Form 8-K

8-K — Innovex International, Inc.

Accession: 0001193125-26-330695

Filed: 2026-08-03

Period: 2026-08-03

CIK: 0001042893

SIC: 3533 (OIL & GAS FILED MACHINERY & EQUIPMENT)

Item: Results of Operations and Financial Condition

Item: Regulation FD Disclosure

Item: Financial Statements and Exhibits

Documents

8-K — invx-20260803.htm (Primary)

EX-99.1 (invx-ex99_1.htm)

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XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K

8-K (Primary)

Filename: invx-20260803.htm · Sequence: 1

8-K

0001042893false00010428932026-08-032026-08-03

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): August 3, 2026

INNOVEX INTERNATIONAL, INC.

(Exact name of registrant as specified in its charter)

Delaware

001-13439

74-2162088

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(I.R.S. Employer

Identification No.)

19120 Kenswick Drive,

Humble, Texas

77338

(Address of principal executive offices)

(Zip Code)

(346) 398-0000

(Registrant’s telephone number, including area code)

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 (see General Instruction A.2):

☐ 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 240.13e-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, $.01 par value per share

INVX

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 August 3, 2026, Innovex International, Inc. (the “Company”) issued a press release announcing its results for the quarter ended June 30, 2026. A copy of the press release is furnished as Exhibit 99.1 hereto and is incorporated herein by reference.

The Company’s press release announcing its results for the quarter ended June 30, 2026 contain certain non-GAAP financial measures (as defined under the Securities and Exchange Commission’s Regulation G). Generally, a non-GAAP financial measure is a numerical measure of a company’s performance, financial position, or cash flows that either excludes or includes amounts that are not normally excluded or included in the most directly comparable measure calculated and presented in accordance with generally accepted accounting principles, or GAAP. The Company has provided reconciliations within the press release of the non-GAAP measures to the most directly comparable GAAP financial measure.

The information in this Item 2.02, including Exhibit 99.1, is being furnished and shall not be deemed “filed” for the purpose 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 such information be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act.

Item 7.01

Regulation FD Disclosure.

On August 3, 2026, the Company issued a press release announcing its results for the quarter ended June 30, 2026. A copy of the press release is set forth in Exhibit 99.1 and is incorporated herein by reference.

The information in this Item 7.01, is being furnished and shall not be deemed “filed” for the purpose of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference into any filing under the Securities Act or the Exchange Act.

The Company announces material information to the public through a variety of means, including filings with the Securities and Exchange Commission, press releases, public conference calls, and on the Company’s investor relations website (https://investors.innovex-inc.com) as means of disclosing material non-public information and for complying with its disclosure obligations under Regulation FD.

Item 9.01

Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.

Description

99.1

Press Release issued August 3, 2026

104

Cover Page Interactive Data File (formatted as inline XBRL)

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.

Innovex International, Inc.

Date: August 3, 2026

By:

/s/ Kendal Reed

Kendal Reed

Chief Financial Officer

EX-99.1

Filename: invx-ex99_1.htm · Sequence: 2

EX-99.1

Innovex Announces Second Quarter 2026 Results

HOUSTON, August 3, 2026 – Innovex International, Inc. (NYSE: INVX) (“Innovex,” the “Company” or “we”) today announced financial and operating results for the second quarter of 2026.

Second Quarter Highlights

•

Revenue of $245 million, up 2% quarter-over-quarter and up 9% year-over-year

•

Net Income of $25 million and Net Income Margin of 10%

•

Adjusted EBITDA1 of $48 million and Adjusted EBITDA Margin1 of 20%

•

Net Cash Provided by Operating Activities of $37 million

•

Free Cash Flow1 of $30 million

•

Income from Operations of $100 million (twelve months ended June 30, 2026)

•

Return on Capital Employed1 of 12% (twelve months ended June 30, 2026)

•

$222 million of cash and cash equivalents and no bank debt at quarter-end

•

Awarded an additional $20 million subsea tension riser package for an operator in Malaysia, with follow-on wellhead awards anticipated

•

Completed the first successful XPak trial with a major independent oil company in Asia

•

Closed the acquisition of TCO Group AS (“TCO”) in a cash and stock transaction valued at $95 million on July 1, 2026

(1)

Adjusted EBITDA, Adjusted EBITDA Margin, Free Cash Flow and Return on Capital Employed (“ROCE”) are non-GAAP measures. Reconciliations of Adjusted EBITDA to net income, Free Cash Flow to net cash provided by operating activities, and ROCE to income from operations, the most directly comparable financial measures presented in accordance with GAAP, are outlined in the reconciliation tables accompanying this release.

