FULLTEXT DEL 3 AV 3
10-K – 2026-02-05 – bkr-20251231.htm
(In millions, except per share amounts) 2025 2024 2023
Net income $ 2,624 $ 3,008 $ 1,970
Less: Net income attributable to noncontrolling interests 36 29 27
Net income attributable to Baker Hughes Company $ 2,588 $ 2,979 $ 1,943
Weighted average shares outstanding:
Class A basic
988 994 1,008
Class A diluted
994 1,001 1,015
Net income per share attributable to common stockholders:
Class A basic
$ 2.62 $ 3.00 $ 1.93
Class A diluted
$ 2.60 $ 2.98 $ 1.91
For the years ended December 31, 2025, 2024, and 2023, Class A diluted shares include the dilutive impact of equity awards except for approximately nil , 1 million, and 2 million options, respectively, that were excluded because the exercise price exceeded the average market price of the Company's Class A common stock and is therefore antidilutive.
NOTE 15. FINANCIAL INSTRUMENTS
RECURRING FAIR VALUE MEASUREMENTS
The Company's assets and liabilities measured at fair value on a recurring basis consist of derivative instruments and investment securities.
2025 2024
Level 1 Level 2 Level 3 Net Balance Level 1 Level 2 Level 3 Net Balance
Assets
Derivatives
$ — $ 22 $ — $ 22 $ — $ 11 $ — $ 11
Investment securities 1,217 — 24 1,241 1,282 — 2 1,284
Total assets 1,217 22 24 1,263 1,282 11 2 1,295
Liabilities
Derivatives
— ( 33 ) — ( 33 ) — ( 64 ) — ( 64 )
Total liabilities $ — $ ( 33 ) $ — $ ( 33 ) $ — $ ( 64 ) $ — $ ( 64 )
2025 2024
Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value
Investment securities (1)
Non-U.S. debt securities (2)
$ 24 $ — $ — $ 24 $ 3 $ — $ — $ 3
Equity securities 578 666 ( 27 ) 1,217 544 737 — 1,281
Total $ 602 $ 666 $ ( 27 ) $ 1,241 $ 547 $ 737 $ — $ 1,284
(1) Net gains (losses) recorded to earnings related to these securities were $( 103 ) million, $ 341 million, and $ 405 million for the years ended December 31, 2025, 2024, and 2023, respectively.
(2) As of December 31, 2025, the Company's non-U.S. debt securities are classified as available for sale securities and mature in approximately one year .
Baker Hughes Company 2025 Form 10-K | 86
Baker Hughes Company
Notes to Consolidated Financial Statements
As of December 31, 2025 and 2024, the balance of the Company's equity securities with readily determinable fair values is $ 1,217 million and $ 1,281 million, respectively, and is comprised mainly of the Company's investment in Abu Dhabi National Oil Company Drilling, and is recorded primarily in "All other current assets" in the consolidated statements of financial position. The Company measures its investments at fair value based on quoted prices in active markets. Net gains (losses) related to the Company's equity securities with readily determinable fair values are reported in "Other (income) expense, net" in the consolidated statements of income. See "Note 21. Other (Income) Expense, Net" for further information.
FAIR VALUE DISCLOSURE OF FINANCIAL INSTRUMENTS
The Company's financial instruments include cash and cash equivalents, receivables, certain investments, accounts payable, short and long-term debt, and derivative financial instruments. Except for long-term debt, the estimated fair value of these financial instruments at December 31, 2025 and 2024 approximates their carrying value as reflected in the consolidated financial statements. For further information on the fair value of the Company's debt, see "Note 9. Debt."
DERIVATIVES AND HEDGING
The Company uses derivatives to manage its risks and does not use derivatives for speculation. The table below summarizes the fair value of all derivatives, including hedging instruments and embedded derivatives.
2025 2024
Assets (Liabilities) Assets (Liabilities)
Derivatives accounted for as hedges
Currency exchange contracts
$ — $ — $ 2 $ ( 2 )
Interest rate swap contracts 9 ( 24 ) — ( 45 )
Derivatives not accounted for as hedges
Currency exchange contracts and other
13 ( 9 ) 9 ( 17 )
Total derivatives $ 22 $ ( 33 ) $ 11 $ ( 64 )
Derivatives are classified in the consolidated statements of financial position depending on their respective maturity date. As of December 31, 2025 and 2024, $ 22 million and $ 9 million of derivative assets are recorded in " All other current assets " and nil and $ 3 million are recorded in "All other assets" in the consolidated statements of financial position, respectively. As of December 31, 2025 and 2024, $ 8 million and $ 16 million of derivative liabilities are recorded in " All other current liabilities " and $ 25 million and $ 50 million are recorded in " All other liabilities " in the consolidated statements of financial position, respectively.
During 2025 and 2024, the Company had issued credit default swaps ("CDS") totaling $ 775 million and $ 553 million, respectively, to third-party financial institutions. The CDS relate to borrowings provided by these financial institutions to a customer in Mexico who utilized these borrowings to pay certain of the Company's outstanding receivables. The total notional amount remaining on the issued CDS was $ 287 million and $ 412 million as of December 31, 2025 and 2024, respectively, which will reduce each month through September 2026 as the customer repays the borrowings. As of December 31, 2025, the fair value of these derivative liabilities is not material.
FORMS OF HEDGING
Cash Flow Hedges
The Company uses cash flow hedging primarily to mitigate the effects of foreign exchange rate changes on purchase and sale contracts. Accordingly, the vast majority of derivative activity in this category consists of currency exchange contracts. In addition, the Company is exposed to interest rate risk fluctuations in connection with long-term debt that it issues from time to time to fund its operations. Changes in the fair value of cash flow hedges are recorded in a separate component of equity (referred to as "Accumulated Other Comprehensive Income" or "AOCI")
Baker Hughes Company 2025 Form 10-K | 87
Baker Hughes Company
Notes to Consolidated Financial Statements
and are recorded in earnings in the period in which the hedged transaction occurs. See "Note 13. Equity" for further information on activity in AOCI for cash flow hedges. As of December 31, 2025 and 2024, the maximum term of cash flow hedges that hedge forecasted transactions was approximately two years and one year , respectively.
During 2025, the Company had outstanding interest rate swap contracts designated as cash flow hedges with a notional amount of $ 2,500 million in order to hedge a portion of the Company's expected exposure in connection with future debt financing activities related to the acquisition of Chart, expected to take place in the second quarter of 2026. As of December 31, 2025, the fair value of these interest rate swap contracts is $ 9 million.
Fair Value Hedges
All of the Company's long-term debt is comprised of fixed rate instruments. The Company is subject to interest rate risk on its debt portfolio and may use interest rate swaps to manage the economic effect of fixed rate obligations associated with certain debt. Under these arrangements, the Company agrees to exchange, at specified intervals, the difference between fixed and floating interest amounts calculated by reference to an agreed-upon notional principal amount.
As of December 31, 2025 and 2024, the Company had interest rate swaps with a notional amount of $ 500 million that converted a portion of its $ 1,350 million aggregate principal amount of 3.337 % fixed rate Senior Notes due 2027 into a floating rate instrument with an interest rate based on a Secured Overnight Financing Rate index. The Company concluded that the interest rate swap met the criteria necessary to qualify for hedge accounting, and as such, the changes in this fair value hedge are recorded as gains or losses in interest expense and are equally offset by the gains or losses of the underlying debt instrument, which are also recorded in interest expense.
NOTIONAL AMOUNT OF DERIVATIVES
The notional amount of a derivative is used to determine, along with the other terms of the derivative, the amounts to be exchanged between the counterparties. The Company discloses the derivative notional amounts on a gross basis to indicate the total counterparty risk, but it does not generally represent amounts exchanged by the Company and the counterparties. A substantial majority of the outstanding notional amount of $ 7.1 billion and $ 4.0 billion at December 31, 2025 and 2024, respectively, is related to hedges of anticipated sales and purchases in foreign currency, commodity purchases, changes in interest rates, and contractual terms in contracts that are considered embedded derivatives and for intercompany borrowings in foreign currencies.
COUNTERPARTY CREDIT RISK
Fair values of the Company's derivatives can change significantly from period to period based on, among other factors, market movements and changes in the Company's positions. The Company manages counterparty credit risk (the risk that counterparties will default and not make payments according to the terms of the agreements) on an individual counterparty basis.
NOTE 16. REVENUE RELATED TO CONTRACTS WITH CUSTOMERS
DISAGGREGATED REVENUE
The Company disaggregates its revenue from contracts with customers by product line for both the OFSE and IET segments, as the Company believes this best depicts how the nature, amount, timing, and uncertainty of its revenue and cash flows are affected by economic factors. In addition, management views revenue from contracts with customers for OFSE by geography based on the location to where the product is shipped or the services are performed.
Baker Hughes Company 2025 Form 10-K | 88
Baker Hughes Company
Notes to Consolidated Financial Statements
The series of tables below present the Company's revenue disaggregated by these categories.
Total Revenue 2025 2024 2023
Well Construction $ 3,646 $ 4,145 $ 4,387
Completions, Intervention, and Measurements
3,750 4,154 4,170
Production Solutions 3,806 3,860 3,854
Subsea & Surface Pressure Systems 3,122 3,470 2,950
Oilfield Services & Equipment 14,324 15,628 15,361
Gas Technology Equipment
6,619 5,693 4,232
Gas Technology Services
3,028 2,797 2,600
Total Gas Technology 9,647 8,490 6,832
Industrial Products
1,991 2,040 1,962
Industrial Solutions
1,123 1,065 983
Controls (1)
— — 41
Total Industrial Technology 3,114 3,105 2,987
Climate Technology Solutions
647 605 326
Industrial & Energy Technology 13,409 12,201 10,145
Total $ 27,733 $ 27,829 $ 25,506
(1) The sale of the Company's controls business was completed in April 2023.
Oilfield Services & Equipment Geographic Revenue 2025 2024 2023
North America $ 3,773 $ 3,955 $ 4,116
Latin America 2,423 2,609 2,761
Europe/CIS/Sub-Saharan Africa 2,455 3,250 2,655
Middle East/Asia 5,673 5,814 5,829
Oilfield Services & Equipment $ 14,324 $ 15,628 $ 15,361
REMAINING PERFORMANCE OBLIGATIONS
As of December 31, 2025, the aggregate amount of the transaction price allocated to the unsatisfied (or partially unsatisfied) performance obligations was $ 35.9 billion. As of December 31, 2025, the Company expects to recognize revenue of approximately 59 %, 74 %, and 89 % of the total remaining performance obligations within 2 , 5 , and 15 years, respectively, and the remaining thereafter. Contract modifications could affect both the timing to complete as well as the amount to be received as the Company fulfills the related remaining performance obligations.
NOTE 17. SEGMENT INFORMATION
The Company's segments are determined as those operations whose results are reviewed regularly by the chief operating decision maker ("CODM"), who is the Company's Chief Executive Officer, in deciding how to allocate resources and assess performance. The Company reports its operating results through two operating segments, OFSE and IET. Each segment is organized and managed based upon the nature of the Company's markets and customers and consists of similar products and services. These products and services operate across upstream oil and gas and broader energy and industrial markets. The following is a description of each segment's business operations:
Oilfield Services & Equipment provides products and services for onshore and offshore oilfield operations across the lifecycle of a well, ranging from exploration, appraisal, and development, to production, rejuvenation, and decommissioning. OFSE is organized into four product lines: Well Construction, which encompasses drilling
Baker Hughes Company 2025 Form 10-K | 89
Baker Hughes Company
Notes to Consolidated Financial Statements
services, drill bits, and drilling & completions fluids; Completions, Intervention, and Measurements , which encompasses well completions, pressure pumping, and wireline services; Production Solutions , which spans artificial lift systems and oilfield & industrial chemicals; and Subsea & Surface Pressure Systems , which encompasses subsea projects and services, surface pressure control, and flexible pipe systems. Beyond its traditional oilfield concentration, OFSE is expanding its capabilities and technology portfolio to meet the challenges of a net-zero future. These efforts include expanding into new energy areas such as geothermal and carbon capture, utilization and storage, strengthening its digital architecture, and addressing key energy market themes.
Industrial & Energy Technology provides technology solutions and services for mechanical-drive, compression, and power-generation applications across the energy industry, including oil and gas, LNG operations, downstream refining, and petrochemical markets, as well as lower carbon solutions to broader energy and industrial sectors. IET also provides equipment, software, and services that serve a wide range of industries including petrochemical and refining, nuclear, aviation, automotive, mining, cement, metals, pulp and paper, and food and beverage. IET is organized into five product lines - Gas Technology Equipment, Gas Technology Services, Industrial Products, Industrial Solutions, and Climate Technology Solutions.
In the first quarter of 2025, the Company changed the internal financial information regularly provided to the CODM to formalize the transition to evaluation of the performance of the Company's reportable segments utilizing segment Earnings Before Interest, Taxes, Depreciation, and Amortization ("EBITDA") as the measure of profit. This accompanied a change to the captions and subtotals included on the Company's income statement. The CODM assesses the performance of each segment based on segment EBITDA , which is defined as income (loss) before income taxes and before the following: net interest expense, costs associated with significant restructuring programs, depreciation and amortization, and unallocated corporate costs and other income (expense). Th e CODM uses segment EBITDA as the measure to make resource (including financial or capital resources) allocation decisions for each segment, predominantly in the annual budget and forecasting process. The CODM considers budget-to-actual variances on a quarterly basis when evaluating performance for each segment and making decisions about capital allocation. Accounting policies have been applied consistently by all segments within the Company for all reporting periods. Intercompany revenue and expense amounts have been eliminated within each segment to report on the basis that management uses internally for evaluating segment performance.
Baker Hughes Company 2025 Form 10-K | 90
Baker Hughes Company
Notes to Consolidated Financial Statements
Summarized financial information for the Company's segments is shown in the following tables.
2025
OFSE
IET
Total
Revenue
$ 14,324 $ 13,409 $ 27,733
Cost of goods and services sold
( 11,532 ) ( 9,594 ) ( 21,126 )
Research and development costs
( 241 ) ( 359 ) ( 600 )
Selling, general and administrative ( 876 ) ( 1,215 ) ( 2,091 )
Other income (expense)
11 8 19
Add: Depreciation and amortization
932 233 1,165
Segment EBITDA
$ 2,618 $ 2,482 $ 5,100
2024
OFSE
IET
Total
Revenue
$ 15,628 $ 12,201 $ 27,829
Cost of goods and services sold ( 12,448 ) ( 8,738 ) ( 21,186 )
Research and development costs
( 260 ) ( 383 ) ( 643 )
Selling, general and administrative ( 932 ) ( 1,250 ) ( 2,182 )
Add: Depreciation and amortization
893 220 1,113
Segment EBITDA
$ 2,881 $ 2,050 $ 4,931
2023
OFSE
IET
Total
Revenue
$ 15,361 $ 10,145 $ 25,506
Cost of goods and services sold
( 12,282 ) ( 7,220 ) ( 19,502 )
Research and development costs
( 278 ) ( 373 ) ( 651 )
Selling, general and administrative ( 1,055 ) ( 1,242 ) ( 2,297 )
Add: Depreciation and amortization
849 217 1,066
Segment EBITDA
$ 2,595 $ 1,527 $ 4,121
Baker Hughes Company 2025 Form 10-K | 91
Baker Hughes Company
Notes to Consolidated Financial Statements
Reconciliation of segment EBITDA to Net Income Attributable to Baker Hughes Company:
2025 2024 2023
OFSE
$ 2,618 $ 2,881 $ 2,595
IET
2,482 2,050 1,527
Total segment 5,100 4,931 4,121
Corporate costs (1)
( 318 ) ( 340 ) ( 359 )
Inventory impairment (2)
( 22 ) ( 73 ) ( 35 )
Restructuring (3)
( 215 ) ( 260 ) ( 313 )
Other income (expense), net (4)
( 262 ) 341 544
Depreciation and amortization (3)
( 1,184 ) ( 1,136 ) ( 1,087 )
Interest expense, net ( 222 ) ( 198 ) ( 216 )
Income before income taxes
2,877 3,265 2,655
Provision for income taxes
( 253 ) ( 257 ) ( 685 )
Net Income
2,624 3,008 1,970
Less: Net income attributable to noncontrolling interests 36 29 27
Net income attributable to Baker Hughes Company
$ 2,588 $ 2,979 $ 1,943
(1) Corporate costs are primarily reported in "Selling, general and administrative" in the consolidated statements of income and exclude $ 23 million, $ 23 million, and $ 21 million of depreciation and amortization for the years ended December 31, 2025, 2024, and 2023, respectively.
(2) Charges for inventory impairments are reported in "Cost of goods sold" in the consolidated statements of income.
(3) For the year ended December 31, 2025, $ 4 million of accelerated depreciation expense related to certain PP&E was recorded in "Restructuring" in the consolidated statements of income. See "Note 20. Restructuring" for further information.
(4) Other income (expense), net excludes immaterial amounts recorded within Segment EBITDA and corporate costs for the years ended December 31, 2025. See "Note 21. Other (Income) Expense, Net" for further information.
The following table presents total assets at December 31:
Assets
2025 2024
OFSE
$ 18,744 $ 18,781
IET
14,934 13,838
Total segment 33,678 32,619
Corporate and eliminations (1)
7,203 5,744
Total $ 40,881 $ 38,363
(1) The assets reported in Corporate and eliminations consist primarily of the Baker Hughes trade name, cash, and tax assets. It also includes adjustments to eliminate intercompany investments and receivables reflected within the total assets of each of the reportable segments.
Baker Hughes Company 2025 Form 10-K | 92
Baker Hughes Company
Notes to Consolidated Financial Statements
The following table presents depreciation and amortization for the year ended December 31:
Depreciation and amortization
2025 2024 2023
OFSE
$ 932 $ 893 $ 849
IET
233 220 217
Total segment
1,165 1,113 1,066
Corporate 23 23 21
Total (1)
$ 1,188 $ 1,136 $ 1,087
(1) For the year ended December 31, 2025, total depreciation and amortization includes $ 4 million of accelerated depreciation expense, recorded in "Restructuring" in the consolidated statements of income, related to the OFSE segment.
The following table presents capital expenditures for the year ended December 31:
Capital expenditures
2025 2024 2023
OFSE
$ 887 $ 954 $ 960
IET
325 284 229
Total segment
1,212 1,238 1,189
Corporate 61 40 35
Total $ 1,273 $ 1,278 $ 1,224
The following table presents consolidated revenue based on the location to which the product is shipped or the services are performed. Other than the U.S., no other country accounted for more than 10% of the Company's consolidated revenue during the periods presented.
Revenue 2025 2024 2023
U.S. $ 7,700 $ 7,383 $ 6,557
Non-U.S. 20,033 20,446 18,949
Total $ 27,733 $ 27,829 $ 25,506
The following table presents net property, plant and equipment by its geographic location at December 31:
Property, plant and equipment - net 2025 2024
U.S. $ 1,647 $ 1,794
Non-U.S. 3,679 3,333
Total $ 5,326 $ 5,127
NOTE 18. RELATED PARTY TRANSACTIONS
The Company has an aeroderivative joint venture ("Aero JV") that is jointly controlled by GE Vernova (NYSE: GEV) and the Company, each with ownership interest of 50 %. The Company had purchases from the Aero JV of $ 800 million, $ 698 million, and $ 517 million during the years ended December 31, 2025, 2024, and 2023, respectively. The Company had $ 136 million and $ 117 million of amounts due at December 31, 2025 and 2024, respectively, for products and services provided by the Aero JV in the ordinary course of business.
Baker Hughes Company 2025 Form 10-K | 93
Baker Hughes Company
Notes to Consolidated Financial Statements
NOTE 19. COMMITMENTS AND CONTINGENCIES
LITIGATION
The Company is subject to legal proceedings arising in the ordinary course of business. Because legal proceedings are inherently uncertain, management is unable to predict the ultimate outcome of such matters. For matters where the range of possible loss is probable and reasonably estimable, the Company has accrued the appropriate amount for the matters disclosed. Unless otherwise disclosed, any potential loss above accrued amounts is not reasonably estimable. Based on the opinion of management, the Company does not expect the ultimate outcome of currently pending legal proceedings to have a material adverse effect on its results of operations, financial position, or cash flows. However, there can be no assurance as to the ultimate outcome of these matters.
On or around February 15, 2023, the lead plaintiff and three additional named plaintiffs in a putative securities class action styled The Reckstin Family Trust, et al., v. C3.ai, Inc., et al ., No. 4:22-cv-01413-HSG, filed an amended class action complaint (the "Amended Complaint") in the United States District Court for the Northern District of California. The Amended Complaint names the following as defendants: (i) C3.ai., Inc. ("C3 AI"), (ii) certain of C3 AI's current and/or former officers and directors, (iii) certain underwriters for the C3 AI initial public offering (the "IPO"), and (iv) the Company, and its President and CEO (who formerly served as a director on the board of C3 AI). The Amended Complaint alleges violations of the Securities Act of 1933 (the "Securities Act") and the Securities Exchange Act of 1934 (the "Exchange Act") in connection with the IPO and the subsequent period between December 9, 2020 and December 2, 2021, during which BHH LLC held equity investments in C3 AI. The action seeks unspecified damages and the award of costs and expenses, including reasonable attorneys' fees. On February 22, 2024, the Court dismissed the claims against the Company. However, on April 4, 2024, the plaintiffs filed an amended complaint, reasserting their claims against the Company under the Securities Act and the Exchange Act. On or around February 14, 2025, the plaintiffs filed a further amended complaint, once again reasserting their claims against the Company under the Securities Act and the Exchange Act. At this time, the Company is not able to predict the outcome of these proceedings.
The Company insures against risks arising from its business to the extent deemed prudent by management and to the extent insurance is available, but no assurance can be given that the nature and amount of that insurance will be sufficient to fully indemnify the Company against liabilities arising out of pending or future legal proceedings or other claims. Most of the Company's insurance policies contain deductibles or self-insured retentions in amounts management deems prudent and for which the Company is responsible for payment. In determining the amount of self-insurance, it is the Company's policy to self-insure those losses that are predictable, measurable and recurring in nature, such as claims for automobile liability, general liability and workers compensation.
ENVIRONMENTAL MATTERS
Item 103 of SEC Regulation S-K requires disclosure of certain environmental matters when a governmental authority is a party to the proceedings and such proceedings involve potential monetary sanctions that the Company reasonably believes will exceed a specified threshold. The Company uses a threshold of $ 1 million for such proceedings. Applying this threshold, there are no environmental matters to disclose for this period.
Estimated remediation costs are accrued using currently available facts, existing environmental permits, technology and enacted laws and regulations. The Company's cost estimates are developed based on internal evaluations and are not discounted. Accruals are recorded when it is probable that the Company will be obligated to pay for environmental site evaluation, remediation, or related activities, and such costs can be reasonably estimated. As additional information becomes available, accruals are adjusted to reflect current cost estimates. The Company's total accrual for environmental remediation was $ 53 million and $ 54 million at December 31, 2025 and 2024, respectively.
OTHER
In the normal course of business with customers, vendors, and others, the Company has entered into off-balance sheet arrangements, such as surety bonds for performance, letters of credit, and other bank issued
Baker Hughes Company 2025 Form 10-K | 94
Baker Hughes Company
Notes to Consolidated Financial Statements
guarantees. Total off-balance sheet arrangements were approximately $ 6.2 billion at December 31, 2025. It is not practicable to estimate the fair value of these financial instruments. As of December 31, 2025, none of the off-balance sheet arrangements either has, or is likely to have, a material effect on the Company's financial position, results of operations, or cash flows. The Company also had commitments outstanding for purchase obligations for each of the five years in the period ending December 31, 2030 of $ 1,840 million, $ 292 million, $ 146 million, $ 45 million, and $ 35 million, respectively, and $ 22 million in the aggregate thereafter.
The Company sometimes enters into joint and several liability consortiums or similar arrangements for certain projects. Under such arrangements, each party is responsible for performing a certain scope of work within the total scope of the contracted work, and the obligations expire when all contractual obligations are completed. The failure or inability, financially or otherwise, of any of the parties to perform their obligations could impose additional costs and obligations on the Company. These factors could result in unanticipated costs to complete the project, liquidated damages, or contract disputes.
NOTE 20. RESTRUCTURING
The Company recorded restructuring charges of $ 215 million, $ 260 million, and $ 313 million during the years ended December 31, 2025, 2024, and 2023, respectively.
In 2025, the Company recorded restructuring charges primarily related to actions taken in the segments to align with the Company's market outlook including footprint consolidation. These actions also resulted in inventory impairments of $ 22 million in 2025, recorded in "Cost of goods sold" in the consolidated statements of income.
In 2024, the Company initiated a streamlining of the OFSE operating model, which reduced its facility footprint and resulted in employee termination expenses and associated impairment of PP&E. These actions also resulted in inventory impairments of $ 73 million in 2024, recorded in "Cost of goods sold" in the consolidated statements of income.
In 2023, restructuring charges primarily include costs recognized for employee termination expenses related to exit activities at specific locations in the Company's segments to rationalize the Company's manufacturing supply chain footprint and facilitate further cost efficiency. These actions also resulted in inventory impairments of $ 35 million in 2023, recorded in "Cost of goods sold" in the consolidated statements of income.
The following table presents restructuring charges by the impacted segment:
2025 2024 2023
Oilfield Services & Equipment $ 121 $ 206 $ 148
Industrial & Energy Technology (1)
84 13 98
Corporate 10 41 67
Total $ 215 $ 260 $ 313
(1) For the year ended December 31, 2024, $ 6 million of additional restructuring charges are included within segment EBITDA and reported in "Selling, general and administrative" in the consolidated statements of income.
The following table presents restructuring charges by type and includes gains on the dispositions of certain property, plant and equipment as a consequence of exit activities:
2025 2024 2023
Employee-related termination expenses $ 122 $ 153 $ 270
Long-lived asset impairments
53 77 ( 2 )
Contract termination fees 13 2 1
Other incremental costs 27 34 44
Total $ 215 $ 266 $ 313
Baker Hughes Company 2025 Form 10-K | 95
Baker Hughes Company
Notes to Consolidated Financial Statements
NOTE 21. OTHER (INCOME) EXPENSE, NET
Other (income) expense, net consists of the following:
2025 2024 2023
Change in fair value of equity securities
$ 103 $ ( 367 ) $ ( 555 )
Transaction related costs
107 — 19
Other charges and credits (1)
33 26 ( 8 )
Total $ 243 $ ( 341 ) $ ( 544 )
(1) Other charges and credits of $( 19 ) million for the year ended December 31, 2025 and nil for the years ended December 31, 2024 and 2023, respectively, consists of other (income) expense, net within OFSE and IET.
The Company recorded other (income) expense, net of $ 243 million, $( 341 ) million, and $( 544 ) million, for the years ended December 31, 2025, 2024, and 2023, respectively. Transaction related costs consist of legal and other professional fees in connection with the businesses being disposed of and acquired, the most significant of which is the ongoing Chart acquisition activities.
NOTE 22. ACQUISITIONS, DISPOSITIONS, AND BUSINESSES HELD FOR SALE
The Company had no business acquisitions, dispositions, or businesses held for sale for the year ended December 31, 2024.
ACQUISITIONS
During 2025, the Company entered into a definitive agreement to acquire Chart. The Company will acquire all outstanding shares of Chart's common stock for $ 210 per share in cash, equivalent to a total enterprise value of approximately $ 13.6 billion. Under the terms of the agreement, the Company agreed to pay $ 258 million for the termination fee and the reimbursement of certain expenses on behalf of Chart to Flowserve Corporation ("Flowserve"), as a result of the termination of the merger agreement by and among Chart, Flowserve, and certain subsidiaries of Flowserve. This payment on behalf of Chart was recorded as an advance payment in "All other current assets" in the Company's consolidated statements of financial position and in "Net cash paid for acquisitions" in the Company's consolidated statements of cash flows. With regulatory reviews still underway in certain jurisdictions, the Company presently expects closing in the second quarter of 2026, understanding that the timing may evolve as those processes progress. See "Note 9. Debt" for further information on the financing for this transaction.
During 2025, the Company completed the acquisition of CDC in the IET segment for total consideration of $ 554 million. CDC is a leading provider of safety-critical pressure management solutions. The assets acquired and liabilities assumed in this acquisition were recorded based on preliminary estimates of their fair values as of the acquisition date. As a result of this acquisition, the Company recorded $ 229 million of goodwill and $ 269 million of intangible assets, subject to final fair value adjustments. Pro forma results of operations for this acquisition have not been presented because the effects of the acquisition were not material to the Company's consolidated financial statements.
During 2023, the Company completed the acquisition of businesses for total cash consideration of $ 301 million, net of cash acquired, which consisted primarily of the acquisition of Altus Intervention in the OFSE segment in April 2023. Altus Intervention is a leading international provider of well intervention services and downhole technology. The assets acquired and liabilities assumed in these acquisitions were recorded based on preliminary estimates of their fair values as of the acquisition date. As a result of these acquisitions, the Company recorded $ 138 million of goodwill and $ 58 million of intangible assets, subject to final fair value adjustments. Pro forma results of operations for these acquisitions have not been presented because the effects of these acquisitions were not material to the Company's consolidated financial statements.
Baker Hughes Company 2025 Form 10-K | 96
Baker Hughes Company
Notes to Consolidated Financial Statements
DISPOSITIONS
During 2023, the Company completed the sale of businesses and received total cash consideration of $ 293 million. Any gain or loss on a business disposition is reported in "Other (income) expense, net" in the consolidated statements of income. The dispositions consisted primarily of the sale of the Nexus Controls business in the IET segment to GE in April 2023, which resulted in an immaterial gain. Nexus Controls specializes in scalable industrial controls systems, safety systems, hardware, and software cybersecurity solutions and services.
BUSINESSES HELD FOR SALE
The Company classifies assets and liabilities as held for sale ("disposal group") when management commits to a plan to sell the disposal group and concludes that it meets the relevant criteria. Assets held for sale are measured at the lower of their carrying value or fair value less costs to sell. Any loss resulting from the measurement is recognized in the period the held for sale criteria are met. Conversely, gains are not recognized until the date of sale.
During 2025, the Company entered into an agreement to form a joint venture with a subsidiary of Cactus, Inc. ("Cactus"). The Company will contribute the Surface Pressure Control ("SPC") business, a business within the Subsea & Surface Pressure Systems product line of its OFSE segment, to the newly formed joint venture in exchange for a 35 % non-controlling interest and cash consideration of approximately $ 345 million. The Company completed the sale of the business to the joint venture on January 1, 2026.
During 2025, the Company entered into an agreement with Crane Company, a diversified manufacturer of engineered industrial products, to sell its Precision Sensors & Instrumentation ("PSI") business, a business within the Industrial Solutions product line of its IET segment, for a total cash consideration of approximately $ 1.15 billion. The Company completed the sale on January 1, 2026.
For both transactions, as of December 31, 2025, the businesses continued to meet the criteria to be classified as held for sale. The disposition proceeds exceeded the carrying value of the businesses.
Baker Hughes Company 2025 Form 10-K | 97
Baker Hughes Company
Notes to Consolidated Financial Statements
The following table presents financial information related to the assets and liabilities of the businesses classified as held for sale and reported in "All other current assets" and "All other current liabilities" in the consolidated statements of financial position as of December 31, 2025.
Assets and liabilities of businesses held for sale
SPC
PSI
Total
Assets
Current receivables $ 235 $ 81 $ 316
Inventories 117 110 227
Property, plant and equipment 39 76 115
Operating lease right-of use assets
20 9 29
Goodwill — 422 422
Intangible assets
— 3 3
Contract assets
12 1 13
All other assets
9 2 11
Total assets of businesses held for sale
432 704 1,136
Liabilities
Accounts payable 116 30 146
Progress collections and deferred income 23 17 40
Operating lease liabilities
18 7 25
All other liabilities
41 20 61
Total liabilities of businesses held for sale
198 74 272
Total net assets of businesses held for sale
$ 234 $ 630 $ 864
NOTE 23. SUPPLEMENTARY INFORMATION
ALL OTHER CURRENT LIABILITIES
All other current liabilities as of December 31, 2025 and 2024 include $ 1,115 million and $ 1,237 million, respectively, of employee-related liabilities.
ALLOWANCE FOR CREDIT LOSSES
The following table presents the change in allowance for credit losses:
2025 2024
Balance at beginning of year $ 232 $ 350
Provision 80 77
Write-offs ( 14 ) ( 153 )
Prior year recoveries ( 23 ) ( 35 )
Other 2 ( 7 )
Balance at end of year $ 277 $ 232
Baker Hughes Company 2025 Form 10-K | 98
Baker Hughes Company
Notes to Consolidated Financial Statements
SUPPLY CHAIN FINANCE PROGRAMS
The following table presents the change in SCF program liabilities:
2025 2024
Balance at beginning of year $ 411 $ 332
Purchases
1,375 1,484
Payments ( 1,376 ) ( 1,405 )
Balance at end of year $ 410 $ 411
Baker Hughes Company 2025 Form 10-K | 99
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
None.
ITEM 9A. CONTROLS AND PROCEDURES
Evaluation of disclosure controls and procedures
Our management, with the participation of our Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rule 15d-15(e) under the Exchange Act) as of the end of the period covered by this report. Based upon that evaluation, the Chief Executive Officer and Chief Financial Officer have concluded that, as of December 31, 2025, our disclosure controls and procedures (as defined in Rule 15d-15(e) of the Exchange Act) were effective at a reasonable assurance level.
There has been no change in our internal controls over financial reporting during the year ended December 31, 2025, that has materially affected, or is reasonably likely to materially affect, our internal controls over financial reporting.
ITEM 9B. OTHER INFORMATION
Rule 10b5-1 and Non-Rule 10b5-1 Trading Arrangements
During the three months ended December 31, 2025, certain of our officers or directors listed below adopted or terminated trading arrangements for the sale of shares of our Class A common stock in amounts and prices determined in accordance with a formula set forth in each such plan:
Plans
Name and Title
Action
Date
Rule 10b5-1 (1)
Non-Rule 10b5-1 (2)
Number of Shares to be Sold
Expiration
Lorenzo Simonelli ,
Chairman, President and Chief Executive Officer
Adoption
November 10, 2025 X
545,187
Earlier of when all shares under plan are sold and December 31, 2026
Ahmed Moghal ,
Executive Vice President and Chief Financial Officer (3)
Adoption
November 10, 2025 X
18,102
Earlier of when all shares under plan are sold and December 31, 2026
James Apostolides ,
Chief Infrastructure & Performance Officer
Adoption
November 10, 2025 X
37,735
(4)
Earlier of when all shares under the plan are sold and December 31, 2026
Maria Claudia Borras , Chief Growth & Experience Officer and Interim Executive Vice President, Industrial & Energy Technology
Adoption
November 10, 2025 X
104,293
(4)
Earlier of when all shares under the plan are sold and June 30, 2026
Georgia Magno , Chief Legal Officer
Adoption
November 10, 2025 X
24,337
(4)
Earlier of when all shares under the plan are sold and December 31, 2026
(1) Intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) as defined in Item 408(c) of Regulation S-K
(2) Not intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) as defined in Item 408(c) of Regulation S-K
(3) Reflects a 10b5-1 trading plan adopted by the officer's spouse
(4) This figure is an estimation of after-tax sale amounts based on the Company's best estimates at this time
ITEM 9C. DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS
None.
Baker Hughes Company 2025 Form 10-K | 100
PART III
ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
Information regarding our Code of Conduct and the Code of Ethical Conduct Certifications for our principal executive officer, principal financial officer and principal accounting officer are described in Item 1. Business of this Annual Report on Form 10-K. Information concerning our directors is set forth in the sections entitled "Proposal No. 1, Election of Directors - Board Nominees for Directors," and "Corporate Governance - Committees of the Board" in our Definitive Proxy Statement for the 2026 Annual Meeting of Shareholders to be filed with the SEC pursuant to the Exchange Act within 120 days of the end of our fiscal year on December 31, 2025 ("Proxy Statement"), which sections are incorporated herein by reference. For information regarding our executive officers, see "Item 1. Business - Executive Officers of Baker Hughes" in this Annual Report on Form 10-K.
We have adopted an Insider Trading Policy that governs the purchase, sale, and/or other dispositions of our securities by our directors, officers, and employees that is designed to promote compliance with insider trading laws, rules, and regulations, and any listing standards applicable to us. A copy of our Insider Trading Policy, as amended to date, is filed as Exhibit 19.1 to this Annual Report.
ITEM 11. EXECUTIVE COMPENSATION
Information for this item is set forth in the following section of our Proxy Statement, which section is incorporated herein by reference: "Executive Compensation."
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
Information concerning security ownership of certain beneficial owners and our management is set forth in the sections entitled "Stock Ownership of Certain Beneficial Owners" and "Stock Ownership of Section 16(a) Director and Executive Officers" in our Proxy Statement, which sections are incorporated herein by reference.
We permit our employees, officers and directors to enter into written trading plans complying with Rule 10b5-1 under the Exchange Act. Rule 10b5-1 provides criteria under which such an individual may establish a prearranged plan to buy or sell a specified number of shares of a company's stock over a set period of time. Persons using such plan must act in good faith with respect to the contract with the broker executing the trades, trading instructions and the trading plan as a whole. Such plan must be established at a time when the individual is not in possession of material, nonpublic information and will be subject to a cooling off period to the initial trade thereunder. If an individual establishes a plan satisfying the requirements of Rule 10b5-1, such individual's subsequent receipt of material, nonpublic information will not prevent transactions under the plan from being executed. Certain of our officers have advised us that they have and may enter into stock sales plans for the sale of shares of our Class A common stock which are intended to comply with the requirements of Rule 10b5-1 of the Exchange Act. In addition, the Company has and may in the future enter into repurchases of our Class A common stock under a plan that complies with Rule 10b5-1 or Rule 10b-18 of the Exchange Act.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
Information for this item is set forth in the sections entitled "Corporate Governance-Director Independence" and "Certain Relationships and Related Party Transactions" in our Proxy Statement, which sections are incorporated herein by reference.
ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES
Our independent registered public accounting firm is KPMG LLP , Houston, Texas , Auditor Firm ID: 185 . Information concerning principal accountant fees and services is set forth in the section entitled "Fees Paid to KPMG LLP" in our Proxy Statement, which section is incorporated herein by reference.
Baker Hughes Company 2025 Form 10-K | 101
PART IV
ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
(a) List of Documents filed as part of this Annual Report.
(1) Financial Statements
All financial statements of the Company as set forth under Item 8 of this Annual Report on Form 10-K.
(2) Financial Statement Schedules
The schedules listed in Reg. 210.5-04 have been omitted because they are not applicable or the required information is shown in the consolidated financial statements or notes thereto.
(3) Exhibits
Each exhibit identified below is filed as a part of this Annual Report. Exhibits designated with an "*" are filed as an exhibit to this Annual Report on Form 10-K and exhibits designated with an "**" are furnished as an exhibit to this Annual Report on Form 10-K. Exhibits designated with a "+" are identified as management contracts or compensatory plans or arrangements. Exhibits designated with ∞ indicate that portions of this exhibit have been redacted pursuant to Item 601(b)(10)(iv) of Regulation S-K. Exhibits previously filed are incorporated by reference.
Exhibit Number
Exhibit Description
2.1
Agreement and Plan of Merger, dated as of July 28, 2025, by and among Baker Hughes Company, Tango Merger Sub, Inc. and Chart Industries, Inc.
3.1
Fourth Amended and Restated Certificate of Incorporation of Baker Hughes Company dated May 13, 2024.
3.2
Sixth Amended and Restated Bylaws of Baker Hughes Company dated February 1, 2024.
4.1
Indenture, dated October 28, 2008, between Baker Hughes Incorporated (as predecessor to Baker Hughes Holdings LLC) and The Bank of New York Mellon Trust Company, N.A., as trustee.
4.2
Second Supplemental Indenture, dated July 3, 2017, to the Indenture dated as of October 28, 2008, among Baker Hughes Holdings LLC, Baker Hughes Co-Obligor, Inc. and The Bank of New York Mellon Trust Company, N.A., as trustee.
4.3
Third Supplemental Indenture, dated December 11, 2017, to the Indenture dated as of October 28, 2008, among Baker Hughes Holdings LLC, Baker Hughes Co-Obligor, Inc. and The Bank of New York Mellon Trust Company, N.A., as trustee.
4.4
Fourth Supplemental Indenture, dated November 7, 2019, to the Indenture dated as of October 28, 2008, among Baker Hughes Holdings LLC, Baker Hughes Co-Obligor, Inc. and the Bank of New York Mellon Trust Company, N.A., as Trustee.
4.5
Fifth Supplemental Indenture, dated May 1, 2020 to the Indenture dated as of October 28, 2008, among Baker Hughes Holdings LLC, Baker Hughes Co-Obligor, Inc. and The Bank of New York Mellon Trust Company, N.A., as Trustee.
4.6
Sixth Supplemental Indenture, dated December 9, 2021 to the Indenture dated as of October 28, 2008, among Baker Hughes Holdings LLC, Baker Hughes Co-Obligor, Inc. and The Bank of New York Mellon Trust Company, N.A., as Trustee.
4.7
Seventh Supplemental Indenture dated December 31, 2023, to the Indenture dated as of October 28, 2008, among Baker Hughes Holdings LLC and Baker Hughes Co-Obligor, Inc., as Existing Obligors, Baker Hughes Company, as Parent Guarantor, and the Bank of New York Mellon Trust Company, N.A., as Trustee.
4.8
Indenture, dated May 15, 1994, between Western Atlas Inc. and The Bank of New York Mellon, as Trustee.
4.9
First Supplemental Indenture dated July 3, 2017, to the Indenture dated as of May 15, 1994, by and among Baker Hughes Holdings LLC, Baker Hughes Co-Obligor, Inc., Baker Hughes Oilfield Operations, LLC and Baker Hughes International Branches, LLC, as New Obligors, and The Bank of New York Mellon Trust Company, N.A., as Trustee.
4.10
Second Supplemental Indenture, dated December 31, 2023, to the Indenture dated as of May 15, 1994, by and among Baker Hughes Holdings LLC, Baker Hughes Co-Obligor, Inc., Baker Hughes Oilfield Operations, LLC and Baker Hughes International Branches, LLC, as Existing Obligors, Baker Hughes Company, as Parent Guarantor, and The Bank of New York Mellon Trust Company, N.A., as Trustee.
Baker Hughes Company 2025 Form 10-K | 102
4.11
First Supplemental Indenture, dated as of July 3, 2017, to the Indenture dated as of May 15, 1991, among Baker Hughes Holdings LLC, Baker Hughes Co-Obligor, Inc. and The Bank of New York Mellon Trust Company, N.A., as trustee.
4.12
Second Supplemental Indenture, dated as of December 31, 2023, to the Indenture dated as of May 15, 1991, among Baker Hughes Holdings LLC and Baker Hughes Co-Obligor, Inc., as Existing Obligors, Baker Hughes Company, as Parent Guarantor, and the Bank of New York Mellon Trust Company, N.A., as Trustee.
4.13
Description of Securities Registered pursuant to Section 12 of the Securities Exchange Act of 1934.
4.14
Form of Stock Certificate for Class A Common Stock of Baker Hughes Company under the Laws of the State of Delaware.
10.1
Transaction Agreement, dated as of February 28, 2019, between Baker Hughes Holdings LLC, General Electric Company and GE Aero Power LLC.
10.2
STDA Side Agreement, dated as of July 31, 2019, between Baker Hughes Holdings LLC and General Electric Company.
10.3 ∞
Second Amended and Restated Supply and Technology Development Agreement, dated as of December 29, 2024, between Baker Hughes Holdings LLC and General Electric Company.
10.4
Umbrella Aero-Derivatives IP Agreement, dated as of November 13, 2018, between General Electric Company and Baker Hughes Holdings LLC.
10.5
TMA Master Settlement Agreement as of February 13, 2023 among General Electric Company, Baker Hughes Company, EHHC Newco, LLC and Baker Hughes Holdings LLC to settle disputes under the Tax Matters Agreement.
10.6
Credit Agreement, dated as of November 21, 2023, among Baker Hughes Holdings LLC, as the borrower, Baker Hughes Company, as the parent guarantor, the lenders party thereto, and JPMorgan Chase Bank, N.A., as Administrative Agent.
10.7
Term Loan Credit Agreement, dated as of August 15, 2025, among Baker Hughes Holdings LLC, as the borrower, Baker Hughes Company, as the parent guarantor, the lenders party thereto and Goldman Sachs Bank USA, as Administrative Agent.
10. 8 +
Baker Hughes Company 2017 Long-Term Incentive Plan.
10.9+
Baker Hughes Company 2021 Long-Term Incentive Plan.
10. 10 +
Baker Hughes Company Executive Officer Short Term Incentive Compensation Plan as Amended and Restated.
10.1 1 +
Baker Hughes Company Non-Employee Director Deferral Plan as Amended and Restated effective May 14, 2021 .
10.1 2 +
Baker Hughes Company Non-Employee D irector Deferral Plan as Amended and Restated effective May 22, 2024.
10. 1 3 +
Baker Hughes Company Form of Director Deferred Stock Unit Award Agreement dated May 2024.
10. 1 4 +
Amendment to the Baker Hughes Company Benefits Plans including the Baker Hughes Company 2017 Long-Term Incentive Plan.
10. 1 5 +
Baker Hughes Company Executive Severance Program.
10. 1 6 +
First Amendment to the Baker Hughes Company Executive Severance Program effective January 1, 2020.
10. 1 7 +
Baker Hughes Company Executive Change in Control Severance Plan.
10. 1 8 +
Baker Hughes Company Employee Stock Purchase Plan as Amended and Restated.
10. 1 9 +
Baker Hughes Company Supplementary Pension Plan as Amended and Restated Effective as of December 31, 2018.
10. 20 +
Amendment to the Baker Hughes Holdings LLC Sponsored Benefit Plans including the Baker Hughes Company Supplementary Pension Plan.
10. 2 1 +
Baker Hughes Company Supplemental Retirement Plan, as amended and restated effective as of January 1, 2020.
10. 2 2 +
Baker Hughes Company Form of Indemnification Agreement dated July 2017.
10. 2 3 +
Baker Hughes Company Form of Director and Officer Indemnification Agreement dated March 18, 2020.
10. 2 4 +
Baker Hughes Company Form of Stock Option Award Agreement dated July 2017.
10. 2 5 +
Baker Hughes Company Form of Senior Executive Stock Option Award Agreement dated July 2017.
10. 2 6 +
Baker Hughes Company Form of Stock Option Award Agreement dated January 2018.
10. 2 7 +
Offer Letter between Baker Hughes Company and Lorenzo Simonelli, dated as of August 1, 2017.
Baker Hughes Company 2025 Form 10-K | 103
10. 2 8 +
Restricted Stock Unit Award Agreement between Baker Hughes Company and Lorenzo Simonelli dated as of June 1, 2018 .
10. 2 9 +
Baker Hughes Company Form of Stock Option Award Agreement dated January 2019.
10. 30 +
Baker Hughes Company Form of Restricted Stock Unit Award Agreement (three year ratable vest) dated January 2020.
10. 3 1 +
Baker Hughes Company Form of Restricted Stock Unit Award Agreement (three year cliff vest) dated January 2020.
10. 3 2 +
Baker Hughes Company Form of ROIC Performance Share Unit Award Agreement dated January 2020.
10. 3 3 +
Baker Hughes Company Form of TSR Performance Share Unit Award Agreement dated January 2020.
10. 3 4 +
Baker Hughes Company Form of Stock Option Award Agreement dated January 2020.
10. 3 5 +
Baker Hughes Company Form of Restricted Stock Unit Award Agreement (three year cliff vest) dated January 2021.
10. 3 6 +
Baker Hughes Company Form of Restricted Stock Unit Award Agreement (three year ratable vest) dated January 2021.
10. 3 7 +
Baker Hughes Company Form of Performance Share Unit Award Agreement dated January 2021.
10. 3 8 +
Form of Transformation Incentive Award Agreement dated January 2021.
10.39+
Baker Hughes Company Form of Executive Officer Restricted Stock Unit Award Agreement (three year ratable vest) dated January 2022.
10.40+
Baker Hughes Company Form of Executive Officer Restricted Stock Unit Award Agreement (three year cliff vest) dated January 2022.
10.41+
Baker Hughes Company Form of Executive Officer Performance Share Unit Award Agreement dated January 2022.
10 .4 2 +
Baker Hughes Company Form of Director Stock Unit Award Agreement dated March 2022.
10.4 3 +
Baker Hughes Company Form of Executive Officer Performance Share Unit Award Agreement dated January 2023.
10.4 4 +
Baker Hughes Company Form of Restricted Stock Unit Award Agreement (2-year cliff vest for new hires) dated January 2023.
10.4 5 +
Baker Hughes Company Form of Restricted Stock Unit Award Agreement (2-year ratable vest for new hires) dated January 2023.
10 .4 6
Plea Agreement between Baker Hughes Services International, Inc. and the United States Department of Justice filed on April 26, 2007, with the United States District Court of Texas, Houston Division.
10.4 7 +
Baker Hughes Company Form of Executive Officer Performance Share Unit Award Agreement dated February 2024.
10.48+
Separation Agreement & Release between Baker Hughes Company and Nancy Buese, effective as of February 24, 2025 .
19
Insider Trading Policy.
21*
Subsidiaries of the Company.
22.1 *
List of Subsidiary Guarantors of Guaranteed Securities.
23.1*
Consent of KPMG LLP.
31.1*
Certification of Lorenzo Simonelli, President and Chief Executive Officer, pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934, as amended.
31.2*
Certification of Ahmed Moghal, Executive Vice President and Chief Financial Officer, pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934, as amended.
32**
Certification of Lorenzo Simonelli, President and Chief Executive Officer, and Ahmed Moghal, Executive Vice President and Chief Financial Officer, pursuant to Rule 13a-14(b) of the Securities Exchange Act of 1934, as amended.
95*
Mine Safety Disclosures.
97
Recoupment of Compensation Policy.
101.INS* XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCH* XBRL Schema Document.
101.CAL* XBRL Calculation Linkbase Document.
101.LAB* XBRL Label Linkbase Document.
101.PRE* XBRL Presentation Linkbase Document.
Baker Hughes Company 2025 Form 10-K | 104
101.DEF* XBRL Definition Linkbase Document.
104*
Cover Page Interactive Data File (Embedded within the Inline XBRL document and included in Exhibit
101).
ITEM 16. FORM 10-K SUMMARY
None.
Baker Hughes Company 2025 Form 10-K | 105
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
BAKER HUGHES COMPANY
Date: February 5, 2026 /s/ LORENZO SIMONELLI
Lorenzo Simonelli
Chairman, President and Chief Executive Officer
KNOWN ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Lorenzo Simonelli, Ahmed Moghal and Georgia Magno, each of whom may act without joinder of the other, as their true and lawful attorneys-in-fact and agents, each with full power of substitution and resubstitution, for such person and in his or her name, place and stead, in any and all capacities, to sign any and all amendments to this Annual Report on Form 10-K, and to file the same, with all exhibits thereto and other documents in connection therewith, with the Securities and Exchange Commission, granting unto said attorneys-in-fact and agents full power and authority to do and perform each and every act and thing requisite and necessary to be done in and about the premises, as fully to all intents and purposes as he might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents, or their substitutes, may lawfully do or cause to be done by virtue hereof.
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, this report has been signed below by the following persons on behalf of the registrant and in the capacities indicated on this 5 th day of February 2026.
Signature
Title
/s/ LORENZO SIMONELLI
Chairman, President and Chief Executive Officer
(Lorenzo Simonelli)
(principal executive officer)
/ S / AHMED MOGHAL
Executive Vice President and Chief Financial Officer
(Ahmed Moghal)
(principal financial officer)
/ S / REBECCA CHARLTON
Senior Vice President, Controller and Chief Accounting Officer
(Rebecca Charlton)
(principal accounting officer)
Baker Hughes Company 2025 Form 10-K | 106
Signature Title
/s/ ABDULAZIZ M. AL GUDAIMI
Director
(Abdulaziz M. Al Gudaimi)
/s/ W. GEOFFREY BEATTIE Director
(W. Geoffrey Beattie)
/s/ GREGORY D. BRENNEMAN Director
(Gregory D. Brenneman)
/s/ CYNTHIA B. CARROLL Director
(Cynthia B. Carroll)
/s/ MICHAEL R. DUMAIS Director
(Michael R. Dumais)
/s/ SHIRLEY EDWARDS
Director
(Shirley Edwards)
/s/ JOHN G. RICE Director
(John G. Rice)
/s/ MOHSEN M. SOHI Director
(Mohsen M. Sohi)
Baker Hughes Company 2025 Form 10-K | 107