

duration

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14a

-Subsection 12

+ Details

Name:

dei_SolicitingMaterial

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Trading symbol of an instrument as listed on an exchange.

+ References

No definition available.

+ Details

Name:

dei_TradingSymbol

Namespace Prefix:

dei_

Data Type:

dei:tradingSymbolItemType

Balance Type:

Period Type:

duration

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Securities Act

-Number 230

-Section 425

+ Details

Name:

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Namespace Prefix:

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Data Type:

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Balance Type:

Period Type:

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