Adam Anderson, CEO, commented, “We delivered an excellent second quarter – with revenue at the high end of our guidance range and strong operational execution across the business. Performance was supported by improving activity in key international markets and growing commercial momentum within our subsea business. Our ‘No Barriers’ culture has unleashed our subsea teams – as evidenced by a $20 million subsea award in Malaysia, the first successful XPak trial for a major operator in Asia Pacific, and the first installation of our ArgoLATCH Subsea Release Plug in a key deepwater exploration well in Brazil – an innovation that combines technologies from both legacy Innovex and legacy Dril-Quip. Improving end-market fundamentals, innovation, and strong execution are expected to continue supporting momentum in our subsea business results over the coming quarters. Our Canadian wellhead team also completed its first surface wellhead delivery to Mexico during the quarter, leveraging Innovex’s international platform to expand into a new market. These results reflect the strength of our differentiated technology portfolio and the benefits of our customer-focused culture. On July 1st, we completed the acquisition of TCO, a highly complementary, capital-light business that expands our technology offering, strengthens our international presence, and exemplifies our disciplined ‘big impact, small ticket’ acquisition strategy.”

Kendal Reed, CFO, continued, “Our second quarter results demonstrate the strength of Innovex’s capital-light business model. We generated $30 million of Free Cash Flow and ended the quarter with $222 million of cash and cash equivalents and no bank debt, providing significant financial flexibility to invest in high-return capital allocation opportunities. We are very pleased with the completion of the TCO acquisition for $95 million, funded with a mix of cash and equity, which preserves our strong balance sheet and financial capacity to pursue our robust pipeline of M&A opportunities. TCO is an excellent example of our stringent quantitative and qualitative M&A framework in action. TCO is a high-margin, cash-generative business with a portfolio of largely consumable products that fit our ‘big impact, small ticket’ business proposition. In addition to acquiring TCO at an attractive valuation, we see meaningful opportunities to accelerate its organic growth by leveraging the Innovex platform. The transaction enhances Innovex’s corporate margin profile and is expected to be accretive to Innovex’s earnings per share.”

Financial Summary

Three months ended

(in thousands)

June 30,

2026

March 31,

2026

June 30,

2025

Revenue

244,896

239,031

224,234

Net income (loss)

25,031

(16,671

)

15,345

Net income (loss) % revenue

Adjusted EBITDA (1)

47,997

49,286

46,642

Adjusted EBITDA Margin (1)

Net cash provided by operating activities

37,028

19,840

59,210

Free Cash Flow (1)

30,387

14,013

51,913

Income (loss) from operations

33,782

(21,832

)

22,695

Twelve Months Ended

June 30,

2026

December 31,

2025

June 30,

2025

ROCE (1)

(1) Adjusted EBITDA, Adjusted EBITDA Margin, Free Cash Flow and Return on Capital Employed (“ROCE”) are non-GAAP financial measures. See definition of these measures and the reconciliation of GAAP to non-GAAP financial measures in the Supplemental Information tables below.

Operational & Financial Results

Kendal Reed, CFO, commented, “Operational execution remained strong throughout the second quarter as we continued to improve the efficiency and competitiveness of the business while delivering revenue at the high end of our guidance range. Our business in the Middle East improved relative to the first quarter and Mexico benefited from increased customer activity and continued demand for our differentiated completion technologies. Across our subsea businesses, we continued to build commercial momentum through new technology deployments, increased customer engagement and improved operational execution. While geopolitical uncertainty and project timing may continue to create quarter-to-quarter variability, we believe the underlying trajectory of the business remains positive as we enter the second half of 2026.”

Adam Anderson, CEO, concluded, “We are encouraged by the momentum across our platform of businesses. Activity across Latin America, particularly in Mexico, continues to improve. We are also seeing encouraging commercial progress in both the Middle East and Asia Pacific, including market share gains in expandable liner hanger technologies, growth in unconventional applications in Saudi Arabia, and the deployment of our technologies into new fields. I am particularly excited by the outlook for our subsea business, where improving offshore market fundamentals are complemented by our stronger competitive position, differentiated technologies, alliance with OneSubsea, and customer-focused commercial execution. Over the past several months, we have secured a number of meaningful project awards and expanded our presence with new customers and in new regions, providing us with growing confidence in the long-term trajectory of the business. Looking ahead, we are also excited about the opportunities created by the addition of TCO, whose differentiated technologies further strengthen our ability to deliver value for customers around the world.

