10-Q

PART I—FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

SEACOR MARINE HOLDINGS INC.

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

(in thousands, except share data)


	September 30, 2026			December 31, 2025
ASSETS
Current Assets:
Cash and cash equivalents	$	41,924		$	68,934
Restricted cash		33,666			24,182
Receivables:
Trade, net of allowance for credit loss of $4,134 and $4,135 as of September 30, 2026 and December 31, 2025, respectively		66,828			64,522
Other		6,283			3,965
Inventories		2,038			2,196
Prepaid expenses and other		6,098			5,173
Assets held for sale		—			10,812
Total current assets		156,837			179,784
Property and Equipment:
Historical cost		747,581			776,833
Accumulated depreciation		(353,151	)		(348,812	)
		394,430			428,021
Construction in progress		61,485			47,002
Net property and equipment		455,915			475,023
Right-of-use asset - operating leases		784			982
Right-of-use asset - finance leases		102			19
Investments, at equity, and advances to 50% or less owned companies		956			2,938
Other assets		1,921			1,855
Total assets	$	616,515		$	660,601
LIABILITIES AND EQUITY
Current Liabilities:
Current portion of operating lease liabilities	$	464		$	405
Current portion of finance lease liabilities		24			12
Current portion of long-term debt		31,048			30,000
Accounts payable		12,215			21,268
Accrued wages and benefits		3,848			5,357
Accrued capital, repair and maintenance expenditures		10,351			2,870
Unearned revenue		872			1,096
Accrued insurance deductibles and premiums		4,098			3,371
Other current liabilities		8,293			6,350
Total current liabilities		71,213			70,729
Long-term operating lease liabilities		477			607
Long-term finance lease liabilities		84			8
Long-term debt		281,935			304,644
Deferred income taxes		18,175			19,376
Deferred gains and other liabilities		489			565
Total liabilities		372,373			395,929
Equity:
SEACOR Marine Holdings Inc. stockholders’ equity:
Common stock, $.01 par value, 60,000,000 shares authorized; 28,482,267 and 28,049,242 shares issued as of September 30, 2026 and December 31, 2025, respectively		285			280
Additional paid-in capital		475,603			471,862
Accumulated deficit		(230,420	)		(208,444	)
Shares held in treasury of 1,331,145 and 1,097,456 as of September 30, 2026 and December 31, 2025, respectively, at cost		(11,470	)		(9,691	)
Accumulated other comprehensive income, net of tax		9,823			10,344
		243,821			264,351
Noncontrolling interests in subsidiaries		321			321
Total equity		244,142			264,672
Total liabilities and equity	$	616,515		$	660,601

SEACOR MARINE HOLDINGS INC.

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF INCOME (LOSS)

(in thousands, except share data)


	Three Months Ended September 30,						Nine Months Ended September 30,
	2026			2025			2026			2025
Operating Revenues	$	57,251		$	59,194		$	156,163		$	175,503
Costs and Expenses:
Operating		38,317			47,684			122,574			139,105
Administrative and general		10,034			11,269			32,331			34,753
Lease expense		337			280			853			942
Depreciation and amortization		9,954			12,125			31,002			37,025
		58,642			71,358			186,760			211,825
(Losses) Gains on Asset Dispositions and Impairments, Net		(4	)		30,230			38,791			55,202
Operating (Loss) Income		(1,395	)		18,066			8,194			18,880
Other Income (Expense):
Interest income		420			297			1,354			1,105
Interest expense		(7,581	)		(8,947	)		(24,064	)		(27,377	)
Derivative gains, net		—			17			—			229
Foreign currency gains (losses), net		201			218			(302	)		(3,097	)
Gains on insurance claim settlement		—			4,581			—			4,581
Other, net		19			(221	)		23			(221	)
		(6,941	)		(4,055	)		(22,989	)		(24,780	)
(Loss) Income Before Income Tax Expense and Equity in (Losses) Earnings of 50% or Less Owned Companies		(8,336	)		14,011			(14,795	)		(5,900	)
Income Tax Expense		1,074			5,410			7,233			8,822
(Loss) Income Before Equity in (Losses) Earnings of 50% or Less Owned Companies		(9,410	)		8,601			(22,028	)		(14,722	)
Equity in (Losses) Earnings of 50% or Less Owned Companies		(54	)		393			52			1,500
Net (Loss) Income	$	(9,464	)	$	8,994		$	(21,976	)	$	(13,222	)

Net (Loss) Earnings Per Share:
Basic	$	(0.36	)	$	0.35		$	(0.85	)	$	(0.50	)
Diluted		(0.36	)		0.35			(0.85	)		(0.50	)
Weighted Average Common Stock Outstanding:
Basic		26,157,107			25,657,809			26,006,085			26,409,312
Diluted		26,157,107			25,887,710			26,006,085			26,409,312

SEACOR MARINE HOLDINGS INC.

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

(in thousands)


	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2026			2025			2026			2025
Net (Loss) Income	$	(9,464	)	$	8,994		$	(21,976	)	$	(13,222	)
Other Comprehensive Income (Loss):
Foreign currency translation gains (losses)		85			(686	)		(521	)		3,153
		85			(686	)		(521	)		3,153
Comprehensive (Loss) Income	$	(9,379	)	$	8,308		$	(22,497	)	$	(10,069	)

SEACOR MARINE HOLDINGS INC.

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

(in thousands, except share data)


	Shares of Common Stock Outstanding			Common Stock		Additional Paid-In Capital		Shares Held in Treasury		Treasury Stock			Accumulated Deficit			Accumulated Other Comprehensive Income			Non- Controlling Interests In Subsidiaries		Total Equity
For the Nine Months Ended September 30, 2026
December 31, 2025		26,951,786		$	280	$	471,862		1,097,456	$	(9,691	)	$	(208,444	)	$	10,344		$	321	$	264,672
Excise tax on stock repurchase		—			—		22		—		—			—			—			—		22
Employee restricted stock grants		307,755			5		—		—		—			—			—			—		5
Amortization of share awards		—			—		3,639		—		—			—			—			—		3,639
Exercise of options		18,296			—		80		—		—			—			—			—		80
Employee restricted stock vesting		(215,466	)		—		—		215,466		(1,644	)		—			—			—		(1,644	)
Performance restricted stock vesting		18,202			—		—		12,721		(93	)		—			—			—		(93	)
Director restricted stock grants		81,477			—		—		—		—			—			—			—		—
Director restricted stock vesting		(5,502	)		—		—		5,502		(42	)		—			—			—		(42	)
Forfeiture of employee share awards		(5,426	)		—		—		—		—			—			—			—		—
Net loss		—			—		—		—		—			(21,976	)		—			—		(21,976	)
Other comprehensive loss		—			—		—		—		—			—			(521	)		—		(521	)
September 30, 2026		27,151,122		$	285	$	475,603		1,331,145	$	(11,470	)	$	(230,420	)	$	9,823		$	321	$	244,142

For the Three Months Ended September 30, 2026
June 30, 2026		27,132,826		$	284	$	474,395		1,331,145	$	(11,470	)	$	(220,956	)	$	9,738		$	321	$	252,312
Employee restricted stock grants		—			1		—		—		—			—			—			—		1
Amortization of share awards		—			—		1,128		—		—			—			—			—		1,128
Exercise of options		18,296			—		80		—		—			—			—			—		80
Net loss		—			—		—		—		—			(9,464	)		—			—		(9,464	)
Other comprehensive income		—			—		—		—		—			—			85			—		85
September 30, 2026		27,151,122		$	285	$	475,603		1,331,145	$	(11,470	)	$	(230,420	)	$	9,823		$	321	$	244,142


	Shares of Common Stock Outstanding			Common Stock			Additional Paid-In Capital			Shares Held in Treasury		Treasury Stock			Accumulated Deficit			Accumulated Other Comprehensive Income			Non- Controlling Interests In Subsidiaries		Total Equity
For the Nine Months Ended September 30, 2025
December 31, 2024		27,669,361		$	287		$	479,283			796,965	$	(8,110	)	$	(180,600	)	$	7,141		$	321	$	298,322
Repurchase of Common Stock		(1,355,761	)		(13	)		(7,076	)		—		—			—			—			—		(7,089	)
Repurchase of warrants		—			—			(6,668	)		—		—			—			—			—		(6,668	)
Employee restricted stock grants		644,880			6			—			—		—			—			—			—		6
Amortization of share awards		—			—			4,690			—		—			—			—			—		4,690
Employee restricted stock vesting		(216,874	)		—			—			216,874		(1,141	)		—			—			—		(1,141	)
Performance restricted stock vesting		110,741			—			—			74,189		(377	)		—			—			—		(377	)
Director restricted stock grants		125,923			1			(1	)		—		—			—			—			—		—
Director restricted stock vesting		(2,011	)		—			—			2,011		(11	)		—			—			—		(11	)
Net loss		—			—			—			—		—			(13,222	)		—			—		(13,222	)
Other comprehensive income		—			—			—			—		—			—			3,153			—		3,153
September 30, 2025		26,976,259		$	281		$	470,228			1,090,039	$	(9,639	)	$	(193,822	)	$	10,294		$	321	$	277,663

For the Three Months Ended September 30, 2025
June 30, 2025		26,976,259		$	281		$	468,669			1,090,039	$	(9,639	)	$	(202,816	)	$	10,980		$	321	$	267,796
Amortization of share awards		—			—			1,559			—		—			—			—			—		1,559
Net income		—			—			—			—		—			8,994			—			—		8,994
Other comprehensive loss		—			—			—			—		—			—			(686	)		—		(686	)
September 30, 2025		26,976,259		$	281		$	470,228			1,090,039	$	(9,639	)	$	(193,822	)	$	10,294		$	321	$	277,663

SEACOR MARINE HOLDINGS INC.

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)


	Nine Months Ended September 30,
	2026			2025
Cash Flows from Operating Activities:
Net Loss	$	(21,976	)	$	(13,222	)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization		31,002			37,025
Deferred financing costs amortization		128			—
Stock-based compensation expense		3,644			4,696
Debt discount amortization		711			694
Allowance for credit losses		(5	)		7
Gains from equipment sales, retirements or impairments, net		(38,791	)		(55,202	)
Derivative gains		—			(229	)
Interest on finance leases		3			3
Settlements on derivative transactions, net		—			(373	)
Currency losses		302			3,097
Deferred income taxes		(1,201	)		(1,428	)
Equity earnings		(52	)		(1,500	)
Dividends received from 50% or less owned companies		2,027			3,199
Changes in Operating Assets and Liabilities:
Accounts receivables		(5,017	)		(1,083	)
Other assets		(400	)		1,605
Accounts payable and accrued liabilities		(1,831	)		(1,491	)
Net cash used in operating activities		(31,456	)		(24,202	)
Cash Flows from Investing Activities:
Purchases of property and equipment		(19,593	)		(40,356	)
Proceeds from disposition of property and equipment		57,716			116,132
Net cash provided by investing activities		38,123			75,776
Cash Flows from Financing Activities:
Payments on long-term debt		(22,500	)		(20,000	)
Proceeds from issuance of long-term debt, net of debt discount and issuance costs		—			15,799
Payments on finance leases		(15	)		(16	)
Payments for repurchase of common stock		—			(7,089	)
Payments for repurchase of warrants		—			(6,668	)
Excise tax on stock repurchase		22			—
Proceeds from exercise of stock options		80			—
Tax withholdings on restricted stock vesting and director share awards		(1,779	)		(1,529	)
Net cash used in financing activities		(24,192	)		(19,503	)
Effects of Exchange Rate Changes on Cash, Restricted Cash and Cash Equivalents		(1	)		(3	)
Net Change in Cash, Restricted Cash and Cash Equivalents		(17,526	)		32,068
Cash, Restricted Cash and Cash Equivalents, Beginning of Period		93,116			76,140
Cash, Restricted Cash and Cash Equivalents, End of Period	$	75,590		$	108,208
Supplemental disclosures:
Cash paid for interest, excluding capitalized interest	$	23,225		$	26,683
Income taxes refunded, net		102			1,095
Noncash Investing and Financing Activities:
Increase (decrease) in capital expenditures in accounts payable and accrued liabilities		267			(5,377	)
Recognition of a new right-of-use asset - operating leases		230			—
Recognition of a new right-of-use asset - finance leases		95			—

SEACOR MARINE HOLDINGS INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

BASIS OF PRESENTATION AND ACCOUNTING POLICIES

The condensed consolidated financial statements include the accounts of SEACOR Marine Holdings Inc. and its consolidated subsidiaries (the “Company”). In the opinion of management, all adjustments (consisting of normal recurring adjustments) have been made to fairly present the unaudited condensed consolidated financial statements for the periods indicated. Results of operations for the interim periods presented are not necessarily indicative of operating results for the full year or any future periods.

Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles in the United States (“U.S. GAAP”) have been condensed or omitted. These condensed consolidated financial statements should be read in conjunction with the Company’s financial statements and related notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025 (the “2025 Annual Report”).

Unless the context otherwise indicates, any reference in this Quarterly Report on Form 10-Q to the “Company” refers to SEACOR Marine Holdings Inc. and its consolidated subsidiaries, and any reference in this Quarterly Report on Form 10-Q to “SEACOR Marine” refers to SEACOR Marine Holdings Inc. without its consolidated subsidiaries.

Recently Adopted Accounting Standards.

On December 14, 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which requires public entities to disclose, on an annual basis, information about their effective tax rate reconciliation and information on income taxes paid. The guidance is effective for fiscal years beginning after December 15, 2024. The Company adopted ASU 2023-09 for the year ended December 31, 2025, which only affected the disclosures and did not impact the Company’s consolidated financial position or results of operations.

Recently Issued Accounting Standards.

On December 18, 2025, the FASB issued ASU 2025-12, Codification Improvements, which clarifies, correct errors in and make improvements related to various topics in the FASB Accounting Standards Codification (“ASC”). The guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2026. While early adoption is permitted on an issue-by-issue basis, the Company has determined it will not early adopt the standard. The Company does not believe the adoption of the standard will have a material effect on the Company’s consolidated financial position or results of operations.

On December 8, 2025, the FASB issued ASU 2025-11, Interim Reporting (Topic 270): Narrow Scope Improvements, which clarifies interim financial reporting requirements by improving the navigability of the guidance and more clearly specifies what disclosures are required in an interim reporting period. The guidance is effective for interim periods in fiscal years beginning after December 15, 2027. While early adoption is permitted, the Company has determined it will not early adopt the standard. The Company does not believe the adoption of the standard will have a material effect on the Company’s consolidated financial position or results of operations.

On September 29, 2025, the FASB issued ASU 2025-07, Derivatives and Hedging (Topic 815) and Revenue from Contracts with Customers (Topic 606): Derivatives Scope Refinements and Scope Clarification for Share-Based Noncash Consideration from a Customer in a Revenue Contract, which addresses two issues: (1) refines the scope of the guidance on derivatives in ASC 815 (Issue 1) and (2) clarifies the guidance on

share-based payments from a customer in ASC 606 (Issue 2). The guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2026. While early adoption is permitted, the Company has determined it will not early adopt the standards. The Company does not believe the adoption of the standard will have a material effect on the Company’s consolidated financial position or results of operations.

On November 4, 2024, the FASB issued ASU 2024-03, Reporting Comprehensive Income–Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses, which requires disaggregation of certain income statement expense captions into specified categories in disclosures within the footnotes to the financial statements. The guidance is effective for fiscal years beginning after December 15, 2026, and interim periods within the fiscal years beginning after December 15, 2027. While early adoption is permitted, the Company has determined it will not early adopt the standard. The Company does not believe the adoption of the standard will have a material effect on the Company’s consolidated financial position or results of operations.

On October 9, 2023, the FASB issued ASU 2023-06, Disclosure Improvements: Codification Amendments in Response to the United States Securities and Exchange Commission’s (“SEC”) Disclosure Update and Simplification Initiative, which amends the disclosure or presentation requirements related to various subtopics in the FASB ASC. The effective date is contingent on when the SEC removes the related disclosure from Regulation S-X or Regulation S-K, with early adoption prohibited. The Company does not believe the adoption of the standard will have a material effect on the Company’s consolidated financial position, results of operations or disclosures.

Accounting Policies.

Basis of Consolidation. The consolidated financial statements include the accounts of SEACOR Marine and its controlled subsidiaries. Control is generally deemed to exist if the Company has greater than 50% of the voting rights of a subsidiary. All significant intercompany accounts and transactions are eliminated in the consolidation.

Noncontrolling interests in consolidated subsidiaries are included in the consolidated balance sheets as a separate component of equity. The Company reports consolidated net income (loss) inclusive of both the Company’s and the noncontrolling interests’ share, as well as the amounts of consolidated net income (loss) attributable to each of the Company and the noncontrolling interests. If a subsidiary is deconsolidated upon a change in control, any retained noncontrolling equity investment in the former controlled subsidiary is measured at fair value and a gain or loss is recognized in net income (loss) based on such fair value. If a subsidiary is consolidated upon the business acquisition of controlling interests by the Company, any previous noncontrolled equity investment in the subsidiary is measured at fair value and a gain or loss is recognized in net income (loss) based on such fair value.

The Company employs the equity method of accounting for investments in 50% or less owned companies that it does not control but has the ability to exercise significant influence over the operating and financial policies of the business venture. Significant influence is generally deemed to exist if the Company has between 20% and 50% of the voting rights of a business venture but may exist when the Company’s ownership percentage is less than 20%. In certain circumstances, the Company may have an economic interest in excess of 50% but may not control and consolidate the business venture. Conversely, the Company may have an economic interest less than 50% but may control and consolidate the business venture. The Company reports its investments in and advances to these business ventures in the accompanying consolidated balance sheets as investments, at equity, and advances to 50% or less owned companies. The Company reports its share of earnings from investments in 50% or less owned companies in the accompanying consolidated statements of income (loss) as equity in earnings of 50% or less owned companies.

Certain reclassifications were made to previously reported amounts in the consolidated financial statements and notes thereto to make them consistent with the current period presentation.

Use of Estimates. The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from estimates and those differences may be material.

Revenue Recognition. Revenue is recognized when (or as) the Company transfers promised goods or services to its customers in amounts that reflect the consideration to which the Company expects to be entitled to in exchange for those goods or services, which occurs when (or as) the Company satisfies its contractual obligations and transfers control of the promised goods or services to its customers. The Company recognizes revenue, net of sales taxes, based on its estimates of the consideration the Company expects to receive. Costs to obtain or fulfill a contract are expensed as incurred.

The Company earns revenue primarily from the time charter and bareboat charter of vessels to customers. Since the Company charges customers based upon daily rates of hire, vessel revenues are recognized on a daily basis throughout the contract period. Under a time charter, the Company provides a vessel to a customer and is responsible for all operating expenses, typically excluding fuel. Under a bareboat charter, the Company provides a vessel to a customer and the customer assumes responsibility for all operating expenses and assumes all risks of operation. In the Gulf of America, time charter durations and rates are typically established in the context of master service agreements that govern the terms and conditions of the charter.

In the Company’s operating areas, contracts or charters vary in length from several days to multi-year periods. Many of the Company’s contracts and charters include cancellation clauses without early termination penalties. As a result of cancellations, options and frequent renewals, the stated duration of charters may not correlate with the length of time the vessel is contracted for to provide services to a particular customer.

The Company contracts with various customers to carry out management services for vessels as agents for and on behalf of ship owners. These services include crew management, technical management, commercial management, insurance arrangements, sale and purchase of vessels, provisions and bunkering. As the manager of the vessels, the Company undertakes to use its best endeavors to provide the agreed management services as agents for and on behalf of the owners in accordance with sound ship management practice and to protect and promote the interest of the owners in all matters relating to the provision of services thereunder. The vast majority of the ship management agreements span one to three years and are typically billed on a monthly basis. The Company transfers control of the service to the customer and satisfies its performance obligation over the term of the contract, and therefore recognizes revenue over the term of the contract while related costs are expensed as incurred.

Revenue that does not meet these criteria is deferred and is considered a contract liability and is recognized as such until the criteria are met. Contract liabilities, which are included in unearned revenue in the accompanying consolidated balance sheets, as of September 30, 2026 and December 31, 2025 were as follows (in thousands):


	September 30, 2026			December 31, 2025
Balance at beginning of period	$	1,096		$	2,534
Unearned revenues during the period		398			6,935
Revenues recognized during the period		(622	)		(8,373	)
Balance at end of period	$	872		$	1,096

As of September 30, 2026 and December 31, 2025, the Company had unearned revenue of $0.9 million and $1.1 million, respectively, primarily related to mobilization of vessels.

Direct Operating Expenses. Direct operating costs and expenses that are considered significant, other than leased-in equipment expense, consist primarily of costs and expenses such as: personnel; repairs and

maintenance; drydocking; insurance and loss reserves; and fuel, lubes and supplies. Other direct operating expenses consist of costs such as brokers’ commissions, communication costs, expenses incurred in mobilizing vessels between geographic regions, third party ship management fees, freight expenses, and customs and importation duties. Direct operating costs are expensed as incurred.

Cash and Cash Equivalents. The Company considers all highly liquid investments, with an original maturity of three months or less from the date purchased, to be cash equivalents.

Restricted Cash. Restricted cash primarily relates to banking and credit facility requirements.

Trade and Other Receivables and Allowance for Credit Losses. Customers are primarily major integrated national and international oil companies, large independent oil and natural gas exploration and production companies and established wind farm construction companies. Customers are granted credit on a short-term basis and the related credit risks have historically been limited. Other receivables consist primarily of operating expenses the Company incurs in relation to vessels it manages for other entities, as well as insurance and income tax receivables. The Company routinely reviews its receivables and makes provisions for expected credit losses utilizing the Current Expected Credit Losses model (“CECL”). The CECL model utilizes a lifetime expected credit loss measurement objective for the recognition of credit losses for loans and other receivables at the time the financial asset is originated or acquired. However, those provisions are estimates and actual results may materially differ from those estimates. After collection efforts have been exhausted, trade receivables that are deemed uncollectible are removed from both accounts receivable and the allowance for credit losses.

Property and Equipment. Equipment, stated at cost, is depreciated using the straight-line method over the estimated useful life of the asset to an estimated salvage value. With respect to each class of asset, the estimated useful life is based upon a newly built asset being placed into service and represents the time period beyond which it is typically not justifiable for the Company to continue to operate the asset in the same or similar manner. From time to time, the Company may acquire older vessels that have already exceeded the Company’s useful life policy, in which case the Company depreciates such assets based on its best estimate of the asset’s remaining useful life, typically the period until the next survey or certification date. As of September 30, 2026, the estimated useful life of the Company’s new offshore support vessels was 20 years.

Equipment maintenance and repair costs and the costs of routine overhauls, drydockings and inspections performed on vessels and equipment are charged to operating expense as incurred. Expenditures that extend the useful life or improve the marketing and commercial characteristics of equipment as well as major renewals and improvements to other properties are capitalized.

Certain interest costs incurred during the construction of equipment are capitalized as part of the assets’ carrying values and are amortized over such assets’ estimated useful lives. There was $3.4 million and $1.5 million of capitalized interest recognized during the nine months ended September 30, 2026 and 2025, respectively.

