8-K

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): February 9, 2026

NATURAL GAS SERVICES GROUP, INC.

(Exact Name of Registrant as Specified in Charter)

404 Veterans Airpark Lane, Suite 300

Midland, TX 79705

(Address of Principal Executive Offices)

(432) 262-2700

(Registrant's Telephone Number, Including Area Code)

N/A

(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-14(c)).

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. o

Item 7.01 Regulation FD Disclosure

On February 9, 2026, the Company issued a press release announcing its Board of Directors has declared a quarterly cash dividend of $0.11 per share of common stock. A copy of the press release is attached as an exhibit to this Current Report on Form 8-K.

The press release filed herewith as Exhibit 99.1 is being furnished and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to liability under that section, and it shall not 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 filing.

Item 8.01 Other Events

On February 9, 2026, the Company announced that its Board of Directors has declared a cash dividend of $0.11 per share of common stock, or $0.44 per share of common stock on an annualized basis. This cash dividend will be paid on March 4, 2026, to all shareholders of record as of the close of business on February 18, 2026.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

The Exhibit listed below is furnished as an Exhibit to this Current Report on Form 8-K.

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.

Document

Exhibit 99.1

Natural Gas Services Group, Inc. Announces Quarterly Dividend

Midland, Texas, February 9, 2026 -- Natural Gas Services Group, Inc. (NYSE: NGS), (“NGS” or the “Company”), a leading provider of natural gas compression equipment, technology, and services to the energy industry, today announced that its Board of Directors has declared a quarterly cash dividend of $0.11 per share of common stock, or $0.44 per share of common stock on an annualized basis. This cash dividend will be paid on March 4, 2026, to all stockholders of record as of the close of business on February 18, 2026. The first quarter 2026 dividend is consistent with the fourth quarter 2025 dividend level representing a 10 percent increase when compared to the inaugural dividend paid in the third quarter 2025.

Future declarations of quarterly dividends and the establishment of future record and payment dates are subject to approval by the Board of Directors.

About Natural Gas Services Group, Inc.

Natural Gas Services Group is a leading provider of natural gas compression equipment, technology and services to the energy industry. The Company designs, rents, sells and maintains natural gas compressors for oil and natural gas production and plant facilities. NGS is headquartered in Midland, Texas, with a fabrication facility located in Tulsa, Oklahoma, and service facilities located in major oil and natural gas producing basins in the U.S. Additional information can be found at www.ngsgi.com.

Forward-Looking Statements

This press release may contain forward-looking statements, express or implied, regarding future rates of cash dividends. While the Company expects to continue to pay dividends in the future, the declaration of any future dividends or dividends at any particular rate is subject to the discretion of the Board of Directors and will depend on our financial condition, results of operations, capital requirements, business conditions and other factors, as well as a determination by the Board of Directors that dividends are in the best interests of our stockholders. Additional factors that could cause actual results to differ materially from those expressed or implied by such statements are described in our SEC filings, including our recent Forms 10-K, 10-Q and 8-K. All forward-looking statements are based on management’s current estimates, projections and assumptions, and we assume no obligation to update them.

For More Information, Contact:

Glenn Wiener, Investor Relations

(432) 262-2700

ir@ngsgi.com

www.ngsgi.com