10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

Form 10-Q

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

For the quarterly period ended March 31, 2026

or

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

For the transition period from _______________ to ________________

Commission File Number 001-38066

SELECT WATER SOLUTIONS, INC.

(Exact name of registrant as specified in its charter)

Delaware	81-4561945
(State of incorporation)	(IRS Employer Identification Number)
1820 North I-35 Gainesville, TX	76240
(Address of principal executive offices)	(Zip Code)

(940) 668-1818

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol	Name of each exchange on which registered
Class A common stock, par value $0.01 per share	WTTR	New York Stock Exchange NYSE Texas, Inc.

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days.   Yes  ☑    No  ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).   Yes  ☑    No  ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

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

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 7(a)(2)(B) of the Securities Act. ☐

Indicate by check mark whether the registrant is a shell company.   Yes  ☐    No  ☑

As of May 4, 2026, the registrant had 124,353,951 shares of Class A common stock and 13,790,861 shares of Class B common stock outstanding.

SELECT WATER SOLUTIONS, INC.

TABLE OF CONTENTS

		Page
PART I—FINANCIAL INFORMATION
Item 1.	Financial Statements (Unaudited)	7
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	35
Item 3.	Quantitative and Qualitative Disclosures about Market Risk	52
Item 4.	Controls and Procedures	53
PART II—OTHER INFORMATION
Item 1.	Legal Proceedings	53
Item 1A.	Risk Factors	54
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	55
Item 3.	Defaults Upon Senior Securities	55
Item 4.	Mine Safety Disclosures	55
Item 5.	Other Information	55
Item 6.	Exhibits	56

2

GLOSSARY OF CERTAIN TERMS

The terms and abbreviations defined in this section are used throughout this quarterly report.

AMI. Areas of Mutual Interest

ARO. Asset Retirement Obligation

ASC. Accounting Standards Codification

ASU. Accounting Standards Update

AV Farms. AV Farms, LP

C&A. C&A Rollover Company, LLC

CODM. Chief Operating Decision Maker

E&P. Exploration and Production

EBITDA. Earnings before Interest, Taxes, Depreciation and Amortization

FASB. Financial Accounting Standards Board

FCF. Free Cash Flow

GAAP. Generally Accepted Accounting Principles

Geneses. Geneses Water, L.P.

IRA 2022. Inflation Reduction Act of 2022

LNG. Liquified Natural Gas

LPA. Limited Partnership Agreement

MidCon. Midcontinent

MSA. Master Services Agreement

MVC. Minimum Volume Commitment

NOLs. Net Operating Losses

OBBBA. One Big Beautiful Bill Act of 2025

OPEC/OPEC+. Organization of the Petroleum Exporting Countries (+ allies)

PSU. Performance Share Unit

ROA. Return on assets

ROC. Remote Operations Center

ROFR. Right of First Refusal

SEC. Securities and Exchange Commission

Select LLC. Select Water Solutions, LLC

SES Holdings. Select Energy Services Holdings, LLC

SES Holdings LLC Agreement. The Eighth Amended and Restated Limited Liability Company Agreement of SES Holdings

SES Holdings LLC Units. Common units in SES Holdings

Select Inc. Select Water Solutions, Inc.

SOFR. Secured Overnight Financing Rate

SWD. Saltwater Disposal Well

SWR. Select Water Reuse, LLC

The Exchange Act. Securities Exchange Act of 1934, as amended

The Securities Act. Securities Act of 1933, as amended

TRAs. Tax Receivable Agreements

TSR. Total Shareholder Return

U.S. United States of America

VIE. Variable Interest Entity

WTI. West Texas Intermediate

3

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

This Quarterly Report on Form 10-Q (the “Quarterly Report”) includes “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). All statements, other than statements of historical fact, included in this Quarterly Report regarding our strategy, future operations, financial position, estimated revenues and losses, projected costs, prospects, plans and objectives of management are forward-looking statements. When used in this Quarterly Report, the words “could,” “believe,” “anticipate,” “intend,” “estimate,” “expect,” “project,” “preliminary,” “forecast,” and similar expressions or variations are intended to identify forward-looking statements, although not all forward-looking statements contain such identifying words. These forward-looking statements are based on our current expectations and assumptions about future events and are based on currently available information as to the outcome and timing of future events. When considering forward-looking statements, you should keep in mind the risk factors and other cautionary statements described under the heading “Risk Factors” included in our most recent Annual Report on Form 10-K, in this Quarterly Report and those set forth from time to time in our other filings with the Securities and Exchange Commission (the “SEC”). These forward-looking statements are based on management’s current belief, based on currently available information, as to the outcome and timing of future events.

Important factors that could cause actual results to differ materially from those in the forward-looking statements include, but are not limited to, those summarized below:

● global economic distress, including that resulting from the sustained Russia-Ukraine war and related economic sanctions, instability and continued hostilities in the Middle East, including military conflict involving Iran, instability in Venezuela, economic uncertainty as a result of changing trade policies, disruptions in global oil and gas markets and inflation and high interest rates, each of which may decrease demand for oil and natural gas or contribute to volatility in the prices for oil and natural gas, which may decrease demand for our services;

● actions taken by the members of the Organization of the Petroleum Exporting Countries (“OPEC”) and Russia (together with OPEC and other allied producing countries, “OPEC+”) with respect to oil production levels and announcements of potential changes in such levels, including the ability of the OPEC+ countries to agree on and comply with announced supply limitations, which may be exacerbated by military conflict in the Middle East involving Iran and the resumption of sales of previously sanctioned oil from Venezuela and Russia;

● impacts related to changing United States (“U.S.”) and foreign trade policies, including increased trade restrictions or tariffs, the impact of changes in diplomatic and trade relations, and the results of countermeasures and any tariff mitigation initiatives;

● changes in global political or economic conditions, generally, and in the markets we serve, including the rate of inflation and potential economic recession;

● changes in safety, health, environmental and other governmental policy and regulation;

● the enactment or promulgation of new laws or regulations or changes or modifications in existing laws, regulations, rules or governmental policies with respect to taxation;

● the level of capital spending and access to capital markets by oil and gas companies in response to changes in commodity prices or reduced demand;

● the impact of central bank policy actions and disruptions in the bank and capital markets;

4

● the potential deterioration of our customers’ financial condition, including defaults resulting from actual or potential insolvencies;

● the degree to which consolidation among our customers may affect spending on U.S. drilling and completions, including the recent consolidation in the Permian Basin;

● trends and volatility in oil and gas prices, and our ability to manage through such volatility;

● the impact of current and future laws, rulings, governmental regulations and policies, including those related to accessing water, disposing of wastewater, transferring produced water, interstate freshwater and produced water transfer, chemicals, carbon pricing, pipeline construction, emissions, hydraulic fracturing, leasing, permitting or drilling on federal lands and various other environmental matters;

● the ability to source certain raw materials and other critical components or manufactured products globally on a timely basis from economically advantaged sources, including any delays and/or supply chain disruptions;

● regional impacts to our business, including our key infrastructure assets within the Permian Basin, the Bakken, and the Haynesville regions;

● capacity constraints on regional oil, natural gas and water gathering, processing and pipeline systems that result in a slowdown or delay in drilling and completion activity, and thus a decrease in the demand for our services in our core markets;

● the impact of regulatory and related policy actions by federal, state and/or local governments, such as the Inflation Reduction Act of 2022 (“IRA 2022”), which may negatively impact the future production of oil and gas in the U.S., thereby reducing demand for our services;

● our ability to hire and retain key management and employees, including skilled labor;

● our access to capital to fund expansions, acquisitions and our working capital needs and our ability to obtain debt or equity financing on satisfactory terms, or at all;

● our health, safety and environmental performance;

● the impact of competition on our operations;

● the degree to which our Exploration and Production (“E&P”) customers may elect to operate their water-management services in-house rather than source these services from companies like us;

● our level of indebtedness and our ability to comply with covenants contained in our Sustainability-Linked Credit Facility (as defined herein) or future debt instruments;

● delays or restrictions in obtaining permits by us or our customers;

● constraints in supply or availability of equipment used in our business;

● the impact of advances or changes in well-completion technologies or practices that result in reduced demand for our services, either on a volumetric or time basis;

5

● acts of terrorism, war or political or civil unrest in the U.S. or elsewhere, such as the Russia-Ukraine war, the instability and continued hostilities in the Middle East, including military conflict involving Iran and any potential conflict with Venezuela;

● information technology failures or cyberattacks;

● accidents, weather, natural disasters or other events affecting our business; and

● the other risks identified in our most recent Annual Report on Form 10-K and under the headings “Part I—Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Part II—Item 1A. Risk Factors” in this Quarterly Report.

These factors are not necessarily all of the important factors that could cause actual results to differ materially from those expressed in any of our forward-looking statements. Other unknown or unpredictable factors also could have material adverse effects on our future results. Our future results will depend upon various other risks and uncertainties, including those described under the heading “Part I―Item 1A. Risk Factors” in our most recent Annual Report on Form 10-K and under the heading “Part II―Item 1A. Risk Factors” in this Quarterly Report. Readers are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date hereof. We undertake no obligation to update or revise any forward-looking statements after the date they are made, whether as a result of new information, future events or otherwise. All forward-looking statements attributable to us are qualified in their entirety by this cautionary note.

6

PART I – FINANCIAL INFORMATION

Item 1. Financial Statements

SELECT WATER SOLUTIONS, INC.

CONSOLIDATED BALANCE SHEETS

(in thousands, except share data)

	March 31, 2026		December 31, 2025
	(unaudited)
Assets
Current assets
Cash and cash equivalents	$	55,970	$	18,084
Accounts receivable trade, net of allowance for credit losses of $5,357 and $4,801, respectively		317,748		263,965
Accounts receivable, related parties		22		63
Inventories		37,313		34,278
Prepaid expenses and other current assets		33,357		37,996
Total current assets		444,410		354,386
Property and equipment		1,672,966		1,629,406
Accumulated depreciation		(736,935)		(717,223)
Total property and equipment, net		936,031		912,183
Right-of-use assets, net		32,195		28,708
Goodwill		48,485		48,485
Other intangible assets, net		101,999		106,204
Deferred tax assets, net		48,337		48,881
Investments in unconsolidated entities		77,709		78,234
Other long-term assets		17,709		18,531
Total assets	$	1,706,875	$	1,595,612
Liabilities and Equity
Current liabilities
Accounts payable	$	55,065	$	49,682
Accrued accounts payable		36,846		46,275
Accounts payable and accrued expenses, related parties		3,583		3,634
Accrued salaries and benefits		15,772		17,702
Accrued insurance		18,722		22,272
Sales tax payable		3,142		2,435
Accrued expenses and other current liabilities		36,573		37,549
Current operating lease liabilities		14,343		14,247
Current portion of long-term debt		46,875		31,250
Current portion of finance lease obligations		655		650
Total current liabilities		231,576		225,696
Long-term tax receivable agreements liabilities		43,421		43,421
Long-term operating lease liabilities		23,724		21,533
Long-term debt, net		199,645		285,043
Other long-term liabilities		88,876		92,852
Total liabilities		587,242		668,545
Commitments and contingencies (Note 9)
Class A common stock, $0.01 par value; 350,000,000 shares authorized and 121,847,518 and 104,884,902 shares issued and outstanding as of March 31, 2026 and December 31, 2025, respectively		1,218		1,049
Class B common stock, $0.01 par value; 150,000,000 shares authorized and 16,221,101 shares issued and outstanding as of March 31, 2026 and December 31, 2025		162		162
Preferred stock, $0.01 par value; 50,000,000 shares authorized; no shares issued and outstanding as of March 31, 2026 and December 31, 2025		—		—
Additional paid-in capital		1,166,419		989,329
Accumulated deficit		(176,318)		(184,924)
Total stockholders’ equity		991,481		805,616
Noncontrolling interests		128,152		121,451
Total equity		1,119,633		927,067
Total liabilities and equity	$	1,706,875	$	1,595,612

The accompanying notes to consolidated financial statements are an integral part of these financial statements.

7

SELECT WATER SOLUTIONS, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

(unaudited)

(in thousands, except share and per share data)

	Three months ended March 31,
	2026		2025
Revenue
Water Infrastructure	$	96,736	$	72,391
Water Services		191,231		225,648
Chemical Technologies		77,991		76,345
Total revenue		365,958		374,384
Costs of revenue
Water Infrastructure		42,352		33,493
Water Services		149,454		181,718
Chemical Technologies		63,130		64,728
Depreciation, amortization and accretion		45,742		38,675
Total costs of revenue		300,678		318,614
Gross profit		65,280		55,770
Operating expenses
Selling, general and administrative		40,551		37,432
Depreciation and amortization		1,121		925
Impairments and abandonments		5,708		1,148
Lease abandonment costs		(68)		724
Total operating expenses		47,312		40,229
Income from operations		17,968		15,541
Other income (expense)
Gain on sales of property and equipment and divestitures, net		405		1,365
Interest expense, net		(5,907)		(4,876)
Other		(311)		329
Income before income tax expense and equity in (losses) earnings of unconsolidated entities		12,155		12,359
Income tax expense		(2,433)		(2,894)
Equity in (losses) earnings of unconsolidated entities		(290)		95
Net income		9,432		9,560
Less: net income attributable to noncontrolling interests		(826)		(1,321)
Net income attributable to Select Water Solutions, Inc.	$	8,606	$	8,239
Net income per share attributable to common stockholders (Note 15):
Class A—Basic	$	0.08	$	0.08
Class B—Basic	$	—	$	—
Net income per share attributable to common stockholders (Note 15):
Class A—Diluted	$	0.08	$	0.08
Class B—Diluted	$	—	$	—

The accompanying notes to consolidated financial statements are an integral part of these financial statements.

8

SELECT WATER SOLUTIONS, INC.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(unaudited)

(in thousands)

	Three months ended March 31,
	2026		2025
Net income	$	9,432	$	9,560
Comprehensive income		9,432		9,560
Less: comprehensive income attributable to noncontrolling interests		(826)		(1,321)
Comprehensive income attributable to Select Water Solutions, Inc.	$	8,606	$	8,239

The accompanying notes to consolidated financial statements are an integral part of these financial statements.

9

SELECT WATER SOLUTIONS, INC.

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

For the three months ended March 31, 2026 and 2025 (unaudited)

(in thousands, except share data)

	Class A			Class B
	Stockholders			Stockholders
		Class A			Class B		Additional				Total
		Common			Common		Paid-In		Accumulated		Stockholders’		Noncontrolling
	Shares	Stock		Shares	Stock		Capital		Deficit		Equity		Interests		Total
Balance as of December 31, 2025	104,884,902	$	1,049	16,221,101	$	162	$	989,329	$	(184,924)	$	805,616	$	121,451	$	927,067
Issuance of shares for underwritten offering	15,784,315		157	—		—		184,961		—		185,118		8,289		193,407
Equity-based compensation	—		—	—		—		5,119		—		5,119		706		5,825
Issuance of restricted shares	864,675		9	—		—		778		—		787		(787)		—
Cashless exercise of options	68,611		—	—		—		598		—		598		—		598
Repurchase of common stock	(601,250)		(6)	—		—		(7,536)		—		(7,542)		(674)		(8,216)
Restricted shares forfeited	(6,636)		—	—		—		(6)		—		(6)		6		—
Performance shares vested	852,901		9	—		—		521		—		530		(530)		—
Dividend and distribution declared:
Class A common stock ($0.07 per share)	—		—	—		—		(7,185)		—		(7,185)		—		(7,185)
Unvested restricted stock ($0.07 per share)	—		—	—		—		(160)		—		(160)		—		(160)
Class B common stock ($0.07 per share)	—		—	—		—		—		—		—		(1,135)		(1,135)
Net income	—		—	—		—		—		8,606		8,606		826		9,432
Balance as of March 31, 2026	121,847,518	$	1,218	16,221,101	$	162	$	1,166,419	$	(176,318)	$	991,481	$	128,152	$	1,119,633

	Class A			Class B
	Stockholders			Stockholders
		Class A			Class B		Additional				Total
		Common			Common		Paid-In		Accumulated		Stockholders’		Noncontrolling
	Shares	Stock		Shares	Stock		Capital		Deficit		Equity		Interests		Total
Balance as of December 31, 2024	103,069,732	$	1,031	16,221,101	$	162	$	998,474	$	(206,147)	$	793,520	$	122,014	$	915,534
Equity-based compensation	—		—	—		—		3,009		—		3,009		472		3,481
Issuance of restricted shares	740,084		7	—		—		761		—		768		(768)		—
Cashless exercise of options	24,943		—	—		—		216		—		216		—		216
Repurchase of common stock	(544,287)		(5)	—		—		(5,860)		—		(5,865)		(502)		(6,367)
Performance shares vested	594,295		6	—		—		400		—		406		(406)		—
Contributions from noncontrolling interests	—		—	—		—		—		—		—		2,875		2,875
Dividend and distribution declared:
Class A common stock ($0.07 per share)	—		—	—		—		(7,029)		—		(7,029)		—		(7,029)
Unvested restricted stock ($0.07 per share)	—		—	—		—		(186)		—		(186)		—		(186)
Class B common stock ($0.07 per share)	—		—	—		—				—		—		(1,135)		(1,135)
Net income	—		—	—		—		—		8,239		8,239		1,321		9,560
Balance as of March 31, 2025	103,884,767	$	1,039	16,221,101	$	162	$	989,785	$	(197,908)	$	793,078	$	123,871	$	916,949

The accompanying notes to consolidated financial statements are an integral part of these financial statements.

10

SELECT WATER SOLUTIONS, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(unaudited)

(in thousands)

	Three months ended March 31,
	2026		2025
Cash flows from operating activities
Net income	$	9,432	$	9,560
Adjustments to reconcile net income to net cash provided by (used in) operating activities
Depreciation, amortization and accretion		46,863		39,600
Deferred tax expense		2,394		2,486
Gain on disposal of property and equipment and divestitures		(405)		(1,365)
Equity in losses (earnings) of unconsolidated entities		290		(95)
Credit loss expense		737		514
Amortization and write off of debt issuance costs		413		998
Inventory adjustments		98		(40)
Equity-based compensation		5,825		3,481
Impairments and abandonments		5,708		1,148
Other operating items, net		598		487
Changes in operating assets and liabilities
Accounts receivable		(54,479)		(57,117)
Prepaid expenses and other assets		2,100		(8,666)
Accounts payable and accrued liabilities		(9,332)		3,948
Net cash provided by (used in) operating activities		10,242		(5,061)
Cash flows from investing activities
Purchase of property and equipment		(78,377)		(48,427)
Purchase of equity-method investment		—		(72,059)
Acquisitions, net of cash received		(210)		(13,980)
Proceeds received from sales of property and equipment		1,056		1,944
Net cash used in investing activities		(77,531)		(132,522)
Cash flows from financing activities
Borrowings from revolving line of credit		43,500		40,000
Payments on revolving line of credit		(113,500)		(125,000)
Borrowings from long-term debt		—		250,000
Payments of finance lease obligations		(158)		(89)
Payment of debt issuance costs		—		(7,352)
Net proceeds from underwritten offering		191,705		—
Dividends and distributions paid		(8,752)		(8,567)
Payments under tax receivable agreements		—		(77)
Contributions from noncontrolling interests		—		2,875
Repurchase of common stock		(7,618)		(6,291)
Net cash provided by financing activities		105,177		145,499
Effect of exchange rate changes on cash		(2)		(2)
Net increase in cash and cash equivalents		37,886		7,914
Cash and cash equivalents, beginning of period		18,084		19,978
Cash and cash equivalents, end of period	$	55,970	$	27,892
Supplemental cash flow disclosure:
Cash paid for interest	$	6,469	$	4,723
Cash (refunds) paid for income taxes, net	$	(24)	$	11
Supplemental disclosure of noncash investing activities:
Capital expenditures included in accounts payable and accrued liabilities	$	23,308	$	62,370

The accompanying notes to consolidated financial statements are an integral part of these financial statements.

11

SELECT WATER SOLUTIONS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

NOTE 1—BUSINESS AND BASIS OF PRESENTATION

Description of the business: Select Water Solutions, Inc. (“we,” “Select Inc.,” “Select” or the “Company”), formerly Select Energy Services, Inc., was incorporated as a Delaware corporation on November 21, 2016. On May 8, 2023, Select Energy Services, Inc.’s Fifth Amended and Restated Certificate of Incorporation became effective upon filing with the Secretary of State of the State of Delaware which, among other things, changed the name of the Company from Select Energy Services, Inc. to Select Water Solutions, Inc. to reflect its strategic focus as a water-focused company. We retained our stock ticker “WTTR” trading on the New York Stock Exchange and NYSE Texas, Inc. The Company is a holding company whose sole material asset consists of common units (“SES Holdings LLC Units”) in SES Holdings, LLC (“SES Holdings”).

We are a leading provider of sustainable water-management solutions to the energy industry in the United States (“U.S.”). As a leader in the water solutions industry, we place the utmost importance on safe, environmentally responsible management of oilfield water throughout the lifecycle of a well. Additionally, we believe that responsibly managing water resources through our operations to help conserve and protect the environment in the communities in which we operate is paramount to our continued success.

Common Stock Offering:  In February 2026, the Company completed an underwritten public offering of 15,784,315 shares of Class A common stock at a public offering price of $12.75 per share, consisting of 13,725,491 shares issued in the base offering and 2,058,824 shares issued upon the full exercise of the underwriters’ overallotment option. The offering generated aggregate gross proceeds of approximately $201.3 million and net proceeds of approximately $192.2 million, after underwriting discounts and commissions and before other offering expenses. In connection with the offering, Select Inc. contributed the net proceeds of the offering to SES Holdings in exchange for a number of common units of SES Holdings equal to the number of shares of Class A common stock issued in the underwritten public offering.

Class A and Class B common stock:  As of March 31, 2026, the Company had both Class A and Class B common shares issued and outstanding. Holders of shares of our Class A common stock, par value $0.01 per share (“Class A common stock”) and Class B common stock, par value $0.01 per share (“Class B common stock”) are entitled to one vote per share and vote together as a single class on all matters presented to our stockholders for their vote or approval.

Exchange rights: Under the Eighth Amended and Restated Limited Liability Company Agreement of SES Holdings (the “SES Holdings LLC Agreement”), SES Legacy Holdings LLC (“Legacy Owner Holdco”) and its permitted transferees have the right (an “Exchange Right”) to cause SES Holdings to acquire all or a portion of its SES Holdings LLC Units for, at SES Holdings’ election, (i) shares of Class A common stock at an exchange ratio of one share of Class A common stock for each SES Holdings LLC Unit exchanged, subject to conversion rate adjustments for stock splits, stock dividends, reclassification and other similar transactions or (ii) cash in an amount equal to the Cash Election Value (as defined within the SES Holdings LLC Agreement) of such Class A common stock. Alternatively, upon the exercise of any Exchange Right, Select Inc. has the right (the “Call Right”) to acquire the tendered SES Holdings LLC Units from the exchanging unitholder for, at its election, (i) the number of shares of Class A common stock the exchanging unitholder would have received under the Exchange Right or (ii) cash in an amount equal to the Cash Election Value of such Class A common stock. In connection with any exchange of SES Holdings LLC Units pursuant to an Exchange Right or Call Right, the corresponding number of shares of Class B common stock will be cancelled.

Basis of presentation: The accompanying unaudited interim consolidated financial statements of the Company have been prepared in accordance with generally accepted accounting principles in the U.S. (“GAAP”) and pursuant to the rules and regulations of the SEC. These unaudited interim consolidated financial statements have been prepared in

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accordance with the instructions to Form 10-Q and, therefore, do not include all disclosures required for annual financial statements prepared in conformity with GAAP.

This Quarterly Report relates to the three months ended March 31, 2026 (the “Current Quarter”) and the three months ended March 31, 2025 (the “Prior Quarter”). The Company’s Annual Report on Form 10-K for the year ended December 31, 2025 (the “2025 Form 10-K”), filed with the SEC on February 18, 2026, includes certain definitions and a summary of significant accounting policies and should be read in conjunction with this Quarterly Report. All material adjustments (consisting solely of normal recurring adjustments) which, in the opinion of management, are necessary for a fair statement of the results for the interim periods have been reflected. The results for the Current Quarter may not be indicative of the results to be expected for the full year.

The unaudited interim consolidated financial statements include the Company’s accounts and all of its majority-owned or controlled subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation.

NOTE 2—SIGNIFICANT ACCOUNTING POLICIES

Significant accounting policies: The Company’s significant accounting policies are disclosed in Note 2 of the consolidated financial statements for the year ended December 31, 2025, included in the 2025 Form 10-K.

Use of estimates: The preparation of consolidated financial statements in conformity with 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 those estimates.

On an ongoing basis, the Company evaluates its estimates, including those related to the recoverability of long-lived assets and intangibles, useful lives used in depreciation, amortization and accretion, allowance for credit losses, inventory reserve, income taxes, self-insurance liabilities, share-based compensation, contingent liabilities, lease-related reasonably certain option exercise assessments, the incremental borrowing rate for leases and the fair value of asset retirement obligations (“AROs”). The Company bases its estimates on historical and other pertinent information that are believed to be reasonable under the circumstances. The accounting estimates used in the preparation of the consolidated financial statements may change as new events occur, as more experience is acquired, as additional information is obtained and as the Company’s operating environment changes.

Allowance for credit losses: The Company’s allowance for credit losses relates to trade accounts receivable. The Company treats trade accounts receivable as one portfolio and records an initial allowance calculated as a percentage of revenue recognized based on a combination of historical information and future expectations. Additionally, the Company adjusts this allowance based on specific information in connection with aged receivables. Historically, most credit losses have been incurred when a customer’s financial condition significantly deteriorates, which in some cases leads to bankruptcy. Market volatility is highly uncertain and, as such, the impact on expected losses is subject to judgment and may cause variability in the Company’s allowance for credit losses in future periods.

The change in the allowance for credit losses is as follows:

	Three months ended March 31, 2026
	(in thousands)
Balance as of December 31, 2025	$	4,801
Increase to allowance based on a percentage of revenue		737
Charge-offs		(181)
Balance as of March 31, 2026	$	5,357

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Asset retirement obligations:  The Company’s AROs relate to disposal facilities and landfills with obligations for plugging wells, removing surface equipment, and returning land to its pre-drilling condition. The following table describes the changes to the Company’s ARO liability for the Current Quarter:

	Three months ended March 31, 2026
	(in thousands)
Balance as of December 31, 2025	$	84,568
Accretion expense		1,262
Settlements		(432)
Balance as of March 31, 2026	$	85,398
Short-term ARO liability		10,272
Long-term ARO liability		75,126
Balance as of March 31, 2026	$	85,398

The Company reviews the adequacy of its ARO liabilities whenever indicators suggest the estimated cash flows underlying the liabilities have changed. The Company’s ARO liabilities are included in accrued expenses and other current liabilities and other long-term liabilities in the accompanying consolidated balance sheets.

Lessor Income: The Company is a lessor for a nominal number of owned facilities and also recognizes income related to multiple facility subleases that are accounted for as follows:

		Three months ended March 31,
		2026		2025
		(in thousands)
Category	Classification
Lessor income	Costs of revenue	$	134	$	41
Sublease income	Lease abandonment costs and Costs of revenue		686		487

The Company also generates short-term equipment rental revenue. See “Note 4—Revenue” for a discussion of revenue recognition for the accommodations and rentals business.

Defined Contribution Plan: The Company sponsors the Select Water Solutions, Inc. 401(k) Plan for the benefit of substantially all employees of the Company. The Company incurred match expense of $1.8 million and $1.9 million in the Current Quarter and Prior Quarter, respectively.

Severance: During 2025, the Company incurred $1.5 million of severance expense in connection with the termination of certain former management employees related to a reorganization and $0.5 million is included in accrued salaries and benefits as of March 31, 2026.

Dividends: During the Current Quarter, the Company paid $7.2 million in dividends accounted for as a reduction to additional paid-in capital, $1.1 million of distributions accounted for as a reduction to noncontrolling interests and $0.4 million as a reduction to accrued expenses and other current liabilities associated with restricted stock awards that vested during the Current Quarter. As of March 31, 2026, the Company had $0.5 million in dividends payable included in accrued expenses and other current liabilities in connection with unvested restricted stock awards. All future dividend payments are subject to quarterly review and approval by the board of directors.

Segment reporting: The Company has three reportable segments. Reportable segments are defined as components of an enterprise for which separate financial information is evaluated regularly by the chief operating decision maker (“CODM”) in deciding how to allocate resources and assess performance. The Company’s reportable segments are Water Infrastructure, Water Services, and Chemical Technologies. See “Note 16—Segment Information” for additional information.

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The Water Infrastructure segment consists of the Company’s fixed infrastructure assets, including operations associated with water distribution pipeline infrastructure, water recycling facilities, produced water gathering pipelines, saltwater disposal wells (“SWDs”), and solids management facilities, primarily serving E&P companies.

The Water Services segment primarily consists of the Company’s water-related services businesses, including water sourcing, water transfer, fluids hauling, water monitoring, water containment and water network automation, primarily serving E&P companies. Additionally, this segment includes the operations of our Peak Rentals businesses. 

The Chemical Technologies segment provides technical solutions, products and expertise related to chemical applications in the oil and gas industry. We develop, manufacture, manage logistics and provide a full suite of chemicals used in hydraulic fracturing, stimulation, cementing and well completions for customers ranging from pressure pumpers to major integrated and independent oil and gas producers. This segment also utilizes its chemical experience and lab testing capabilities to customize tailored water treatment solutions designed for the recycling and treatment of produced water and to optimize the fracturing fluid system in conjunction with the quality of water used in well completions.

Equity Investments: For investments in subsidiaries that are not wholly-owned, but where the Company exercises control, the equity held by the minority owners and their portion of net income or loss are reflected as noncontrolling interests. Investments in entities in which the Company exercises significant influence over operating and financial policies are accounted for using the equity-method, and investments in entities for which the Company does not have significant control or influence are accounted for using the cost-method or other appropriate basis as applicable. As of March 31, 2026, the Company had four equity-method investments. The Company’s investments are reviewed for impairment whenever events or circumstances indicate that the carrying value may not be recoverable. When circumstances indicate that the fair value of its investment is less than its carrying value and the reduction in value is other than temporary, the reduction in value is recognized in earnings.

On February 14, 2025, the Company entered into a new partnership arrangement through AV Farms, LP, a newly-formed Delaware limited partnership (“AV Farms”), pursuant to a limited partnership agreement (the “LPA”) by and among Select Water Reuse, LLC, a wholly-owned subsidiary of the Company (“SWR”), C&A Rollover Company, LLC, (“C&A”) and Geneses Water, L.P., (“Geneses”), as limited partners, and AV Farms Management, LLC as the general partner (“AV GP”), effective as of February 28, 2025. SWR contributed $72 million in capital contributions to AV Farms on February 28, 2025. Concurrently, each of SWR, C&A and Geneses owns approximately 39%, 38% and 23%, respectively, of AV Farms and 25%, 50% and 25%, respectively, of AV GP.

Our investments in unconsolidated entities are summarized below:

		Year			As of March 31,	As of December 31,
Investment	Ownership %	Attained	Accounting method	2026		2025
				(in thousands)
Water Infrastructure
AV Farms, LP	39%	2025	Equity-method	$	70,704	$	70,965
Water Services
ESG Solutions Group, Inc.	20%	2020	Equity-method		4,252		4,104
ICE Thermal, Inc.(1)	35%	2021	Equity-method		—		412
AquaNyx Midstream LP	47%	2021	Equity-method		2,753		2,753
Total investment in unconsolidated entities				$	77,709	$	78,234

(1) In the Current Quarter, cumulative losses in excess of the Company’s investment resulted in no investment balance.

Recent accounting pronouncements: 

In November 2024, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2024-03, "Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40)" ("ASU 2024-03"). The amendments in this update enhance disclosures about a public business

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entity’s expenses and provide more detailed information about the types of expenses included in certain expense captions in the consolidated financial statements. ASU 2024-03 is effective for the Company for the year ending December 31, 2027, and for interim periods thereafter, with early adoption permitted. The Company is currently evaluating the impacts of the adoption of ASU 2024-03.

NOTE 3—ACQUISITIONS

The following table presents key information connected with our 2025 acquisitions (in thousands, except share amounts):

Assets and Operations Acquired	Acquisition Date	Shares Issued		Cash Consideration		Other Consideration		Value of Shares Issued		Total Consideration	Segments
Eight Smaller Asset Acquisitions	Multiple 2025 Dates	—	$	25,432	$	—	$	—	$	25,432	Water Infrastructure
One Asset Acquisition	August 29, 2025	—		7,537		—		—		7,537	Corporate-Other
Omni	July 1, 2025	862,069		17,747		20,757		7,664		46,168	Water Infrastructure
One Smaller Asset Acquisition	April 1, 2025	—		1,725		—		—		1,725	Water Services
Total		862,069	$	52,441	$	20,757	$	7,664	$	80,862

2025 Business Combination with Omni

On July 1, 2025, the Company acquired certain assets and operations of Omni Environmental Solutions (“Omni”) in the Bakken region. The acquired assets include:

● A solids waste landfill with approximately 3.2 million cubic yards of remaining offtake capacity;

● A processing, recovery, and disposal facility for reclaiming diesel and other hydrocarbons from oilfield waste streams;

● One SWD with a permitted disposal capacity of approximately 12,000 barrels per day; and

● A commercial oil storage tank farm with total capacity of approximately 24,000 barrels of storage.

The purchase consideration included (i) $17.7 million in cash consideration, including $7.5 million in base consideration and $10.2 million to compensate for retained net working capital, (ii) the issuance of 862,069 shares of the Company’s Class A common stock, (iii) rental and oil hauling operations in the Bakken, (iv) Northeast fluids hauling operations, (v) MidCon fluids hauling operations, and (vi) one MidCon SWD. As part of the transaction, 280 fluids hauling employees were transferred to Omni. The property and equipment divested had a net book value of $5.7 million with $5.5 million attributable to our Water Services segment and $0.2 million attributable to our Water Infrastructure segment. The divested Fluids Hauling operations represented approximately 8% of the Water Services segment’s revenue during the first half of 2025.

This acquisition enhances the Company’s Water Infrastructure segment by expanding landfill and disposal capacity in the Bakken and introducing new service offerings. The transaction was accounted for as a business combination under the acquisition method in accordance with Accounting Standards Codification (“ASC”) 805. The Company engaged third-party valuation experts to assist in the purchase price allocation for the net assets received. These estimates, judgments, assumptions and valuation of the property and equipment acquired, current assets, current liabilities and long-term liabilities have not been finalized as of March 31, 2026. The business combination accounting is preliminary due to continuing efforts to reach an agreement on a pre-existing matter related to certain acquired assets. The Company also used a third-party analysis for the valuation of property and equipment divested, which resulted in a $14.9 million remeasurement gain in our Water Services segment. The assets acquired and liabilities assumed are included in the Company’s Water Infrastructure segment and the goodwill acquired is deductible for income tax purposes. The goodwill recognized represents the anticipated strategic benefits of expanding Select’s fluids and solids

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treatment and disposal capabilities in the Bakken region, as well as the expected operational synergies and economies of scale from integrating Select’s existing assets and operations with those acquired from Omni. The Company incurred less than $0.1 million of transaction-related costs related to this acquisition during both the Current Quarter and Prior Quarter, and such costs are included in selling, general and administrative expenses within the consolidated statements of operations.

The following table summarizes the consideration transferred and the estimated fair value of identified assets acquired and liabilities assumed at the date of acquisition:

Preliminary purchase price allocation	Amount
Consideration transferred	(in thousands)
Cash paid	$	17,747
Class A common stock (862,069 shares)		7,664
Property and equipment ($5,686 carrying value with $14,924 step-up)		20,610
Other assets and liabilities transferred/assumed		147
Total consideration transferred		46,168
Less: identifiable assets acquired and liabilities assumed
Working capital		(7,020)
Property and equipment		26,466
Long-term ARO		(3,548)
Total identifiable net assets acquired		15,898
Goodwill		30,270
Fair value allocated to net assets acquired	$	46,168

2025 Asset Acquisitions

During 2025, the Company acquired certain assets and associated liabilities in the Permian Basin from seven transactions for aggregate consideration of $24.4 million, as well as one asset acquisition in the Northeast region for total consideration of $1.0 million. These asset acquisitions added disposal capacity, pipeline capacity, surface rights, and over 400 acres of land and also improved connectivity with customers by enhancing infrastructure and connectivity across operational sites. The allocation of the purchase price for these assets was a combined $34.1 million in property and equipment and $8.7 million in AROs and other liabilities. The Company also acquired certain wastewater treatment facilities for the accommodations and rentals business line in the Permian and Eagle Ford regions for $1.7 million during the year ended December 31, 2025. Further, the Company paid $7.5 million to purchase its corporate headquarters building in Gainesville, Texas, which was previously subject to a lease agreement.

NOTE 4—REVENUE

The Company follows ASC 606, Revenue from Contracts with Customers, for most revenue recognition, which provides a five-step model for determining revenue recognition for arrangements that are within the scope of the standard: (i) identify the contract(s) with a customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenue when (or as) the entity satisfies a performance obligation. The Company applies the five-step model only to contracts when it is probable that we will collect the consideration the Company is entitled to in exchange for the goods or services the Company transfers to the customer. The accommodations and rentals revenue continues to be guided by ASC 842 – Leases, which is discussed further below.

The following factors are applicable to the Company’s segments for the Current Quarter and Prior Quarter:

● The vast majority of Water Services and Chemical Technologies customer agreements are short-term, lasting less than one year. Water Infrastructure contains both short-term and long-term agreements.

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● Contracts are seldom combined together as virtually all of our customer agreements constitute separate performance obligations. Each job or project is typically distinct, thereby not interdependent or interrelated with other customer agreements.

● Most contracts allow either party to terminate at any time without substantive penalties. If the customer terminates the contract, the Company is unconditionally entitled to the payments for the services rendered and products delivered to date. This largely applies to Water Services and Chemical Technologies.

● Contract terminations before the end of the agreement are rare.

● Sales returns are rare and no sales return assets have been recognized on the balance sheet.

● There are minimal volume discounts.

● There are no service-type warranties.

● There is no long-term customer financing.

● Taxes assessed by government authorities included on customer invoices are excluded from revenue.

In the Water Infrastructure and Water Services segments, performance obligations arise in connection with services provided to customers in accordance with contractual terms, in an amount the Company expects to collect. Services are generally sold based on customer orders or contracts with customers that include fixed or determinable prices. Revenues are generated by services rendered and measured based on the output generated, which is usually simultaneously received and consumed by customers at their job sites. As a multi-job site organization, contract terms, including the pricing for the Company’s services, are negotiated on a job site level on a per-job basis. Most jobs are completed in a short period of time, usually between one day and one month. Revenue is recognized as performance obligations are completed on a daily, hourly or per-unit basis with unconditional rights to consideration for services rendered reflected as accounts receivable trade, net of allowance for credit losses. In cases where a prepayment is received before the Company satisfies its performance obligations, a contract liability is recorded in accrued expenses and other current liabilities. Final billings generally occur once all of the proper approvals are obtained. Mobilization and demobilization are factored into the pricing for services. Billings and costs related to mobilization and demobilization are not material for customer agreements that start in one period and end in another. The Company recognizes revenue from certain sales when title passes to the customer, the customer assumes risks and rewards of ownership, collectability is reasonably assured and delivery occurs as directed by the customer.

Within the Water Infrastructure segment, we have contracts containing acreage dedications, areas of mutual interest (“AMIs”), wellbore dedications and minimum volume commitments (“MVCs”). Acreage dedications are longer term contracts pursuant to which a customer dedicates certain activities or volumes to Select within a defined set of the customer’s leased acreage, typically committing to us all water demanded by future wells they complete or produced from current and future wells that they operate, and we commit to provide, gather, recycle or dispose such water volumes. AMI arrangements similarly are defined by a geographic right to current and future customer volumes, though AMIs may encompass a broader geographic area beyond a customer’s existing leasehold acreage. Wellbore dedications are similar to acreage dedications; however, they limit the contractual obligations to a defined set of existing or future wells. Under our MVC agreements, our customers guarantee to deliver certain minimum volumes of produced water to our pipeline networks at an agreed upon fee or pay a deficiency fee for the minimum volume that is not met for a specified period. In most cases, these contracts are covenant to the land and assets they encompass.

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The following table presents supplementary information regarding accounts receivable arising from rental agreements, accounts receivable related to contracts with customers and contract liabilities associated with contracts with customers. The Company did not have any contract assets during the periods presented. Contract liabilities of $0.5 million and $1.1 million at the beginning of the period were recognized as revenue during the Current Quarter and Prior Quarter, respectively.

	As of March 31,		As of December 31,
	2026		2025
	(in thousands)
Trade Accounts Receivable - Lease Arrangements (ASC 842)(1)	$	34,305	$	29,523
Trade Accounts Receivable - Revenue (ASC 606)(1)		283,465		234,505
Contract liabilities - Revenue (ASC 606)		(4,034)		(2,815)

(1) Trade accounts receivable is net of the allowance for credit losses and includes related party receivables.

Accommodations and rentals revenue is included in the Water Services segment and the Company accounts for its accommodations and rentals agreements as an operating lease. The Company recognizes revenue from renting equipment on a straight-line basis. Accommodations and rental contract periods are generally daily, weekly or monthly. The average lease term is less than three months and as of March 31, 2026, there were no material rental agreements in effect lasting more than one year. During the Current Quarter and Prior Quarter, approximately $21.3 million and $20.9 million, respectively, of accommodations and rentals revenue was accounted for under ASC 842 lease guidance. The Company had $28.0 million and $31.2 million of in-service and deployed machinery and equipment supporting rental income activities as of March 31, 2026 and December 31, 2025, respectively.

In the Chemical Technologies segment, the typical performance obligation is to provide a specific quantity of chemicals to customers in accordance with the customer agreement in an amount the Company expects to collect. Products and services are generally sold based upon customer orders or contracts with customers that include fixed or determinable prices. Revenue is recognized as the customer takes title to chemical products in accordance with the agreement. Products may be provided to customers in packaging or delivered to the customers’ containers through a hose. In some cases, the customer takes title to the chemicals upon consumption from storage containers on their property, where the chemicals are considered inventory until customer usage. In cases where the Company delivers products and recognizes revenue before collecting payment, the Company has an unconditional right to payment reflected in accounts receivable trade, net of allowance for credit losses. Customer returns are rare and immaterial and there were no material in-process customer agreements for this segment as of March 31, 2026, lasting greater than one year.

The following table sets forth certain financial information with respect to the Company’s disaggregation of revenues by geographic location:

	Three months ended March 31,
	2026		2025
	(in thousands)
Geographic Region
Permian Basin	$	196,031	$	179,843
Marcellus/Utica		41,725		42,555
Rockies		41,024		49,585
Eagle Ford		27,196		42,694
Mid-Continent		27,196		24,584
Haynesville/E. Texas		20,337		15,260
Bakken		14,815		22,664
Eliminations and other regions		(2,366)		(2,801)
Total	$	365,958	$	374,384

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In the Water Infrastructure segment, the most recent top three revenue-producing regions are the Permian Basin, Haynesville and Bakken, which collectively comprised 87% and 83% of segment revenue for the Current Quarter and Prior Quarter, respectively. In the Water Services segment, the most recent top three revenue-producing regions are the Permian Basin, Rockies and Marcellus/Utica, which collectively comprised 79% and 73% of segment revenue for the Current Quarter and Prior Quarter, respectively. In the Chemical Technologies segment, the most recent top three revenue-producing regions are the Permian Basin, MidCon and Haynesville, which collectively comprised 90% and 78% of segment revenue for the Current Quarter and Prior Quarter, respectively.

NOTE 5—INVENTORIES

Inventories, which are comprised of chemicals and raw materials available for resale, are valued at the lower of cost or net realizable value, with cost determined under the weighted-average method. The significant components of inventory are as follows:

	March 31, 2026		December 31, 2025
	(in thousands)
Raw materials	$	29,671	$	27,402
Finished goods		7,642		6,876
Total	$	37,313	$	34,278

During the Current Quarter, the Company recorded net charges to the reserve for excess and obsolete inventory of $0.1 million. During the Prior Quarter, the Company recorded net credits to the reserve for excess and obsolete inventory of less than $0.1 million. Net charges and credits to the reserve for excess and obsolete inventory were recognized within cost of revenue on the accompanying consolidated statements of operations. The Company’s inventory reserve was $5.0 million and $4.9 million as of March 31, 2026 and December 31, 2025, respectively. The reserve for excess and obsolete inventories is determined based on the Company’s historical usage of inventory on hand, as well as future expectations and the amount necessary to reduce the cost of the inventory to its estimated net realizable value.

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NOTE 6—PROPERTY AND EQUIPMENT

Property and equipment are stated at cost less accumulated depreciation. Depreciation (and amortization of finance lease assets) is calculated on a straight-line basis over the estimated useful life of each asset. Property and equipment consists of the following as of March 31, 2026 and December 31, 2025:

	March 31, 2026		December 31, 2025
	(in thousands)
Machinery and equipment	$	562,717	$	561,560
Gathering and disposal infrastructure		428,496		418,044
Pipelines		236,550		226,303
Recycling facilities		176,039		168,714
Buildings and leasehold improvements		107,789		108,872
Land		46,412		46,412
Computer equipment and software		7,914		8,260
Vehicles and equipment		6,250		7,247
Machinery and equipment - finance lease		3,137		3,137
Office furniture and equipment		1,195		1,213
Computer equipment and software - finance lease		824		824
Construction in progress		95,643		78,820
		1,672,966		1,629,406
Less accumulated depreciation(1)		(736,935)		(717,223)
Total property and equipment, net	$	936,031	$	912,183

(1) Includes $1.7 million and $1.6 million of accumulated depreciation related to finance leases as of March 31, 2026 and December 31, 2025, respectively.

During the Current Quarter, the Company recognized $5.7 million in impairments and abandonments primarily related to the abandonment of a SWD well in the Haynesville region of the Water Infrastructure segment. During the Prior Quarter, the Company recognized $1.1 million in impairments and abandonments, consisting of $0.6 million in the Water Services segment related to the relocation of operations from a leased facility and $0.5 million in the Water Infrastructure segment associated with the termination of a disposal lease.

Total depreciation, amortization and accretion expense related to property and equipment and finance leases presented in the table above, as well as amortization of intangible assets presented in “Note 7— Other Intangible Assets” is as follows:

	Three months ended March 31,
	2026		2025
	(in thousands)
Category
Depreciation expense from property and equipment	$	41,041	$	34,044
Amortization expense from finance leases		181		169
Amortization expense from intangible assets		4,379		4,378
Accretion expense from asset retirement obligations		1,262		1,009
Total depreciation, amortization and accretion	$	46,863	$	39,600

NOTE 7—GOODWILL AND OTHER INTANGIBLE ASSETS

The Company recorded no adjustments to goodwill during the Current Quarter and $30.3 million of goodwill during 2025 (See “Note 3—Acquisitions”). Goodwill is evaluated for impairment annually, or more frequently if indicators of impairment exist.

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The changes in the carrying amounts of goodwill by reportable segment for the Current Quarter are as follows:

	Water		Water
	Infrastructure		Services		Total
	(in thousands)
Balance as of December 31, 2025	$	47,047	$	1,438	$	48,485
Additions		—		—		—
Balance as of March 31, 2026	$	47,047	$	1,438	$	48,485

The components of other intangible assets, net as of March 31, 2026 and December 31, 2025 are as follows:

	As of March 31, 2026						As of December 31, 2025
	Gross		Accumulated		Net		Gross		Accumulated		Net
	Value		Amortization		Value		Value		Amortization		Value
	(in thousands)						(in thousands)
Definite-lived
Customer relationships	$	187,230	$	(95,456)	$	91,774	$	187,230	$	(91,596)	$	95,634
Patents and other intellectual property		14,272		(10,444)		3,828		14,272		(10,060)		4,212
Water rights		1,925		(809)		1,116		1,750		(673)		1,077
Total definite-lived		203,427		(106,709)		96,718		203,252		(102,329)		100,923
Indefinite-lived
Water rights		5,281		—		5,281		5,281		—		5,281
Total indefinite-lived		5,281		—		5,281		5,281		—		5,281
Total other intangible assets, net	$	208,708	$	(106,709)	$	101,999	$	208,533	$	(102,329)	$	106,204

The weighted-average periods for customer relationships, patents and other intellectual property, and water rights were 12.8 years, 9.8 years and 4.3 years, respectively, and the weighted-average remaining amortization periods for customer relationships, patents and other intellectual property, and water rights were 7.5 years, 4.8 years and 3.0 years, respectively, as of March 31, 2026. See “Note 6—Property and Equipment” for the amortization expense during the Current Quarter and Prior Quarter. The indefinite-lived water rights are generally subject to renewal every five to ten years at immaterial renewal costs. Annual amortization of intangible assets for the next five years and beyond is as follows:

	Amount
	(in thousands)
Remainder of 2026	$	13,062
2027		16,940
2028		14,672
2029		14,131
2030		11,742
Thereafter		26,171
Total	$	96,718

NOTE 8—DEBT

Sustainability-linked credit facility and revolving line of credit

On January 24, 2025 (the “Closing Date”), SES Holdings and Select Water Solutions, LLC (“Select LLC”) entered into a $550.0 million sustainability-linked senior secured credit facility (the “Sustainability-Linked Credit Facility”), by and among SES Holdings, as parent, Select LLC, as borrower and certain of SES Holdings’ subsidiaries, as guarantors, each of the lenders party thereto and Bank of America, N.A., as administrative agent, issuing lender and swingline lender (the “Administrative Agent”), which initially provides for $300.0 million in revolving commitments

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(the “Revolving Credit Facility”) and $250.0 million in term commitments (the “Term Loan Facility”), in each case, subject to a borrowing base. The Sustainability-Linked Credit Facility also has a sublimit of $50.0 million for letters of credit and a sublimit of $30.0 million for swingline loans. Subject to obtaining commitments from existing or new lenders, Select LLC has the option to increase the maximum amount under the senior secured credit facility by (i) $150.0 million for additional revolving commitments and (ii) $50.0 million for additional term commitments, in each case, during the first four years following the Closing Date. Capitalized terms used but not defined herein have the meaning ascribed to them in the Sustainability-Linked Credit Facility.

The Borrowing Base for the Revolving Credit Facility is calculated as the sum of (i) 90% of the Eligible Investment Grade Billed Receivables, plus (ii) 85% of the Eligible Billed Receivables (other than Eligible Investment Grade Billed Receivables), plus (iii) the lesser of (a) 75% of the amount of Eligible Unbilled Receivables and (b) an amount equal to 40% of the Borrowing Base, plus (iv) the least of (x) the product of 70% multiplied by the value of Eligible Inventory at such time, (y) the product of 85% multiplied by the Net Recovery Percentage identified in the most recent Acceptable Appraisal of Inventory, multiplied by the value of Eligible Inventory at such time and (z) an amount equal to 30% of the Borrowing Base, minus (v) the aggregate amount of Reserves, if any, established by the Administrative Agent from time to time. As of March 31, 2026, the Borrowing Base for the Revolving Credit Facility under the Sustainability-Linked Credit Facility was $271.3 million. The Borrowing Base is calculated on a monthly basis pursuant to a borrowing base certificate delivered by Select LLC to the Administrative Agent.

The Term Advance Borrowing Base for the Term Loan Facility is calculated as the lesser of (i) the product of 100% multiplied by the net book value of all Machinery and Equipment (“M&E”) and (ii) the product of 65% multiplied by the net orderly liquidation value – in place (“NOLV-IP”) of the Term Advance Collateral. As of the Closing Date, the Term Advance Borrowing Base under the Term Loan Facility was $426.3 million. The Term Advance Borrowing Base is thereafter only subject to reporting and redetermination during the period commencing after the date that excess availability is less than the greater of (a) 25% of the lesser of (1) the aggregate revolving commitments and (2) the then-effective borrowing base (such lesser amount, the “Borrowing Limit”) and (b) $30.0 million for three or more consecutive business days and ending on the first date that excess availability has equaled or exceeded the greater of (1) 25% of the Borrowing Limit and (2) $30.0 million for 30 consecutive days.

Borrowings under the Sustainability-Linked Credit Facility bear interest, at Select LLC’s election, at either Term secured overnight financing rate (“SOFR”) (subject to a zero percent floor) or the Base Rate (“Base Rate” being equal to the greater of (a) the Prime Rate for such day; (b) the Federal Funds Rate for such day, plus 0.50%; or (c) Term SOFR for a one month Interest Period as of such day, plus 1.0%), in each case plus an applicable margin. The applicable margin for Term SOFR loans under the Term Loan Facility ranges from 3.00% to 3.50% and the applicable margin for Base Rate loans under the Term Loan Facility ranges from 2.00% to 2.50%, in each case, depending on Select LLC’s average excess availability under the Sustainability-Linked Credit Facility. Additionally, the applicable margin for Term SOFR loans under the Revolving Credit Facility ranges from 1.50% to 2.00% and the applicable margin for Base Rate loans under the Revolving Credit Facility ranges from 0.50% to 1.00%, in each case, depending on Select LLC’s average excess availability under the Sustainability-Linked Credit Facility. Interest is payable monthly in arrears for Base Rate loans and, for Term SOFR loans, at the end of each applicable Interest Period, which may be one month or three months at Select LLC’s election. A commitment fee accrues on the unused commitments under the Revolving Credit Facility at either 0.25% per annum or 0.375% per annum depending on Select LLC’s average utilization of the Revolving Credit Facility in the preceding calendar month and is payable monthly in arrears. The Sustainability-Linked Credit Facility is scheduled to mature on the fifth anniversary of the Closing Date or the earlier termination in full of the Commitments.

Under the Sustainability-Linked Credit Facility, the interest rate margin and the facility fee rates are also subject to annual adjustments based on the Select LLC’s performance of specified sustainability target thresholds with respect to (i) total recordable incident rate, as the Employee Health and Safety Metric, and (ii) barrels of recycled produced water recycled at facilities of the Credit Parties, as the Water Stewardship Metric, in each case, subject to limited assurance verification by a qualified independent external reviewer. The adjustment for the interest rate margin is a range of plus and minus 5.00 basis points and the adjustment for the commitment fee rate is a range of plus and minus 1.00 basis point, subject to the mechanics under the Sustainability-Linked Credit Facility. As of the Closing Date,

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the margin adjustment in effect is a reduction of 5.00 basis points and the commitment fee adjustment in effect is a reduction of 1.00 basis point.

The obligations under the Sustainability-Linked Credit Facility are guaranteed by SES Holdings and certain subsidiaries of SES Holdings and Select LLC and secured by a security interest in substantially all of the personal property assets of SES Holdings, Select LLC and their domestic subsidiaries that are guarantors.

The Sustainability-Linked Credit Facility contains certain customary representations and warranties, affirmative and negative covenants and events of default. If an event of default occurs and is continuing, the lenders may declare all amounts outstanding under the Sustainability-Linked Credit Facility to be immediately due and payable.

In addition, the Sustainability-Linked Credit Facility restricts SES Holdings’ and Select LLC’s ability to make distributions on, or redeem or repurchase, its equity interests, except for certain distributions, including distributions of cash so long as, both at the time of the distribution and after giving effect to the distribution, no default or event of default exists under the Sustainability-Linked Credit Facility or would result from the making of such distribution and (a) the fixed charge coverage ratio of SES Holdings is equal to or greater than 1.0 to 1.0 on a pro forma basis, (b) the leverage ratio of SES Holdings is not greater than 3.5 to 1.0 on a pro forma basis, (c) excess availability at all times during the preceding 30 consecutive days, on a pro forma basis and after giving effect to such distribution, is not less than the greater of (1) 20% of the Borrowing Limit and (2) $27.0 million. Additionally, the Sustainability-Linked Credit Facility generally permits Select LLC to make distributions required under its existing tax receivable agreements (“TRAs”), subject to certain limitations.

The Sustainability-Linked Credit Facility also requires SES Holdings to maintain (i) a fixed charge coverage ratio of at least 1.0 to 1.0 and (ii) a leverage ratio of not more than 3.5 to 1.0, in each case, as of the last day of any fiscal quarter.

Commencing on the first day of the calendar month immediately following the first full fiscal quarter ending after the first anniversary of the closing date, the Term Loan Facility will amortize in quarterly installments equal to $15.625 million (subject to reduction of such amount on account of certain prepayments). Upon the repayment in full of the Term Loan Facility, certain terms of the Sustainability-Linked Credit Facility will be automatically adjusted (including the conditions to the making of cash distributions and the financial maintenance covenants) and the Term Advance Collateral will be released as Collateral, in each case, as described in the Sustainability-Linked Credit Facility.

Certain lenders party to the Sustainability-Linked Credit Facility and their respective affiliates have from time to time performed, and may in the future perform, various financial advisory, commercial banking and investment banking services for the Company and its affiliates in the ordinary course of business for which they have received and would receive customary compensation. In addition, in the ordinary course of their various business activities, such parties and their respective affiliates may make or hold a broad array of investments and actively trade debt and equity securities (or related derivative securities) and financial instruments (including bank loans) for their own account and for the accounts of their customers, and such investments and securities activities may involve the Company’s securities and/or instruments.

In connection with the entry into the Sustainability-Linked Credit Facility, the obligations of SES Holdings, Select LLC and their applicable subsidiaries under the prior credit facility were repaid in full and the prior credit facility was terminated on the Closing Date.

 The Company had $250.0 million and $320.0 million in borrowings outstanding under the Sustainability-Linked Credit Facility as of March 31, 2026 and December 31, 2025, respectively. As of March 31, 2026 and December 31, 2025, the borrowing base for the Revolving Credit Facility under the Sustainability-Linked Credit Facility was $271.3 million and $235.1 million, respectively. The borrowing capacity under the Sustainability-Linked Credit Facility was reduced by outstanding letters of credit of $19.6 million as of both March 31, 2026 and December 31, 2025. The Company’s letters of credit have a variable interest rate between 1.75% and 2.25% based on the Company’s average excess availability as outlined above. The unused portion of the available borrowings under the Sustainability-Linked Credit Facility was $251.7 million as of March 31, 2026.

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The principal maturities of debt outstanding as of March 31, 2026 were as follows:

	Term Loan
Remainder of 2026	$	31,250
2027		62,500
2028		62,500
2029		62,500
2030		31,250
Total	$	250,000
Less: Debt issuance costs		(3,480)
Less: Current portion of long-term debt		(46,875)
Long-term debt, net	$	199,645
Interest rate as of March 31, 2026		7.02%

In connection with the entry into the Sustainability-Linked Credit Facility, the Company incurred $7.9 million of debt issuance costs during 2025. Additionally, the Company expensed $0.7 million of previously unamortized deferred debt issuance costs related to the prior credit facility and transferred $0.4 million of unamortized costs to the new Sustainability-Linked Credit Facility for lenders that remained in the syndicate. Unamortized debt issuance costs as of March 31, 2026 and December 31, 2025, were $6.3 million and $6.7 million, respectively. The debt issuance costs related to the revolving line of credit are presented as a deferred charge within other assets on the consolidated balance sheets. The debt issuance costs related to the term loan are presented as a deferred credit, reducing the loan’s carrying value on the consolidated balance sheets. Debt issuance costs are amortized to interest expense over the life of the debt to which they pertain. Total amortization expense related to debt issuance costs was $0.4 million and $0.3 million for the Current Quarter and Prior Quarter, respectively.

The Company was in compliance with all debt covenants as of March 31, 2026.

NOTE 9—COMMITMENTS AND CONTINGENCIES

Litigation

The Company is subject to a number of lawsuits and claims arising out of the normal conduct of its business. The ability to predict the ultimate outcome of such matters involves judgments, estimates and inherent uncertainties. Based on a consideration of all relevant facts and circumstances, including applicable insurance coverage, it is not expected that the ultimate outcome of any currently pending lawsuits or claims against the Company will have a material adverse effect on its consolidated financial position, results of operations or cash flows; however, there can be no assurance as to the ultimate outcome of these matters.

Retentions

We are self-insured up to certain retention limits with respect to workers’ compensation, general liability and vehicle liability matters, and health insurance. We maintain accruals for self-insurance retentions that we estimate using third-party data and claims history.

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NOTE 10—EQUITY-BASED COMPENSATION

As of March 31, 2026, there were 6,946,024 shares available for issuance as future equity awards under the Select Water Solutions, Inc. 2024 Equity Incentive Plan (the “2024 Plan”).

Stock Option Awards

The Company has outstanding stock option awards as of March 31, 2026 but there have been no option grants since 2018. The stock options were granted with an exercise price equal to or greater than the fair market value of a share of Class A common stock as of the date of grant. The expected life of the options at the time of the grant was based on the vesting period and term of the options awarded, which was ten years.

A summary of the Company’s stock option activity and related information as of and for the Current Quarter is as follows:

	For the three months ended March 31, 2026
				Weighted-average
		Weighted-average		Remaining Contractual	Aggregate Intrinsic
	Stock Options	Exercise Price		Term (Years)	Value (in thousands) (a)
Beginning balance, outstanding	856,092	$	21.98	1.7	$	302
Other	10,075		14.89	0.9
Exercised	(68,611)		8.71
Ending balance, outstanding	797,556	$	23.04	1.5	$	665
Ending balance, exercisable	797,556	$	23.04	1.5	$	665
Nonvested as of March 31, 2026	—	$	—

^(a) Aggregate intrinsic value for stock options is based on the difference between the exercise price of the stock options and the quoted closing Class A common stock price of $15.30 and $10.52 as of March 31, 2026 and December 31, 2025, respectively.

All equity-based compensation expense related to stock options has been previously recognized.

Restricted Stock Awards

The value of the restricted stock awards granted was established by the market price of the Class A common stock on the date of grant and is recorded as compensation expense ratably over the vesting term, which is generally over three years from the applicable date of grant. The Company recognized compensation expense of $3.0 million related to the restricted stock awards for both the Current Quarter and Prior Quarter. As of March 31, 2026, there was $21.3 million of unrecognized compensation expense with a weighted-average remaining life of 2.2 years related to unvested restricted stock awards.

A summary of the Company’s restricted stock awards activity and related information for the Current Quarter is as follows:

	For the three months ended March 31, 2026
		Weighted-average
	Restricted Stock Awards	Grant Date Fair Value
Nonvested as of December 31, 2025	2,245,950	$	9.41
Granted	864,675		13.57
Vested	(798,279)		13.65
Forfeited	(6,636)		13.09
Nonvested as of March 31, 2026	2,305,710	$	9.49

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Performance Share Units (“PSUs”)

During 2026, the Company approved grants of PSUs that are subject to both performance-based and service-based vesting provisions related to relative and absolute total shareholder return (“TSR”), with relative TSR measured against a defined peer group specified in the grant agreement, over the performance period from January 1, 2026 to December 31, 2028. The target number of shares of Class A common stock subject to each PSU granted in 2026 is 1.0; however, based on the achievement of performance criteria, the number of shares of Class A common stock that may be received in the settlement of each PSU can range from 0.0 to 2.0 times the target number. The PSUs become earned at the end of the performance period after the attainment of the performance level has been certified by the compensation committee, which will be no later than June 30, 2029.

The PSUs granted in 2026 that become earned in connection with TSR will be determined (as defined in the applicable PSU agreement) in accordance with the following table:

Performance Level	Relative TSR (%)	Absolute TSR between 0% and 15%*	Absolute TSR greater than 15%	Absolute TSR less than 0%
Maximum	Greater than or equal to 80%	200%	200%	100%
Target	55%	100%	100%	100%
Threshold	25%	50%	50%	50%
Below Threshold	Less than 25%	0%	50%	0%

*The percentage of target PSUs that become earned PSUs for performance that is between the values set forth in the table above, excluding between the third and fourth rows of the table, shall be linearly interpolated between the values in the table.

During 2026, the Company also approved grants of divisional PSUs, with vesting contingent upon achievement of specified performance metrics for designated business units over a two-year performance period beginning January 1, 2026. Awards are based on revenue growth and gross margin targets, with payouts determined based on performance relative to established thresholds. Performance is measured over a qualifying six-month period within the performance window. Upon certification by the Compensation Committee, earned PSUs convert into restricted stock awards subject to a subsequent two-year cliff vesting period, which may commence earlier upon achievement of target performance.

The fair value on the date the PSUs were granted during 2026, 2025 and 2024 was $13.5 million, $5.4 million and $5.2 million, respectively. Compensation expense related to the PSUs is determined by multiplying the number of shares of Class A common stock underlying such awards that, based on the Company’s estimate, are probable to vest by the measurement date (i.e., the last day of each reporting period date) fair value and recognized using the accelerated attribution method. The Company recognized compensation expense of $2.8 million and $0.5 million related to the PSUs for the Current Quarter and Prior Quarter, respectively.

As of March 31, 2026, the unrecognized compensation cost related to our unvested PSUs is estimated to be $18.6 million and is expected to be recognized over a weighted-average period of 2.6 years. However, this compensation cost will be adjusted as appropriate throughout the applicable performance periods.

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A summary of the Company’s PSUs and related information for the Current Quarter is as follows:

	PSUs
Nonvested as of December 31, 2025	1,678,541
Target shares granted	929,214
Target shares vested (1)	(852,901)
Adjustment for performance factor(1)	95,653
Target shares forfeited (1)	(39,856)
Target shares outstanding as of March 31, 2026	1,810,651

(1) The PSUs granted in 2023 related to ROA and free cash flow (“FCF”) vested at 124% and 90% of target, respectively.

Share Repurchases

During the Current Quarter, the Company repurchased 601,250 shares of Class A common stock in connection with the cashless exercise of options and the satisfaction of employee minimum tax withholding requirements for shares vested under both the 2024 Plan and the Select Energy Services, Inc. 2016 Equity Incentive Plan. All repurchased shares were retired. During the Current Quarter, the repurchases were accounted for as a decrease to paid-in capital of $8.2 million and a decrease to Class A common stock of $6,000. In the Prior Quarter, the Company repurchased 544,287 shares of Class A common stock in connection with the cashless exercise of options and the satisfaction of employee minimum tax withholding requirements. The Company did not make any open market repurchases in either the Current Quarter or Prior Quarter.

The 1% U.S. federal excise tax on certain repurchases of stock by publicly traded U.S. corporations enacted as part of the IRA 2022 applies to our share repurchase program.

NOTE 11—FAIR VALUE MEASUREMENT

The Company utilizes fair value measurements to measure assets and liabilities in a business combination or assess impairment and abandonment of property and equipment, intangible assets and goodwill or to measure the value of securities marked to market. Fair value is defined as the amount at which an asset (or liability) could be bought (or incurred) or sold (or settled) in an orderly transaction between market participants at the measurement date. Further, ASC 820, Fair Value Measurements, establishes a framework for measuring fair value, establishes a fair value hierarchy based on the quality of inputs used to measure fair value, and includes certain disclosure requirements. Fair value estimates are based on either (i) actual market data or (ii) assumptions that other market participants would use in pricing an asset or liability, including estimates of risk.

ASC 820 establishes a three-level valuation hierarchy for the disclosure of fair value measurements. The valuation hierarchy categorizes assets and liabilities measured at fair value into one of three different levels depending on the observability of the inputs employed in the measurement. The three levels are defined as follows:

Level 1—Unadjusted quoted prices for identical assets or liabilities in active markets.

Level 2—Quoted prices for similar assets or liabilities in non-active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument.

Level 3—Inputs that are unobservable and significant to the fair value measurement (including the Company’s own assumptions in determining fair value).

A financial instrument’s categorization within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The Company’s assessment of the significance of a particular input to

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the fair value measurement in its entirety requires judgment and considers factors specific to the asset or liability. There were no transfers into, or out of, the three levels of the fair value hierarchy for the three months ended March 31, 2026 or the year ended December 31, 2025.

Other fair value considerations

The carrying values of the Company’s current financial instruments, which include cash and cash equivalents, accounts receivable trade and accounts payable, approximate their fair value as of March 31, 2026 and December 31, 2025 due to the short-term nature of these instruments. The carrying value of debt as of March 31, 2026 approximates fair value due to variable market rates of interest. The estimated fair values of the Company’s financial instruments are not necessarily indicative of the amounts that would be realized in a current market exchange.

NOTE 12—RELATED-PARTY TRANSACTIONS

The Company considers its related parties to be those stockholders who are beneficial owners of more than 5.0% of its common stock, executive officers, members of its board of directors or immediate family members of any of the foregoing persons, transactions with a company that is significantly influenced by another related party, and cost-method and equity-method investees. The Company has entered into a number of transactions with related parties. In accordance with the Company’s related persons transactions policy, the audit committee of the Company’s board of directors regularly reviews these transactions.

During the Current Quarter, sales to related parties were $0.1 million and purchases from related-party vendors were $6.2 million. These purchases consisted of $4.7 million relating to the rental of certain equipment or other services used in operations, $0.8 million relating to management, consulting and other services, $0.5 million relating to inventory and consumables and $0.2 million relating to property and equipment.

During the Prior Quarter, sales to related parties were $0.2 million and purchases from related-party vendors were $5.4 million. These purchases consisted of $3.9 million relating to the rental of certain equipment or other services used in operations, $1.0 million relating to management, consulting and other services, $0.4 million relating to inventory and consumables and $0.1 million relating to property and equipment.

Tax Receivable Agreements

In connection with the Select 144A Offering, the Company entered into two TRAs with certain then-affiliates of the then-holders of SES Holdings LLC Units. As of March 31, 2026, certain of the TRA Holders were employed by the Company, on the Company’s board of directors and/or owned shares of the Company’s Class A and/or Class B common stock.

The first of the TRAs, which the Company entered into with Legacy Owner Holdco and Crestview Partners II GP, L.P. (“Crestview GP”) generally provides for the payment by the Company to such TRA Holders of 85% of the net cash savings, if any, in U.S. federal, state and local income and franchise tax that the Company actually realizes (computed using simplifying assumptions to address the impact of state and local taxes) or is deemed to realize in certain circumstances in periods after the Select 144A Offering as a result of, as applicable to each such TRA Holder, (i) certain increases in tax basis that occur as a result of the Company’s acquisition (or deemed acquisition for U.S. federal income tax purposes) of all or a portion of such TRA Holder’s SES Holdings LLC Units in connection with the Select 144A Offering or pursuant to the exercise of the Exchange Right or the Company’s Call Right and (ii) imputed interest deemed to be paid by the Company as a result of, and additional tax basis arising from, any payments the Company makes under such Tax Receivable Agreement.

The second of the TRAs, which the Company entered into with an affiliate of Legacy Owner Holdco and Crestview GP, generally provides for the payment by the Company to such TRA Holders of 85% of the net cash savings, if any, in U.S. federal, state and local income and franchise tax that the Company actually realizes (computed using simplifying assumptions to address the impact of state and local taxes) or is deemed to realize in certain circumstances in

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periods after the Select 144A Offering as a result of, as applicable to each such TRA Holder, (i) any net operating losses (“NOLs”) available to the Company as a result of certain reorganization transactions entered into in connection with the Select 144A Offering and (ii) imputed interest deemed to be paid by the Company as a result of any payments the Company makes under such Tax Receivable Agreement.

On June 23, 2023, the TRAs were amended to replace references to one year LIBOR with references to the 12-month term SOFR published by CME Group Benchmark Administration Limited plus 171.513 basis points, which is the benchmark replacement rate and additional margin that, under the Adjustable Interest Rate (LIBOR) Act of 2021, would have otherwise been inserted in place of references to LIBOR in the TRAs following June 30, 2023.

The Company has recognized a liability associated with the TRAs as of March 31, 2026 and December 31, 2025 of $43.4 million because the likelihood of a payment to be made under the TRAs has been determined to be probable as of both March 31, 2026, and December 31, 2025. The recognized liability associated with the TRAs represents 85% of the net cash savings in U.S. federal, state and local income tax or franchise tax that the Company anticipates realizing in future years from certain increases in tax basis and other tax attributes arising from the Company’s completed acquisitions of SES Holdings LLC Units from the TRA Holders and from the NOLs available to the Company as a result of certain reorganization transactions entered into in connection with the Select 144A Offering. This liability could materially change in the future, based on multiple factors including, among others, whether the remaining holders of SES Holdings LLC Units exchange such units for Class A common stock, the value of our Class A common stock, changes in our economic projections and actual results, passage of future legislation, and consummation of significant transactions in the future. We expect the One Big Beautiful Bill Act (“OBBBA”), enacted on July 4, 2025, to defer the timing of payments under the TRAs but not the amount of the payments expected to be made.

NOTE 13—INCOME TAXES

The Company’s income tax information is presented in the table below. The effective tax rate is different than the 21% U.S. federal income tax rate due to net income allocated to noncontrolling interests, state income taxes, income tax credits and nondeductible items.

	Three months ended March 31,
	2026		2025
	(in thousands)
Current income tax expense	$	39	$	408
Deferred income tax expense		2,394		2,486
Total income tax expense	$	2,433	$	2,894
Effective Tax Rate		20.0%		23.4%

          The Company regularly reviews its deferred tax assets for realization and establishes a valuation allowance if it is more likely than not that some portion or all of a deferred tax asset will not be realized. The Company considers all available positive and negative evidence in determining whether realization of the tax benefit is more likely than not. This evidence includes historical income/loss, projected future income, the expected timing of the reversal of existing temporary differences and the implementation of tax planning strategies. Management has continued to assess both positive and negative evidence and determined that no adjustments to the remaining valuation allowance were necessary as of March 31, 2026.

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NOTE 14—NONCONTROLLING INTERESTS

The Company’s noncontrolling interests fall into two categories as follows:

● Noncontrolling interests attributable to joint ventures formed for water-related services.

● Noncontrolling interests attributable to holders of Class B common stock.

	As of		As of
	March 31, 2026		December 31, 2025
	(in thousands)
Noncontrolling interests attributable to joint ventures formed for water-related services	$	(3,063)	$	(2,275)
Noncontrolling interests attributable to holders of Class B common stock		131,215		123,726
Total noncontrolling interests	$	128,152	$	121,451

For all periods presented, there were changes in Select Inc.’s ownership interest in SES Holdings. The effects of the changes in Select Inc.’s ownership interest in SES Holdings are as follows:

	Three months ended March 31,
	2026		2025
	(in thousands)
Net income attributable to Select Water Solutions, Inc.	$	8,606	$	8,239
Transfers from noncontrolling interests:
Decrease in additional paid-in capital from reallocation to Class B holders in connection with underwritten offering		(8,289)		—
Increase in additional paid-in capital as a result of restricted stock issuance, net of forfeitures		781		768
Increase in additional paid-in capital as a result of vested PSUs		530		406
Increase in additional paid-in capital as a result of the repurchase of SES Holdings LLC Units		674		502
Change to equity from net income attributable to Select Water Solutions, Inc. and transfers from noncontrolling interests	$	2,302	$	9,915

Variable Interest Entity (“VIE”)

Noncontrolling interests deficit of $3.0 million as of March 31, 2026, relate to the Company’s approximate 50% ownership in a consolidated subsidiary formed in 2022 to provide water-related services in support of wildfire response efforts. The entity is considered a VIE and has been consolidated since formation, as the Company is deemed the primary beneficiary. In addition to its equity contributions, the Company had an outstanding loan balance of $4.5 million due from the subsidiary and an intercompany receivable of $3.0 million as of March 31, 2026; both amounts are eliminated in consolidation.

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While multiple partners contributed capital to the subsidiary, the Company provided approximately 50% of the total equity and voluntarily extended incremental funding despite no contractual obligation to do so. This discretionary financial support reinforces the Company’s ongoing involvement with the VIE and supports the conclusion that the Company is the primary beneficiary, as it reflects a demonstrated willingness to provide financial resources necessary to sustain the subsidiary’s operations. Since inception, the consolidated subsidiary has been included within the Company’s Water Services segment.

NOTE 15—INCOME PER SHARE

Income per share is based on the amount of income allocated to the stockholders and the weighted-average number of shares outstanding during the period for each class of common stock. Outstanding options are included in the calculation of diluted weighted-average shares outstanding to the extent they may be dilutive upon exercise and are excluded to the extent they would be antidilutive. Accordingly, outstanding options to purchase 697,408 and 720,953 shares of Class A common stock, representing 87% and 72% of the total outstanding options at period end, for the Current Quarter and Prior Quarter, respectively, are excluded from the calculation of diluted weighted-average shares outstanding as their effect is antidilutive. Shares of the Company’s Class B common stock do not share in net income or losses attributable to the Company and are therefore not participating securities. As such, separate presentation of basic and diluted earnings per share of Class B common stock under the two-class method has not been presented. Diluted earnings per share was computed using the treasury stock method.

The following tables present the Company’s calculation of basic and diluted earnings per share for the Current Quarter and Prior Quarter (dollars in thousands, except share and per share amounts):

	Three months ended March 31, 2026						Three months ended March 31, 2025
	Select Water Solutions, Inc.		Class A		Class B		Select Water Solutions, Inc.		Class A		Class B
Numerator:
Net income	$	9,432					$	9,560
Net income attributable to noncontrolling interests		(826)						(1,321)
Net income attributable to Select Water Solutions, Inc. — basic	$	8,606	$	8,606	$	—	$	8,239	$	8,239	$	—
Add: Reallocation of net income attributable to noncontrolling interests for the dilutive effect of restricted stock		14		14		—		18		18		—
Add: Reallocation of net income attributable to noncontrolling interests for the dilutive effect of performance units		16		16		—		18		18		—
Add: Reallocation of net income attributable to noncontrolling interests for the dilutive effect of stock options		1		1		—		1		1		—
Net income attributable to Select Water Solutions, Inc. — diluted	$	8,637	$	8,637	$	—	$	8,276	$	8,276	$	—
Denominator:
Weighted-average shares of common stock outstanding — basic				110,145,655		16,221,101				100,790,931		16,221,101
Dilutive effect of restricted stock				1,078,148		—				1,226,432		—
Dilutive effect of performance share units				1,267,140		—				1,217,166		—
Dilutive effect of stock options				39,915		—				79,395		—
Weighted-average shares of common stock outstanding — diluted				112,530,858		16,221,101				103,313,924		16,221,101
Income per share:
Basic			$	0.08	$	—			$	0.08	$	—
Diluted			$	0.08	$	—			$	0.08	$	—

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NOTE 16—SEGMENT INFORMATION

Select is a leading provider of sustainable water and chemical solutions to the energy industry in the U.S. The Company’s services are offered through three reportable segments. Reportable segments are defined as components of an enterprise for which separate financial information is evaluated regularly by the CODM in deciding how to allocate resources and assess performance. The Company’s CODM assesses performance and allocates resources on the basis of the three reportable segments. Corporate and other expenses that do not individually meet the criteria for segment reporting are reported separately as Corporate or Other.

The Company’s CODM assesses performance and allocates resources on the basis of the following three reportable segments:

Water Infrastructure — The Water Infrastructure segment consists of the Company’s fixed infrastructure assets, including operations associated with water distribution pipeline infrastructure, water recycling facilities, produced water gathering pipelines, SWDs, and solids management facilities, primarily serving E&P companies.

Water Services — The Water Services segment primarily consists of the Company’s water-related services businesses, including water sourcing, water transfer, fluids hauling, water monitoring, water containment and water network automation, primarily serving E&P companies. Additionally, this segment includes the operations of our Peak Rentals businesses.

Chemical Technologies — The Chemical Technologies segment provides technical solutions, products and expertise related to chemical applications in the oil and gas industry. We develop, manufacture, manage logistics and provide a full suite of chemicals used in hydraulic fracturing, stimulation, cementing and well completions for customers ranging from pressure pumpers to major integrated and independent oil and gas producers. This segment also utilizes its chemical experience and lab testing capabilities to customize tailored water treatment solutions designed for the recycling and treatment of produced water and to optimize the fracturing fluid system in conjunction with the quality of water used in well completions.

In assessing segment results and allocating resources, the CODM places particular emphasis on significant expense categories, including cost of revenue, selling, general & administrative expenses, and depreciation, accretion, and amortization. The CODM evaluates segment performance primarily based on segment EBITDA, which serves as the key profitability measure for decision-making. The Company reports EBITDA by segment as a measure of segment performance. The Company defines EBITDA as net income, plus interest expense, income taxes, and depreciation, amortization and accretion.

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Financial information by segment for the Current Quarter and Prior Quarter is as follows:

	For the three months ended March 31, 2026
	Water Infrastructure		Water Services		Chemical Technologies		Other		Eliminations		Totals
Revenue	$	97,334	$	192,943	$	78,623	$	-	$	(2,942)	$	365,958
Costs of revenue excluding depreciation, amortization and accretion		(45,069)		(149,503)		(63,306)		-		2,942		(254,936)
Depreciation, amortization and accretion		(28,046)		(15,912)		(1,784)		(1,121)				(46,863)
Selling general and administrative		(6,224)		(8,204)		(4,519)		(21,604)				(40,551)
Other(1)		(6,107)		119		84		68				(5,836)
Net income											$	9,432
Interest expense, net												5,907
Tax expense												2,433
Depreciation, amortization and accretion												46,863
EBITDA	$	39,934	$	35,355	$	10,882	$	(21,536)			$	64,635
Capital expenditures(2)	$	53,826	$	16,184	$	1,563	$	142			$	71,715

	For the three months ended March 31, 2025
	Water Infrastructure		Water Services		Chemical Technologies		Other		Eliminations		Totals
Revenue	$	72,646	$	227,946	$	76,686	$	-	$	(2,894)	$	374,384
Costs of revenue excluding depreciation, amortization and accretion		(36,101)		(181,740)		(64,992)		-		2,894		(279,939)
Depreciation, amortization and accretion		(19,797)		(17,165)		(1,713)		(925)				(39,600)
Selling general and administrative		(5,682)		(8,788)		(4,525)		(18,437)				(37,432)
Other(1)		(537)		(63)		581		(64)				(83)
Net income											$	9,560
Interest expense, net												4,876
Tax expense												2,894
Depreciation, amortization and accretion												39,600
EBITDA	$	30,326	$	37,355	$	7,750	$	(18,501)			$	56,930
Capital expenditures(2)	$	40,676	$	18,404	$	1,205	$	496			$	60,781

(1) Other includes lease abandonment costs, impairments and abandonments, remeasurement gains, gains or losses on sales of property and equipment, TRAs expense, equity in losses of unconsolidated entities and other income and expenses.

(2) Amounts above include accruals for capital expenditures.

Total assets by segment as of March 31, 2026 and December 31, 2025, is as follows:

	As of		As of
	March 31, 2026		December 31, 2025
	(in thousands)
Water Infrastructure	$	966,228	$	929,789
Water Services		457,989		435,761
Chemical Technologies		148,444		148,773
Other		134,214		81,289
Total	$	1,706,875	$	1,595,612

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NOTE 17—SUBSEQUENT EVENTS

On May 1, 2026, a subsidiary of the Company acquired the Black River Ranch (“BRR”) in Eddy County, New Mexico for a purchase price of $18.56 million.  The BRR encompasses 4,463 total acres, including 3,753 acres of fee land and 710 acres of federal grazing lease land. Additionally, the BRR includes 1,800 acre feet of annual water rights.  Select anticipates direct revenues associated with the water rights, irrigated agricultural cropland, and other surface-related fees. Furthermore, the acquisition is expected to simplify ROWs related to ongoing infrastructure projects and provide the potential for future recycling, disposal and other related infrastructure development opportunities. The acquisition was funded with a combination of cash on hand and a $13.0 million agricultural loan bearing interest at 6.35%, with a maturity date of May 1, 2031.

Additionally on May 1, 2026, a subsidiary of the Company acquired disposal facilities encompassing 30,000 barrels per day of permitted capacity as well as source water rights, infrastructure, and associated surface acreage in Reeves County, Texas for a purchase price of $10.0 million. The acquired assets will be tied into Select’s broader Delaware Basin infrastructure system to support ongoing organic water infrastructure projects in the region.

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

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our consolidated financial statements and related notes included elsewhere in this report, as well as the historical consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2025, filed with the Securities and Exchange Commission on February 18, 2026 (our “2025 Form 10-K”). This discussion and analysis contains forward-looking statements based upon our current expectations that involve risks and uncertainties. Our actual results may differ materially from those anticipated in these forward-looking statements as a result of various factors as described under “Cautionary Note Regarding Forward-Looking Statements” and other cautionary statements described under the heading “Risk Factors” included in our 2025 Form 10-K and this Quarterly Report on Form 10-Q. We assume no obligation to update any of these forward-looking statements.

This discussion relates to the three months ended March 31, 2026 (the “Current Quarter”) and the three months ended March 31, 2025 (the “Prior Quarter”).

Overview

We are a leading provider of sustainable water and chemical solutions to the energy industry in the U.S. As a leader in the water solutions industry, we place the utmost importance on safe, environmentally responsible management of oilfield water throughout the lifecycle of a well. Additionally, we believe that responsibly managing water resources through our operations to help conserve and protect the environment in the communities in which we operate is paramount to our continued success.

Sustainability

Select is committed to a corporate strategy that supports the long-term viability of our business model in a manner that focuses on all stakeholders, including our people, our customers, the environment, and the communities in which we operate. We believe this focus will help us and our customers achieve their short-term and long-term strategic goals, help us attract and retain top talent, and further our efforts to generate investor returns. We believe our commitment to foster a culture of corporate responsibility is an important part of being a company with operations spanning the contiguous U.S. Further, we believe being a good corporate steward is strategic to our growth in the energy industry and will better allow us to develop solutions that both address the needs of our customers and contribute to sustainable business practices. Our commitment to these principles is exemplified through our sustainability-linked credit facility, which incorporates certain key performance indicator targets related to growing produced water recycling volumes and maintaining market-leading employee safety performance. Additionally, as a customer-oriented company,

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we compete with other providers based on various factors, including safety and operational performance, technological innovation, process efficiencies and reputational awareness. We have identified the following four priorities as part of our comprehensive corporate responsibility initiative: Environmental Stewardship, Safety & Well-being, Human Capital Management and Community Outreach. We believe there is a strong link between these corporate responsibility initiatives and our ability to provide value to our stakeholders.

We are one of the few public companies whose primary focus is on the management of water and water logistics in the energy industry, with a focus on driving efficient, environmentally responsible, and economical solutions that lower costs throughout the lifecycle of the well. We believe water is a valuable resource and understand that the energy industry, other industries, and the general public are competing for this resource. We continue to provide access to water as demanded by our customers and have significantly increased our focus on the recycling and reuse of produced water, as well as assessing other industrial water sources, to meet the industry’s water demand and align our operations with the goals of our customers. We have invested significantly in the development and acquisition of fixed and mobile recycling facilities that support the advancement of commercialized produced water reuse solutions. By doing so, we strive to reduce the amount of produced water being reinjected into SWDs and to reduce our usage of fresh water as well as that of our customers. By implementing our innovative approach to end-to-end water solutions, we have become a leader in recycling produced water to be reused for energy production.

Our strong company culture includes commitments to all stakeholders, and we aim to create a work environment that fosters a diverse and inclusive company culture. Additionally, we prioritize safety in our operations through rigorous training, structured protocols and ongoing automation of our operations. Our prioritization of safety includes a commitment to safeguarding the communities in which we operate.

We believe that proper alignment of our management and our board of directors with our shareholders is critical to creating long-term value, including the alignment of management compensation and incentive structures and the continued leadership of an experienced, diverse and independent board of directors.

Recent Developments

Infrastructure Investments and Contracted Growth Initiatives

We are prioritizing investments in Water Infrastructure projects, which often bring a more predictable and steady revenue stream through long-term contracts and production-related operations. These investments typically produce higher gross margins and also foster stronger partnerships with customers, as we become an integral partner in ensuring well productivity for ongoing customer production over the life of a well. Our focus is on integrated solutions that enhance contracted infrastructure projects with logistics services and chemical solutions, and expanding the value we provide to our customers. Our approach has been to streamline operations and offer a more comprehensive and valuable overall package to customers that is built around optimizing the entire water lifecycle, as such integrated solutions drive revenue growth and enhance overall value to clients.

Common Stock Offering

In February 2026, we completed an underwritten public offering of 15,784,315 shares of Class A common stock at a public offering price of $12.75 per share, consisting of 13,725,491 shares issued in the base offering and 2,058,824 shares issued upon the full exercise of the underwriters’ overallotment option. The offering generated aggregate gross proceeds of approximately $201.3 million and net proceeds of approximately $192.2 million, after underwriting discounts and commissions and before other offering expenses. In connection with the offering, Select Inc. contributed the net proceeds of the offering to SES Holdings in exchange for a number of common units of SES Holdings equal to the number of shares of Class A common stock issued in the underwritten public offering. SES Holdings utilized a portion of the proceeds to pay down outstanding borrowings under our Sustainability-Linked Credit Facility and intends to use the remaining proceeds for general corporate purposes, including funding water infrastructure growth capital projects, potential acquisitions, repayment of additional debt under the Sustainability-Linked Credit Facility, and working capital.

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Water Infrastructure

During the Current Quarter, we continued executing our strategy of expanding our Water Infrastructure segment as a key component of our long-term growth platform. Our integrated water management systems support operators by providing produced water gathering, transportation, recycling, and disposal services designed to reduce trucking activity, improve operational reliability, and increase water management efficiency across development programs.

Our infrastructure footprint in the Northern Delaware Basin remains a core area of development for our business. Our in-service and under construction systems in New Mexico in Eddy and Lea counties include approximately 1.7 million barrels per day of active fixed recycling capacity, more than 400 miles of pipeline, substantial storage capacity, and more than 1.5 million dedicated acres. This interconnected infrastructure network positions us to manage large volumes of produced water and support customer development programs across the region.

Water Services

During the Current Quarter, we continued our efforts to streamline operations and improve efficiency within our Water Services segment. Through operational improvements implemented during 2025, including portfolio actions such as the Omni transaction, we simplified portions of our service portfolio and enhanced cost discipline. These initiatives are intended to support improved operational efficiency, an improved margin profile, and cash flow generation from this segment.

Peak Rental Update

In August 2025, we announced that we had started an evaluation of strategic alternatives for Peak Rentals business within our Water Services segment. Peak Rentals currently includes our accommodations and rentals platform as well as our well testing and flowback operations. This evaluation includes a range of potential paths forward, including capital structure initiatives and other portfolio optimization opportunities. As of March 31, 2026, no transaction is pending or imminent, and we continue to own 100% of the business. We are continuing to evaluate strategic alternatives for Peak Rentals in the ordinary course; however, there can be no assurance that any particular outcome will ultimately be pursued or completed.

Chemical Technologies

During the Current Quarter, we continued to compete across a range of completion chemistry applications through our Chemical Technologies segment. Our in-basin manufacturing capabilities and continued research and development investments support our ability to supply friction reducers, surfactants and other completion chemistry products used in increasingly complex completion designs, including longer laterals and high-intensity completion programs. Demand for friction reducers and customized surfactant offerings remained supported by completion activity levels and the increasing use of recycled produced water in hydraulic fracturing operations.

Long-Term Contract Revenue

During the Current Quarter, we continued to expand our portfolio of contracted and recurring revenue opportunities through new and amended commercial agreements across our water infrastructure footprint, including produced water takeaway and disposal arrangements, water supply agreements, minimum volume commitments, acreage-wide right-of-first-refusal arrangements and additional delivery point commitments. These agreements included, among others, a 12-year water supply and takeaway agreement in Lea County, New Mexico, supported by approximately 7.1 miles of planned pipeline infrastructure, and a five-year produced water takeaway and disposal agreement in Canadian County, Oklahoma. We also executed several shorter-term interruptible disposal, water purchase and reserve capacity arrangements across New Mexico, Texas and Oklahoma, including a water purchase agreement with a minimum volume commitment of approximately 1.8 million barrels. Collectively, these agreements are intended

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to increase utilization of our existing infrastructure, support selective capital investments in new pipeline connectivity and delivery points, and provide improved visibility into future revenue generation across our operating regions. In addition, we expanded our Water Services footprint through an acreage-wide water transfer services agreement with a strategic customer in the Northeast, which also includes a right-of-first-refusal arrangement under which the customer has committed a portion of its produced water volumes to us for disposal.

Diversification

During the Current Quarter, we continued advancing certain diversification initiatives, including opportunities related to municipal and industrial water markets, lithium extraction partnerships, and beneficial reuse technologies. These initiatives are intended to evaluate potential opportunities to leverage our existing water infrastructure platform across additional end markets.

Progress continued on our equity-method investment in AV Farms, LP related to the Colorado municipal water rights project. In addition, lithium extraction partnerships across the Haynesville, Midland, and Northern Delaware basins continue to progress, with initial royalty-based revenues currently expected to begin in late 2026.

We also continued pilot testing of advanced treatment technologies intended to evaluate beneficial reuse opportunities for produced water in the Permian and DJ basins. These pilot programs are designed to assess the feasibility of converting produced water into resources that could potentially be used in agricultural or other applications.

Market Trends and Outlook

Commodity Prices

Industry conditions during the first quarter of 2026 reflected a relatively stable but disciplined North American upstream activity environment. Commodity prices, while significantly fluctuating in the first quarter, remained supportive of development activity, although operators continued to emphasize capital efficiency, free cash flow generation, and moderated production growth. As a result, drilling and completion activity across key U.S. basins remained generally stable compared to recent periods, with the Permian Basin continuing to represent the primary area of development and the largest concentration of completions activity and associated water handling demand.

Since 2021, OPEC+ countries have instituted production cuts (as well as voluntary production cuts), which currently cut output by approximately 3.0 million barrels/day in the aggregate. Most recently, in April 2026, OPEC+ announced a reduction in voluntary oil production cuts of approximately 0.2 million barrels per day. OPEC+ may, at its discretion, continue to decrease, or increase, production, which will continue to impact crude oil and natural gas price volatility. Further, on April 28, 2026, the United Arab Emirates, the third largest oil and gas producer within OPEC+, announced that it was leaving OPEC. The impact of the United Arab Emirates’ departure from OPEC+ on current OPEC+ production cuts and overall global production is not yet known, but such effects may be magnified if any additional countries leave OPEC+. The actions of OPEC+ countries with respect to oil production levels and announcements of potential changes in such levels, including agreement on and compliance with production targets, as well as each countries’ continued membership in OPEC+, may result in volatility in the industry in which we and our customers operate. However, despite this announced increase in production, the ongoing conflict in Iran, and related hostilities across Gulf countries and the Strait of Hormuz has resulted in a dramatic drop in OPEC+ production, with a decrease of approximately 7.3 million barrels per day month-to-month in March 2026, led by cuts ⁠in Kuwait, Iraq, Saudi Arabia and the United Arab Emirates. The average price of West Texas Intermediate (“WTI”) crude oil increased in the Current Quarter versus the Prior Quarter due to a combination of factors, including the conflict in Iran and related hostilities across the Middle East, including the cessation or reduction of maritime traffic through the Strait of Hormuz, heightened trade tensions, global demand, and other various influences and impacts. During the Current Quarter, the average spot price of WTI crude oil was $72.74 versus an average price of $71.78 for the Prior Quarter. The average Henry Hub natural gas spot price during the Current Quarter was $4.71 versus an average of $4.14 for the Prior Quarter. Henry Hub natural gas price levels in the Current Quarter have increased relative to the Prior Quarter due to a variety of factors, including increased demand driven by power consumption, severe weather events, infrastructure disruptions, lower than expected inventories, and the ongoing liquified natural gas (“LNG”) export growth in the U.S., reduced LNG

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exports from Gulf countries as a result of the ongoing conflict in Iran resulting in higher demand for domestic natural gas, and have positively impacted activity levels in natural gas basins.

Commodity markets during the quarter were influenced by geopolitical developments in the Middle East, which contributed to volatility in global oil prices and increased market attention on potential supply disruptions. Higher commodity prices during portions of the quarter improved operator cash flows and supported the economics of ongoing development programs, which may contribute to sustained activity levels across core U.S. basins.

Customer Demand

Demand for produced water gathering, transportation, disposal, and recycling services remained closely linked to completion activity levels and the steady growth in produced water volumes associated with existing production. Produced water generation continues to increase as horizontal wells mature and as operators develop longer laterals and higher-intensity completion designs. Additionally, water-to-oil ratios in the Delaware and Northern Delaware Basins are among the highest in the United States, and within the Permian Basin, contributing to growing produced water volumes in the Permian Basin. These structural trends continue to support demand for integrated water management infrastructure, including pipeline gathering systems, disposal capacity, and recycling capabilities.

Across the Permian Basin and the broader industry, operators increasingly utilize pipeline-based gathering systems and centralized disposal and recycling facilities to manage water volumes more efficiently. These infrastructure systems can improve cost efficiency, reduce truck traffic, and support more reliable water management across large development programs. Recycling and beneficial reuse of produced water also continue to gain importance as operators seek to reduce freshwater consumption and improve water management practices.

Geopolitical Conflicts

The ongoing war in the Middle East involving Iran escalated during the first quarter of 2026, resulting in increased hostilities and instability in oil and gas-producing regions as well as in key adjacent shipping lanes and supply chains. As a major oil producer, Iran’s involvement has heightened concerns over potential supply disruptions and transportation risks, contributing to significant volatility in global oil and natural gas prices. In particular, the restriction or cessation of maritime traffic through the Strait of Hormuz has significantly depressed global supply of oil and natural gas, resulting in increased volatility and overall elevated prices.

Further, the ongoing restrictions or cessation of maritime traffic through the Strait of Hormuz has caused disruptions to the global chemicals and oil-derived goods markets, reducing supplies and availability worldwide, and resulting in increased prices. While we are not reliant on any chemicals or other commodities that are exclusively transported through the Strait of Hormuz due to our continued focus on domestic sourcing, such global disruptions to commodities markets can have downstream effects in the domestic markets, including elevated domestic prices, reduced supply and business interruptions to our suppliers. While the ultimate duration, impact and magnitude of these disruptions is currently unknown, a prolonged interruption to the global chemicals commodities and oil-derived goods markets has the potential to materially adversely affect our business and operations and those of our suppliers.

Additionally, the armed conflict between Ukraine and Russia has continued into 2026. Severe sanctions imposed by the U.S., U.K., European Union and other actors on Russian entities have driven significant volatility in global oil and natural gas prices. U.S. actions in Venezuela, including tanker seizures and a limited military intervention in early 2026, have added uncertainty; as relations stabilize, the potential release of approximately 50 million barrels of previously sanctioned oil could depress global prices. Further, in an effort to reduce the impact of the ongoing conflict with Iran, in March, the Treasury Department’s Office of Foreign Assets Control authorized temporary waivers for the sanctions on Russian hydrocarbons. While these waivers were extended into mid-May, they are limited in duration and will expire unless further extended. Such extensions, future waivers or the imposition of further sanctions may have a significant effect on global hydrocarbon prices. Such commodity swings, combined with higher inflation and interest rates that have raised our cost of capital, have created a more challenging planning environment for us and our customers. The ultimate outcomes remain unpredictable and could materially affect the world economy, customer activity levels, and demand for our services.

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Trade Policy Developments

Global macroeconomic developments, including changes in international trade policies and tariffs, may adversely affect our ability to source raw materials and customer demand for our services. Although we are not reliant on any single supplier and can secure alternatives, disruptions from tariffs or trade restrictions could still impact our business. Beginning in the first quarter of 2025, the U.S. imposed new tariffs on imported steel, aluminum and other materials, prompting retaliatory measures from the European Union, Canada and China. We continue to monitor evolving trade policies, including potential additional tariffs on Chinese goods and ongoing litigation before the U.S. Supreme Court regarding presidential tariff authority. Any expansion of trade restrictions or a trade war could adversely affect us and the global economy.

In the first quarter of 2026, the U.S. Supreme Court struck down certain broad tariffs previously imposed through executive orders under the International Emergency Economic Powers Act of 1977 on a wide range of imported goods. In response, President Trump promptly implemented a wide sweeping 10% import surcharge on goods under Section 122 of the Trade Act of 1974, which is scheduled to expire in July 2026 unless otherwise extended. These new tariffs target various categories of imports, including several raw materials used in our operations, including steel, aluminum and copper. While the full scope, duration, and economic impact of these new tariffs remain uncertain, they could result in higher input costs, supply chain disruptions, and potential retaliatory measures from affected trading partners. We continue to monitor these developments closely and evaluate their potential effects on our cost structure and customer demand.

Inflation, Capital Discipline and Customer Consolidation

Heightened inflation in recent years has driven higher interest rates and increased cost of capital for Select and our customers. Many customers have responded by tightening capital budgets, focusing on cash flow generation and returning capital to investors. Customer consolidation in the Permian Basin can temporarily disrupt activity levels, yet it also creates larger blocks of contiguous acreage that can increase demand for our integrated, long-term water lifecycle solutions. While acquired customers may initially slow activity to integrate operations, we are well-positioned to support these larger entities with comprehensive water management, reuse, recycling and balancing services.

Industry Health

Looking ahead, we expect industry activity levels to continue to be influenced by commodity price volatility, operator capital allocation priorities, and broader macroeconomic conditions. While near-term activity may fluctuate in response to customer budget adjustments, long-term fundamentals supporting produced water handling and infrastructure development remain favorable. Continued growth in produced water volumes, increasing infrastructure intensity in the Permian Basin, and expanding recycling adoption are expected to support demand for integrated water management services.

Technology and Operations

We operate a centralized Remote Operations Center (“ROC”) in Gainesville, Texas, which serves as the command hub for monitoring and managing water operations across our integrated platform, including water transfer, pipelines, disposal, and recycling facilities. The ROC aggregates and processes data from approximately 5,000 to 6,000 active assets, over 200 facilities, and more than 1,100 cameras, translating this data into actionable alerts that support real-time operational decision-making. Through our AquaView® system, we monitor water volumes, flow rates, and asset performance while also enabling remote control of field operations. This capability facilitates timely responses to operational risks, including spills and inefficiencies, enhances safety performance, and reduces field labor requirements by shifting from reactive monitoring to proactive intervention.

AquaView has evolved into a fully integrated water management and control platform capable of dynamically routing water across both mobile and permanent infrastructure. The system supports our complex and frequently

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changing operations, with approximately 120 to 180 active sites that are regularly reconfigured and can typically be deployed on a rapid response basis. This flexibility allows us to optimize water logistics, reduce nonproductive time, and provide customers with real-time operational visibility. In addition, AquaView supports data integration with third-party systems, further enhancing transparency and coordination. The combination of centralized oversight, automation, and purpose-built technologies enables us to operate efficiently at scale, improve service reliability, and support long-term infrastructure development and contractual water management solutions.

These capabilities are increasingly important as unconventional oil and gas development continues to trend toward multi-well pad development and simultaneous well completions executed over compressed time periods. While these trends can increase the overall intensity, complexity, and cost of well completions, they also favor operators and service providers that can deliver reliable, technology-enabled water solutions across large and dynamic operating footprints. At the same time, continued completion efficiencies may reduce the number of days spent on location, which can limit revenue opportunities for services priced on a day-rate basis. Our integrated infrastructure, centralized monitoring, and rapid deployment capabilities position us to help customers manage these more demanding operating environments while improving logistics, reducing downtime, and supporting efficient well execution.

In addition, increasing upstream acreage consolidation, corporate mergers, and the growing adoption of produced water recycling and reuse continue to expand demand for more sophisticated regional water infrastructure networks. We believe these trends favor companies that can deliver complex, full-lifecycle water management solutions across broad acreage positions, including the treatment, routing, recycling, and reuse of produced water. The increased reuse of produced water also requires additional chemical treatment and blending solutions, including more complex “on-the-fly” applications that proportion and treat multiple water and chemical streams at the wellsite. Supported by our specialized technical teams and proprietary technologies, including FluidMatch™, we remain focused on developing and deploying innovative treatment and reuse solutions that help customers optimize fluid systems, improve operational efficiency, and advance broader sustainability objectives.

Our Segments

Our services are offered through three reportable segments: (i) Water Infrastructure; (ii) Water Services; and (iii) Chemical Technologies.

● Water Infrastructure. The Water Infrastructure segment consists of the Company’s fixed infrastructure assets, including operations associated with water distribution pipeline infrastructure, water recycling facilities, produced water gathering pipelines, SWDs, and solids management facilities, primarily serving E&P companies.

● Water Services. The Water Services segment primarily consists of the Company’s water-related services businesses, including water sourcing, water transfer, fluids hauling, water monitoring, water containment and water network automation, primarily serving E&P companies. Additionally, this segment includes the operations of our Peak Rentals businesses. 

● Chemical Technologies. The Chemical Technologies segment provides technical solutions, products and expertise related to chemical applications in the oil and gas industry. We develop, manufacture, manage logistics and provide a full suite of chemicals used in hydraulic fracturing, stimulation, cementing and well completions for customers ranging from pressure pumpers to major integrated and independent oil and gas producers. This segment also utilizes its chemical experience and lab testing capabilities to customize tailored water treatment solutions designed for the recycling and treatment of produced water and to optimize the fracturing fluid system in conjunction with the quality of water used in well completions.

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How We Generate Revenue

● Water Infrastructure. The Water Infrastructure segment comprises our extensive infrastructure network, including produced water gathering pipelines, water distribution lines, water recycling facilities, SWDs, and solids management operations. We primarily generate revenue through fixed fees per barrel handled, which may include gathering, transportation, recycling, or disposal, pursuant to long-term commercial agreements that may incorporate acreage dedications, MVCs, and periodic escalators. Additional revenue is earned from the sale of skim oil, based on the volume of skim oil sold at prevailing market rates, as well as from recycled water sales and capacity optimization services on an interruptible basis. Revenue is recognized as volumes are received and processed across our network. 

Contract structures becoming more prevalent in our Water Infrastructure segment include dedicated acreage, right of first refusals (“ROFRs”), interruptible agreements, MVCs, wellbore dedications, AMIs and WPAs. These contracts underpin the economics of our newly built facilities to an anchor tenant, with the opportunity for further commercialization of the asset. Most of our contracts are an acreage dedication structure, and we often utilize a ROFR structure in tandem with these dedications to secure upside with our customers should they expand their activities outside the dedicated acreage position.

Dedicated Acreage

We believe in the geology we are investing in and, as such, view acreage dedications as the optimal structure for both us and our customers, as they align long-term development incentives on both sides. Under these agreements, the operator is generally obligated to deliver produced water to us for recycling or disposal, and to take treated water from us for completions within the dedicated position. Importantly, for most of our contracts, we hold the right, but not the obligation, to accept water under these dedications, meaning we are not penalized in the event we’re unable to take water we cannot consume. That said, we do have a limited number of firm takeaway commitments, under which we incur monetary penalties for failure to perform. Due to the high quality of our dedicated acreage positions, we typically see strong and consistent activity levels and maintain a backlog of high-confidence well inventory. Dedicated acreage remains our most common contract structure.

ROFR

ROFR acres provide potential upside to our dedicated acreage revenue stream and are incorporated in many of our acreage dedication contract structures. These are typically acreage positions in proximity to the core dedicated area but are often excluded initially due to their later place in the development timeline. Should the anchor customer expand or initiate operational activity within the ROFR area, we generally hold the first right to build out the necessary water infrastructure to support that activity. Upon exercise of the ROFR, that acreage is then converted to Dedicated Acreage under the original contract framework. We typically see ROFR conversion through operator expansion on adjacent leaseholds, acreage trades, or acquisitions that fall within ROFR boundaries. While less certain than committed dedicated volumes, ROFRs represent meaningful incremental upside to our contracted revenue base.

MVCs

Contractual arrangements under which an operator commits to receive or deliver a defined minimum volume of water-related services, typically measured in barrels, with predetermined financial true-up mechanisms for any shortfall below the committed volumes. These MVCs may encompass the sourcing, supply, transportation, recycling, and disposal of water used across the operator’s drilling, completion, and production activities.

Interruptible Agreements

Interruptible agreements allow new or existing customers into our system to take advantage of our expansive water networks for produced water disposal and/or recycling. Operators can tie-in, and we can provide treated water for completions or accept produced water into our system for disposal or

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treatment. Our anchor tenants will typically continue to have primary rights to both our disposal and recycling capacity for their continued operations. Interruptible contracts are our way of commercializing the product we have created, particularly in the Northern Delaware Basin.

Wellbore dedication

The dedication of specifically identified wells owned or operated by a customer whereby all water required to complete the wells or produced by the wells are dedicated to Select.

AMIs

Designated areas in which producers will dedicate subsequently acquired or leased acreage and oil and natural gas wells to Select.

WPA

Water purchase agreements where customers agree to purchase water.

● Water Services. The Water Services segment comprises our short-cycle, field-based service offerings, including water transfer, water sourcing, fluids hauling, monitoring, containment, water-network automation and the services associated with Peak Rentals. We generally earn revenue via market-based day rates, time-and-materials, or per-barrel delivered under master services agreements (“MSAs”) and short-term work orders. Peak Rentals’ services are typically billed per job/day plus consumables. Revenue is recognized as services are performed at customer sites. 

● Chemical Technologies. The Chemical Technologies segment provides technical products and services for hydraulic fracturing, stimulation, cementing and completions, serving pressure pumpers and E&P operators. Revenue is primarily price-per-unit of chemicals delivered or consumed, supplemented by application engineering, lab testing and field service fees, under short-term supply arrangements and MSAs. We also formulate and supply tailored water-treatment chemistries that support produced-water recycling and optimization of fracturing fluids. Revenue is recognized upon delivery or consumption of product and performance of services.

Costs of Conducting Our Business

The principal expenses involved in conducting our business are labor costs, vehicle and equipment costs (including depreciation, rental, repair and maintenance and leasing costs), raw materials including water sourcing costs and fuel costs. Overall, our fixed costs are relatively low and most of the costs of serving our customers are variable, i.e., they are incurred only when we provide water and water-related services, or chemicals and chemical-related services to our customers.

Labor costs associated with our employees and contract labor comprise the largest portion of our costs of doing business. We incurred labor and labor-related costs of $115.4 million and $129.4 million for the Current Quarter and Prior Quarter, respectively. The majority of our recurring labor costs are variable and dependent on the market environment and are incurred only while we are providing our operational services. We also incur costs to employ personnel to ensure safe operations, sell and supervise our services and perform maintenance on our assets, which is not as directly tied to our level of business activity. Additionally, we incur selling, general and administrative costs for compensation of our administrative personnel at our field sites and in our operational and corporate headquarters, as well as for third-party support, permitting, licensing and services.

We incur significant vehicle and equipment costs in connection with the services we provide, including depreciation, repairs and maintenance, rental and leasing costs. We incurred vehicle and equipment costs of $81.0 million and $79.5 million for the Current Quarter and Prior Quarter, respectively.

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We incur raw material costs in manufacturing our chemical products, as well as for water that we source for our customers. We incurred raw material costs of $66.5 million and $65.2 million for the Current Quarter and Prior Quarter, respectively.

We incur variable transportation costs associated with our service lines, predominantly fuel and freight. We incurred fuel and freight costs of $20.1 million and $22.3 million for the Current Quarter and Prior Quarter, respectively. Changes to fuel prices impact our transportation costs, which affects the results of our operations.

How We Evaluate Our Operations

We use a variety of operational and financial metrics to assess our performance. Among other measures, management considers each of the following:

● Revenue;

● Gross Profit;

● Gross Margins;

● EBITDA;

● Adjusted EBITDA;

● Cash Flows; and

● Free Cash Flow.

Revenue

We analyze our revenue and assess our performance by comparing actual monthly revenue to our internal projections and across periods. We also assess incremental changes in revenue compared to incremental changes in direct operating costs, and selling, general and administrative expenses across our reportable segments to identify potential areas for improvement, as well as to determine whether segment performance is meeting management’s expectations.

Gross Profit

To measure our financial performance, we analyze our gross profit, which we define as revenues less direct operating expenses (including depreciation, amortization and accretion expenses). We believe gross profit provides insight into profitability and the true operating performance of our assets. We also compare gross profit to prior periods and across segments to identify trends as well as underperforming segments.

Gross Margins

Gross margins provide an important gauge of how effective we are at converting revenue into profits. This metric works in tandem with gross profit to ensure that we do not seek to increase gross profit at the expense of lower margins, nor pursue higher gross margins at the expense of declining gross profits. We track gross margins by segment and service line and compare them across prior periods and across segments and service lines to identify trends as well as underperforming segments.

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EBITDA and Adjusted EBITDA

We view EBITDA and Adjusted EBITDA as important indicators of performance. We define EBITDA as net income, plus interest expense, income taxes, and depreciation, amortization and accretion. We define Adjusted EBITDA as EBITDA plus any impairment and abandonment charges or asset write-offs pursuant to GAAP, plus non-cash losses on the sale of assets or subsidiaries less remeasurement gains on fixed assets related to business combinations, non-cash compensation expense, and non-recurring or unusual expenses or charges, including severance expenses, transaction costs, or facilities-related exit and disposal-related expenditures, plus/(minus) foreign currency losses/(gains), plus/(minus) losses/(earnings) on unconsolidated entities and plus TRAs expense. The adjustments to EBITDA are generally consistent with such adjustments described in our Sustainability-Linked Credit Facility. See “—Comparison of Non-GAAP Financial Measures—EBITDA and Adjusted EBITDA” for more information and a reconciliation of EBITDA and Adjusted EBITDA to net income, the most directly comparable financial measure calculated and presented in accordance with GAAP.

Cash Flows and Free Cash Flow

We define FCF as net cash provided by (used in) operating activities less purchases of property and equipment, plus proceeds received from sale of property and equipment. Our board of directors and executive management team use FCF to assess our liquidity and ability to repay maturing debt, fund operations and make additional investments. We believe FCF provides useful information to investors because it is an important indicator of our liquidity including our ability to reduce net debt, make strategic investments, pay dividends and distributions and repurchase common stock. Our measure of FCF may not be directly comparable to similar measures reported by other companies. Furthermore, FCF is not a substitute for, or more meaningful than, net cash provided by (used in) operating activities nor any other measure prescribed by GAAP, and there are limitations to using non-GAAP measures such as FCF. Accordingly, FCF should not be considered a measure of the income generated by our business or discretionary cash available to it to invest in the growth of our business.

Factors Affecting the Comparability of Our Results of Operations to Our Historical Results of Operations

Our future results of operations may not be comparable to our historical results of operations for the periods presented, primarily for the reasons described below and those described in “—Recent Developments” above.

Acquisition Activity

As described above, we continuously evaluate potential investments, particularly in water infrastructure and other water-related services and technology. To the extent we consummate acquisitions, any pre-transaction revenues or expenses from such transactions are not included in our historical results of operations.

Our historical financial statements for periods prior to the respective date each acquisition was completed do not include the results of operations of that acquisition. See “—Recent Developments” and “Note 3—Acquisitions” for a description of these transactions.

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Results of Operations

The following tables set forth our results of operations for the periods presented.

Current Quarter Compared to the Prior Quarter

	Three months ended March 31,				Change
	2026		2025		Dollars		Percentage
		(in thousands)
Revenue
Water Infrastructure	$	96,736	$	72,391	$	24,345	33.6	%
Water Services		191,231		225,648		(34,417)	(15.3)	%
Chemical Technologies		77,991		76,345		1,646	2.2	%
Total revenue		365,958		374,384		(8,426)	(2.3)	%
Costs of revenue
Water Infrastructure		42,352		33,493		8,859	26.5	%
Water Services		149,454		181,718		(32,264)	(17.8)	%
Chemical Technologies		63,130		64,728		(1,598)	(2.5)	%
Depreciation, amortization and accretion		45,742		38,675		7,067	18.3	%
Total costs of revenue		300,678		318,614		(17,936)	(5.6)	%
Gross profit		65,280		55,770		9,510	17.1	%
Operating expenses
Selling, general and administrative		40,551		37,432		3,119	8.3	%
Depreciation and amortization		1,121		925		196	21.2	%
Impairments and abandonments		5,708		1,148		4,560	NM
Lease abandonment costs		(68)		724		(792)	(109.4)	%
Total operating expenses		47,312		40,229		7,083	17.6	%
Income from operations		17,968		15,541		2,427	15.6	%
Other income (expense)
Gain on sales of property and equipment and divestitures, net		405		1,365		(960)	NM
Interest expense, net		(5,907)		(4,876)		(1,031)	21.1	%
Other		(311)		329		(640)	NM
Income before income tax expense and equity in (losses) earnings of unconsolidated entities		12,155		12,359		(204)	(1.7)	%
Income tax expense		(2,433)		(2,894)		461	(15.9)	%
Equity in (losses) earnings of unconsolidated entities		(290)		95		(385)	NM
Net income	$	9,432	$	9,560	$	(128)	(1.3)	%

Revenue

Our revenue decreased by $8.4 million, or 2.3%, to $366.0 million for the Current Quarter compared to $374.4 million for the Prior Quarter. This decrease was composed of a $34.4 million decrease in Water Services revenue partially offset by a $24.3 million increase in Water Infrastructure revenue and a $1.6 million increase in Chemical Technologies revenue. For the Current Quarter, our Water Infrastructure, Water Services and Chemical Technologies constituted 26.4%, 52.3% and 21.3% of our total revenue, respectively, compared to 19.3%, 60.3% and 20.4%, respectively, for the Prior Quarter. The revenue changes by reportable segment are as follows:

Water Infrastructure. Revenue increased $24.3 million, or 33.6%, to $96.7 million for the Current Quarter compared to $72.4 million for the Prior Quarter. The increase was primarily driven by higher recycling revenues associated with the continued ramp-up of volumes under long-term agreements, as well as increased activity supported

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by our ongoing New Mexico infrastructure buildout and related Permian customer development. Results were also supported by increased disposal and solids revenues, reflecting the expansion of our asset base through recent acquisitions, and were partially offset by lower pipeline revenue.

Water Services. Revenue decreased $34.4 million, or 15.3%, to $191.2 million for the Current Quarter compared to $225.6 million in the Prior Quarter. The decrease was primarily driven by $29.1 million lower Fluids Hauling revenue associated with divested operations in connection with the Omni transaction. Results were also impacted by lower Well Testing and Poly & Containment revenues, reflecting broader macroeconomic conditions. These decreases were partially offset by higher Water Transfer revenues, driven by market share gains supported by our Tideline® hose offering, as well as higher Accommodation and Rentals revenue driven by increased power generation activity and underlying organic growth.

Chemical Technologies. Revenue increased by $1.6 million, or 2.2%, to $78.0 million for the Current Quarter compared to $76.3 million for the Prior Quarter. The increase in revenues was primarily driven by enhanced sales performance and new product developments.

Costs of Revenue

Costs of revenue decreased $17.9 million, or 5.6%, to $300.7 million for the Current Quarter compared to $318.6 million for the Prior Quarter. The decrease was comprised of a $32.3 million decrease in Water Services costs and a $1.6 million decrease in Chemical Technologies costs partially offset by an $8.9 million increase in Water Infrastructure costs and a $7.1 million increase in depreciation, amortization and accretion.

Water Infrastructure. Costs of revenue increased $8.9 million, or 26.5%, to $42.4 million for the Current Quarter compared to $33.5 million for the Prior Quarter. Cost of revenue as a percentage of revenue decreased from 46.3% to 43.8% primarily driven by a greater mix of higher-margin recycling revenues and margin expansion within that stream, reflecting scale efficiencies.

Water Services. Costs of revenue decreased $32.3 million, or 17.8%, to $149.5 million for the Current Quarter compared to $181.7 million for the Prior Quarter. As a percentage of revenue, cost of revenue decreased from 80.5% in the Prior Quarter to 78.2% in the Current Quarter. The favorable decrease was primarily driven by higher Fluids Hauling margins, reflecting the divestiture of lower-margin operations in connection with the Omni transaction. This was partially offset by lower Well Testing margins, as reduced activity levels limited our ability to proportionally reduce costs.

Chemical Technologies. Costs of revenue decreased $1.6 million, or 2.5%, to $63.1 million for the Current Quarter compared to $64.7 million for the Prior Quarter. Cost of revenue as a percentage of revenue decreased from 84.8% to 80.9% attributable to a higher proportion of sales from higher margin products, coupled with reduced freight costs resulting from a shift from third-party providers to internal logistics execution.

Depreciation, amortization and accretion. Depreciation, amortization and accretion expense increased $7.1 million, or 18.3%, to $45.7 million for the Current Quarter compared to $38.7 million for the Prior Quarter primarily due to increased capital expenditures made into new organic infrastructure projects as well as a higher fixed asset base resulting from recent acquisitions.

Gross Profit

Gross profit was $65.3 million for the Current Quarter compared to $55.8 million for the Prior Quarter primarily driven by a $15.5 million increase in gross profit from our Water Infrastructure segment and a $3.2 million increase in gross profit from our Chemical Technologies segment partially offset by a $2.2 million decrease in gross profit from our Water Services segment and a $7.1 million increase in depreciation, amortization and accretion expense. Gross margin as a percentage of revenue was 17.8% and 14.9% in the Current Quarter and Prior Quarter, respectively.

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Selling, General and Administrative Expenses

Selling, general and administrative expenses increased $3.1 million, or 8.3%, to $40.6 million for the Current Quarter compared to $37.4 million for the Prior Quarter, driven primarily by a $2.5 million increase in incentive and equity-based compensation, $1.1 million in higher legal and professional costs and $0.5 million in higher information technology costs partially offset by a decrease of $0.8 million in transaction costs and $0.2 million in other expenses.

Impairments and Abandonments

During the Current Quarter, we recognized $5.7 million in impairments and abandonments primarily due to the abandonment of a SWD well in the Haynesville region of our Water Infrastructure segment. During the Prior Quarter, we recognized $1.1 million in impairments and abandonments, consisting of $0.6 million in the Water Services segment related to the relocation of operations from a leased facility and $0.5 million in the Water Infrastructure segment associated with the termination of a disposal lease.

Net Interest Expense

Net interest expense increased by $1.0 million, or 21.1%, to $5.9 million for the Current Quarter compared to $4.9 million in the Prior Quarter primarily driven by higher interest expense on revolver borrowings, a full quarter of interest expense on the term loan in the Current Quarter compared to a partial period in the Prior Quarter following its issuance on January 24, 2025, as well as lower interest income in the Current Quarter. This increase was partially offset by the Prior Quarter write-off of debt issuance costs in connection with the debt refinancing.

Net Income

Net income decreased by $0.1 million, or 1.3%, to $9.4 million for the Current Quarter compared to $9.6 million for the Prior Quarter, driven primarily by higher gross profit offset by higher impairments and abandonments, higher selling, general and administrative expenses and higher net interest expense.

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Comparison of Non-GAAP Financial Measures

Our board of directors, management and investors use EBITDA and Adjusted EBITDA to assess our financial performance because it allows them to compare our operating performance on a consistent basis across periods by removing the effects of our capital structure (such as varying levels of interest expense), asset base (such as depreciation, amortization and accretion) and items outside the control of our management team. We present EBITDA and Adjusted EBITDA because we believe they provide useful information regarding the factors and trends affecting our business in addition to measures calculated under GAAP.

Note Regarding Non-GAAP Financial Measures

EBITDA and Adjusted EBITDA

EBITDA and Adjusted EBITDA are not financial measures presented in accordance with GAAP. We believe that the presentation of these non-GAAP financial measures will provide useful information to investors in assessing our financial performance and results of operations. Net income is the GAAP measure most directly comparable to EBITDA and Adjusted EBITDA. Our non-GAAP financial measures should not be considered as alternatives to the most directly comparable GAAP financial measure. Each of these non-GAAP financial measures has important limitations as an analytical tool due to the exclusion of some but not all items that affect the most directly comparable GAAP financial measures. One should not consider EBITDA or Adjusted EBITDA in isolation or as substitutes for an analysis of our results as reported under GAAP. Because EBITDA and Adjusted EBITDA may be defined differently by other companies in our industry, our definitions of these non-GAAP financial measures may not be comparable to similarly titled measures of other companies, thereby diminishing their utility.

The following table sets forth our reconciliation of EBITDA and Adjusted EBITDA to our net income, which is the most directly comparable GAAP measure for the periods presented:

	Three months ended March 31,
	2026		2025
	(in thousands)
Net income	$	9,432	$	9,560
Interest expense, net		5,907		4,876
Income tax expense		2,433		2,894
Depreciation, amortization and accretion		46,863		39,600
EBITDA		64,635		56,930
Non-cash compensation expenses(1)		6,020		3,481
Non-cash loss on sale of assets or subsidiaries		42		173
Transaction costs		327		1,183
Lease abandonment costs		(68)		724
Impairments and abandonments		5,708		1,148
Equity in losses (earnings) of unconsolidated entities		290		(95)
Other		670		487
Adjusted EBITDA	$	77,624	$	64,031

(1) Current Quarter includes $0.2 million of other cash incentive compensation.

EBITDA was $64.6 million for the Current Quarter compared to $56.9 million for the Prior Quarter. The $7.7 million increase in EBITDA was driven primarily by a $16.6 million increase in gross profit, partially offset by a $4.6 million increase in impairments and abandonments, a $3.1 million increase in selling, general and administrative expense and a $1.0 million decrease in gains on asset sales. Adjusted EBITDA was $77.6 million for the Current Quarter compared to $64.0 million for the Prior Quarter.

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Liquidity and Capital Resources

Overview

Our primary sources of liquidity are cash on hand, borrowing capacity under the Sustainability-Linked Credit Facility, cash flows from operations and proceeds from the sale of excess property and equipment and proceeds from underwritten public offerings of our Class A common stock. Our primary uses of capital have been to fund current operations, maintain our asset base, implement technological advancements, make capital expenditures to support organic growth, fund acquisitions and equity investments, pay dividends and distributions, make payments under the TRAs, and when appropriate, repurchase shares of Class A common stock in the open market. Depending on available opportunities, market conditions and other factors, we may also issue debt and equity securities in the future, if needed.

We prioritize sustained positive FCF and a strong balance sheet and evaluate potential acquisitions and investments in the context of those priorities, in addition to the economics of the opportunity. We believe this approach provides us with additional flexibility to evaluate larger investments as well as improved resilience in a sustained downturn versus many of our peers.

Based on our current cash and cash equivalents balance, operating cash flow, available borrowings under our Sustainability-Linked Credit Facility and the ongoing actions discussed above, we believe that we will be able to maintain sufficient liquidity to satisfy our obligations and remain in compliance with our existing debt covenants through the next twelve months and beyond, prior to giving effect to any future financing that may occur.

We intend to finance most of our capital expenditures, contractual obligations and working capital needs with cash on hand, cash generated from operations and borrowings under our Sustainability-Linked Credit Facility. For a discussion of the Sustainability-Linked Credit Facility, see “—Sustainability-Linked Credit Facility” below. Although we cannot provide any assurance, we believe that our current cash balance, operating cash flow and available borrowings under our Sustainability-Linked Credit Facility will be sufficient to fund our operations for at least the next twelve months. In addition, we may opportunistically seek to raise additional capital through securities offerings or other avenues, as appropriate, based on market circumstances and other factors.

During the fourth quarter of 2022, we initiated a quarterly dividend and distribution program of $0.05 per share and $0.05 per unit for holders of Class A and Class B shares, respectively. We paid quarterly dividends at the same rate through the third quarter of 2023, then the board of directors increased the quarterly dividend paid on November 17, 2023 to $0.06 per share and $0.06 per unit for holders of Class A and Class B shares, respectively. We paid quarterly dividends at the same rate through the third quarter of 2024, then the board of directors increased the quarterly dividend paid on November 15, 2024 to $0.07 per share and $0.07 per unit for holders of Class A and Class B shares, respectively. This program resulted in a financing outflow of $8.8 million in the Current Quarter, and this quarterly dividend program is expected to continue. All future dividend payments are subject to quarterly review and approval by our board of directors.

As of March 31, 2026 cash and cash equivalents totaled $56.0 million, and we had approximately $251.7 million of available borrowing capacity under the Revolving Credit Facility under our Sustainability-Linked Credit Facility. As of March 31, 2026, we had $250.0 million in outstanding indebtedness, the borrowing base for the Revolving Credit Facility under the Sustainability-Linked Credit Facility was $271.3 million, the borrowing base for the Term Loan Facility under the Sustainability-Linked Credit Facility was $426.3 million and outstanding letters of credit totaled $19.6 million. As of May 4, 2026, we had $250.0 million in outstanding indebtedness, the borrowing base for the Revolving Credit Facility under the Sustainability-Linked Credit Facility was $271.3 million, the borrowing base for the Term Loan Facility under the Sustainability-Linked Credit Facility was $426.3 million, the outstanding letters of credit totaled $19.6 million, and the available borrowing capacity under the Sustainability-Linked Credit Facility was $251.7 million.

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Cash Flows

The following table summarizes our cash flows for the periods indicated:

	Three months ended March 31,				Change
	2026		2025		Dollars		Percentage
	(in thousands)
Net cash provided by (used in) operating activities	$	10,242	$	(5,061)	$	15,303	302.4	%
Net cash used in investing activities		(77,531)		(132,522)		54,991	41.5	%
Net cash provided by financing activities		105,177		145,499		(40,322)	(27.7)	%
Subtotal		37,888		7,916
Effect of exchange rate changes on cash and cash equivalents		(2)		(2)		—	NM
Net increase in cash and cash equivalents	$	37,886	$	7,914

Analysis of Cash Flow Changes between the three months ended March 31, 2026 and 2025

Operating Activities. Net cash provided by operating activities was $10.2 million for the Current Quarter, compared to $5.1 million net cash used by operating activities for the Prior Quarter. The $15.3 million increase is comprised primarily of an increase of $15.2 million of net income combined with non-cash adjustments and a $0.1 million increase in converting working capital to cash.

Investing Activities. Net cash used in investing activities was $77.5 million for the Current Quarter, compared to $132.5 million for the Prior Quarter The $55.0 million decrease in net cash used in investing activities was due primarily to the $72.1 million investment in unconsolidated entities in the Prior Quarter and a $13.8 million decrease in spending for acquisitions net of cash received partially offset by a $30.0 million increase in purchases of property and equipment and $0.9 million lower proceeds received from sales of property and equipment.

Financing Activities. Net cash provided by financing activities was $105.2 million for the Current Quarter, compared to $145.5 million for the Prior Quarter. The $40.3 million decrease in net cash provided by financing activities was due primarily to a $235.0 million decrease in borrowings net of repayments, a $2.9 million decrease in cash received from noncontrolling interest holders and a $1.3 million increase in repurchases of common stock partially offset by $191.7 million in proceeds received from a public offering of our Class A common stock and $7.4 million lower debt issuance costs.

Free Cash Flow

The following table summarizes our free cash flow for the periods indicated:

	Three months ended March 31,
	2026		2025
	(in thousands)
Net cash provided by (used in) operating activities	$	10,242	$	(5,061)
Purchase of property and equipment		(78,377)		(48,427)
Proceeds received from sale of property and equipment		1,056		1,944
Free cash flow	$	(67,079)	$	(51,544)

Sustainability-Linked Credit Facility

On January 24, 2025 (the “Closing Date”), SES Holdings, LLC (“SES Holdings”), a subsidiary of the Company, Select Water Solutions, LLC, a subsidiary of SES Holdings (“Select LLC”), Bank of America, N.A., as administrative agent, issuing lender and swingline lender (the “Administrative Agent”), and the other lenders party thereto, entered into that certain sustainability-linked senior secured credit facility (the “Sustainability-Linked Credit Facility”), which initially provides for $300.0 million in revolving commitments (the “Revolving Credit Facility”) and

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$250.0 million in term commitments (the “Term Loan Facility”), in each case, subject to a borrowing base. The Sustainability-Linked Credit Facility also has a sublimit of $50.0 million for letters of credit and a sublimit of $30.0 million for swingline loans. Subject to obtaining commitments from existing or new lenders, Select LLC has the option to increase the maximum amount under the sustainability-linked senior secured credit facility by (i) $150.0 million for additional revolving commitments and (ii) $50.0 million for additional term commitments, in each case, during the first four years following the Closing Date. As of the Closing Date, (i) there were no borrowings outstanding under the Revolving Credit Facility and approximately $20.0 million of letters of credit issued and outstanding thereunder and (ii) the Term Loan Facility was fully funded. Capitalized terms used but not defined herein have the meaning ascribed to them in the Sustainability-Linked Credit Facility.

Refer to “Note 8—Debt” for further discussion of the Sustainability-Linked Credit Facility.

Common Stock Offering

In February 2026, the Company completed an underwritten public offering of 15,784,315 shares of Class A common stock at a public offering price of $12.75 per share. Refer to “—Recent Developments—Common Stock Offering” for further discussion of the underwritten public offering.

Contractual Obligations

Our contractual obligations include, among other things, our Sustainability-Linked Credit Facility and operating leases. Refer to “Note 6—Leases” in our 2025 Form 10-K for operating lease obligations as of December 31, 2025 and “Note 8—Debt” in Part I, Item 1 of this Quarterly Report for an update to our Sustainability-Linked Credit Facility as of March 31, 2026.

Critical Accounting Policies and Estimates

There were no changes to our critical accounting policies from those disclosed in our 2025 Form 10-K.

Recent Accounting Pronouncements

Refer to “Note 2—Significant Accounting Policies” for recent accounting pronouncements.

Off-Balance-Sheet Arrangements

As of March 31, 2026, we had no material off-balance-sheet arrangements. As such, we are not exposed to any material financing, liquidity, market or credit risk that could arise if we had engaged in such financing arrangements.

Item 3. Quantitative and Qualitative Disclosures about Market Risk

The demand, pricing and terms for oilfield services provided by us are largely dependent upon the level of drilling and completion activity in the U.S. oil and gas industry as well as the level of oil and gas production. The level of drilling and completion activity is influenced by numerous factors over which we have no control, including, but not limited to: the supply of and demand for oil and gas; war, armed conflicts, economic sanctions and other constraints to global trade and economic growth; current price levels as well as expectations about future prices of oil and gas, including announcements and actions taken by the members of OPEC+ with respect to oil production levels; such as announced production cuts and the willingness of member countries to follow such cuts; the magnitude and timing of capital spending by our customers; the cost of exploring for, developing, producing and delivering oil and gas; the extent to which our E&P customers choose to drill and complete new wells to offset decline from their existing wells; the extent to which our E&P customers choose to invest to grow production; discoveries of new oil and gas reserves; available storage capacity and pipeline and other transportation capacity; weather conditions; domestic and worldwide economic conditions; instability in oil-producing countries; environmental regulations; technical advances in alternative forms of energy (e.g., wind and solar electricity, electric vehicles) that encourage substitution for or displacement of oil

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and gas consumption in end-use markets; the price and availability of alternative fuels; the ability of oil and gas producers to raise equity capital and debt financing; changes in global trade policy, including the imposition or lifting of tariffs and sanctions; global health events; merger and acquisition activity and consolidation in our industry, and other factors.

Any combination of these factors that results in sustained low oil and gas prices and, therefore, lower capital spending and / or reduced drilling and completion activity by our customers, would likely have a material adverse effect on our business, financial condition, results of operations and cash flows.

Interest Rate Risk

As of March 31, 2026, we had $250.0 million in outstanding borrowings and $251.7 million of available borrowing capacity under our Sustainability-Linked Credit Facility. As of May 4, 2026, we had $250.0 million in outstanding borrowings and $251.7 million of available borrowing capacity under our Sustainability-Linked Credit Facility. Interest is calculated under the terms of our Sustainability-Linked Credit Facility based on our selection, from time to time, of one of the index rates available to us plus an applicable margin that varies based on certain factors. A hypothetical one percentage point increase in interest rates on our borrowings under our Sustainability-Linked Credit Facility as of March 31, 2026 would increase our annual interest expense by approximately $2.5 million. We do not currently have or intend to enter into any derivative arrangements to protect against fluctuations in interest rates applicable to our outstanding indebtedness.

Item 4. Controls and Procedures

Disclosure Controls and Procedures

We maintain disclosure controls and procedures that are designed to provide reasonable assurance that the information required to be disclosed by us in our reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms and that such information is accumulated and communicated to our management, including our principal executive officer and principal financial officer, as appropriate, to allow timely decisions regarding required disclosure.

As required by Rule 13a-15(b) under the Exchange Act, we have evaluated, under the supervision and with the participation of management, including our principal executive officer and principal financial officer, the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) as of the end of the period covered by this Quarterly Report. Based upon that evaluation, our principal executive officer and principal financial officer concluded that our disclosure controls and procedures were effective at the reasonable assurance level as of March 31, 2026.

Changes in Internal Control over Financial Reporting

There were no changes in our internal control over financial reporting (as defined in Rule 13a-15(f) and Rule 15d-15(f) under the Exchange Act) during the quarter ended March 31, 2026 that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II – OTHER INFORMATION

Item 1. Legal Proceedings

We are not currently a party to any legal proceedings that, if determined adversely against us, individually or in the aggregate, would have a material adverse effect on our financial position, results of operations or cash flows. We are, however, named defendants in certain lawsuits, investigations and claims arising in the ordinary course of conducting our business, including certain environmental claims and employee-related matters, and we expect that we will be named

53

defendants in similar lawsuits, investigations and claims in the future. While the outcome of these lawsuits, investigations and claims cannot be predicted with certainty, we do not expect these matters to have a material adverse impact on our business, results of operations, cash flows or financial condition. We have not assumed any liabilities arising out of these existing lawsuits, investigations and claims. 

Item 1A. Risk Factors

Our results of operations and financial condition are subject to various risks and uncertainties as disclosed in Part I, Item 1A. of our Annual Report on Form 10-K for the year ended December 31, 2025 (“2025 Form 10-K”). The following information updates, and should be read in conjunction with, the information disclosed in Part I, Item 1A, Risk Factors of our 2025 Form 10-K, which are incorporated herein by reference. You should carefully consider the risks set forth in our 2025 Form 10-K and the following risks, together with all the other information in this report, including our condensed consolidated financial statements and notes thereto. If any of the risks actually materialize, our operating results, financial condition and liquidity could be materially and adversely affected. Except as disclosed below, there have been no material changes from the risk factors disclosed in our 2025 Form 10-K. The following risk factors below are hereby added to the risk factors disclosed in our 2025 Form 10-K.

Global geopolitical conflicts may increase our costs and disrupt our supply chain.

Escalating conflict in or near major oil-producing or shipping corridors could lead to higher fuel and energy prices, increasing our transportation, manufacturing, and distribution costs, as well as resulting in downstream effects to global chemicals commodities markets. In particular, ongoing geopolitical tensions and military conflicts in the Middle East, including the conflict involving Iran and the related restriction or cessation of maritime traffic through the Strait of Hormuz and the potential for continued disruptions to Red Sea shipping, may adversely affect our operations. The ongoing restriction or cessation of maritime traffic through the Strait of Hormuz, and the potential for continued disruptions in Red Sea shipping, has caused disruptions to the global chemicals and oil-derived goods markets, reducing supplies and availability worldwide, and resulting in increased prices. While we are not reliant on any chemicals or other commodities that are exclusively transported through the Strait of Hormuz due to our continued focus on domestic sourcing, such global disruptions to commodities markets can have downstream effects in the domestic markets, including elevated domestic prices, reduced supply and business interruptions to our suppliers. These events may also cause shipping delays, rerouted freight, port congestion, or higher logistics and insurance costs, which could disrupt the movement of raw materials upon which our suppliers rely. While the ultimate duration, impact and magnitude of these disruptions is currently unknown, a prolonged interruption to the global chemicals commodities and oil-derived goods markets has the potentially to materially adversely affect our business and operations and those of our suppliers.

54

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

(c) Common Stock Repurchases Made in the Quarter

During the Current Quarter, we repurchased the shares of Class A Common Stock as shown in the table below, which included 601,250 shares purchased to satisfy the cashless exercise of options and tax withholding obligations related to vested shares under the Select Energy Services, Inc. 2016 Equity Incentive Plan and Select Water Solutions, Inc. 2024 Equity Incentive Plan previously awarded to certain of our current and former employees.

Period	Total Number of Shares Purchased	Weighted-Average Price Paid Per Share(1)		Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs	Maximum Dollar Value of Shares that May Yet be Purchased Under the Plans or Programs(2)
January 1, 2026 to January 31, 2026	—		$0.00	—	$21,177,432
February 1, 2026 to February 28, 2026	436,999		$13.53	—	$21,177,432
March 1, 2026 to March 31, 2026	164,251		$14.03	—	$21,177,432

(1) The average price paid per share includes commissions.

(2) On November 8, 2023, our board of directors authorized a share repurchase program of up to $25.0 million of outstanding shares of Class A common stock. This new authorization was in addition to the $7.5 million remaining outstanding under our previous authorization, as of November 8, 2023. Repurchases under the share repurchase program may be made at any time or from time to time, without prior notice, in the open market or in privately negotiated transactions at prevailing market prices, or such other means as will comply with applicable state and federal securities laws and regulations, including the provisions of the Securities Exchange Act of 1934, including Rule 10b5-1 and, to the extent practicable or advisable, Rule 10b-18 thereunder, and consistent with the Company’s contractual limitations and other requirements.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information

The following director and officers, as defined in Rule 16a-1(f) of the Exchange Act, adopted and/or terminated a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement,” as defined in Item 408 of Regulation S-K, during the last fiscal quarter.

On February 9, 2026, John D. Schmitz, our Chairman, President and Chief Executive Officer, terminated the Rule 10b5-1 trading arrangement, dated as of November 11, 2024, entered into by B-29 Investments, LP, an entity over

55

which Mr. Schmitz exercises voting and investment control, which provided for the sale of up to 400,000 shares of our common stock, of which 150,757 had been sold prior to the termination.

No other directors or officers, as defined in Rule 16a-1(f), adopted and/or terminated a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement,” as defined in Item 408 of Regulation S-K, during the last fiscal quarter.

Item 6. Exhibits

The following exhibits are filed, furnished or incorporated by reference, as applicable, as part of this report.

HIDDEN_ROW
Exhibit Number	Description
3.1	Fifth Amended and Restated Certificate of Incorporation of Select Water Solutions, Inc. dated as of May 8, 2023 (incorporated by reference herein to Exhibit 3.1 to Select Water Solutions, Inc.’s Current Report on Form 8-K, filed May 8, 2023).
3.2	Third Amended and Restated Bylaws of Select Water Solutions, Inc. dated as of May 8, 2023 (incorporated by reference herein to Exhibit 3.2 to Select Water Solutions, Inc.’s Current Report on Form 8-K, filed May 8, 2023).
*31.1	Certification of Chief Executive Officer required by Rules 13a-14 and 15d-14 under the Securities Exchange Act of 1934.
*31.2	Certification of Chief Financial Officer required by Rules 13a-14 and 15d-14 under the Securities Exchange Act of 1934.
**32.1	Certification of Chief Executive Officer pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
**32.2	Certification of Chief Financial Officer pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
*101	The following financial statements from the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2026, formatted in Inline XBRL: (i) Consolidated Balance Sheets, (ii) Consolidated Statements of Operations, (iii) Consolidated Statements of Comprehensive Income, (iv) Consolidated Statements of Changes in Equity, (v) Consolidated Statements of Cash Flow, and (vi) Notes to Consolidated Financial Statements.
104	Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).

*Filed herewith

†Management contract or compensatory plan or arrangement.

**Furnished herewith

56

SIGNATURE

Pursuant to the requirements of Section 13 or 15(d) of the Exchange Act, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	SELECT WATER SOLUTIONS, INC.
Date: May 6, 2026	By:	/s/ John D. Schmitz
		John D. Schmitz
		Chairman, President and Chief Executive Officer
Date: May 6, 2026	By:	/s/ Chris George
		Chris George
		Executive Vice President and Chief Financial Officer

57

EX-31.1

EXHIBIT 31.1

Certification of Chief Executive Officer
pursuant to Rule 13a-14(a) and Rule 15d-14(a)
of the Securities Exchange Act OF 1934, as amended

I, John Schmitz, certify that:

1. I have reviewed this quarterly report of Select Water Solutions, Inc. (the “registrant”);

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal controls over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a. Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b. Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c. Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d. Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a. All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b. Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date:   May 6, 2026

/s/ John D. Schmitz

John D. Schmitz

Chairman, President and Chief Executive Officer

EX-31.2

Exhibit 31.2

Certification of Chief Financial Officer
pursuant to Rule 13a-14(a) and Rule 15d-14(a)
of the Securities Exchange Act OF 1934, as amended

I, Chris George, certify that:

1. I have reviewed this quarterly report of Select Water Solutions, Inc. (the “registrant”);

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal controls over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a. Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b. Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c. Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d. Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a. All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b. Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date:   May 6, 2026

/s/ Chris George

Chris George

Executive Vice President and Chief Financial Officer

EX-32.1

Exhibit 32.1

Certification of
Chief Executive Officer
under Section 906 of the
Sarbanes Oxley Act of 2002, 18 U.S.C. § 1350

In connection with the quarterly report of Select Water Solutions, Inc. (the “Company”), as filed with the Securities and Exchange Commission on the date hereof (the “Report”), John Schmitz, Chief Executive Officer of the Company, hereby certifies, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to his knowledge:

(1) the Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and

(2) the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

May 19
Date:   May 6, 2026
	/s/ John D. Schmitz
	John D. Schmitz
	Chairman, President and Chief Executive Officer (Principal Executive Officer)

EX-32.2

Exhibit 32.2

Certification of
Chief Financial Officer
under Section 906 of the
Sarbanes Oxley Act of 2002, 18 U.S.C. § 1350

In connection with the quarterly report of Select Water Solutions, Inc. (the “Company”), as filed with the Securities and Exchange Commission on the date hereof (the “Report”), Chris George, Chief Financial Officer of the Company, hereby certifies, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to his knowledge:

(1) the Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and

(2) the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date:    May 6, 2026
	/s/ Chris George
	Chris George
	Executive Vice President and Chief Financial Officer (Principal Financial Officer)

XML

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2026	May 04, 2026
Document and Entity Information
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Mar. 31, 2026
Document Transition Report	false
Securities Act File Number	001-38066
Entity Registrant Name	SELECT WATER SOLUTIONS, INC.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	81-4561945
Entity Address, Address Line One	1820 North I-35
Entity Address, City or Town	Gainesville
Entity Address, State or Province	TX
Entity Address, Postal Zip Code	76240
City Area Code	940
Local Phone Number	668-1818
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Central Index Key	0001693256
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2026
Document Fiscal Period Focus	Q1
Amendment Flag	false
Class A common stock
Document and Entity Information
Entity Common Stock, Shares Outstanding		124,353,951
Class A common stock | New York Stock Exchange
Document and Entity Information
Title of 12(b) Security	Class A common stock, par value $0.01 per share
Trading Symbol	WTTR
Security Exchange Name	NYSE
Class A common stock | NYSE Texas, Inc.
Document and Entity Information
Title of 12(b) Security	Class A common stock, par value $0.01 per share
Trading Symbol	WTTR
Security Exchange Name	NYSE
Class B common stock
Document and Entity Information
Entity Common Stock, Shares Outstanding		13,790,861

XML

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Mar. 31, 2026	Dec. 31, 2025
Current assets
Cash and cash equivalents	$ 55,970	$ 18,084
Inventories	37,313	34,278
Prepaid expenses and other current assets	33,357	37,996
Total current assets	444,410	354,386
Property and equipment	1,672,966	1,629,406
Accumulated depreciation	(736,935)	(717,223)
Total property and equipment, net	936,031	912,183
Right-of-use assets, net	32,195	28,708
Goodwill	48,485	48,485
Other intangible assets, net	101,999	106,204
Deferred tax assets, net	48,337	48,881
Investments in unconsolidated entities	77,709	78,234
Other long-term assets	17,709	18,531
Total assets	1,706,875	1,595,612
Current liabilities
Accrued salaries and benefits	15,772	17,702
Accrued insurance	18,722	22,272
Sales tax payable	3,142	2,435
Accrued expenses and other current liabilities	36,573	37,549
Current operating lease liabilities	14,343	14,247
Current portion of long-term debt	46,875	31,250
Current portion of finance lease obligations	655	650
Total current liabilities	231,576	225,696
Long-term tax receivable agreements liabilities	43,421	43,421
Long-term operating lease liabilities	23,724	21,533
Long-term debt, net	199,645	285,043
Other long-term liabilities	88,876	92,852
Total liabilities	587,242	668,545
Commitments and contingencies (Note 9)
Preferred stock, $0.01 par value; 50,000,000 shares authorized; no shares issued and outstanding as of March 31, 2026 and December 31, 2025
Additional paid-in capital	1,166,419	989,329
Accumulated deficit	(176,318)	(184,924)
Total stockholders' equity	991,481	805,616
Noncontrolling interests	128,152	121,451
Total equity	1,119,633	927,067
Total liabilities and equity	1,706,875	1,595,612
Nonrelated Party
Current assets
Accounts receivable	317,748	263,965
Current liabilities
Accounts payable	55,065	49,682
Accrued accounts payable	36,846	46,275
Related Party
Current assets
Accounts receivable	22	63
Current liabilities
Accounts payable and accrued expenses, related parties	3,583	3,634
Class A common stock
Current liabilities
Common stock	1,218	1,049
Class B common stock
Current liabilities
Common stock	$ 162	$ 162

XML

CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands	Mar. 31, 2026	Dec. 31, 2025
Allowance for doubtful accounts	$ 5,357	$ 4,801
Preferred Stock, Par or Stated Value Per Share	$ 0.01	$ 0.01
Preferred Stock, Shares Authorized	50,000,000	50,000,000
Preferred Stock, Shares Issued	0	0
Preferred Stock, Shares Outstanding	0	0
Class A common stock
Common Stock, Par or Stated Value Per Share	$ 0.01	$ 0.01
Common Stock, Shares Authorized	350,000,000	350,000,000
Common Stock, Shares, Issued	121,847,518	104,884,902
Common Stock, Shares, Outstanding	121,847,518	104,884,902
Class B common stock
Common Stock, Par or Stated Value Per Share	$ 0.01	$ 0.01
Common Stock, Shares Authorized	150,000,000	150,000,000
Common Stock, Shares, Issued	16,221,101	16,221,101
Common Stock, Shares, Outstanding	16,221,101	16,221,101

XML

CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2026	Mar. 31, 2025
Revenue
Total revenue	$ 365,958	$ 374,384
Costs of revenue
Depreciation, amortization and accretion	45,742	38,675
Total costs of revenue	300,678	318,614
Gross profit	65,280	55,770
Operating expenses
Selling, general and administrative	40,551	37,432
Depreciation and amortization	1,121	925
Impairments and abandonments	5,708	1,148
Lease abandonment costs	(68)	724
Total operating expenses	47,312	40,229
Income from operations	17,968	15,541
Other income (expense)
Gain on sales of property and equipment and divestitures, net	405	1,365
Interest expense, net	(5,907)	(4,876)
Other	(311)	329
Income before income tax expense and equity in (losses) earnings of unconsolidated entities	12,155	12,359
Income tax expense	(2,433)	(2,894)
Equity in (losses) earnings of unconsolidated entities	(290)	95
Net income	9,432	9,560
Less: net income attributable to noncontrolling interests	(826)	(1,321)
Net income attributable to Select Water Solutions, Inc.	8,606	8,239
Water Infrastructure
Revenue
Total revenue	96,736	72,391
Costs of revenue
Costs of revenue	42,352	33,493
Water Services
Revenue
Total revenue	191,231	225,648
Costs of revenue
Costs of revenue	149,454	181,718
Chemical Technologies
Revenue
Total revenue	77,991	76,345
Costs of revenue
Costs of revenue	63,130	64,728
Class A common stock
Other income (expense)
Net income attributable to Select Water Solutions, Inc.	$ 8,606	$ 8,239
Net income per share attributable to common stockholders (Note 15):
Basic	$ 0.08	$ 0.08
Diluted	$ 0.08	$ 0.08

XML

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2026	Mar. 31, 2025
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
Net income	$ 9,432	$ 9,560
Comprehensive income	9,432	9,560
Less: comprehensive income attributable to noncontrolling interests	(826)	(1,321)
Comprehensive income attributable to Select Water Solutions, Inc.	$ 8,606	$ 8,239

XML

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY - USD ($) $ in Thousands	Class A common stock Total Stockholders' Equity	Class A common stock Common Stock	Class A common stock Additional Paid-In Capital	Class A common stock	Unvested restricted stock Total Stockholders' Equity	Unvested restricted stock Additional Paid-In Capital	Unvested restricted stock	Class B common stock Common Stock	Class B common stock Noncontrolling Interests	Class B common stock	Total Stockholders' Equity	Additional Paid-In Capital	Retained Earnings (Accumulated Deficit)	Noncontrolling Interests	Total
Beginning balance at Dec. 31, 2024		$ 1,031						$ 162			$ 793,520	$ 998,474	$ (206,147)	$ 122,014	$ 915,534
Beginning balance (in shares) at Dec. 31, 2024		103,069,732						16,221,101
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Equity-based compensation											3,009	3,009		472	3,481
Issuance of restricted shares		$ 7									768	761		(768)
Issuance of restricted shares (in shares)		740,084
Cashless exercise of options											216	216			216
Cashless exercise of options (in shares)		24,943
Repurchase of common stock		$ (5)									(5,865)	(5,860)		(502)	(6,367)
Repurchase of common stock ( in shares)		(544,287)
Performance shares vested		$ 6									406	400		(406)
Performance shares vested (in shares)		594,295
Contributions from noncontrolling interests														2,875	2,875
Dividend and distribution declared	$ (7,029)		$ (7,029)	$ (7,029)	$ (186)	$ (186)	$ (186)		$ (1,135)	$ (1,135)
Net income											8,239		8,239	1,321	9,560
Ending balance at Mar. 31, 2025		$ 1,039						$ 162			793,078	989,785	(197,908)	123,871	916,949
Ending balance (in shares) at Mar. 31, 2025		103,884,767						16,221,101
Beginning balance at Dec. 31, 2025		$ 1,049						$ 162			805,616	989,329	(184,924)	121,451	927,067
Beginning balance (in shares) at Dec. 31, 2025		104,884,902						16,221,101
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of shares for underwritten offering		$ 157									185,118	184,961		8,289	193,407
Issuance of shares for underwritten offering (in shares)		15,784,315
Equity-based compensation											5,119	5,119		706	5,825
Issuance of restricted shares		$ 9									787	778		(787)
Issuance of restricted shares (in shares)		864,675
Cashless exercise of options											598	598			598
Cashless exercise of options (in shares)		68,611
Repurchase of common stock		$ (6)									(7,542)	(7,536)		(674)	(8,216)
Repurchase of common stock ( in shares)		(601,250)
Restricted shares forfeited											(6)	(6)		6
Restricted shares forfeited (in shares)		(6,636)
Performance shares vested		$ 9									530	521		(530)
Performance shares vested (in shares)		852,901
Dividend and distribution declared	$ (7,185)		$ (7,185)	$ (7,185)	$ (160)	$ (160)	$ (160)		$ (1,135)	$ (1,135)
Net income											8,606		8,606	826	9,432
Ending balance at Mar. 31, 2026		$ 1,218						$ 162			$ 991,481	$ 1,166,419	$ (176,318)	$ 128,152	$ 1,119,633
Ending balance (in shares) at Mar. 31, 2026		121,847,518						16,221,101

XML

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (Parenthetical) - $ / shares	3 Months Ended
	Mar. 31, 2026	Mar. 31, 2025
Class A common stock
Dividends, per share	$ 0.07	$ 0.07
Unvested restricted stock
Dividends, per share	0.07	0.07
Class B common stock
Dividends, per share	$ 0.07	$ 0.07

XML

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	3 Months Ended		12 Months Ended
	Mar. 31, 2026	Mar. 31, 2025	Dec. 31, 2025
Cash flows from operating activities
Net income	$ 9,432	$ 9,560
Adjustments to reconcile net income to net cash provided by (used in) operating activities
Depreciation, amortization and accretion	46,863	39,600
Deferred tax expense	2,394	2,486
Gain on disposal of property and equipment and divestitures	(405)	(1,365)
Equity in losses (earnings) of unconsolidated entities	290	(95)
Credit loss expense	737	514
Amortization and write off of debt issuance costs	413	998
Inventory adjustments	98	(40)
Equity-based compensation	5,825	3,481
Impairments and abandonments	5,708	1,148
Other operating items, net	598	487
Changes in operating assets and liabilities
Accounts receivable	(54,479)	(57,117)
Prepaid expenses and other assets	2,100	(8,666)
Accounts payable and accrued liabilities	(9,332)	3,948
Net cash provided by (used in) operating activities	10,242	(5,061)
Cash flows from investing activities
Purchase of property and equipment	(78,377)	(48,427)
Purchase of equity-method investment		(72,059)
Acquisitions, net of cash received	(210)	(13,980)
Proceeds received from sales of property and equipment	1,056	1,944
Net cash used in investing activities	(77,531)	(132,522)
Cash flows from financing activities
Borrowings from revolving line of credit	43,500	40,000
Payments on revolving line of credit	(113,500)	(125,000)
Borrowings from long-term debt		250,000
Payments of finance lease obligations	(158)	(89)
Payment of debt issuance costs		(7,352)
Net proceeds from underwritten offering	191,705
Dividends and distributions paid	(8,752)	(8,567)
Payments under tax receivable agreements		(77)
Contributions from noncontrolling interests		2,875
Repurchase of common stock	(7,618)	(6,291)
Net cash provided by financing activities	105,177	145,499
Effect of exchange rate changes on cash	(2)	(2)
Net increase in cash and cash equivalents	37,886	7,914
Cash and cash equivalents, beginning of period	18,084	19,978	$ 19,978
Cash and cash equivalents, end of period	55,970	27,892	$ 18,084
Supplemental cash flow disclosure:
Cash paid for interest	6,469	4,723
Cash (refunds) paid for income taxes, net	(24)	11
Supplemental disclosure of noncash investing activities:
Capital expenditures included in accounts payable and accrued liabilities	$ 23,308	$ 62,370

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BUSINESS AND BASIS OF PRESENTATION

3 Months Ended

Mar. 31, 2026

BUSINESS AND BASIS OF PRESENTATION

BUSINESS AND BASIS OF PRESENTATION

NOTE 1—BUSINESS AND BASIS OF PRESENTATION

Description of the business: Select Water Solutions, Inc. (“we,” “Select Inc.,” “Select” or the “Company”), formerly Select Energy Services, Inc., was incorporated as a Delaware corporation on November 21, 2016. On May 8, 2023, Select Energy Services, Inc.’s Fifth Amended and Restated Certificate of Incorporation became effective upon filing with the Secretary of State of the State of Delaware which, among other things, changed the name of the Company from Select Energy Services, Inc. to Select Water Solutions, Inc. to reflect its strategic focus as a water-focused company. We retained our stock ticker “WTTR” trading on the New York Stock Exchange and NYSE Texas, Inc. The Company is a holding company whose sole material asset consists of common units (“SES Holdings LLC Units”) in SES Holdings, LLC (“SES Holdings”).

We are a leading provider of sustainable water-management solutions to the energy industry in the United States (“U.S.”). As a leader in the water solutions industry, we place the utmost importance on safe, environmentally responsible management of oilfield water throughout the lifecycle of a well. Additionally, we believe that responsibly managing water resources through our operations to help conserve and protect the environment in the communities in which we operate is paramount to our continued success.

Common Stock Offering:  In February 2026, the Company completed an underwritten public offering of 15,784,315 shares of Class A common stock at a public offering price of $12.75 per share, consisting of 13,725,491 shares issued in the base offering and 2,058,824 shares issued upon the full exercise of the underwriters’ overallotment option. The offering generated aggregate gross proceeds of approximately $201.3 million and net proceeds of approximately $192.2 million, after underwriting discounts and commissions and before other offering expenses. In connection with the offering, Select Inc. contributed the net proceeds of the offering to SES Holdings in exchange for a number of common units of SES Holdings equal to the number of shares of Class A common stock issued in the underwritten public offering.

Class A and Class B common stock:  As of March 31, 2026, the Company had both Class A and Class B common shares issued and outstanding. Holders of shares of our Class A common stock, par value $0.01 per share (“Class A common stock”) and Class B common stock, par value $0.01 per share (“Class B common stock”) are entitled to one vote per share and vote together as a single class on all matters presented to our stockholders for their vote or approval.

Exchange rights: Under the Eighth Amended and Restated Limited Liability Company Agreement of SES Holdings (the “SES Holdings LLC Agreement”), SES Legacy Holdings LLC (“Legacy Owner Holdco”) and its permitted transferees have the right (an “Exchange Right”) to cause SES Holdings to acquire all or a portion of its SES Holdings LLC Units for, at SES Holdings’ election, (i) shares of Class A common stock at an exchange ratio of one share of Class A common stock for each SES Holdings LLC Unit exchanged, subject to conversion rate adjustments for stock splits, stock dividends, reclassification and other similar transactions or (ii) cash in an amount equal to the Cash Election Value (as defined within the SES Holdings LLC Agreement) of such Class A common stock. Alternatively, upon the exercise of any Exchange Right, Select Inc. has the right (the “Call Right”) to acquire the tendered SES Holdings LLC Units from the exchanging unitholder for, at its election, (i) the number of shares of Class A common stock the exchanging unitholder would have received under the Exchange Right or (ii) cash in an amount equal to the Cash Election Value of such Class A common stock. In connection with any exchange of SES Holdings LLC Units pursuant to an Exchange Right or Call Right, the corresponding number of shares of Class B common stock will be cancelled.

Basis of presentation: The accompanying unaudited interim consolidated financial statements of the Company have been prepared in accordance with generally accepted accounting principles in the U.S. (“GAAP”) and pursuant to the rules and regulations of the SEC. These unaudited interim consolidated financial statements have been prepared in

accordance with the instructions to Form 10-Q and, therefore, do not include all disclosures required for annual financial statements prepared in conformity with GAAP.

This Quarterly Report relates to the three months ended March 31, 2026 (the “Current Quarter”) and the three months ended March 31, 2025 (the “Prior Quarter”). The Company’s Annual Report on Form 10-K for the year ended December 31, 2025 (the “2025 Form 10-K”), filed with the SEC on February 18, 2026, includes certain definitions and a summary of significant accounting policies and should be read in conjunction with this Quarterly Report. All material adjustments (consisting solely of normal recurring adjustments) which, in the opinion of management, are necessary for a fair statement of the results for the interim periods have been reflected. The results for the Current Quarter may not be indicative of the results to be expected for the full year.

The unaudited interim consolidated financial statements include the Company’s accounts and all of its majority-owned or controlled subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation.

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SIGNIFICANT ACCOUNTING POLICIES

3 Months Ended

Mar. 31, 2026

SIGNIFICANT ACCOUNTING POLICIES

SIGNIFICANT ACCOUNTING POLICIES

NOTE 2—SIGNIFICANT ACCOUNTING POLICIES

Significant accounting policies: The Company’s significant accounting policies are disclosed in Note 2 of the consolidated financial statements for the year ended December 31, 2025, included in the 2025 Form 10-K.

Use of estimates: The preparation of consolidated financial statements in conformity with 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 those estimates.

On an ongoing basis, the Company evaluates its estimates, including those related to the recoverability of long-lived assets and intangibles, useful lives used in depreciation, amortization and accretion, allowance for credit losses, inventory reserve, income taxes, self-insurance liabilities, share-based compensation, contingent liabilities, lease-related reasonably certain option exercise assessments, the incremental borrowing rate for leases and the fair value of asset retirement obligations (“AROs”). The Company bases its estimates on historical and other pertinent information that are believed to be reasonable under the circumstances. The accounting estimates used in the preparation of the consolidated financial statements may change as new events occur, as more experience is acquired, as additional information is obtained and as the Company’s operating environment changes.

Allowance for credit losses: The Company’s allowance for credit losses relates to trade accounts receivable. The Company treats trade accounts receivable as one portfolio and records an initial allowance calculated as a percentage of revenue recognized based on a combination of historical information and future expectations. Additionally, the Company adjusts this allowance based on specific information in connection with aged receivables. Historically, most credit losses have been incurred when a customer’s financial condition significantly deteriorates, which in some cases leads to bankruptcy. Market volatility is highly uncertain and, as such, the impact on expected losses is subject to judgment and may cause variability in the Company’s allowance for credit losses in future periods.

The change in the allowance for credit losses is as follows:

	Three months ended March 31, 2026
	(in thousands)
Balance as of December 31, 2025	$	4,801
Increase to allowance based on a percentage of revenue		737
Charge-offs		(181)
Balance as of March 31, 2026	$	5,357

Asset retirement obligations:  The Company’s AROs relate to disposal facilities and landfills with obligations for plugging wells, removing surface equipment, and returning land to its pre-drilling condition. The following table describes the changes to the Company’s ARO liability for the Current Quarter:

	Three months ended March 31, 2026
	(in thousands)
Balance as of December 31, 2025	$	84,568
Accretion expense		1,262
Settlements		(432)
Balance as of March 31, 2026	$	85,398
Short-term ARO liability		10,272
Long-term ARO liability		75,126
Balance as of March 31, 2026	$	85,398

The Company reviews the adequacy of its ARO liabilities whenever indicators suggest the estimated cash flows underlying the liabilities have changed. The Company’s ARO liabilities are included in accrued expenses and other current liabilities and other long-term liabilities in the accompanying consolidated balance sheets.

Lessor Income: The Company is a lessor for a nominal number of owned facilities and also recognizes income related to multiple facility subleases that are accounted for as follows:

		Three months ended March 31,
		2026		2025
		(in thousands)
Category	Classification
Lessor income	Costs of revenue	$	134	$	41
Sublease income	Lease abandonment costs and Costs of revenue		686		487

The Company also generates short-term equipment rental revenue. See “Note 4—Revenue” for a discussion of revenue recognition for the accommodations and rentals business.

Defined Contribution Plan: The Company sponsors the Select Water Solutions, Inc. 401(k) Plan for the benefit of substantially all employees of the Company. The Company incurred match expense of $1.8 million and $1.9 million in the Current Quarter and Prior Quarter, respectively.

Severance: During 2025, the Company incurred $1.5 million of severance expense in connection with the termination of certain former management employees related to a reorganization and $0.5 million is included in accrued salaries and benefits as of March 31, 2026.

Dividends: During the Current Quarter, the Company paid $7.2 million in dividends accounted for as a reduction to additional paid-in capital, $1.1 million of distributions accounted for as a reduction to noncontrolling interests and $0.4 million as a reduction to accrued expenses and other current liabilities associated with restricted stock awards that vested during the Current Quarter. As of March 31, 2026, the Company had $0.5 million in dividends payable included in accrued expenses and other current liabilities in connection with unvested restricted stock awards. All future dividend payments are subject to quarterly review and approval by the board of directors.

Segment reporting: The Company has three reportable segments. Reportable segments are defined as components of an enterprise for which separate financial information is evaluated regularly by the chief operating decision maker (“CODM”) in deciding how to allocate resources and assess performance. The Company’s reportable segments are Water Infrastructure, Water Services, and Chemical Technologies. See “Note 16—Segment Information” for additional information.

The Water Infrastructure segment consists of the Company’s fixed infrastructure assets, including operations associated with water distribution pipeline infrastructure, water recycling facilities, produced water gathering pipelines, saltwater disposal wells (“SWDs”), and solids management facilities, primarily serving E&P companies.

The Water Services segment primarily consists of the Company’s water-related services businesses, including water sourcing, water transfer, fluids hauling, water monitoring, water containment and water network automation, primarily serving E&P companies. Additionally, this segment includes the operations of our Peak Rentals businesses. 

The Chemical Technologies segment provides technical solutions, products and expertise related to chemical applications in the oil and gas industry. We develop, manufacture, manage logistics and provide a full suite of chemicals used in hydraulic fracturing, stimulation, cementing and well completions for customers ranging from pressure pumpers to major integrated and independent oil and gas producers. This segment also utilizes its chemical experience and lab testing capabilities to customize tailored water treatment solutions designed for the recycling and treatment of produced water and to optimize the fracturing fluid system in conjunction with the quality of water used in well completions.

Equity Investments: For investments in subsidiaries that are not wholly-owned, but where the Company exercises control, the equity held by the minority owners and their portion of net income or loss are reflected as noncontrolling interests. Investments in entities in which the Company exercises significant influence over operating and financial policies are accounted for using the equity-method, and investments in entities for which the Company does not have significant control or influence are accounted for using the cost-method or other appropriate basis as applicable. As of March 31, 2026, the Company had four equity-method investments. The Company’s investments are reviewed for impairment whenever events or circumstances indicate that the carrying value may not be recoverable. When circumstances indicate that the fair value of its investment is less than its carrying value and the reduction in value is other than temporary, the reduction in value is recognized in earnings.

On February 14, 2025, the Company entered into a new partnership arrangement through AV Farms, LP, a newly-formed Delaware limited partnership (“AV Farms”), pursuant to a limited partnership agreement (the “LPA”) by and among Select Water Reuse, LLC, a wholly-owned subsidiary of the Company (“SWR”), C&A Rollover Company, LLC, (“C&A”) and Geneses Water, L.P., (“Geneses”), as limited partners, and AV Farms Management, LLC as the general partner (“AV GP”), effective as of February 28, 2025. SWR contributed $72 million in capital contributions to AV Farms on February 28, 2025. Concurrently, each of SWR, C&A and Geneses owns approximately 39%, 38% and 23%, respectively, of AV Farms and 25%, 50% and 25%, respectively, of AV GP.

Our investments in unconsolidated entities are summarized below:

		Year			As of March 31,	As of December 31,
Investment	Ownership %	Attained	Accounting method	2026		2025
				(in thousands)
Water Infrastructure
AV Farms, LP	39%	2025	Equity-method	$	70,704	$	70,965
Water Services
ESG Solutions Group, Inc.	20%	2020	Equity-method		4,252		4,104
ICE Thermal, Inc.(1)	35%	2021	Equity-method		—		412
AquaNyx Midstream LP	47%	2021	Equity-method		2,753		2,753
Total investment in unconsolidated entities				$	77,709	$	78,234

(1) In the Current Quarter, cumulative losses in excess of the Company’s investment resulted in no investment balance.

Recent accounting pronouncements: 

In November 2024, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2024-03, "Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40)" ("ASU 2024-03"). The amendments in this update enhance disclosures about a public business

entity’s expenses and provide more detailed information about the types of expenses included in certain expense captions in the consolidated financial statements. ASU 2024-03 is effective for the Company for the year ending December 31, 2027, and for interim periods thereafter, with early adoption permitted. The Company is currently evaluating the impacts of the adoption of ASU 2024-03.

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ACQUISITIONS

3 Months Ended

Mar. 31, 2026

ACQUISITIONS

ACQUISITIONS

NOTE 3—ACQUISITIONS

The following table presents key information connected with our 2025 acquisitions (in thousands, except share amounts):

Assets and Operations Acquired	Acquisition Date	Shares Issued		Cash Consideration		Other Consideration		Value of Shares Issued		Total Consideration	Segments
Eight Smaller Asset Acquisitions	Multiple 2025 Dates	—	$	25,432	$	—	$	—	$	25,432	Water Infrastructure
One Asset Acquisition	August 29, 2025	—		7,537		—		—		7,537	Corporate-Other
Omni	July 1, 2025	862,069		17,747		20,757		7,664		46,168	Water Infrastructure
One Smaller Asset Acquisition	April 1, 2025	—		1,725		—		—		1,725	Water Services
Total		862,069	$	52,441	$	20,757	$	7,664	$	80,862

2025 Business Combination with Omni

On July 1, 2025, the Company acquired certain assets and operations of Omni Environmental Solutions (“Omni”) in the Bakken region. The acquired assets include:

● A solids waste landfill with approximately 3.2 million cubic yards of remaining offtake capacity;

● A processing, recovery, and disposal facility for reclaiming diesel and other hydrocarbons from oilfield waste streams;

● One SWD with a permitted disposal capacity of approximately 12,000 barrels per day; and

● A commercial oil storage tank farm with total capacity of approximately 24,000 barrels of storage.

The purchase consideration included (i) $17.7 million in cash consideration, including $7.5 million in base consideration and $10.2 million to compensate for retained net working capital, (ii) the issuance of 862,069 shares of the Company’s Class A common stock, (iii) rental and oil hauling operations in the Bakken, (iv) Northeast fluids hauling operations, (v) MidCon fluids hauling operations, and (vi) one MidCon SWD. As part of the transaction, 280 fluids hauling employees were transferred to Omni. The property and equipment divested had a net book value of $5.7 million with $5.5 million attributable to our Water Services segment and $0.2 million attributable to our Water Infrastructure segment. The divested Fluids Hauling operations represented approximately 8% of the Water Services segment’s revenue during the first half of 2025.

This acquisition enhances the Company’s Water Infrastructure segment by expanding landfill and disposal capacity in the Bakken and introducing new service offerings. The transaction was accounted for as a business combination under the acquisition method in accordance with Accounting Standards Codification (“ASC”) 805. The Company engaged third-party valuation experts to assist in the purchase price allocation for the net assets received. These estimates, judgments, assumptions and valuation of the property and equipment acquired, current assets, current liabilities and long-term liabilities have not been finalized as of March 31, 2026. The business combination accounting is preliminary due to continuing efforts to reach an agreement on a pre-existing matter related to certain acquired assets. The Company also used a third-party analysis for the valuation of property and equipment divested, which resulted in a $14.9 million remeasurement gain in our Water Services segment. The assets acquired and liabilities assumed are included in the Company’s Water Infrastructure segment and the goodwill acquired is deductible for income tax purposes. The goodwill recognized represents the anticipated strategic benefits of expanding Select’s fluids and solids

treatment and disposal capabilities in the Bakken region, as well as the expected operational synergies and economies of scale from integrating Select’s existing assets and operations with those acquired from Omni. The Company incurred less than $0.1 million of transaction-related costs related to this acquisition during both the Current Quarter and Prior Quarter, and such costs are included in selling, general and administrative expenses within the consolidated statements of operations.

The following table summarizes the consideration transferred and the estimated fair value of identified assets acquired and liabilities assumed at the date of acquisition:

Preliminary purchase price allocation	Amount
Consideration transferred	(in thousands)
Cash paid	$	17,747
Class A common stock (862,069 shares)		7,664
Property and equipment ($5,686 carrying value with $14,924 step-up)		20,610
Other assets and liabilities transferred/assumed		147
Total consideration transferred		46,168
Less: identifiable assets acquired and liabilities assumed
Working capital		(7,020)
Property and equipment		26,466
Long-term ARO		(3,548)
Total identifiable net assets acquired		15,898
Goodwill		30,270
Fair value allocated to net assets acquired	$	46,168

2025 Asset Acquisitions

During 2025, the Company acquired certain assets and associated liabilities in the Permian Basin from seven transactions for aggregate consideration of $24.4 million, as well as one asset acquisition in the Northeast region for total consideration of $1.0 million. These asset acquisitions added disposal capacity, pipeline capacity, surface rights, and over 400 acres of land and also improved connectivity with customers by enhancing infrastructure and connectivity across operational sites. The allocation of the purchase price for these assets was a combined $34.1 million in property and equipment and $8.7 million in AROs and other liabilities. The Company also acquired certain wastewater treatment facilities for the accommodations and rentals business line in the Permian and Eagle Ford regions for $1.7 million during the year ended December 31, 2025. Further, the Company paid $7.5 million to purchase its corporate headquarters building in Gainesville, Texas, which was previously subject to a lease agreement.

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REVENUE

3 Months Ended

Mar. 31, 2026

REVENUE

REVENUE

NOTE 4—REVENUE

The Company follows ASC 606, Revenue from Contracts with Customers, for most revenue recognition, which provides a five-step model for determining revenue recognition for arrangements that are within the scope of the standard: (i) identify the contract(s) with a customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenue when (or as) the entity satisfies a performance obligation. The Company applies the five-step model only to contracts when it is probable that we will collect the consideration the Company is entitled to in exchange for the goods or services the Company transfers to the customer. The accommodations and rentals revenue continues to be guided by ASC 842 – Leases, which is discussed further below.

The following factors are applicable to the Company’s segments for the Current Quarter and Prior Quarter:

● The vast majority of Water Services and Chemical Technologies customer agreements are short-term, lasting less than one year. Water Infrastructure contains both short-term and long-term agreements.

● Contracts are seldom combined together as virtually all of our customer agreements constitute separate performance obligations. Each job or project is typically distinct, thereby not interdependent or interrelated with other customer agreements.

● Most contracts allow either party to terminate at any time without substantive penalties. If the customer terminates the contract, the Company is unconditionally entitled to the payments for the services rendered and products delivered to date. This largely applies to Water Services and Chemical Technologies.

● Contract terminations before the end of the agreement are rare.

● Sales returns are rare and no sales return assets have been recognized on the balance sheet.

● There are minimal volume discounts.

● There are no service-type warranties.

● There is no long-term customer financing.

● Taxes assessed by government authorities included on customer invoices are excluded from revenue.

In the Water Infrastructure and Water Services segments, performance obligations arise in connection with services provided to customers in accordance with contractual terms, in an amount the Company expects to collect. Services are generally sold based on customer orders or contracts with customers that include fixed or determinable prices. Revenues are generated by services rendered and measured based on the output generated, which is usually simultaneously received and consumed by customers at their job sites. As a multi-job site organization, contract terms, including the pricing for the Company’s services, are negotiated on a job site level on a per-job basis. Most jobs are completed in a short period of time, usually between one day and one month. Revenue is recognized as performance obligations are completed on a daily, hourly or per-unit basis with unconditional rights to consideration for services rendered reflected as accounts receivable trade, net of allowance for credit losses. In cases where a prepayment is received before the Company satisfies its performance obligations, a contract liability is recorded in accrued expenses and other current liabilities. Final billings generally occur once all of the proper approvals are obtained. Mobilization and demobilization are factored into the pricing for services. Billings and costs related to mobilization and demobilization are not material for customer agreements that start in one period and end in another. The Company recognizes revenue from certain sales when title passes to the customer, the customer assumes risks and rewards of ownership, collectability is reasonably assured and delivery occurs as directed by the customer.

Within the Water Infrastructure segment, we have contracts containing acreage dedications, areas of mutual interest (“AMIs”), wellbore dedications and minimum volume commitments (“MVCs”). Acreage dedications are longer term contracts pursuant to which a customer dedicates certain activities or volumes to Select within a defined set of the customer’s leased acreage, typically committing to us all water demanded by future wells they complete or produced from current and future wells that they operate, and we commit to provide, gather, recycle or dispose such water volumes. AMI arrangements similarly are defined by a geographic right to current and future customer volumes, though AMIs may encompass a broader geographic area beyond a customer’s existing leasehold acreage. Wellbore dedications are similar to acreage dedications; however, they limit the contractual obligations to a defined set of existing or future wells. Under our MVC agreements, our customers guarantee to deliver certain minimum volumes of produced water to our pipeline networks at an agreed upon fee or pay a deficiency fee for the minimum volume that is not met for a specified period. In most cases, these contracts are covenant to the land and assets they encompass.

The following table presents supplementary information regarding accounts receivable arising from rental agreements, accounts receivable related to contracts with customers and contract liabilities associated with contracts with customers. The Company did not have any contract assets during the periods presented. Contract liabilities of $0.5 million and $1.1 million at the beginning of the period were recognized as revenue during the Current Quarter and Prior Quarter, respectively.

	As of March 31,		As of December 31,
	2026		2025
	(in thousands)
Trade Accounts Receivable - Lease Arrangements (ASC 842)(1)	$	34,305	$	29,523
Trade Accounts Receivable - Revenue (ASC 606)(1)		283,465		234,505
Contract liabilities - Revenue (ASC 606)		(4,034)		(2,815)

(1) Trade accounts receivable is net of the allowance for credit losses and includes related party receivables.

Accommodations and rentals revenue is included in the Water Services segment and the Company accounts for its accommodations and rentals agreements as an operating lease. The Company recognizes revenue from renting equipment on a straight-line basis. Accommodations and rental contract periods are generally daily, weekly or monthly. The average lease term is less than three months and as of March 31, 2026, there were no material rental agreements in effect lasting more than one year. During the Current Quarter and Prior Quarter, approximately $21.3 million and $20.9 million, respectively, of accommodations and rentals revenue was accounted for under ASC 842 lease guidance. The Company had $28.0 million and $31.2 million of in-service and deployed machinery and equipment supporting rental income activities as of March 31, 2026 and December 31, 2025, respectively.

In the Chemical Technologies segment, the typical performance obligation is to provide a specific quantity of chemicals to customers in accordance with the customer agreement in an amount the Company expects to collect. Products and services are generally sold based upon customer orders or contracts with customers that include fixed or determinable prices. Revenue is recognized as the customer takes title to chemical products in accordance with the agreement. Products may be provided to customers in packaging or delivered to the customers’ containers through a hose. In some cases, the customer takes title to the chemicals upon consumption from storage containers on their property, where the chemicals are considered inventory until customer usage. In cases where the Company delivers products and recognizes revenue before collecting payment, the Company has an unconditional right to payment reflected in accounts receivable trade, net of allowance for credit losses. Customer returns are rare and immaterial and there were no material in-process customer agreements for this segment as of March 31, 2026, lasting greater than one year.

The following table sets forth certain financial information with respect to the Company’s disaggregation of revenues by geographic location:

	Three months ended March 31,
	2026		2025
	(in thousands)
Geographic Region
Permian Basin	$	196,031	$	179,843
Marcellus/Utica		41,725		42,555
Rockies		41,024		49,585
Eagle Ford		27,196		42,694
Mid-Continent		27,196		24,584
Haynesville/E. Texas		20,337		15,260
Bakken		14,815		22,664
Eliminations and other regions		(2,366)		(2,801)
Total	$	365,958	$	374,384

In the Water Infrastructure segment, the most recent top three revenue-producing regions are the Permian Basin, Haynesville and Bakken, which collectively comprised 87% and 83% of segment revenue for the Current Quarter and Prior Quarter, respectively. In the Water Services segment, the most recent top three revenue-producing regions are the Permian Basin, Rockies and Marcellus/Utica, which collectively comprised 79% and 73% of segment revenue for the Current Quarter and Prior Quarter, respectively. In the Chemical Technologies segment, the most recent top three revenue-producing regions are the Permian Basin, MidCon and Haynesville, which collectively comprised 90% and 78% of segment revenue for the Current Quarter and Prior Quarter, respectively.

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INVENTORIES

3 Months Ended

Mar. 31, 2026

INVENTORIES

INVENTORIES

NOTE 5—INVENTORIES

Inventories, which are comprised of chemicals and raw materials available for resale, are valued at the lower of cost or net realizable value, with cost determined under the weighted-average method. The significant components of inventory are as follows:

	March 31, 2026		December 31, 2025
	(in thousands)
Raw materials	$	29,671	$	27,402
Finished goods		7,642		6,876
Total	$	37,313	$	34,278

During the Current Quarter, the Company recorded net charges to the reserve for excess and obsolete inventory of $0.1 million. During the Prior Quarter, the Company recorded net credits to the reserve for excess and obsolete inventory of less than $0.1 million. Net charges and credits to the reserve for excess and obsolete inventory were recognized within cost of revenue on the accompanying consolidated statements of operations. The Company’s inventory reserve was $5.0 million and $4.9 million as of March 31, 2026 and December 31, 2025, respectively. The reserve for excess and obsolete inventories is determined based on the Company’s historical usage of inventory on hand, as well as future expectations and the amount necessary to reduce the cost of the inventory to its estimated net realizable value.

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PROPERTY AND EQUIPMENT

3 Months Ended

Mar. 31, 2026

PROPERTY AND EQUIPMENT

PROPERTY AND EQUIPMENT

NOTE 6—PROPERTY AND EQUIPMENT

Property and equipment are stated at cost less accumulated depreciation. Depreciation (and amortization of finance lease assets) is calculated on a straight-line basis over the estimated useful life of each asset. Property and equipment consists of the following as of March 31, 2026 and December 31, 2025:

	March 31, 2026		December 31, 2025
	(in thousands)
Machinery and equipment	$	562,717	$	561,560
Gathering and disposal infrastructure		428,496		418,044
Pipelines		236,550		226,303
Recycling facilities		176,039		168,714
Buildings and leasehold improvements		107,789		108,872
Land		46,412		46,412
Computer equipment and software		7,914		8,260
Vehicles and equipment		6,250		7,247
Machinery and equipment - finance lease		3,137		3,137
Office furniture and equipment		1,195		1,213
Computer equipment and software - finance lease		824		824
Construction in progress		95,643		78,820
		1,672,966		1,629,406
Less accumulated depreciation(1)		(736,935)		(717,223)
Total property and equipment, net	$	936,031	$	912,183

(1) Includes $1.7 million and $1.6 million of accumulated depreciation related to finance leases as of March 31, 2026 and December 31, 2025, respectively.

During the Current Quarter, the Company recognized $5.7 million in impairments and abandonments primarily related to the abandonment of a SWD well in the Haynesville region of the Water Infrastructure segment. During the Prior Quarter, the Company recognized $1.1 million in impairments and abandonments, consisting of $0.6 million in the Water Services segment related to the relocation of operations from a leased facility and $0.5 million in the Water Infrastructure segment associated with the termination of a disposal lease.

Total depreciation, amortization and accretion expense related to property and equipment and finance leases presented in the table above, as well as amortization of intangible assets presented in “Note 7— Other Intangible Assets” is as follows:

	Three months ended March 31,
	2026		2025
	(in thousands)
Category
Depreciation expense from property and equipment	$	41,041	$	34,044
Amortization expense from finance leases		181		169
Amortization expense from intangible assets		4,379		4,378
Accretion expense from asset retirement obligations		1,262		1,009
Total depreciation, amortization and accretion	$	46,863	$	39,600

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GOODWILL AND OTHER INTANGIBLE ASSETS

3 Months Ended

Mar. 31, 2026

GOODWILL AND OTHER INTANGIBLE ASSETS

GOODWILL AND OTHER INTANGIBLE ASSETS

NOTE 7—GOODWILL AND OTHER INTANGIBLE ASSETS

The Company recorded no adjustments to goodwill during the Current Quarter and $30.3 million of goodwill during 2025 (See “Note 3—Acquisitions”). Goodwill is evaluated for impairment annually, or more frequently if indicators of impairment exist.

The changes in the carrying amounts of goodwill by reportable segment for the Current Quarter are as follows: