Halliburton (HAL) 10-K risk factor changes: FY2025 vs FY2024

Management’s Discussion and Analysis of Financial Condition and Results of Operations (MD&A) should be read in [removed: conjunction with the consolidated and combined financial statements included in “Item 8.]

[removed: Financial Statements and] Supplementary [removed: Data”] [added: Data] contained herein.

[removed: In the U.S., oil and natural gas production in 2024 remained elevated, despite a] generally declining rig count, as a result of the industry's focus on efficiencies and higher service intensity.

[removed: Lower commodity] pricing and U.S. land rig counts generally contributed to softness in the market for energy products and services in North [removed: America.]

[removed: Globally, we continue to be impacted by extended] supply chain lead times for the supply of select raw materials.

[removed: Also, while we have been impacted by inflationary cost] increases, primarily related to chemicals, cement, and logistics costs, we generally try to pass much of those increases on to our [removed: customers and we believe we have effective solutions to minimize their operational impact.]

The following graph illustrates our revenue and operating margins for each operating segment over the past three [removed: years.]

[removed: ][added: ]

[removed: During 2024, we] generated [removed: total company revenue of $22.9 billion, flat when compared to the $23.0 billion of revenue generated] in [removed: 2023,] [added: 2024] with our Completion and Production (C&P) segment revenue decreasing by [removed: 3%] [added: 4%] and our Drilling and [removed: Evaluation (D&E) segment revenue increasing by 4%.]

Total company operating income was [removed: $3.8 billion in 2024, compared to $4.1 billion in 2023.][added: $2.3 billion, including]

Driven in large part by a decrease in the average North America rig count in [removed: 2024] [added: 2025] as compared to [removed: 2023,] [added: 2024,] our North [removed: America revenue decreased 8% in 2024, resulting from lower pressure pumping services in U.S. land, reduced wireline activity, and decreased fluid services in the region.]

Our operating performance and liquidity are described in more detail in “Liquidity and Capital Resources” and [removed: “Business Environment and Results of Operations.”]

HAL [removed: 2024] [added: 2025] FORM 10-K | [removed: 23][added: 24]

| [Table of [removed: Contents](#i62f1e411928f45f884519bb0565bccc6_7) | | | |] [added: Contents](#ice4849bad2db485d92d786584ea3145c_1447)] | | Item 7 \| Executive Overview | [removed: | |]

[removed: Information on our website, including the ASR,] [added: SEC and] is [removed: not] incorporated by reference into this [removed: Annual Report] [added: annual report] on Form 10-K.

HAL [removed: 2024] [added: 2025] FORM 10-K | [removed: 24][added: 25]

| [Table of [removed: Contents](#i62f1e411928f45f884519bb0565bccc6_7) | | | |] [added: Contents](#ice4849bad2db485d92d786584ea3145c_1447)] | | Item 7 \| Liquidity and Capital Resources | [removed: | |]

[removed: LIQUIDITY] [added: LIQUIDITY] AND CAPITAL RESOURCES

[removed: We] [added: As of December 31, 2025, we] had [removed: $2.6 billion and $2.3] [added: $2.2] billion of cash and [removed: equivalents as] [added: equivalents, compared to $2.6 billion] of [removed: December 31, 2024] [added: cash] and [removed: December 31, 2023, respectively.]

Significant sources and uses of [removed: cash in 2024][added: cash in 2025]

[removed: - Cash] [added: *•*Cash] flows from operating activities were [removed: $3.9] [added: $2.9] billion.

[removed: - Capital] [added: *•*Capital] expenditures were [removed: $1.4] [added: $1.3] billion.

- We repurchased [removed: 30.5] [added: 42.4] million shares of our common stock for $1.0 [removed: billion.][added: billion, which includes excise tax payment due]

- We paid [removed: $600] [added: $579] million of dividends to our shareholders.

Future sources and uses [removed: of cash][added: of cash]

We manufacture most of our own equipment, which provides us with some flexibility to increase or decrease our [removed: capital expenditures based on market conditions.]

We currently expect capital spending for [removed: 2025] [added: 2026] to be approximately [removed: 6% of revenue.][added: $1.1]

We will continue to maintain capital discipline and monitor the rapidly changing [removed: market dynamics, and we may adjust our capital spend accordingly.]

[removed: Payments for interest on] our debt are expected to remain relatively flat for the foreseeable future.

[removed: See Notes to Consolidated Financial Statements, Note] 6 and Note 10 for additional information on expected future payments under our leasing arrangements and debt maturities.

We are not able to reasonably estimate the timing of cash outflows associated with our uncertain tax positions, in part [removed: because we are unable to predict the timing of potential tax settlements with applicable taxing authorities.]

[removed: As of December 31, 2024,] [added: 2025,] we had [removed: $196] [added: $170] million of gross unrecognized tax benefits, excluding penalties and interest, of which we estimate [removed: $176 million may require us to make a cash payment.][added: $155]

We estimate that approximately [removed: $112] [added: $131] million of the cash payment will not be [removed: settled within the next 12 months.]

While we maintain focus on [removed: liquidity and debt reduction,] [added: liquidity,] we are also focused on providing cash returns to our shareholders.

[removed: In 2023, our] Board approved a capital return framework with a goal of returning at least 50% of our annual free cash flow to shareholders [removed: through dividends and share repurchases.]

We returned $1.6 billion of capital to shareholders in [removed: 2024] [added: 2025] through [removed: buybacks] [added: dividends] and [removed: dividends.]

During [removed: 2024,] [added: 2025,] our quarterly dividend rate was $0.17 per common share, or approximately [removed: $150] [added: $145] million in [removed: the aggregate.]

[removed: Our Board of Directors has authorized a] program to repurchase our common stock from time to time.

We repurchased [removed: 30.5] [added: 42.4] million shares of common stock during the [removed: year ended December 31, 2024.]

[removed: Approximately $3.0 billion remained authorized for repurchases under our program as of] December 31, [removed: 2024] [added: 2025] and may be used for open market and other share purchases.

conjunction with the consolidated and combined financial statements included in Item 8.

Financial Statements and

In 2025, global oil and natural gas markets remained impacted by non-OPEC supply growth, slower demand recovery

in certain areas around the globe, OPEC+ production, ongoing geopolitical tensions in the Middle East, and the continued

impacts of the Russia-Ukraine conflict.

In the U.S., oil and natural gas production in 2025 remained elevated, despite a

Lower commodity

America.

The international rig count decreased compared to 2024.

The West Texas Intermediate (WTI) crude oil price averaged approximately $60 per barrel during the fourth quarter of

2025 and approximately $65 per barrel for the full year of 2025.

The Brent crude oil price averaged approximately $64 per

barrel during the fourth quarter of 2025 and approximately $69 per barrel for the full year of 2025.

Trade tensions and tariffs continue to shape the demand outlook amid varying market responses.

We continue to

monitor and assess the impact of tariffs on goods being imported into the United States.

Our global supply chain organization

continuously monitors market trends and works to mitigate those and other cost increases through economies of scale in global

procurement, technology modifications, and efficient sourcing practices.

Globally, we continue to be impacted by extended

Also, while we have been impacted by inflationary cost

customers and we believe we have effective solutions to minimize their operational impact.

years.

During 2025, we generated total company revenue of $22.2 billion, a 3% decrease from the $22.9 billion of revenue

Evaluation (D&E) segment revenue decreasing by 3%.

impairments and other charges of $831 million, in 2025, compared to $3.8 billion, including impairment and other charges of

$116 million, in 2024.

Due to new tariffs imposed during 2025 by the United States, the incremental expense was

approximately $89 million.

America revenue decreased 6% in 2025, resulting from lower activity across multiple product service lines in U.S. Land and

lower completion tool sales in the Gulf of America.

Partially offsetting these decreases were improved stimulation activity and

increased fluids services in the Gulf of America, increased drilling activity in U.S. Land, and higher completion tool sales in

Canada.

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Internationally, revenue decreased by 2% in 2025 compared to 2024, due to a decline in the international average rig

count and decreased activity across multiple product service lines in Mexico and Saudi Arabia.

Partially offsetting these

Argentina, and the Caribbean, and increased stimulation activity in Middle East/Asia and Africa.

Since early 2021, world-wide oil and natural gas supply and demand imbalances and related volatility of oil and natural gas prices (including as a result of the COVID-19 pandemic) have resulted in dramatic fluctuations in oil and natural gas markets.

The volatility continued in 2024 as markets were impacted by macroeconomic uncertainty, non-OPEC supply growth, lack of demand recovery in China, geopolitical unrest in the Middle East and the Russia-Ukraine conflict.

The international rig count was relatively flat in 2024, as gains in Africa and the Middle East were offset by reductions in Latin America.

We monitor market trends and work to mitigate cost impacts through economies of scale in global procurement, technology modifications, and efficient sourcing practices.

These declines were partially offset by higher drilling activity in the region and improved artificial lift activity in U.S. land.

Internationally, revenue improved 6% in 2024 compared to 2023, led by Middle East/Asia, despite the international average rig count for 2024 being flat compared to 2023.

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Sustainability and Energy Mix Transition

In 2021, we announced our target to achieve a 40% reduction in our Scope 1 and 2 emissions by 2035 from the 2018 baseline.

During 2024, we continued to execute on our priorities to drive down our emissions intensity.

At the same time, we support our customers in their emissions reduction efforts by continuously developing and deploying goods and services that are accretive to their goals as well as ours.

As the energy mix transition unfolds, we seek to apply our expertise and resources in growth sectors adjacent to our traditional oilfield services space, including carbon capture, utilization, and storage, and geothermal.

Finally, we will continue to focus on accelerating the success of clean tech start-ups via Halliburton Labs, which also allows us to participate in the energy mix transition at relatively low risk by investing our expertise, resources, and team without a significant outlay of capital while we learn where we can strategically engage new markets.

As of December 31, 2024, Halliburton Labs had 38 participants and alumni organizations.

Additionally, we published our 2023 Annual and Sustainability Report (ASR) in April of 2024, which detailed our strategy and progress on sustainability issues, as well as our efforts on increased environmental reporting transparency, including conducting a climate-risk scenario analysis, and expect to publish our 2024 ASR in April of 2025.

Working capital, which consists of receivables, inventories, and accounts payable, collectively had a negative impact of $103 million, primarily due to increased receivables.

*•*We repurchased $100 million aggregate principal amounts of various series of our outstanding debt.

We believe this level of spend will allow us to invest in our key strategic technologies and businesses, including the construction and deployment of our Zeus electric fracturing systems in North America and the international growth of our artificial lift, well intervention, unconventionals, and drilling technologies.

In 2025, we expect to pay approximately $645 million for contractual purchase obligations (with another $143 million due through 2027), $392 million of interest on debt, and $395 million under our leasing arrangements.

We now estimate the total project investment to increase between $20 million and $30 million above our initial $250 million forecast, of which we have incurred $124 million through December 31, 2024.

For 2025, we expect to spend approximately $100 million on this project.

We do not intend to incur additional debt in 2025, as we believe our cash on hand and earnings from operations are sufficient to cover our obligations for the year.

*Financial position in current market.* As of December 31, 2024, we had $2.6 billion of cash and equivalents and $3.5 billion of available committed bank credit under a revolving credit facility with an expiration date of April 27, 2027.

We believe our cash on hand, cash flows generated from operations, and our available credit facility provide sufficient liquidity to address the challenges and opportunities of the current market and our expected global cash needs for 2025, including capital expenditures, working capital investments, shareholder returns, if any, and debt repurchases, if any, and scheduled interest and principal payments.

We have entered into credit default swaps (CDSs) with third-party financial institutions that had an aggregate notional amount outstanding as of December 31, 2024 of $739 million related to borrowings provided by the financial institutions to one of our primary customers in Mexico, of which a portion of the proceeds were then utilized by this customer to pay certain of our outstanding receivables.

The remaining $350 million outstanding amount is expected to increase to as much as $805 million in the first quarter of 2025 and will reduce over its remaining 19-month term beginning February 2025.

Some of the more significant determinants of current and future spending levels of our customers are oil and natural gas prices, our customers’ expectations about future prices, global oil supply and demand, the impact on natural gas supply and demand in North America of electrification and data centers power requirements, completions intensity, the world economy, the availability of capital, government regulation, and global stability, which together drive worldwide drilling and completions activity.

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| Oil price - WTI (1) | | | | | | $ | 76.55 | | $ | 77.64 | | $ | 96.04 | |

| | | | | | | | | | | | |

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Looking ahead to 2025 and beyond, we anticipate a rise in global oil and natural gas demand.

The International Energy Agency anticipates both oil and natural gas demand to continue growing through 2030 underscoring the continued importance of both resources in the global energy mix.

In addition, we believe oil supply dynamics have fundamentally changed due to investor return requirements, regulatory initiatives adverse to oil and gas exploration and production, and initiatives that favor alternative energy.

Furthermore, easing inflationary pressures in Organization for Economic Co-operation (OECD) countries may lead to central bank rate cuts that could sustain economic growth.

Additionally, we expect a growing global economy combined with rising living standards in developing nations will increase energy consumption.

We expect natural gas demand should increase over time by the burgeoning number of data centers, the rise of artificial intelligence, and the electrification of transportation and other sectors of the economy.

Internationally, we expect flat revenues in 2025 as compared to 2024, with growth in most markets offset by activity reduction in Mexico.

When considering an investment in Halliburton Company, all of the risk factors described below and other information [removed: included and incorporated by reference in this annual report should be carefully considered.]

[removed: Any of these risk factors could] have a significant or material adverse effect on our business, results of operations, financial condition, or cash flows.

[removed: Additional] risks and uncertainties not currently known to us or that we currently deem immaterial may also adversely affect our business, [removed: financial condition, results of operations, or cash flows.]

[removed: Trends in oil and natural gas prices affect the level of exploration, development, and production activity of our customers] [added: customers] and the demand for our services and products, which could have a material adverse effect on our [removed: business, consolidated results of operations, and consolidated financial condition.][added: business,]

Demand for our services and products is particularly sensitive to the level of exploration, development, and production [removed: activity of, and the corresponding capital spending by, oil and natural gas companies.]

[removed: The level of exploration, development,] and production activity is directly affected by trends in oil and natural gas prices, which historically have been volatile and are [removed: likely to continue to be volatile.]

[removed: Prices for oil and natural gas are subject to large fluctuations in response to relatively minor] changes in the supply of and demand for oil and natural gas, market uncertainty, and a variety of other economic factors that are [removed: beyond our control.]

[removed: Given the long-term nature of many large-scale development projects, even the perception of longer-term] lower oil and natural gas prices by oil and natural gas companies can cause them to reduce or defer major expenditures.

[removed: Any] prolonged reductions of commodity prices or expectations of such reductions could have a material adverse effect on our [removed: business, consolidated results of operations, and consolidated financial condition.]

