Quarterly Report for Quarter Ending March 31, 2024 (Form 10-Q)

10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

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

For the quarterly period ended

March 31, 2024

or

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

For the transition period from

to

Commission File Number 001-34279

Gulf Island Fabrication, Inc.

(Exact name of registrant as specified in its charter)

Louisiana		72-1147390
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

2170 Buckthorne Place, Suite 420 The woodlands, Texas		77380
(Address of principal executive offices)		(Zip Code)

(713) 714-6100

(Registrant's telephone number, including area code)

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

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock	GIFI	Nasdaq

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

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒No ☐

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

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

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

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

The number of shares of the registrant's common stock, no par value per share, outstanding as of April 30, 2024, was 16,282,521.

GULF ISLAND FABRICATION, INC.

I N D E X

				Page
PART I		FINANCIAL INFORMATION		1
Item 1.		Financial Statements		1
		Consolidated Balance Sheets at March 31, 2024 (unaudited) and December 31, 2023		1
		Consolidated Statements of Operations for the Three Months Ended March 31, 2024 and 2023 (unaudited)		2
		Consolidated Statements of Changes in Shareholders' Equity for the Three Months Ended March 31, 2024 and 2023 (unaudited)		3
		Consolidated Statements of Cash Flows for the Three Months Ended March 31, 2024 and 2023 (unaudited)		4
		Notes to Consolidated Financial Statements (unaudited)		5
Item 2.		Management's Discussion and Analysis of Financial Condition and Results of Operations		19
Item 4.		Controls and Procedures		34
PART II		OTHER INFORMATION		35
Item 1.		Legal Proceedings		35
Item 1A.		Risk Factors		35
Item 2.		Unregistered Sales of Equity Securities and Use of Proceeds		35
Item 6.		Exhibits		36
Signatures		37

GLOSSARYOF TERMS

As used in this report filed on Form 10-Q for the quarter ended March 31, 2024 ("this Report"), the following abbreviations and terms have the meanings listed below. In addition, the terms "Gulf Island," "the Company," "we," "us" and "our" refer to Gulf Island Fabrication, Inc. and its consolidated subsidiaries, unless the context clearly indicates otherwise. Certain terms defined below may be redefined separately within this Report when we believe providing a definition upon the first use of the term will assist users of this Report. Unless and as otherwise stated, any references in this Report to any agreement means such agreement and all schedules, exhibits and attachments in each case as amended, restated, supplemented or otherwise modified to the date of filing this Report.

2023 Annual Report		Our annual report for the year ended December 31, 2023, filed with the SEC on Form 10-K on March 8, 2024.
2023 Financial Statements		Our Financial Statements for the year ended December 31, 2023 and related notes, included in our 2023 Annual Report.
ASC		Accounting Standards Codification.
ASU		Accounting Standards Update.
Balance Sheet		Our Consolidated Balance Sheets, as filed in this Report.
Board		Board of Directors.
contract assets		Costs and estimated earnings recognized to date in excess of cumulative billings.
contract liabilities		Cumulative billings in excess of costs and estimated earnings recognized to date and accrued contract losses.
cost-reimbursable		Work is performed and billed to the customer at cost plus a profit margin or other variable fee arrangements which can include a mark-up.
COVID-19		The global coronavirus pandemic.
deck		The component of a platform on which drilling, production, separating, gathering, piping, compression, well support, crew quartering and other functions related to offshore oil and gas development are conducted.
DTA(s)		Deferred Tax Asset(s).
EPC		Engineering, Procurement and Construction.
Exchange Act		Securities Exchange Act of 1934, as amended.
Fabrication Division		Our Fabrication reportable segment.
Facilities		Our Houma Facilities and other facilities that support our operations.
FASB		Financial Accounting Standards Board.
FDC		Fidelity & Deposit Company of Maryland.
Ferry Projects		Contracts and related obligations for our seventy-vehicle ferry and two forty-vehicle ferry projects that were under construction as of the date of the Shipyard Transaction, which were excluded from the Shipyard Transaction.
Financial Statements		Our Consolidated Financial Statements, including comparative consolidated Balance Sheets, Statements of Operations, Statements of Changes in Shareholders' Equity and Statements of Cash Flows, as filed in this Report.
GAAP		Generally Accepted Accounting Principles in the U.S.
GIS		Gulf Island Shipyards, LLC.
GOM		Gulf of Mexico.
Gulf Coast		Along the coast of the Gulf of Mexico.
Hornbeck		Hornbeck Offshore Services, LLC.

Houma AHFS		Certain excess real property (consisting of land and buildings) of our Fabrication Division sold in February 2024 that was part of our Houma Facilities, which was classified as an asset held for sale on our Balance Sheet at December 31, 2023.
Houma Facilities		Our owned facilities located in Houma, Louisiana that support our Fabrication Division and Services Division and represent our primary operating facilities.
inland		Typically, bays, lakes and marshy areas.
Insurance Finance Arrangements		Short-term finance arrangements for insurance premiums associated with our property and equipment and general liability insurance coverages.
jacket		A component of a fixed platform consisting of a tubular steel braced structure extending from the mudline of the seabed to a point above the water surface. The jacket is anchored with tubular steel piles driven into the seabed. The jacket supports the deck structure located above the water.
labor hours		Hours worked by employees directly involved in the fabrication of our products or delivery of our services.
LC Facility		Our $10.0 million letter of credit facility with Whitney Bank maturing on June 30, 2026, as amended.
LNG		Liquefied Natural Gas.
Mortgage Agreement		Multiple indebtedness mortgage arrangement with Zurich, to secure our obligations and liabilities under our Note Agreement and general indemnity agreement with Zurich associated with an outstanding surety bond for our forty-vehicle ferry projects. The mortgage arrangement encumbers the real estate associated with our Houma Facilities and includes certain covenants and events of default.
modules		Fabricated structures that include structural steel, piping, valves, fittings, storage vessels and other equipment that are incorporated into a refining, petrochemical, LNG or industrial system.
MPSV(s)		Multi-Purpose Supply Vessel(s).
MPSV Litigation		The lawsuit filed in the Twenty-Second Judicial District Court for the Parish of St. Tammany, State of Louisiana and was styled Gulf Island Shipyards, LLC v. Hornbeck Offshore Services, LLC, bearing docket number 2018-14861, which was resolved on October 4, 2023.
Note Agreement		Promissory note entered into with Zurich on November 6, 2023, in connection with the resolution of our MPSV Litigation, pursuant to which we will pay Zurich $20.0 million, plus interest at a fixed rate of 3.0% per annum, payable in 15 equal annual installments beginning on December 31, 2024.
offshore		In unprotected waters outside coastlines.
onshore		Inside the coastline on land.
Performance Bonds		The performance bonds issued by Zurich in connection with the construction of two MPSVs that were subject to our previous MPSV Litigation, for which the face amount of the bonds totaled $50.0 million, and for which the obligations under the performance bonds were terminated on November 6, 2023, in connection with the Settlement Agreement and Note Agreement.
performance obligation		A contractual obligation to construct and transfer a distinct good or service to a customer. It is the unit of account in Topic 606. The transaction price of a contract is allocated to each distinct performance obligation and recognized as revenue when, or as, the performance obligation is satisfied.
piles		Rigid tubular pipes that are driven into the seabed to anchor a jacket.
platform		A structure from which offshore oil and gas development drilling and production are conducted.
POC		Percentage-of-completion.
SEC		U.S. Securities and Exchange Commission.
Services Division		Our Services reportable segment.
Settlement Agreement		Agreement entered into with Zurich on November 6, 2023, in connection with the resolution of our MPSV Litigation, pursuant to which, among other things, Zurich released GIS and the Company from all of their obligations under the Performance Bonds and the associated general indemnity agreements relating to the Performance Bonds, and we agreed to release possession of the MPSVs to Zurich.

