ngs-20250630

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

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

For the quarterly period ended June 30, 2025

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

For the transition period from ______ to ______

Commission File Number 1-31398

NATURAL GAS SERVICES GROUP, INC.

(Exact name of registrant as specified in its charter)


Colorado						75-2811855
(State or other jurisdiction of incorporation or organization)						(I.R.S. Employer Identification No.)

404 Veterans Airpark Ln., Ste 300

Midland, Texas 79705

(Address of principal executive offices)

(432) 262-2700

(Registrant’s telephone number, including area code)


Securities registered pursuant to Section 12(b) of the Act:
Title of each class	Trading Symbol	Name of each exchange on which registered
Common Stock, Par Value $0.01	NGS	New 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 x						No o

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).


Yes x						No o

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 o

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.o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).


Yes ☐						No x

As of August 8, 2025 there were 12,542,314 shares of the Registrant’s common stock, $0.01 par value, outstanding.

TABLE OF CONTENTS


						Page
Part I - FINANCIAL INFORMATION

Item 1. Financial Statements (unaudited)
Unaudited Condensed Consolidated Balance Sheets						1
Unaudited Condensed Consolidated Statements of Operations						2
Unaudited Condensed Consolidated Statements of Stockholders’ Equity						3
Unaudited Condensed Consolidated Statements of Cash Flows						4
Notes to Unaudited Condensed Consolidated Financial Statements:						5
1.Description of Business						5
2. Summary of Significant Accounting Policies						5
3. Trade Accounts Receivable						6
4. Inventory						6
5. Assets Held for Sale						7
6. Rental Equipment						7
7. Property and Equipment						7
8. Supplemental Balance Sheet Disclosures						8
9. Long-Term Debt						8
10. Income Taxes						9
11. Commitments and Contingencies						10
12. Revenues from Customers						10
13. Stock-Based and Other Long-Term Incentive Compensation						10
14. Earnings per Share						13
15. Subsequent Events						13
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations						15
Item 3. Quantitative and Qualitative Disclosures about Market Risk						27
Item 4. Controls and Procedures						28

Part II - OTHER INFORMATION

Item 1. Legal Proceedings						29
Item 1A. Risk Factors						29
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds						29
Item 3. Defaults Upon Senior Securities						29
Item 4. Mine Safety Disclosures						29
Item 5. Other Information						29
Item 6. Exhibits						30

Signatures						31

PART I – FINANCIAL INFORMATION

Item 1. Financial Statements


NATURAL GAS SERVICES GROUP, INC. CONDENSED CONSOLIDATED BALANCE SHEETS (in thousands, except par value) (unaudited)
	June 30,		December 31,
	2025		2024
ASSETS
Current Assets:
Cash and cash equivalents	$	325	$	2,142
Trade accounts receivable, net of provision for credit losses	13,742		15,626
Inventory, net of allowance for obsolescence	18,334		18,051
Federal income tax receivable	11,408		11,282
Prepaid expenses and other	2,846		1,075
Assets held for sale	2,227		—
Total current assets	48,882		48,176
Long-term inventory, net of allowance for obsolescence	—		—
Rental equipment, net of accumulated depreciation	446,952		415,021
Property and equipment, net of accumulated depreciation	22,664		22,989

Other assets	7,028		6,342
Total assets	$	525,526	$	492,528
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current Liabilities:
Accounts payable	$	14,491	$	9,670
Accrued liabilities	10,297		7,688
Total current liabilities	24,788		17,358
Long-term debt	182,000		170,000
Deferred income taxes	48,884		45,873
Other long-term liabilities	3,640		4,240
Total liabilities	259,312		237,471
Commitments and contingencies (Note 1 1)
Stockholders’ Equity:
Preferred stock, 5,000 shares authorized, no shares issued or outstanding	—		—
Common stock, 30,000 shares authorized, par value $0.01; 13,811 and 13,762 shares issued, respectively	138		138
Additional paid-in capital	119,530		118,415
Retained earnings	161,550		151,508
Treasury shares, at cost, 1,310 shares for each of the dates presented, respectively	(15,004)		(15,004)
Total stockholders’ equity	266,214		255,057
Total liabilities and stockholders’ equity	$	525,526	$	492,528

See accompanying notes to these unaudited condensed consolidated financial statements.


NATURAL GAS SERVICES GROUP, INC. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (in thousands, except earnings per share) (unaudited)
	Three months ended				Six months ended
	June 30,				June 30,
	2025		2024		2025		2024
Revenue:
Rental	$	39,580	$	34,926	$	78,490	$	68,660
Sales	750		2,270		2,677		4,773
Aftermarket services	1,052		1,295		1,598		1,965
Total revenue	41,382		38,491		82,765		75,398
Cost of revenue (excluding depreciation and amortization):
Rental	15,528		14,228		30,368		27,342
Sales	911		2,249		2,927		4,429
Aftermarket services	720		1,012		991		1,512
Total cost of revenues (excluding depreciation and amortization)	17,159		17,489		34,286		33,283
Selling, general and administrative expense	5,454		5,020		10,832		9,722
Depreciation and amortization	8,969		7,705		17,605		14,792

Inventory allowance	—		—		61		—
Retirement of rental equipment	—		—		728		5
Gain on disposition of assets, net	(124)		(229)		(178)		(229)
Total operating costs and expenses	31,458		29,985		63,334		57,573
Operating income	9,924		8,506

SEC Form 10-Q filed by Natural Gas Services Group Inc.