Overview The following discussion should be read in conjunction with the Consolidated Financial Statements included elsewhere in this document. See also Forward-Looking Statements on page 28. RPC, Inc. (“RPC” or “the Company”) provides a broad range of specialized oilfield services primarily to independent and major Oilfield companies engaged in exploration, production and development of oil and gas properties throughout the United States, including the Gulf of America, mid-continent, southwest, Rocky Mountain and Appalachian regions, and in selected international locations. The Company’s revenues and profits are generated by providing equipment and services to customers who operate oil and gas properties and invest capital to drill new wells and enhance production or perform maintenance on existing wells. We continuously monitor factors that impact current and expected customer activity levels, such as the prices of oil and natural gas, changes in pricing for our services and equipment, and utilization of our equipment and personnel. Our financial results are affected by geopolitical factors such as political instability in the petroleum-producing regions of the world, the Iran war and related blockade of the Strait of Hormuz and other oil transportation shipping lanes, the actions of the OPEC oil cartel, overall economic conditions and weather in the United States, the prices of oil and natural gas, other shifting trends in our industry, and our customers’ drilling and production activities. The discussion of our key business and financial strategies set forth under the Overview section in the Company’s annual report on Form 10-K for the fiscal year ended December 31, 2025, is incorporated herein by reference. During the second quarter of 2026, total revenues of $460.9 million increased by $40.1 million or 9.5% compared to the same period in the prior year. Operating income was $14.8 million for the three months ended June 30, 2026, compared to $15.5 million for the same period of 2025. Net income for the three months ended June 30, 2026, was $12.1 million, or $0.05 diluted earnings per share compared to net income of $10.1 million, or $0.05 diluted earnings per share in the same period of 2025. Net cash provided by operating activities decreased to $74.6 million for the six months ended June 30, 2026, compared to $92.9 million for the same period of 2025, primarily due to working capital increases associated with higher activity levels. As of June 30, 2026, there were no outstanding borrowings under our credit facility. How We Evaluate Our Operations ​ We use Earnings Before Interest, Taxes, Depreciation and Amortization (“EBITDA”), Adjusted EBITDA, Adjusted EBITDA margin and Free cash flow, all non-GAAP measures, to evaluate and analyze the operating performance of our businesses. See section titled Non-GAAP financial measures for Adjusted EBITDA, Adjusted EBITDA margin and Free cash flow computations. ​ These measures should not be considered in isolation or as a substitute for performance or liquidity measures prepared in accordance with GAAP. Management believes that presenting these non-GAAP measures, other than free cash flow, enables investors to compare the operating performance of our core business consistently over various time periods, without regard to acquisition related employment costs and changes in our accounting for purchases of wireline cables, and without regard to changes in our capital structure. Management believes that free cash flow, which measures our ability to generate additional cash from our business operations, is an important financial measure for use in evaluating RPC's liquidity. Free cash flow should be considered in addition to, rather than as a substitute for, net cash provided by operating activities as a measure of our liquidity. Additionally, RPC’s definition of free cash flow is limited, in that it does not represent residual cash flows available for discretionary expenditures, due to the fact that the measure does not deduct the payments required for debt service and other contractual obligations or payments made for business acquisitions. Therefore, management believes it is important to view free cash flow as a measure that provides supplemental information to our Condensed Consolidated Statements of Cash Flows. ​ A non-GAAP financial measure is a numerical measure of financial performance, financial position, or cash flows that either 1) excludes amounts, or is subject to adjustments that have the effect of excluding amounts, that are included in the most directly comparable measure calculated and presented in accordance with GAAP in the statement of operations, balance sheet or statement of cash flows, or 2) includes amounts, or is subject to adjustments that have the effect of including amounts, that are excluded from the most directly comparable measure so calculated and presented. ​ 20 Table of Contents RPC, INC. AND SUBSIDIARIES ​ See Non-GAAP Financial Measures below for a reconciliation of EBITDA and Adjusted EBITDA to net income, and Adjusted EBITDA margin to net income margin, the most directly comparable financial measures calculated and presented in accordance with GAAP and a reconciliation of Cash Provided by Operating Activities to Free Cash Flow, the most directly comparable liquidity measure calculated and presented in accordance with GAAP. ​ Results of Operations ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three months ended ​ Six months ended ​ ​ June 30, ​ June 30, ​ ​ ​ ​ 2026 ​ ​ ​ 2025 ​ ​ ​ 2026 ​ ​ ​ 2025 (in thousands, except for percentages) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Revenues by business segment: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Technical ​ $ 438,115 ​ $ 396,754 ​ $ 872,397 ​ $ 708,598 Support ​ ​ 22,754 ​ ​ 24,055 ​ ​ 43,227 ​ ​ 45,088 Total revenue ​ ​ 460,869 ​ ​ 420,809 ​ ​ 915,624 ​ ​ 753,686 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cost of revenues (exclusive of depreciation and amortization shown separately below) ​ ​ 345,718 ​ ​ 317,746 ​ ​ 701,303 ​ ​ 561,641 Selling, general and administrative expenses ​ ​ 51,523 ​ ​ 40,825 ​ ​ 99,730 ​ ​ 83,324 Acquisition related employment costs ​ ​ 7,291 ​ ​ 6,554 ​ ​ 14,583 ​ ​ 6,554 Depreciation and amortization ​ ​ 42,982 ​ ​ 42,347 ​ ​ 85,836 ​ ​ 77,970 Gain on disposition of assets ​ ​ (1,416) ​ ​ (2,199) ​ ​ (3,219) ​ ​ (3,725) Other income, net ​ ​ (929) ​ ​ (1,152) ​ ​ (1,678) ​ ​ (2,037) Interest expense ​ ​ 671 ​ ​ 1,007 ​ ​ 1,501 ​ ​ 1,138 Interest income ​ ​ (1,546) ​ ​ (1,618) ​ ​ (3,316) ​ ​ (5,013) Income tax provision ​ ​ 4,500 ​ ​ 7,151 ​ ​ 7,954 ​ ​ 11,656 Net income ​ $ 12,075 ​ $ 10,148 ​ $ 12,930 ​ $ 22,178 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net income margin ​ ​ 2.6% ​ ​ 2.4% ​ ​ 1.4% ​ ​ 2.9% Net cash provided by operating activities ​ $ 43,434 ​ $ 53,078 ​ $ 74,607 ​ $ 92,943 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Non-GAAP Financial Measures ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ EBITDA ​ $ 58,682 ​ $ 59,035 ​ $ 104,905 ​ $ 107,929 Adjusted EBITDA ​ ​ 65,973 ​ ​ 60,869 ​ ​ 119,488 ​ ​ 109,763 Adjusted EBITDA margin ​ ​ 14.3% ​ ​ 14.5% ​ ​ 13.0% ​ ​ 14.6% Free cash flow ​ $ 4,702 ​ $ 10,025 ​ $ 3,770 ​ $ 17,620 ​ THREE MONTHS ENDED JUNE 30, 2026, COMPARED TO THREE MONTHS ENDED JUNE 30, 2025 Revenues. Revenues of $460.9 million for the three months ended June 30, 2026, increased 9.5% compared to the three months ended June 30, 2025. The increase in revenues was primarily due to increased activities in pressure pumping, downhole tools and coiled tubing, partially offset by a decrease in wireline activity. Management believes the oilfield services completion market continues to be over-supplied and efficiency gains are contributing to excess capacity in the industry. These challenges, although slight improvements were realized during the quarter, have impacted activity levels, asset utilization, and pricing. International revenues represented 2.0% of total revenues in the second quarter of 2026 unchanged compared to 2.0% in the same period of the prior year. We believe that international revenues will continue to be less than 10% of RPC’s consolidated revenues in the foreseeable future. ​ During the second quarter of 2026, the average price of oil was 49.1% higher due to Middle East supply disruptions, while the average price of natural gas was 8.1% lower, compared to the same period in the prior year. The average domestic rig count (Source: Baker Hughes, Inc.) for the three months ended June 30, 2026, was 3.0% lower than in the same period in 2025. The Technical Services segment revenues for the second quarter of 2026 increased by 10.4% compared to the same period of the prior year due primarily to increased activities in pressure pumping, downhole tools and coiled tubing revenues. Support Services segment revenues for the second quarter of 2026 decreased by 5.4% compared to the same period in the prior year, primarily due to job mix. 21 Table of Contents RPC, INC. AND SUBSIDIARIES ​ Technical Services reported operating income of $27.6 million in the second quarter of 2026, an increase of 30.5% compared to the second quarter of 2025. The increase in Technical Services operating income was primarily due to an increase in downhole tools, coiled tubing and pressure pumping activity, partially offset by a decrease in wireline activity. Support Services reported operating income of $2.3 million for the second quarter of 2026, a decrease of 50.6% which was primarily due to job mix. Cost of revenues. Cost of revenues increased 8.8% to $345.7 million for the three months ended June 30, 2026, compared to $317.7 million for the three months ended June 30, 2025, primarily due to increases in expenses consistent with higher activity levels. In accordance with Staff Accounting Bulletin (“SAB”) Topic 11.B, cost of revenues presented on the Consolidated Statements of Operations excludes depreciation and amortization totaling $37.4 million for the second quarter of 2026 compared to $36.6 million for the second quarter of 2025. Selling, general and administrative expenses. Selling, general and administrative expenses increased to $51.5 million for the three months ended June 30, 2026, compared to $40.8 million for the three months ended June 30, 2025, primarily due to an increase in variable expenses consistent with higher activity levels, coupled with an increase in professional and advisory fees. Acquisition related employment costs. Acquisition related employment costs of $7.3 million represent non-cash accounting adjustments for costs related to the Pintail acquisition that are contingent upon continued employment of certain Pintail employees. These costs include the stock consideration and 50% of the Seller Note paid to the seller as part of acquisition of Pintail that is contingent on the seller’s continued employment. Also included are redistribution payments paid by the seller out of closing cash, the reimbursement of which is subject to the seller’s continued employment with RPC. These costs are amortized over a three-year period. Depreciation and amortization. Depreciation and amortization increased 1.5% to $43.0 million for the three months ended June 30, 2026, compared to $42.3 million for the three months ended June 30, 2025. Depreciation and amortization increased due to capital expenditures in the past year. Gain on disposition of assets, net. Gain on disposition of assets, net was $1.4 million for the three months ended June 30, 2026, compared to $2.2 million for the three months ended June 30, 2025. The gain on disposition of assets, net is generally comprised of gains and losses related to various property and equipment dispositions or sales to customers of lost or damaged rental equipment. Other income, net. Other income, net was $929 thousand for the three months ended June 30, 2026, compared to $1.2 million for the same period in the prior year. Interest expense and interest income. Interest expense decreased to $671 thousand for the three months ended June 30, 2026, compared to $1.0 million for the three months ended June 30, 2025. Interest expense decreased primarily due to the $20.0 million principal payment on the Seller Note related to the Pintail acquisition, that was made during the second quarter of 2026. Interest expense includes interest on the Seller Note, facility fees on the unused portion of the credit facility and the amortization of the related loan costs. Interest income decreased to $1.5 million compared to $1.6 million in the prior year due to a slightly lower average cash balance. Income tax provision. Income tax provision was $4.5 million during the three months ended June 30, 2026 compared to $7.2 million tax provision for the same period in the prior year. The effective tax rate was 27.1% for the three months ended June 30, 2026 compared to a 41.3% effective tax rate for the same period in the prior year. The decrease in effective tax rate is primarily due to the smaller impact of permanent adjustments on pretax income. SIX MONTHS ENDED JUNE 30, 2026, COMPARED TO SIX MONTHS ENDED JUNE 30, 2025 Revenues. Revenues of $915.6 million for the six months ended June 30, 2026, increased 21.5% compared to the six months ended June 30, 2025. The increase in revenues was primarily due to a full six months of revenues from Pintail, which was acquired on April 1, 2025, coupled with revenue increases due to increased activity in pressure pumping, downhole tools and coiled tubing. Management believes the oilfield services completion market continues to be over-supplied and efficiency gains are contributing to excess capacity in the industry. These challenges have impacted activity levels, asset utilization, and pricing. International revenues represented 1.7% of total revenues in the first six months of 2026 compared to 2.2% in the same period of the prior year. We believe that international revenues will continue to be less than 10% of RPC’s consolidated revenues in the foreseeable future. ​ During the six months ended June 30, 2026, the average price of oil was 22.3% higher due to Middle East supply disruptions, and the average price of natural gas was 5.6% higher, both compared to the same period in the prior year. The average domestic rig count (Source: Baker Hughes, Inc.) for the six months ended June 30, 2026, was 5.0% lower than in the same period in 2025. 22 Table of Contents RPC, INC. AND SUBSIDIARIES ​ The Technical Services segment revenues for the six months ended June 30, 2026 increased by 23.1% compared to the same period of the prior year due primarily to the acquisition of Pintail, coupled with an increase in pressure pumping, downhole tools and coiled tubing. Support Services segment revenues for the six months ended June 30, 2026 decreased by 4.1% compared to the same period in the prior year, primarily due to job mix. Technical Services reported operating income of $43.5 million during the six months ended June 30, 2026, an increase of 24.0% compared to the prior year. The increase in Technical Services operating income was primarily due to an increase in downhole tools, coiled tubing and pressure pumping activity. Support Services reported operating income of $2.7 million for the six months ended June 30, 2026, a decrease of 63.1% compared to the same period of the prior year. The decrease in Support Services operating income was primarily due to job mix. Cost of revenues. Cost of revenues increased 24.9% to $701.3 million for the six months ended June 30, 2026, compared to $561.6 million for the six months ended June 30, 2025, primarily due to increases in expenses consistent with higher activity levels, coupled with costs from Pintail, which was acquired on April 1, 2025. In accordance with SAB Topic 11.B, cost of revenues presented on the Consolidated Statements of Operations excludes depreciation and amortization totaling $74.6 million for the six months ended June 30, 2026 compared to $69.0 million for the same period in the prior year. Selling, general and administrative expenses. Selling, general and administrative expenses increased to $99.7 million for the six months ended June 30, 2026, compared to $83.3 million for the six months ended June 30, 2025, primarily due to an increase in variable expenses consistent with higher activity levels. Acquisition related employment costs. Acquisition related employment costs of $14.6 million represent non-cash accounting adjustments for costs related to the Pintail acquisition that are contingent upon continued employment of certain Pintail employees. These costs include the stock consideration and 50% of the Seller Note paid to the seller as part of acquisition of Pintail that is contingent on the seller’s continued employment. Also included are redistribution payments paid by the seller out of closing cash, the reimbursement of which is subject to the seller’s continued employment with RPC. These costs are amortized over a three-year period. Depreciation and amortization. Depreciation and amortization increased 10.1% to $85.8 million for the six months ended June 30, 2026, compared to $78.0 million for the six months ended June 30, 2025. Depreciation and amortization increased due to additional fixed assets and intangibles related to the Pintail acquisition, coupled with capital expenditures in the past year. Gain on disposition of assets, net. Gain on disposition of assets, net was $3.2 million for the six months ended June 30, 2026, compared to $3.7 million for the six months ended June 30, 2025. The gain on disposition of assets, net is generally comprised of gains and losses related to various property and equipment dispositions or sales to customers of lost or damaged rental equipment. Other income, net. Other income, net was $1.7 million for the six months ended June 30, 2026, compared to $2.0 million for the same period in the prior year. Interest expense and interest income. Interest expense increased to $1.5 million for the six months ended June 30, 2026, compared to $1.1 million for the six months ended June 30, 2025. Interest expense increased primarily due to interest on the Seller Note issued in conjunction with the Pintail acquisition. Interest expense includes interest on the Seller Note, facility fees on the unused portion of the credit facility and the amortization of related loan costs. Interest income decreased to $3.3 million compared to $5.0 million in the prior year due to a lower average cash balance, primarily due to the funding of the Pintail acquisition during the second quarter of 2025. Income tax provision. Income tax provision was $8.0 million during the six months ended June 30, 2026 compared to $11.7 million for the same period in the prior year. The effective tax rate was 38.1% for the six months ended June 30, 2026 compared to a 34.5% effective tax rate for the same period in the prior year. The increase in effective tax rate is primarily due to the impact of detrimental discrete and permanent adjustments on pretax income. Net income, net income margin and diluted earnings per share. Net income was $12.9 million during the six months ended June 30, 2026, or $0.06 diluted earnings per share, compared to net income of $22.2 million during the six months ended June 30, 2025, or $0.10 diluted earnings per share. Net income margin was 1.4% for the six months ended June 30, 2026, compared to 2.9% for the same period in the prior year. 23 Table of Contents RPC, INC. AND SUBSIDIARIES ​ Adjusted EBITDA and Adjusted EBITDA margin. Adjusted EBITDA was $119.5 million, and Adjusted EBITDA margin was 13.0% for the six months ended June 30, 2026, compared to $109.8 million and 14.6%, respectively, for the same period in the prior year. Cash provided by operating activities and Free cash flow. Cash provided by operating activities was $74.6 million for the six months ended June 30, 2026, compared to $92.9 million for the six months ended June 30, 2025. The decrease in cash provided by operating activities is due primarily to unfavorable changes in working capital, coupled with lower net income. Working capital was a use of cash during the last six months primarily due to higher accounts receivable consistent with higher activity levels. Free cash flow was $3.8 million for the six months ended June 30, 2026, compared to $17.6 million for the six months ended June 30, 2025. Non-GAAP Financial Measures Reconciliation of GAAP and non-GAAP Financial Measures Disclosed herein are non-GAAP financial measures of EBITDA, Adjusted EBITDA, Adjusted EBITDA margin, and Free cash flow. These measures should not be considered in isolation or as a substitute for performance or liquidity measures prepared in accordance with GAAP. ​ A non-GAAP financial measure is a numerical measure of financial performance, financial position, or cash flows that either 1) excludes amounts, or is subject to adjustments that have the effect of excluding amounts, that are included in the most directly comparable measure calculated and presented in accordance with GAAP in the statements of operations, balance sheet or statement of cash flows, or 2) includes amounts, or is subject to adjustments that have the effect of including amounts, that are excluded from the most directly comparable measure so calculated and presented. ​ Set forth below are reconciliations of these non-GAAP measures with their most directly comparable GAAP measures. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three months ended ​ Six months ended ​ ​ June 30, ​ June 30, ​ June 30, ​ June 30, ​ (In thousands) ​ ​ ​ 2026 ​ 2025 ​ 2026 ​ 2025 ​ ​ ​ Reconciliation of Net Income to EBITDA and Adjusted EBITDA ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net income ​ $ 12,075 ​ $ 10,148 ​ $ 12,930 ​ $ 22,178 ​ Adjustments: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Add: Income tax provision ​ 4,500 ​ 7,151 ​ 7,954 ​ 11,656 ​ Add: Interest expense ​ 671 ​ 1,007 ​ 1,501 ​ 1,138 ​ Add: Depreciation and amortization ​ 42,982 ​ 42,347 ​ 85,836 ​ 77,970 ​ Less: Interest income ​ 1,546 ​ 1,618 ​ 3,316 ​ 5,013 ​ EBITDA ​ $ 58,682 ​ $ 59,035 ​ $ 104,905 ​ $ 107,929 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Wireline cable expenses ​ ​ — ​ ​ (4,720) ​ ​ — ​ ​ (4,720) ​ Acquisition related employment costs ​ 7,291 ​ 6,554 ​ 14,583 ​ 6,554 ​ Adjusted EBITDA ​ $ 65,973 ​ $ 60,869 ​ $ 119,488 ​ $ 109,763 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Revenues ​ $ 460,869 ​ $ 420,809 ​ $ 915,624 ​ $ 753,686 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net income margin(1) ​ ​ 2.6% ​ ​ 2.4% ​ ​ 1.4% ​ ​ 2.9% ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Adjusted EBITDA margin(1) ​ ​ 14.3% ​ ​ 14.5% ​ ​ 13.0% ​ ​ 14.6% ​ (1) Net income margin is calculated as net income divided by revenues. Adjusted EBITDA margin is calculated as Adjusted EBITDA divided by revenues. ​ ​ ​ 24 Table of Contents RPC, INC. AND SUBSIDIARIES ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three months ended ​ Six months ended ​ ​ June 30, ​ June 30, ​ June 30, ​ June 30, (In thousands) ​ ​ ​ 2026 ​ ​ ​ 2025 ​ ​ ​ 2026 ​ ​ ​ 2025 Reconciliation of Cash Provided by Operating Activities to Free Cash Flow ​ ​ ​ ​ ​ ​ ​ ​ Net cash provided by operating activities ​ $ 43,434 ​ $ 53,078 ​ $ 74,607 ​ $ 92,943 Capital expenditures ​ ​ (38,732) ​ ​ (43,053) ​ ​ (70,837) ​ ​ (75,323) Free cash flow ​ $ 4,702 ​ $ 10,025 ​ $ 3,770 ​ $ 17,620 ​ Liquidity and Capital Resources Cash Flows The Company’s cash and cash equivalents decreased $30.5 million to $179.5 million as of June 30, 2026, compared to cash and cash equivalents of $210.0 million as of December 31, 2025. The following table sets forth the historical cash flows for the six months ended June 30, 2026, and 2025: ​ ​ ​ ​ ​ ​ ​ ​ ​ Six months ended June 30, ​ ​ ​ ​ 2026 ​ ​ ​ 2025 (In thousands) ​ ​ ​ ​ ​ ​ Net cash provided by operating activities ​ $ 74,607 ​ $ 92,943 Net cash used for investing activities ​ ​ (63,416) ​ ​ (231,483) Net cash used for financing activities ​ $ (41,697) ​ $ (25,322) ​ Cash provided by operating activities for the six months ended June 30, 2026, decreased by $18.3 million compared to the six months ended June 30, 2025, primarily due to unfavorable changes in working capital, coupled with a decrease in net income. Change in working capital was a use of cash of $42.6 million during the six months ended June 30, 2026, compared to a use of cash of $14.8 million in the same period last year. The most significant working capital component change during the six months ended June 30, 2026, was a cash use of $51.0 million in accounts receivable. This amount was coupled with cash use of $13.2 million due to the satisfaction of performance obligations that were associated with a customer cash prepayment, partially offset by a source of cash of $26.9 million in accounts payable due to an increase in activity levels. The changes in the other components of working capital were mainly due to the timing of payments and receipts. Cash used for investing activities for the six months ended June 30, 2026, decreased by $168.1 million compared to the six months ended June 30, 2025, as cash was used to fund the Pintail acquisition during 2025. This was coupled with a decrease in proceeds from sale of assets, partially offset by a decrease in capital expenditures primarily related to the timing of new equipment deliveries. Capital expenditures were $70.8 million for the six months ended June 30, 2026, a decrease compared to $75.3 million for the six months ended June 30, 2025. Cash used for financing activities for the six months ended June 30, 2026, increased by $16.4 million compared to the six months ended June 30, 2025, primarily due to the $20.0 million principal payment on the Seller Note related to the Pintail acquisition, that was made during the second quarter of 2026. Financial Condition and Liquidity The Company’s financial condition remains strong. We believe the liquidity provided by our existing cash and cash equivalents and our overall strong capitalization is sufficient to meet our requirements for at least the next twelve months. Our material cash requirements, including commitments for capital expenditures, as of the end of the latest fiscal period, are set forth below under “Material Cash Requirements.” The Company’s decisions about the amount of cash to be used for investing and financing activities are influenced by our capital position, and the expected amount of cash to be provided by operations. RPC does not expect to utilize our revolving credit facility to meet these liquidity requirements in the near term. Our cash and cash equivalents are held at multiple financial institutions, many of which hold funds in excess of amounts insured by the Federal Deposit Insurance Corporation (“FDIC”). These financial institutions are among the largest in the United States and we believe are a safe place to hold our deposits. 25 Table of Contents RPC, INC. AND SUBSIDIARIES ​ The Company amended its credit agreement during the second quarter of 2026 to, among other things, extend the maturity date for revolving loans from June 22, 2027 to June 30, 2031. The $100.0 million revolving credit facility contains customary terms and conditions, including restrictions on indebtedness, dividend payments, business combinations and other related items, as well as providing for acceleration of amounts due upon the occurrence of certain specified events of default. The revolving credit facility includes a full and unconditional guarantee by the Company's 100% owned domestic subsidiaries whose assets equal substantially all of the consolidated assets of the Company and its subsidiaries. Certain of the Company’s minor subsidiaries are not guarantors. The Credit Agreement’s maturity date is June 30, 2031, and the interest rate is based on Term Secured Overnight Financing Rate (Term SOFR). In addition, the terms of the agreement have a 1.00% per annum floor for Base Rate borrowings and permits the issuance of letters of credit in currencies other than U.S. dollars. As of June 30, 2026, RPC had no outstanding borrowings under the revolving credit facility, and letters of credit outstanding relating to self-insurance programs and contract bids totaled $18.2 million; therefore, a total of $81.8 million of the facility was available. The Company is currently in compliance with the credit facility financial covenants. For additional information with respect to RPC’s facility, see note to the consolidated financial statements titled “Notes Payable.” ​ The Company has a shelf registration statement on Form S-3 filed with the Securities and Exchange Commission (“SEC”) that expires on May 5, 2028, which permits it to offer common stock, preferred stock, warrants, rights, depositary shares, purchase contracts and units containing two or more of the foregoing, in one or more offerings in an aggregate amount of up to $300 million. The Form S-3 is intended to provide us the flexibility to conduct registered sales of our securities, subject to market conditions and our future capital needs. ​ Material Cash Requirements The Company currently expects capital expenditures to be between $170 million and $190 million for 2026. We expect capital expenditures to be directed towards capitalized maintenance of our existing equipment and selected growth opportunities as well as the upgrade to our Enterprise Resource Planning (“ERP”) systems. For the six months ended June 30, 2026, $70.8 million of capital expenditures had been incurred. The Company continues its multi-year systems transformation program to upgrade its ERP systems and has capitalized some costs associated with systems implementation. We plan to continue the systems implementation through a phased approach. As noted above, the Company assumed a Seller Note in connection with the Pintail Acquisition. The Seller Note matures on April 1, 2028, and provides for specified principal payments to be made annually through the third anniversary of the acquisition. The first principal payment of $20 million was made during the second quarter of 2026. Interest on the Seller Note accrues at a variable rate equal to the SOFR for the applicable interest period, plus 2.0% per annum, or where applicable, at a specified default rate. For the second quarter of 2026, interest payments paid on the Seller Note totaled approximately $548 thousand. The Seller Note provides for principal reduction or cancellation upon certain events related to the employment of one of the sellers. As of June 30, 2026 letters of credit outstanding relating to self-insurance programs and contract bids totaled $18.2 million. The Company has ongoing sales and use tax audits in various jurisdictions subject to varying interpretations of statutes. The Company has recorded the exposure from these audits to the extent issues are resolved or are probable and reasonably estimated. These audits involve issues that could result in unfavorable outcomes that cannot be currently estimated. The Company has a stock buyback program with authorization to repurchase up to 49,578,125 shares in the open market. There were no shares repurchased on the open market during the second quarter of 2026, and 12,768,870 shares remained available for repurchase under the current authorization as of June 30, 2026. The Company may repurchase outstanding common shares periodically based on market conditions and our capital allocation strategies. The stock buyback program does not have a predetermined expiration date. On July 28, 2026, the Board of Directors declared a regular quarterly cash dividend of $0.04 per share payable September 10, 2026, to common stockholders of record at the close of business on August 10, 2026. The Company expects to continue to pay cash dividends to common stockholders, subject to industry conditions and RPC’s earnings, financial condition, and other relevant factors. Management expects to fund the foregoing obligations primarily from operating cash flows and existing cash, with the revolving credit facility providing added flexibility if needed. 26 Table of Contents RPC, INC. AND SUBSIDIARIES ​ INFLATION The Company purchases its equipment and materials from suppliers who provide competitive prices and employ skilled workers from competitive labor markets. If inflation in the general economy increases, the Company’s costs for equipment, materials and labor could increase as well. In addition, increases in activity in the domestic oilfield can cause upward wage pressures in the labor markets from which it hires employees, especially if employment in the general economy increases. Also, activity increases can cause supply disruptions and higher costs of certain materials and key equipment components used to provide services to the Company’s customers. In recent years, the price of labor and raw materials has increased. The cost increases have moderated but remain high by historical standards. Additionally, tariffs can impact the absolute cost of materials, equipment and components, as well as contribute to supply chain disruptions and inflationary pressures on domestic suppliers. While the Company has not experienced a material impact from tariffs to date, the future effect of tariffs and other trade-related measures remains uncertain and could result in higher costs, reduced availability of certain materials and equipment, or other operational challenges. OUTLOOK RPC believes current commodity prices remain supportive of drilling and completion activity levels. While recent volatility in oil prices and broader macroeconomic uncertainty could cause customers to delay or modify planned activity, the Company has observed improving pricing trends and activity visibility in certain service lines during recent months. Recent geopolitical events in the Middle East have added new dynamics to the global market where infrastructure and physical supply have been restricted. Depending on the duration of these conflicts, activity outside of the Middle East could benefit. We continue to monitor the supply and demand for our services and the competitive environment, including trends such as increasing customer preferences for more efficient equipment. Increased efficiencies in recent years of oilfield completion services and equipment, particularly in pressure pumping, has inherently contributed to oversupply in the oilfield services market. We believe that competition will remain intense. OFF BALANCE SHEET ARRANGEMENTS The Company does not have any material off balance sheet arrangements. RELATED PARTY TRANSACTIONS During the second quarter, Marine Products Corporation (“Marine Products”) merged with MasterCraft Holdings, Inc. (“MasterCraft”), as previously announced. Following the merger, the group that includes Amy R. Kreisler and Timothy C. Rollins, each of whom is a director of RPC, certain of their family members, and certain companies under their and /or their family members' control continue to hold a controlling interest in the Company and has acquired a material interest in MasterCraft. As part of the merger, RPC entered into a Transition Services Agreement with MasterCraft to provide certain services through the remainder of 2026. In addition, RPC provided certain administrative services to Marine Products pursuant to various agreements that defined the companies’ relationship, which were canceled on the closing date of the merger. Charges from RPC to both MasterCraft and Marine Products totaled $808 thousand for the six months ended June 30, 2026, while the amounts charged to Marine Products for the six months ended June 30, 2025, were $552 thousand. The Company periodically purchases, in the ordinary course of business, products or services from suppliers that are owned by officers or significant stockholders of or affiliated with certain directors of RPC. The total amounts paid to these affiliated parties were $30 thousand for the six months ended June 30, 2026, and $32 thousand for the six months ended June 30, 2025. All of the related party transactions are reviewed and approved by a subcommittee of the Nominating and Corporate Governance Committee consisting of independent members, or in certain instances, by the Audit Committee. A group that includes Amy R. Kreisler and Timothy C. Rollins, each of whom is a director of the Company, certain of their family members, and certain companies under their and/or their family members’ control, controls in excess of fifty percent of the Company’s voting power. Pursuant to the merger of Marine Products and MasterCraft, RPC and Marine Products Group, LLC (a subsidiary of MasterCraft) now own 50% each of a limited liability company, 255 RC LLC, that was created for the joint purchase and ownership of a corporate 27 Table of Contents RPC, INC. AND SUBSIDIARIES ​ aircraft. RPC recorded certain net operating costs comprised of rent and an allocable share of fixed costs of $86 thousand for the six months ended June 30, 2026, compared to $100 thousand for the comparable period in 2025. Pursuant to the registration rights agreement between us and our largest stockholder, LOR, Inc. (LOR) and certain of its affiliates (collectively, the Selling Stockholders) and their permitted transferees, we have filed a shelf registration statement on Form S-3 with the SEC that expires on May 5, 2028. The Form S-3 shelf registration statement registers the resale of up to 127,235,202 shares of our common stock, which represents most of the Company securities held by the Selling Stockholders. In addition, they have the right to require, subject to certain conditions and limitations, certain piggyback registrations with respect to registrations initiated by us. CRITICAL ACCOUNTING POLICIES The discussion of Critical Accounting Policies is incorporated herein by reference from the Company’s annual report on Form 10-K for the fiscal year ended December 31, 2025. There have been no significant changes in the critical accounting policies since year-end. IMPACT OF RECENT ACCOUNTING STANDARDS See Note to the Consolidated Financial Statements titled “Recent Accounting Standards” for a description of recent accounting standards, including the expected dates of adoption and estimated effects on results of operations and financial condition. SEASONALITY Oil and natural gas prices affect demand throughout the oil and natural gas industry, including the demand for the Company’s products and services. The Company’s business depends in large part on the economic conditions of the oil and gas industry, and specifically on the capital expenditures of its customers related to the exploration and production of oil and natural gas. There is a positive correlation between these expenditures and customers’ demand for the Company’s services. As such, when these expenditures fluctuate, customers’ demand for the Company’s services fluctuates as well. These fluctuations depend on the current and projected prices of oil and natural gas and resulting drilling activity and are not seasonal to any material degree. FORWARD-LOOKING STATEMENTS Certain statements made in this report that are not historical facts are “forward-looking statements” under the Private Securities Litigation Reform Act of 1995. The words “may,” “will,” “expect,” “believe,” “anticipate,” “project,” “estimate,” “focus,” “plan,” and similar expressions generally identify forward-looking statements. Such forward-looking statements may include, without limitation, statements that relate to our business strategy, plans and objectives, and our beliefs and expectations regarding future demand for our equipment and services, trends in the industry, and other events and conditions that may influence the oilfield services market and our performance in the future. Forward-looking statements made elsewhere in this report also include, without limitation, statements regarding: our belief that operating results for the three and six months ended June 30, 2026 are not necessarily indicative of the results to be expected for the year ending December 31, 2026, estimated future amortization expense, the impact of ongoing sales and use tax audits in various jurisdictions, the outcome of lawsuits, legal proceedings, claims and audits, interest rate risk, the impact on our financial results of geopolitical factors such as political instability in the petroleum-producing regions of the world, the actions of the OPEC oil cartel, overall economic conditions and weather in the United States, the prices of oil and natural gas, other shifting trends in our industry, and our customers’ drilling and production activities, the impact of global conflicts including the conflict involving Iran and the blockade of the Strait of Hormuz and other oil transportation shipping lanes, the timing and amount of repurchases of shares of the Company’s common stock, that we continuously monitor factors that impact current and expected customer activity levels, such as the prices of oil and natural gas, changes in pricing for our services and equipment, and utilization of our equipment and personnel, our belief that international revenues will continue to be less than 10% of RPC’s consolidated revenues in the foreseeable future, that the Company currently expects capital expenditures to be between $170 million and $190 million in 2026 and that we expect capital expenditures to be directed towards capitalized maintenance of our existing equipment and selected growth opportunities as well as the upgrade to our ERP and supply chain systems, our plan to continue the ERP implementation through a phased approach, that we expect to continue to pay cash dividends to common stockholders, subject to industry conditions and RPC’s earnings, financial condition, and other relevant factors, our expectation to fund obligations primarily from operating cash flows and existing cash, with the revolving credit facility providing added flexibility if needed, that our financial condition remains strong, exposure to market risk and expectations regarding its impact, our belief that competition will remain intense, that current commodity prices remain supportive of drilling and completion activity levels, that while recent volatility in oil prices and broader macroeconomic uncertainty could cause customers to delay or modify planned activity, the Company has observed improving pricing trends and activity visibility in certain service lines during recent months, that recent geopolitical events in the Middle East have 28 Table of Contents RPC, INC. AND SUBSIDIARIES ​ added new dynamics to the global market where infrastructure and physical supply have been restricted, and depending on the duration of the conflict’s impacts, activity outside of the Middle East could benefit, and expectations regarding changes in internal controls. ​ Such forward-looking statements are based on certain assumptions and analyses made by our management in light of its experience and its perception of historical trends, current conditions, expected future developments and other factors it believes to be appropriate. These statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of RPC to be materially different from any future results, performance or achievements expressed or implied in such forward-looking statements. Risk factors that could cause such future events not to occur as expected include the following: the volatility of oil and natural gas prices; our concentration of customers in the energy industry and periodic downturns; our business depends on capital spending by our customers, many of whom rely on outside financing to fund their operations; dependence on our key personnel; our ability to identify or complete acquisitions; our ability to attract and retain skilled workers; some of our equipment and several types of materials used in providing our services are available from a limited number of suppliers; whether outside financing is available or favorable to us; increasing expectations from customers, investors and other stakeholders regarding our environmental, social and governance practices; our compliance with regulations and environmental laws; possible declines in the price of oil and natural gas, which tend to result in a decrease in drilling activity and therefore a decline in the demand for our services; the ultimate impact of current and potential political unrest and armed conflict in the oil producing regions of the world, including the current conflict involving Israel and the Gaza Strip, which could impact drilling activity; adverse weather conditions in oil or gas producing regions, including the Gulf of America; competition in the oil and gas industry, especially in pressure pumping, and adverse impacts from the industry being over-supplied; limits to the Company’s ability to implement price increases; the potential impact of possible future regulations on hydraulic fracturing on our business; risks of international operations; reliance on large customers; our operations rely on digital systems and processes that are subject to cyber-attacks or other threats; and our cash and cash equivalents are held primarily at a single financial institution, the potential for tariffs to increase our costs of materials and reduce our profitability, and capital expenditures are determined based on current expectations for our business, as a result, the occurrence of any of the foregoing or changes in our business model or expectations may cause us to materially increase or decrease our capital spending plans. Additional discussion of factors that could cause actual results to differ from management’s projections, forecasts, estimates and expectations is contained in the Annual Report on Form 10-K for the fiscal year ended December 31, 2025, at Item 1A. Risk Factor, and in this Quarterly Report on Form 10-Q. Except as required by law, the Company undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. ​