Impairment of Long-Lived Assets. The Company performs an impairment analysis of long-lived assets used in operations when indicators of impairment are present. These indicators may include a significant decrease in the market price of a long-lived asset or asset group, a significant adverse change in the extent or manner in which a long-lived asset or asset group is being used or in its physical condition, or a current period operating or cash flow loss combined with a history of operating or cash flow losses or a forecast that demonstrates continuing losses associated with the use of a long-lived asset or asset group. If the carrying values of the assets are not recoverable, as determined by their estimated future undiscounted cash flows, the estimated fair value of the assets or asset groups are compared to their current carrying values and impairment charges are recorded if the carrying value exceeds fair value.

During the nine months ended September 30, 2026 and 2025, the Company did not record impairment charges on any owned vessels. Impairment charges are included in gains (losses) on asset dispositions and

impairments in the accompanying consolidated statements of income (loss). Estimated fair values for the Company-owned vessels were established by independent appraisers based on researched market information, replacement cost information and other data.

For vessel classes and individual vessels with indicators of impairment as of September 30, 2026, the Company assessed that their estimated fair value exceeds their current carrying values. For any vessel or vessel class that has indicators of impairment and is deemed not recoverable through future operations, the Company determines the fair value of the vessel or vessel class. If the fair value determination is less than the carrying value of the vessel or vessel class, an impairment is recognized to reduce the carrying value to fair value. Fair value determination is primarily accomplished by obtaining independent valuations of vessel or vessel classes from qualified third-party appraisers and other market data such as recent sales of similar vessels.

Impairment of 50% or Less Owned Companies. Investments in 50% or less owned companies are reviewed periodically to assess whether there is an other-than-temporary decline in the carrying value of the investment. In its evaluation, the Company considers, among other items, recent and expected financial performance and returns, impairments recorded by the investee and the capital structure of the investee. When the Company determines the estimated fair value of an investment is below carrying value and the decline is other-than-temporary, the investment is written down to its estimated fair value. Actual results may vary from the Company’s estimates due to the uncertainty regarding projected financial performance, the severity and expected duration of declines in value and the available liquidity in the capital markets to support the continuing operations of the investee, among other factors. Although the Company believes its assumptions and estimates are reasonable, the investee’s actual performance compared with the estimates could produce different results and lead to additional impairment charges in future periods. During the nine months ended September 30, 2026 and 2025, the Company did not recognize any impairment charges related to its 50% or less owned companies.

Income Taxes. During the nine months ended September 30, 2026, the Company’s effective income tax rate of 48.9% was primarily due to foreign taxes paid that are not creditable against U.S. income taxes and foreign losses for which there is no benefit in the U.S. for income tax purposes.

Earnings (Loss) Per Share. Basic earnings/loss per share of Common Stock of SEACOR Marine is computed based on the weighted average number of shares of Common Stock and warrants to purchase Common Stock at an exercise price of $0.01 per share (“Warrants”) issued and outstanding during the relevant periods. The Warrants are included in the basic earnings/loss per share of Common Stock because the shares issuable upon exercise of the Warrants are issuable for de minimis cash consideration and therefore not anti-dilutive. Diluted earnings/loss per share of Common Stock is computed based on the weighted average number of shares of Common Stock and Warrants issued and outstanding plus the effect of other potentially dilutive securities through the application of the treasury stock method unless anti-dilutive. As of June 30, 2025, the Company no longer had any Warrants outstanding as a result of the completion of the repurchase of the Warrants as previously described in the 2025 Annual Report.

For the three months ended September 30, 2025, diluted earnings per share of Common Stock included 163,749 shares of restricted stock, 50,443 shares of Common Stock issuable upon exercise of outstanding stock options, and 15,710 of performance-based restricted stock units as the effect of their inclusion in the computation would be dilutive. For the three months ended September 30, 2026 and 2025, diluted (loss) earnings per share of Common Stock excluded 1,057,069 and 1,185,624 shares of restricted stock, respectively, and 986,069 and 958,422 shares of Common Stock, respectively, issuable upon exercise of outstanding stock options, as the effect of their inclusion in the computation would be anti-dilutive.

For the nine months ended September 30, 2026 and 2025, diluted loss per share of Common Stock excluded 1,057,069 and 1,349,373 shares of restricted stock, respectively, and 986,069 and 1,008,865 shares of Common Stock, respectively, issuable upon exercise of outstanding stock options, as the effect of their inclusion in the computation would be anti-dilutive.

EQUIPMENT ACQUISITIONS AND DISPOSITIONS

During the nine months ended September 30, 2026, capital expenditures were $19.6 million and there were no equipment deliveries. During the nine months ended September 30, 2026, the Company sold three platform supply vessels (“PSV”), two liftboats and one fast support vessel (“FSV”), each previously classified as held for sale, and other equipment for net cash proceeds of $57.7 million after transaction costs, for a gain of $38.8 million. During the nine months ended September 30, 2025, the Company sold two PSVs and one FSV, each previously classified as held for sale, as well as three liftboats and other equipment, each not previously classified as held for sale, for net cash proceeds of $116.1 million after transaction costs, for a gain of $55.2 million.

INVESTMENTS, AT EQUITY, AND ADVANCES TO 50% OR LESS OWNED COMPANIES

Investments, at equity, and advances to 50% or less owned companies as of September 30, 2026 and December 31, 2025 were as follows (in thousands):


	Ownership			September 30, 2026		December 31, 2025
Seabulk Angola		49.0	%	$	446	$	1,058
SEACOR Marine Arabia		45.0	%		441		1,809
Other	20.0% - 50.0%				69		71
				$	956	$	2,938

LONG-TERM DEBT

The Company’s long-term debt obligations as of September 30, 2026 and December 31, 2025 were as follows (in thousands):


	September 30, 2026			December 31, 2025
2024 SMFH Credit Facility	$	316,400		$	338,900
Current portion due within one year		(31,048	)		(30,000	)
Unamortized debt discount		(2,896	)		(3,607	)
Deferred financing costs		(521	)		(649	)
Long-term debt, less current portion	$	281,935		$	304,644

As of September 30, 2026, the Company was in compliance with all debt covenants and lender requirements.

During the second quarter of 2026, the Company exercised its right to cancel the remaining $24.6 million of Tranche B of the 2024 SMFH Credit Facility available to be drawn to fund construction of two new PSVs because the Company has funded substantially all of the amounts remaining to be paid for the two PSVs through vessel and other asset sales, and such amounts are currently held in a restricted escrow account, with a balance of $33.0 million as of September 30, 2026.

Letters of Credit. As of September 30, 2026 and December 31, 2025, the Company had outstanding letters of credit of $0.4 million securing lease obligations, labor and performance guaranties.

LEASES

As of September 30, 2026, the Company leased-in certain facilities and other equipment but did not lease-in any vessels. The leases typically contain purchase and renewal options or rights of first refusal with respect to the sale or lease of the equipment. The lease terms of certain facilities and other equipment had a duration ranging from one to 243 months.

As of September 30, 2026, future minimum payments for leases for the remainder of 2026 and the years ended December 31, noted below, were as follows (in thousands):


	Operating Leases			Finance Leases
Remainder of 2026	$	133		$	9
2027		419			38
2028		127			29
2029		70			29
2030		30			17
Years subsequent to 2030		480			—
		1,259			122
Interest component		(318	)		(14	)
		941			108
Current portion of long-term lease liabilities		464			24
Long-term lease liabilities	$	477		$	84

For the three and nine months ended September 30, 2026 and 2025 the components of lease expense were as follows (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2026		2025		2026		2025
Operating lease costs	$	185	$	159	$	515	$	566
Finance lease costs:
Amortization of finance lease assets (1)		7		3		14		19
Interest on finance lease liabilities (2)		2		1		3		3
Short-term lease costs		152		121		338		376
	$	346	$	284	$	870	$	964

(1)

Included in amortization costs in the consolidated statements of income (loss).

(2)

Included in interest expense in the consolidated statements of income (loss).

For the nine months ended September 30, 2026 and 2025 supplemental cash flow information related to leases was as follows (in thousands):


	2026		2025
Operating cash outflows from operating leases	$	468	$	522
Financing cash outflows from finance leases		15		16
Right-of-use assets obtained for operating lease liabilities		230		—
Right-of-use assets obtained for finance lease liabilities		95		—

For the nine months ended September 30, 2026 and 2025 other information related to leases was as follows:


	2026			2025
Weighted average remaining lease term, in years - operating leases		10.9			10.4
Weighted average remaining lease term, in years - finance leases		3.6			2.0
Weighted average discount rate - operating leases		10.9	%		8.8	%
Weighted average discount rate - finance leases		9.7	%		11.0	%

INCOME TAXES

The following table reconciles the difference between the statutory federal income tax rate for the Company and the effective income tax rate for the nine months ended September 30, 2026:


Statutory rate	(21.0	)%
Foreign taxes	49.6	%
Income (loss) of foreign subsidiaries not includable in U.S. return	12.9	%
162(m) - executive compensation	4.0	%
Subpart F Income and GILTI	3.5	%
Share award plans	1.0	%
Other	(1.1	)%
Effective income tax rate	48.9	%

DERIVATIVE INSTRUMENTS AND HEDGING STRATEGIES

Derivative instruments are classified as either assets, which are included in other receivables in the accompanying consolidated balance sheets, or liabilities based on their individual fair values. As of September 30, 2026 and December 31, 2025, the Company had no outstanding derivative instruments.

Economic Hedges. The Company may enter into and settle forward currency exchange, option and future contracts with respect to various foreign currencies. These contracts enable the Company to buy currencies in the future at fixed exchange rates, which could offset possible consequences of changes in currency exchange rates with respect to the Company’s business conducted outside of the U.S. The Company generally does not enter into contracts with forward settlement dates beyond 12 to 18 months. During the fourth quarter of 2023, the Company entered into a forward currency exchange contract related to the purchase of four hybrid battery power systems, the purchase price for which is denominated in Norwegian Kroner. The Company recognized gains of $0.2 million during the nine months ended September 30, 2025 on this contract, which were recognized in earnings. As of September 30, 2026 and December 31, 2025, the Company had no outstanding forward currency exchange contract.

Cash Flow Hedges. The Company may from time to time enter into interest rate swap agreements designated as cash flow hedges. By entering into interest rate swap agreements, the Company can convert the variable interest component of certain of their outstanding borrowings to a fixed interest rate. As of September 30, 2026 and December 31, 2025, there were no interest rate swaps held by the Company and the Company had no floating rate debt.

Other Derivative Instruments. The Company had no derivative instruments not designated as hedging instruments for the three and nine months ended September 30, 2026 and recognized gains on derivative instruments not designated as hedging instruments for the three and nine months ended September 30, 2025 as follows (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2026		2025		2026		2025
Forward currency exchange, option, and future contracts	$	—	$	17	$	—	$	229

The forward currency exchange contract relates to the purchase of four hybrid battery power systems discussed in “—Economic Hedges” above. As of September 30, 2026, the Company had no outstanding foreign currency exchange contract.

FAIR VALUE MEASUREMENTS

The fair value of an asset or liability is the price that would be received to sell an asset or transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The Company utilizes a fair value hierarchy that maximizes the use of observable inputs and minimizes the use of unobservable inputs when measuring fair value and defines three levels of inputs that may be used to measure fair value. Level 1 inputs are quoted prices in active markets for identical assets or liabilities. Level 2 inputs are observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly, including quoted prices for similar assets or liabilities in active markets, quoted prices in markets that are not active, inputs other than quoted prices that are observable for the asset or liability, or inputs derived from observable market data. Level 3 inputs are unobservable inputs that are supported by little or no market activity and are significant to the fair value of the assets or liabilities. The Company had no financial assets and liabilities as of September 30, 2026 and December 31, 2025 that are measured at fair value on a recurring basis.