Share Repurchase Program		Share repurchase program authorizing the repurchase of up to $5.0 million of our outstanding common stock, effective from December 15, 2023 through December 15, 2024.
Shipyard Division		Our Shipyard reportable segment.
Shipyard Transaction		The sale of our Shipyard Division's operating assets and certain construction contracts during 2021, which excluded the contracts and related obligations for our Ferry Projects and the contracts and related obligations for the projects that were subject to our previous MPSV Litigation.
Statement of Cash Flows		Our Consolidated Statements of Cash Flows, as filed in this Report.
Statement of Operations		Our Consolidated Statements of Operations, as filed in this Report.
Statement of Shareholders' Equity		Our Consolidated Statements of Changes in Shareholders' Equity, as filed in this Report.
Surety or Sureties		A financial institution that issues bonds to customers on behalf of the Company for the purpose of providing third-party financial assurance related to the performance of our contracts. Payments by the Surety pursuant to a bond in the event of non-performance are subject to reimbursement to the Surety by us under a general indemnity agreement.
T&M		Time and Materials. Work is performed and billed to the customer at contracted time and material rates.
Topic 606		The revenue recognition criteria prescribed under ASU 2014-09, "Revenue from Contracts with Customers".
U.S.		The United States of America.
USL&H		United States Longshoreman and Harbor Workers Act.
VA(s)		Valuation Allowance(s).
Whitney Bank		Hancock Whitney Bank.
Zurich		FDC and Zurich American Insurance Company.

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

GULF ISLAND FABRICATION, INC.

CONSOLIDATED BALANCE SHEETS

(in thousands)

		March 31, 2024			December 31, 2023
		(Unaudited)
ASSETS
Current assets:
Cash and cash equivalents		$	32,469			$	38,176
Restricted cash			1,475				1,475
Short-term investments			27,352				8,233
Contract receivables and retainage, net			26,892				36,298
Contract assets			4,905				2,739
Prepaid expenses and other assets			4,634				6,994
Inventory			2,004				2,072
Assets held for sale			-				5,640
Total current assets			99,731				101,627
Property, plant and equipment, net			24,501				23,145
Goodwill			2,217				2,217
Other intangibles, net			664				700
Other noncurrent assets			645				739
Total assets		$	127,758			$	128,428
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Accounts payable		$	6,625			$	8,466
Contract liabilities			1,740				5,470
Accrued expenses and other liabilities			13,390				14,836
Long-term debt, current			1,075				1,075
Total current liabilities			22,830				29,847
Long-term debt, noncurrent			18,925				18,925
Other noncurrent liabilities			559				685
Total liabilities			42,314				49,457
Shareholders' equity:
Preferred stock, nopar value, 5,000shares authorized, noshares issued and outstanding			-				-
Common stock, nopar value, 30,000shares authorized, 16,197shares issued and outstanding at March 31, 2024 and 16,258at December 31, 2023			11,752				11,729
Additional paid-in capital			108,825				108,615
Accumulated deficit			(35,133	)			(41,373	)
Total shareholders' equity			85,444				78,971
Total liabilities and shareholders' equity		$	127,758			$	128,428

The accompanying notes are an integral part of these financial statements.

GULF ISLAND FABRICATION, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

(UNAUDITED)

(in thousands, except per share data)

		Three Months Ended March 31,
		2024			2023
Revenue		$	42,881			$	62,168
Cost of revenue			36,757				57,134
Gross profit			6,124				5,034
General and administrative expense			3,484				5,067
Other (income) expense, net			(3,068	)			(361	)
Operating income			5,708				328
Interest (expense) income, net			542				320
Income before income taxes			6,250				648
Income tax (expense) benefit			(10	)			(7	)
Net income		$	6,240			$	641
Per share data:
Basic income per share		$	0.38			$	0.04
Diluted income per share		$	0.37			$	0.04

The accompanying notes are an integral part of these financial statements.

GULF ISLAND FABRICATION, INC.

CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY

(UNAUDITED)

(in thousands)

		Common Stock			Additional Paid-In			Accumulated			Total Shareholders'
		Shares			Amount			Capital			Deficit			Equity
Balance at December 31, 2022			15,973			$	11,591			$	107,372			$	(16,339	)		$	102,624
Adoption of ASU 2016-13			-				-				-				(632	)			(632	)
Balance at January 1, 2023			15,973				11,591				107,372				(16,971	)			101,992
Net income			-				-				-				641				641
Vesting of restricted stock			82				(18	)			(163	)			-				(181	)
Stock-based compensation expense			-				51				458				-				509
Balance at March 31, 2023			16,055			$	11,624			$	107,667			$	(16,330	)		$	102,961

		Common Stock			Additional Paid-In			Accumulated			Total Shareholders'
		Shares			Amount			Capital			Deficit			Equity
Balance at December 31, 2023			16,258			$	11,729			$	108,615			$	(41,373	)		$	78,971
Net income			-				-				-				6,240				6,240
Stock-based compensation expense			-				50				456				-				506
Repurchases of common stock			(61	)			(27	)			(246	)			-				(273	)
Balance at March 31, 2024			16,197			$	11,752			$	108,825			$	(35,133	)		$	85,444

The accompanying notes are an integral part of these financial statements.

GULF ISLAND FABRICATION, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(UNAUDITED)

(in thousands)

		Three Months Ended March 31,
		2024			2023
Cash flows from operating activities:
Net income		$	6,240			$	641
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization			1,193				1,333
Change in allowance for doubtful accounts and credit losses			(28	)			-
Gain on sale or disposal of assets held for sale and fixed assets, net			(3,241	)			(64	)
Gain on insurance recoveries			-				(245	)
Stock-based compensation expense			506				509
Changes in operating assets and liabilities:
Contract receivables and retainage, net			9,434				(14,540	)
Contract assets			(2,166	)			(699	)
Prepaid expenses, inventory and other current assets			2,102				147
Accounts payable			(1,712	)			18,135
Contract liabilities			(3,730	)			(3,808	)
Accrued expenses and other current liabilities			(1,422	)			62
Noncurrent assets and liabilities, net			(157	)			(175	)
Net cash provided by operating activities			7,019				1,296
Cash flows from investing activities:
Capital expenditures			(2,553	)			(487	)
Proceeds from sale of property and equipment			8,894				106
Recoveries from insurance claims			326				245
Purchases of short-term investments			(22,170	)			(15,083	)
Maturities of short-term investments			3,050				10,000
Net cash used in investing activities			(12,453	)			(5,219	)
Cash flows from financing activities:
Payments on Insurance Finance Arrangements			-				(1,003	)
Tax payments for vested stock withholdings			-				(181	)
Repurchases of common stock			(273	)			-
Net cash used in financing activities			(273	)			(1,184	)
Net decrease in cash, cash equivalents and restricted cash			(5,707	)			(5,107	)
Cash, cash equivalents and restricted cash, beginning of period			39,651				34,824
Cash, cash equivalents and restricted cash, end of period		$	33,944			$	29,717

The accompanying notes are an integral part of these financial statements.

GULF ISLAND FABRICATION, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

March 31, 2024

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

The following "Management's Discussion and Analysis of Financial Condition and Results of Operations"is provided to assist readers in understanding our financial performance during the periods presented and significant trends that may impact our future performance. This discussion should be read in conjunction with our Financial Statements and the related notes thereto. References to "Notes"relate to the Notes to our Financial Statements in Item 1. References to "nm"relate to percentage references that are not considered meaningful. Certain terms are defined in the"Glossary of Terms" beginning on page ii.

Cautionary Statement on Forward-Looking Information

This Report contains forward-looking statements in which we discuss our potential future performance, operations and projects. Forward-looking statements, within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995, are all statements other than statements of historical facts, such as projections or expectations relating to operating results; diversification and entry into new end markets; improvement of risk profile; industry outlook; oil and gas prices; timing of investment decisions and new project awards; cash flows and cash balance; capital expenditures; tax rates; implementation of our share repurchase program; liquidity; and execution of strategic initiatives. The words "anticipates," "may," "can," "plans," "believes," "estimates," "expects," "projects," "targets," "intends," "likely," "will," "should," "to be," "potential" and any similar expressions are intended to identify those assertions as forward-looking statements. The timing and amount of any share repurchases will be at the discretion of management and will depend on a variety of factors including, but not limited to, our operating performance, cash flow and financial position, the market price of our common stock and general economic and market conditions. The share repurchase program may be modified, increased, suspended or terminated at any time at the Board's discretion.

We caution readers that forward-looking statements are not guarantees of future performance and actual results may differ materially from those anticipated, projected or assumed in the forward-looking statements. Important factors that can cause our actual results to differ materially from those anticipated in the forward-looking statements include: supply chain disruptions, inflationary pressures, economic slowdowns and recessions, natural disasters, public health crises, labor costs and geopolitical conflicts, and the related volatility in oil and gas prices and other factors impacting the global economy; cyclical nature of the oil and gas industry; competition; reliance on significant customers; competitive pricing and cost overruns on our projects; performance of subcontractors and dependence on suppliers; timing and our ability to secure and commence execution of new project awards, including fabrication projects for refining, petrochemical, LNG, industrial and sustainable energy end markets; our ability to maintain and further improve project execution; nature of our contract terms and customer adherence to such terms; suspension or termination of projects; changes in contract estimates; customer or subcontractor disputes; operating dangers, weather events and availability and limits on insurance coverage; operability and adequacy of our major equipment; our ability to raise additional capital; our ability to amend or obtain new debt financing or credit facilities on favorable terms; our ability to generate sufficient cash flow; our ability to resolve any material legal proceedings; our ability to execute our share repurchase program and enhance shareholder value; our ability to obtain letters of credit or surety bonds and ability to meet any indemnification obligations thereunder; consolidation of our customers; financial ability and credit worthiness of our customers; adjustments to previously reported profits or losses under the percentage-of-completion method; our ability to employ a skilled workforce; loss of key personnel; utilization of facilities or closure or consolidation of facilities; failure of our safety assurance program; barriers to entry into new lines of business; weather impacts to operations; any future asset impairments; changes in trade policies of the U.S. and other countries; compliance with regulatory and environmental laws; lack of navigability of canals and rivers; systems and information technology interruption or failure and data security breaches; performance of partners in any future joint ventures and other strategic alliances; shareholder activism; and other factors described under "Risk Factors" in Part I, Item 1A of our 2023 Annual Report and as may be further updated by subsequent filings with the SEC.

Additional factors or risks that we currently deem immaterial, that are not presently known to us or that arise in the future could also cause our actual results to differ materially from our expected results. Given these uncertainties, investors are cautioned that many of the assumptions upon which our forward-looking statements are based are likely to change after the date the forward-looking statements are made, which we cannot control. Further, we may make changes to our business plans that could affect our results. We caution investors that we undertake no obligation to publicly update or revise any forward-looking statements, which speak only as of the date made, for any reason, whether as a result of new information, future events or developments, changed circumstances, or otherwise, and notwithstanding any changes in our assumptions, changes in business plans, actual experience or other changes.

Overview

We are a leading fabricator of complex steel structures and modules and provider of specialty services, including project management, hookup, commissioning, repair, maintenance, scaffolding, coatings, welding enclosures, civil construction and staffing services to the industrial and energy sectors. Our customers include U.S. and, to a lesser extent, international energy producers; refining, petrochemical, LNG, industrial and power operators; and EPC companies. We currently operate and manage our business through three operating divisions ("Services", "Fabrication" and "Shipyard") and one non-operating division ("Corporate"), which represent our reportable segments. Our corporate headquarters is located in The Woodlands, Texas and our primary operating facilities are located in Houma, Louisiana ("Houma Facilities"). See Note 6 for further discussion of our reportable segments.

During 2021, we sold our Shipyard Division operating assets and certain construction contracts ("Shipyard Transaction"). The Shipyard Transaction excluded the contracts and related obligations for our seventy-vehicle ferry and two forty-vehicle ferry projects (collectively, "Ferry Projects") that were under construction as of the transaction date, and excluded the contracts and related obligations for the projects that were subject to our previous MPSV Litigation, which was resolved on October 4, 2023. The wind down of our remaining Shipyard Division operations was substantially completed in the fourth quarter 2023. Final completion of the wind down will occur upon completion of the warranty periods for the Ferry Projects, the last of which ends in the first quarter 2025. See Note 2 for further discussion of our Ferry Projects, Note 4 for further discussion of the resolution of our MPSV Litigation and Note 6 for further discussion of the wind down of our Shipyard Division operations.

Impacts of Oil and Gas Price Volatility and Macroeconomic Conditions on Operations

For over a decade, prices of oil and gas have experienced significant volatility, including depressed prices over extended periods, which negatively impacted our end markets and operating results. Beginning in 2020, the global coronavirus pandemic ("COVID-19") added another layer of pressure and uncertainty on oil and gas prices (with oil prices reaching a twenty-year low and gas prices reaching a four-year low in 2020), which further negatively impacted certain of our end markets through the first quarter 2022. This volatility in oil and gas prices was compounded by Russia's invasion of Ukraine in February 2022 (and the related European energy crisis), and the U.S. and other countries actions in response, as well as continued inflationary pressures, resulting in elevated energy prices (with oil prices reaching an eight-year high and gas prices reaching a fourteen-year high in 2022), which positively impacted certain of our end markets. While oil and gas prices declined in 2023, prices have somewhat stabilized, but the duration of such stability is uncertain and difficult to predict, particularly in light of geopolitical turmoil and uncertainty.

In addition, global economic factors that are beyond our control, have and could continue to impact our operations, including, but are not limited to, labor constraints, supply chain disruptions, inflationary pressures, economic slowdowns and recessions, natural disasters, public health crises, and geopolitical conflicts.

The ultimate business and financial impacts of oil and gas price volatility and macroeconomic conditions on our business and results of operations continues to be uncertain, but the impacts have included, or may continue to include, among other things, reduced bidding activity; suspension or termination of backlog; deterioration of customer financial condition; and unanticipated project costs and schedule delays due to supply chain disruptions, labor and material price increases, lower labor productivity, increased employee and contractor absenteeism and turnover, craft labor hiring challenges, increased safety incidents, lack of performance by subcontractors and suppliers, and contract disputes. We continue to monitor the impacts of oil and gas price volatility and macroeconomic conditions on our operations, and our estimates in future periods will be revised for any events and changes in circumstances arising after the date of this Report. See Note 1 for further discussion of the impacts of oil and gas price volatility and macroeconomic conditions and Note 2 for further discussion of the impacts of the aforementioned on our projects.

Other Impacts to Operations

Hurricane Ida- During 2021, our operations were impacted by Hurricane Ida. During the three months ended March 31, 2024 and 2023, we received insurance payments associated with our insurance coverages, and during the three months ended March 31, 2023, we recorded gains for our Fabrication Division related to the net impact of insurance recoveries and costs associated with such damage. See Note 2 for further discussion of the impacts of Hurricane Ida.

Offshore Jackets Project- During 2022, we were awarded a large contract for the fabrication of offshore jackets for our Fabrication Division. In February 2023, we received direction from our customer to suspend all activities on the project, and in July 2023, the customer canceled the contract.

Ferry Projects- During 2023 and 2022, we experienced construction challenges and cost increases on our Ferry Projects for our Shipyard Division. See Note 2 for further discussion of our Ferry Projects.

MPSV Litigation- In October 2023, we resolved our MPSV Litigation. In addition, we entered into the Settlement Agreement and Note Agreement. See Note 3 for further discussion of our Note Agreement and Note 4 for further discussion of the resolution of our MPSV Litigation and the Settlement Agreement.

Houma AHFS- In February 2024, we sold certain excess real property (consisting of land and buildings) of our Fabrication Division that was part of our Houma Facilities, resulting in a gain for the three months ended March 31, 2024. The property sold was classified as an asset held for sale ("Houma AHFS") on our Balance Sheet at December 31, 2023. See Note 1 for further discussion of the sale of our Houma AHFS.

Initiatives to Improve Operating Results and Generate Stable, Profitable Growth

During 2020, we outlined a strategy to address our operational, market and economic challenges and position the Company to generate stable, profitable growth. Underpinning the first phase of our strategic transformation was a focus on the following initiatives:

With the significant progress achieved on these objectives, during 2021, we shifted our focus to the current phase of our strategic transformation, which is focused on generating stable, profitable growth. Underpinning this strategy is a focus on the following initiatives, which encompass any ongoing initiatives associated with the first phase of our strategic transformation:

Progress on the Current Phase of our Strategic Transformation

Efforts to expand our skilled workforce- We are focused on ways to improve retention and enhance and add to our skilled, craft personnel, as we believe a strong workforce will be a key differentiator in pursuing new project awards given the scarcity of available skilled labor. Our acquisition of a services and industrial staffing business during 2021 nearly doubled our skilled workforce and expanded our geographic footprint. We have successfully maintained our overall headcount levels and have opportunistically looked to shift our workforce to higher margin opportunities given the industry-wide labor constraints. We continue to evaluate opportunities to expand our skilled labor headcount given the favorable demand trends, including strategic acquisitions to increase our craft labor headcount.

Efforts to further improve our resource utilization - We continue to take actions to improve our resource utilization through the rationalization and integration of our facilities and operations.

Efforts to further strengthen project execution and maintain bidding discipline - We have taken, and continue to take, actions to improve our project execution by enhancing our proposal, estimating and operations resources, processes and procedures. Our actions include strategic changes in management and key personnel, the addition of functional expertise, project management training, development of a formal "lessons learned" program, and other measures designed to strengthen our personnel, processes and procedures. Further, we are taking a disciplined approach to pursuing and bidding project opportunities, putting more rigor around our bid estimates to provide greater confidence that our estimates are achievable, increasing accountability and providing incentives for the execution of projects in line with our original estimates and subsequent forecasts, and incorporating previous experience into the bidding and execution of future projects. Additionally, we are focused on managing the risks associated with long-term fixed price contracts given the unpredictability of labor availability and labor and material costs, with a priority on increasing the mix of T&M contracts in our backlog.

Efforts to diversify our offshore services customer base, increase our offshore services offerings and expand our services business to include onshore facilities along the Gulf Coast -We believe diversifying and expanding our services business will deliver a more stable revenue stream while providing underpinning work to recruit, develop and retain our craft professionals. Our acquisition of a services and industrial staffing business during 2021 accelerated our progress in this initiative and provided a stronger platform to continue such progress. Further, during 2022, we made capital and other investments to expand our offshore services offering to include welding enclosures, which provide a safe environment for welding, cutting and burning without the need to shut down operations. We are also pursuing opportunities to partner with original equipment manufacturers to provide critical services to our customers along the Gulf Coast and strategic partnership opportunities with engineering companies to provide turnkey solutions.

Efforts to continue to pursue opportunities in our traditional offshore fabrication markets - We continue to fabricate structures associated with our traditional offshore markets, including subsea and associated structures. During 2022, we were awarded a large contract for the fabrication of offshore jackets; however, the project was suspended in February 2023 and canceled in July 2023. Since early 2023, we have been awarded multiple contracts for the fabrication of subsea structures, resulting from our previous strategic decision to focus our resources on the subsea fabrication market. We expect subsea fabrication activity to remain strong well into 2024, associated with anticipated subsea developments in the GOM, Guyana and Brazil.

Efforts to reduce our reliance on the offshore oil and gas construction sector, pursue new growth end markets and increase our T&M versus fixed price revenue mix- While we continue to pursue opportunities in our traditional offshore markets, we are pursuing initiatives to grow our business and diversify our revenue mix.

Operating Outlook

Our focus remains on securing profitable new project awards and backlog and generating operating income and cash flows, while ensuring the safety and well-being of our workforce. Our success, including achieving the aforementioned initiatives, will be determined by, among other things:

In addition, the near-term utilization of our Fabrication Division will be impacted by the timing of new project awards and their execution, including the replacement of our canceled offshore jackets project, and our operations may continue to be impacted by inefficiencies and disruptions associated with employee turnover, craft labor hiring challenges, engineering delays, and supplier and subcontractor disruptions. Our results may also be adversely affected by (i) costs associated with the retention of certain personnel that may be temporarily under-utilized as we evaluate our resource requirements to support our future operations, (ii) investments in key personnel and process improvement efforts to support our aforementioned initiatives, and (iii) higher costs and availability of craft labor due to industry labor constraints. See Note 1 and "Impacts of Oil and Gas Price Volatility and Macroeconomic Conditions on Operations" above for further discussion of the impacts of oil and gas price volatility and macroeconomic conditions, "Other Impacts to Operations"above for further discussion of the project cancellation and Note 2 and "Results of Operations"below for further discussion of our project impacts.

Critical Accounting Policies

For a discussion of critical accounting policies and estimates used in the preparation of our Financial Statements, refer to "Management's Discussion and Analysis of Financial Condition and Results of Operations" in Part II, Item 7 included in our 2023 Annual Report. There have been no changes to our critical accounting policies and estimates since December 31, 2023.

New Project Awards and Backlog

New project awards represent expected revenue values of new contract commitments received during a given period, including scope growth on existing commitments. A commitment represents authorization from our customer to begin work or purchase materials pursuant to a written agreement, letter of intent or other form of authorization. Backlog represents the unrecognized revenue value of our new project awards and at March 31, 2024, was consistent with the value of remaining performance obligations for our contracts required to be disclosed under Topic 606 and presented in Note 2. In general, a performance obligation is a contractual obligation to construct and/or transfer a distinct good or service to a customer. The transaction price of a contract is allocated to each distinct performance obligation and recognized as revenue when, or as, the performance obligation is satisfied. We believe that backlog, a non-GAAP financial measure, provides useful information to investors as it represents work that we are obligated to perform under our current contracts. New project awards and backlog may vary significantly each reporting period based on the timing of our major new contract commitments.

Projects in our backlog are generally subject to delay, suspension, termination, or an increase or decrease in scope at the option of the customer; however, the customer is required to pay us for work performed and materials purchased through the date of termination, suspension, or decrease in scope. Depending on the size of the project, the delay, suspension, termination or increase or decrease in scope of any one contract could significantly impact our backlog and change the expected amount and timing of revenue recognized. New project awards by Division for the three months ended March 31, 2024 and 2023, are as follows (in thousands):

		Three Months Ended March 31,
		2024			2023
Services		$	25,468			$	21,472
Fabrication			18,272				16,706
Shipyard			278				(122	)
Eliminations			(200	)			(428	)
Total		$	43,818			$	37,628

Backlog by Division at March 31, 2024 and December 31, 2023, is as follows (in thousands):

		March 31, 2024			December 31, 2023
		Amount			Labor Hours			Amount			Labor Hours
Services		$	437				3			$	502				4
Fabrication			12,873				113				11,739				104
Shipyard(1)			577				-				709				1
Total(2)		$	13,887				116			$	12,950				109

Results of Operations

Comparison of the Three Months Ended March 31, 2024 and 2023 (in thousands in each table, except for percentages):

Consolidated

		Three Months Ended March 31,			Favorable (Unfavorable)
		2024			2023			Change
New project awards		$	43,818			$	37,628			$	6,190
Revenue		$	42,881			$	62,168			$	(19,287	)
Cost of revenue			36,757				57,134				20,377
Gross profit			6,124				5,034				1,090
Gross profit percentage			14.3	%			8.1	%
General and administrative expense			3,484				5,067				1,583
Other (income) expense, net			(3,068	)			(361	)			2,707
Operating income			5,708				328				5,380
Interest (expense) income, net			542				320				222
Income before income taxes			6,250				648				5,602
Income tax (expense) benefit			(10	)			(7	)			(3	)
Net income		$	6,240			$	641			$	5,599

References below to 2024 and 2023 refer to the three months ended March 31, 2024 and 2023, respectively.

