Oceaneering International : August Investor Presentation

Investor Presentation

August 2019

Forward-Looking Statements

In accordance with the Safe Harbor provisions of the Private Securities Litigation Reform Act of 1995, Oceaneering cautions that statements in this presentation that express a belief, expectation, or intention are forward looking. Forward-looking

statements are generally accompanied by words such as "estimate," "project," "predict," "believe," "expect," "anticipate," "plan," "forecast," "budget," "goal," or other words that convey the uncertainty of future events or outcomes.

The forward-looking statements in this presentation include, among other things, statements about: increasing offshore activity levels and the long-term outlook for offshore, including expectations about stabilization of Brent crude prices and increases in offshore capital expenditures, offshore drilling activity, the contracted floating rig count and subsea tree awards; our growing non-energy segment and our increasing participation in offshore renewables; increasing durations for new contract tenders; our outlook for the third quarter and second half of 2019, including at each reporting segment level, and the factors underlying our outlook; our Subsea Products backlog, to the extent backlog may be viewed as an indicator of future revenue or profitability; our expectations about umbilical and hardware order intake and our book-to-bill ratio for 2019; our expectations about the benefits of the Ecosse acquisition; our full-year 2019 outlook information,

including as to free cash flow, adjusted EBITDA, capital expenditures, unallocated expenses and net interest expense; and our focus on generating positive free cash flow, maintaining our strong liquidity position, improving our returns and maintaining our superior safety performance and quality. Although we believe that the expectations reflected in those forward-looking statements are reasonable, we can give no assurance that those expectations will prove to have been correct. Those statements are made by using various underlying assumptions and are subject to numerous risks, contingencies and uncertainties, including, among others: factors affecting the level of activity in the oil and gas industry; supply and demand of drilling rigs; oil and natural gas demand and production growth; oil and natural gas prices; fluctuations in currency markets worldwide; future global economic conditions; the loss of major contracts or alliances; future performance under our customer contracts; and the effects of competition. Should one or more of these risks or uncertainties materialize, or should the assumptions underlying the forward-looking statements prove incorrect, actual outcomes could vary materially from those indicated.

For additional information regarding these and other factors that may affect our actual results, see our periodic filings with the Securities and Exchange Commission, including our most recent Reports on Forms 10-K and 10-Q.

You should not place undue reliance on forward-looking statements. This presentation reflects the views of Oceaneering's management as of the date hereof. Except to the extent required by applicable law, Oceaneering undertakes no obligation to update or revise any forward- looking statement.

Non-GAAP Disclosures:

This presentation includes several "non-GAAP" financial measures, as defined under Regulation G of the U.S. Securities Exchange Act of 1934, as amended. Oceaneering reports its financial results in accordance with U.S. generally accepted accounting principles, but believes that certain non-GAAP financial measures provide useful supplemental information to investors regarding the underlying business trends and performance of its ongoing operations and are useful for period-over-period comparisons of those operations. The non-GAAP measures in this presentation include EBITDA, Adjusted EBITDA, Adjusted Operating EBITDA and Free Cash Flow. These non-GAAP financial measures should be considered as supplemental to, and not as a substitute for or superior to, the financial measures prepared in accordance with GAAP. The definitions of these non- GAAP financial measures and reconciliations to the most comparable GAAP measures are provided in the Supplemental Information section of this presentation, beginning on page 39.

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Reasons to Own Oceaneering

• Increasing offshore activity levels
• Growing non-energy segment
• Provider of integrated technology solutions
• Strong portfolio of diversified services and products
• Geographically dispersed asset base and revenue streams
• Blue-chipcustomer base
• Strong market positions
• Increasing participation in offshore renewables

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Another Reason to Own Oceaneering - Sustainability

Managing our business in a way that promotes:

• Safety and Health
• Environmental Sustainability
• Community Relations
• Workforce Diversity, and
• Ethics and Compliance

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Five Operating Segments

Energy:

Remotely Operated Vehicles (ROV)

Subsea Products

Subsea Projects

Asset Integrity

Non-Energy:

Advanced Technologies

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