The estimated fair values of the Company’s other financial assets and liabilities as of September 30, 2026 and December 31, 2025 were as follows (in thousands):


			Estimated Fair Value
September 30, 2026	Carrying Amount		Level 1		Level 2		Level 3
LIABILITIES
Long-term debt, including current portion		312,983		—		316,494		—
December 31, 2025
LIABILITIES
Long-term debt, including current portion		334,644		—		346,257		—

The carrying value of cash, cash equivalents, restricted cash and trade receivables approximates fair value. The fair value of the Company’s long-term debt was estimated based upon quoted market prices or by using discounted cash flow analysis based on estimated current rates for similar types of arrangements. Considerable judgment was required in developing certain of the estimates of fair value, and, accordingly, the estimates presented herein are not necessarily indicative of the amounts that the Company could realize in a current market exchange.

Property and equipment. As of September 30, 2026 and December 31, 2025, the Company recognized no impairment charges on any owned vessels.

COMMITMENTS AND CONTINGENCIES

As of September 30, 2026, the Company had unfunded capital commitments of $37.4 million consisting of $35.5 million in respect of the construction of two PSVs, $1.7 million in respect of two hybrid battery power systems and $0.2 million for miscellaneous vessel equipment. Of the unfunded capital commitments, $18.0 million is payable during the remainder of 2026, $17.7 million is payable during 2027 and the remainder is payable during 2028. As of September 30, 2026, $33.0 million of proceeds from prior vessel sales remained in a restricted account designated to make payments on the construction of the two PSVs, consistent with the terms of the 2024 SMFH Credit Facility as previously described in the 2025 Annual Report. The funds deposited in the restricted account will be used to fund the remaining payments for the construction of the two PSVs, without the need for any additional proceeds from Tranche B of the 2024 SMFH Credit Facility, of which $16.4 million was drawn as of September 30, 2026. During the second quarter of 2026, the Company exercised its right to cancel the remaining borrowing capacity of $24.6 million of this tranche in accordance with the terms of the 2024 SMFH Credit Facility.

In December 2015, the Brazilian Federal Revenue Office issued a tax-deficiency notice to Seabulk Offshore do Brasil Ltda., an indirect wholly-owned subsidiary of SEACOR Marine (“Seabulk Offshore do Brasil”), with respect to certain profit participation contributions (also known as “PIS”) and social security financing contributions (also known as “COFINS”) requirements alleged to be due from Seabulk Offshore do Brasil (“Deficiency Notice”) in respect of the period of January 2011 until December 2012. In January 2016, the Company administratively appealed the Deficiency Notice on the basis that, among other arguments, (i) such contributions were not applicable in the circumstances of a 70%/30% cost allocation structure, and (ii) the tax inspector had incorrectly determined that values received from outside of Brazil could not be classified as expense refunds. The initial appeal was dismissed by the Brazilian Federal Revenue Office and the Company appealed such dismissal and is currently awaiting an administrative trial. A local Brazilian law has been enacted that supports the Company’s position that such contribution requirements are not applicable, but it is uncertain whether such law will be taken into consideration with respect to administrative proceedings commenced prior to the enactment of the law. Accordingly, the success of Seabulk Offshore do Brasil in the administrative proceedings cannot be assured and the matter may need to be addressed through judicial court proceedings. The potential levy arising from the Deficiency Notice is R$32.4 million based on a historical potential levy of R$12.87 million (USD $6.2 million and USD $2.5 million, respectively, based on the exchange rate as of September 30, 2026).

In the normal course of its business, the Company becomes involved in various other litigation matters including, among others, claims by third parties for alleged property damages and personal injuries. Management has used estimates in determining the Company’s potential exposure to these matters and has recorded reserves in its financial statements related thereto where appropriate. It is possible that a change in the Company’s estimates of that exposure could occur, but the Company does not expect that such changes in estimated costs would have a material effect on the Company’s consolidated financial position, results of operations or cash flows.

Certain of the Company’s subsidiaries are participating employers in two industry-wide, multi-employer, defined benefit pension funds in the United Kingdom: the U.K. Merchant Navy Officers Pension Fund (“MNOPF”) and the U.K. Merchant Navy Ratings Pension Fund (“MNRPF”). The Company’s participation in the MNOPF began with the acquisition of the Stirling group of companies (the “Stirling Group”) in 2001 and relates to certain officers employed between 1978 and 2002 by the Stirling Group and/or its predecessors. The Company’s participation in the MNRPF also began with the acquisition of the Stirling Group in 2001 and relates to ratings employed by the Stirling Group and/or its predecessors through today. Both of these plans are in deficit positions and, depending upon the results of future actuarial valuations, it is possible that the plans could experience funding deficits that will require the Company to recognize payroll related operating expenses in the periods invoices are received. As of September 30, 2026, all invoices received related to MNOPF and MNRPF have been settled in full.

10.

STOCK BASED COMPENSATION

Transactions in connection with the Company’s Equity Incentive Plans during the nine months ended September 30, 2026 were as follows:


Restricted Stock Activity:
Outstanding as of December 31, 2025 (1)	1,304,145
Granted	468,987
Vested (2)	(710,637	)
Forfeited	(5,426	)
Outstanding as of September 30, 2026 (3)	1,057,069

Stock Option Activity:
Outstanding as of December 31, 2025	1,006,365
Granted	—
Exercised	(18,296	)
Forfeited	(2,000	)
Outstanding as of September 30, 2026	986,069

(1)

Includes 30,923 grants of performance-based restricted stock units that satisfied the performance obligation and are therefore likely to vest and excludes 585,842 grants of performance-based restricted stock units that are not considered outstanding until such time that they become probable to vest.

(2)

Includes 30,923 vested grants of performance-based restricted stock units.

(3)

Includes 79,755 grants of performance-based restricted stock units that satisfied the performance obligation and are therefore likely to vest and excludes 521,925 grants of performance-based restricted stock units that are not considered outstanding until such time that they become probable to vest.

For the nine months ended September 30, 2026, the Company acquired for treasury (i) 220,968 shares of Common Stock from its directors and employees to cover their tax withholding obligations upon the vesting of restricted share awards for an aggregate purchase price of $1.7 million, and (ii) 12,721 shares of Common Stock from its employees to cover their tax withholding obligations upon the vesting of performance-based restricted stock units for an aggregate purchase price of $0.1 million. These shares were purchased in accordance with the terms of the Company’s 2022 Equity Incentive Plan or 2025 Equity Incentive Plan, as applicable.

11.

SEGMENT INFORMATION

The Company’s segment presentation and basis of measurement of segment profit or loss were changed in the second quarter of 2026 from what was previously described in the 2025 Annual Report. Certain reclassifications of prior period information have been made to conform the current period’s reportable segment presentation as a result of the Company’s decision to consolidate management of the United States (primarily Gulf of America) and Latin America (primarily Guyana, Brazil and Mexico) segments into a combined Americas segment. In prior periods the United States and Latin America were reported as separate segments. Due to the reduction of the United States operating segment through reduced charter activities as well as the repositioning of vessels out of the region, the Company’s United States operations are no longer analyzed by the chief operating decision maker on a standalone basis but rather as part of the Americas segment. As a result, for purposes of segment reporting and management oversight, the United States operations are now combined with the Latin America operations and reported and managed as a combined Americas segment, and prior period information has been conformed to the new consolidated reporting segment. The following tables summarize the operating results, capital expenditures and assets of the Company’s reportable segments for the periods indicated (in thousands):


	Americas (2)			Africa and Europe		Middle East and Asia			Total
For the Three Months Ended September 30, 2026
Operating Revenues:
Time charter	$	18,029		$	26,295	$	7,839		$	52,163
Bareboat charter		846			—		—			846
Other marine services		738			1,558		1,946			4,242
		19,613			27,853		9,785			57,251
Direct Costs and Expenses:
Operating:
Personnel		5,457			5,439		4,019			14,915
Repairs and maintenance		2,644			3,657		3,108			9,409
Drydocking		(55	)		11		381			337
Insurance and loss reserves		511			633		2,502			3,646
Fuel, lubes and supplies		1,093			1,410		1,348			3,851
Other		2,241			3,142		776			6,159
		11,891			14,292		12,134			38,317
Direct Vessel Profit (Loss)	$	7,722		$	13,561	$	(2,349	)		18,934
Other Costs and Expenses:
Lease expense	$	213		$	55	$	69			337
Administrative and general										10,034
Depreciation and amortization		2,393			4,490		3,071			9,954
										20,325
Losses on asset dispositions and impairments, net										(4	)
Operating loss									$	(1,395	)


	Americas (2)			Africa and Europe			Middle East and Asia			Total
For the Nine Months Ended September 30, 2026
Operating Revenues:
Time charter	$	43,390		$	74,077		$	26,350		$	143,817
Bareboat charter		2,508			—			—			2,508
Other marine services		2,373			3,176			4,289			9,838
		48,271			77,253			30,639			156,163
Direct Costs and Expenses:
Operating:
Personnel		16,786			15,944			13,304			46,034
Repairs and maintenance		6,540			12,287			13,830			32,657
Drydocking		1,065			741			2,744			4,550
Insurance and loss reserves		1,721			1,467			4,948			8,136
Fuel, lubes and supplies		3,662			5,160			3,639			12,461
Other		6,896			9,488			2,352			18,736
		36,670			45,087			40,817			122,574
Direct Vessel Profit (Loss)	$	11,601		$	32,166		$	(10,178	)		33,589
Other Costs and Expenses:
Lease expense	$	581		$	55		$	217			853
Administrative and general											32,331
Depreciation and amortization		8,727			13,038			9,237			31,002
											64,186
Gains on asset dispositions and impairments, net											38,791
Operating income										$	8,194
As of September 30, 2026
Property and Equipment:
Historical Cost	$	180,140		$	323,242		$	244,199		$	747,581
Accumulated Depreciation		(84,804	)		(146,470	)		(121,877	)		(353,151	)
	$	95,336		$	176,772		$	122,322		$	394,430
Total Assets (1)	$	117,378		$	225,018		$	195,976		$	538,372

(1)

Total Assets by region does not include corporate assets of $78.1 million as of September 30, 2026.

(2)

In prior periods the United States and Latin America were reported as separate segments. Due to the reduction of the United States operating segment, the Company’s United States operations are no longer analyzed by the chief operating decision maker on a standalone basis but rather as part of the Americas segment. As a result, for purposes of segment reporting United States operations are now consolidated with Latin America operations and reported as a consolidated segment, and prior period information has been conformed to the new consolidated reporting segment.