New project awards- New project awards for 2024 and 2023 were $43.8 million and $37.6 million, respectively. New project awards for 2024 and 2023 were primarily related to:

Revenue - Revenue for 2024 and 2023 was $42.9 million and $62.2 million, respectively, representing a decrease of 31.0%. The decrease was primarily due to:

Gross profit - Gross profit for 2024 and 2023 was $6.1 million (14.3% of revenue) and $5.0 million (8.1% of revenue), respectively. Gross profit for 2024 was primarily impacted by:

The increase in gross profit for 2024 relative to 2023 was primarily due to:

General and administrative expense- General and administrative expense for 2024 and 2023 was $3.5 million and $5.1 million, respectively, representing a decrease of 31.2%. The decrease was primarily due to the elimination of legal and advisory fees associated with our previous MPSV Litigation, which totaled $1.7 million for 2023 and are reflected within our Shipyard Division. See Note 4 for further discussion of the resolution of our MPSV Litigation.

Other (income) expense, net - Other (income) expense, net for 2024 and 2023 was income of $3.1 million and $0.4 million, respectively. Other (income) expense, net generally represents recoveries or provisions for bad debts and credit losses, gains or losses associated with the sale or disposition of property and equipment, and income or expense associated with certain nonrecurring items. Other income for 2024 was primarily due to:

Other income for 2023 was primarily due to gains of $0.2 million related to the net impact of insurance recoveries and costs associated with damage previously caused by Hurricane Ida to buildings and equipment at our Houma Facilities for our Fabrication Division. See Note 1 for further discussion of the sale of our Houma AHFS and Note 2 for further discussion of the impacts of Hurricane Ida.

Interest (expense) income, net- Interest (expense) income, net for 2024 and 2023 was income of $0.5 million and $0.3 million, respectively. Interest (expense) income, net for both periods includes the net impact of interest earned on our cash and short-term investment balances and interest incurred on the unused portion of our LC Facility. The 2024 period also includes interest incurred on our long-term debt and the 2023 period includes interest incurred on our Insurance Finance Arrangements. The increase in income for 2024 relative to 2023 was primarily due to higher interest earned on our cash and short-term investment balances and the elimination of interest on our Insurance Finance Arrangements for the 2024 period, offset partially by interest incurred on our long-term debt for the 2024 period.

Income tax (expense) benefit - Income tax (expense) benefit for 2024 and 2023 represents state income taxes. No federal income tax expense was recorded for our income for either period as it was fully offset by the reversal of valuation allowance on our net deferred tax assets.

Operating Segments

Services Division

		Three Months Ended March 31,			Favorable (Unfavorable)
		2024			2023			Change
New project awards		$	25,468			$	21,472			$	3,996
Revenue		$	25,534			$	21,587			$	3,947
Gross profit			3,613				2,987				626
Gross profit percentage			14.1	%			13.8	%
General and administrative expense			743				710				(33	)
Other (income) expense, net			3				(64	)			(67	)
Operating income			2,867				2,341				526

References below to 2024 and 2023 refer to the three months ended March 31, 2024 and 2023, respectively.

New project awards- New project awards for 2024 and 2023 were $25.5 million and $21.5 million, respectively, and were primarily related to offshore services work, including new project awards associated with our welding enclosures business line.

Revenue - Revenue for 2024 and 2023 was $25.5 million and $21.6 million, respectively, representing an increase of 18.3%. The increase was primarily due to higher offshore services work, including incremental revenue associated with our welding enclosures business line.

Gross profit - Gross profit for 2024 and 2023 was $3.6 million (14.1% of revenue) and $3.0 million (13.8% of revenue), respectively. The increase in gross profit for 2024 relative to 2023 was primarily due to higher revenue.

General and administrative expense- General and administrative expense for 2024 and 2023 was $0.7 million and $0.7 million, respectively, representing an increase of 4.6%.

Other (income) expense, net - Other (income) expense, net for 2023 was income of $0.1 million.

Fabrication Division

		Three Months Ended March 31,			Favorable (Unfavorable)
		2024			2023			Change
New project awards		$	18,272			$	16,706			$	1,566
Revenue		$	17,138			$	39,662			$	(22,524	)
Gross profit			2,192				2,462				(270	)
Gross profit percentage			12.8	%			6.2	%
General and administrative expense			441				520				79
Other (income) expense, net			(2,970	)			(302	)			2,668
Operating income			4,721				2,244				2,477

References below to 2024 and 2023 refer to the three months ended March 31, 2024 and 2023, respectively.

New project awards- New project awards for 2024 and 2023 were $18.3 million and $16.7 million, respectively, and were primarily related to small-scale fabrication work.

Revenue - Revenue for 2024 and 2023 was $17.1 million and $39.7 million, respectively, representing a decrease of 56.8%. The decrease was primarily due to:

Gross profit - Gross profit for 2024 and 2023 was $2.2 million (12.8% of revenue) and $2.5 million (6.2% of revenue), respectively. Gross profit for 2024 was primarily impacted by:

The decrease in gross profit for 2024 relative to 2023 was primarily due to:

See Note 4 for further discussion of our property and equipment insurance coverages.

General and administrative expense- General and administrative expense for 2024 and 2023 was $0.4 million and $0.5 million, respectively, representing a decrease of 15.2%. The decrease was primarily due to lower business development costs.

Other (income) expense, net - Other (income) expense, net for 2024 and 2023 was income of $3.0 million and $0.3 million, respectively. Other income for 2024 was primarily due to:

Other income for 2023 was primarily due to gains of $0.2 million related to the net impact of insurance recoveries and costs associated with damage previously caused by Hurricane Ida to buildings and equipment at our Houma Facilities. See Note 1 for further discussion of the sale of our Houma AHFS and Note 2 for further discussion of the impacts of Hurricanes Ida.

Shipyard Division

		Three Months Ended March 31,			Favorable (Unfavorable)
		2024			2023			Change
New project awards		$	278			$	(122	)		$	400
Revenue		$	409			$	1,347			$	(938	)
Gross profit (loss)			319				(415	)			734
Gross profit (loss) percentage		nm			nm
General and administrative expense			-				1,713				1,713
Other (income) expense, net			(23	)			75				98
Operating income (loss)			342				(2,203	)			2,545

References below to 2024 and 2023 refer to the three months ended March 31, 2024 and 2023, respectively.

New project awards- New project awards for 2024 and 2023 were $0.3 million and negative $0.1 million, respectively. The new project awards for 2024 were primarily related to change orders for our seventy-vehicle ferry project and the negative new project awards for 2023 were primarily related to liquidated damages for our Ferry Projects.

Revenue - Revenue for 2024 and 2023 was $0.4 million and $1.3 million, respectively, representing a decrease of 69.6%. The decrease was primarily due to lower revenue for our Ferry Projects. See Note 2 for further discussion of the status of our Ferry Projects.

Gross profit (loss) - Gross profit for 2024 was $0.3 million and gross loss for 2023 was $0.4 million. The gross profit for 2024 relative to gross loss for 2023 was primarily due to the 2023 period being impacted by:

See Note 4 for further discussion of the resolution of our MPSV Litigation.

General and administrative expense- General and administrative expense for 2023 was $1.7 million and was related to legal and advisory fees associated with our previous MPSV Litigation. See Note 4 for further discussion of the resolution of our MPSV Litigation.

Other (income) expense, net - Other (income) expense, net for 2023 was expense of $0.1 million.

Corporate Division

		Three Months Ended March 31,			Favorable (Unfavorable)
		2024			2023			Change
New project awards (eliminations)		$	(200	)		$	(428	)		$	228
Revenue (eliminations)		$	(200	)		$	(428	)		$	228
Gross profit			-				-				-
General and administrative expense			2,300				2,124				(176	)
Other (income) expense, net			(78	)			(70	)			8
Operating loss			(2,222	)			(2,054	)			(168	)

References below to 2024 and 2023 refer to the three months ended March 31, 2024 and 2023, respectively.

General and administrative expense- General and administrative expense for 2024 and 2023 was $2.3 million and $2.1 million, respectively, representing an increase of 8.3%.

Other (income) expense, net - Other (income) expense, net for 2024 and 2023 was income of $0.1 million and $0.1 million, respectively.

Liquidity and Capital Resources

Available Liquidity

Our primary sources of liquidity are our cash, cash equivalents and scheduled maturities of our short-term investments. At March 31, 2024, our cash, cash equivalents, short-term investments and restricted cash totaled $61.3 million, as follows (in thousands):

		March 31, 2024
Cash and cash equivalents		$	32,469
Short-term investments(1)			27,352
Available cash, cash equivalents and short-term investments			59,821
Restricted cash			1,475
Total cash, cash equivalents, short-term investments and restricted cash		$	61,296

Our available liquidity is impacted by changes in our working capital and our capital expenditure requirements. Fluctuations in working capital, and its components, are not unusual in our business and are impacted by the size of our projects and the mix of our backlog. Our working capital is particularly impacted by the timing of new project awards and related payments in advance of performing work, and the subsequent achievement of billing milestones or project progress on backlog. Working capital is also impacted at period-end by the timing of contract receivables collections and accounts payable payments on our projects.

At March 31, 2024, our working capital was $76.9 million and included $61.3 million of cash, cash equivalents, short-term investments and restricted cash and $1.1 million of current debt. Excluding cash, cash equivalents, short-term investments, restricted cash and current debt, our working capital at March 31, 2024 was $16.7 million, and consisted of: net contract assets and contract liabilities of $3.2 million; contract receivables and retainage of $26.9 million; inventory, prepaid expenses and other current assets of $6.6 million; and accounts payable, accrued expenses and other current liabilities of $20.0 million. The components of our working capital (excluding cash, cash equivalents, short-term investments, restricted cash and current debt) at March 31, 2024 and December 31, 2023, and changes in such amounts during the three months ended March 31, 2024, were as follows (in thousands):

		March 31, 2024			December 31, 2023			Change(3)
Contract assets		$	4,905			$	2,739			$	2,166
Contract liabilities(1)			(1,740	)			(5,470	)			3,730
Contracts in progress, net(2)			3,165				(2,731	)			5,896
Contract receivables and retainage, net			26,892				36,298				(9,406	)
Prepaid expenses, inventory and other current assets			6,638				9,066				(2,428	)
Accounts payable, accrued expenses and other current liabilities			(20,015	)			(23,302	)			3,287
Total		$	16,680			$	19,331			$	(2,651	)

Cash Flow Activity (in thousands)

		Three Months Ended March 31,
		2024			2023
Net cash provided by operating activities		$	7,019			$	1,296
Net cash used in investing activities			(12,453	)			(5,219	)
Net cash used in financing activities			(273	)			(1,184	)

Operating Activities - Cash provided by operating activities for the three months ended March 31, 2024 and 2023 was $7.0 million and $1.3 million, respectively, and was primarily due to the net impacts of the following:

2024 Activity

2023 Activity

Investing Activities- Cash used in investing activities for the three months ended March 31, 2024 and 2023 was $12.5 million and $5.2 million, respectively. Cash used in investing activities for 2024 was primarily due to net purchases of short-term investments of $19.1 million and capital expenditures of $2.6 million, offset partially by proceeds from the sale of our Houma AHFS and fixed assets of $8.9 million and recoveries from insurance claims of $0.3 million. Cash used in investing activities for 2023 was primarily due to net purchases of short-term investments of $5.1 million and capital expenditures of $0.5 million, offset partially by proceeds from the sale of fixed assets of $0.1 million and recoveries from insurance claims of $0.2 million. See Note 1 for further discussion of the sale of our Houma AHFS and Note 2 for further discussion of our insurance claims associated with Hurricane Ida.

Financing Activities- Cash used in financing activities for the three months ended March 31, 2024 and 2023 was $0.3 million and $1.2 million, respectively. Cash used in financing activities for 2024 was primarily related to the repurchase of $0.3 million of our common stock under our Share Repurchase Program. Cash used in financing activities for 2023 was primarily due to payments on our Insurance Finance Arrangements of $1.0 million and tax payments made on behalf of employees from vested stock withholdings. See Note 3 for further discussion of our Insurance Finance Arrangements and Note 5 for further discussion of our Share Repurchase Program.

Credit Facilities

See Note 3 for discussion of our LC Facility, Surety Bonds, Note Agreement, Mortgage Agreement and Insurance Finance Arrangements.

Registration Statement

We have a shelf registration statement that is effective with the SEC that expires on August 24, 2026. The shelf registration statement enables us to issue up to $200.0 million in either debt or equity securities, or a combination thereof, from time to time subsequent to the filing of a prospectus supplement, which among other things, identifies the underwriter, dealer or agent, specifies the number and value of securities that may be sold, and provides a time frame over which the securities may be offered.

Liquidity Outlook

We have made significant progress in our efforts to preserve and improve our liquidity, including cost reductions, the sale of under-utilized assets and facilities, improved project cash flow management and the completion of the Shipyard Transaction. The primary uses of our liquidity for the remainder of 2024 and the foreseeable future are to fund:

We anticipate capital expenditures of approximately $2.5 million to $3.0 million for the remainder of 2024, of which approximately $2.0 million relates to upgrades to our Houma Facilities and investments in more technologically advanced equipment. In the first quarter 2024, we received insurance proceeds of $2.0 million associated with damage to our Houma Facilities previously caused by Hurricane Ida, which will partially supplement our capital expenditures for 2024. Further investments in our facilities and equipment may be required to win and execute potential new project awards, which are not included in these estimates. See Note 2 for further discussion of the insurance proceeds received associated with damage previously caused by Hurricane Ida.

We believe that our cash, cash equivalents and short-term investments at March 31, 2024, will be sufficient to enable us to fund our operating expenses, meet our working capital and capital expenditure requirements, and satisfy any debt service obligations or other funding requirements, for the remainder of 2024 and the foreseeable future. Our evaluation of the sufficiency of our cash and liquidity is primarily based on our financial forecasts for 2024 and 2025, which is impacted by our existing backlog and estimates of future new project awards and may be further impacted by the ongoing effects of oil and gas price volatility and macroeconomic conditions, and future losses, if any, due to coverage limitations and our use of deductibles and self-insured retentions for our exposures related to property and equipment damage, builder's risk, third-party liability and workers' compensation and USL&H claims. We can provide no assurances that our financial forecasts will be achieved or that we will have sufficient cash and short-term investments to meet planned operating expenses and unforeseen cash requirements. Accordingly, we may be required to obtain new or additional credit facilities, sell additional assets or conduct equity or debt offerings at a time when it is not beneficial to do so.

Off-Balance Sheet Arrangements

We are not a party to any contract or other obligation not included on our Balance Sheet that has, or is reasonably likely to have, a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources.

Item 4. Controls and Procedures

We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC rules and forms, and that such information is communicated to management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure. Management, with the participation of our Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of our disclosure controls and procedures (as defined in Rule 13a-15(e) under the Exchange Act) as of the end of the period covered by this Report. Based on this evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that the design and operation of our disclosure controls and procedures were effective as of the end of the period covered by this Report.

During the first quarter 2024, there were no changes in our internal control over financial reporting that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II. OTHERINFORMATION

Item 1. LegalProceedings

See Note 4 of our Financial Statements in Part I, Item 1 for discussion of our legal proceedings, including the resolution of our MPSV Litigation, which is incorporated herein by reference.

Item 1A. Risk Factors

There have been no material changes to our risk factors previously disclosed in Part I, Item 1A. "Risk Factors"of our 2023 Annual Report.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

Issuer Purchases of Equity Securities

The following table summarizes our purchases of common stock during the three months ended March 31, 2024.

								Current Program(1)
Period		Total Number of Shares Purchased(1)			Average Price Paid per Share(2)			Total Number of Shares Purchased as Part of Publicly Announced Programs			Approximate Dollar Value of Shares that May Yet Be Purchased Under the Program (in thousands)
January 1 to 31, 2024			40,360			$	4.47				40,360			$	4,691
February 1 to 29, 2024			20,500			$	4.50				20,500			$	4,599
March 1 to 31, 2024			-			$	-				-			$	4,599
Total			60,860			$	4.48				60,860

Item 6. Exhibits

Exhibit Number		Description of Exhibit
3.1		Amended and Restated Articles of Incorporation of the Company, incorporated by reference to Exhibit 3.1 of the Company's Form 8-K filed with the SEC on May 22, 2020 (SEC File No. 001-34279).
3.2		Amended and Restated Bylaws of the Company, incorporated by reference to Exhibit 3.1 of the Company's Form 8-K filed with the SEC on November 6, 2023 (SEC File No. 001-34279).
10.1		Partial Cancellation of Multiple Indebtedness Mortgage made by Zurich American Insurance Company and Fidelity & Deposit Company of Maryland, as affiants, in favor of Gulf Island, L.L.C. and Gulf Island Services, L.L.C. f/k/a Dolphin Services, L.L.C., dated February 20, 2024. *
31.1		CEO Certifications pursuant to Rule 13a-14 under the Securities Exchange Act of 1934. *
31.2		CFO Certifications pursuant to Rule 13a-14 under the Securities Exchange Act of 1934. *
32		Section 906 Certification furnished pursuant to 18 U.S.C. Section 1350. *
101.INS		Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCH		Inline XBRL Taxonomy Extension Schema Linkbase Document. *
104		The cover page for the Company's Quarterly Report on Form 10-Q for the quarter ended March 31, 2024, has been formatted in Inline XBRL and is contained in Exhibit 101. *

* Filed or furnished herewith.

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 thereunto duly authorized.

GULF ISLAND FABRICATION, INC.
BY:	/s/ Westley S. Stockton
	Westley S. Stockton
	Executive Vice President, Chief Financial Officer, Treasurer and Secretary (Principal Financial Officer and Principal Accounting Officer)

Date: May 7, 2024