More broadly, we believe Innovex is entering a new phase. We now have a stronger, more efficient operating platform, a broader portfolio of differentiated technologies, and greater opportunities to extend those technologies across customers, applications, and geographies. We remain focused on converting these advantages into sustainable, profitable growth while maintaining our discipline around execution and capital allocation.”

Balance Sheet, Debt, Cash Flow & Other

Net cash provided by operating activities was $37 million for the second quarter of 2026, while capital expenditures totaled $7 million (approximately 2.7% of revenue) for the second quarter of 2026.

Innovex generated Free Cash Flow of $30 million during the second quarter of 2026 and ended the quarter with approximately $222 million of cash and cash equivalents and no bank debt.

Innovex maintains a strong liquidity position and disciplined balance sheet to preserve flexibility and support high-return capital allocation opportunities. We continue to focus on M&A opportunities with strong quantitative and qualitative characteristics.

Return on Capital Employed (“ROCE”)

Innovex’s efficient capital allocation and capital-light business model enable the Company to generate strong returns on its invested capital. Income from operations for the twelve months ended June 30, 2026 was $100 million. Return on Capital Employed (“ROCE”) for the twelve months ended June 30, 2026 was 12%. We remain focused on capital efficiency, which we believe is a key driver of sustainable value creation for our stockholders.

Q3 2026 Guidance

Looking to the third quarter of 2026, Innovex expects to generate $260 - $270 million in total revenue and Adjusted EBITDA of $51 - $57 million. Q3 guidance includes TCO contributions.

The Company is unable to provide a reconciliation of Adjusted EBITDA guidance to the most directly comparable

GAAP measure without unreasonable effort due to the inherent difficulty in forecasting the timing and magnitude of

items that have not yet occurred.

Conference Call Details

Management will host a conference call and a webcast to discuss the financial results on August 4, 2026, at 9:00 a.m. Eastern Time / 8:00 a.m. Central Time. The call will be open to all interested parties and may include forward-looking statements. To access the call, please dial in approximately ten minutes prior to the start time.

Date / Time: August 4, 2026 – 9:00 a.m. Eastern Time / 8:00 a.m. Central Time

Webcast: https://events.q4inc.com/attendee/159948172

U.S. Toll-Free Dial-In: +1 (833) 461-5787

U.S. Local Dial-In: +1 (585) 542-9983

Meeting ID: 159948172

A replay of the webcast will be made available shortly after the call and may be accessed through the Investors section of the Company’s website.

About Innovex International, Inc.

Innovex International, Inc. (NYSE: INVX) is a Houston-based company established in 2024 following the merger of Dril-Quip, Inc. and Innovex Downhole Solutions, Inc.

Innovex’s comprehensive portfolio extends throughout the lifecycle of the well, and innovative product integration ensures seamless transitions from one well phase to the next, driving efficiency, lowering costs, and reducing the rig site service footprint for the customer.

With locations throughout North America, Latin America, Europe, the Middle East, and Asia, no matter where you need us, our team is readily available with technical expertise, conventional and innovative technologies, and ever-present customer service.

Forward-Looking Statements

Certain statements contained in this press release and oral statements made regarding the matters addressed in this release constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are subject to risks, uncertainties and other factors, many of which are outside of Innovex’s control, that could cause actual results to differ materially from the results discussed in the forward-looking statements.

