Form 8-K

8-K — Cactus, Inc.

Accession: 0001628280-26-031637

Filed: 2026-05-07

Period: 2026-05-06

CIK: 0001699136

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

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — whd-20260506.htm (Primary)

EX-99.1 (whd-20260331xexhibit991.htm)

GRAPHIC (whd-20200429xex99d1g001.jpg)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K

8-K (Primary)

Filename: whd-20260506.htm · Sequence: 1

whd-20260506

FALSE000169913600016991362026-05-062026-05-06

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): May 6, 2026

______________________________________________________________________________

Cactus, Inc.

(Exact name of registrant as specified in its charter)

______________________________________________________________________________

Delaware 001-38390 35-2586106

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

920 Memorial City Way, Suite 300

Houston, Texas 77024

(Address of principal executive offices)

(Zip Code)

(713) 626-8800

(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:

☐ 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

Class A Common Stock, par value $0.01 WHD 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.

The following information is furnished pursuant to Item 2.02.

On May 6, 2026, Cactus, Inc. (the “Company”) issued a press release announcing its results for the first quarter ended March 31, 2026. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated in this Item 2.02 by reference.

The information being furnished pursuant to this Item 2.02 of this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed to be “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 into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit

No. Description

99.1

Press Release of Cactus, Inc. dated May 6, 2026

104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

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.

Cactus, Inc.

May 6, 2026

By: /s/ Jay A. Nutt

Date Name: Jay A. Nutt

Title:

Executive Vice President and Chief Financial Officer

EX-99.1

Filename: whd-20260331xexhibit991.htm · Sequence: 2

Document

Exhibit 99.1

Cactus Announces First Quarter 2026 Results

HOUSTON – May 6, 2026 – Cactus, Inc. (NYSE: WHD) (“Cactus” or the “Company”) today announced financial and operating results for the first quarter of 2026.

First Quarter Highlights

•On January 1, 2026, Cactus closed on its previously announced acquisition of a majority interest in Baker Hughes' Surface Pressure Control business (“Cactus International”);

•Revenue of $388.3 million and operating income of $49.5 million;

•Net income of $40.2 million and diluted loss per Class A share of $0.70;

•Adjusted net income(1) of $56.2 million and diluted earnings per share, as adjusted(1) of $0.70;

•Net income margin of 10.4% and adjusted net income margin(1) of 14.5%;

•Adjusted EBITDA(2) and Adjusted EBITDA margin(2) of $100.1 million and 25.8%, respectively;

•Cash flow from operations of $128.3 million; and

•Cash and cash equivalents of $291.6 million, including $97.8 million of cash retained to finalize certain legal restructuring activities related to the Cactus International acquisition, with no bank debt outstanding as of March 31, 2026.

Financial Summary

Three Months Ended

March 31, December 31, March 31,

2026 2025 2025

(in thousands)

Revenues $ 388,349 $ 261,203 $ 280,319

Operating income(3)

$ 49,504 $ 59,850 $ 68,612

Operating income margin 12.7 % 22.9 % 24.5 %

Net income $ 40,221 $ 48,302 $ 54,105

Net income margin 10.4 % 18.5 % 19.3 %

Adjusted net income(1)

$ 56,172 $ 52,134 $ 58,816

Adjusted net income margin(1)

14.5 % 20.0 % 21.0 %

Adjusted EBITDA(2)

$ 100,050 $ 85,493 $ 93,841

Adjusted EBITDA margin(2)

25.8 % 32.7 % 33.5 %

(1) Adjusted net income, Adjusted net income margin and diluted earnings per share, as adjusted are non-GAAP financial measures. These figures assume Cactus, Inc. held all units in its operating subsidiary at the beginning of the period. Additional information regarding non-GAAP financial measures, including the definitions of these measures and the reconciliation of GAAP to non-GAAP financial measures are in the Supplemental Information tables.

(2) Adjusted EBITDA and Adjusted EBITDA margin are non-GAAP financial measures. See the definitions of these measures and the reconciliation of GAAP to non-GAAP financial measures in the Supplemental Information tables.

(3) Operating income reflects certain expenses related to the Cactus International and FlexSteel acquisitions, including expenses related to purchase price fair value adjustments of inventory, fixed assets, backlog and other intangible amortization expenses related to purchase price accounting. See the reconciliation of GAAP to non-GAAP financial measures in the Supplemental Information tables for further details.

