SLB 10-Q 2026-06-30

Filed 2026-07-29. 7 sections, 106K characters. Original on sec.gov · Markdown · JSON

Cover and table of contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

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

For the quarterly period ended June 30, 2026

OR

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

Commission file No.: 1-4601

img99425404_0.jpg

SLB N.V. (SLB Limited)

(Exact name of registrant as specified in its charter)

C****uraçao52-0684746
(State or other jurisdiction of incorporation or organization)(IRS Employer Identification No.)
42 rue Saint-Dominique
Paris, France75007
5599 San Felipe
Houston**,** Texas**,** United States of America77056
Parkstraat 83
The Hague, The Netherlands2514 JG
(Addresses of principal executive offices)(Zip Codes)

Registrant’s telephone number in the United States, including area code, is: (713) 513-2000

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

Title of each classTrading Symbol(s)Name of each exchange on which registered
common stock, par value $0.01 per shareSLBNew York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer☒Accelerated filer☐
Non-accelerated filer☐Smaller reporting company☐
Emerging growth company☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

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

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

ClassOutstanding at June 30, 2026
COMMON STOCK, $0.01 PAR VALUE PER SHARE1,484,143,231

SLB Limited

Second Quarter 2026 Form 10-Q

Table of Contents

Page
PART IFinancial Information
Item 1.Financial Statements3
Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations20
Item 3.Quantitative and Qualitative Disclosures About Market Risk25
Item 4.Controls and Procedures25
PART IIOther Information
Item 1.Legal Proceedings27
Item 1A.Risk Factors27
Item 2.Unregistered Sales of Equity Securities and Use of Proceeds27
Item 3.Defaults Upon Senior Securities27
Item 4.Mine Safety Disclosures27
Item 5.Other Information27
Item 6.Exhibits28

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements.

SLB LIMITED AND SUBSIDIARIES

CONSOLIDATED STATEMENT OF INCOME

(Unaudited)

(Stated in millions, except per share amounts)
Second QuarterSix Months
2026202520262025
Revenue
Services$5,200$5,327$10,119$10,692
Product sales3,7723,2197,5746,343
Total Revenue8,9728,54617,69317,035
Interest & other income76252119330
Expenses
Cost of services4,3404,2278,3898,480
Cost of sales3,2372,7076,5785,335
Research & engineering171180335352
General & administrative8487181184
Restructuring & other-135-293
Merger & integration693511084
Interest128142244289
Income before taxes1,0191,2851,9752,348
Tax expense204237399471
Net income8151,0481,5761,877
Net income attributable to noncontrolling interests29343866
Net income attributable to SLB$786$1,014$1,538$1,811
Basic income per share of SLB$0.53$0.75$1.03$1.33
Diluted income per share of SLB$0.52$0.74$1.02$1.32
Average shares outstanding:
Basic1,4901,3521,4941,359
Assuming dilution1,5061,3661,5111,373

See Notes to Consolidated Financial Statements

SLB LIMITED AND SUBSIDIARIES

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

(Unaudited)

(Stated in millions)
Second QuarterSix Months
2026202520262025
Net income$815$1,048$1,576$1,877
Currency translation adjustments
Unrealized net change arising during the period275433226
Cash flow hedges
Net gain (loss) on cash flow hedges502636(39)
Reclassification to net income of net realized loss (gain)5(5)7-
Pension and other postretirement benefit plans
Amortization to net income of net actuarial loss1482516
Amortization to net income of net prior service credit3(3)-(6)
Income taxes on pension and other postretirement benefit plans**(**2)(1)**(**3)(1)
Other-2**(**5)11
Comprehensive income9121,1291,6692,084
Comprehensive income attributable to noncontrolling interests29343866
Comprehensive income attributable to SLB$883$1,095$1,631$2,018

