What the changes say
- Climate transition now directly threatens Energy demand, vessel utilization, and competition for lower-emission products.
- OII newly highlights an existing customer contract dispute alongside broader legal and regulatory exposure.
- Cybersecurity disclosure now emphasizes third-party systems and prior incidents, while competitive funding access is newly stressed.
What changed since the prior 10-K
New
- NewBusiness and Operational Risks
Our operations could be adversely impacted by increased transition to renewable or other alternative energy sources as a result of climate change and climate-related business trends
Renewable energy adoption, electrification, subsidies, and cheaper renewable technologies could reduce oil-and-gas demand and vessel utilization.
- NewLegal and Regulatory Risks
Concerns and negative public perception regarding us, our sustainability goals and our industry could adversely affect our business operations, which could result in reduced revenue and increased costs
Negative perceptions of OII, sustainability goals, or the industry could damage reputation, increase costs, reduce revenue, or trigger greenwashing claims.
- NewLegal and Regulatory Risks
We are currently subject to disputes, legal and regulatory claims, investigations and proceedings, some of which could be material
Current and future disputes, including an existing customer contract dispute, could be costly, distract management, and materially harm results.
Dropped
- DroppedBusiness and Operational Risks
Our operations could be adversely impacted by the indirect consequences of climate change and climate-related business trends
- DroppedFinancial Risks
Public and investor sentiment regarding ESG matters and our industry could adversely affect our business operations and the trading price of our securities
Indirect climate-change effects and related political and social attention could affect operations.
- DroppedRisks Related to Intellectual Property, Information Technology and Data Privacy
could be negatively impacted by a breach or interruption of systems that originates from, or compromises, third-party networks or devices outside of our control
- DroppedRisks Related to Intellectual Property, Information Technology and Data Privacy
failure by us to comply with these laws and regulations, including as a result of a personal data breach, could result in significant penalties and liabilities for us
Reworded
- 87% rewrittenRisks Related to Intellectual Property, Information Technology and Data Privacy
Our informational technology (“IT”) and operational technology (“OT”) systems are subject to interruption and cybersecurity risks that could adversely impact our operations
Adds third-party network and device compromises, plus disclosure that OII has experienced nonmaterial cyber incidents.
- 61% rewrittenLegal and Regulatory Risks
Legislative and regulatory responses to climate change and the ongoing “energy transition” could result in increased operating costs and capital expenditures and changes in demand for the services and products of our Energy business
Adds that the timing and effects of climate change and future greenhouse-gas measures cannot currently be predicted.
- 58% rewrittenBusiness and Operational Risks
Our offshore oilfield operations involve a variety of operating hazards and risks that could cause losses
No substantive wording change; offshore hazards, insurance limitations, and customer indemnities remain the same.
- 54% rewrittenFinancial Risks
We may not be able to compete successfully against current and future competitors, particularly competitors that may have substantially greater financial, technical and personnel resources than we do
Adds that competitors may obtain capital more favorably, potentially raising OII’s costs and reducing capital-market funding.
Was: We may not be able to compete successfully against current and future competitors
- 47% rewrittenLegal and Regulatory Risks
Laws and governmental regulations may add to our costs or adversely affect our operations
Removes the specific reference to the Inflation Reduction Act while retaining broader regulatory-cost exposure.
- 34% rewrittenBusiness and Operational Risks
We derive most of our revenue from companies in the offshore oil and gas industry, a historically cyclical industry with levels of activity that are significantly affected by the levels and volatility of oil and gas prices
Replaces the prior U.S. offshore leasing-ban reference with ongoing U.S. Gulf litigation as a source of uncertainty.
- 32% rewrittenRisks Related to Intellectual Property, Information Technology and Data Privacy
Changes in data privacy and security laws, regulations and standards, and emerging laws, regulations and standards surrounding artificial intelligence (“AI”), may adversely impact our business
No substantive wording change; the existing discussion of global, U.S., EU, U.K., Brazilian, and state privacy laws remains.
All 26 risk factors
Headings as the filing states them, in filing order.
Business and Operational Risks
- 01We derive most of our revenue from companies in the offshore oil and gas industry, a historically cyclical industry with levels of activity that are significantly affected by the levels and volatility of oil and gas prices34% rewritten
- 02Our operations could be adversely impacted by increased transition to renewable or other alternative energy sources as a result of climate change and climate-related business trendsNew
- 03Our international operations involve additional risks not associated with domestic operations
- 04Our backlog is subject to unexpected adjustments and cancellations and is, therefore, an uncertain indicator of our future revenue and earnings
- 05Our offshore oilfield operations involve a variety of operating hazards and risks that could cause losses58% rewritten
Legal and Regulatory Risks
- 06Legislative and regulatory responses to climate change and the ongoing “energy transition” could result in increased operating costs and capital expenditures and changes in demand for the services and products of our Energy business61% rewritten
- 07Concerns and negative public perception regarding us, our sustainability goals and our industry could adversely affect our business operations, which could result in reduced revenue and increased costsNew
- 08Employee, agent or partner misconduct or our overall failure to comply with laws or regulations could weaken our ability to win contracts, which could result in reduced revenue and profits
- 09Laws and governmental regulations may add to our costs or adversely affect our operations47% rewritten
- 10Environmental laws and regulations can increase our costs, and our failure to comply with those laws and regulations can expose us to significant liabilities
- 11We are currently subject to disputes, legal and regulatory claims, investigations and proceedings, some of which could be materialNew
Financial Risks
- 12Foreign exchange risks and fluctuations may affect our profitability on certain projects
- 13Maintaining adequate letter of credit and bonding capacity is necessary for us to successfully bid on and win various contracts
- 14Significant inflation and higher interest rates could adversely affect our business and financial condition
- 15Difficulty in obtaining sufficient capital could adversely impact our business and financial condition
- 16Our business strategy contemplates future acquisitions or dispositions. Acquisitions of other businesses or assets and dispositions of our current businesses or assets present various risks and uncertainties
- 17Our business strategy also includes development and commercialization of new technologies to support our growth. The development and commercialization of new technologies require capital investment and involve various risks and uncertainties
- 18Our success depends on the continued active participation of our executive officers and key operating personnel. The unexpected loss of the services of any one of these persons could adversely affect our operations
- 19We may not be able to compete successfully against current and future competitors, particularly competitors that may have substantially greater financial, technical and personnel resources than we do54% rewritten
- 20Our aspirations, goals, commitment targets and initiatives related to sustainability, including emissions reduction and our public statements and disclosures regarding the same, expose us to numerous risks
Risks Related to Intellectual Property, Information Technology and Data Privacy
- 21Our informational technology (“IT”) and operational technology (“OT”) systems are subject to interruption and cybersecurity risks that could adversely impact our operations87% rewritten
- 22Changes in data privacy and security laws, regulations and standards, and emerging laws, regulations and standards surrounding artificial intelligence (“AI”), may adversely impact our business32% rewritten
Risks Related to our Organization and Structure
- 23We may issue preferred stock whose terms could adversely affect the voting power or value of our common stock
- 24Provisions in our corporate documents and Delaware law could delay or prevent a change in control of our company, even if that change would be beneficial to our shareholders
General Risks
- 25Our internal controls may not be sufficient to achieve all stated goals and objectives
- 26The use of estimates could result in future adjustments to our assets, liabilities and results of operations
Other Oceaneering International 10-Ks
- FY2024 10-K risk factors27 risks
Oceaneering International relies heavily on the cyclical offshore oil and gas industry, representing 58 percent of 2024 consolidated revenue from foreign operations.
Filed Feb 24, 2025
About this page
The headings are the filing's own. The one-line readings and the overview are automated and can be wrong: read Item 1A of the 10-K for the exact wording.