[removed: \- the] [added: \-the] level of supply and demand for oil and natural gas;

[removed: \- the] [added: \-the] ability or willingness of the Organization of Petroleum Exporting Countries and the expanded alliance [removed: collectively known as OPEC+ to set and maintain oil production levels;]

[removed: \- the] [added: \-the] level of oil production in the U.S. and by other non-OPEC+ countries;

[removed: \- oil] [added: \-oil] refining capacity and shifts in end-customer preferences toward fuel efficiency and the use of natural gas;

[removed: \- the] [added: \-the] cost of, and constraints associated with, producing and delivering oil and natural gas;

[removed: \- governmental] [added: \-governmental] regulations and other actions, or proposed changes in respect thereof, including tariffs, economic [removed: sanctions and policies of governments regarding the exploration for and production and development of their oil and natural gas reserves;]

[removed: \- weather] [added: \-weather] conditions, natural disasters, and health or similar issues, such as [removed: COVID-19 and other] pandemics or epidemics;

[removed: \- worldwide] [added: \-worldwide] political and military actions, and economic conditions, including potential recessions; and

[removed: \- increased demand for alternative energy and use of electric vehicles, increased emphasis on decarbonization] (including government initiatives, such as tax credits and government subsidies to promote the use of renewable [removed: energy sources), and public sentiment around alternatives to oil and natural gas.]

HAL [removed: 2024] [added: 2025] FORM 10-K | [removed: 9][added: 10]

| [Table of [removed: Contents](#i62f1e411928f45f884519bb0565bccc6_7) | | | |] [added: Contents](#ice4849bad2db485d92d786584ea3145c_1447)] | | Item 1(a) \| Risk Factors | [removed: | |]

[removed: Our business is dependent on capital spending by our customers, and reductions in capital spending could] have a material adverse effect on our business, consolidated results of [removed: operations,] [added: operations] and consolidated financial [removed: condition.][added: condition.]

[removed: Our business is directly affected by changes in capital expenditures by our customers, and reductions in their capital] spending could reduce demand for our services and products and have a material adverse effect on our business, consolidated [removed: results of operations, and consolidated financial condition.]

Some of the items that may impact our customers’ capital spending [removed: include:]

[removed: \- oil] [added: \-oil] and natural gas prices, which are impacted by the factors described in the preceding risk factor;

[removed: \- the] [added: \-the] inability of our customers to access capital on economically advantageous terms, which may be impacted by, [removed: among other things, a decrease of investors’ interest in hydrocarbon producers because of environmental and sustainability initiatives;]

[removed: \- changes in customers’ capital allocation, including an increased allocation] to the production of renewable energy or other sustainability efforts, leading to less focus on oil and natural gas [removed: production growth;]

[removed: \- restrictions] [added: \-restrictions] on our customers’ ability to get their produced oil and natural gas to market due to infrastructure [removed: limitations or other governmental limitations on transportation of produced oil and natural gas;]

[removed: \- consolidation] [added: \-consolidation] of our customers;

[removed: \- customer] [added: \-customer] personnel changes; and

[removed: \- adverse] [added: \-adverse] developments in the business or operations of our customers, including write-downs of oil and natural gas [removed: reserves and borrowing base reductions under customers’ credit facilities.]

Liabilities arising out of our products and services could have a material adverse effect on our [removed: business, consolidated results of operations, and consolidated financial condition.][added: business,]

[removed: Generally, we rely on contractual indemnities,] releases, and limitations of liability with our customers and on liability insurance coverage to mitigate our potential liability [removed: related to such occurrences.]

[removed: However, we do not have these contractual provisions in all contracts, and even where we do, it is] possible that the respective customer or insurer could seek to avoid or be financially unable to meet its obligations, or a court [removed: may decline to enforce such provisions.]

[removed: Damages that are not indemnified or released could greatly] exceed available insurance coverage and could have a material adverse effect on our business, consolidated results of [removed: operations, and consolidated financial condition.]

Our business could be materially and adversely affected by severe or unseasonable weather where we [removed: have operations.][added: have]

Our business could be materially and adversely affected by severe weather, particularly in Canada, the Gulf of [removed: Mexico, and the North Sea.]

Many experts believe global climate change could increase the frequency and severity of extreme [removed: weather conditions.]

[removed: \- evacuation] [added: \-evacuation] of personnel and inoperability of equipment resulting in curtailment of services;

[removed: \- damage] [added: \-damage] to offshore drilling rigs resulting in suspension of operations;

[removed: \- damage] [added: \-damage] to our facilities and project work sites;

included and incorporated by reference in this annual report should be carefully considered.

Any of these risk factors could

Additional

results of operations, financial condition, or cash flows.

Trends in oil and natural gas prices affect the level of exploration, development, and production activity of our

consolidated results of operations, and consolidated financial condition.

activity of, and the corresponding capital spending by, oil and natural gas companies.

The level of exploration, development,

likely to continue to be volatile.

Prices for oil and natural gas are subject to large fluctuations in response to relatively minor

beyond our control.

Given the long-term nature of many large-scale development projects, even the perception of longer-term

Any

business, consolidated results of operations, and consolidated financial condition.

collectively known as OPEC+ to set and maintain oil production levels;

\- expectations about future oil and natural gas prices;

sanctions and policies of governments regarding the exploration for and production and development of their oil and

natural gas reserves;

\-increased demand for alternative energy and use of electric vehicles, increased emphasis on decarbonization

energy sources), and public sentiment around alternatives to oil and natural gas.

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Our business is dependent on capital spending by our customers, and reductions in capital spending could have a

material adverse effect on our business, consolidated results of operations, and consolidated financial condition.

Our business is directly affected by changes in capital expenditures by our customers, and reductions in their capital

results of operations, and consolidated financial condition.

include:

among other things, a decrease of investors’ interest in hydrocarbon producers because of environmental and

sustainability initiatives;

\-changes in customers’ capital allocation, including increased cash returns to shareholders or an increased allocation

production growth;

limitations or other governmental limitations on transportation of produced oil and natural gas;

reserves and borrowing base reductions under customers’ credit facilities.

consolidated results of operations, and consolidated financial condition.

Events can occur at sites where our products and equipment are produced, stored, transported, or installed, or where

we conduct our operations or provide our services, or at chemical blending or manufacturing facilities, including well blowouts

and equipment or materials failures, which could result in explosions, fires, personal injuries, property damage (including

surface and subsurface damage), pollution, and potential legal responsibility.

Generally, we rely on contractual indemnities,

related to such occurrences.

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Events can occur at sites where our products and equipment are produced, stored, transported, or installed, or where we conduct our operations or provide our services, or at chemical blending or manufacturing facilities, including well blowouts and equipment or materials failures, which could result in explosions, fires, personal injuries, property damage (including surface and subsurface damage), pollution, and potential legal responsibility.

\- loss of productivity.

If we are not able to design, develop and produce commercially competitive products and to implement commercially competitive services in a timely manner in response to changes in the market, customer requirements, competitive pressures, developments associated with climate change concerns and energy mix transition, and technology trends, our business and consolidated results of operations could be materially and adversely affected, and the value of our intellectual property may be reduced.

If we are not able to design, develop, and produce commercially competitive products and to implement commercially competitive services in a timely manner in response to changes in the market, customer requirements, competitive pressures, developments associated with climate change concerns and energy mix transition, and technology trends, including artificial intelligence and machine learning, our business and consolidated results of operations could be materially and adversely affected, and the value of our intellectual property may be reduced.

We sometimes provide integrated project management services in the form of long-term, fixed price contracts that may require us to assume additional risks associated with cost over-runs, operating cost inflation, labor availability and productivity, supplier and contractor pricing and performance, and potential claims for liquidated damages.

For example, our operations in countries outside the United States are subject to the United States Foreign Corrupt Practices Act (FCPA), which prohibits United States companies and their agents and employees from providing anything of value to a foreign official for the purposes of influencing any act or decision of these individuals in their official capacity to help obtain or retain business, direct business to any person or corporate entity, or obtain any unfair advantage.

The imposition of such sanctions on Russia in connection with Russia’s invasion of Ukraine led to our decision to dispose of our Russian operations during the third quarter of 2022.

We cannot predict the full extent of new, extended, or changed trade policies, including tariffs, that may be made by the current or a future presidential administration or Congress, including whether existing tariff policies will be maintained or modified or if changes in the U.S. trade policy result in reactions from the U.S. trading partners, including adopting responsive trade policies making it more difficult or costly for us to export or import our products from countries where we currently purchase or sell products.

Moreover, any failure to comply with applicable legal and regulatory trading obligations could result in government investigations of our activities, as well as criminal and civil penalties and sanctions, such as fines, imprisonment, debarment from governmental contracts, seizure of shipments, and loss of import and export privileges.

The adoption of any future federal, state, or local laws or implementing regulations imposing reporting obligations on, or limiting or banning, the hydraulic fracturing process could make it more difficult to complete natural gas and oil wells and could have a material adverse effect on our business, consolidated results of operations, and consolidated financial condition.

The adoption of any future federal, state, local, or foreign laws or regulations imposing reporting obligations on, or limiting or banning, the hydraulic fracturing process could make it more difficult to complete natural gas and oil wells and could have a material adverse effect on our business, consolidated results of operations, and consolidated financial condition.

In January 2025, President Biden issued a Memorandum of Withdrawal that could have had the effect of preventing future leasing by the federal government (and therefore oil and gas exploration) of the lands underlying federal waters offshore the U.S. East Coast, the eastern Gulf of Mexico, the Pacific Ocean off the coasts of Washington, Oregon, and California, and additional portions of the Northern Bering Sea in Alaska.

Adverse outcomes resulting from examinations of our tax returns, including the NOPA, an increase in tax rates in a jurisdiction where we generate substantial income, particularly in the U.S., or changes in our ability to realize our deferred tax assets could have a material adverse effect on our business, consolidated results of operations, and consolidated financial condition.

These, and other risks described above, could result in the loss of our personnel or assets, cause us to evacuate our personnel from certain countries, cause us to increase spending on security worldwide, cause us to cease operating in certain countries, cause disruption of shipping and supply chain operations, disrupt financial and commercial markets, including the supply of and pricing for oil and natural gas, and generate greater political and economic instability in some of the geographic areas in which we operate.

If our systems, or our customers’ or suppliers’ systems, for protecting against cybersecurity incidents prove not to be sufficient, we could be adversely affected by, among other things: loss of or damage to intellectual property, proprietary or confidential information, or customer, supplier, or employee data; interruption of our business operations; diversion of management or work force attention; and increased costs required to prevent, respond to, or mitigate cybersecurity incidents.

We may not meet this goal if we use our available cash to satisfy other priorities, if we have insufficient funds available to pay dividends and to repurchase shares, if we pause our repurchases due to unforeseen events, or if our Board of Directors determines to change or discontinue dividend payments or share repurchases.

While no single customer represented more than 10% of consolidated revenue in any period presented, the loss of one or more significant customers could have a material adverse effect on our business and our consolidated results of operations.

Cybersecurity.

In managing material risks from cybersecurity threats, we require that a security and technical architecture review is conducted for all new software and applications, and for all changes to the underlying information technology infrastructure that manages, processes, stores, or transmits our data or data of our customers, vendors, suppliers, joint ventures, or employees.

Our policy requires that all software vendors and IT related service providers submit to an IT security and governance review and obtain formal approval by our Information Security Governance team before it can be used.

Our CISO, who reports directly to our Executive Vice President of Administration and Chief Human Resources Officer, has over 20 years of technology and cybersecurity experience across global enterprises, risk advisory, and incident response firms.

We have experienced cybersecurity incidents and attempted breaches in the past, one of which resulted in an unauthorized third party gaining access to certain of our systems and exfiltrating information from those systems, which we determined was a material event as previously disclosed in a Form 8-K we filed with the SEC on September 3, 2024.

[removed: Legal Proceedings is included in] [added: See] Notes to Consolidated Financial Statements, Note [removed: 11.][added: 11 for further information regarding legal proceedings.]

On January 12, 2024, Plaintiff Eric Gilbert (“Plaintiff”), on behalf of himself and similarly situated stockholders of

Halliburton Company (the “Company”), filed a Verified Class Action Complaint (the “Action”) against, among others, the

Company in the Court of Chancery of the State of Delaware (the “Court”), challenging the validity of certain aspects of the

advance notice and stockholder nomination provisions of the By-laws of the Company, dated as of December 8, 2022.

On May 2, 2024, the Company modified the challenged provisions by amending the By-laws of the Company in the

form filed as Exhibit 3.1 to the Current Report on Form 8-K filed by the Company with the Securities and Exchange

Commission (the “SEC”) on May 3, 2024 (the “Amendments”).

Plaintiff and the Company agreed that the Amendments rendered Plaintiff’s claims moot.

To avoid the time and

expense of continued litigation and without any admissions, the parties agreed to resolve Plaintiff’s counsel fee application with

a payment by the Company to Plaintiff’s counsel of $150,000 in full satisfaction of the claim for attorneys’ fees and expenses in

the Action.

On October 16, 2025, the Court entered a stipulation and order closing the Action, subject to the Company filing an

affidavit with the Court confirming that the disclosure in the Company’s Quarterly Report on Form 10-Q for the quarter ended

September 30, 2025, which would constitute notice to stockholders for purposes of Court of Chancery Rule 23, had been filed

with the SEC.

In entering such order, the Court did not pass judgment on the amount of the attorneys’ fees and expenses.

The

Company filed such affidavit with the Court on October 29, 2025.

Information related to Item 3.

[removed: FORM 10-K][added: FORM 10-K]

| ☒ | [removed: | |] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | [removed: | |]

For the fiscal year ended December 31, [removed: 2024][added: 2025]

| ☐ | [removed: | |] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | [removed: | |]

| Delaware | [removed: | |] 75-2677995 | [removed: | |]

| (State or other jurisdiction of incorporation or organization) | [removed: | |] (I.R.S. Employer Identification No.) | [removed: | |]

| 3000 North Sam Houston Parkway East, | [removed: | |] Houston, | [removed: | |] Texas | [removed: | |] 77032 | [removed: | |]

| (Address of principal executive offices) | | | [removed: | | | | | |] (Zip Code) | [removed: | |]

| Securities registered pursuant to Section 12(b) of the Act: | | | [removed: | | | | | |]

| Title of each class | [removed: | |] Trading Symbol | [removed: | |] Name of each exchange on which registered | [removed: | |]

| Common Stock, par value $2.50 per share | [removed: | |] HAL | [removed: | |] New York Stock Exchange | [removed: | |]

| Securities registered pursuant to Section 12(g) of the Act: None | | | [removed: | | | | | |]

☒ Yes [removed: ☐ No][added: ☐No]

☐ Yes [removed: ☒ No][added: ☒No]

[removed: 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 [removed: subject to such filing requirements for the past 90 days.]

[removed: 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 [removed: required to submit such files).]

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting [removed: company, or an emerging growth company.]

See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” [removed: and “emerging growth company” in Rule 12b-2 of the Exchange Act.]

| | [removed: | |] Large Accelerated Filer | [removed: | |] ☒ | [removed: | |] Accelerated Filer | [removed: | |] ☐ | [removed: | |]

| | [removed: | |] Non-accelerated Filer | [removed: | |] ☐ | [removed: | |] Smaller Reporting Company | [removed: | |] ☐ | [removed: | |]

| | | | [removed: | | | | | |] Emerging Growth Company | [removed: | |] ☐ | [removed: | |]

[removed: 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 [removed: 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 [removed: 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 [removed: compensation received by any of the registrant's executive officers during the relevant recovery period pursuant to §240.10D-1(b).]

The aggregate market value of Halliburton Company Common Stock held by non-affiliates on June 30, [removed: 2024,] [added: 2025,] determined using the per share [removed: closing price on the New York Stock Exchange Composite tape of $33.78 on that date, was approximately $22.2 billion.]

As of [removed: February 5, 2025,] [added: January 30, 2026,] there were [removed: 868,091,623] [added: 837,548,345] shares of Halliburton Company Common Stock, $2.50 par value per share, outstanding.

Portions of the Halliburton Company Proxy Statement for our [removed: 2025] [added: 2026] Annual Meeting of Shareholders (File No. 001-03492) are incorporated [removed: by reference into Part III of this report.]

For the Year Ended December [removed: 31, 2024][added: 31, 2025]

| PART I | | [removed: | | | |] PAGE | [removed: | |]

| [Item [removed: 1.](#i62f1e411928f45f884519bb0565bccc6_13) | | | [Business](#i62f1e411928f45f884519bb0565bccc6_13) | | | [1](#i62f1e411928f45f884519bb0565bccc6_13)] [added: 1.](#ice4849bad2db485d92d786584ea3145c_1374)] | [added: [Business](#ice4849bad2db485d92d786584ea3145c_1374)] | [added: [1](#ice4849bad2db485d92d786584ea3145c_1374)] |

| [Item [removed: 1(b).](#i62f1e411928f45f884519bb0565bccc6_19) | |] [added: 1(b).](#ice4849bad2db485d92d786584ea3145c_1383)] | [Unresolved Staff [removed: Comments](#i62f1e411928f45f884519bb0565bccc6_19) | | | [19](#i62f1e411928f45f884519bb0565bccc6_19) |] [added: Comments](#ice4849bad2db485d92d786584ea3145c_1383)] | [added: [19](#ice4849bad2db485d92d786584ea3145c_1383)] |

| [Item [removed: 1(c).](#i62f1e411928f45f884519bb0565bccc6_22) | | | [Cybersecurity](#i62f1e411928f45f884519bb0565bccc6_22) | | | [19](#i62f1e411928f45f884519bb0565bccc6_19)] [added: 1(c).](#ice4849bad2db485d92d786584ea3145c_1389)] | [added: [Cybersecurity](#ice4849bad2db485d92d786584ea3145c_1389)] | [added: [19](#ice4849bad2db485d92d786584ea3145c_1389)] |

| [Item [removed: 2.](#i62f1e411928f45f884519bb0565bccc6_25) | | | [Properties](#i62f1e411928f45f884519bb0565bccc6_25) | | | [20](#i62f1e411928f45f884519bb0565bccc6_25)] [added: 2.](#ice4849bad2db485d92d786584ea3145c_1397)] | [added: [Properties](#ice4849bad2db485d92d786584ea3145c_1397)] | [added: [20](#ice4849bad2db485d92d786584ea3145c_1397)] |

| [Item [removed: 3.](#i62f1e411928f45f884519bb0565bccc6_28) | |] [added: 3.](#ice4849bad2db485d92d786584ea3145c_1403)] | [Legal [removed: Proceedings](#i62f1e411928f45f884519bb0565bccc6_28) | | | [20](#i62f1e411928f45f884519bb0565bccc6_28) |] [added: Proceedings](#ice4849bad2db485d92d786584ea3145c_1403)] | [added: [20](#ice4849bad2db485d92d786584ea3145c_1403)] |

| [Item [removed: 4.](#i62f1e411928f45f884519bb0565bccc6_31) | |] [added: 4.](#ice4849bad2db485d92d786584ea3145c_124)] | [Mine Safety [removed: Disclosures](#i62f1e411928f45f884519bb0565bccc6_31) | | | [20](#i62f1e411928f45f884519bb0565bccc6_31) |] [added: Disclosures](#ice4849bad2db485d92d786584ea3145c_124)] | [added: [20](#ice4849bad2db485d92d786584ea3145c_124)] |

| PART II | | | [removed: | | | | | |]

| [Item [removed: 5.](#i62f1e411928f45f884519bb0565bccc6_37) | |] [added: 5.](#ice4849bad2db485d92d786584ea3145c_1465)] | [Market for Registrant’s Common Equity, Related Stockholder Matters and [removed: Issuer Purchases] [added: Issuer](#ice4849bad2db485d92d786584ea3145c_1465) [Purchases] of Equity [removed: Securities](#i62f1e411928f45f884519bb0565bccc6_37) | | | [21](#i62f1e411928f45f884519bb0565bccc6_37) |] [added: Securities](#ice4849bad2db485d92d786584ea3145c_1465)] | [added: [21](#ice4849bad2db485d92d786584ea3145c_1465)] |

| [Item [removed: 6.](#i62f1e411928f45f884519bb0565bccc6_40) | | | ([Reserved](#i62f1e411928f45f884519bb0565bccc6_40)) | | | [22](#i62f1e411928f45f884519bb0565bccc6_40)] [added: 6.](#ice4849bad2db485d92d786584ea3145c_1475)] | [added: ([Reserved](#ice4849bad2db485d92d786584ea3145c_1475))] | [added: [22](#ice4849bad2db485d92d786584ea3145c_1475)] |

| [Item [removed: 7.](#i62f1e411928f45f884519bb0565bccc6_43) | |] [added: 7.](#ice4849bad2db485d92d786584ea3145c_82)] | [Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operations](#i62f1e411928f45f884519bb0565bccc6_43) | | | [23](#i62f1e411928f45f884519bb0565bccc6_43) |] [added: Operations](#ice4849bad2db485d92d786584ea3145c_82)] | [added: [23](#ice4849bad2db485d92d786584ea3145c_82)] |

| | [removed: | |] [Executive [removed: Overview](#i62f1e411928f45f884519bb0565bccc6_46) | | | [23](#i62f1e411928f45f884519bb0565bccc6_46) |] [added: Overview](#ice4849bad2db485d92d786584ea3145c_85)] | [added: [23](#ice4849bad2db485d92d786584ea3145c_85)] |

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| | | NYSE Texas |

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

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

required to submit such files).

☒ Yes ☐No

company, or an emerging growth company.

and “emerging growth company” in Rule 12b-2 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

accounting firm that prepared or issued its audit report.

included in the filing reflect the correction of an error to previously issued financial statements.

compensation received by any of the registrant's executive officers during the relevant recovery period pursuant to §240.10D-1(b).

☐ Yes ☒No

closing price on the New York Stock Exchange Composite tape of $20.38 on that date, was approximately $15.2 billion.

by reference into Part III of this report.

| | | |

| --- | --- | --- |

| [Item 1(a).](#i385a5fd45cfc42ef89029c4fb4b3e6f0_200797) | [Risk Factors](#i385a5fd45cfc42ef89029c4fb4b3e6f0_200797) | [9](#ice4849bad2db485d92d786584ea3145c_45629732555188) |

| | | |

| | [Results of Operations in 2025 Compared to 2024](#ice4849bad2db485d92d786584ea3145c_97) | [29](#ice4849bad2db485d92d786584ea3145c_97) |

| | [New Accounting Standards Not Yet Adopted](#ice4849bad2db485d92d786584ea3145c_4160) | [37](#ice4849bad2db485d92d786584ea3145c_4160) |

| [Item 9(b).](#i45936c7f87304469b6916079b88eaab5_2284) | [Other Information](#i45936c7f87304469b6916079b88eaab5_2284) | [75](#ice4849bad2db485d92d786584ea3145c_3848290698516) |

| | | |

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| [Item 15.](#ice4849bad2db485d92d786584ea3145c_1804) | [Exhibits and Financial Statement Schedules](#ice4849bad2db485d92d786584ea3145c_1804) | [77](#ice4849bad2db485d92d786584ea3145c_1804) |

| | | |

| [SIGNATURES](#ice4849bad2db485d92d786584ea3145c_3984) | | [84](#ice4849bad2db485d92d786584ea3145c_3984) |

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| --- | --- | --- | --- | --- | --- |

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| [Item 1(a).](#i62f1e411928f45f884519bb0565bccc6_16) | | | [Risk Factors](#i62f1e411928f45f884519bb0565bccc6_16) | | | [9](#i62f1e411928f45f884519bb0565bccc6_16) | | |

| | | | [Results of Operations in 202](#i62f1e411928f45f884519bb0565bccc6_58)[3](#i62f1e411928f45f884519bb0565bccc6_58) [Compared to 202](#i62f1e411928f45f884519bb0565bccc6_58)[2](#i62f1e411928f45f884519bb0565bccc6_58) | | | [33](#i62f1e411928f45f884519bb0565bccc6_58) | | |

| [Item 9(b).](#i62f1e411928f45f884519bb0565bccc6_196) | | | [Other Information](#i62f1e411928f45f884519bb0565bccc6_196) | | | [74](#i62f1e411928f45f884519bb0565bccc6_196) | | |

| [Item 15.](#i62f1e411928f45f884519bb0565bccc6_208) | | | [Exhibits](#i62f1e411928f45f884519bb0565bccc6_208) | | | [76](#i62f1e411928f45f884519bb0565bccc6_208) | | |

| [SIGNATURES](#i62f1e411928f45f884519bb0565bccc6_214) | | | | | | [83](#i62f1e411928f45f884519bb0565bccc6_214) | | |

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Business.

2024 Highlights

We generated strong cash flows from operations and repurchased $100 million of debt.

\- *Digital*: We incorporated next-generation digital and automation technologies in certain of our processes to maximize value and improve efficiency.

\- *Sustainability and energy mix transition:* We expanded Halliburton Labs, our early-stage company accelerator, to a total of 38 participant and alumni organizations as we work to reach the future of energy, faster.

\- *Capital efficiency*: Maintain our capital expenditures at approximately 6% of revenue while utilizing technology and targeted process improvements to enhance utilization of existing capital.

Our operations in some countries and regions may be adversely affected by unsettled political conditions, acts of terrorism, civil unrest, force majeure, war or other armed conflict, health or similar issues, sanctions, trade barriers and tariffs, expropriation or other governmental actions, inflation, changes in foreign currency exchange rates, foreign currency exchange restrictions and highly inflationary currencies, as well as other geopolitical factors.

In 2024, 91% of our workforce and 84% of management, who were full-time employees, and not classified as expatriates or commuters, were local to the countries where they work.

Notably, according to a survey we conducted in February 2024, 95% of responding employees feel the work they do everyday matters.

*Safety*

As a result of our focus on safety, for the years ended December 31, 2024 and December 31, 2023, our total recordable incident rates were 0.24 and 0.25 (incidents per 200,000 hours worked), non-productive times were 0.23% and 0.24% (percentage of total operating hours), lost-time incident rates were 0.06 and 0.07 (incidents per 200,000 hours worked), and preventable recordable vehicle incident rates were 0.06 and 0.10 (incidents per million miles traveled), respectively.

| | | | Shannon Slocum (Age 52) | | | President, Eastern Hemisphere of Halliburton Company, since March 2023 | | |

| | | | Bhavesh V. Patel (a) | | | | | | Former President of Standard Industries | | |

| | | | Tobi M. Edwards Young | | | | | | Senior Vice President of Legal and Chief Corporate Affairs Officer of Cognizant Technology Solutions | | |

| | | | (a) | | | Mr. Patel will retire early from the Halliburton Board of Directors immediately prior to the 2025 Annual Meeting of Shareholders. | | | | | |

[removed: Our principal properties include] manufacturing facilities, research and development laboratories, technology centers, and corporate offices.

[removed: We also have] numerous small facilities that include sales, project, support offices, and bulk storage facilities throughout the world.

[removed: Our] owned properties have no material encumbrances.

We believe all properties that we currently occupy are suitable for their [removed: intended use.]

–*Completion and Production:* Arbroath, United Kingdom; Duncan, Oklahoma; Johor Bahru, Malaysia; Jubail, Saudi [removed: Arabia; Lafayette, Louisiana; Tulsa, Oklahoma; and Singapore]

–*Shared/corporate facilities:* Bangalore, India; Carrollton, Texas; Dhahran, Saudi Arabia; Dubai, United Arab [removed: Emirates; Houston, Texas (corporate executive offices); Kuala Lumpur, Malaysia; London, England; Panama City, Panama; Pune, India; Rio de Janeiro, Brazil; and Tananger, Norway]

Our principal properties include

We also have

Our

intended use.

Arabia; Lafayette, Louisiana; Tulsa, Oklahoma; and Singapore

Emirates; Houston, Texas (corporate executive offices); Kuala Lumpur, Malaysia; London, England; Panama City,

Panama; Pune, India; Rio de Janeiro, Brazil; and Tananger, Norway

Our barite and bentonite mining operations, in support of our fluid services business, are subject to regulation by the [removed: U.S. Mine Safety and Health Administration under the Federal Mine Safety and Health Act of 1977.]

[removed: Information concerning] mine safety violations or other regulatory matters required by section 1503(a) of the Dodd-Frank Wall Street Reform and [removed: Consumer Protection Act and Item 104 of Regulation S-K (17 CFR 229.104) is included in Exhibit 95 to this annual report.]

HAL [removed: 2024] [added: 2025] FORM 10-K | [removed: 20][added: 21]

| [Table of [removed: Contents](#i62f1e411928f45f884519bb0565bccc6_7) | |] [added: Contents](#ice4849bad2db485d92d786584ea3145c_1447)] | Item 5 \| Market for [removed: Registrant's] [added: Registrant’s] Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities | [removed: | | | | |]

PART [removed: II][added: II.]

U.S. Mine Safety and Health Administration under the Federal Mine Safety and Health Act of 1977.

Information concerning

Consumer Protection Act and Item 104 of Regulation S-K (17 CFR 229.104) is included in Exhibit 95 to this annual report.

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[removed: Halliburton Company’s common stock is traded on the New York Stock] Exchange [added: Texas] under the symbol [removed: “HAL.”] [added: "HAL."] Information related to dividend payments is included in [removed: “Item] [added: Item] 8.

[removed: Financial Statements] and [removed: Supplementary Data.” The declaration and payment of future dividends] will [removed: be at the discretion of the Board of Directors and will] depend on, among other things, future earnings, general financial condition and liquidity, success in business activities, [removed: capital requirements, and general business conditions.]

The following graph and table compare total shareholder return on our common stock for the five-year period ended [removed: December 31, 2024, with the Philadelphia Oil Service Index (OSX) and the Standard & Poor’s 500 ® Index over the same period.]

This comparison assumes the investment of $100 on December 31, [removed: 2019] [added: 2020] and the reinvestment of all dividends.

[removed: The] shareholder return set forth is not necessarily indicative of future performance.

[removed: The following graph and related information] shall not be deemed “soliciting material” or to be “filed” with the SEC, nor shall such information be incorporated by reference [removed: into any future filing under the Securities Act of 1933 or the Securities Exchange Act of 1934, except to the extent that Halliburton specifically incorporates it by reference into such filing.]

[removed: ][added: ]

| | | [removed: |] December 31, | | | | | | [removed: | | | | | | | | | | | |]

| | | [removed: | 2019 | | |] 2020 | [removed: | |] 2021 | [removed: | |] 2022 | [removed: | |] 2023 | [removed: | |] 2024 | [removed: |] [added: 2025] |

HAL [removed: 2024] [added: 2025] FORM 10-K | [removed: 21][added: 22]

| [Table of [removed: Contents](#i62f1e411928f45f884519bb0565bccc6_7) | |] [added: Contents](#ice4849bad2db485d92d786584ea3145c_1447)] | Item 5 \| Market for [removed: Registrant's] [added: Registrant’s] Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities | [removed: | | | | |]

[removed: In calculating the number of shareholders, we consider] clearing agencies and security position listings as one shareholder for each agency or listing.

The following table is a summary of repurchases of our common stock during the three-month period ended [removed: December 31, 2024.]

| Period | [removed: | | | | |] Total Number of Shares Purchased (a) | [removed: | |] Average Price Paid per Share | [removed: | |] Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (b) | [removed: | |] Maximum Number (or Approximate Dollar Value) of Shares that may yet be Purchased Under the Program (b) | [removed: | |]

| (a) | [removed: | |] Of the [removed: 10,616,935] [added: 9,703,834] shares purchased during the three-month period ended December 31, [removed: 2024, 172,777] [added: 2025, 141,795] were acquired from employees in connection with the settlement of income tax and related benefit withholding obligations arising from vesting in restricted stock grants. These shares were not part of a publicly announced program to purchase common stock. | [removed: | | | | | | | | | | | | | |]

| (b) | [removed: | |] Our Board of Directors has authorized a [removed: plan] [added: program] to repurchase a specified dollar amount of our common stock from time to time. [added: On July 21, 2014, our Board of Directors announced that it had approved an increase in the total available outstanding authorization for repurchases to $6.0 billion.] Approximately [removed: $3.0] [added: $2.0] billion remained authorized for repurchases as of December 31, [removed: 2024.] [added: 2025.] From the inception of this program in February 2006 through December 31, [removed: 2024,] [added: 2025,] we repurchased approximately [removed: 284] [added: 326] million shares of our common stock for a total cost of approximately [removed: $11.1] [added: $12.1] billion. [removed: | | | | | | | | | | | | | |] [added: The program may be terminated or suspended at any time and does not have a specified expiration date.] |

Securities.

Halliburton Company’s common stock is dually traded on the New York Stock Exchange and New York Stock

Financial Statements

and Supplementary Data.

The declaration and payment of future dividends will be at the discretion of the Board of Directors

capital requirements, and general business conditions.

December 31, 2025, with the Philadelphia Oil Service Index (OSX) and the Standard & Poor’s 500 ® Index over the same

period.

The

The following graph and related information

into any future filing under the Securities Act of 1933 or the Securities Exchange Act of 1934, except to the extent that

Halliburton specifically incorporates it by reference into such filing.

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| Halliburton | | $100.00 | $121.99 | $212.88 | $199.13 | $152.98 | $163.76 |

| Philadelphia Oil Service Index (OSX) | | 100.00 | 120.74 | 194.98 | 198.71 | 175.53 | 181.72 |

| Standard & Poor’s 500 ® Index | | 100.00 | 128.71 | 105.40 | 133.10 | 166.40 | 196.16 |

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At January 30, 2026, we had 8,906 shareholders of record.

In calculating the number of shareholders, we consider

December 31, 2025.

| | | | | |

| --- | --- | --- | --- | --- |

| October 1 - 31 | 4,056,882 | $24.37 | 4,000,984 | $2,201,987,042 |

| November 1 - 30 | 2,747,338 | $26.82 | 2,724,670 | $2,128,889,195 |

| December 1 - 31 | 2,899,614 | $28.08 | 2,836,385 | $2,049,168,144 |

| Total | 9,703,834 | $26.17 | 9,562,039 | |

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| Halliburton | | | $ | 100.00 | | $ | 78.80 | | $ | 96.13 | | $ | 167.76 | | $ | 156.92 | | $ | 120.56 | |

| Philadelphia Oil Service Index (OSX) | | | 100.00 | | | 57.92 | | | 69.94 | | | 112.94 | | | 115.10 | | | 101.68 | | |

| Standard & Poor’s 500 ® Index | | | 100.00 | | | 118.40 | | | 152.39 | | | 124.79 | | | 157.59 | | | 197.02 | | |

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At February 5, 2025, we had 9,323 shareholders of record.

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| October 1 - 31 | | | | | | 49,603 | | | $29.11 | | | — | | | $3,354,511,858 | | |

| November 1 - 30 | | | | | | 6,747,748 | | | $30.41 | | | 6,724,874 | | | $3,150,015,063 | | |

| December 1 - 31 | | | | | | 3,819,584 | | | $27.12 | | | 3,719,284 | | | $3,049,511,877 | | |

| Total | | | | | | 10,616,935 | | | $29.22 | | | 10,444,158 | | | | | |

HAL [removed: 2024] [added: 2025] FORM 10-K | [removed: 22][added: 23]

| [Table of [removed: Contents](#i62f1e411928f45f884519bb0565bccc6_7) | | | |] [added: Contents](#ice4849bad2db485d92d786584ea3145c_1447)] | | Item 7 \| Executive Overview | [removed: | |]

| | | | |

| --- | --- | --- | --- |

| | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Financial Statements | [removed: | | | | | | |] [added: PAGE] |

| [Management’s Report on Internal Control Over Financial [removed: Reporting](#i62f1e411928f45f884519bb0565bccc6_79) | | | [40](#i62f1e411928f45f884519bb0565bccc6_79) | | | |] [added: Reporting](#ice4849bad2db485d92d786584ea3145c_1533)] | [added: [40](#ice4849bad2db485d92d786584ea3145c_1533)] |

| [Reports of Independent Registered Public Accounting [removed: Firm](#i62f1e411928f45f884519bb0565bccc6_82) | | | [41](#i62f1e411928f45f884519bb0565bccc6_82) | | | |] [added: Firm](#ice4849bad2db485d92d786584ea3145c_1538)] | [added: [41](#ice4849bad2db485d92d786584ea3145c_1538)] |

| [Consolidated Statements of Operations for the years ended December 31, [added: 2025,] 2024, [removed: 2023] and [removed: 2022](#i62f1e411928f45f884519bb0565bccc6_85) | | | [44](#i62f1e411928f45f884519bb0565bccc6_85) | | | |] [added: 2023](#ice4849bad2db485d92d786584ea3145c_16)] | [added: [44](#ice4849bad2db485d92d786584ea3145c_16)] |

| [Consolidated Statements of Comprehensive Income for the years ended December 31, [removed: 2024, 2023] [added: 2025, 2024] and [removed: 2022](#i62f1e411928f45f884519bb0565bccc6_88) | | | [45](#i62f1e411928f45f884519bb0565bccc6_88) | | | |] [added: 2023](#ice4849bad2db485d92d786584ea3145c_19)] | [added: [45](#ice4849bad2db485d92d786584ea3145c_19)] |

| [Consolidated Balance Sheets at December 31, [removed: 2024] [added: 2025] and [removed: 2023](#i62f1e411928f45f884519bb0565bccc6_91) | | | [46](#i62f1e411928f45f884519bb0565bccc6_91) | | | |] [added: 2024](#ice4849bad2db485d92d786584ea3145c_22)] | [added: [46](#ice4849bad2db485d92d786584ea3145c_22)] |

| [Consolidated Statements of Cash Flows for the years ended December 31, [removed: 2024, 2023] [added: 2025, 2024] and [removed: 2022](#i62f1e411928f45f884519bb0565bccc6_94) | | | [47](#i62f1e411928f45f884519bb0565bccc6_94) | | | |] [added: 2023](#ice4849bad2db485d92d786584ea3145c_25)] | [added: [47](#ice4849bad2db485d92d786584ea3145c_25)] |

| [Consolidated Statements of Shareholders’ Equity for the years ended December 31, [removed: 2024, 2023] [added: 2025,] and [removed: 2022](#i62f1e411928f45f884519bb0565bccc6_97) | | | [48](#i62f1e411928f45f884519bb0565bccc6_97) | | | |] [added: 2024 and 2023](#ice4849bad2db485d92d786584ea3145c_1710)] | [added: [48](#ice4849bad2db485d92d786584ea3145c_1710)] |

| Notes to Consolidated Financial Statements | | [removed: | | | | | | |]

[removed: | [Note 1. Description] [added: Note 1. Description] of Company and Significant Accounting [removed: Policies](#i62f1e411928f45f884519bb0565bccc6_103) | | | [49](#i62f1e411928f45f884519bb0565bccc6_103) | | | | | |][added: Policies]

[removed: | [Note 2. Impairments] [added: Note 2. Impairments] and Other [removed: Charges](#i62f1e411928f45f884519bb0565bccc6_106) | | | [52](#i62f1e411928f45f884519bb0565bccc6_106) | | | | | |][added: Charges]

[removed: | [Note 3. Business] [added: Note 3. Business] Segment and Geographic [removed: Information](#i62f1e411928f45f884519bb0565bccc6_109) | | | [52](#i62f1e411928f45f884519bb0565bccc6_109) | | | | | |][added: Information]

[removed: | [Note 4. Revenue](#i62f1e411928f45f884519bb0565bccc6_115) | | | [55](#i62f1e411928f45f884519bb0565bccc6_115) | | | | | |][added: Note 4. Revenue]

[removed: | [Note 5. Receivables](#i62f1e411928f45f884519bb0565bccc6_121) | | | [56](#i62f1e411928f45f884519bb0565bccc6_121) | | | | | |][added: Note 5. Receivables]

| [removed: [Note] [added: Note] 6. [removed: Leases](#i62f1e411928f45f884519bb0565bccc6_127) | | | [57](#i62f1e411928f45f884519bb0565bccc6_127) | | | |] [added: [Leases](#ice4849bad2db485d92d786584ea3145c_49)] | [added: [57](#ice4849bad2db485d92d786584ea3145c_49)] |

[removed: | [Note 7. Inventories](#i62f1e411928f45f884519bb0565bccc6_130) | | | [59](#i62f1e411928f45f884519bb0565bccc6_130) | | | | | |][added: Note 7. Inventories]

[removed: | [Note 8. Accounts Payable](#i62f1e411928f45f884519bb0565bccc6_133) | | | [59](#i62f1e411928f45f884519bb0565bccc6_130) | | | | | |][added: Note 8. Accounts Payable]

[removed: | [Note 9. Property, Plant] [added: Note 9. Property, Plant,] and [removed: Equipment](#i62f1e411928f45f884519bb0565bccc6_139) | | | [59](#i62f1e411928f45f884519bb0565bccc6_139) | | | | | |][added: Equipment]

| [removed: [Note] [added: Note] 10. [removed: Debt](#i62f1e411928f45f884519bb0565bccc6_145) | | | [60](#i62f1e411928f45f884519bb0565bccc6_145) | | | |] [added: [Debt](#ice4849bad2db485d92d786584ea3145c_3750)] | [added: [60](#ice4849bad2db485d92d786584ea3145c_3750)] |

[removed: | [Note 11. Commitments] [added: Note 11. Commitments] and [removed: Contingencies](#i62f1e411928f45f884519bb0565bccc6_151) | | | [61](#i62f1e411928f45f884519bb0565bccc6_151) | | | | | |][added: Contingencies]

| [removed: [Note] [added: Note] 12. [removed: Income Taxes](#i62f1e411928f45f884519bb0565bccc6_154) | | | [62](#i62f1e411928f45f884519bb0565bccc6_154) | | | |] [added: [Income Taxes](#ice4849bad2db485d92d786584ea3145c_58)] | [added: [62](#ice4849bad2db485d92d786584ea3145c_58)] |

| [removed: [Note] [added: Note] 13. [removed: Shareholders’ Equity](#i62f1e411928f45f884519bb0565bccc6_157) | | | [65](#i62f1e411928f45f884519bb0565bccc6_157) | | | |] [added: [Shareholders’ Equity](#ice4849bad2db485d92d786584ea3145c_61)] | [added: [67](#ice4849bad2db485d92d786584ea3145c_61)] |

[removed: | [Note 14. Stock-based Compensation](#i62f1e411928f45f884519bb0565bccc6_160) | | | [66](#i62f1e411928f45f884519bb0565bccc6_160) | | | | | |][added: Note 14. Stock-based Compensation]

| [removed: [Note] [added: Note] 15. [removed: Income] [added: [Income] per [removed: Share](#i62f1e411928f45f884519bb0565bccc6_166) | | | [68](#i62f1e411928f45f884519bb0565bccc6_166) | | | |] [added: Share](#ice4849bad2db485d92d786584ea3145c_67)] | [added: [70](#ice4849bad2db485d92d786584ea3145c_67)] |

| [removed: [Note] [added: Note] 16. [removed: Financial] [added: [Financial] Instruments and Risk [removed: Management](#i62f1e411928f45f884519bb0565bccc6_169) | | | [68](#i62f1e411928f45f884519bb0565bccc6_169) | | | |] [added: Management](#ice4849bad2db485d92d786584ea3145c_70)] | [added: [70](#ice4849bad2db485d92d786584ea3145c_70)] |

| [removed: [Note] [added: Note] 17. [removed: Retirement Plans](#i62f1e411928f45f884519bb0565bccc6_175) | | | [70](#i62f1e411928f45f884519bb0565bccc6_175) | | | |] [added: [Retirement Plans](#ice4849bad2db485d92d786584ea3145c_1648)] | [added: [72](#ice4849bad2db485d92d786584ea3145c_1648)] |

| [removed: [Note] [added: Note] 18. [removed: New] [added: [New] Accounting [removed: Pronouncements](#i62f1e411928f45f884519bb0565bccc6_184) | | | [73](#i62f1e411928f45f884519bb0565bccc6_184) | | | |] [added: Pronouncements](#ice4849bad2db485d92d786584ea3145c_76)] | [added: [74](#ice4849bad2db485d92d786584ea3145c_76)] |

HAL [removed: 2024] [added: 2025] FORM 10-K | [removed: 39][added: 40]

| [Table of [removed: Contents](#i62f1e411928f45f884519bb0565bccc6_76) | | | | | |] [added: Contents](#ice4849bad2db485d92d786584ea3145c_13)] | | |

The management of Halliburton Company is responsible for establishing and maintaining adequate internal control [removed: over financial reporting as defined in the Securities Exchange Act Rule 13a-15(f).]

[removed: Therefore, even those] systems determined to be effective can provide only reasonable assurance with respect to financial statement preparation and [removed: presentation.]

Further, because of changes in conditions, the effectiveness of internal control over financial reporting may vary [removed: over time.]

Based on [removed: our] [added: this] assessment, [removed: we believe] [added: management concluded] that, as of December 31, [removed: 2024,] [added: 2025,] our internal control over financial [removed: reporting is effective.]

[removed: The effectiveness of Halliburton’s internal control over financial reporting as of December 31, 2024 has] been audited by KPMG LLP, an independent registered public accounting firm, as stated in their report that is included herein.

| /s/ Jeffrey A. Miller | | [removed: | | | |] /s/ Eric J. Carre | [removed: | |]

| Jeffrey A. Miller | | [removed: | | | |] Eric J. Carre | [removed: | |]

| Chairman of the Board, President and | | [removed: | | | |] Executive Vice President and | [removed: | |]

| Chief Executive Officer | | [removed: | | | |] Chief Financial Officer | [removed: | |]

HAL [removed: 2024] [added: 2025] FORM 10-K | [removed: 40][added: 41]

[removed: We have audited the accompanying consolidated balance sheets of Halliburton Company and subsidiaries (the Company) as of December 31, 2024 and 2023, the related consolidated] statements of operations, comprehensive income, cash flows and shareholders’ equity for each of the years in the three-year [removed: period ended December 31, 2024, and the related notes (collectively, the consolidated financial statements).]

| | |

| --- | --- |

| Note 4. [Revenue](#ice4849bad2db485d92d786584ea3145c_43) | [55](#ice4849bad2db485d92d786584ea3145c_43) |

| Note 5. [Receivables](#ice4849bad2db485d92d786584ea3145c_1560) | [57](#ice4849bad2db485d92d786584ea3145c_1560) |

| Note 7. [Inventories](#ice4849bad2db485d92d786584ea3145c_52) | [59](#ice4849bad2db485d92d786584ea3145c_52) |

| Note 14. [Stock-based Compensation](#ice4849bad2db485d92d786584ea3145c_1659) | [68](#ice4849bad2db485d92d786584ea3145c_1659) |

| | |

| | | |

| --- | --- | --- |

over financial reporting as defined in the Securities Exchange Act Rule 13a-15(f).

Therefore, even those

presentation.

over time.

Under the supervision and with the participation of our management, including our chief executive officer and chief

financial officer, we conducted an evaluation to assess the effectiveness of our internal control over financial reporting as of

December 31, 2025 based upon criteria set forth in the *Internal Control - Integrated Framework (2013)* issued by the

Committee of Sponsoring Organizations of the Treadway Commission.

reporting was effective.

The effectiveness of Halliburton’s internal control over financial reporting as of December 31, 2025 has

| | | |

| --- | --- | --- |

| | | |

| --- | --- | --- |

| [Table of Contents](#ice4849bad2db485d92d786584ea3145c_13) | | |

We have audited the accompanying consolidated balance sheets of Halliburton Company and subsidiaries (the Company) as of

December 31, 2025 and 2024, the related consolidated statements of operations, comprehensive income, cash flows and

shareholders' equity for each of the years in the three-year period ended December 31, 2025, and the related notes (collectively,

the consolidated financial statements).

In our opinion, the consolidated financial statements present fairly, in all material

respects, the financial position of the Company as of December 31, 2025 and 2024, and the results of its operations and its cash

accounting principles.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States)

(PCAOB), the Company’s internal control over financial reporting as of December 31, 2025, based on criteria established in

Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway

Commission, and our report dated February 6, 2026 expressed an unqualified opinion on the effectiveness of the Company’s

internal control over financial reporting.

Our responsibility is to express

We are a public accounting firm registered with the

the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

Those standards require that we plan and perform the

| | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | PAGE | | | | | |

Under the supervision and with the participation of our management, including our chief executive officer and chief financial officer, we conducted an evaluation to assess the effectiveness of our internal control over financial reporting as of December 31, 2024 based upon criteria set forth in the *Internal Control - Integrated Framework (2013)* issued by the Committee of Sponsoring Organizations of the Treadway Commission.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of December 31, 2024, based on criteria established in *Internal Control - Integrated Framework (2013)* issued by the Committee of Sponsoring Organizations of the Treadway Commission, and our report dated February 12, 2025 expressed an unqualified opinion on the effectiveness of the Company’s internal control over financial reporting.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of December 31, 2024 and 2023, the related consolidated statements of operations, comprehensive income, cash flows and shareholders’ equity for each of the years in the three-year period ended December 31, 2024, and the related notes (collectively, the consolidated financial statements), and our report dated February 12, 2025 expressed an unqualified opinion on those consolidated financial statements.

A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

| | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Loss on early extinguishment of debt | | | | | | — | | | — | | | (42) | | |

| Interest | | | | | | $ | 441 | | $ | 460 | | $ | 487 | |

| Income taxes | | | | | | $ | 538 | | $ | 616 | | $ | 354 | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Balance at December 31, 2021 | | | | | | $ | 2,665 | | $ | 32 | | $ | (5,511) | | $ | 9,710 | | $ | (183) | | $ | 15 | | $ | 6,728 | |

| Net income | | | | | | — | | | — | | | — | | | 1,572 | | | — | | | 23 | | | 1,595 | | |

| Stock plans | | | | | | (1) | | | 18 | | | 653 | | | (275) | | | — | | | — | | | 395 | | |

| Stock plans | | | | | | (1) | | | 13 | | | 368 | | | (98) | | | — | | | — | | | 282 | | |

| | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Balance at December 31, 2022: | | | $ | 2,020 | | $ | 809 | | $ | 2,829 | |

Note 2.

| Receivables | | | — | | | — | | | 202 | | |

| Long-lived asset impairments | | | — | | | — | | | 100 | | |

| Inventory costs and write-downs | | | — | | | — | | | 70 | | |

These charges included $63 million in severance expense as we rationalized global headcount to reflect growth expectations in addition to a $49 million impairment associated with a strategic decision to market for sale a portion of our chemical business.

Also, as disclosed within our Form 8-Ks filed with the SEC on August 23, 2024, and September 3, 2024, we became aware that an unauthorized third party gained access to certain of our systems.

As a result, we incurred $35 million in expenses related to the engagement of external advisors to assess and remediate the effects of the activity, and restore our systems, as well as legal fees, payroll related costs, and other expenses.

During the year ended December 31, 2022, due to Russia’s invasion of Ukraine and resulting sanctions imposed on Russia, we made the decision to sell our Russian operations and completed the sale in the third quarter of 2022.

We wrote down the disposal group to fair value less costs to sell, which resulted in a pre-tax charge of $344 million.

Of this pre-tax charge, approximately $131 million was attributable to our Completion and Production segment, approximately $178 million was attributable to our Drilling and Evaluation segment, and $35 million was selling costs and was attributable to Corporate and other.

We no longer conduct operations in Russia.

Additionally, during the first quarter of 2022, we recorded a pre-tax charge of $22 million primarily related to the write down of all our assets in Ukraine.

Included in this charge is a $16 million allowance for credit loss as we do not expect to collect our receivables in Ukraine.

Long-lived asset impairments include impairments of property, plant, and equipment.

Note 3.

| Completion and Production | | | | | | $ | 775 | | $ | 765 | | $ | 589 | |

| Completion and Production | | | | | | $ | 588 | | $ | 553 | | $ | 520 | |

[removed: During the quarter ended December 31, 2024, the following officers of the Company adopted or terminated a “Rule] 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408 of Regulation [removed: S-K, and no trading arrangements were adopted or terminated by directors of the Company.][added: S-K.]

Disclosure Regarding Foreign Jurisdictions that Prevent [removed: Inspections][added: Inspections.]

HAL [removed: 2024] [added: 2025] FORM 10-K | [removed: 74][added: 76]

| [Table of [removed: Contents](#i62f1e411928f45f884519bb0565bccc6_7) | |] [added: Contents](#ice4849bad2db485d92d786584ea3145c_1447)] | Item 10 \| Directors, Executive Officers and Corporate Governance | [removed: | | | | |]

In accordance with the Securities Exchange Act of 1934 Rules 13a-15 and 15d-15, we carried out an evaluation, under

the supervision and with the participation of management, including our Chief Executive Officer and Chief Financial Officer, of

the effectiveness of our disclosure controls and procedures as of the end of the period covered by this report.

Based on that

evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were

effective as of December 31, 2025 to provide reasonable assurance that information required to be disclosed in our reports filed

or submitted under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in the

Securities and Exchange Commission’s rules and forms.

Our disclosure controls and procedures include controls and

procedures designed to ensure that information required to be disclosed in reports filed or submitted under the Exchange Act is

accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as

appropriate, to allow timely decisions regarding required disclosure.

There has been no change in our internal control over financial reporting that occurred during the three months ended

December 31, 2025 that has materially affected, or is reasonably likely to materially affect, our internal control over financial

reporting.

See page 40 for Management’s Report on Internal Control Over Financial Reporting and page 43 for Report of

Independent Registered Public Accounting Firm on its assessment of our internal control over financial reporting.

Item 9(b). Other Information.

During the quarter ended December 31, 2025, no director or officer of the Company adopted or terminated a “Rule

| | | |

| --- | --- | --- |

| | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Reporting Officer | | | Title | | | Reporting Action | | | Plan Adoption Date | | | Plan End Date | | | Aggregated Shares Covered | | | Intended to Satisfy Rule 10b5-1? | | |

| Eric J. Carre | | | Executive Vice President and Chief Financial Officer | | | Plan Adoption | | | 11/12/2024 | | | 11/11/2025 | | | 348,344 | | | Yes | | |

| Van H. Beckwith | | | Executive Vice President, Secretary and Chief Legal Officer | | | Plan Adoption | | | 11/12/2024 | | | 11/11/2025 | | | 267,681 | | | Yes | | |

| Lawrence J. Pope | | | Executive Vice President of Administration and Chief Human Resources Officer | | | Plan Adoption | | | 11/13/2024 | | | 11/11/2025 | | | 144,500 | | | Yes | | |

| Mark J. Richard | | | President - Western Hemisphere | | | Plan Adoption | | | 11/12/2024 | | | 11/11/2025 | | | 105,186 | | | Yes | | |

| Shannon Slocum | | | President - Eastern Hemisphere | | | Plan Adoption | | | 11/12/2024 | | | 11/11/2025 | | | 80,828 | | | Yes | | |

| Timothy M. McKeon | | | Senior Vice President and Treasurer | | | Plan Adoption | | | 11/12/2024 | | | 11/11/2025 | | | 47,240 | | | Yes | | |

| Charles E. Geer, Jr. | | | Senior Vice President and Chief Accounting Officer | | | Plan Adoption | | | 11/12/2024 | | | 11/11/2025 | | | 38,700 | | | Yes | | |

| Jill D. Sharp | | | Senior Vice President, Internal Assurance Services | | | Plan Adoption | | | 11/12/2024 | | | 11/11/2025 | | | 30,930 | | | Yes | | |

| | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

[removed: The information required for the directors of the Registrant is incorporated by reference to the Halliburton Company] Proxy Statement for our [removed: 2025] [added: 2026] Annual Meeting of Shareholders (File No. 001-03492) under the captions “Election of Directors” [removed: and “Involvement in Certain Legal Proceedings.” The information required for the directors and executive officers of the Registrant is included under Part I on pages 7 and 8 of this annual report.]

[removed: The information required for a delinquent form required under Section 16(a) of the Securities Exchange Act of 1934 is incorporated by reference to the Halliburton Company] Proxy Statement for our [removed: 2025] [added: 2026] Annual Meeting of Shareholders (File No. 001-03492) under the caption “Delinquent Section [removed: 16(a) Reports,” to the extent any disclosure is required.]

The information required for the directors of the Registrant is incorporated by reference to the Halliburton Company

and “Involvement in Certain Legal Proceedings.” The information required for the directors and executive officers of the

Registrant is included under Part I on pages 7 and 8 of this annual report.

The information required for a delinquent form

required under Section 16(a) of the Securities Exchange Act of 1934 is incorporated by reference to the Halliburton Company

16(a) Reports,” to the extent any disclosure is required.

The information for our code of ethics is incorporated by reference to

the Halliburton Company Proxy Statement for our 2026 Annual Meeting of Shareholders (File No. 001-03492) under the

caption “Corporate Governance.” The information regarding procedures by which security holders may recommend nominees

to the registrant’s board of directors is incorporated by reference to the Halliburton Company Proxy Statement for our 2026

Annual Meeting of Shareholders (File No. 001-03492) under the caption “Shareholder Nominations of Directors.” The

information regarding our Audit Committee and the independence of its members, along with information about the audit

committee financial expert(s) serving on the Audit Committee, is incorporated by reference to the Halliburton Company Proxy

Statement for our 2026 Annual Meeting of Shareholders (File No. 001-03492) under the caption “The Board of Directors and

Standing Committees of Directors.” The information regarding insider trading arrangements is incorporated by reference to the

Halliburton Company Proxy Statement for our 2026 Annual Meeting of Shareholders (File No. 001-03492) under the caption

“Insider Trading Policies” and also within our Company’s policies titled “Use of Material Nonpublic Information, Securities

Trading Windows, and Hedging and Pledging of Company Securities,” and “Securities Trading of Company Securities by the

Company,” which are filed as Exhibit 19.1 and Exhibit 19.2, respectively, to this annual report.

The information for our code of ethics is incorporated by reference to the Halliburton Company Proxy Statement for our 2025 Annual Meeting of Shareholders (File No. 001-03492) under the caption “Corporate Governance.” The information regarding procedures by which security holders may recommend nominees to the registrant’s board of directors is incorporated by reference to the Halliburton Company Proxy Statement for our 2025 Annual Meeting of Shareholders (File No. 001-03492) under the caption “Shareholder Nominations of Directors.” The information regarding our Audit Committee and the independence of its members, along with information about the audit committee financial expert(s) serving on the Audit Committee, is incorporated by reference to the Halliburton Company Proxy Statement for our 2025 Annual Meeting of Shareholders (File No. 001-03492) under the caption “The Board of Directors and Standing Committees of Directors.” The information regarding insider trading arrangements is incorporated by reference to the Halliburton Company Proxy Statement for our 2025 Annual Meeting of Shareholders (File No. 001-03492) under the caption “Insider Trading Policies” and also within our Company’s policies titled “Use of Material Nonpublic Information, Securities Trading Windows, and Hedging and Pledging of Company Securities,” and “Securities Trading of Company Securities by the Company,” which are filed as Exhibit 19.1 and Exhibit 19.2, respectively, to this annual report.

