v3.26.1
Pay vs Performance Disclosure - USD ($)
4 Months Ended 8 Months Ended 12 Months Ended
Dec. 31, 2024
Sep. 08, 2024
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Pay vs Performance Disclosure              
Pay vs Performance Disclosure, Table    

Pay Versus Performance

As required by Section 953(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act, and Item 402(v) of Regulation S-K, we are providing the following information about the relationship between “compensation actually paid” to our principal executive officer (“PEO”) and the average “compensation actually paid” to our non-PEO named executive officers (“Non-PEO NEOs”) and certain financial performance of the Company.

For further information concerning the Company’s pay for performance philosophy and how the Company aligns executive compensation with the Company’s performance, refer to —Compensation Discussion and Analysis”.

 

 

 

 

 

 

 

 

 

Value of Initial Fixed $100 Investment Based On:

 

 

Year

Summary
Compensation
Table Total:
Mr. Bird
(1)

Compensation
Actually
Paid:
Mr. Bird

Summary
Compensation
Table Total:
Mr. DeBerry
(2)

Compensation
Actually
Paid:

Mr. DeBerry (3)

Summary Compensation Table Total:

Mr. Anderson (4)

Compensation Actually Paid:

Mr. Anderson (5)

Average
Summary
Compensation
Table Total:

Non-PEO
NEOs
(6)

Average
Compensation
Actually Paid
to Non-PEO
NEOs
(7)

Total
Shareholder
Return
(8)

Peer
Group
Total
Shareholder
Return
(9)

Net Income (10)

($mm)

Adjusted
EBITDA
(11)

($mm)

2025

$ 3,283,511

$ 4,049,094

$ 1,625,663

$ 1,721,949

$73.84

$184.92

$ 83

$ 188

2024

9,088,647

7,720,843

2,873,972

1,777,490

2,649,647

2,396,743

$47.16

$176.16

140

139

2023

3,739,195

2,000,342

1,477,500

708,151

$78.56

$200.99

0.6

47

2022

4,056,407

3,246,493

2,278,770

1,928,341

$91.73

$197.44

0.4

30

2021

6,083,948

(165,868)

1,734,119

(302,041)

$66.44

$120.03

(128)

15

(1)
The dollar amounts reported in this column are the amounts reported for Mr. Bird in the “Total” column of our Summary Compensation Table for 2022, 2023 and 2024, respectively. Mr. Anderson began serving as our principal executive officer on September 9, 2024.
(2)
The dollar amount reported in this column is the amount reported for Mr. DeBerry in the “Total” column of our Summary Compensation Table for 2021.
(3)
The dollar amount reported in this column represents the amount of “compensation actually paid” to Mr. DeBerry, as computed in accordance with Item 402(v) of Regulation S-K and does not reflect the total compensation actually realized or received by Mr. DeBerry. Information on the calculation of such amount is included in our 2023 Proxy Statement.
(4)
The dollar amounts reported in this column are the amounts reported for Mr. Anderson in the “Total” column of our Summary Compensation Table for 2024 and 2025, respectively.
(5)
The dollar amounts reported in this column represent the amount of “compensation actually paid” to Mr. Anderson, as computed in accordance with Item 402(v) of Regulation S-K and do not reflect the total compensation actually realized or received by Mr. Anderson. In accordance with these rules, for 2025, this amount reflects the “Total” as set forth in the Summary Compensation Table, adjusted as shown below. Equity values are calculated in accordance with FASB ASC Topic 718, and the valuation
assumptions used to calculate fair values did not materially differ from those disclosed at the time of grant. Information on the calculation of such amount for 2024 is included in our 2025 Proxy Statement.