Forward-looking statements can be identified by the use of forward-looking terminology including “may,” “believe,” “expect,” “intend,” “anticipate,” “plan,” “should,” “estimate,” “continue,” “potential,” “will,” “hope” or other similar words and include the Company’s expectation of future performance contained herein. These statements discuss future expectations, contain projections of results of operations or of financial condition, or state other “forward-looking” information. You are cautioned not to place undue reliance on any forward-looking statements, which can be affected by assumptions used or by risks or uncertainties. Consequently, no forward-looking statements can be guaranteed. When considering these forward-looking statements, you should keep in mind the risks related to the Company’s merger and acquisition activities, including the ultimate outcome and results of integrating operations, the effects of the Company’s merger and acquisition activities (including the Company’s future financial condition, results of operations, strategy and plans), potential adverse reactions or changes to business relationships resulting from the completion of mergers and acquisitions, expected benefits from mergers and acquisitions and the ability of the Company to realize those benefits, the significant costs required to integrate operations, whether merger or acquisition-related litigation will occur and, if so, the results of any litigation, settlements and investigations, operating hazards, natural disasters, weather-related delays, casualty losses and other matters beyond our control; acts of terrorism, war or political or civil unrest in the United States or elsewhere; loss or corruption of our information or a cyberattack on our computer systems; uncertainties pertaining to the Impulse litigation; the risks related to economic conditions and other factors noted in the Company’s Annual Report on Form 10-K, any Quarterly Reports on Form 10-Q and the other documents that the Company files with the Securities and Exchange Commission. The risk factors and other factors noted therein could cause actual results to differ materially from those contained in any forward-looking statement. Innovex disclaims any duty to update and does not intend to update any forward-looking statements, all of which are expressly qualified by the statements in this section, to reflect events or circumstances after the date of this press release, except as may be required by law.

Investor Relations Contact

Eric Wells

Chief of Staff

investors@innovex-inc.com

(346) 398-0000

Innovex International, Inc.

Condensed Consolidated Statements of Operations and Comprehensive Income

(Unaudited)

Three months ended

(in thousands, except share and per share amounts)

June 30,

2026

March 31,

2026

June 30,

2025

Revenues

244,896

239,031

224,234

Cost of revenues

161,248

154,522

152,515

Selling, general and administrative expenses

39,089

41,748

28,835

Gain on sale of assets, net

(9,853

)

(2,020

)

(419

)

Depreciation and amortization

16,213

16,222

14,974

Impairment of long-lived assets

—

503

Acquisition and integration costs

1,613

1,588

5,131

Provision for legal settlement

2,804

48,803

—

Income (loss) from operations

33,782

(21,832

)

22,695

Interest (income) expense, net

(653

)

(388

)

551

Other (income) expense, net

(972

)

150

(92

)

Income (loss) before income taxes

35,407

(21,594

)

22,236

Income tax expense (benefit), net

10,376

(4,923

)

6,891

Net income (loss)

25,031

(16,671

)

15,345

Earnings (loss) per common share

Basic

0.36

(0.24

)

0.22

Diluted

0.36

(0.24

)

0.22

Weighted average common shares outstanding

Basic

68,793,160

68,940,260

68,943,387

Diluted

69,523,359

68,940,260

69,147,457

Other comprehensive income (loss)

Net income (loss)

25,031

(16,671

)

15,345

Foreign currency translation adjustment

(440

)

1,750

6,728

Comprehensive income (loss)

24,591

(14,921

)

22,073

Innovex International, Inc.

Condensed Consolidated Balance Sheets

(Unaudited)

(in thousands, except share and par value amounts)

June 30,

2026

March 31,

2026

June 30,

2025

ASSETS

Current assets

Cash and cash equivalents

222,055

200,707

68,781

Trade receivables, net

240,094

245,633

220,966

Inventories, net

264,837

252,987

278,495

Other current assets

61,541

53,564

101,863

Total current assets

788,527

752,891

670,105

Noncurrent assets

Property and equipment, net

169,636

163,328

150,670

Goodwill and net intangibles

221,331

211,738

218,864

Right of use leases - operating, net

48,728

51,213

56,512

Deferred tax asset, net

89,341

98,226

122,129

Other long-term assets

10,184

10,281

8,801

Total noncurrent assets

539,220

534,786

556,976

Total assets

1,327,747

1,287,677

1,227,081

LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities

Accounts payable

77,188

74,888

65,321

Accrued expenses

37,755

35,232

48,556

Operating lease liabilities

12,741

12,643

12,341

Contract liabilities

14,484

11,144

6,911

Current portion of long-term debt and finance lease obligations

6,043

6,170

5,938

Other current liabilities

9,304

7,685

6,678

Total current liabilities

157,515

147,762

145,745

Noncurrent liabilities

Long-term debt and finance lease obligations

19,041

18,042

34,780

Operating lease liabilities

36,729

39,349

45,634

Legal settlement accrual

51,607

48,803

—

Other long-term liabilities

4,356

2,816

5,369

Total noncurrent liabilities

111,733

109,010

85,783

Total liabilities

269,248

256,772

231,528

Total stockholders’ equity

1,058,499

1,030,905

995,553

Total liabilities and stockholders’ equity

1,327,747

1,287,677

1,227,081

Innovex International, Inc.

Condensed Consolidated Statements of Cash Flows

(Unaudited)

Three months ended

(in thousands)

June 30,

2026

March 31,

2026

June 30,

2025

Cash flows from operating activities

Net Income (loss)

25,031

(16,671

)

15,345

Adjustments to reconcile net income to net cash provided by operating activities

25,211

73,676

29,375

Changes in operating assets and liabilities, net of amounts related to acquisitions

(13,214

)

(37,165

)

14,490

Net cash provided by operating activities

37,028

19,840

59,210

Cash flows used in investing activities

Payments on acquisitions, net of cash acquired

(12,041

)

—

(63,256

)

Capital expenditures

(6,641

)

(5,827

)

(7,297

)

Proceeds from sale of property and equipment

5,462

202

7,681

Cash acquired in stock based business combination

—

Net cash used in investing activities

(13,220

)

(5,625

)

(62,872

)

Cash flows provided by financing activities

Net borrowings (repayments) on line of credit

—

13,400

Net repayments on term loan

—

Payments on finance leases

(1,999

)

(2,070

)

(1,869

)

Dividend payment

—

Other financing

(388

)

(14,840

)

(9,089

)

Net cash provided by (used in) financing activities

(2,387

)

(16,910

)

2,442

Effect of exchange rate changes on cash and cash equivalents

(73

)

1,885

Net change in cash and cash equivalents

21,348

(2,700

)

665

Non-GAAP Measures

Adjusted EBITDA and Adjusted EBITDA Margin

We define Adjusted EBITDA (a non-GAAP measure) as net income (loss) before interest (income) expense, income tax expense (benefit), net, depreciation and amortization, (gain) loss on sale of assets and other expense, net, further adjusted to exclude certain items which we believe are not reflective of our ongoing performance or which are non-cash in nature. Management uses Adjusted EBITDA to assess the profitability of our business operations and to compare our operating performance to our competitors without regard to the impact of financing methods and capital structure and excluding costs that management believes do not reflect our ongoing operating performance. We track Adjusted EBITDA on an absolute dollar basis and as a percentage of revenue, which we refer to as Adjusted EBITDA Margin.

Free Cash Flow

We also utilize Free Cash Flow (a non-GAAP measure) to evaluate the cash generated by our operations and results of operations. We define Free Cash Flow as net cash provided by operating activities less capital expenditures, as presented in our Consolidated Statements of Cash Flows. Management believes Free Cash Flow is useful because it demonstrates the cash that was available in the period that was in excess of our needs to fund our capital expenditures. We track Free Cash Flow both on an absolute dollar basis and as a percentage of revenue. Free Cash Flow does not represent our residual cash flow available for discretionary expenditures, as we have non-discretionary expenditures, including, but not limited to, any principal payments required under the terms of our credit facility, which are not deducted in calculating Free Cash Flow.

Return on Capital Employed (ROCE)

We utilize Return on Capital Employed (“ROCE”) (a non-GAAP measure) to assess the effectiveness of our capital allocation over time and to compare our capital efficiency to our competitors. We define ROCE as income from operations excluding acquisition and integration costs, litigation related expenses not reflective of our ongoing operating performance, and income tax expense (resulting in Adjusted Income from Operations, after tax) divided by average capital employed. Capital employed is defined as the combined values of debt and stockholders’ equity. We revised our definition of ROCE and Adjusted Income from Operations, after tax to exclude litigation related expenses not reflective of our ongoing operating performance, which for the twelve months ended June 30, 2026 is reflective of the costs related to the Impulse Litigation. In particular, we believe that the exclusion of the aforementioned litigation related expenses eliminated in calculating Adjusted Income from Operations, after tax and ROCE provides useful measures for period-to-period comparisons of our business. We did not revise prior years’ Adjusted Income from Operations, after tax or ROCE because there were no other charges similar in nature to these costs.

Adjusted EBITDA, Adjusted EBITDA Margin, Free Cash Flow and ROCE do not represent and should not be considered alternatives to, or more meaningful than, net income and net cash provided by operating activities, or any other measure of financial performance presented in accordance with GAAP as measures of our financial performance. Our computation of Adjusted EBITDA, Free Cash Flow and ROCE may differ from computations of similarly titled measures of other companies. For a reconciliation of these non-GAAP measures to the most directly comparable GAAP measure, see tables below.

