UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

____________________

Form 8-K

____________________

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 13, 2025

Oil States International, Inc.

(Exact name of registrant as specified in its charter)

Delaware

1-16337

76-0476605

(State or other Jurisdiction of Incorporation)

(Commission File Number)

(IRS Employer Identification No.)

Three Allen Center, 333 Clay Street, Suite 4620, Houston, Texas 77002

Registrant's telephone number, including area code: (713) 652-0582

Not Applicable

(Former name or former address if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common stock, par value $0.01 per share

OIS

New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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 13(a) of the Exchange Act. ☐

Item 5.07. Submission of Matters to a Vote of Security Holders.

The 2025 Annual Meeting of Stockholders of Oil States International, Inc. (the "Company") was held on May 13, 2025 (the "Annual Meeting"). At the Annual Meeting, the stockholders of the Company (i) elected three Class III members of the Board of Directors to serve until the 2028 Annual Meeting of Stockholders, (ii) approved, on an advisory basis, the compensation of the Company's named executive officers, (iii) ratified the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for the year ending December 31, 2025, and (iv) approved the Second Amended and Restated Equity Participation Plan of Oil States International, Inc. The voting results for each proposal were as follows:

1. To elect three Class III members of the Board of Directors to serve until the 2028 Annual Meeting of Stockholders:


	For	Withheld	Broker Non-Votes
Darrell E. Hollek	42,792,053	3,259,786	7,291,546
Robert L. Potter	42,723,422	3,328,417	7,291,546
Hallie A. Vanderhider	43,806,058	2,245,781	7,291,546

2. To approve, on an advisory basis, the compensation of the Company's named executive officers:


For	Against	Abstain	Broker Non-Votes
33,654,467	12,349,902	47,470	7,291,546

3. To ratify the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2025:


For	Against	Abstain
52,790,689	537,091	15,605

4. To approve the Second Amended and Restated Equity Participation Plan of Oil States International, Inc.:


For	Against	Abstain	Broker Non-Votes
41,553,490	4,473,416	24,933	7,291,546

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

OIL STATES INTERNATIONAL, INC.

(Registrant)

Date:

May 13, 2025

By:

/s/ LLOYD A. HAJDIK

Lloyd A. Hajdik

Executive Vice President, Chief Financial Officer & Treasurer

OIL STATES INTERNATIONAL, INC 8-K