	Americas (2)		Africa and Europe		Middle East and Asia			Total
For the Three Months Ended September 30, 2025
Operating Revenues:
Time charter	$	20,995	$	22,357	$	12,606		$	55,958
Bareboat charter		846		—		—			846
Other marine services		1,338		733		319			2,390
		23,179		23,090		12,925			59,194
Direct Costs and Expenses:
Operating:
Personnel		8,195		4,465		4,956			17,616
Repairs and maintenance		2,274		6,531		5,798			14,603
Drydocking		1,018		1,413		(1	)		2,430
Insurance and loss reserves		1,011		326		611			1,948
Fuel, lubes and supplies		1,443		1,781		1,241			4,465
Other		1,882		3,573		1,167			6,622
		15,823		18,089		13,772			47,684
Direct Vessel Profit (Loss)	$	7,356	$	5,001	$	(847	)		11,510
Other Costs and Expenses:
Lease expense	$	202	$	8	$	70			280
Administrative and general									11,269
Depreciation and amortization		4,592		4,302		3,231			12,125
									23,674
Gains on asset dispositions and impairments, net									30,230
Operating income								$	18,066


	Americas (2)			Africa and Europe			Middle East and Asia			Total
For the Nine Months Ended September 30, 2025
Operating Revenues:
Time charter	$	57,156		$	67,727		$	40,681		$	165,564
Bareboat charter		2,392			—			—			2,392
Other marine services		4,113			2,391			1,043			7,547
		63,661			70,118			41,724			175,503
Direct Costs and Expenses:
Operating:
Personnel		25,565			15,163			14,394			55,122
Repairs and maintenance		7,491			14,639			14,641			36,771
Drydocking		6,844			3,555			1,043			11,442
Insurance and loss reserves		3,109			1,819			2,155			7,083
Fuel, lubes and supplies		4,229			5,675			3,403			13,307
Other		3,571			8,657			3,152			15,380
		50,809			49,508			38,788			139,105
Direct Vessel Profit	$	12,852		$	20,610		$	2,936			36,398
Other Costs and Expenses:
Lease expense	$	595		$	122		$	225			942
Administrative and general											34,753
Depreciation and amortization		14,370			12,967			9,688			37,025
											72,720
Gains on asset dispositions and impairments, net											55,202
Operating income										$	18,880
As of September 30, 2025
Property and Equipment:
Historical Cost	$	232,368		$	314,843		$	250,170		$	797,381
Accumulated Depreciation		(105,670	)		(127,299	)		(111,930	)		(344,899	)
	$	126,698		$	187,544		$	138,240		$	452,482
Total Assets (1)	$	166,128		$	224,620		$	194,700		$	585,448

(1)

Total Assets by region does not include corporate assets of $107.1 million as of September 30, 2025.

(2)

The Company’s investments in 50% or less owned companies, which are accounted for under the equity method, also contribute to its consolidated results of operations. As of September 30, 2026, and 2025, the Company’s investments, at equity, and advances to 50% or less owned companies were $1.0 million and $2.7 million, respectively. Equity in earnings of 50% or less owned companies for the nine months ended September 30, 2026 and 2025 were $0.1 million and $1.5 million, respectively.

12.

COST REDUCTION MEASURES

During the fourth quarter of 2025, the Company initiated certain cost reduction measures to better align its operating expenses with the current state of the offshore marine industry, in general, and its business, in particular. These measures include a reduction of workforce, reorganization of the management structure and streamlining of operations. As a result of the cost reduction measures taken in the fourth quarter of 2025, the Company recognized savings of $2.9 million in wages and benefits expenses for the nine months ended September 30, 2026. Management continues to focus on optimizing the cost structure and regional footprint of the business to help maintain the Company’s competitiveness in the industry, improve its operating leverage and position itself to take advantage of market opportunities.

13.

SUBSEQUENT EVENTS

The Company has evaluated subsequent events through the filing of this Quarterly Report on Form 10-Q and determined that there have been no material events that have occurred that are not properly recognized and/or disclosed in the consolidated financial statements.

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

This Form 10-Q includes “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements concern management’s expectations, strategic objectives, including our announcement of the commencement of a strategic review of the business, business prospects, anticipated economic performance and financial condition and other similar matters. Achievement of these expectations and strategic objectives, including any increase to shareholder value from the strategic review, business prospects, anticipated economic performance and financial condition involve significant known and unknown risks, uncertainties and other important factors that could cause the actual results, performance or achievements of results to differ materially from any future results, performance or achievements discussed or implied by such forward-looking statements. Certain of these risks, uncertainties and other important factors are discussed in the Risk Factors and Management’s Discussion and Analysis of Financial Condition and Results of Operations of the Company’s 2025 Annual Report on Form 10-K and this Quarterly Report on Form 10-Q. However, it should be understood that it is not possible to identify or predict all such risks, uncertainties and factors, and others may arise from time to time. All of these forward-looking statements constitute the Company’s cautionary statements under the Private Securities Litigation Reform Act of 1995. The words “anticipate,” “estimate,” “expect,” “project,” “intend,” “believe,” “plan,” “target,” “forecast,” “may,” “will,” “could,” “should” and similar expressions are intended to identify forward-looking statements. Forward-looking statements speak only as of the date of the document in which they are made. The Company disclaims any obligation or undertaking to provide any updates or revisions to any forward-looking statement to reflect any change in the Company’s expectations or any change in events, conditions or circumstances on which the forward-looking statement is based. It is advisable, however, to consult any further disclosures the Company makes on related subjects in its Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K filed with the United States Securities and Exchange Commission.

The following Management’s Discussion and Analysis (the “MD&A”) is intended to help the reader understand the Company’s financial condition and results of operations. The MD&A is provided as a supplement to and should be read in conjunction with the unaudited consolidated financial statements and notes thereto included in this Quarterly Report on Form 10-Q, as well as “Management’s Discussion and Analysis of Financial Condition and Results of Operations” contained in the 2025 Annual Report.

Overview

The Company provides global marine and support transportation services to offshore energy facilities worldwide. As of September 30, 2026, the Company operated a fleet of 38 support vessels, of which all were owned. The primary users of the Company’s services are major integrated national and international oil companies, independent oil and natural gas exploration and production companies, oil field service and construction companies, as well as offshore wind farm operators and offshore wind farm installation and maintenance companies.

The Company operates and manages a diverse fleet of offshore support vessels that (i) deliver cargo and personnel to offshore installations, including offshore wind farms, (ii) assist offshore operations for production and storage facilities, (iii) provide construction, well work-over, offshore wind farm installation and decommissioning support and (iv) carry and launch equipment used underwater in drilling and well installation, maintenance, inspection and repair. Additionally, the Company’s vessels provide emergency response services and accommodations for technicians and specialists.

The Company operates its fleet in three principal geographic regions: the Americas; Africa and Europe; and the Middle East and Asia. The Company’s vessels are highly mobile and regularly and routinely move between countries within a geographic region. In addition, the Company’s vessels are redeployed among geographic regions, subject to flag restrictions, as changes in market conditions dictate.

Significant items affecting our results of operations

The number and type of vessels operated, their rates per day worked and their utilization levels are the key determinants of the Company’s operating results and cash flows. Unless a vessel is cold-stacked, there is little reduction in daily running costs for the vessels and, consequently, operating margins are most sensitive to changes in rates per day worked and utilization. The Company manages its fleet utilizing a global network of shore side support, administrative and finance personnel.

Offshore oil and natural gas market conditions are highly volatile. For example, oil prices experienced unprecedented volatility during 2020 due to the COVID-19 pandemic, with the price per barrel going negative for a short period of time. Oil prices steadily increased since the lows of the pandemic and hit a multi-year high of $122 per barrel during 2022 primarily as a result of the conflict between Russia and Ukraine but subsequently decreased to pre-conflict levels. Volatility of oil prices has recently increased significantly and become more difficult to predict following the onset of the conflict with Iran and the associated effects the conflict has had on one of the world’s most important oil producing regions. During the nine months ended September 30, 2026, WTI oil prices reached a high of $113 per barrel and a low of $56 per barrel, ending the period at $90 per barrel. The conflict has also increased insurance and labor costs for the Company’s vessels operating in the Middle East and Asia region, a portion of which has been recharged to customers.

While the Company has experienced difficult market conditions over the past few years due to volatile oil and natural gas prices and the focus of oil and natural gas producing companies on cost and capital discipline, the increases since the lows experienced during the COVID-19 pandemic in oil and natural gas prices has led to an increase in utilization, day rates and customer inquiries about new projects.

The Company closely monitors the availability of vessels in the offshore support vessel market as the utilization and day rates of the Company’s fleet is dependent on the supply and demand dynamics for its vessels. For example, low oil and natural gas prices and a corresponding decline in offshore exploration may reduce demand for the Company’s vessels and in the past such declines have forced many operators in the industry to restructure, liquidate assets or consolidate with other operators. Additionally, the delivery of newly built offshore support vessels to the industry-wide fleet has in the past contributed to an oversupply of vessels in the market, thereby further decreasing the demand for the Company’s existing offshore support vessel fleet. A combination of low customer exploration and drilling activity levels, and excess supply of offshore support vessels whether from laid up fleets or newly built vessels could, in isolation or together, have a material adverse effect on the Company’s business, financial position, results of operations, cash flows and growth prospects. Alternatively, increasing activity levels and a stable supply of offshore support vessels could support higher utilization and day rates and improved financial performance of the Company’s business.

Certain macro drivers somewhat independent of oil and natural gas prices may support the Company’s business, including: (i) underspending by oil and natural gas producers over the last five to ten years leading to pent up demand for maintenance and growth capital expenditures; (ii) improved extraction technologies; and (iii) the need for offshore wind farm support as the industry grows. While the Company expects that alternative forms of energy will continue to develop and add to the world’s energy mix, especially as certain governments, supranational groups, institutional investors, and various other parties focus on climate change causes and concerns, the Company believes that for the foreseeable future demand for gasoline and oil will be sustained, as will demand for natural gas, particularly in the context of expanded power generation demand worldwide. Some alternative forms of energy such as offshore wind farms support some of the Company’s operations and the Company expects such support to increase to the extent that development of these forms of renewable energy expands.

The Company adheres to a strategy of cold-stacking vessels (removing from active service) during periods of weak utilization in order to reduce the daily running costs of operating the fleet, primarily personnel, repairs and maintenance costs, as well as to defer some drydocking costs into future periods. The Company considers various factors in determining which vessels to cold-stack, including upcoming dates for regulatory vessel inspections and related drydocking requirements. The Company may maintain class certification on certain cold-stacked vessels, thereby incurring some drydocking costs while cold-stacked. Cold-stacked vessels are returned to active service when market conditions improve, or management anticipates improvement, typically leading to increased costs for drydocking, personnel, repair and maintenance in the periods immediately preceding the vessels’ return to active service. Depending on market conditions, vessels with similar characteristics and capabilities may be rotated between active service and cold-stack. On an ongoing basis, the Company reviews its cold-stacked vessels to determine if any should be designated as retired and removed from service based on the vessel’s physical condition, the expected costs to reactivate and restore class certification, if any, and its viability to operate within current and projected market conditions. As of September 30, 2026, none of the Company’s 38 owned vessels were cold-stacked worldwide.

Recent Developments

Strategic Alternatives Review

On July 29, 2026, the Company announced that its Board of Directors (“Board”) is evaluating potential strategic alternatives to maximize shareholder value. During the review process, the Board expects to evaluate a range of strategic alternatives that may include a sale of the Company, merger, other business combinations, sale of assets, or other transactions aimed at maximizing value for shareholders. The Board has retained independent financial advisors to assist in evaluating strategic alternatives. The Board and management team remain fully committed to acting in the best interests of the Company and its stakeholders throughout this evaluation process.

There can be no assurance that the strategic review process will result in any transaction or other strategic outcome. The Company has not established a timetable for completion of the review process and does not intend to disclose developments related to the review unless and until SEACOR Marine executes a definitive agreement with respect thereto, or the Board otherwise determines that further disclosure is appropriate or required.

Modification of 2024 Credit Agreement

On May 20, 2026, SEACOR Marine, as parent guarantor, and SEACOR Marine Foreign Holdings Inc., as borrower and wholly-owned subsidiary of the Company (“SMFH”), entered into a letter agreement (“Letter Agreement”) for the purposes of modifying that certain credit agreement, dated as of November 27, 2024, among the Company, SMFH, certain other wholly-owned subsidiaries of the Company, as subsidiary guarantors, an affiliate of EnTrust Global, as lender, Kroll Agency Services Limited, as facility agent, and Kroll Trustee Services Limited, as security trustee (the “2024 Credit Agreement”).

The Letter Agreement provided for (i) the release to SMFH of $13.7 million (the “Release”) from a restricted escrow account into which vessel sale proceeds are deposited from the sale of vessels that serve as collateral under the 2024 Credit Agreement (the “Escrow Account”) and (ii) the cancellation of the $24.6 million of undrawn commitments available under Tranche B of the 2024 Credit Agreement (“Tranche B”). The Tranche B commitments were exclusively available to make a portion of the payments for the construction of two platform supply vessels (“PSVs”), each with a contract price of $41.0 million per vessel. After giving effect to the Release, the Escrow Account held $41.0 million to be used to fully fund the remaining PSV construction payments without the need for any additional borrowings. The new PSVs are expected to be delivered in the fourth quarter of 2026 and the first quarter of 2027, respectively.

Cost Reduction Measures

During the fourth quarter of 2025, the Company initiated certain cost reduction measures to better align its operating expenses with the current state of the offshore marine industry, in general, and its business, in particular. These measures include a reduction of workforce, reorganization of the management structure and streamlining of operations. For the year ended December 31, 2025, the Company incurred one-time charges totaling $1.2 million related to severance charges arising from a reduction in workforce resulting in a decrease in annualized wages and benefits expenses of at least $3.9 million. Management continues to focus on optimizing the cost structure and regional footprint of the business to help maintain the Company’s competitiveness in the industry, improve its operating leverage and position itself to take advantage of market opportunities. As a result of the cost reduction measures, the Company recognized savings of $2.9 million in wages and benefits expenses for the nine months ended September 30, 2026.

Vessel Sales

On May 20, 2026, the Company completed the sale of one 241.5 foot, DP-2 PSV built in 2009 for total proceeds of $8.0 million for a gain of approximately $7.4 million. Approximately $6.2 million of these sale proceeds were designated to make future payments on the construction of two PSVs and deposited in the Escrow Account.

On May 18, 2026, the Company completed the sale of two liftboats built in 2009 for total proceeds of $16.0 million for a gain of approximately $9.6 million. None of the sales proceeds from these liftboat sales were encumbered by the Company’s 2024 SMFH Credit Facility or required to be used to repay such facility.

On April 21, 2026, the Company completed the sale of one 190 foot, DP-2 fast support vessel (“FSV”) built in 2010 for total proceeds of $7.9 million for a gain of approximately $6.9 million. Approximately $6.2 million of these sale proceeds were designated to make future payments on the construction of two PSVs and deposited in the Escrow Account.

On April 14, 2026, the Company completed the sale of one 201 foot, DP-2 PSV built in 2015 for total proceeds of $14.6 million for a gain of approximately $7.6 million. Approximately $11.4 million of these sale proceeds were designated to make future payments on the construction of two PSVs and deposited in the Escrow Account.

On February 24, 2026, the Company completed the sale of one 201 foot, DP-2 PSV built in 2015 for total proceeds of $14.6 million for a gain of approximately $7.3 million. Approximately $11.3 million of these sale proceeds were designated to make future payments on the construction of two PSVs and deposited in the Escrow Account.

Consolidated Results of Operations

The sections below provide an analysis of the Company’s results of operations for the three and nine months (“Current Year Quarter” and “Current Year Nine Months”) ended September 30, 2026 compared with the three and nine months (“Prior Year Quarter” and “Prior Year Nine Months”) ended September 30, 2025. Except as otherwise noted, there have been no material changes since the end of the Company’s fiscal year ended December 31, 2025, in the Company’s results of operations. For the periods indicated, the Company’s consolidated results of operations were as follows (in thousands, except statistics):


	Three Months Ended September 30,										Nine Months Ended September 30,
	2026					2025					2026					2025
Time Charter Statistics:
Average Rates Per Day	$	21,100				$	19,490				$	19,879				$	19,358
Fleet Utilization		71	%				66	%				66	%				65	%
Fleet Available Days		3,496					4,321					11,028					13,214
Operating Revenues:
Time charter	$	52,163		91	%	$	55,958		95	%	$	143,817		92	%	$	165,564		94	%
Bareboat charter		846		2	%		846		1	%		2,508		2	%		2,392		2	%
Other marine services		4,242		7	%		2,390		4	%		9,838		6	%		7,547		4	%
		57,251		100	%		59,194		100	%		156,163		100	%		175,503		100	%
Costs and Expenses:
Operating:
Personnel		14,915		26	%		17,616		30	%		46,034		29	%		55,122		31	%
Repairs and maintenance		9,409		16	%		14,603		25	%		32,657		21	%		36,771		21	%
Drydocking		337		1	%		2,430		4	%		4,550		3	%		11,442		6	%
Insurance and loss reserves		3,646		6	%		1,948		3	%		8,136		5	%		7,083		4	%
Fuel, lubes and supplies		3,851		7	%		4,465		8	%		12,461		8	%		13,307		8	%
Other		6,159		11	%		6,622		11	%		18,736		12	%		15,380		9	%
		38,317		67	%		47,684		81	%		122,574		78	%		139,105		79	%
Lease expense - operating		337		1	%		280		0	%		853		1	%		942		1	%
Administrative and general		10,034		17	%		11,269		19	%		32,331		21	%		34,753		20	%
Depreciation and amortization		9,954		17	%		12,125		20	%		31,002		20	%		37,025		21	%
		58,642		102	%		71,358		121	%		186,760		120	%		211,825		121	%
(Losses) Gains on Asset Dispositions and Impairments, Net		(4	)	(0	)%		30,230		51	%		38,791		25	%		55,202		31	%
Operating (Loss) Income		(1,395	)	(2	)%		18,066		31	%		8,194		5	%		18,880		11	%
Other Expense, Net		(6,941	)	(12	)%		(4,055	)	(7	)%		(22,989	)	(15	)%		(24,780	)	(14	)%
(Loss) Income Before Income Tax Expense and Equity in Earnings of 50% or Less Owned Companies		(8,336	)	(15	)%		14,011		24	%		(14,795	)	(9	)%		(5,900	)	(3	)%
Income Tax Expense		1,074		2	%		5,410		9	%		7,233		5	%		8,822		5	%
(Loss) Income Before Equity in Earnings of 50% or Less Owned Companies		(9,410	)	(16	)%		8,601		15	%		(22,028	)	(14	)%		(14,722	)	(8	)%
Equity in Earnings (Losses) of 50% or Less Owned Companies		(54	)	(0	)%		393		1	%		52		0	%		1,500		1	%
Net (Loss) Income	$	(9,464	)	(17	)%	$	8,994		15	%	$	(21,976	)	(14	)%	$	(13,222	)	(8	)%

Direct Vessel Profit. Direct vessel profit (defined as operating revenues less operating expenses excluding leased-in equipment, “DVP”) is the Company’s measure of segment profitability. DVP is a critical financial measure used by the Company to analyze and compare the operating performance of its regions, without regard to financing decisions (depreciation and interest expense for owned vessels vs. lease expense for leased-in vessels). See “Note 11. Segment Information” in the unaudited consolidated financial statements included in Part I. Item 1. “Financial Statements” elsewhere in this Quarterly Report on Form 10-Q.

The following tables summarize the operating results and property and equipment for the Company’s reportable segments for the periods indicated (in thousands, except statistics):


	Americas (1)			Africa and Europe			Middle East and Asia			Total
For the Three Months Ended September 30, 2026
Time Charter Statistics:
Average Rates Per Day	$	31,003		$	18,854		$	15,804		$	21,100
Fleet Utilization		70	%		80	%		54	%		71	%
Fleet Available Days		828			1,748			920			3,496
Operating Revenues:
Time charter	$	18,029		$	26,295		$	7,839		$	52,163
Bareboat charter		846			—			—			846
Other marine services		738			1,558			1,946			4,242
		19,613			27,853			9,785			57,251
Direct Costs and Expenses:
Operating:
Personnel		5,457			5,439			4,019			14,915
Repairs and maintenance		2,644			3,657			3,108			9,409
Drydocking		(55	)		11			381			337
Insurance and loss reserves		511			633			2,502			3,646
Fuel, lubes and supplies		1,093			1,410			1,348			3,851
Other		2,241			3,142			776			6,159
		11,891			14,292			12,134			38,317
Direct Vessel Profit (Loss)	$	7,722		$	13,561		$	(2,349	)		18,934
Other Costs and Expenses:
Lease expense	$	213		$	55		$	69			337
Administrative and general											10,034
Depreciation and amortization		2,393			4,490			3,071			9,954
											20,325
Losses on asset dispositions and impairments, net											(4	)
Operating loss										$	(1,395	)

(1)


	Americas (2)			Africa and Europe			Middle East and Asia			Total
For the Nine Months Ended September 30, 2026
Time Charter Statistics:
Average Rates Per Day	$	26,999		$	18,818		$	15,582		$	19,879
Fleet Utilization		51	%		78	%		59	%		66	%
Fleet Available Days		3,132			5,027			2,869			11,028
Operating Revenues:
Time charter	$	43,390		$	74,077		$	26,350		$	143,817
Bareboat charter		2,508			—			—			2,508
Other marine services		2,373			3,176			4,289			9,838
		48,271			77,253			30,639			156,163
Direct Costs and Expenses:
Operating:
Personnel	$	16,786		$	15,944		$	13,304			46,034
Repairs and maintenance		6,540			12,287			13,830			32,657
Drydocking		1,065			741			2,744			4,550
Insurance and loss reserves		1,721			1,467			4,948			8,136
Fuel, lubes and supplies		3,662			5,160			3,639			12,461
Other		6,896			9,488			2,352			18,736
		36,670			45,087			40,817			122,574
Direct Vessel Profit (Loss)	$	11,601		$	32,166		$	(10,178	)		33,589
Other Costs and Expenses:
Lease expense	$	581		$	55		$	217			853
Administrative and general											32,331
Depreciation and amortization		8,727			13,038			9,237			31,002
											64,186
Gains on asset dispositions and impairments, net											38,791
Operating income										$	8,194
As of September 30, 2026
Property and Equipment:
Historical cost	$	180,140		$	323,242		$	244,199		$	747,581
Accumulated depreciation		(84,804	)		(146,470	)		(121,877	)		(353,151	)
	$	95,336		$	176,772		$	122,322		$	394,430
Total Assets (1)	$	117,378		$	225,018		$	195,976		$	538,372

(1)

Total Assets by region does not include corporate assets of $78.1 million as of September 30, 2026.

