Cover and table of contents

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Cover and table of contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-K

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

FOR THE FISCAL YEAR ENDED DECEMBER 31, 2022

OR

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

Commission file number 1-38143

Baker Hughes Company

(Exact name of registrant as specified in its charter)

Delaware81-4403168
(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification No.)
17021 Aldine Westfield Road
Houston,Texas77073-5101
(Address of principal executive offices)(Zip Code)

Registrant's telephone number, including area code: (713) 439-8600

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

Title of each classTrading SymbolName of each exchange on which registered
Class A Common Stock, $0.0001 Par Value per ShareBKRThe Nasdaq Stock Market LLC

Securities registered pursuant to Section 12(g) of the Act: None

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☑ No ☐

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Act. Yes ☐ No ☑

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 (§232.405 of this chapter) 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. (Check one):

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 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant has filed a report on and attestation to its management's assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☑

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. ☐

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D- 1(b). ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes ☐ No ☑

The aggregate market value of the voting and non-voting common stock held by non-affiliates of the registrant as of the last business day of the registrant’s most recently completed second fiscal quarter (based on the closing price on June 30, 2022 reported by the Nasdaq Stock Market LLC) was approximately $26,299,951,662.

As of February 6, 2023, the registrant had outstanding 1,011,217,705 shares of Class A Common Stock, $0.0001 par value per share.

DOCUMENTS INCORPORATED BY REFERENCE

Portions of Registrant's Definitive Proxy Statement for the 2023 Annual Meeting of Stockholders are incorporated by reference into Part III of this Form 10-K.

Baker Hughes Company

Table of Contents

Page No.
Part I
Item 1.Business1
Item 1A.Risk Factors14
Item 1B.Unresolved Staff Comments25
Item 2.Properties26
Item 3.Legal Proceedings26
Item 4.Mine Safety Disclosures26
Part II
Item 5.Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities27
Item 6.[Reserved]28
Item 7.Management's Discussion and Analysis of Financial Condition and Results of Operations29
Item 7A.Quantitative and Qualitative Disclosures About Market Risk46
Item 8.Financial Statements and Supplementary Data48
Management's Report on Internal Control Over Financial Reporting48
Report of Independent Registered Public Accounting Firm49
Consolidated Statements of Income (Loss)52
Consolidated Statements of Comprehensive Income (Loss)53
Consolidated Statements of Financial Position54
Consolidated Statements of Changes in Equity55
Consolidated Statements of Cash Flows56
Notes to Consolidated Financial Statements57
Item 9.Changes in and Disagreements With Accountants on Accounting and Financial Disclosure96
Item 9A.Controls and Procedures96
Item 9B.Other Information96
Item 9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections96
Part III
Item 10.Directors, Executive Officers and Corporate Governance97
Item 11.Executive Compensation97
Item 12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters97
Item 13.Certain Relationships and Related Transactions, and Director Independence98
Item 14.Principal Accounting Fees and Services98
Part IV
Item 15.Exhibits and Financial Statement Schedules99
Item 16.Form 10-K Summary101
Signatures102

Baker Hughes Company 2022 Form 10-K | i

PART I

Next: Item 1. BUSINESS