Compensation Actually Paid to Mr. Anderson

2025

2025 Summary Compensation Table Total

$ 3,283,511

Less, value of Stock Awards reported in 2025 Summary Compensation Table

2,222,492

Plus, year-end fair value of outstanding and unvested equity awards granted in 2025

1,586,356

Plus, fair value as of vesting date of equity awards granted and vested in 2025

911

Plus (less), change in fair value from December 31, 2024 to December 31, 2025 of outstanding and unvested equity awards granted in prior years

1,180,779

Plus (less), change in fair value from December 31, 2024 to the vesting date of equity awards granted in prior years that vested in the year

220,029

Less, prior year-end fair value for any equity awards forfeited in the year

2025 Compensation Actually Paid to Mr. Anderson

$ 4,049,094

(6)
The dollar amounts reported in this column represent the average of the amounts reported for the Company’s Non-PEO NEOs as a group in the “Total” column of the Summary Compensation Table in each applicable year. The names of each of the NEOs included for these purposes in each applicable year are as follows: (i) for 2025, Messrs. Reed and Reddout; (ii) for 2024, Messrs. Reed, Reddout, McClure, Webster and Underwood; (iii) for 2023 and 2022, Messrs. McClure, Webster and Underwood; and (iv) for 2021, Messrs. Bird, Kumar and Webster.
(7)
The dollar amounts reported in this column represent the average amount of “compensation actually paid” to the Non-PEO NEOs set forth in footnote 7 for each year, as computed in accordance with Item 402(v) of Regulation S-K. In accordance with these rules, for 2025, this amount reflects the average of the “Total” for each Non-PEO NEO as set forth in the Summary Compensation Table for 2025, adjusted as shown below. Equity values are calculated in accordance with FASB ASC Topic 718, and the valuation assumptions used to calculate fair values did not materially differ from those disclosed at the time of the grant. Information on the calculation of such amounts for 2021-2022 is included in our 2023 Proxy Statement, information on the calculation of such amount for 2023 is included in our 2024 Proxy Statement and information on the calculation of such amount for 2024 is included in our 2025 Proxy Statement.

Average Compensation Actually Paid to Non-PEO NEOs

2025

Average 2025 Summary Compensation Table Total

$ 1,625,663

Less, average value of Stock Awards reported in Summary Compensation Table

834,003

Plus, average year-end fair value of outstanding and unvested equity awards granted in 2025

594,875

Plus, average fair value as of vesting date of equity awards granted and vested in 2025

911

Plus (less), average change in fair value from December 31, 2024 to December 31, 2025 of outstanding and unvested equity awards granted in prior years

251,994

Plus (less), average change in fair value from December 31, 2024 to the vesting date of equity awards granted in prior years that vested in the year

82,509

Less, average prior year-end fair value for any equity awards forfeited in the year

Average Compensation Actually Paid to Non-PEO NEOs

$ 1,721,949

 

(8)
TSR is calculated by dividing (a) the sum of (i) the cumulative amount of dividends for the measurement period, assuming dividend reinvestment, and (ii) the difference between the Company’s share price at the end of each fiscal year shown and the beginning of the measurement period, and the beginning of the measurement period by (b) the Company’s share price at the beginning of the measurement period. The beginning of the measurement period for each year in the table is December 31, 2020.
(9)
The peer group used for this purpose is the VanEck OIH Index.
(10)
The dollar amounts reported represent the amount of net income (or loss) reflected in the Company’s audited financial statements for the applicable year.
(11)
Adjusted EBITDA is net income excluding income taxes, interest income and expense, depreciation and amortization expense, and adjusted to remove any one-time irregular items, whether gains or losses, including but not limited to stock-based compensation, significant litigation expense, goodwill impairments, asset write-downs, gain on any sale or divestiture of assets or businesses, restructuring costs and foreign exchange gains or losses.
       
Company Selected Measure Name     Adjusted EBITDA        
Named Executive Officers, Footnote     The names of each of the NEOs included for these purposes in each applicable year are as follows: (i) for 2025, Messrs. Reed and Reddout; (ii) for 2024, Messrs. Reed, Reddout, McClure, Webster and Underwood; (iii) for 2023 and 2022, Messrs. McClure, Webster and Underwood; and (iv) for 2021, Messrs. Bird, Kumar and Webster.        
Peer Group Issuers, Footnote    
(9)
The peer group used for this purpose is the VanEck OIH Index.
       
PEO Total Compensation Amount $ 2,873,972 $ 9,088,647 $ 3,283,511   $ 3,739,195 $ 4,056,407 $ 6,083,948
PEO Actually Paid Compensation Amount $ 1,777,490 $ 7,720,843 $ 4,049,094   2,000,342 3,246,493 (165,868)
Adjustment To PEO Compensation, Footnote    
(5)
The dollar amounts reported in this column represent the amount of “compensation actually paid” to Mr. Anderson, as computed in accordance with Item 402(v) of Regulation S-K and do not reflect the total compensation actually realized or received by Mr. Anderson. In accordance with these rules, for 2025, this amount reflects the “Total” as set forth in the Summary Compensation Table, adjusted as shown below. Equity values are calculated in accordance with FASB ASC Topic 718, and the valuation
assumptions used to calculate fair values did not materially differ from those disclosed at the time of grant. Information on the calculation of such amount for 2024 is included in our 2025 Proxy Statement.

Compensation Actually Paid to Mr. Anderson

2025

2025 Summary Compensation Table Total

$ 3,283,511

Less, value of Stock Awards reported in 2025 Summary Compensation Table

2,222,492

Plus, year-end fair value of outstanding and unvested equity awards granted in 2025

1,586,356

Plus, fair value as of vesting date of equity awards granted and vested in 2025

911

Plus (less), change in fair value from December 31, 2024 to December 31, 2025 of outstanding and unvested equity awards granted in prior years

1,180,779

Plus (less), change in fair value from December 31, 2024 to the vesting date of equity awards granted in prior years that vested in the year

220,029

Less, prior year-end fair value for any equity awards forfeited in the year

2025 Compensation Actually Paid to Mr. Anderson

$ 4,049,094

       
Non-PEO NEO Average Total Compensation Amount     $ 1,625,663 $ 2,649,647 1,477,500 2,278,770 1,734,119
Non-PEO NEO Average Compensation Actually Paid Amount     $ 1,721,949 2,396,743 708,151 1,928,341 (302,041)
Adjustment to Non-PEO NEO Compensation Footnote    
(7)
The dollar amounts reported in this column represent the average amount of “compensation actually paid” to the Non-PEO NEOs set forth in footnote 7 for each year, as computed in accordance with Item 402(v) of Regulation S-K. In accordance with these rules, for 2025, this amount reflects the average of the “Total” for each Non-PEO NEO as set forth in the Summary Compensation Table for 2025, adjusted as shown below. Equity values are calculated in accordance with FASB ASC Topic 718, and the valuation assumptions used to calculate fair values did not materially differ from those disclosed at the time of the grant. Information on the calculation of such amounts for 2021-2022 is included in our 2023 Proxy Statement, information on the calculation of such amount for 2023 is included in our 2024 Proxy Statement and information on the calculation of such amount for 2024 is included in our 2025 Proxy Statement.

Average Compensation Actually Paid to Non-PEO NEOs

2025

Average 2025 Summary Compensation Table Total

$ 1,625,663

Less, average value of Stock Awards reported in Summary Compensation Table

834,003

Plus, average year-end fair value of outstanding and unvested equity awards granted in 2025

594,875

Plus, average fair value as of vesting date of equity awards granted and vested in 2025

911

Plus (less), average change in fair value from December 31, 2024 to December 31, 2025 of outstanding and unvested equity awards granted in prior years

251,994

Plus (less), average change in fair value from December 31, 2024 to the vesting date of equity awards granted in prior years that vested in the year

82,509

Less, average prior year-end fair value for any equity awards forfeited in the year

Average Compensation Actually Paid to Non-PEO NEOs

$ 1,721,949

 

       
Compensation Actually Paid vs. Total Shareholder Return    

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Compensation Actually Paid vs. Net Income    

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Compensation Actually Paid vs. Company Selected Measure    

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Total Shareholder Return Vs Peer Group    

img257714659_2.gif

       
Tabular List, Table    

Financial Performance Measures

The metrics that the Company uses for both our long-term and short-term incentive awards are selected based on an objective of incentivizing our NEOs to increase the value of our enterprise for our stockholders. The most important financial performance measures used by the Company to link executive compensation actually paid to the Company’s NEOs, for the most recently completed fiscal year, to the Company’s performance are as follows:

Relative TSR

Free Cash Flow

Adjusted EBITDA

       
Total Shareholder Return Amount     $ 73.84 47.16 78.56 91.73 66.44
Peer Group Total Shareholder Return Amount     184.92 176.16 200.99 197.44 120.03
Net Income (Loss)     $ 83,000,000 $ 140,000,000 $ 600,000 $ 400,000 $ (128,000,000)
Company Selected Measure Amount     188,000,000 139,000,000 47,000,000 30,000,000 15,000,000
Measure:: 1              
Pay vs Performance Disclosure              
Name     Relative TSR        
Measure:: 2              
Pay vs Performance Disclosure              
Name     Free Cash Flow        
Measure:: 3              
Pay vs Performance Disclosure              
Name     Adjusted EBITDA        
Non-GAAP Measure Description    
(11)
Adjusted EBITDA is net income excluding income taxes, interest income and expense, depreciation and amortization expense, and adjusted to remove any one-time irregular items, whether gains or losses, including but not limited to stock-based compensation, significant litigation expense, goodwill impairments, asset write-downs, gain on any sale or divestiture of assets or businesses, restructuring costs and foreign exchange gains or losses.
       
Mr. Anderson [Member]              
Pay vs Performance Disclosure              
PEO Name Mr. Anderson   Mr. Anderson        
Mr Bird [Member]              
Pay vs Performance Disclosure              
PEO Name   Mr. Bird     Mr. Bird Mr. Bird  
PEO | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table              
Pay vs Performance Disclosure              
Adjustment to Compensation, Amount     $ (2,222,492)        
PEO | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested              
Pay vs Performance Disclosure              
Adjustment to Compensation, Amount     1,586,356        
PEO | Vesting Date Fair Value of Equity Awards Granted and Vested in Covered Year              
Pay vs Performance Disclosure              
Adjustment to Compensation, Amount     911        
PEO | Change in Fair Value as of Vesting Date of Prior Year Equity Awards Vested in Covered Year              
Pay vs Performance Disclosure              
Adjustment to Compensation, Amount     1,180,779        
PEO | Prior Year End Fair Value of Equity Awards Granted in Any Prior Year that Fail to Meet Applicable Vesting Conditions During Covered Year              
Pay vs Performance Disclosure              
Adjustment to Compensation, Amount     220,029        
Non-PEO NEO | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table              
Pay vs Performance Disclosure              
Adjustment to Compensation, Amount     (834,003)        
Non-PEO NEO | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested              
Pay vs Performance Disclosure              
Adjustment to Compensation, Amount     594,875        
Non-PEO NEO | Vesting Date Fair Value of Equity Awards Granted and Vested in Covered Year              
Pay vs Performance Disclosure              
Adjustment to Compensation, Amount     911        
Non-PEO NEO | Change in Fair Value as of Vesting Date of Prior Year Equity Awards Vested in Covered Year              
Pay vs Performance Disclosure              
Adjustment to Compensation, Amount     251,994        
Non-PEO NEO | Prior Year End Fair Value of Equity Awards Granted in Any Prior Year that Fail to Meet Applicable Vesting Conditions During Covered Year              
Pay vs Performance Disclosure              
Adjustment to Compensation, Amount     $ 82,509