(2)


	Americas (1)			Africa and Europe			Middle East and Asia			Total
For the Three Months Ended September 30, 2025
Time Charter Statistics:
Average Rates Per Day	$	22,809		$	17,983		$	17,818		$	19,490
Fleet Utilization		59	%		75	%		64	%		66	%
Fleet Available Days		1,561			1,656			1,104			4,321
Operating Revenues:
Time charter	$	20,995		$	22,357		$	12,606		$	55,958
Bareboat charter		846			—			—			846
Other marine services		1,338			733			319			2,390
		23,179			23,090			12,925			59,194
Direct Costs and Expenses:
Operating:
Personnel		8,195			4,465			4,956			17,616
Repairs and maintenance		2,274			6,531			5,798			14,603
Drydocking		1,018			1,413			(1	)		2,430
Insurance and loss reserves		1,011			326			611			1,948
Fuel, lubes and supplies		1,443			1,781			1,241			4,465
Other		1,882			3,573			1,167			6,622
		15,823			18,089			13,772			47,684
Direct Vessel Profit (Loss)	$	7,356		$	5,001		$	(847	)	$	11,510
Other Costs and Expenses:
Lease expense	$	202		$	8		$	70			280
Administrative and general											11,269
Depreciation and amortization		4,592			4,302			3,231			12,125
											23,674
Gains on asset dispositions and impairments, net											30,230
Operating income										$	18,066

(1)


	Americas (2)			Africa and Europe			Middle East and Asia			Total
For the Nine Months Ended September 30, 2025
Time Charter Statistics:
Average Rates Per Day	$	23,444		$	18,158		$	17,056		$	19,358
Fleet Utilization		51	%		74	%		71	%		65	%
Fleet Available Days		4,818			5,034			3,362			13,214
Operating Revenues:
Time charter	$	57,156		$	67,727		$	40,681		$	165,564
Bareboat charter		2,392			—			—			2,392
Other marine services		4,113			2,391			1,043			7,547
		63,661			70,118			41,724			175,503
Direct Costs and Expenses:
Operating:
Personnel		25,565			15,163			14,394			55,122
Repairs and maintenance		7,491			14,639			14,641			36,771
Drydocking		6,844			3,555			1,043			11,442
Insurance and loss reserves		3,109			1,819			2,155			7,083
Fuel, lubes and supplies		4,229			5,675			3,403			13,307
Other		3,571			8,657			3,152			15,380
		50,809			49,508			38,788			139,105
Direct Vessel Profit	$	12,852		$	20,610		$	2,936		$	36,398
Other Costs and Expenses:
Lease expense	$	595		$	122		$	225			942
Administrative and general											34,753
Depreciation and amortization		14,370			12,967			9,688			37,025
											72,720
Gains on asset dispositions and impairments, net											55,202
Operating income										$	18,880
As of September 30, 2025
Property and Equipment:
Historical cost	$	232,368		$	314,843		$	250,170		$	797,381
Accumulated depreciation		(105,670	)		(127,299	)		(111,930	)		(344,899	)
	$	126,698		$	187,544		$	138,240		$	452,482
Total Assets (1)	$	166,128		$	224,620		$	194,700		$	585,448

(1)

Total Assets by region does not include corporate assets of $107.1 million as of September 30, 2025.

(2)

For additional information, the following tables summarize the worldwide operating results and property and equipment for each of the Company’s vessel classes for the periods indicated (in thousands, except statistics):


	AHTS (1)			FSV (2)			PSV (3)			Liftboats			Other activity			Total
For the Three Months Ended September 30, 2026
Time Charter Statistics:
Average Rates Per Day	$	—		$	14,567		$	28,052		$	26,855		$	—		$	21,100
Fleet Utilization		—	%		69	%		81	%		33	%		—	%		71	%
Fleet Available Days		—			1,840			1,380			276			—			3,496
Operating Revenues:
Time charter	$	—		$	18,448		$	31,244		$	2,471		$	—		$	52,163
Bareboat charter		—			—			846			—			—			846
Other marine services		—			1,755			1,449			687			351			4,242
		—			20,203			33,539			3,158			351			57,251
Direct Costs and Expenses:
Operating:
Personnel		—			4,960			8,241			1,723			(9	)		14,915
Repairs and maintenance		—			5,137			2,198			2,062			12			9,409
Drydocking		—			213			(70	)		194			—			337
Insurance and loss reserves		—			682			891			1,932			141			3,646
Fuel, lubes and supplies		—			1,419			1,724			696			12			3,851
Other		—			2,503			3,642			3			11			6,159
		—			14,914			16,626			6,610			167			38,317
Other Costs and Expenses:
Lease expense	$	—		$	—		$	—		$	—		$	337			337
Administrative and general																	10,034
Depreciation and amortization		—			4,729			3,612			1,589			24			9,954
																	20,325
Losses on asset dispositions and impairments, net																	(4	)
Operating loss																$	(1,395	)

(1)

Anchor handling towing supply vessel (“AHTS”).

(2)

Fast support vessel (“FSV”).

(3)

Platform supply vessel (“PSV”).


	AHTS			FSV			PSV			Liftboats			Other activity			Total
For the Nine Months Ended September 30, 2026
Time Charter Statistics:
Average Rates Per Day	$	—		$	14,263		$	27,408		$	20,086		$	—		$	19,879
Fleet Utilization		—	%		72	%		68	%		24	%		—	%		66	%
Fleet Available Days		—			5,542			4,392			1,094			—			11,028
Operating Revenues:
Time charter	$	—		$	57,013		$	81,554		$	5,259		$	(9	)	$	143,817
Bareboat charter		—			—			2,508			—			—			2,508
Other marine services		—			4,045			3,719			1,654			420			9,838
		—			61,058			87,781			6,913			411			156,163
Direct Costs and Expenses:
Operating:
Personnel		—			15,542			23,448			7,029			15			46,034
Repairs and maintenance		—			14,750			7,864			9,950			93			32,657
Drydocking		—			1,687			866			1,997			—			4,550
Insurance and loss reserves		—			2,296			2,242			3,719			(121	)		8,136
Fuel, lubes and supplies		—			4,403			6,215			1,827			16			12,461
Other		—			6,734			11,291			682			29			18,736
		—			45,412			51,926			25,204			32			122,574
Other Costs and Expenses:
Lease expense	$	—		$	—		$	—		$	—		$	853			853
Administrative and general																	32,331
Depreciation and amortization		—			14,692			10,751			5,350			209			31,002
																	64,186
Gains on asset dispositions and impairments, net																	38,791
Operating income																$	8,194
As of September 30, 2026
Property and Equipment:
Historical cost	$	—		$	339,510		$	276,377		$	120,409		$	11,285		$	747,581
Accumulated depreciation		—			(191,220	)		(85,047	)		(65,892	)		(10,992	)		(353,151	)
	$	—		$	148,290		$	191,330		$	54,517		$	293		$	394,430


	AHTS			FSV			PSV			Liftboats			Other activity			Total
For the Three Months Ended September 30, 2025
Time Charter Statistics:
Average Rates Per Day	$	—		$	14,007		$	21,507		$	33,566		$	—		$	19,490
Fleet Utilization		—	%		71	%		65	%		58	%		—	%		66	%
Fleet Available Days		—			1,932			1,748			641			—			4,321
Operating Revenues:
Time charter	$	—		$	19,131		$	24,439		$	12,388		$	—		$	55,958
Bareboat charter		—			—			846			—			—			846
Other marine services		(7	)		566			592			1,128			111			2,390
		(7	)		19,697			25,877			13,516			111			59,194
Direct Costs and Expenses:
Operating:
Personnel		11			4,502			7,882			5,209			12			17,616
Repairs and maintenance		(24	)		6,041			4,618			3,943			25			14,603
Drydocking		—			678			1,113			639			—			2,430
Insurance and loss reserves		—			270			546			1,145			(13	)		1,948
Fuel, lubes and supplies		3			1,480			2,030			951			1			4,465
Other		18			2,889			3,262			407			46			6,622
		8			15,860			19,451			12,294			71			47,684
Other Costs and Expenses:
Lease expense	$	—		$	—		$	—		$	—		$	280			280
Administrative and general																	11,269
Depreciation and amortization		4			4,695			3,968			3,450			8			12,125
																	23,674
Gains on asset dispositions and impairments, net																	30,230
Operating income																$	18,066


	AHTS			FSV			PSV			Liftboats			Other activity			Total
For the Nine Months Ended September 30, 2025
Time Charter Statistics:
Average Rates Per Day	$	—		$	13,758		$	21,117		$	34,601		$	—		$	19,358
Fleet Utilization		—	%		70	%		63	%		56	%		—	%		65	%
Fleet Available Days		—			5,847			5,376			1,991			—			13,214
Operating Revenues:
Time charter	$	(7	)	$	56,061		$	71,165		$	38,345		$	—		$	165,564
Bareboat charter		—			—			2,392			—			—			2,392
Other marine services		(7	)		1,844			1,533			3,585			592			7,547
		(14	)		57,905			75,090			41,930			592			175,503
Direct Costs and Expenses:
Operating:
Personnel		21			13,961			24,800			16,129			211			55,122
Repairs and maintenance		269			12,566			12,366			11,536			34			36,771
Drydocking		—			1,697			5,619			4,126			—			11,442
Insurance and loss reserves		(4	)		1,470			2,083			3,762			(228	)		7,083
Fuel, lubes and supplies		(56	)		4,102			6,482			2,777			2			13,307
Other		26			6,099			7,479			1,692			84			15,380
		256			39,895			58,829			40,022			103			139,105
Other Costs and Expenses:
Lease expense	$	—		$	—		$	—		$	—		$	942			942
Administrative and general																	34,753
Depreciation and amortization		11			14,330			12,044			10,593			47			37,025
																	72,720
Gains on asset dispositions and impairments, net																	55,202
Operating income																$	18,880
As of September 30, 2025
Property and Equipment:
Historical cost	$	948		$	339,897		$	295,814		$	141,850		$	18,872		$	797,381
Accumulated depreciation		(837	)		(173,003	)		(78,326	)		(74,094	)		(18,639	)		(344,899	)
	$	111		$	166,894		$	217,488		$	67,756		$	233		$	452,482

Fleet Counts. The Company’s fleet count as of September 30, 2026 and December 31, 2025 was as follows:


	Owned		Total
September 30, 2026
FSV		20		20
PSV		15		15
Liftboats		3		3
		38		38
December 31, 2025
FSV		21		21
PSV		18		18
Liftboats		5		5
		44		44

Operating Income (Loss)

Americas. For the three and nine months ended September 30, 2026 and 2025 the Company’s time charter statistics and direct vessel profit in the Americas were as follows (in thousands, except statistics):


	For the Three Months Ended September 30,									For the Nine Months Ended September 30,
	2026					2025				2026				2025
Time Charter Statistics:
Rates Per Day Worked:
FSV	$	16,474				$	15,523			$	15,929			$	14,743
PSV		40,264					20,802				36,652				22,331
Liftboats		26,855					31,164				20,086				31,726
Overall		31,003					22,809				26,999				23,444
Utilization:
FSV				63	%			42	%			60	%			41	%
PSV				68	%			70	%			48	%			57	%
Liftboats				100	%			61	%			48	%			51	%
Overall				70	%			59	%			51	%			51	%
Available Days:
FSV		276					460				906				1,365
PSV		460					644				1,678				2,008
Liftboats		92					457				548				1,445
Overall		828					1,561				3,132				4,818
Operating revenues:
Time charter	$	18,029		92	%	$	20,995	91	%	$	43,390	90	%	$	57,156	90	%
Bareboat charter		846		4	%		846	3	%		2,508	5	%		2,392	4	%
Other marine services		738		4	%		1,338	6	%		2,373	5	%		4,113	6	%
		19,613		100	%		23,179	100	%		48,271	100	%		63,661	100	%
Direct operating expenses:
Personnel		5,457		28	%		8,195	35	%		16,786	35	%		25,565	40	%
Repairs and maintenance		2,644		13	%		2,274	10	%		6,540	14	%		7,491	12	%
Drydocking		(55	)	(0	)%		1,018	5	%		1,065	2	%		6,844	11	%
Insurance and loss reserves		511		3	%		1,011	4	%		1,721	3	%		3,109	5	%
Fuel, lubes and supplies		1,093		6	%		1,443	6	%		3,662	8	%		4,229	7	%
Other		2,241		11	%		1,882	8	%		6,896	14	%		3,571	5	%
		11,891		61	%		15,823	68	%		36,670	76	%		50,809	80	%
Direct Vessel Profit	$	7,722		39	%	$	7,356	32	%	$	11,601	24	%	$	12,852	20	%

Current Year Quarter compared with Prior Year Quarter

Operating Revenues. Charter revenues were $3.0 million lower in the Current Year Quarter compared with the Prior Year Quarter. Charter revenues were $9.4 million lower due to the disposition of six vessels subsequent to the Prior Year Quarter. Charter revenues were $5.3 million higher due to the repositioning of two vessels with higher than average day rates into the region partially offset by four vessels repositioned out of the region subsequent to the Prior Year Quarter. Charter revenues were $1.1 million higher for the vessels included in the results of this region in both comparative periods (as applicable to each region, the “Regional Core Fleet”), which consists of seven vessels, due to higher utilization of 67% in the Current Year Quarter compared to 66% in the Prior Year Quarter and higher average day rates of $23,591 in the Current Year Quarter compared to $21,551 in the Prior Year Quarter. Other marine services were $0.6 million lower primarily due to lower catering revenues. As of September 30, 2026, the Company had no vessels cold-stacked in this region compared with one of eight owned vessels (one FSV) as of September 30, 2025.

Direct Operating Expenses. Direct operating expenses were $3.9 million lower in the Current Year Quarter compared with the Prior Year Quarter. Direct operating expenses were $7.9 million lower due to net asset dispositions, $2.8 million higher due to the repositioning of vessels between geographic regions and $1.2 million higher for the Regional Core Fleet primarily due to the timing of drydocking and repair expenditures.

Current Year Nine Months compared with Prior Year Nine Months

Operating Revenues. Charter revenues were $13.7 million lower in the Current Year Nine Months compared with the Prior Year Nine Months. Charter revenues were $24.8 million lower due to the disposition of five vessels subsequent to the Prior Year Nine Months and were $10.7 million higher due to the repositioning of three vessels with higher than average day rates into the region subsequent to the Prior Nine Months partially offset by four vessels repositioned out of the region subsequent to the Prior Year Nine Months. Charter revenues were $0.4 million higher for the Regional Core Fleet, which consists of seven vessels, due to higher utilization of 60% in the Current Year Nine Months compared to 58% in the Prior Year Nine Months offset by lower average day rates of $22,022 in the Current Year Nine Months compared to $22,725 in the Prior Year Nine Months. Other marine services were $1.7 million lower primarily due to lower catering revenues.

Direct Operating Expenses. Direct operating expenses were $14.1 million lower in the Current Year Nine Months compared with the Prior Year Nine Months. Direct operating expenses were $26.4 million lower due to net asset dispositions, $11.5 million higher due to the repositioning of vessels between geographic regions and $0.8 million higher for the Regional Core Fleet primarily due to the timing of drydocking and repair expenditures.

Africa and Europe. For the three and nine months ended September 30, 2026 and 2025 the Company’s time charter statistics and direct vessel profit in Africa and Europe were as follows (in thousands, except statistics):


	For the Three Months Ended September 30,								For the Nine Months Ended September 30,
	2026				2025				2026				2025
Time Charter Statistics:
Rates Per Day Worked:
FSV	$	15,933			$	15,356			$	15,610			$	15,587
PSV		22,559				22,585				23,388				22,744
Overall		18,854				17,983				18,818				18,158
Utilization:
FSV			77	%			86	%			77	%			84	%
PSV			84	%			61	%			80	%			61	%
Overall			80	%			75	%			78	%			74	%
Available Days:
FSV		1,012				920				2,998				2,850
PSV		736				736				2,029				2,184
Overall		1,748				1,656				5,027				5,034
Operating revenues:
Time charter	$	26,295	94	%	$	22,357	97	%	$	74,077	96	%	$	67,727	97	%
Other marine services		1,558	6	%		733	3	%		3,176	4	%		2,391	3	%
		27,853	100	%		23,090	100	%		77,253	100	%		70,118	100	%
Direct operating expenses:
Personnel		5,439	20	%		4,465	19	%		15,944	20	%		15,163	22	%
Repairs and maintenance		3,657	13	%		6,531	28	%		12,287	16	%		14,639	21	%
Drydocking		11	0	%		1,413	6	%		741	1	%		3,555	5	%
Insurance and loss reserves		633	2	%		326	2	%		1,467	2	%		1,819	3	%
Fuel, lubes and supplies		1,410	5	%		1,781	8	%		5,160	7	%		5,675	8	%
Other		3,142	11	%		3,573	15	%		9,488	12	%		8,657	12	%
		14,292	51	%		18,089	78	%		45,087	58	%		49,508	71	%
Direct Vessel Profit	$	13,561	49	%	$	5,001	22	%	$	32,166	42	%	$	20,610	29	%

Current Year Quarter compared with Prior Year Quarter

Operating Revenues. Charter revenues were $3.9 million higher in the Current Year Quarter compared with the Prior Year Quarter. Charter revenues were $5.5 million higher for the Regional Core Fleet, which consists of 15 vessels, primarily due to higher average day rates of $19,283 in the Current Year Quarter compared to $17,310 in the Prior Year Quarter and higher utilization of 88% in the Current Year Quarter compared to 75% in the Prior Year Quarter. Charter revenues were $1.1 million lower due to the disposition of one vessel subsequent to the Prior Year Quarter and $0.5 million lower due to the repositioning of four vessels into the region with lower relative utilization offset by two vessels repositioning out of the region subsequent to the Prior Year Quarter. Other marine services were $0.8 million higher primarily due to higher catering revenues. As of September 30, 2026 and 2025, the Company had no vessels cold-stacked in this region.

Direct Operating Expenses. Direct operating expenses were $3.8 million lower in the Current Year Quarter compared with the Prior Year Quarter. Direct operating expenses were $1.9 million lower for the Regional Core Fleet primarily due to the timing of drydocking and repair expenditures, $1.2 million lower due to net asset dispositions and $0.7 million lower due to the repositioning of vessels between geographic regions.

Current Year Nine Months compared with Prior Year Nine Months

Operating Revenues. Charter revenues were $6.4 million higher in the Current Year Nine Months compared with the Prior Year Nine Months. Charter revenues were $13.2 million higher for the Regional Core Fleet, which consists of 15 vessels, primarily due to higher average day rates of $19,196 in the Current Year Nine Months compared to $17,826 in the Prior Year Nine Months and higher utilization of 88% in the Current Year Nine Months compared to 77% in the Prior Year Nine Months. Charter revenues were $4.5 million lower due to the repositioning of three vessels into the region with lower relative utilization offset by two vessels repositioning out of the region and $2.3 million lower due to net asset dispositions, in each case, subsequent to the Prior Year Nine Months. Other marine services were $0.8 million higher primarily due to higher catering revenues.

Direct Operating Expenses. Direct operating expenses were $4.4 million lower in the Current Year Nine Months compared with the Prior Year Nine Months. Direct operating expenses were $4.5 million lower for the Regional Core Fleet primarily due to the timing of drydocking and repair expenditures, $1.7 million lower due to net asset dispositions and $1.8 million higher due to the repositioning of vessels between geographic regions.

Middle East and Asia. For the three and nine months ended September 30, 2026 and 2025 the Company’s time charter statistics and direct vessel (loss) profit in the Middle East and Asia were as follows (in thousands, except statistics):


	For the Three Months Ended September 30,										For the Nine Months Ended September 30,
	2026					2025					2026					2025
Time Charter Statistics:
Rates Per Day Worked:
FSV	$	10,086				$	10,429				$	10,757				$	9,394
PSV		25,500					20,781					25,717					17,109
Liftboats		—					40,800					—					40,374
Overall		15,804					17,818					15,582					17,056
Utilization:
FSV				57	%				69	%				70	%			69	%
PSV				100	%				64	%				80	%			75	%
Liftboats				—	%				50	%				—	%			67	%
Overall				54	%				64	%				59	%			71	%
Available Days:
FSV		552					552					1,638					1,632
PSV		184					368					685					1,184
Liftboats		184					184					546					546
Overall		920					1,104					2,869					3,362
Operating revenues:
Time charter	$	7,839		80	%	$	12,606		98	%	$	26,350		86	%	$	40,681	98	%
Other marine services		1,946		20	%		319		2	%		4,289		14	%		1,043	2	%
		9,785		100	%		12,925		100	%		30,639		100	%		41,724	100	%
Direct operating expenses:
Personnel		4,019		41	%		4,956		38	%		13,304		43	%		14,394	34	%
Repairs and maintenance		3,108		32	%		5,798		45	%		13,830		45	%		14,641	35	%
Drydocking		381		4	%		(1	)	(0	)%		2,744		9	%		1,043	3	%
Insurance and loss reserves		2,502		25	%		611		5	%		4,948		16	%		2,155	5	%
Fuel, lubes and supplies		1,348		14	%		1,241		10	%		3,639		12	%		3,403	8	%
Other		776		8	%		1,167		9	%		2,352		8	%		3,152	8	%
		12,134		124	%		13,772		107	%		40,817		133	%		38,788	93	%
Direct Vessel (Loss) Profit	$	(2,349	)	(24	)%	$	(847	)	(7	)%	$	(10,178	)	(33	)%	$	2,936	7	%


Delaware		47-2564547
(State or Other Jurisdiction of Incorporation or Organization)		(IRS Employer Identification No.)

12121 Wickchester Lane, Suite 500, Houston, TX		77079
(Address of Principal Executive Offices)		(Zip Code)


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common stock, par value $0.01 per share	SMHI	New York Stock Exchange


Large accelerated filer	☐	Accelerated filer	☒	Non-accelerated filer	☐	Smaller reporting company	☒	Emerging growth company	☐


Part I.	Financial Information		1

	Item 1.	Financial Statements (Unaudited)	1

		Condensed Consolidated Balance Sheets as of September 30, 2026 and December 31, 2025	1

		Condensed Consolidated Statements of Income (Loss) for the Three and Nine Months Ended September 30, 2026 and 2025	2

		Condensed Consolidated Statements of Comprehensive Income (Loss) for the Three and Nine Months Ended September 30, 2026 and 2025	3

		Condensed Consolidated Statements of Changes in Equity for the Three and Nine Months Ended September 30, 2026 and 2025	4

		Condensed Consolidated Statements of Cash Flows for the Nine Months Ended September 30, 2026 and 2025	5

		Notes to Condensed Consolidated Financial Statements	6

	Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	22

	Item 3.	Quantitative and Qualitative Disclosures About Market Risk	44

	Item 4.	Controls and Procedures	44

Part II.	Other Information		45

	Item 1.	Legal Proceedings	45

	Item 1A.	Risk Factors	45

	Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	45

	Item 3.	Defaults Upon Senior Securities	45

	Item 4.	Mine Safety Disclosures	45

	Item 5.	Other Information	45

	Item 6.	Exhibits	46



31.1		Certification by the Principal Executive Officer pursuant to Rule 13a-14(a) and Rule 15d-14(a) of the Securities Exchange Act, as amended.

31.2		Certification by the Principal Financial Officer pursuant to Rule 13a-14(a) and Rule 15d-14(a) of the Securities Exchange Act, as amended.

32.1		Certification by the Principal Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

101.INS		Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.

101.SCH		Inline XBRL Taxonomy Extension Schema With Embedded Linkbase Documents.

104		The cover page for the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2026, has been formatted in Inline XBRL.


☒	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934


☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934


	Actual
Remainder 2026	$	7,500
2027		31,397
2028		31,397
2029		246,106
2030		—
Years subsequent to 2030		—
	$	316,400


			SEACOR Marine Holdings Inc.

Date:	October 28, 2026	By:	/s/ John Gellert
			John Gellert, President, Chief Executive Officer (Principal Executive Officer)

Date:	October 28, 2026	By:	/s/ Jesús Llorca
			Jesús Llorca, Executive Vice President and Chief Financial Officer (Principal Financial Officer)
Date:	October 28, 2026	By:	/s/ Gregory S. Rossmiller
			Gregory S. Rossmiller, Senior Vice President and Chief Accounting Officer (Principal Accounting Officer)