This information is incorporated by reference to the Halliburton Company Proxy Statement for our 2026 Annual

Meeting of Shareholders (File No. 001-03492) under the captions “Compensation Discussion and Analysis,” “Compensation

Committee Report,” “Summary Compensation Table,” “Grants of Plan-Based Awards in Fiscal 2025,” “Outstanding Equity

Awards at Fiscal Year End 2025,” “2025 Option Exercises and Stock Vested,” “2025 Nonqualified Deferred Compensation,”

“Employment Contracts and Change-in-Control Arrangements,” “Post-Termination or Change-in-Control Payments,”

“Directors’ Compensation” and “CEO Pay Ratio.”

This information is incorporated by reference to the Halliburton Company Proxy Statement for our 2025 Annual Meeting of Shareholders (File No. 001-03492) under the captions “Compensation Discussion and Analysis,” “Compensation Committee Report,” “Summary Compensation Table,” “Grants of Plan-Based Awards in Fiscal 2024,” “Outstanding Equity Awards at Fiscal Year End 2024,” “2024 Option Exercises and Stock Vested,” “2024 Nonqualified Deferred Compensation,” “Employment Contracts and Change-in-Control Arrangements,” “Post-Termination or Change-in-Control Payments,” “Directors’ Compensation” and “CEO Pay Ratio.”

[removed: This information is incorporated by reference to the Halliburton Company Proxy Statement for our 2025 Annual] Meeting of Shareholders (File No. 001-03492) under the caption “Stock Ownership of Certain Beneficial Owners and [removed: Management.”]

[removed: This information is incorporated by reference to the Halliburton Company Proxy Statement for our 2025 Annual] Meeting of Shareholders (File No. 001-03492) under the caption “Equity Compensation Plan Information.”

This information is incorporated by reference to the Halliburton Company Proxy Statement for our 2026 Annual

Management.”

This information is incorporated by reference to the Halliburton Company Proxy Statement for our 2026 Annual

Meeting of Shareholders (File No. 001-03492) under the caption “Stock Ownership of Certain Beneficial Owners and

Management.”

This information is incorporated by reference to the Halliburton Company Proxy Statement for our 2026 Annual

[removed: This information is incorporated by reference to the Halliburton Company Proxy Statement for our 2025 Annual] Meeting of Shareholders (File No. 001-03492) under the caption “Corporate Governance” to the extent any disclosure is [removed: required, and under the caption “The Board of Directors and Standing Committees of Directors.”]

This information is incorporated by reference to the Halliburton Company Proxy Statement for our 2026 Annual

required, and under the caption “The Board of Directors and Standing Committees of Directors.”

HAL 2025 FORM 10-K | 77

| | | | |

| --- | --- | --- | --- |

| [Table of Contents](#ice4849bad2db485d92d786584ea3145c_1447) | | Item 14 \| Principal Accounting Fees and Services |

[removed: This information is incorporated by reference to the Halliburton Company Proxy Statement for our 2025 Annual] Meeting of Shareholders (File No. 001-03492) under the caption “Fees Paid to KPMG LLP.” Our independent registered public [removed: accounting firm is KPMG LLP, Houston, TX PCAOB ID:185.]

This information is incorporated by reference to the Halliburton Company Proxy Statement for our 2026 Annual

accounting firm is KPMG LLP, Houston, TX PCAOB ID:185.

HAL 2024 FORM 10-K | 75

| | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| [Table of Contents](#i62f1e411928f45f884519bb0565bccc6_7) | | | | | | Item 15 \| Exhibits | | |

| | [removed: | | 1. | |] [added: (1)] | Financial Statements: | [removed: | |]

| | | [removed: | | | |] The reports of the Independent Registered Public Accounting Firm and the financial statements of Halliburton Company are included within Part II, Item 8 of this Annual Report on Form 10-K. | [removed: | |]

| | [removed: | | 2. | |] [added: (2)] | Financial Statement Schedules: | [removed: | |]

| | | [removed: | | | |] The schedules listed in Rule 5-04 of Regulation S-X (17 CFR 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. | [removed: | |]

| | [removed: | | 3. | |] [added: (3)] | Exhibits: | [removed: | |]

| [removed: | |] [added: (b)] | Exhibit | | [removed: | | | |]

| | [removed: | |] Number | | [removed: | | | |]

| | [removed: | |] 3.1 | [removed: | |] [Amended and Restated Certificate of Incorporation of Halliburton Company filed with the Secretary [removed: of State] [added: of](http://www.sec.gov/Archives/edgar/data/45012/000004501223000046/hal_06302023-ex31.htm)[](http://www.sec.gov/Archives/edgar/data/45012/000004501223000046/hal_06302023-ex31.htm) [State] of Delaware on May 17, 2023 (incorporated by reference to Exhibit 3.1 to Halliburton’s Form [removed: 10-Q for] [added: 10-Q](http://www.sec.gov/Archives/edgar/data/45012/000004501223000046/hal_06302023-ex31.htm)[](http://www.sec.gov/Archives/edgar/data/45012/000004501223000046/hal_06302023-ex31.htm) [for] the quarter ended June 30, 2023, File No. [removed: 001-03492).](https://www.sec.gov/Archives/edgar/data/45012/000004501223000046/hal_06302023-ex31.htm) | |] [added: 001-03492).](http://www.sec.gov/Archives/edgar/data/45012/000004501223000046/hal_06302023-ex31.htm)] |

| | [removed: | |] 3.2 | [removed: | |] [By-laws of Halliburton Company revised effective May 2, 2024 (incorporated by reference to Exhibit 3.1 [removed: of Halliburton’s] [added: to](https://www.sec.gov/Archives/edgar/data/45012/000004501224000024/exhibit31-byxlawsamendedma.htm)[](https://www.sec.gov/Archives/edgar/data/45012/000004501224000024/exhibit31-byxlawsamendedma.htm) [Halliburton’s] Form 8-K filed May 3, 2024, File No. 001-03492).](https://www.sec.gov/Archives/edgar/data/45012/000004501224000024/exhibit31-byxlawsamendedma.htm) | [removed: | |]

| | [removed: | |] 4.1 | [removed: | |] [Second Senior Indenture dated as of December 1, 1996 between the Predecessor and The Bank of [removed: New York] [added: New](http://www.sec.gov/Archives/edgar/data/45012/0000898430-96-005722.txt)[](http://www.sec.gov/Archives/edgar/data/45012/0000898430-96-005722.txt) [York] Trust Company, N.A. (as successor to Texas Commerce Bank National Association), as Trustee, [removed: as supplemented] [added: as](http://www.sec.gov/Archives/edgar/data/45012/0000898430-96-005722.txt)[](http://www.sec.gov/Archives/edgar/data/45012/0000898430-96-005722.txt) [supplemented] and amended by the First Supplemental Indenture dated as of December 5, 1996 between [removed: the Predecessor] [added: the](http://www.sec.gov/Archives/edgar/data/45012/0000898430-96-005722.txt)[](http://www.sec.gov/Archives/edgar/data/45012/0000898430-96-005722.txt) [Predecessor] and the Trustee and the Second Supplemental Indenture dated as of December 12, 1996 [removed: among the] [added: among](http://www.sec.gov/Archives/edgar/data/45012/0000898430-96-005722.txt)[](http://www.sec.gov/Archives/edgar/data/45012/0000898430-96-005722.txt) [the] Predecessor, Halliburton and the Trustee (incorporated by reference to Exhibit 4.2 of [removed: Halliburton’s Registration] [added: Halliburton’s](http://www.sec.gov/Archives/edgar/data/45012/0000898430-96-005722.txt)[](http://www.sec.gov/Archives/edgar/data/45012/0000898430-96-005722.txt) [Registration] Statement on Form 8-B dated December 12, 1996, File No. [removed: 001-03492).](https://www.sec.gov/Archives/edgar/data/45012/0000898430-96-005722.txt) | |] [added: 001-03492).](http://www.sec.gov/Archives/edgar/data/45012/0000898430-96-005722.txt)] |

| | [removed: | |] 4.2 | [removed: | |] [Third Supplemental Indenture dated as of August 1, 1997 between Halliburton and The Bank of New [removed: York Trust] [added: York](http://www.sec.gov/Archives/edgar/data/45012/0000045012-99-000005.txt)[](http://www.sec.gov/Archives/edgar/data/45012/0000045012-99-000005.txt) [Trust] Company, N.A. (as successor to Texas Commerce Bank National Association), as Trustee, to [removed: the Second] [added: the](http://www.sec.gov/Archives/edgar/data/45012/0000045012-99-000005.txt)[](http://www.sec.gov/Archives/edgar/data/45012/0000045012-99-000005.txt) [Second] Senior Indenture dated as of December 1, 1996 (incorporated by reference to Exhibit 4.7 [removed: to Halliburton’s] [added: to](http://www.sec.gov/Archives/edgar/data/45012/0000045012-99-000005.txt)[](http://www.sec.gov/Archives/edgar/data/45012/0000045012-99-000005.txt) [Halliburton’s] Form 10-K for the year ended December 31, 1998, File No. [removed: 001-03492).](https://www.sec.gov/Archives/edgar/data/45012/0000045012-99-000005.txt) | |] [added: 001-03492).](http://www.sec.gov/Archives/edgar/data/45012/0000045012-99-000005.txt)] |

| | [removed: | |] 4.3 | [removed: | |] [Fourth Supplemental Indenture dated as of September 29, 1998 between Halliburton and The Bank of [removed: New York] [added: New](http://www.sec.gov/Archives/edgar/data/45012/0000045012-99-000005.txt)[](http://www.sec.gov/Archives/edgar/data/45012/0000045012-99-000005.txt) [York] Trust Company, N.A. (as successor to Texas Commerce Bank National Association), as Trustee, to [removed: the Second] [added: the](http://www.sec.gov/Archives/edgar/data/45012/0000045012-99-000005.txt)[](http://www.sec.gov/Archives/edgar/data/45012/0000045012-99-000005.txt) [Second] Senior Indenture dated as of December 1, 1996 (incorporated by reference to Exhibit 4.8 [removed: to Halliburton’s] [added: to](http://www.sec.gov/Archives/edgar/data/45012/0000045012-99-000005.txt)[](http://www.sec.gov/Archives/edgar/data/45012/0000045012-99-000005.txt) [Halliburton’s] Form 10-K for the year ended December 31, 1998, File No. [removed: 001-03492).](https://www.sec.gov/Archives/edgar/data/45012/0000045012-99-000005.txt) | |] [added: 001-03492).](http://www.sec.gov/Archives/edgar/data/45012/0000045012-99-000005.txt)] |

| | [removed: | | 4.4 | |] [added: 4.5] | [Resolutions of Halliburton’s Board of Directors adopted by unanimous consent dated December 5, [removed: 1996 (incorporated] [added: 1996](http://www.sec.gov/Archives/edgar/data/45012/0000045012-97-000011.txt)[](http://www.sec.gov/Archives/edgar/data/45012/0000045012-97-000011.txt) [(incorporated] by reference to Exhibit 4(g) of Halliburton’s Form 10-K for the year ended December [removed: 31, 1996,] [added: 31,](http://www.sec.gov/Archives/edgar/data/45012/0000045012-97-000011.txt)[](http://www.sec.gov/Archives/edgar/data/45012/0000045012-97-000011.txt) [1996,] File No. [removed: 001-03492).](https://www.sec.gov/Archives/edgar/data/45012/0000045012-97-000011.txt) | |] [added: 001-03492).](http://www.sec.gov/Archives/edgar/data/45012/0000045012-97-000011.txt)] |

| | [removed: | | 4.5 | |] [added: 4.6] | [Form of debt security of 6.75% Notes due February 1, 2027 (incorporated by reference to Exhibit 4.1 [removed: to Halliburton’s] [added: to](http://www.sec.gov/Archives/edgar/data/45012/0000045012-97-000006.txt)[](http://www.sec.gov/Archives/edgar/data/45012/0000045012-97-000006.txt) [Halliburton’s] Form 8-K dated as of February 11, 1997, File No. [removed: 001-03492).](https://www.sec.gov/Archives/edgar/data/45012/0000045012-97-000006.txt) | |] [added: 001-03492).](http://www.sec.gov/Archives/edgar/data/45012/0000045012-97-000006.txt)] |

| | [removed: | | 4.6 | |] [added: 4.7] | Copies of instruments that define the rights of holders of miscellaneous long-term notes of Halliburton Company and its subsidiaries have not been filed with the Commission. Halliburton Company agrees to furnish copies of these instruments upon request. | [removed: | |]

HAL [removed: 2024] [added: 2025] FORM 10-K | [removed: 76][added: 78]

| | [removed: | | 4.7 | |] [added: 4.8] | [Form of Indenture dated as of April 18, 1996 between Dresser and The Bank of New York Trust [removed: Company, N.A.] [added: Company,](http://www.sec.gov/Archives/edgar/data/30099/0000912057-96-016770.txt)[](http://www.sec.gov/Archives/edgar/data/30099/0000912057-96-016770.txt) [N.A.] (as successor to Texas Commerce Bank National Association), as Trustee (incorporated by [removed: reference to] [added: reference](http://www.sec.gov/Archives/edgar/data/30099/0000912057-96-016770.txt)[](http://www.sec.gov/Archives/edgar/data/30099/0000912057-96-016770.txt) [to] Exhibit 4 to Dresser’s Registration Statement on Form S-3/A filed on April 19, 1996, Registration [removed: No. 333-01303),] [added: No.](http://www.sec.gov/Archives/edgar/data/30099/0000912057-96-016770.txt)[](http://www.sec.gov/Archives/edgar/data/30099/0000912057-96-016770.txt) [333-01303),] as supplemented and amended by Form of First Supplemental Indenture dated as of August [removed: 6, 1996] [added: 6,](http://www.sec.gov/Archives/edgar/data/30099/0000912057-96-016770.txt)[](http://www.sec.gov/Archives/edgar/data/30099/0000912057-96-016770.txt) [1996] between Dresser and The Bank of New York Trust Company, N.A. (as successor to Texas [removed: Commerce Bank] [added: Commerce](http://www.sec.gov/Archives/edgar/data/30099/0000912057-96-016770.txt)[](http://www.sec.gov/Archives/edgar/data/30099/0000912057-96-016770.txt) [Bank] National Association), Trustee, for 7.60% Debentures due 2096 (incorporated by reference to [removed: Exhibit 4.1] [added: Exhibit](http://www.sec.gov/Archives/edgar/data/30099/0000912057-96-016770.txt)[](http://www.sec.gov/Archives/edgar/data/30099/0000912057-96-016770.txt) [4.1] to Dresser’s Form 8-K filed on August 9, 1996, File No. [removed: 1-4003).](https://www.sec.gov/Archives/edgar/data/30099/0000912057-96-016770.txt) | |] [added: 1-4003).](http://www.sec.gov/Archives/edgar/data/30099/0000912057-96-016770.txt)] |

| | [removed: | | 4.8 | |] [added: 4.9] | [Second Supplemental Indenture dated as of October 27, 2003 between DII Industries, LLC and The Bank [removed: of New] [added: of](http://www.sec.gov/Archives/edgar/data/45012/000004501204000086/exh4_15.txt)[](http://www.sec.gov/Archives/edgar/data/45012/000004501204000086/exh4_15.txt) [New] York Trust Company, N.A. (as successor to JPMorgan Chase Bank), as Trustee, to the Indenture [removed: dated as] [added: dated](http://www.sec.gov/Archives/edgar/data/45012/000004501204000086/exh4_15.txt)[](http://www.sec.gov/Archives/edgar/data/45012/000004501204000086/exh4_15.txt) [as] of April 18, 1996 (incorporated by reference to Exhibit 4.15 to Halliburton’s Form 10-K for the [removed: year ended] [added: year](http://www.sec.gov/Archives/edgar/data/45012/000004501204000086/exh4_15.txt)[](http://www.sec.gov/Archives/edgar/data/45012/000004501204000086/exh4_15.txt) [ended] December 31, 2003, File No. [removed: 001-03492).](https://www.sec.gov/Archives/edgar/data/45012/000004501204000086/exh4_15.txt) | |] [added: 001-03492).](http://www.sec.gov/Archives/edgar/data/45012/000004501204000086/exh4_15.txt)] |

| | [removed: | | 4.9 | |] [added: 4.10] | [Third Supplemental Indenture dated as of December 12, 2003 among DII Industries, LLC, [removed: Halliburton Company] [added: Halliburton](http://www.sec.gov/Archives/edgar/data/45012/000004501204000086/exh4_16.txt)[](http://www.sec.gov/Archives/edgar/data/45012/000004501204000086/exh4_16.txt) [Company] and The Bank of New York Trust Company, N.A. (as successor to JPMorgan Chase Bank), [removed: as Trustee,] [added: as](http://www.sec.gov/Archives/edgar/data/45012/000004501204000086/exh4_16.txt)[](http://www.sec.gov/Archives/edgar/data/45012/000004501204000086/exh4_16.txt) [Trustee,] to the Indenture dated as of April 18, 1996, (incorporated by reference to Exhibit 4.16 [removed: to Halliburton’s] [added: to](http://www.sec.gov/Archives/edgar/data/45012/000004501204000086/exh4_16.txt)[](http://www.sec.gov/Archives/edgar/data/45012/000004501204000086/exh4_16.txt) [Halliburton’s] Form 10-K for the year ended December 31, 2003, File No. [removed: 001-03492).](https://www.sec.gov/Archives/edgar/data/45012/000004501204000086/exh4_16.txt) | |] [added: 001-03492).](http://www.sec.gov/Archives/edgar/data/45012/000004501204000086/exh4_16.txt)] |

| | [removed: | | 4.10 | |] [added: 4.12] | [Indenture dated as of October 17, 2003 between Halliburton Company and The Bank of New York [removed: Trust Company,] [added: Trust](http://www.sec.gov/Archives/edgar/data/45012/000095012903005445/h10204exv4w1.txt)[](http://www.sec.gov/Archives/edgar/data/45012/000095012903005445/h10204exv4w1.txt) [Company,] N.A. (as successor to JPMorgan Chase Bank), as Trustee (incorporated by reference to [removed: Exhibit 4.1] [added: Exhibit](http://www.sec.gov/Archives/edgar/data/45012/000095012903005445/h10204exv4w1.txt)[](http://www.sec.gov/Archives/edgar/data/45012/000095012903005445/h10204exv4w1.txt) [4.1] to Halliburton’s Form 10-Q for the quarter ended September 30, 2003, File No. [removed: 001-03492).](https://www.sec.gov/Archives/edgar/data/45012/000095012903005445/h10204exv4w1.txt) | |] [added: 001-03492).](http://www.sec.gov/Archives/edgar/data/45012/000095012903005445/h10204exv4w1.txt)] |

| | [removed: | | 4.11 | |] [added: 4.13] | [Second Supplemental Indenture dated as of December 15, 2003 between Halliburton Company and [removed: The Bank] [added: The](http://www.sec.gov/Archives/edgar/data/45012/000004501204000086/exh4_27.txt)[](http://www.sec.gov/Archives/edgar/data/45012/000004501204000086/exh4_27.txt) [Bank] of New York Trust Company, N.A. (as successor to JPMorgan Chase Bank), as Trustee, to the [removed: Senior Indenture] [added: Senior](http://www.sec.gov/Archives/edgar/data/45012/000004501204000086/exh4_27.txt)[](http://www.sec.gov/Archives/edgar/data/45012/000004501204000086/exh4_27.txt) [Indenture] dated as of October 17, 2003 (incorporated by reference to Exhibit 4.27 to Halliburton’s Form [removed: 10-K] [added: 10-](http://www.sec.gov/Archives/edgar/data/45012/000004501204000086/exh4_27.txt) [K] for the year ended December 31, 2003, File No. [removed: 001-03492).](https://www.sec.gov/Archives/edgar/data/45012/000004501204000086/exh4_27.txt) | |] [added: 001-03492).](http://www.sec.gov/Archives/edgar/data/45012/000004501204000086/exh4_27.txt)] |

| | [removed: | | 4.12 | |] [added: 4.14] | [Form of note of 7.6% debentures due 2096 (included as Exhibit A to Exhibit [removed: 4.11).](https://www.sec.gov/Archives/edgar/data/45012/000004501204000086/exh4_27.txt) | |] [added: 4.13).](http://www.sec.gov/Archives/edgar/data/45012/000004501204000086/exh4_27.txt)] |

| | [removed: | | 4.13 | |] [added: 4.15] | [Fourth Supplemental Indenture, dated as of September 12, 2008, between Halliburton Company and [removed: The Bank] [added: The](http://www.sec.gov/Archives/edgar/data/45012/000095013408016534/h60310exv4w2.htm)[](http://www.sec.gov/Archives/edgar/data/45012/000095013408016534/h60310exv4w2.htm) [Bank] of New York Mellon Trust Company, N.A., as successor trustee to JPMorgan Chase Bank, to [removed: the Senior] [added: the](http://www.sec.gov/Archives/edgar/data/45012/000095013408016534/h60310exv4w2.htm)[](http://www.sec.gov/Archives/edgar/data/45012/000095013408016534/h60310exv4w2.htm) [Senior] Indenture dated as of October 17, 2003 (incorporated by reference to Exhibit 4.2 to [removed: Halliburton’s Form] [added: Halliburton’s](http://www.sec.gov/Archives/edgar/data/45012/000095013408016534/h60310exv4w2.htm)[](http://www.sec.gov/Archives/edgar/data/45012/000095013408016534/h60310exv4w2.htm) [Form] 8-K filed September 12, 2008, File No. [removed: 001-03492).](https://www.sec.gov/Archives/edgar/data/45012/000095013408016534/h60310exv4w2.htm) | |] [added: 001-03492).](http://www.sec.gov/Archives/edgar/data/45012/000095013408016534/h60310exv4w2.htm)] |

| | [removed: | | 4.14 | |] [added: 4.16] | [Form of Global Note for Halliburton’s 6.70% Senior Notes due 2038 (included as part of Exhibit [removed: 4.13).](https://www.sec.gov/Archives/edgar/data/45012/000095013408016534/h60310exv4w2.htm) | |] [added: 4.15).](http://www.sec.gov/Archives/edgar/data/45012/000095013408016534/h60310exv4w2.htm)] |

| | [removed: | | 4.15 | |] [added: 4.17] | [Fifth Supplemental Indenture, dated as of March 13, 2009, between Halliburton Company and The Bank [removed: of New] [added: of](http://www.sec.gov/Archives/edgar/data/45012/000095012909000861/h66138exv4w2.htm)[](http://www.sec.gov/Archives/edgar/data/45012/000095012909000861/h66138exv4w2.htm) [New] York Mellon Trust Company, N.A., as successor trustee to JPMorgan Chase Bank, to the [removed: Senior Indenture] [added: Senior](http://www.sec.gov/Archives/edgar/data/45012/000095012909000861/h66138exv4w2.htm)[](http://www.sec.gov/Archives/edgar/data/45012/000095012909000861/h66138exv4w2.htm) [Indenture] dated as of October 17, 2003 (incorporated by reference to Exhibit 4.2 to Halliburton’s Form [removed: 8-K filed] [added: 8-K](http://www.sec.gov/Archives/edgar/data/45012/000095012909000861/h66138exv4w2.htm)[](http://www.sec.gov/Archives/edgar/data/45012/000095012909000861/h66138exv4w2.htm) [filed] March 13, 2009, File No. [removed: 001-03492).](https://www.sec.gov/Archives/edgar/data/45012/000095012909000861/h66138exv4w2.htm) | |] [added: 001-03492).](http://www.sec.gov/Archives/edgar/data/45012/000095012909000861/h66138exv4w2.htm)] |

| | [removed: | | 4.16 | |] [added: 4.18] | [Form of Global Note for Halliburton’s 7.45% Senior Notes due 2039 (included as part of Exhibit [removed: 4.15).](https://www.sec.gov/Archives/edgar/data/45012/000095012909000861/h66138exv4w2.htm) | |] [added: 4.17).](http://www.sec.gov/Archives/edgar/data/45012/000095012909000861/h66138exv4w2.htm)] |

| | [removed: | | 4.17 | |] [added: 4.19] | [Sixth Supplemental Indenture, dated as of November 14, 2011, between Halliburton Company and [removed: The Bank] [added: The](http://www.sec.gov/Archives/edgar/data/45012/000095012311098305/h85653exv4w2.htm)[](http://www.sec.gov/Archives/edgar/data/45012/000095012311098305/h85653exv4w2.htm) [Bank] of New York Mellon Trust Company, N.A., as successor trustee to JPMorgan Chase Bank, to [removed: the Senior] [added: the](http://www.sec.gov/Archives/edgar/data/45012/000095012311098305/h85653exv4w2.htm)[](http://www.sec.gov/Archives/edgar/data/45012/000095012311098305/h85653exv4w2.htm) [Senior] Indenture dated as of October 17, 2003 (incorporated by reference to Exhibit 4.2 to [removed: Halliburton’s Form] [added: Halliburton’s](http://www.sec.gov/Archives/edgar/data/45012/000095012311098305/h85653exv4w2.htm)[](http://www.sec.gov/Archives/edgar/data/45012/000095012311098305/h85653exv4w2.htm) [Form] 8-K filed November 14, 2011, File No. [removed: 001-03492).](https://www.sec.gov/Archives/edgar/data/45012/000095012311098305/h85653exv4w2.htm) | |] [added: 001-03492).](http://www.sec.gov/Archives/edgar/data/45012/000095012311098305/h85653exv4w2.htm)] |

| | [removed: | | 4.18 | |] [added: 4.20] | [Form of Global Note for Halliburton’s 4.50% Senior Notes due 2041 (included as part of Exhibit [removed: 4.17).](https://www.sec.gov/Archives/edgar/data/45012/000095012311098305/h85653exv4w2.htm) | |] [added: 4.19).](http://www.sec.gov/Archives/edgar/data/45012/000095012311098305/h85653exv4w2.htm)] |

| | [removed: | | 4.19 | |] [added: 4.21] | [Seventh Supplemental Indenture, dated as of August 5, 2013, between Halliburton Company and The [removed: Bank of] [added: Bank](http://www.sec.gov/Archives/edgar/data/45012/000119312513319110/d577675dex42.htm)[](http://www.sec.gov/Archives/edgar/data/45012/000119312513319110/d577675dex42.htm) [of] New York Mellon Trust Company, N.A., as successor trustee to JPMorgan Chase Bank (incorporated [removed: by reference] [added: by](http://www.sec.gov/Archives/edgar/data/45012/000119312513319110/d577675dex42.htm)[](http://www.sec.gov/Archives/edgar/data/45012/000119312513319110/d577675dex42.htm) [reference] to Exhibit 4.2 of Halliburton’s Form 8-K filed August 5, 2013, File No. [removed: 001-03492).](https://www.sec.gov/Archives/edgar/data/45012/000119312513319110/d577675dex42.htm) | |] [added: 001-03492).](http://www.sec.gov/Archives/edgar/data/45012/000119312513319110/d577675dex42.htm)] |

HAL [removed: 2024] [added: 2025] FORM 10-K | [removed: 77][added: 79]

| | [removed: | | 4.20 | |] [added: 4.22] | [Form of Global Note for Halliburton’s 4.75% Senior Notes due 2043 (included as part of Exhibit [removed: 4.19).](https://www.sec.gov/Archives/edgar/data/45012/000119312513319110/d577675dex42.htm) | |] [added: 4.21).](http://www.sec.gov/Archives/edgar/data/45012/000119312513319110/d577675dex42.htm)] |

| | [removed: | | 4.21 | |] [added: 4.23] | [Eighth Supplemental Indenture, dated as of November 13, 2015, between Halliburton Company and [removed: The Bank] [added: The](http://www.sec.gov/Archives/edgar/data/45012/000004501215000164/8thsupplementalindenture.htm)[](http://www.sec.gov/Archives/edgar/data/45012/000004501215000164/8thsupplementalindenture.htm) [Bank] of New York Mellon Trust Company, N.A., as successor trustee to JPMorgan Chase [removed: Bank (incorporated] [added: Bank](http://www.sec.gov/Archives/edgar/data/45012/000004501215000164/8thsupplementalindenture.htm)[](http://www.sec.gov/Archives/edgar/data/45012/000004501215000164/8thsupplementalindenture.htm) [(incorporated] by reference to Exhibit 4.2 to Halliburton’s Form 8-K filed November 13, 2015, File [removed: No. 001-03492).](https://www.sec.gov/Archives/edgar/data/45012/000004501215000164/8thsupplementalindenture.htm) | |] [added: No.](http://www.sec.gov/Archives/edgar/data/45012/000004501215000164/8thsupplementalindenture.htm)[](http://www.sec.gov/Archives/edgar/data/45012/000004501215000164/8thsupplementalindenture.htm) [001-03492).](http://www.sec.gov/Archives/edgar/data/45012/000004501215000164/8thsupplementalindenture.htm)] |

| | [removed: | | 4.22 | |] [added: 4.24] | [Form of Global Note for Halliburton’s 3.800% Senior Notes due 2025 (included as part of Exhibit [removed: 4.21).](https://www.sec.gov/Archives/edgar/data/45012/000004501215000164/8thsupplementalindenture.htm) | |] [added: 4.23).](http://www.sec.gov/Archives/edgar/data/45012/000004501215000164/8thsupplementalindenture.htm)] |

| | [removed: | | 4.23 | |] [added: 4.25] | [Form of Global Note for Halliburton’s 4.850% Senior Notes due 2035 (included as part of Exhibit [removed: 4.21).](https://www.sec.gov/Archives/edgar/data/45012/000004501215000164/8thsupplementalindenture.htm) | |] [added: 4.23).](http://www.sec.gov/Archives/edgar/data/45012/000004501215000164/8thsupplementalindenture.htm)] |

| | [removed: | | 4.24 | |] [added: 4.26] | [Form of Global Note for Halliburton’s 5.000% Senior Notes due 2045 (included as part of Exhibit [removed: 4.21).](https://www.sec.gov/Archives/edgar/data/45012/000004501215000164/8thsupplementalindenture.htm) | |] [added: 4.23).](http://www.sec.gov/Archives/edgar/data/45012/000004501215000164/8thsupplementalindenture.htm)] |

| | [removed: | | 4.25 | |] [added: 4.27] | [Description [removed: of](https://www.sec.gov/Archives/edgar/data/45012/000004501224000007/hal_12312023-ex425.htm) [the Regis](https://www.sec.gov/Archives/edgar/data/45012/000004501224000007/hal_12312023-ex425.htm)[t](https://www.sec.gov/Archives/edgar/data/45012/000004501224000007/hal_12312023-ex425.htm)[rant](https://www.sec.gov/Archives/edgar/data/45012/000004501224000007/hal_12312023-ex425.htm)[’](https://www.sec.gov/Archives/edgar/data/45012/000004501224000007/hal_12312023-ex425.htm)[s](https://www.sec.gov/Archives/edgar/data/45012/000004501224000007/hal_12312023-ex425.htm) [Securities](https://www.sec.gov/Archives/edgar/data/45012/000004501224000007/hal_12312023-ex425.htm) [Regist](https://www.sec.gov/Archives/edgar/data/45012/000004501224000007/hal_12312023-ex425.htm)[ered] [added: of the Registrant’s Securities Registered] Pursuant to Section 12 of the Securities Exchange [removed: Act o](https://www.sec.gov/Archives/edgar/data/45012/000004501224000007/hal_12312023-ex425.htm)[f 1934](https://www.sec.gov/Archives/edgar/data/45012/000004501224000007/hal_12312023-ex425.htm) [(incorporated] [added: Act](https://www.sec.gov/Archives/edgar/data/45012/000004501224000007/hal_12312023-ex425.htm)[](https://www.sec.gov/Archives/edgar/data/45012/000004501224000007/hal_12312023-ex425.htm) [of 1934 (incorporated] by reference to Exhibit 4.25 of [removed: Halliburton](https://www.sec.gov/Archives/edgar/data/45012/000004501224000007/hal_12312023-ex425.htm)[’](https://www.sec.gov/Archives/edgar/data/45012/000004501224000007/hal_12312023-ex425.htm)[s] [added: Halliburton’s] Form 10-K [removed: filed February 6, 2024,] [added: for the year ended December](https://www.sec.gov/Archives/edgar/data/45012/000004501224000007/hal_12312023-ex425.htm)[](https://www.sec.gov/Archives/edgar/data/45012/000004501224000007/hal_12312023-ex425.htm) [31, 2023,] File No. [removed: 001-03492).](https://www.sec.gov/Archives/edgar/data/45012/000004501224000007/hal_12312023-ex425.htm) | |] [added: 001-03492)](https://www.sec.gov/Archives/edgar/data/45012/000004501224000007/hal_12312023-ex425.htm).] |

| | [removed: | | 4.26 | |] [added: 4.28] | [Ninth Supplemental Indenture, dated as of March 3, 2020, between the Company and The Bank of [removed: New York] [added: New](https://www.sec.gov/Archives/edgar/data/45012/000119312520060431/d895135dex42.htm)[](https://www.sec.gov/Archives/edgar/data/45012/000119312520060431/d895135dex42.htm) [York] Mellon Trust Company, N.A., as successor trustee to JPMorgan Chase Bank (incorporated [removed: by reference] [added: by](https://www.sec.gov/Archives/edgar/data/45012/000119312520060431/d895135dex42.htm)[](https://www.sec.gov/Archives/edgar/data/45012/000119312520060431/d895135dex42.htm) [reference] to Exhibit 4.2 to Halliburton’s Form 8-K filed March 3, 2020, File No. 001-03492).](https://www.sec.gov/Archives/edgar/data/45012/000119312520060431/d895135dex42.htm) | [removed: | |]

| | [removed: | | 4.27 | |] [added: 4.29] | [Form of Global Note for the Company’s 2.920% Senior Notes due 2030 (included as part of Exhibit [removed: 4.26).](https://www.sec.gov/Archives/edgar/data/45012/000119312520060431/d895135dex42.htm) | |] [added: 4.28).](https://www.sec.gov/Archives/edgar/data/45012/000119312520060431/d895135dex42.htm)] |

| † | [removed: | |] 10.1 | [removed: | |] [Halliburton Company Stock and Incentive Plan, as amended and restated effective February 13, [removed: 2024 (incorporated] [added: 2024](https://www.sec.gov/ix?doc=/Archives/edgar/data/45012/000130817924000414/lhal2024_def14a.htm)[](https://www.sec.gov/ix?doc=/Archives/edgar/data/45012/000130817924000414/lhal2024_def14a.htm) [(incorporated] by reference to Appendix A of [removed: Halliburton's] [added: Halliburton’s] proxy statement filed April 2, 2024, File [removed: No. 001-03492).](https://www.sec.gov/ix?doc=/Archives/edgar/data/45012/000130817924000414/lhal2024_def14a.htm) | |] [added: No.](https://www.sec.gov/ix?doc=/Archives/edgar/data/45012/000130817924000414/lhal2024_def14a.htm)[](https://www.sec.gov/ix?doc=/Archives/edgar/data/45012/000130817924000414/lhal2024_def14a.htm) [001-03492).](https://www.sec.gov/ix?doc=/Archives/edgar/data/45012/000130817924000414/lhal2024_def14a.htm)] |

| † | [removed: | |] 10.2 | [removed: | |] [Dresser Industries, Inc. Deferred Compensation Plan, as amended and restated effective January 1, [removed: 2000 (incorporated] [added: 2000](http://www.sec.gov/Archives/edgar/data/45012/000004501201000009/0000045012-01-000009-0003.txt)[](http://www.sec.gov/Archives/edgar/data/45012/000004501201000009/0000045012-01-000009-0003.txt) [(incorporated] by reference to Exhibit 10.16 to Halliburton’s Form 10-K for the year ended December [removed: 31, 2000,] [added: 31,](http://www.sec.gov/Archives/edgar/data/45012/000004501201000009/0000045012-01-000009-0003.txt)[](http://www.sec.gov/Archives/edgar/data/45012/000004501201000009/0000045012-01-000009-0003.txt) [2000,] File No. [removed: 001-03492).](https://www.sec.gov/Archives/edgar/data/45012/000004501201000009/0000045012-01-000009-0003.txt) | |] [added: 001-03492).](http://www.sec.gov/Archives/edgar/data/45012/000004501201000009/0000045012-01-000009-0003.txt)] |

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| (a) | List of documents filed as part of this Annual Report. | |

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| | | See exhibits listed under Part (b) below. |

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| | 4.4 | [Fifth Supplemental Indenture, dated as of July 1, 2025, by and among Halliburton Company, Halliburton](https://www.sec.gov/Archives/edgar/data/45012/000004501225000057/livehal_06302025-ex42.htm)[](https://www.sec.gov/Archives/edgar/data/45012/000004501225000057/livehal_06302025-ex42.htm) [Operations Finance Company, LLC and the Bank of New York Mellon Trust Company, N.A. (as successor](https://www.sec.gov/Archives/edgar/data/45012/000004501225000057/livehal_06302025-ex42.htm)[](https://www.sec.gov/Archives/edgar/data/45012/000004501225000057/livehal_06302025-ex42.htm) [to Chase Bank of Texas, National Association, as successor to Texas Commerce Bank National](https://www.sec.gov/Archives/edgar/data/45012/000004501225000057/livehal_06302025-ex42.htm)[](https://www.sec.gov/Archives/edgar/data/45012/000004501225000057/livehal_06302025-ex42.htm) [Association), as trustee to the Indenture dated as of December 1, 1996 (incorporated by reference to Exhibit](https://www.sec.gov/Archives/edgar/data/45012/000004501225000057/livehal_06302025-ex42.htm)[](https://www.sec.gov/Archives/edgar/data/45012/000004501225000057/livehal_06302025-ex42.htm) [4.2 to Halliburton’s Form 10-Q for the quarter ended June 30, 2025, File No. 001-03492).](https://www.sec.gov/Archives/edgar/data/45012/000004501225000057/livehal_06302025-ex42.htm) |

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| [Table of Contents](#ice4849bad2db485d92d786584ea3145c_1447) | | |

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| | 4.11 | [Fourth Supplemental Indenture dated as of July 1, 2025, by and among DII Industries, LLC, Halliburton](https://www.sec.gov/Archives/edgar/data/45012/000004501225000057/livehal_06302025-ex41.htm)[](https://www.sec.gov/Archives/edgar/data/45012/000004501225000057/livehal_06302025-ex41.htm) [Company, Halliburton Operations Finance Company, LLC, and The Bank of New York Mellon Trust](https://www.sec.gov/Archives/edgar/data/45012/000004501225000057/livehal_06302025-ex41.htm)[](https://www.sec.gov/Archives/edgar/data/45012/000004501225000057/livehal_06302025-ex41.htm) [Company, N.A. (as successor to JPMorgan Chase Bank, as successor to Texas Commerce Bank National](https://www.sec.gov/Archives/edgar/data/45012/000004501225000057/livehal_06302025-ex41.htm)[](https://www.sec.gov/Archives/edgar/data/45012/000004501225000057/livehal_06302025-ex41.htm) [Association), as trustee to the Indenture dated as of April 18, 1996 (incorporated by reference to Exhibit 4.1](https://www.sec.gov/Archives/edgar/data/45012/000004501225000057/livehal_06302025-ex41.htm)[](https://www.sec.gov/Archives/edgar/data/45012/000004501225000057/livehal_06302025-ex41.htm) [to Halliburton’s Form 10-Q for the quarter ended June 30, 2025, File No. 001-03492).](https://www.sec.gov/Archives/edgar/data/45012/000004501225000057/livehal_06302025-ex41.htm) |

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| [Table of Contents](#ice4849bad2db485d92d786584ea3145c_1447) | | |

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| [Table of Contents](#i62f1e411928f45f884519bb0565bccc6_7) | | | | | | Item 15 \| Exhibits | | |

| * | | | 19.2 | | | [Company Policy: Securities Trading of Company Securities by the Company](https://www.sec.gov/Archives/edgar/data/45012/000004501225000010/hal_12312024-ex192.htm)[.](https://www.sec.gov/Archives/edgar/data/45012/000004501225000010/hal_12312024-ex192.htm) | | |

| | | | 97.1 | | | [Company Policy: Recoupment of Incentive Compensation Following a Restatement (incorporated by reference to Exhibit 97.1 of Halliburton](https://www.sec.gov/Archives/edgar/data/45012/000004501224000007/hal_12312023-ex971.htm)[’](https://www.sec.gov/Archives/edgar/data/45012/000004501224000007/hal_12312023-ex971.htm)[s Form 10-K filed February 6, 2024, File No. 001-03492).](https://www.sec.gov/Archives/edgar/data/45012/000004501224000007/hal_12312023-ex971.htm) | | |

HAL [removed: 2024] [added: 2025] FORM 10-K | [removed: 82][added: 84]

[removed: SIGNATURES][added: SIGNATURES]

As required by Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has authorized this report to [removed: be signed on its behalf by the undersigned authorized individuals on this 12th day of February, 2025.]

| | [removed: | |] HALLIBURTON COMPANY | [removed: | |]

| By | [removed: | |] /s/ Jeffrey A. Miller | [removed: | |]

| | [removed: | |] Jeffrey A. Miller | [removed: | |]

| | [removed: | |] Chairman of the Board, President and Chief Executive Officer | [removed: | |]

As required by the Securities Exchange Act of 1934, this report has been signed below by the following persons in the [removed: capacities indicated on this 12th day of February, 2025.]

| Signature | [removed: | |] Title | [removed: | |]

| /s/ Jeffrey A. Miller | [removed: | |] Chairman of the Board, Director, President and | [removed: | |]

| Jeffrey A. Miller | [removed: | |] Chief Executive Officer | [removed: | |]

| /s/ Eric J. Carre | [removed: | |] Executive Vice President and | [removed: | |]

| Eric J. Carre | [removed: | |] Chief Financial Officer | [removed: | |]

| /s/ [removed: Charles E. Geer, Jr. | |] [added: Stephanie S. Holzhauser] | Senior Vice President and | [removed: | |]

HAL [removed: 2024] [added: 2025] FORM 10-K | [removed: 83][added: 85]

| /s/ Abdulaziz F. Al Khayyal | [removed: | |] Director | [removed: | |]

| Abdulaziz F. Al Khayyal | | [removed: | | | |]

| /s/ William E. Albrecht | [removed: | |] Director | [removed: | |]

| William E. Albrecht | | [removed: | | | |]

| /s/ M. Katherine Banks | [removed: | |] Director | [removed: | |]

| M. Katherine Banks | | [removed: | | | |]

| /s/ Alan M. Bennett | [removed: | |] Director | [removed: | |]

| Alan M. Bennett | | [removed: | | | |]

| /s/ Earl M. Cummings | [removed: | |] Director | [removed: | |]

| Earl M. Cummings | | [removed: | | | |]

| /s/ Murry S. Gerber | [removed: | |] Director | [removed: | |]

| Murry S. Gerber | | [removed: | | | |]

| /s/ Robert A. Malone | [removed: | |] Director | [removed: | |]

| Robert A. Malone | | [removed: | | | |]

| /s/ Maurice S. Smith | [removed: | |] Director | [removed: | |]

| Maurice S. Smith | | [removed: | | | |]

| /s/ Janet L. Weiss | [removed: | |] Director | [removed: | |]

| Janet L. Weiss | | [removed: | | | |]

| /s/ Tobi M. Edwards Young | [removed: | |] Director | [removed: | |]

| Tobi M. Edwards Young | | [removed: | | | |]

be signed on its behalf by the undersigned authorized individuals on this 6th day of February, 2026.

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capacities indicated on this 6th day of February, 2026.

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| Stephanie S. Holzhauser | Chief Accounting Officer |

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| Signature | Title |

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| /s/ Timothy A. Leach | Director |

| Timothy A. Leach | |

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| /s/ J. Shannon Slocum | Director |

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| [Table of Contents](#i62f1e411928f45f884519bb0565bccc6_7) | | | | | | | | |

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| Charles E. Geer, Jr. | | | Chief Accounting Officer | | |

| /s/ Bhavesh V. Patel | | | Director | | |

| Bhavesh V. Patel | | | | | |

HAL 2024 FORM 10-K | 84