Management has provided outlook regarding Adjusted EBITDA, which is a non-GAAP financial measure and excludes certain charges. A reconciliation of this non-GAAP financial measure to the corresponding GAAP financial measure has not been provided because guidance for the various reconciling items is not provided. The Company is unable to provide guidance for these reconciling items because they cannot determine their probable significance, as certain items are outside of the Company’s control and cannot be reasonably predicted since these items could vary significantly from period to period. Accordingly, reconciliations to the corresponding GAAP financial measures are not available without unreasonable effort.

Innovex International, Inc.

Reconciliation of Net Income (Loss) to Adjusted EBITDA

(Unaudited)

Three months ended

(in thousands)

June 30,

2026

March 31,

2026

June 30,

2025

Revenue

244,896

239,031

224,234

Net income (loss)

25,031

(16,671

)

15,345

Interest (income) expense, net

(653

)

(388

)

551

Income tax expense

10,376

(4,923

)

6,891

Depreciation and amortization

16,213

16,222

14,974

EBITDA

50,967

(5,760

)

37,761

Other non-operating expense (income), net (1)

(972

)

150

(92

)

Gain on sale of assets, net

(9,853

)

(2,020

)

(419

)

Impairment of long-lived assets

—

503

Acquisition and integration costs (2)

1,613

1,588

5,131

Provision for legal settlement (3)

2,804

48,803

—

Legal defense costs (4)

—

2,430

—

Transaction costs (5)

1,128

—

Stock based compensation

3,391

2,967

3,758

Adjusted EBITDA

47,997

49,286

46,642

Net income (loss) % revenue

Adjusted EBITDA Margin

(1) Primarily represents foreign currency exchange (gain) loss, (gain) loss on lease terminations, and other non-operating items.

(2) Consists of legal, accounting, advisory fees, move, severance and other integration costs associated with acquisitions, primarily related to Dril-Quip, DWS, SCF, Citadel and DIS. These costs are one-time in nature and represent expenses that we do not view as normal operating expenses necessary to operate our business.

(3) Includes monetary damages awarded by a jury and estimated future awards related to the Impulse Litigation, which is not reflective of our ongoing operating performance.

(4) Reflects legal defense costs associated with the Impulse Litigation, which is not reflective of our ongoing operating performance. These costs are recorded in Selling, general and administrative expenses in our Condensed Consolidated Statements of Operations and Comprehensive Income.

(5) Reflects transaction costs associated with the secondary offering.

Innovex International, Inc.

Reconciliation of Income from Operations to ROCE

(Unaudited)

Twelve Months Ended

(in thousands)

June 30,

2026

December 31,

2025

June 30,

2025

Income from operations

100,030

132,625

58,239

Plus: Acquisition and integration costs

11,300

17,518

37,523

Plus: Provision for legal settlement (1)

51,607

—

Plus: Legal defense costs (1)

2,430

—

Less: Income tax expense

(37,186

)

(45,231

)

(6,536

)

Adjusted income from operations, after tax

128,181

104,912

89,226

Beginning debt

40,718

35,368

24,752

Beginning equity

995,553

958,156

352,497

Ending debt

25,084

25,631

40,718

Ending equity

1,058,499

1,057,699

995,553

Average capital employed

1,059,927

1,038,427

706,760

ROCE

(1) As defined in our Reconciliation of Net Income (Loss) to Adjusted EBITDA above.

Innovex International, Inc.

Reconciliation of Net Cash from Operations to Free Cash Flow

(Unaudited)

Three months ended

(in thousands)

June 30,

2026

March 31,

2026

June 30,

2025

Net cash provided by operating activities

37,028

19,840

59,210

Capital expenditures

(6,641

)

(5,827

)

(7,297

)

Free Cash Flow

30,387

14,013

51,913

Innovex International, Inc.

Geographic Revenue Details

(Unaudited)

Three months ended

(in thousands)

June 30,

2026

March 31,

2026

June 30,

2025

North America Onshore ("NAM")

Products

86,265

89,522

77,368

Services

16,693

17,020

15,901

Rental

28,477

30,164

26,698

Revenue - North America Onshore

131,435

136,706

119,967

International & Offshore

Products

81,114

73,373

72,081

Services

15,012

14,121

14,881

Rental

17,335

14,831

17,305

Revenue - International & Offshore

113,461

102,325

104,267

Total Revenue

244,896

239,031

224,234

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