See Notes to Consolidated Financial Statements

SLB LIMITED AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEET

(Stated in millions)
Jun. 30,
2026Dec. 31,
(Unaudited)2025
ASSETS
Current Assets
Cash$2,743$3,036
Short-term investments1,3281,176
Receivables less allowance for doubtful accounts (2026 - $322; 2025 - $335)9,1328,689
Inventories5,4365,032
Other current assets1,6051,580
20,24419,513
Investments in Affiliated Companies1,6911,783
Fixed Assets less accumulated depreciation7,7457,894
Goodwill17,00116,794
Intangible Assets4,8764,988
Other Assets3,9753,896
$55,532$54,868
LIABILITIES AND EQUITY
Current Liabilities
Accounts payable and accrued liabilities$11,210$11,490
Estimated liability for taxes on income742894
Short-term borrowings and current portion of long-term debt1,6581,894
Dividends payable456443
14,06614,721
Long-term Debt11,1409,742
Postretirement Benefits475479
Deferred Taxes669644
Other Liabilities1,9281,991
28,27827,577
Equity
Common stock16,26016,354
Treasury stock**(**4,253)(3,576)
Retained earnings18,71018,067
Accumulated other comprehensive loss**(**4,643)(4,736)
SLB stockholders’ equity26,07426,109
Noncontrolling interests1,1801,182
27,25427,291
$55,532$54,868

See Notes to Consolidated Financial Statements

SLB LIMITED AND SUBSIDIARIES

CONSOLIDATED STATEMENT OF CASH FLOWS

(Unaudited)

(Stated in millions)
Six Months Ended June 30,
20262025
Cash flows from operating activities:
Net income$1,576$1,877
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization (1)1,397

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

Second Quarter 2026 Compared to First Quarter 2026

(Stated in millions)
Second Quarter 2026First Quarter 2026
IncomeIncome
RevenueBefore TaxesRevenueBefore Taxes
Digital$697$194$640$134
Reservoir Performance1,5562321,594257
Well Construction2,7424172,797424
Production Systems3,7715863,508497
All Other505142443113
Eliminations & other(299)(167)(261)(104)
Corporate & other (1)(211)(228)
Interest income (2)2320
Interest expense (3)(128)(116)
Charges and credits (4)(69)(41)
$8,972$1,019$8,721$956

(1)

Comprised principally of certain corporate expenses not allocated to the segments, stock-based compensation costs, amortization expense associated with certain intangible assets, certain centrally managed initiatives and other nonoperating items.

(2)

Interest income excludes amounts that are included in the segments’ income ($5 million in the second quarter of 2026; $5 million in the first quarter of 2026).

(3)

Interest expense excludes amounts that are included in the segments’ income ($- million in the second quarter of 2026; $- million in the first quarter of 2026).

(4)

Charges and credits are described in detail in Note 2 to the Consolidated Financial Statements.

Second-quarter 2026 revenue of $9.0 billion increased 3% compared to the first quarter of 2026 as broad-based growth across international markets—led by offshore activity in Latin America, Europe & Africa, and Asia—more than offset the impact of continued disruptions in the Middle East.

Excluding the Middle East, revenue grew sequentially across all Divisions, supported by higher offshore activity, a rebound in U.S. unconventionals, and strong demand for production and recovery solutions.

International revenue increased 3% sequentially despite the severe disruptions in the Middle East. Strong performances in Latin America, Europe & Africa and Asia more than offset the decline in the Middle East where revenue fell 13% sequentially to $1.66 billion.

North America revenue increased 4% sequentially driven by higher sales of production chemicals, artificial lift, and valves in U.S. land, as well as increased revenue from Data Center Solutions.

Digital

Digital revenue of $697 million increased 9% sequentially, driven by a 25%, or $25 million, increase in Digital Exploration revenue resulting from higher sales of exploration data licenses and transfer fees. Sequential growth also benefited from $17 million in higher sales in Platforms & Applications.

Digital pretax operating margin of 28%, expanded 683 basis points (“bps”) sequentially, primarily due to higher sales of exploration data licenses and transfer fees, as well as improved profitability in Digital Operations and Platforms & Applications.

Reservoir Performance

Reservoir Performance revenue of $1.6 billion decreased 2% sequentially, primarily due to lower evaluation, stimulation, and intervention activity resulting from operational disruptions related to the Middle East conflict. While activity in the Middle East began to recover in certain countries as conditions improved, operations in other markets remained constrained by production shut-ins and ongoing security challenges.

Reservoir Performance pretax operating margin of 15% contracted 121 bps sequentially primarily due to lower profitability in evaluation and intervention activities.

Well Construction

Well Construction revenue of $2.7 billion decreased 2% sequentially, reflecting the impact of disruptions associated with the Middle East conflict. The decline was partially offset by higher offshore drilling activity in Latin America.

Well Construction pretax operating margin of 15% was essentially flat sequentially, as lower profitability in the Middle East was offset by improved profitability in other areas.

Production Systems

Production Systems revenue of $3.8 billion increased 7% sequentially, driven by strong growth in Latin America, Europe & Africa, Asia, and North America, despite a decline in the Middle East due to disruptions associated with the regional conflict. Sequential growth was supported by higher revenue from SLB OneSubsea, along with increased sales of artificial lift, valves, surface production systems, and completions.

Production Systems pretax operating margin was 16%, expanding 138 basis points sequentially, driven by improved profitability in SLB OneSubsea and artificial lift.

All Other

All Other revenue of $505 million increased $63 million sequentially primarily due to 33%, or $46 million, higher revenue in Data Center Solutions.

All Other pretax operating income of $142 million increased $29 million sequentially due to improved profitability in Data Center Solutions and Asset Performance Solutions (“APS”).

Six Months 2026 Compared to Six Months 2025

(Stated in millions)
Six Months 2026Six Months 2025
IncomeIncome
RevenueBefore TaxesRevenueBefore Taxes
Digital$1,337$328$1,177$278
Reservoir Performance3,1504893,391596
Well Construction5,5398415,9401,140
Production Systems7,2791,0835,773962
All Other9482551,145317
Eliminations & other(560)(271)(391)(153)
Corporate & other (1)(439)(347)
Interest income (2)4366
Interest expense (3)(244)(283)
Charges and credits (4)(110)(228)
$17,693$1,975$17,035$2,348

(1)

Comprised principally of certain corporate expenses not allocated to the segments, stock-based compensation costs, amortization expense associated with certain intangible assets, certain centrally managed initiatives and other nonoperating items.

(2)

Interest income excludes amounts that are included in the segments’ income ($11 million in 2026; $- million in 2025).

(3)

Interest expense excludes amounts that are included in the segments’ income ($- million in 2026; $6 million in 2025).

(4)

Charges and credits are described in detail in Note 2 to the Consolidated Financial Statements.

Six-month 2026 revenue of $17.7 billion increased 4%, or $658 million, year on year. Excluding the impact of the ChampionX acquisition in the third quarter last year, revenue declined year on year by 6%, or $1.05 billion. This decrease was largely attributable to a 12%, or $0.7 billion, decline in revenue in the Middle East due to operational disruptions related to the conflict in the region.

Digital

Digital revenue of $1.3 billion increased 14%, or $160 million, year on year, driven by a $120 million increase in Digital Operations and $55 million of higher sales of exploration data licenses and transfer fees.

Digital pretax operating margin of 25% increased 93 bps year on year driven by the higher Digital Exploration sales and improved profitability in Digital Operations.

Reservoir Performance

Reservoir Performance revenue of $3.1 billion decreased 7% year on year due to lower stimulation and intervention activity primarily driven by operational disruptions caused by the Middle East conflict.

Reservoir Performance pretax operating margin of 16% contracted 208 bps year on year primarily due to the operational disruption in the Middle East.

Well Construction

Well Construction revenue of $5.5 billion decreased 7% year on year primarily due to lower activity resulting from the Middle East conflict.

Well Construction pretax operating margin of 15% contracted 401 bps year on year primarily due to lower profitability as a result of the Middle East conflict compounded by pricing headwinds in select markets.

Production Systems

Production Systems revenue of $7.3 billion increased 26% year on year from the acquired ChampionX production chemicals and artificial lift businesses, which contributed $1.7 billion of revenue and $307 million in pretax operating income during the first six months of 2026.

Excluding the impact of the acquisition, Production Systems revenue for the first six months of 2026 decreased 3% year on year primarily due to the disruptions from the Middle East conflict.

Production Systems pretax operating margin of 15% contracted 178 bps year on year due to lower profitability in surface production systems, SLB OneSubsea and completions.

All Other

All Other revenue of $948 million decreased $197 million year on year driven by the absence of $215 million in APS revenue following the divestiture of the Palliser asset in Canada in the second quarter of 2025 coupled with reduced revenue in SLB Capturi.

All Other pretax operating income of $255 million decreased $62 million year on year largely due to lower profitability in APS projects following the Palliser divestiture.

Interest & Other Income

Interest & other income consisted of the following:

(Stated in millions)
Second QuarterFirst QuarterSix Months
2026202620262025
Earnings of equity method investments$48$18$65$115
Interest income28255466
Gain on sale of Palliser APS project---149
$76$43$119$330

Other

Research & engineering and General & administrative expenses, as a percentage of Revenue were as follows:

SecondFirst
QuarterQuarterSix Months
2026202620262025
Research & engineering1.9%1.9%1.9%2.1%
General & administrative0.9%1.1%1.0%1.1%

Charges and Credits

SLB recorded charges and credits during the first six months of 2026 and 2025. These charges and credits, which are summarized below, are more fully described in Note 2 to the Consolidated Financial Statements.

2026:

(Stated in millions)
Noncontrolling
Pretax ChargeTax BenefitInterestsNet
First quarter:
Merger and integration$41$8$2$31
Second quarter:
Merger and integration6919347
$110$27$5$78

2025:

(Stated in millions)
Noncontrolling
Pretax ChargeTax BenefitInterestsNet
First quarter:
Workforce reductions$158$10$-$148
Merger and integration491444
Second quarter:-
Impairment of equity method investment6912-57
Workforce reductions663-63
Merger and integration354427
Gain on sale of Palliser APS project(149)(4)-(145)
$228$26$8$194

Liquidity and Capital Resources

Details of the components of liquidity as well as changes in liquidity are as follows:

(Stated in millions)
Jun. 30,Jun. 30,Dec. 31,
Components of Liquidity:202620252025
Cash$2,743$3,236$3,036
Short-term investments1,3285111,176
Short-term borrowings and current portion of long-term debt(1,658)(2,807)(1,894)
Long-term debt(11,140)(10,891)(9,742)
Net debt (1)$(8,727)$(9,951)$(7,424)
Six Months Ended Jun. 30,
Changes in Liquidity:20262025
Net income$1,576$1,877
Depreciation and amortization (2)1,3971,273
Gain on sale of Palliser APS project-(149)
Impairment of equity method investment-69
Earnings of equity method investments, less dividends received(21)(47)
Deferred taxes(5)(60)
Stock-based compensation expense179168
Increase in working capital(1,344)(1,401)
Other6472
Cash flow from operations1,8461,802
Capital expenditures(802)(769)
APS investments(226)(225)
Exploration data costs capitalized(125)(83)
Free cash flow (3)693725
Stock repurchase program(1,099)(2,300)
Dividends paid(866)(773)
Proceeds from employee stock purchase plan105105
Proceeds from exercise of stock options1068
Business acquisitions and investments, net of cash acquired and debt assumed(249)(47)
Proceeds from the sale of Palliser APS project-316
Taxes paid on net settled stock-based compensation awards(63)(55)
Other(42)(30)
Increase in net debt before impact of changes in foreign exchange rates(1,415)(2,051)
Impact of changes in foreign exchange rates on net debt112(495)
Increase in net debt(1,303)(2,546)
Net debt, beginning of period(7,424)(7,405)
Net debt, end of period$(8,727)$(9,951)

(1)

“Net debt” represents gross debt less cash and short-term investments. Management believes that Net debt provides useful information to investors and management regarding the level of SLB’s indebtedness by reflecting cash and investments that could be used to repay debt. Net debt is a non-GAAP financial measure that should be considered in addition to, not as a substitute for or superior to, total debt.

(2)

Includes depreciation of fixed assets and amortization of intangible assets, exploration data costs, and APS investments.

(3)

“Free cash flow” represents cash flow from operations less capital expenditures, APS investments and exploration data costs capitalized. Management believes that free cash flow is an important liquidity measure for the company and that it is useful to investors and management as a measure of our ability to generate cash. Once business needs and obligations are met, this cash can be used to reinvest in the company for future growth or to return to shareholders through dividend payments or share repurchases. Free cash flow does not represent the residual cash flow available for discretionary expenditures. Free cash flow is a non-GAAP financial measure that should be considered in addition to, not as a substitute for or superior to, cash flow from operations.

Key liquidity events during the first six months of 2026 and 2025 included:

Capital investments (consisting of capital expenditures, APS investments and exploration data capitalized) were $1.2 billion during the first six months of 2026 compared to $1.1 billion during the first six months of 2025. Capital investments for the full year 2026 are expected to be approximately $2.5 billion.

In January 2026, SLB announced a 3.5% increase to its quarterly cash dividend from $0.285 per share of outstanding common stock to $0.295 per share, beginning with the dividend payable in April 2026. Dividends paid during the first six months of 2026 and 2025 were $866 million and $773 million, respectively.

During the second quarter of 2026, SLB issued $500 million of 4.55% Senior Notes due 2031, $500 million of 4.80% Senior Notes due 2033, and $1.0 billion of 5.15% Senior Notes due 2036.

During the second quarter of 2025, SLB completed the sale of its interest in the Palliser APS project in Canada in exchange for net cash proceeds of $338 million, of which $22 million were received in the third quarter of 2025.

As of June 30, 2026, SLB had cumulatively repurchased approximately $7.0 billion of SLB common stock under its $10 billion share repurchase program.

The following table summarizes the activity under the share repurchase program:

(Stated in millions, except per share amounts)
Total costTotal numberAverage price
of sharesof sharespaid per
purchasedpurchasedshare
Six months ended June 30, 2026$1,09921.2$51.92
Six months ended June 30, 2025$2,30056.8$40.51

As of June 30, 2026, SLB had $4.1 billion of cash and short-term investments on hand and committed debt facility agreements with commercial banks aggregating $5.0 billion, all of which was available. SLB believes these amounts, along with cash generated by ongoing operations, are sufficient to meet future business requirements for the next 12 months and beyond.

SLB has a global footprint in more than 100 countries. As of June 30, 2026, only three of those countries individually accounted for greater than 5% of SLB’s net receivable balance. Only one of those countries, the United States, represented greater than 10% of such receivables.

FORWARD-LOOKING STATEMENTS

This second-quarter 2026 Form 10-Q, as well as other statements we make, contain “forward-looking statements” within the meaning of the federal securities laws, which include any statements that are not historical facts. Such statements often contain words such as “expect,” “may,” “can,” “believe,” “predict,” “plan,” “potential,” “projected,” “projections,” “precursor,” “forecast,” “outlook,” “expectations,” “estimate,” “intend,” “anticipate,” “ambition,” “goal,” “target,” “scheduled,” “think,” “should,” “could,” “would,” “will,” “see,” “likely,” and other similar words. Forward-looking statements address matters that are, to varying degrees, uncertain, such as statements about SLB’s financial and performance targets and other forecasts or expectations regarding, or dependent on, its business outlook; growth for SLB as a whole and for each of its Divisions (and for specified business lines, geographic areas, or technologies within each Division); the benefits of the ChampionX acquisition, including the ability of SLB to integrate the ChampionX business successfully and to achieve anticipated synergies and value creation from the acquisition; oil and natural gas demand and production growth; oil and natural gas prices; forecasts or expectations regarding energy transition and global climate change; improvements in operating procedures and technology; capital expenditures by SLB and the oil and gas industry; the business strategies of SLB, including digital and “fit for basin,” as well as the strategies of SLB’s customers; SLB’s capital allocation plans, including dividend plans and share repurchase programs; SLB’s APS projects, joint ventures, and other alliances; the impact of ongoing or escalating conflicts on global energy supply; access to raw materials; future global economic and geopolitical conditions; future liquidity, including free cash flow; and future results of operations, such as margin levels. These statements are subject to risks and uncertainties, including, but not limited to, changing global economic and geopolitical conditions; changes in exploration and production spending by SLB’s customers, and changes in the level of oil and natural gas exploration and development; the results of operations and financial condition of SLB’s customers and suppliers; SLB’s inability to achieve its financial and performance targets and other forecasts and expectations; SLB’s inability to achieve net-zero carbon emissions goals or interim emissions reduction goals; general economic, geopolitical and business conditions in key regions of the world; foreign currency risk; inflation; changes in monetary policy by governments; tariffs; pricing pressure; weather and seasonal factors; unfavorable effects of health pandemics; availability and cost of raw materials; operational modifications, delays or cancellations; challenges in SLB’s supply chain; production declines; the extent of future charges; SLB’s inability to recognize efficiencies and other intended benefits from its business strategies and initiatives, such as digital or new energy, as well as its cost reduction strategies; changes in government regulations and regulatory requirements, including those related to offshore oil and gas exploration, radioactive sources, explosives, chemicals, and climate-related initiatives; the inability of technology to meet new challenges in exploration; the competitiveness of alternative energy sources or product substitutes; and other risks and uncertainties detailed in this Form 10-Q and our most recent Form 10-K and Forms 8-K filed with or furnished to the SEC.

If one or more of these or other risks or uncertainties materialize (or the consequences of any such development changes), or should our underlying assumptions prove incorrect, actual results or outcomes may vary materially from those reflected in our forward-looking statements. Forward-looking and other statements in this Form 10-Q regarding our environmental, social, and other sustainability plans and goals are not an indication that these statements are necessarily material to investors or required to be disclosed in our filings with the SEC. In addition, historical, current, and forward-looking environmental, social, and sustainability-related statements may be based on standards for measuring progress that are still developing, internal controls and processes that continue to evolve, and assumptions that are subject to change in the future. Statements in this Form 10-Q are made as of July 29, 2026, and SLB disclaims any intention or obligation to update publicly or revise such statements, whether as a result of new information, future events, or otherwise.

Item 3. Quantitative and Qualitative Disclosures About Market Risk.

For quantitative and qualitative disclosures about market risk affecting SLB, see Item 7A, “Quantitative and Qualitative Disclosures about Market Risk,” of the SLB Annual Report on Form 10-K for the fiscal year ended December 31, 2025. SLB’s exposure to market risk has not changed materially since December 31, 2025.

Item 4. Cont****rols and Procedures.

SLB has carried out an evaluation under the supervision and with the participation of SLB’s management, including the Chief Executive Officer (“CEO”) and the Chief Financial Officer (“CFO”), of the effectiveness of SLB’s “disclosure controls and procedures” (as such term

is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934 (the “Exchange Act”)) as of the end of the period covered by this report. Based on this evaluation, the CEO and the CFO have concluded that, as of the end of the period covered by this report, SLB’s disclosure controls and procedures were effective to provide reasonable assurance that information required to be disclosed in the reports that SLB files or submits 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. SLB’s 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 its management, including the CEO and the CFO, as appropriate, to allow timely decisions regarding required disclosure. There was no change in SLB’s internal control over financial reporting during the quarter to which this report relates that has materially affected, or is reasonably likely to materially affect, SLB’s internal control over financial reporting.

PART II. OTHER INFORMATION

I****tem 1. Legal Proceedings.

The information with respect to this Item 1 is set forth under Note 11—Contingencies, in the accompanying Consolidated Financial Statements.

Item 1A. Risk Factors.

As of the date of this filing, there have been no material changes from the risk factors disclosed in Part I, Item 1A, of SLB’s Annual Report on Form 10-K for the fiscal year ended December 31, 2025.

Item 2. Unregistered Sales of Equit****y Securities and Use of Proceeds.

Unregistered Sales of Equity Securities

None.

Issuer Repurchases of Equity Securities

On January 21, 2016, the SLB Board of Directors approved a $10 billion share repurchase program for SLB common stock. As of June 30, 2026, SLB had repurchased approximately $7.0 billion of SLB common stock under this program.

SLB's common stock repurchase activity for the three months ended June 30, 2026 was as follows:

(Stated in thousands, except per share amounts)
Total number of shares purchasedAverage price paid per shareTotal number of shares purchased as part of publicly announced plans or programsMaximum value of shares that may yet be purchased under the plans or programs
April 20264,169.1$52.564,169.1$3,457,076
May 20263,659.1$55.933,659.1$3,252,436
June 20264,138.4$54.124,138.4$3,028,458
11,966.6$54.1311,966.6

I****tem 3. Defaults Upon Senior Securities.

None**.**

Item 4. Mine Safety Disclosures.

Our mining operations are subject to regulation by the federal Mine Safety and Health Administration under the Federal Mine Safety and Health Act of 1977. Information concerning mine safety violations or other regulatory matters required by section 1503(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act and Item 104 of Regulation S-K is included in Exhibit 95 to this report.

I****tem 5. Other Information**.**

In 2013, SLB completed the wind down of its service operations in Iran. Prior to this, certain non-US subsidiaries provided oilfield services to the National Iranian Oil Company and certain of its affiliates (“NIOC”).

SLB’s residual transactions or dealings with the government of Iran during the second quarter of 2026 consisted of payments of taxes and other typical governmental charges. Certain non-US subsidiaries of SLB maintain depository accounts at the Dubai branch of Bank Saderat Iran (“Saderat”), and at Bank Tejarat (“Tejarat”) in Tehran and in Kish for the deposit by NIOC of amounts owed to non-US subsidiaries of SLB for prior services rendered in Iran and for the maintenance of such amounts previously received. One non-US subsidiary also maintained an account at Tejarat for payment of local expenses such as taxes. SLB anticipates that it will discontinue dealings with Saderat and Tejarat following the receipt of all amounts owed to SLB for prior services rendered in Iran.

On May 27, 2026, Olivier Le Peuch, CEO and a member of the SLB Board of Directors, adopted a Rule 10b5-1 trading arrangement that is intended to satisfy the affirmative defense of Rule 10b5-1(c) for the sale of up to 435,000 shares of SLB’s common stock, including shares obtained through the exercise of vested stock options, between August 26, 2026 and July 27, 2027, for a duration of 426 days.

Item 6. Exhibits.

Exhibit 3.1—Articles of Incorporation of SLB N.V. (SLB Limited) (incorporated by reference to Exhibit 3.1 to SLB’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2025)
Exhibit 3.2—Amended and Restated By-Laws of SLB N.V. (SLB Limited) (incorporated by reference to Exhibit 3.2 to SLB’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2025)
Exhibit 4.1—Indenture dated as of December 3, 2013, by and among Schlumberger Investment S.A., as issuer, Schlumberger Limited, as guarantor, and The Bank of New York Mellon, as trustee (incorporated by reference to Exhibit 4.1 to SLB’s Current Report on Form 8-K filed on December 3, 2013)
Exhibit 4.2—Second Supplemental Indenture dated as of June 26, 2020, by and among Schlumberger Investment S.A., as issuer, Schlumberger Limited, as guarantor, and The Bank of New York Mellon, as trustee (including form of global notes representing 2.650% Senior Notes due 2030) (incorporated by reference to Exhibit 4.1 to SLB’s Current Report on Form 8-K filed on June 26, 2020)
* Exhibit 4.3—Fourth Supplemental Indenture dated as of May 29, 2024, among Schlumberger Investment S.A., as issuer, Schlumberger Limited, as guarantor, and The Bank of New York Mellon, as trustee (including form of global notes representing 5.000% Senior Notes due 2034)
Exhibit 4.4—Sixth Supplemental Indenture dated as of May 7, 2026, among Schlumberger Investment S.A., as issuer, SLB Limited, as guarantor, and The Bank of New York Mellon, as trustee (including form of global notes representing 4.550% Senior Notes due 2031, 4.800% Senior Notes due 2033, and 5.150% Senior Notes due 2036) (incorporated by reference to Exhibit 4.1 to SLB’s Current Report on Form 8-K filed on May 12, 2026)
* Exhibit 22—Issuers of Registered Guaranteed Debt Securities
* Exhibit 31.1—Certification of Chief Executive Officer pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
* Exhibit 31.2—Certification of Chief Financial Officer pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
** Exhibit 32.1—Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
** Exhibit 32.2—Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
* Exhibit 95—Mine Safety Disclosures
* Exhibit 101.INS—Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because XBRL tags are embedded within the Inline XBRL document
* Exhibit 101.SCH—Inline XBRL Taxonomy Extension Schema Document
* Exhibit 104—Cover Page Interactive Data File (embedded within the Inline XBRL document)
  • Filed with this Form 10-Q.

** Furnished with this Form 10-Q.

SIGNATURE

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

SLB LIMITED
Date:July 29, 2026/s/ Howard Guild
Howard Guild
Chief Accounting Officer and Duly Authorized Signatory