Scott Bender, CEO and Chairman of the Board of Cactus, commented, “We achieved solid results in the first quarter of 2026 driven by disciplined execution. I am particularly pleased with the strong performance of the Spoolable Technologies segment in the quarter, as both revenues and margins exceeded expectations following a strong close to the quarter both domestically and abroad. Pressure Control results, which now include Cactus International, were in line with expectations despite the initial impacts of the conflict in the Middle East.

“We anticipate that the U.S. land rig count will be flat to up in the second quarter, as our customer base maintains capital discipline despite dramatically higher commodity prices. However, the sentiment among even our larger customers has recently turned more bullish. We expect second quarter Pressure Control revenues to be approximately flat as the Middle East conflict and associated logistics disruptions impacts our business, but is offset by domestic strength. Activity in our Spoolable Technologies segment should increase in the second quarter, as recent U.S. customer inquiries point toward continued momentum in the business, particularly for our higher diameter offerings.”

Mr. Bender concluded, “The global oil and gas market outlook has changed drastically in the past two months. Higher commodity prices have increased customer optimism in most of our markets. Despite numerous supply chain challenges, our team is working to meet our customers' needs. I would like to specially thank our new Cactus International associates for prioritizing safety while continuing to execute for our customers during this extraordinarily challenging time. Although the near-term activity outlook in the Middle East remains highly uncertain, I am confident in the positioning of our global business to participate in the upstream investment that will be required to restore market supply once the conflict abates.”

Segment Performance

We report two business segments, Pressure Control and Spoolable Technologies. Corporate and other expenses not directly attributable to either segment are presented separately as Corporate and Other expenses. Beginning this quarter, results of the Cactus International business are included in the Pressure Control segment.

Pressure Control

First quarter 2026 Pressure Control revenue increased $121.7 million, or 68.2%, sequentially, primarily due to the contribution of Cactus International. Operating income decreased $10.1 million, or 20.7%, sequentially, with margins decreasing 1,440 basis points, as increased operating income from Cactus International was more than offset by purchase price accounting-related adjustments. Adjustments included the amortization of the step-up of inventory and the amortization of the write-up of intangible values, which together totaled $19.0 million in the quarter. Adjusted Segment EBITDA increased $12.7 million, or 21.4%, sequentially, with Adjusted Segment EBITDA margins decreasing 930 basis points on the contribution of Cactus International at lower margins.

Spoolable Technologies

First quarter 2026 Spoolable Technologies revenues increased $5.7 million, or 6.8%, sequentially, due to higher domestic and international activity levels. Operating income increased $2.6 million, or 12.6%, sequentially, on higher volume, while margins increased 130 basis points. Adjusted Segment EBITDA was higher by $1.8 million, or 5.9%, sequentially, with Adjusted Segment EBITDA margins decreasing 30 basis points, as improved operating leverage was offset by higher input costs.

Corporate and Other Expenses

First quarter 2026 Corporate and Other expenses increased $2.9 million sequentially, primarily due to higher transaction and integration expenses. First quarter Corporate and Other expenses contained $5.8 million of transaction-related expenses resulting from the acquisition of Cactus International, $2.5 million higher than the fourth quarter.

Liquidity, Capital Expenditures and Other

As of March 31, 2026, the Company had $291.6 million of cash and cash equivalents, including $97.8 million of cash held for certain restructuring activities related to the Cactus International acquisition, no bank debt outstanding, and $223.7 million of availability on our revolving credit facility. Operating cash flow was $128.3 million for the first quarter of 2026. During the first quarter, the Company made dividend payments and associated distributions of $11.7 million.

Net cash used in investing activities represented $310.0 million for the first quarter, primarily attributable to the Cactus International acquisition. Net capital expenditures were $9.0 million during the first quarter of 2026. For the full year 2026, the Company still expects net capital expenditures to be in the range of $40 to $50 million.

Remaining Performance Obligations, or backlog, closed the quarter at $537.5 million. Backlog is primarily related to operations in our Cactus International business.

As of March 31, 2026, Cactus had 69,415,532 shares of Class A common stock outstanding (representing 86.6% of the total voting power) and 10,758,435 shares of Class B common stock outstanding (representing 13.4% of the total voting power).

Quarterly Dividend

The Board of Directors has approved a quarterly cash dividend of $0.14 per share of Class A common stock with payment to occur on June 18, 2026 to holders of record of Class A common stock at the close of business on June 1, 2026. A corresponding distribution of up to $0.14 per CC Unit has also been approved for holders of CC Units of Cactus Companies, LLC.

Conference Call Details

The Company will host a conference call to discuss financial and operational results tomorrow, Thursday May 7, 2026 at 9:00 a.m. Central Time (10:00 a.m. Eastern Time).

The call will be webcast on Cactus’ website at www.CactusWHD.com. Please access the webcast for the call at least 10 minutes ahead of the start time to ensure a proper connection. Analysts and institutional investors may click here to pre-register for the conference call.

An archived webcast of the conference call will be available on the Company’s website shortly after the end of the call.

About Cactus, Inc.

Cactus designs, manufactures, sells or rents a range of highly engineered pressure control and spoolable pipe technologies. Its products are sold and rented principally for onshore unconventional oil and gas wells and are utilized during the drilling, completion and production phases of its customers’ wells. In addition, it provides field services for its products and rental items to assist with the installation, maintenance and handling of the equipment. Cactus operates service centers and manufacturing facilities globally with an emphasis in North America and the Middle East.

Cautionary Statement Concerning 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 Cactus’ 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,” “outlook,” “will,” “hope,” “opportunity,” 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 risk factors 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. Cactus 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.

Cactus, Inc.

Alan Boyd, 713-904-4669

Treasurer, Director of Corporate Development and Investor Relations

IR@CactusWHD.com

Source: Cactus, Inc.

Cactus, Inc.

Condensed Consolidated Statements of Income

(unaudited)

Three Months Ended

March 31,

2026 2025

(in thousands, except per share data)

Revenues

Pressure Control $ 300,172 $ 190,277

Spoolable Technologies 89,900 92,578

Corporate and other(1)

(1,723) (2,536)

Total revenues 388,349 280,319

Operating income

Pressure Control 38,605 54,333

Spoolable Technologies 23,567 23,876

Total segment operating income 62,172 78,209

Corporate and other expenses (12,668) (9,597)

Total operating income 49,504 68,612

Interest income, net

220 2,325

Income before income taxes 49,724 70,937

Income tax expense 9,503 16,832

Net income $ 40,221 $ 54,105

Less: net income attributable to non-controlling interest 7,315 9,882

Net income attributable to Cactus Inc. $ 32,906 $ 44,223

Less: Accretion of redeemable non-controlling interest to redemption value

81,507 —

Net (loss) income attributable to Cactus Inc. including accretion of redeemable non-controlling interest to redemption value

$ (48,601) $ 44,223

(Loss) earnings per Class A share - basic

$ (0.70) $ 0.65

(Loss) earnings per Class A share - diluted(2)

$ (0.70) $ 0.64

Weighted average shares outstanding - basic 69,026 68,194

Weighted average shares outstanding - diluted(2)

69,026 68,664

(1)Represents the elimination of inter-segment revenue for sales from our Pressure Control segment to our Spoolable Technologies segment.

(2)Dilution for the three months ended March 31, 2026 and 2025 excludes 10.9 million and 11.4 million shares, respectively, of Class B common stock as the effect would be antidilutive.

Cactus, Inc.

Condensed Consolidated Balance Sheets

(unaudited)

March 31, December 31,

2026 2025

(in thousands)

Assets

Current assets

Cash and cash equivalents $ 291,609 $ 123,571

Restricted cash

— 371,011

Accounts receivable, net 459,954 164,493

Inventories 404,210 276,613

Prepaid expenses and other current assets 19,630 19,231

Total current assets 1,175,403 954,919

Property and equipment, net 394,976 342,592

Operating lease right-of-use assets, net 34,434 19,491

Intangible assets, net 364,278 148,004

Goodwill 248,334 203,028

Deferred tax asset, net 204,550 187,545

Investment in unconsolidated affiliates

5,946 5,923

Other noncurrent assets 30,160 10,115

Total assets $ 2,458,081 $ 1,871,617

Liabilities, Mezzanine Equity, and Stockholders' Equity

Current liabilities

Accounts payable $ 315,781 $ 71,541

Accrued expenses and other current liabilities 64,753 51,388

Contract liabilities

33,593 7,707

Current portion of liability related to tax receivable agreement 21,314 21,314

Finance lease obligations, current portion 7,669 7,476

Operating lease liabilities, current portion 7,977 4,815

Total current liabilities 451,087 164,241

Deferred tax liability, net 38,710 2,786

Liability related to tax receivable agreement, net of current portion 243,500 241,609

Finance lease obligations, net of current portion 9,661 9,672

Operating lease liabilities, net of current portion 29,927 15,786

Other noncurrent liabilities 38,935 4,475

Total liabilities 811,820 438,569

Mezzanine equity

Redeemable non-controlling interest

240,608 —

Total stockholders' equity

1,405,653 1,433,048

Total liabilities, mezzanine equity, and stockholders' equity

$ 2,458,081 $ 1,871,617

Cactus, Inc.

Condensed Consolidated Statements of Cash Flows

(unaudited)

Three Months Ended March 31,

2026 2025

(in thousands)

Cash flows from operating activities

Net income $ 40,221 $ 54,105

Reconciliation of net income to net cash provided by operating activities

Depreciation and amortization 36,761 15,678

Deferred financing cost amortization 639 280

Stock-based compensation 7,039 6,064

Provision for expected credit losses 1,060 133

Inventory obsolescence 2,397 (296)

Gain on disposal of assets (65) (79)

Deferred income taxes 479 7,623

Changes in operating assets and liabilities:

Accounts receivable (63,179) (28,087)

Inventories (3,224) (3,112)

Prepaid expenses and other assets (1,136) 2,080

Accounts payable 100,406 (7,923)

Accrued expenses and other liabilities 5,190 (4,921)

Contract liabilities

1,683 —

Net cash provided by operating activities 128,271 41,545

Cash flows from investing activities

Acquisition of a business, net of cash and cash equivalents acquired

(301,011) —

Investment in unconsolidated affiliate

— (6,000)

Capital expenditures and other (9,724) (10,230)

Proceeds from sales of assets 746 779

Net cash used in investing activities (309,989) (15,451)

Cash flows from financing activities

Payments on finance leases (1,914) (1,988)

Dividends paid to Class A common stock shareholders (10,214) (9,216)

Distributions to members (1,502) (5,089)

Repurchases of shares (7,899) (5,498)

Net cash used in financing activities (21,529) (21,791)

Effect of exchange rate changes on cash and cash equivalents 274 515

Net increase in cash and cash equivalents (202,973) 4,818

Cash, cash equivalents, and restricted cash

Beginning of period 494,582 342,843

End of period $ 291,609 $ 347,661

Cactus, Inc. – Supplemental Information

Reconciliation of GAAP to non-GAAP Financial Measures

Adjusted net income, diluted earnings per share, as adjusted and adjusted net income margin

(unaudited)

Adjusted net income, diluted earnings per share, as adjusted and adjusted net income margin are not measures of net income as determined by GAAP but they are supplemental non-GAAP financial measures that are used by management and external users of the Company’s consolidated financial statements. Cactus defines adjusted net income as net income subject to the adjustments described in the table below. Among other things, those adjustments exclude income attributable to non-controlling interests in the Company's businesses, with the exception of income attributable to the non-controlling interests in the Company's principal operating subsidiary, Cactus Companies LLC. For these interests, Adjusted net income assumes Cactus, Inc. held all units in its principal operating subsidiary throughout the entire period, with net income reduced by the resulting additional income tax expense related to the incremental income attributable to Cactus, Inc. Cactus defines diluted earnings per share, as adjusted as Adjusted net income divided by weighted average shares outstanding, as adjusted. Cactus defines Adjusted net income margin as Adjusted net income divided by total revenue. The Company believes this supplemental information is useful for evaluating performance period over period.

Three Months Ended

March 31, December 31, March 31,

2026 2025 2025

(in thousands, except per share data)

Net income $ 40,221 $ 48,302 $ 54,105

Adjustments:

Severance expenses(1)

934 164 —

Loss from revaluation of liability related to tax receivable agreement and other(2)

— 1,015 —

Transaction related expenses(3)

5,811 3,299 3,487

Intangible amortization expense(4)

12,526 3,997 3,997

Inventory step-up expense(5)

10,449 — —

Non-controlling interest adjustment(6)

(7,429) — —

Income tax expense differential(7)

(6,340) (4,643) (2,773)

Adjusted net income $ 56,172 $ 52,134 $ 58,816

Diluted earnings per share, as adjusted $ 0.70 $ 0.65 $ 0.73

Weighted average shares outstanding, as adjusted(8)

80,581 80,501 80,097

Revenue $ 388,349 $ 261,203 $ 280,319

Net income margin 10.4 % 18.5 % 19.3 %

Adjusted net income margin 14.5 % 20.0 % 21.0 %

(1)Represents non-routine charges related to severance benefits.

(2)Represents non-cash adjustments for the revaluation of the Tax Receivable Agreement ("TRA") liability and the tax indemnity receivable asset related to the FlexSteel acquisition.

(3)Reflects transaction fees and expenses recorded in connection with the acquisition of Cactus International and other growth initiatives.

(4)Reflects amortization expense associated with the step-up in intangible value due to purchase price accounting.

(5)Represents amortization of the Cactus International inventory step-up adjustment due to purchase price accounting.

(6)Represents earnings attributable to non-controlling partners in both the Cactus International joint venture and Cactus International's business in Saudi Arabia.

(7)Represents the increase or decrease in tax expense as though Cactus, Inc. owned 100% of its operating subsidiary at the beginning of the period, calculated as the difference in tax expense recorded during each period and what would have been recorded, adjusted for pre-tax items listed above, based on a corporate effective tax rate of 22% on income before income

taxes for the three months ended March 31, 2026, and 25.0% for the three months ended December 31, 2025 and March 31, 2025.

(8)Reflects 69.7, 69.5, and 68.2 million weighted average shares of basic Class A common stock outstanding and 10.9, 11.0 and 11.4 million additional shares for the three months ended March 31, 2026, December 31, 2025, and March 31, 2025, respectively, as if the weighted average shares of Class B common stock were exchanged and cancelled for Class A common stock at the beginning of the period, plus the effect of dilutive securities.

Cactus, Inc. – Supplemental Information

Reconciliation of GAAP to non-GAAP Financial Measures

EBITDA, Adjusted EBITDA and Adjusted EBITDA margin

(unaudited)

EBITDA, Adjusted EBITDA and Adjusted EBITDA margin are not measures of net income as determined by GAAP but are supplemental non-GAAP financial measures that are used by management and external users of the Company’s consolidated financial statements, such as industry analysts, investors, lenders and rating agencies. Cactus defines EBITDA as net income excluding net interest, income tax and depreciation and amortization. Cactus defines Adjusted EBITDA as EBITDA excluding the other items outlined below.

Cactus management believes EBITDA and Adjusted EBITDA are useful because they allow management to more effectively evaluate the Company’s operating performance and compare the results of its operations from period to period without regard to financing methods or capital structure, or other items that impact comparability of financial results from period to period. EBITDA and Adjusted EBITDA should not be considered as alternatives to, or more meaningful than, net income or any other measure as determined in accordance with GAAP. The Company’s computations of EBITDA and Adjusted EBITDA may not be comparable to other similarly titled measures of other companies. Cactus defines Adjusted EBITDA margin as Adjusted EBITDA divided by total revenue. Cactus presents this supplemental information because it believes it provides useful information regarding the factors and trends affecting the Company’s business.

Three Months Ended

March 31, December 31, March 31,

2026 2025 2025

(in thousands)

Net income $ 40,221 $ 48,302 $ 54,105

Interest income, net (220) (3,142) (2,325)

Income tax expense 9,503 13,675 16,832

Depreciation and amortization 26,313 16,162 15,678

EBITDA 75,817 74,997 84,290

Loss from revaluation of liability related to tax receivable agreement and other(1)

— 1,015 —

Severance expenses(2)

934 164 —

Transaction related expenses(3)

5,811 3,299 3,487

Inventory step-up expense(4)

10,449 — —

Stock-based compensation 7,039 6,018 6,064

Adjusted EBITDA $ 100,050 $ 85,493 $ 93,841

Revenue $ 388,349 $ 261,203 $ 280,319

Net income margin 10.4 % 18.5 % 19.3 %

Adjusted EBITDA margin 25.8 % 32.7 % 33.5 %

(1) Represents non-cash adjustments for the revaluation of the TRA liability and the tax indemnity receivable asset related to the FlexSteel acquisition.

(2)Represents non-routine charges related to severance benefits.

(3)Reflects transaction fees and expenses recorded in connection with the acquisition of Cactus International and other growth initiatives.

(4)Represents amortization of the Cactus International inventory step-up adjustment due to purchase price accounting.

Cactus, Inc. – Supplemental Information

Reconciliation of GAAP to non-GAAP Financial Measures

Adjusted Segment EBITDA and Adjusted Segment EBITDA margin

(unaudited)

Adjusted Segment EBITDA and Adjusted Segment EBITDA margin are not measures of net income as determined by GAAP but are supplemental non-GAAP financial measures that are used by management and external users of the Company’s consolidated financial statements, such as industry analysts, investors, lenders and rating agencies. Cactus defines Adjusted Segment EBITDA as segment operating income excluding depreciation and amortization and the other items outlined below, in each case, that are attributable to the segment.

Cactus management believes Adjusted Segment EBITDA is useful because it allows management to more effectively evaluate the Company’s segment operating performance and compare the results of its segment operations from period to period without regard to financing methods or capital structure, or other items that impact comparability of financial results from period to period. Adjusted Segment EBITDA should not be considered as an alternative to, or more meaningful than, net income or any other measure as determined in accordance with GAAP. The Company’s computations of Adjusted Segment EBITDA may not be comparable to other similarly titled measures of other companies. Cactus defines Adjusted Segment EBITDA margin as Adjusted Segment EBITDA divided by total segment revenue. Cactus presents this supplemental information because it believes it provides useful information regarding the factors and trends affecting the Company’s business.

Three Months Ended

March 31, December 31, March 31,

2026 2025 2025

(in thousands)

Pressure Control

Revenue $ 300,172 $ 178,428 $ 190,277

Operating income 38,605 48,672 54,333

Depreciation and amortization expense 17,441 7,201 7,035

Severance expenses(1)

908 67 —

Inventory step-up expense(2)

10,449 — —

Stock-based compensation 4,433 3,211 3,382

Adjusted Segment EBITDA $ 71,836 $ 59,151 $ 64,750

Operating income margin 12.9 % 27.3 % 28.6 %

Adjusted Segment EBITDA margin 23.9 % 33.2 % 34.0 %

Spoolable Technologies

Revenue $ 89,900 $ 84,202 $ 92,578

Operating income 23,567 20,925 23,876

Depreciation and amortization expense 8,872 8,961 8,643

Severance expenses(1)

26 97 —

Stock-based compensation 437 1,094 1,009

Adjusted Segment EBITDA $ 32,902 $ 31,077 $ 33,528

Operating income margin 26.2 % 24.9 % 25.8 %

Adjusted Segment EBITDA margin 36.6 % 36.9 % 36.2 %

Corporate and Other

Revenue(3)

$ (1,723) $ (1,427) $ (2,536)

Corporate and other expenses (12,668) (9,747) (9,597)

Stock-based compensation 2,169 1,713 1,673

Transaction related expenses(4)

5,811 3,299 3,487

Adjusted Corporate EBITDA $ (4,688) $ (4,735) $ (4,437)

Total revenue $ 388,349 $ 261,203 $ 280,319

Total operating income $ 49,504 $ 59,850 $ 68,612

Total operating income margin 12.7 % 22.9 % 24.5 %

Total Adjusted EBITDA $ 100,050 $ 85,493 $ 93,841

Total Adjusted EBITDA margin 25.8 % 32.7 % 33.5 %

(1)Represents non-routine charges related to severance benefits.

(2)Represents amortization of the Cactus International inventory step-up adjustment due to purchase price accounting.

(3)Represents the elimination of inter-segment revenue for sales from our Pressure Control segment to our Spoolable Technologies segment.

(4)Reflects transaction fees and expenses recorded in connection with the acquisition of Cactus International and other growth initiatives.

GRAPHIC

Filename: whd-20200429xex99d1g001.jpg · Sequence: 6

Binary file (2805 bytes)

Download whd-20200429xex99d1g001.jpg

XML — IDEA: XBRL DOCUMENT

XML

Filename: R1.htm · Sequence: 8

v3.26.1

Cover

May 06, 2026

Cover [Abstract]

Document Type

8-K

Document Period End Date

May 06, 2026

Entity Registrant Name

Cactus, Inc.

Entity Incorporation, State or Country Code

Entity File Number

001-38390

Entity Tax Identification Number

35-2586106

Entity Address, Address Line One

920 Memorial City Way, Suite 300

Entity Address, City or Town

Houston

Entity Address, State or Province

Entity Address, Postal Zip Code

77024

City Area Code

713

Local Phone Number

626-8800

Written Communications

false

Soliciting Material

false

Pre-commencement Tender Offer

false

Pre-commencement Issuer Tender Offer

false

Title of 12(b) Security

Class A Common Stock, par value $0.01

Trading Symbol

WHD

Security Exchange Name

NYSE

Entity Emerging Growth Company

false

Entity Central Index Key

0001699136

Amendment Flag

false

- 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

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:

dei_WrittenCommunications

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration