1. Home
  2. DWSN
  3. Earnings

AI Earnings Predictions for Dawson Geophysical Company (DWSN)

Machine learning predictions based on historical earnings data and price patterns

Latest Prediction

SELL

1-Day Prediction

-3.49%

$4.40

0% positive prob.

5-Day Prediction

-8.98%

$4.15

0% positive prob.

20-Day Prediction

-10.09%

$4.10

0% positive prob.

Price at prediction: $4.56 Confidence: 100.0% Model AUC: 1.0000 Quarter: Q2 2026

Historical Earnings Predictions

Quarter Signal 1D Return 5D Return 20D Return Confidence Actual 5D
Q2 2026 SELL -3.49% -8.98% -10.09% 100.0% Pending
Q1 2026 BUY -2.69% +9.26% +33.10% 100.0% +8.29%
Q3 2025 SELL -1.61% -7.65% -10.43% 100.0% -7.28%

Earnings Transcripts

SEC 8-K filings with transcript text

View All
2026
Q2

Q2 2026 Earnings

8-K SELL

Aug 13, 2026 · 100% conf.

AI Prediction SELL

1D

-3.49%

$4.40

Act: -29.93%

5D

-8.98%

$4.15

20D

-10.09%

$4.10

Price: $4.56 Prob +5D: 0% AUC: 1.000
0001104659-26-096033

EX-99.1

2 dwsn-20260813xex99d1.htm

EX-99.1

​

​

Exhibit 99.1

​

​

​

​

​

​

NEWS RELEASE

Dawson Geophysical Company

508 W. Wall, Suite 800

Midland, TX 79701

​

Company contact:

Tony Clark, CEO and President

Ian Shaw, Chief Financial Officer

(800) 332-9766

www.dawson3d.com

​

​

DAWSON GEOPHYSICAL REPORTS

SECOND QUARTER 2026 RESULTS

​

MIDLAND, Texas, August 13, 2026/PR Newswire/Dawson Geophysical Company (NASDAQ: DWSN) (the “Company”) today reported unaudited financial results for its second quarter ended June 30, 2026.

​

Second quarter 2026 Highlights

​

●Recognized fee revenue of $14 million, a 60% increase over the second quarter of 2025

●Net loss of $3.4 million, $0.11 per share, which included $1.7 million of strategic transaction costs

●Generated Adjusted EBITDA of $0.6 million, an improvement of $1.8 million over the second quarter of 2025

●Fourth consecutive quarter of positive Adjusted EBITDA, for the first time since the three months ended September 30, 2018

​

Year-to-Date 2026 Highlights

​

●Increased fee revenue 94% to $46.5 million

●Net income of $4.2 million, $0.14 per share, which included $2.4 million of strategic transaction costs

●Generated Adjusted EBITDA of $11.5 million, an 875% increase over the six months ended June 30, 2025

​

Adjusted EBITDA is a non-GAAP financial measure. See “Non-GAAP Financial Measures” below for our definition and reconciliation of Adjusted EBITDA.

Management Comment

​

Tony Clark, Dawson’s President and CEO, commented, “Approximately a year ago, we made a significant capital investment to position this Company to have a competitive advantage in the market for providing seismic data acquisition services with high channel count parameters. Since then, we have improved our revenues, margins, profitability and cash-flows. This equipment is still new to us, and we are continuing to identify areas of improvement in the deployment of the new single node channels, which we expect will result in further operational efficiencies. Additionally, we are investing in compute power to improve the speed of getting our data from the field to our customers. At the end of the second quarter, we started a high-density channel count job, based upon the degree of success we believe will increase the demand for seismic data acquisition services. We believe that if we can provide better data to our customers and improve the speed with which they can benefit from that data, we will continue to increase our competitive advantage and improve our profitability.”

​

​

Second Quarter and Year-to-Date Results

​

For the second quarter ended June 30, 2026, the Company reported revenues of $17.9 million, an increase of 82% compared to $9.9 million for the comparable quarter ended June 30, 2025. Revenue included reimbursable revenue of $3.9 million and $1.1 million for the quarters ended June 30, 2026, and June 30, 2025, respectively. Gross margin1 for the quarter ended June 30, 2026, was 19% compared to 13% for the comparable quarter ended June 30, 2026.

​

We incurred a net loss of $3.4 million or $0.11 per common share and generated Adjusted EBITDA of $0.6 million in the quarter ended June 30, 2026, compared to negative Adjusted EBITDA of $1.2 million in the quarter ended June 30, 2025.

For the six months ended June 30, 2026, we generated net income of $4.2 million or $0.14 per common share compared to a net loss of $1.4 million or $0.04 per common share for the same period of 2025. For the six months ended June 30, 2026, we generated Adjusted EBITDA of $11.5 million, compared to Adjusted EBITDA of $1.2 million in the same period of 2025.

​

Operations Update

​

The Company completed two large channel crew jobs during the quarter and had two smaller channel crews operating in the second quarter in the United States. At the end of the quarter, we started a high-density channel count job, deploying 70,000 single node channels over a concentrated area. The high-density channel count combined with our new single node channels is expected to provide significant improvement in the resolution of the seismic data provided by our services. If this test is successful, we expect the demand for other high-density seismic acquisition services to increase significantly.

Our seasonal operations in Canada halted in April but are expected to resume in the fourth quarter of 2026. We are already seeing increased bid activity for larger channel count jobs in the Canadian market for the fourth quarter of 2026 and into 2027.

We continue to schedule and bid larger channel count jobs due to our significant inventory of the new single node channels. Additionally, we have seen an increase in activity related to non-traditional seismic exploration including geothermal Carbon Capture Utilization and Storage (“CCUS”) seismic monitoring, and other rare minerals.

Capital Budget and Liquidity

​

The Company's Board of Directors approved a capital budget of $3 million for 2026, inc

2026
Q1

Q1 2026 Earnings

8-K BUY

May 14, 2026 · 100% conf.

AI Prediction BUY

1D

-2.69%

$3.76

Act: +1.30%

5D

+9.26%

$4.22

Act: +8.29%

20D

+33.10%

$5.14

Act: +19.95%

Price: $3.86 Prob +5D: 100% AUC: 1.000
0001104659-26-061182

EX-99.1

2 dwsn-20260514xex99d1.htm

EX-99.1

​

​

Exhibit 99.1

​

​

​

​

​

​

NEWS RELEASE

Dawson Geophysical Company

508 W. Wall, Suite 800

Midland, TX 79701

​

Company contact:

Tony Clark, CEO and President

Ian Shaw, Chief Financial Officer

(800) 332-9766

www.dawson3d.com

​

​

DAWSON GEOPHYSICAL REPORTS

FIRST QUARTER 2026 RESULTS

​

MIDLAND, Texas, May 14, 2026/PR Newswire/Dawson Geophysical Company (NASDAQ: DWSN) (the “Company”) today reported unaudited financial results for its first quarter ended March 31, 2026.

​

First quarter 2026 Highlights

​

●Recognized fee revenue of $32.5 million, an 113% increase over the first quarter of 2025

●Net income of $7.7 million, $0.25 per share

●Generated Adjusted EBITDA of $10.9 million, an 364% increase over the first quarter of 2025

​

Adjusted EBITDA is a non-GAAP measure. See “Supplemental Non-GAAP Financial Measures” below for our definition and reconciliation of Adjusted EBITDA.

​

Management Comment

​

Tony Clark, Dawson’s President and CEO, commented, “We received our final delivery of the single node channels at the beginning of the year, and all of the new equipment purchased was fully utilized throughout the first quarter in our operations in the United States and Canada. Additionally, we had three additional crews deployed with our legacy equipment in the first quarter. High equipment utilization resulted in significant growth in our revenues and net income. We are continuing to identify areas of improvement in the deployment of the new single node channels, and we expect that to result in further operational efficiencies in the future. Our financial performance in the first quarter shows the opportunity currently available for this Company, and we believe that we are positioned to capitalize on that opportunity.”

​

First Quarter Results

​

For the first quarter ended March 31, 2026, the Company reported revenues of $36.7 million, an increase of 128% compared to $16.1 million for the comparable quarter ended March 31, 2025. Revenue included reimbursable revenue of $4.2 million and $0.8 million for the quarters ended March 31, 2026, and March 31, 2025, respectively. Gross margin1 for the quarter ended March 31, 2026, was 40% compared to 28% for the comparable quarter ended March 31, 2025.

​

We generated net income of $7.7 million or $0.25 per common share and generated Adjusted EBITDA of $10.9 million in the quarter ended March 31, 2026, compared to Adjusted EBITDA of $2.3 million in the quarter ended March 31, 2025.

​

1 Defined as fee revenues less fee operating expenses, divided by fee revenues

Operations Update

​

The Company had one large channel crew and three smaller channel crews operating in the first quarter in the United States. Our seasonal operations had solid performance in the first quarter, and their operations continued into the second quarter of 2026. High crew utilization in the first quarter resulted in improved margins and profitability. We continue to schedule and bid larger channel count jobs due to our significant inventory of the new single node channels. Additionally, we have seen an increase in activity related to non-traditional seismic exploration including geothermal Carbon Capture Utilization and Storage (“CCUS”) seismic monitoring, and other rare minerals.

Capital Budget and Liquidity

The Company's Board of Directors approved a capital budget of $3 million for 2026, including the final payment under the single node purchase of $0.9 million, which was made in January 2026.

As of March 31, 2026, our cash position was $1.4 million, our working capital position improved to $0.4 million compared to a deficit of $5 million at December 31, 2025, and our credit facility had no balance outstanding with a borrowing base of $4.5 million. We believe that our cash on hand, operating cash flows and cash available under our revolving credit facility are sufficient to fund our cash flow requirements as well as our debt obligations.

About Dawson

Dawson Geophysical Company is a leading provider of North American onshore seismic data acquisition services with operations throughout the continental United States and Canada. Dawson acquires and processes 2-D, 3-D and multi-component seismic data solely for its clients, ranging from major oil and gas companies to independent oil and gas operators, as well as providers of multi-client data libraries.

Non-GAAP Financial Measures

In an effort to provide investors with additional information regarding the Company’s preliminary and unaudited results as determined by generally accepted accounting principles (“GAAP”), the Company has included in this press release information about the Company’s Adjusted EBITDA, a non-GAAP financial measure as defined by Regulation G promulgated by the U.S. Securities and Exchange Commission. The Company defines adjusted EBITDA as our net income, before (i) interest expense, net, (ii) income tax expense or benefit, (iii) depreciatio

2025
Q4

Q4 2025 Earnings

8-K

Mar 31, 2026

0001104659-26-037073

EX-99.1

2 dwsn-20260330xex99d1.htm

EX-99.1

​

Exhibit 99.1

​

​

​

​

​

​

NEWS RELEASE

Dawson Geophysical Company

508 W. Wall, Suite 800

Midland, TX 79701

​

Company contact:

Tony Clark, CEO and President

Ian Shaw, Chief Financial Officer

(800) 332-9766

www.dawson3d.com

​

​

DAWSON GEOPHYSICAL REPORTS

FOURTH QUARTER and YEAR END 2025 RESULTS

​

MIDLAND, Texas, March 30, 2026/PR Newswire/Dawson Geophysical Company (NASDAQ: DWSN) (the “Company”) today reported unaudited financial results for its fourth quarter and fiscal year ended December 31, 2025.

​

Fourth quarter 2025 Highlights

​

●Recognized Fee revenue of $22.9 million, a 67% increase over the fourth quarter of 2024

●Net income of $0.6 million, $0.02 per share

●Generated Adjusted EBITDA of $3.3 million in the fourth quarter, up 248% compared to fourth quarter of 2024

●Successful initial deployments of new single node channels in the field

​

Full-Year 2025 Highlights

​

●Increased Fee revenue 16% year-over-year to $61.9 million

●Net loss of $1.9 million, $0.06 per share, compared to $4.1 million in 2024, $0.13 per share

●Generated operating cash flow of $14.0 million and free-cash-flow of $7.2 million

●Generated Adjusted EBITDA of $4.7 million, 139% increase year-over-year

●Significant purchase of new single node channels to invest in future profitability

​

Adjusted EBITDA and Free-cash-flow are non-GAAP measures. See “Supplemental Non-GAAP Financial and Other Measures” below for our definitions and reconciliations of Adjusted EBITDA and Free-cash-flow.

​

Management Comment

​

Tony Clark, Dawson’s President and CEO, commented, “I am proud of the continued progress the Dawson team made during 2025, generating $14.0 million of cash from our operations, and reinvesting a portion of that into new single node channels to strengthen our foundation for profitability in our future. We are continually monitoring our cost structure and reduced our general and administrative expenses by 9% year-over-year. Specifically, we implemented an AI software process in the mapping of our receiver points to reduce processing time from five employees over 6-7 weeks to one employee over 3-5 hours. As we continue to invest in these initiatives, we expect to improve our profitability.

​

We believe that we have a significant competitive advantage for larger seismic jobs due to our high channel count and our quantity of vibrator energy source units and have observed significant demand for our new equipment from our customers. We have expanded our customer base to include more unconventional exploration such as carbon capture, geothermal, and critical rare-earth minerals as well as other usages of seismic acquisition capabilities.

​

We believe that the Dawson team has shown continuous improvement over the past two years, which is evidenced by the continued improvement in our profitability metrics. We expect that improvement to continue into 2026.”

​

Fourth Quarter and Year-End Results

​

For the fourth quarter ended December 31, 2025, the Company reported revenues of $27.0 million, an increase of 72% compared to $15.6 million for the comparable quarter ended December 31, 2024. Revenue included reimbursable revenue of $4.0 million and $1.9 million for the quarters ended December 31, 2025, and December 31, 2024, respectively. Gross margin11 was 23% for the quarters ended December 31, 2025, and December 31, 2024.

​

We generated net income of $0.6 million or $0.02 per common share. The Company generated Adjusted EBITDA of $3.3 million in the quarter ended December 31, 2025, compared to Adjusted EBITDA of $0.9 million in the quarter ended December 31, 2024.

​

For the year ended December 31, 2025, the Company reported revenues of $75.6 million, an increase of 2% compared to $74.2 million for the year ended December 31, 2024. Revenue included reimbursable revenue of $13.7 million and $20.7 million for the years ended December 31, 2025, and December 31, 2024, respectively. Gross margin1 was 21% for the years ended December 31, 2025, and December 31, 2024.

​

For the year ended December 31, 2025, we generated a net loss of $1.9 million or $0.06 per common share, compared to a net loss of $4.1 million or $0.13 per common share in the prior year. The Company generated Adjusted EBITDA of $4.7 million in the year ended December 31, 2025, compared to an Adjusted EBITDA of $2 million in the year ended December 31, 2024.

​

Operations Update

​

The Company had one large channel crew and three smaller channel crews operating in the fourth quarter in the United States and into the first quarter of 2026. High crew utilization in the fourth quarter resulted in improved margins and profitability, and we expect an increase in utilization and revenue in the first quarter of 2026. We resumed our Canadian operations in the fourth quarter of 2025 with two crews and moved into the first quarter of 2026 with three large channel count crews. We anticipate our Ca

2025
Q3

Q3 2025 Earnings

8-K SELL

Nov 12, 2025 · 100% conf.

AI Prediction SELL

1D

-1.61%

$2.03

Act: -2.43%

5D

-7.65%

$1.90

Act: -7.28%

20D

-10.43%

$1.85

Act: -14.56%

Price: $2.06 Prob +5D: 0% AUC: 1.000
0001104659-25-110404

DAWSON GEOPHYSICAL COMPANY_November 12, 2025 TX0000799165false00007991652025-11-122025-11-12

​

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549 ​

FORM 8-K

​

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 ​ Date of report (date of earliest event reported): November 12, 2025 ​

DAWSON GEOPHYSICAL COMPANY

(Exact name of Registrant as specified in its charter)

texas 001-32472 74-2095844

(State of incorporation or organization) (Commission file number) (I.R.S. employer identification number)

508 West Wall, Suite 800 Midland, Texas 79701 (Address of principal executive offices) (Zip Code)

(432) 684-3000 (Registrant’s telephone number, including area code)

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

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, $0.01 par value

DWSN

The NASDAQ Stock Market

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

Emerging growth company ☐

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

​

​ ​ 1

​ ​

2

​ ​

Item 2.02. Results of Operations and Financial Condition. ​

​ On November 12, 2025, Dawson Geophysical Company (the “Company”) issued a press release reporting its preliminary and unaudited financial results for its third quarter ended September 30, 2025. A copy of the press release is furnished herewith as Exhibit 99.1. ​ Limitation on Incorporation by Reference. The information furnished in this Item 2.02, including the press release attached hereto as Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Cautionary Note Regarding Forward-Looking Statements. Except for historical information contained in the press release attached as an exhibit hereto, the press release contains forward-looking statements that involve certain risks and uncertainties that could cause actual results to differ materially from those expressed or implied by these statements. Please refer to the cautionary note in the press release regarding these forward-looking statements. ​ 3

​ ​

Item 9.01. Financial Statements and Exhibits. ​

​ ​ (d)Exhibits. ​ ​

EXHIBIT NUMBER

DESCRIPTION

99.1 Press release dated November 12, 2025

104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

​ ​

​

​ ​

​

SIGNATURES

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

DAWSON GEOPHYSICAL COMPANY

Date: November 12, 2025 By: /s/ Ian Shaw

Ian Shaw

Chief Financial Officer

​

​

2025
Q2

Q2 2025 Earnings

8-K

Aug 12, 2025

0001558370-25-011231

DAWSON GEOPHYSICAL COMPANY_August 12, 2025 TX0000799165false00007991652025-08-122025-08-12

​

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549 ​

FORM 8-K

​

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 ​ Date of report (date of earliest event reported): August 12, 2025 ​

DAWSON GEOPHYSICAL COMPANY

(Exact name of Registrant as specified in its charter)

texas 001-32472 74-2095844

(State of incorporation or organization) (Commission file number) (I.R.S. employer identification number)

508 West Wall, Suite 800 Midland, Texas 79701 (Address of principal executive offices) (Zip Code)

(432) 684-3000 (Registrant’s telephone number, including area code)

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

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, $0.01 par value

DWSN

The NASDAQ Stock Market

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

Emerging growth company ☐

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

​

​ ​ 1

​ ​

2

​ ​

Item 2.02. Results of Operations and Financial Condition. ​

​ On August 12, 2025, Dawson Geophysical Company (the “Company”) issued a press release reporting its preliminary and unaudited financial results for its second quarter ended June 30, 2025. A copy of the press release is furnished herewith as Exhibit 99.1. ​ Limitation on Incorporation by Reference. The information furnished in this Item 2.02, including the press release attached hereto as Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Cautionary Note Regarding Forward-Looking Statements. Except for historical information contained in the press release attached as an exhibit hereto, the press release contains forward-looking statements that involve certain risks and uncertainties that could cause actual results to differ materially from those expressed or implied by these statements. Please refer to the cautionary note in the press release regarding these forward-looking statements. ​ 3

​ ​

Item 9.01. Financial Statements and Exhibits. ​

​ ​ (d)Exhibits. ​ ​

EXHIBIT NUMBER

DESCRIPTION

99.1 Press release dated August 12, 2025

104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

​ ​

​

​ ​

​

SIGNATURES

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

DAWSON GEOPHYSICAL COMPANY

Date: August 12, 2025 By: /s/ Ian Shaw

Ian Shaw

Chief Financial Officer

​

​

2025
Q1

Q1 2025 Earnings

8-K

May 13, 2025

0001558370-25-007577

DAWSON GEOPHYSICAL COMPANY_May 13, 2025 TX0000799165false00007991652025-05-132025-05-13

​

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549 ​

FORM 8-K

​

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 ​ Date of report (date of earliest event reported): May 13, 2025 ​

DAWSON GEOPHYSICAL COMPANY

(Exact name of Registrant as specified in its charter)

texas 001-32472 74-2095844

(State of incorporation or organization) (Commission file number) (I.R.S. employer identification number)

508 West Wall, Suite 800 Midland, Texas 79701 (Address of principal executive offices) (Zip Code)

(432) 684-3000 (Registrant’s telephone number, including area code)

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

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, $0.01 par value

DWSN

The NASDAQ Stock Market

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

Emerging growth company ☐

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

​

​ ​ Item 2.02.Results of Operations and Financial Condition. ​ On May 13, 2025, Dawson Geophysical Company (the “Company”) issued a press release reporting its preliminary and unaudited financial results for its first quarter ended March 31, 2025. ​ The Company hereby incorporates by reference into this Item 2.02 the information set forth in such press release, a copy of which is furnished as Exhibit 99.1 to this Current Report. Pursuant to the rules and regulations of the Securities and Exchange Commission, such exhibit and the information set forth therein and herein are deemed to be furnished and shall not be deemed to be “filed” under the Securities Exchange Act of 1934, as amended (the “Exchange Act”). ​

Item 9.01. Financial Statements and Exhibits. ​

​ (d)Exhibits. ​ In accordance with General Instruction B.2 of Form 8-K, the information set forth in the attached Exhibit 99.1 is deemed to be “furnished” and shall not be deemed to be “filed” for purposes of Section 18 of the Exchange Act. ​ ​

EXHIBIT NUMBER

DESCRIPTION

99.1 Press release, dated May 13, 2025

104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

​ ​

​

​ ​

​

SIGNATURES

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

DAWSON GEOPHYSICAL COMPANY

Date: May 13, 2025 By: /s/ Ian Shaw

Ian Shaw

Chief Financial Officer

​

​

2024
Q4

Q4 2024 Earnings

8-K

Mar 28, 2025

0001558370-25-004024

DAWSON GEOPHYSICAL COMPANY_March 28, 2025 TX0000799165false00007991652025-03-282025-03-28

​

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549 ​

FORM 8-K

​

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 ​ Date of report (date of earliest event reported): March 28, 2025 ​

DAWSON GEOPHYSICAL COMPANY

(Exact name of Registrant as specified in its charter)

texas 001-32472 74-2095844

(State of incorporation or organization) (Commission file number) (I.R.S. employer identification number)

508 West Wall, Suite 800 Midland, Texas 79701 (Address of principal executive offices) (Zip Code)

(432) 684-3000 (Registrant’s telephone number, including area code)

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

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, $0.01 par value

DWSN

The NASDAQ Stock Market

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

Emerging growth company ☐

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

​

​ ​ Item 2.02.Results of Operations and Financial Condition. ​ On March 28, 2025, Dawson Geophysical Company (the “Company”) issued a press release reporting its preliminary and unaudited financial results for its fourth quarter and full year ended December 31, 2024. ​ The Company hereby incorporates by reference into this Item 2.02 the information set forth in such press release, a copy of which is furnished as Exhibit 99.1 to this Current Report. Pursuant to the rules and regulations of the Securities and Exchange Commission, such exhibit and the information set forth therein and herein are deemed to be furnished and shall not be deemed to be “filed” under the Securities Exchange Act of 1934, as amended (the “Exchange Act”). ​

Item 9.01. Financial Statements and Exhibits. ​

​ (d)Exhibits. ​ In accordance with General Instruction B.2 of Form 8-K, the information set forth in the attached Exhibit 99.1 is deemed to be “furnished” and shall not be deemed to be “filed” for purposes of Section 18 of the Exchange Act. ​ ​

EXHIBIT NUMBER

DESCRIPTION

99.1 Press release, dated March 28, 2025

104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

​ ​

​

​ ​

​

SIGNATURES

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

DAWSON GEOPHYSICAL COMPANY

Date: March 28, 2025 By: /s/ Ian Shaw

Ian Shaw

Chief Financial Officer

​

​

2024
Q3

Q3 2024 Earnings

8-K

Nov 12, 2024

0001558370-24-015353

TX0000799165false00007991652024-11-122024-11-12

​

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549 ​

FORM 8-K

​

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 ​ Date of report (date of earliest event reported): November 12, 2024 ​

DAWSON GEOPHYSICAL COMPANY

(Exact name of Registrant as specified in its charter)

texas 001-32472 74-2095844

(State of incorporation or organization) (Commission file number) (I.R.S. employer identification number)

ss 508 West Wall, Suite 800 Midland, Texas 79701 (Address of principal executive offices) (Zip Code)

(432) 684-3000 (Registrant’s telephone number, including area code)

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

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, $0.01 par value

DWSN

The NASDAQ Stock Market

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

Emerging growth company ☐

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

​

​ ​ Item 2.02.Results of Operations and Financial Condition. ​ On November 12, 2024, Dawson Geophysical Company (the “Company”) issued a press release reporting its preliminary and unaudited financial results for its third quarter ended September 30, 2024. ​ The Company hereby incorporates by reference into this Item 2.02 the information set forth in such press release, a copy of which is furnished as Exhibit 99.1 to this Current Report. Pursuant to the rules and regulations of the Securities and Exchange Commission, such exhibit and the information set forth therein and herein are deemed to be furnished and shall not be deemed to be “filed” under the Securities Exchange Act of 1934, as amended (the “Exchange Act”). ​

Item 9.01. Financial Statements and Exhibits.

​ (d)Exhibits. ​ In accordance with General Instruction B.2 of Form 8-K, the information set forth in the attached Exhibit 99.1 is deemed to be “furnished” and shall not be deemed to be “filed” for purposes of Section 18 of the Exchange Act. ​ ​

EXHIBIT NUMBER

DESCRIPTION

99.1 Press release, dated November 12, 2024

104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

​ ​

​

​ ​

​

SIGNATURES

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

DAWSON GEOPHYSICAL COMPANY

Date: November 12, 2024 By: /s/ Ian Shaw

Ian Shaw

Chief Financial Officer

​

​

2024
Q2

Q2 2024 Earnings

8-K

Aug 12, 2024

0001558370-24-011907

TX0000799165false00007991652024-08-122024-08-12

​

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549 ​

FORM 8-K

​

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 ​ Date of report (date of earliest event reported): August 12, 2024 ​

DAWSON GEOPHYSICAL COMPANY

(Exact name of Registrant as specified in its charter)

texas 001-32472 74-2095844

(State of incorporation or organization) (Commission file number) (I.R.S. employer identification number)

508 West Wall, Suite 800 Midland, Texas 79701 (Address of principal executive offices) (Zip Code)

(432) 684-3000 (Registrant’s telephone number, including area code)

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

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, $0.01 par value

DWSN

The NASDAQ Stock Market

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

Emerging growth company ☐

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

​

​ ​ Item 2.02.Results of Operations and Financial Condition. ​ On August 12, 2024, Dawson Geophysical Company (the “Company”) issued a press release reporting its preliminary and unaudited financial results for its second quarter ended June 30, 2024. ​ The Company hereby incorporates by reference into this Item 2.02 the information set forth in such press release, a copy of which is furnished as Exhibit 99.1 to this Current Report. Pursuant to the rules and regulations of the Securities and Exchange Commission, such exhibit and the information set forth therein and herein are deemed to be furnished and shall not be deemed to be “filed” under the Securities Exchange Act of 1934, as amended (the “Exchange Act”). ​

Item 9.01. Financial Statements and Exhibits.

​ (d)Exhibits. ​ In accordance with General Instruction B.2 of Form 8-K, the information set forth in the attached Exhibit 99.1 is deemed to be “furnished” and shall not be deemed to be “filed” for purposes of Section 18 of the Exchange Act. ​ ​

EXHIBIT NUMBER

DESCRIPTION

99.1 Press release, dated August 12, 2024

104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

​ ​

​

​ ​

​

SIGNATURES

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

DAWSON GEOPHYSICAL COMPANY

Date: August 12, 2024 By: /s/ Ian Shaw

Ian Shaw

Chief Financial Officer

​

​

2024
Q1

Q1 2024 Earnings

8-K

May 13, 2024

0001558370-24-007972

TX0000799165false00007991652024-05-132024-05-13

​

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549 ​

FORM 8-K

​

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 ​ Date of report (date of earliest event reported): May 13, 2024 ​

DAWSON GEOPHYSICAL COMPANY

(Exact name of Registrant as specified in its charter)

texas 001-32472 74-2095844

(State of incorporation or organization) (Commission file number) (I.R.S. employer identification number)

508 West Wall, Suite 800 Midland, Texas 79701 (Address of principal executive offices) (Zip Code)

(432) 684-3000 (Registrant’s telephone number, including area code)

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

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, $0.01 par value

DWSN

The NASDAQ Stock Market

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

Emerging growth company ☐

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

​

​ ​ Item 2.02.Results of Operations and Financial Condition. ​ On May 13, 2024, Dawson Geophysical Company (the “Company”) issued a press release reporting its preliminary and unaudited financial results for its first quarter ended March 31, 2024. The Company hereby incorporates by reference into this Item 2.02 the information set forth in such press release, a copy of which is furnished as Exhibit 99.1 to this Current Report. Pursuant to the rules and regulations of the Securities and Exchange Commission, such exhibit and the information set forth therein and herein are deemed to be furnished and shall not be deemed to be “filed” under the Securities Exchange Act of 1934, as amended (the “Exchange Act”). ​

Item 9.01. Financial Statements and Exhibits. ​

​ (d)Exhibits. ​ In accordance with General Instruction B.2 of Form 8-K, the information set forth in the attached Exhibit 99.1 is deemed to be “furnished” and shall not be deemed to be “filed” for purposes of Section 18 of the Exchange Act.

​

EXHIBIT NUMBER

DESCRIPTION

99.1 Press release, dated May 13, 2024

104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

​

​

SIGNATURES

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

DAWSON GEOPHYSICAL COMPANY

Date: May 13, 2024 By: /s/ Ian Shaw

Ian Shaw

Chief Financial Officer

​

​

2024
Q1

Q1 2024 Earnings

8-K

Apr 1, 2024

0001558370-24-004432

TX0000799165false00007991652024-03-282024-03-28

​

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549 ​

FORM 8-K

​

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 ​ Date of report (date of earliest event reported): March 28, 2024 ​

DAWSON GEOPHYSICAL COMPANY

(Exact name of Registrant as specified in its charter)

texas 001-32472 74-2095844

(State of incorporation or organization) (Commission file number) (I.R.S. employer identification number)

508 West Wall, Suite 800 Midland, Texas 79701 (Address of principal executive offices) (Zip Code)

(432) 684-3000 (Registrant’s telephone number, including area code)

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

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, $0.01 par value

DWSN

The NASDAQ Stock Market

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

Emerging growth company ☐

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

​

​ ​ Item 2.02.Results of Operations and Financial Condition. ​ On April 1, 2024, Dawson Geophysical Company (the “Company”) issued a press release reporting its preliminary and unaudited financial results for its fourth quarter and full year ended December 31, 2023. ​ The Company hereby incorporates by reference into this Item 2.02 the information set forth in such press release, a copy of which is furnished as Exhibit 99.1 to this Current Report. Pursuant to the rules and regulations of the Securities and Exchange Commission, such exhibit and the information set forth therein and herein are deemed to be furnished and shall not be deemed to be “filed” under the Securities Exchange Act of 1934, as amended (the “Exchange Act”). ​ Item 7.01.Regulation FD Disclosure. ​ On March 28, 2024, the Board of Directors of the Company declared a special cash dividend of $0.32 per share, payable May 6, 2024 to stockholders of record at the close of business on April 22, 2024. Information about the declaration of the special cash dividend is included in the press release furnished as Exhibit 99.1 hereto.

Item 9.01. Financial Statements and Exhibits.

​

(d) Exhibits.

​

EXHIBIT NUMBER

DESCRIPTION

99.1 Press release, dated April 1, 2024

104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

​

​

SIGNATURES

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

DAWSON GEOPHYSICAL COMPANY

Date: April 1, 2024 By: /s/ Ian Shaw

Ian Shaw

Chief Financial Officer

​

​

2023
Q3

Q3 2023 Earnings

8-K

Nov 9, 2023

0001104659-23-115965

false 0000799165

0000799165

2023-11-09 2023-11-09

iso4217:USD

xbrli:shares

iso4217:USD

xbrli:shares

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of report (date of earliest event reported): November 9, 2023

DAWSON

GEOPHYSICAL COMPANY

(Exact name of Registrant as specified in its charter)

texas 001-32472 74-2095844

(State of incorporation

or organization) (Commission file number)

(I.R.S.

employer identification number)

508 West Wall, Suite 800

Midland, Texas 79701

(Address of principal executive offices) (Zip Code)

(432) 684-3000

(Registrant’s telephone number, including area code)

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

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

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

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

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

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

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, $0.01 par value

DWSN

The NASDAQ Stock Market

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

Emerging growth company ¨

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

Item 2.02.Results of Operations and Financial Condition.

On November 9, 2023, Dawson Geophysical Company (the “Company”) issued a press release reporting its preliminary and unaudited financial results for the quarter ended September 30, 2023, the Company’s third quarter of 2023.

The Company hereby incorporates by reference into this Item 2.02 the information set forth in such press release, a copy of which is furnished as Exhibit 99.1 to this Current Report. Pursuant to the rules and regulations of the Securities and Exchange Commission, such exhibit and the information set forth therein and herein are deemed to be furnished and shall not be deemed to be “filed” under the Securities Exchange Act of 1934, as amended (the “Exchange Act”).

Item 9.01.Financial Statements and Exhibits.

(d)           Exhibits.

In accordance with General Instruction B.2 of Form 8-K, the information set forth in the attached Exhibit 99.1 is deemed to be “furnished” and shall not be deemed to be “filed” for purposes of Section 18 of the Exchange Act.

EXHIBIT

NUMBER

DESCRIPTION

99.1 — Press release, dated November 9, 2023.

104 — Cover Page Interactive Data File (formatted in Inline XBRL and included as Exhibit 101).

SIGNATURES

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

DAWSON GEOPHYSICAL COMPANY

Date: November 9, 2023 By: /s/ James K. Brata

James K. Brata

Executive Vice President, Chief Financial Officer,

Secretary and Treasurer

2023
Q2

Q2 2023 Earnings

8-K

Jul 31, 2023

0001104659-23-085509

0000799165 false

0000799165

2023-07-31 2023-07-31

iso4217:USD

xbrli:shares

iso4217:USD

xbrli:shares

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of report (date of earliest event reported): July 31, 2023

DAWSON

GEOPHYSICAL COMPANY

(Exact name of Registrant as specified in its charter)

texas 001-32472 74-2095844

(State of incorporation

or organization) (Commission file number)

(I.R.S.

employer identification number)

508 West Wall, Suite 800

Midland, Texas 79701

(Address of principal executive offices) (Zip Code)

(432) 684-3000

(Registrant’s telephone number, including area code)

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

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

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

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

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

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

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, $0.01 par value

DWSN

The NASDAQ Stock Market

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

Emerging growth company ¨

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

Item 2.02. Results of Operations and Financial Condition.

On July 31, 2023, Dawson Geophysical Company (the “Company”) issued a press release reporting its preliminary and unaudited financial results for the quarter ended June 30, 2023, the Company’s second quarter of 2023.

The Company hereby incorporates by reference into this Item 2.02 the information set forth in such press release, a copy of which is furnished as Exhibit 99.1 to this Current Report. Pursuant to the rules and regulations of the Securities and Exchange Commission, such exhibit and the information set forth therein and herein are deemed to be furnished and shall not be deemed to be “filed” under the Securities Exchange Act of 1934, as amended (the “Exchange Act”).

Item 9.01. Financial Statements and Exhibits.

(d)            Exhibits.

In accordance with General Instruction B.2 of Form 8-K, the information set forth in the attached Exhibit 99.1 is deemed to be “furnished” and shall not be deemed to be “filed” for purposes of Section 18 of the Exchange Act.

EXHIBIT

NUMBER

DESCRIPTION

99.1 — Press release, dated July 31, 2023.

104 — Cover Page Interactive Date File (formatted in Inline XBRL and included as Exhibit 101).

SIGNATURES

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

DAWSON GEOPHYSICAL COMPANY

Date: July 31, 2023 By: /s/ James K. Brata

James K. Brata

Executive Vice President, Chief Financial Officer,

Secretary and Treasurer

2023
Q1

Q1 2023 Earnings

8-K

May 15, 2023

0001104659-23-060837

0000799165 false

0000799165

2023-05-15 2023-05-15

iso4217:USD

xbrli:shares

iso4217:USD

xbrli:shares

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of report (date of earliest event reported): May 15, 2023

DAWSON

GEOPHYSICAL COMPANY

(Exact name of Registrant as specified in its charter)

texas 001-32472 74-2095844

(State of incorporation

or organization) (Commission file number) (I.R.S. employer identification number)

508 West Wall, Suite 800

Midland, Texas 79701

(Address of principal executive offices) (Zip Code)

(432) 684-3000

(Registrant’s telephone number, including area code)

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

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

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

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

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

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

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, $0.01 par value

DWSN

The NASDAQ Stock Market

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

Emerging growth company ¨

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

Item 2.02.Results of Operations and Financial Condition.

On May 15, 2023, Dawson Geophysical Company (the “Company”) issued a press release reporting its preliminary and unaudited financial results for the quarter ended March 31, 2023, the Company’s first quarter of 2023.

The Company hereby incorporates by reference into this Item 2.02 the information set forth in such press release, a copy of which is furnished as Exhibit 99.1 to this Current Report. Pursuant to the rules and regulations of the Securities and Exchange Commission, such exhibit and the information set forth therein and herein are deemed to be furnished and shall not be deemed to be “filed” under the Securities Exchange Act of 1934, as amended (the “Exchange Act”).

Item 9.01.Financial Statements and Exhibits.

(d)       Exhibits.

In accordance with General Instruction B.2 of Form 8-K, the information set forth in the attached Exhibit 99.1 is deemed to be “furnished” and shall not be deemed to be “filed” for purposes of Section 18 of the Exchange Act.

EXHIBIT

NUMBER

DESCRIPTION

99.1 — Press release, dated May 15, 2023.

104 — Cover Page Interactive Data File (formatted in Inline XBRL and included as Exhibit 101).

SIGNATURES

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

DAWSON GEOPHYSICAL COMPANY

Date: May 15, 2023By:/s/ James K. Brata

James K. Brata

Executive Vice President, Chief Financial Officer,

Secretary and Treasurer

2022
Q4

Q4 2022 Earnings

8-K

Mar 13, 2023

0001104659-23-031829

0000799165 false

0000799165

2023-03-13 2023-03-13

iso4217:USD

xbrli:shares

iso4217:USD

xbrli:shares

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of report (date of earliest event reported): March 13, 2023

DAWSON

GEOPHYSICAL COMPANY

(Exact name of Registrant as specified in its charter)

texas 001-32472 74-2095844

(State of incorporation

or organization) (Commission file number) (I.R.S. employer identification number)

508 West Wall, Suite 800

Midland, Texas 79701

(Address of principal executive offices) (Zip Code)

(432) 684-3000

(Registrant’s telephone number, including area code)

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

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

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

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

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

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

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, $0.01 par value

DWSN

The NASDAQ Stock Market

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

Emerging growth company ¨

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

Item 2.02.Results of Operations and Financial Condition.

On March 13, 2023, Dawson Geophysical Company (the “Company”) issued a press release reporting its preliminary and unaudited financial results for its fourth quarter and full year ended December 31, 2022.

The Company hereby incorporates by reference into this Item 2.02 the information set forth in such press release, a copy of which is furnished as Exhibit 99.1 to this Current Report. Pursuant to the rules and regulations of the Securities and Exchange Commission, such exhibit and the information set forth therein and herein are deemed to be furnished and shall not be deemed to be “filed” under the Securities Exchange Act of 1934, as amended (the “Exchange Act”).

Item 9.01.Financial Statements and Exhibits.

(d)            Exhibits.

In accordance with General Instruction B.2 of Form 8-K, the information set forth in the attached Exhibit 99.1 is deemed to be “furnished” and shall not be deemed to be “filed” for purposes of Section 18 of the Exchange Act.

EXHIBIT

NUMBER

DESCRIPTION

99.1 — Press release, dated March 13, 2023.

104 — Cover Page Interactive Data File (formatted in Inline XBRL and included as Exhibit 101).

SIGNATURES

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

DAWSON GEOPHYSICAL COMPANY

Date: March 13, 2023 By: /s/ James K. Brata

James K. Brata

Executive Vice President, Chief Financial Officer, Secretary and Treasurer

2022
Q3

Q3 2022 Earnings

8-K

Nov 10, 2022

0001104659-22-117149

0000799165 false

0000799165

2022-11-10 2022-11-10

iso4217:USD

xbrli:shares

iso4217:USD

xbrli:shares

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of report (date of earliest event reported): November 10, 2022

DAWSON

GEOPHYSICAL COMPANY

(Exact name of Registrant as specified in its charter)

texas 001-32472 74-2095844

(State of incorporation

or organization) (Commission file number) (I.R.S. employer identification number)

508 West Wall, Suite 800

Midland, Texas 79701

(Address of principal executive offices) (Zip Code)

(432) 684-3000

(Registrant’s telephone number, including area code)

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

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

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

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

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

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

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, $0.01 par value

DWSN

The NASDAQ Stock Market

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

Emerging growth company ¨

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

Item 2.02.Results of Operations and Financial Condition.

On November 10, 2022, Dawson Geophysical Company (the “Company”) issued a press release reporting its preliminary and unaudited financial results for the quarter ended September 30, 2022, the Company’s third quarter of 2022.

The Company hereby incorporates by reference into this Item 2.02 the information set forth in such press release, a copy of which is furnished as Exhibit 99.1 to this Current Report. Pursuant to the rules and regulations of the Securities and Exchange Commission, such exhibit and the information set forth therein and herein are deemed to be furnished and shall not be deemed to be “filed” under the Securities Exchange Act of 1934, as amended (the “Exchange Act”).

Item 9.01.Financial Statements and Exhibits.

(d)           Exhibits.

In accordance with General Instruction B.2 of Form 8-K, the information set forth in the attached Exhibit 99.1 is deemed to be “furnished” and shall not be deemed to be “filed” for purposes of Section 18 of the Exchange Act.

EXHIBIT

NUMBER

DESCRIPTION

99.1 — Press release, dated November 10, 2022.

104 — Cover Page Interactive Date File (formatted in Inline XBRL and included as Exhibit 101).

SIGNATURES

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

DAWSON GEOPHYSICAL COMPANY

Date: November 10, 2022 By: /s/ James K. Brata

James K. Brata

Executive Vice President, Chief Financial Officer, Secretary and Treasurer

2022
Q2

Q2 2022 Earnings

8-K

Aug 12, 2022

0001104659-22-090063

0000799165 false

0000799165

2022-08-12 2022-08-12

iso4217:USD

xbrli:shares

iso4217:USD

xbrli:shares

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of report (date of earliest event reported): August 12, 2022

DAWSON

GEOPHYSICAL COMPANY

(Exact name of Registrant as specified in its charter)

texas 001-32472 74-2095844

(State of incorporation

or organization) (Commission file number) (I.R.S. employer identification number)

508 West Wall, Suite 800

Midland, Texas 79701

(Address of principal executive offices) (Zip Code)

(432) 684-3000

(Registrant’s telephone number, including area code)

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

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

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

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

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

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

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, $0.01 par value

DWSN

The NASDAQ Stock Market

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

Emerging growth company ¨

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

Item 2.02.Results of Operations and Financial Condition.

On August 12, 2022, Dawson Geophysical Company (the “Company”) issued a press release reporting its preliminary and unaudited financial results for the quarter ended June 30, 2022, the Company’s second quarter of 2022.

The Company hereby incorporates by reference into this Item 2.02 the information set forth in such press release, a copy of which is furnished as Exhibit 99.1 to this Current Report. Pursuant to the rules and regulations of the Securities and Exchange Commission, such exhibit and the information set forth therein and herein are deemed to be furnished and shall not be deemed to be “filed” under the Securities Exchange Act of 1934, as amended (the “Exchange Act”).

Item 9.01.Financial Statements and Exhibits.

(d)Exhibits.

In accordance with General Instruction B.2 of Form 8-K, the information set forth in the attached Exhibit 99.1 is deemed to be “furnished” and shall not be deemed to be “filed” for purposes of Section 18 of the Exchange Act.

EXHIBIT

NUMBER

DESCRIPTION

99.1 — Press release, dated August 12, 2022.

104 — Cover Page Interactive Date File (formatted in Inline XBRL and included as Exhibit 101).

SIGNATURES

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

DAWSON GEOPHYSICAL COMPANY

Date:  August 12, 2022 By: /s/ James K. Brata

James K. Brata

Executive Vice President, Chief Financial Officer, Secretary and Treasurer

2022
Q1

Q1 2022 Earnings

8-K

May 16, 2022

0001104659-22-061373

0000799165 false

0000799165

2022-05-16 2022-05-16

iso4217:USD

xbrli:shares

iso4217:USD

xbrli:shares

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of report (date of earliest event reported): May 16, 2022

DAWSON

GEOPHYSICAL COMPANY

(Exact name of Registrant as specified in its charter)

texas 001-32472 74-2095844

(State of incorporation

or organization) (Commission file number) (I.R.S. employer identification number)

508 West Wall, Suite 800

Midland, Texas 79701

(Address of principal executive offices) (Zip Code)

(432) 684-3000

(Registrant’s telephone number, including area code)

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

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

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

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

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

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

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, $0.01 par value

DWSN

The NASDAQ Stock Market

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

Emerging growth company ¨

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

Item 2.02.Results of Operations and Financial Condition.

On May 16, 2022, Dawson Geophysical Company (the “Company”) issued a press release reporting its preliminary and unaudited financial results for the quarter ended March 31, 2022, the Company’s first quarter of 2022.

The Company hereby incorporates by reference into this Item 2.02 the information set forth in such press release, a copy of which is furnished as Exhibit 99.1 to this Current Report. Pursuant to the rules and regulations of the Securities and Exchange Commission, such exhibit and the information set forth therein and herein are deemed to be furnished and shall not be deemed to be “filed” under the Securities Exchange Act of 1934, as amended (the “Exchange Act”).

Item 9.01.Financial Statements and Exhibits.

(d)Exhibits.

In accordance with General Instruction B.2 of Form 8-K, the information set forth in the attached Exhibit 99.1 is deemed to be “furnished” and shall not be deemed to be “filed” for purposes of Section 18 of the Exchange Act.

EXHIBIT

NUMBER

DESCRIPTION

99.1 — Press release, dated May 16, 2022.

104 — Cover Page Interactive Date File (formatted in Inline XBRL and included as Exhibit 101).

SIGNATURES

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

DAWSON GEOPHYSICAL COMPANY

Date: May 16, 2022 By: /s/ James K. Brata

James K. Brata

Executive Vice President, Chief Financial Officer, Secretary and Treasurer

2021
Q4

Q4 2021 Earnings

8-K

Mar 8, 2022

0001104659-22-031233

0000799165 false

0000799165

2022-03-08 2022-03-08

iso4217:USD

xbrli:shares

iso4217:USD

xbrli:shares

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of report (date of earliest event reported): March 8, 2022

DAWSON

GEOPHYSICAL COMPANY

(Exact name of Registrant as specified in its charter)

texas 001-32472 74-2095844

(State of incorporation

or organization) (Commission file number) (I.R.S. employer identification number)

508 West Wall, Suite 800

Midland, Texas 79701

(Address of principal executive offices) (Zip Code)

(432) 684-3000

(Registrant’s telephone number, including area code)

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

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

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

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

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

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

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, $0.01 par value

DWSN

The NASDAQ Stock Market

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

Emerging growth company ¨

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

Item 2.02.Results of Operations and Financial Condition.

On March 8, 2022, Dawson Geophysical Company (the “Company”) issued a press release reporting its preliminary and unaudited financial results for its fourth quarter and full year ended December 31, 2021.

The Company hereby incorporates by reference into this Item 2.02 the information set forth in such press release, a copy of which is furnished as Exhibit 99.1 to this Current Report. Pursuant to the rules and regulations of the Securities and Exchange Commission, such exhibit and the information set forth therein and herein are deemed to be furnished and shall not be deemed to be “filed” under the Securities Exchange Act of 1934, as amended (the “Exchange Act”).

Item 9.01.Financial Statements and Exhibits.

(d)           Exhibits.

In accordance with General Instruction B.2 of Form 8-K, the information set forth in the attached Exhibit 99.1 is deemed to be “furnished” and shall not be deemed to be “filed” for purposes of Section 18 of the Exchange Act.

EXHIBIT

NUMBER

DESCRIPTION

99.1 — Press release, dated March 8, 2022.

104 — Cover Page Interactive Data File (formatted in Inline XBRL and included as Exhibit 101).

SIGNATURES

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

DAWSON GEOPHYSICAL COMPANY

Date: March 8, 2022 By: /s/ James K. Brata

James K. Brata

Executive Vice President, Chief Financial Officer, Secretary and Treasurer

2021
Q3

Q3 2021 Earnings

8-K

Nov 16, 2021

0001104659-21-139706

0000799165 false

0000799165

2021-11-16 2021-11-16

iso4217:USD

xbrli:shares

iso4217:USD

xbrli:shares

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of report (date of earliest event reported): November 16, 2021

DAWSON

GEOPHYSICAL COMPANY

(Exact name of Registrant as specified in its charter)

texas 001-32472 74-2095844

(State of incorporation

or organization) (Commission file number) (I.R.S. employer identification number)

508 West Wall, Suite 800

Midland, Texas 79701

(Address of principal executive offices) (Zip Code)

(432) 684-3000

(Registrant’s telephone number, including area code)

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

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

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

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

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

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

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, $0.01 par value

DWSN

The NASDAQ Stock Market

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

Emerging growth company ¨

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

Item 2.02.Results of Operations and Financial Condition.

On November 16, 2021, Dawson Geophysical Company (the “Company”) issued a press release and letter to shareholders to provide further information on the pending tender offer by Wilks Brothers, LLC that also provided estimated guidance related to certain of its preliminary and unaudited financial results as of November 12, 2021.

The Company hereby incorporates by reference into this Item 2.02 the information set forth in such press release, a copy of which is furnished as Exhibit 99.1 to this Current Report. Pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”), such exhibit and the information set forth therein and herein are deemed to be “furnished” and shall not be deemed to be “filed” under the Securities Exchange Act of 1934, as amended (the “Exchange Act”).

Item 7.01.Regulation FD Disclosure.

On November 16, 2021, the Company issued a press release and letter to shareholders to provide further information on the pending tender offer by Wilks Brothers, LLC.

A copy of the press release and letter to shareholders is furnished as an exhibit to this Current Report. In accordance with General Instruction B.2 of Form 8-K, the information set forth herein and in the press release and letter to shareholders is deemed to be “furnished” and shall not be deemed to be “filed” for purposes of the the Exchange Act.

Item 9.01.Financial Statements and Exhibits.

(d)Exhibits.

In accordance with General Instruction B.2 of Form 8-K, the information set forth in the attached Exhibit 99.1 is deemed to be “furnished” and shall not be deemed to be “filed” for purposes of Section 18 of the Exchange Act.

EXHIBIT

NUMBER

DESCRIPTION

99.1 — Press Release and Letter to Shareholders, dated November 16, 2021.

104 — Cover Page Interactive Data File (formatted in Inline XBRL and included as Exhibit 101).

SIGNATURES

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

DAWSON GEOPHYSICAL COMPANY

Date: November 16, 2021 By: /s/ James K. Brata

James K. Brata

Executive Vice President, Chief Financial Officer, Secretary and Treasurer

About Dawson Geophysical Company (DWSN) Earnings

This page provides Dawson Geophysical Company (DWSN) earnings call transcripts from SEC 8-K filings along with AI-powered predictions for post-earnings price movements. Our machine learning models analyze historical earnings data, pre-earnings price patterns, volume changes, and volatility to predict 1-day, 5-day, and 20-day returns after each earnings release.

Earnings transcripts are sourced directly from SEC EDGAR filings. Predictions are generated using gradient boosting models trained on DWSN's historical earnings reactions. All predicted returns are shown as percentages, and predicted prices are calculated from the closing price at the time of prediction. Past performance does not guarantee future results.

Share on Social Networks: