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Note 9 - Employee Retirement Plans | 12 Months Ended
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Dec. 31, 2024
Notes to Financial Statements |
Retirement Benefits [Text Block] |
(9) | EMPLOYEE RETIREMENT PLANS
Defined Benefit Pension Plan We have a defined benefit pension plan (pension plan) that covers certain U.S. employees. On December 31, 2010, the pension plan was frozen and accrual of benefits was discontinued. We contributed $0.2 million to the plan in 2024, but did not contribute to the plan during the two years ended December 31, 2023. We intend to contribute to this plan in 2025, but the amount has not been determined. During the second quarter of 2023, we entered into an agreement committing the pension plan to use a portion of its assets to purchase an annuity from an insurance company (Insurer) to transfer approximately $11.8 million of the pension plan’s pension liabilities. Under the terms of this agreement, we irrevocably transferred to the Insurer all future pension plan benefit obligations for approximately 500 Tidewater participants (Transferred Participants) effective in April 2023. This annuity transaction was funded entirely with existing pension plan assets. The Insurer assumed responsibility for administrative and customer service support of the pension plan, including distribution of payments to the Transferred Participants. We recognized a $1.8 million settlement gain in the second quarter of 2023 in connection with this transaction. The pension plan was amended to allow active and terminated plan participants to elect a lump sum distribution for a defined period during 2023. Approximately 50 plan participants opted to take the lump sum distribution receiving total proceeds of $2.2 million funded entirely from pension plan assets. We recognized a $0.5 million settlement gain in the fourth quarter of 2023 in connection with this transaction. Supplemental Executive Retirement Plan We offered a non-contributory, defined benefit supplemental executive retirement plan (supplemental plan) that provides pension benefits to certain employees in excess of those allowed under our tax-qualified pension plan. The supplemental plan was closed to new participation in 2010 and was frozen effective January 1, 2018. We contributed $1.4 million, $1.6 million and $1.6 million for each of the years ended December 31, 2024, 2023 and 2022, respectively. Any future accrual of benefits under the supplemental plan or other contributions to the supplemental plan will be determined at our sole discretion. Investment Strategies U.S. Pension Plan The obligations of our pension plan are supported by assets held in a trust for the payment of benefits. We are obligated to adequately fund the trust. For the pension plan assets, we have the following primary investment objectives: (1) closely match the cash flows from interest payments and maturities of the pension plan’s investments with the long-term financial obligations from the plan’s liabilities; and (2) enhance the pension plan’s investment returns without taking on undue risk by industries, maturities or geographies of the underlying investment holdings. The pension plan portfolio is broadly diversified across equity, fixed income and alternative investments. The weightings of the equity portfolio will follow the MSCI All County World Index. The fixed income portion of the pension plan will allocate at least 75% of assets to investment-grade bonds. Alternative investments are allowed to be made. Low-liquidity alternative assets are also permitted but will have an overall target of less than 25% of the asset allocation. The cash flow requirements of the pension plan are analyzed at least annually. The pension plan does not invest in Tidewater stock. Our policy for the pension plan is to contribute no less than the minimum required contribution by law and no more than the maximum deductible amount. The pension plan assets are periodically evaluated for concentration risks. U.S. Pension Plan Asset Allocations The following table provides the actual asset allocations for the pension plan:
|  | Actual as of |  |  | Actual as of |
|  | December 31, 2024 |  |  | December 31, 2023 |
U.S. Pension plan: |  |  |  |  |  |  |  |
Cash |  |  | 2 | % |  |  | 3 | %
Alternative securities |  |  | 9 | % |  |  | 18 | %
Debt securities |  |  | 40 | % |  |  | 33 | %
Equity securities |  |  | 49 | % |  |  | 46 | %
Total |  |  | 100 | % |  |  | 100 | %
Fair Value of Pension Plans Assets Tidewater’s pension plan assets are accounted for at fair value and are classified within the fair value hierarchy based on the lowest level of input that is significant to the fair value measurement, except for investments for which fair value is measured using the net asset value per share expedient. The following table provides the fair value hierarchy for our domestic pension plan measured at fair value as of December 31, 2024:
|  |  |  |  |  | Quoted prices in |  |  | Significant |  |  | Significant |  |  |  |  |
|  |  |  |  |  | active |  |  | observable |  |  | unobservable |  |  | Measured at |
(In Thousands) |  |  |  |  | markets |  |  | inputs |  |  | inputs |  |  | Net Asset |
|  | Fair Value |  |  | (Level 1) |  |  | (Level 2) |  |  | (Level 3) |  |  | Value |
Pension plan measured at fair value: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Equity securities |  | $ | 14,927 |  |  | $ | 14,927 |  |  | $ | — |  |  | $ | — |  |  | $ | — |
Debt securities |  |  | 11,962 |  |  |  | 2,192 |  |  |  | 9,770 |  |  |  | — |  |  |  | — |
Alternative securities |  |  | 2,631 |  |  |  | — |  |  |  | — |  |  |  | 2,631 |  |  |  | — |
Cash and cash equivalents |  |  | 734 |  |  |  | — |  |  |  | 734 |  |  |  | — |  |  |  | — |
Total fair value of pension plan assets |  | $ | 30,254 |  |  | $ | 17,119 |  |  | $ | 10,504 |  |  | $ | 2,631 |  |  | $ | — |
The fair value hierarchy for the pension plans assets measured at fair value as of December 31, 2023, are as follows:
|  |  |  |  |  | Quoted prices in |  |  | Significant |  |  | Significant |  |  |  |  |
|  |  |  |  |  | active |  |  | observable |  |  | unobservable |  |  | Measured at |
(In Thousands) |  |  |  |  | markets |  |  | inputs |  |  | inputs |  |  | Net Asset |
|  | Fair Value |  |  | (Level 1) |  |  | (Level 2) |  |  | (Level 3) |  |  | Value |
Pension plan measured at fair value: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Equity securities |  | $ | 14,269 |  |  | $ | 14,212 |  |  | $ | 57 |  |  | $ | — |  |  | $ | — |
Debt securities |  |  | 10,058 |  |  |  | 296 |  |  |  | 9,762 |  |  |  | — |  |  |  | — |
Alternative securities |  |  | 5,504 |  |  |  | — |  |  |  | — |  |  |  | 5,504 |  |  |  | — |
Cash and cash equivalents |  |  | 1,012 |  |  |  | — |  |  |  | 1,012 |  |  |  | — |  |  |  | — |
Total fair value of pension plan assets |  | $ | 30,843 |  |  | $ | 14,508 |  |  | $ | 10,831 |  |  | $ | 5,504 |  |  | $ | — |
In 2024 and 2023, the pension plan purchased $0.2 million and $3.0 million, respectively, in assets classified as Level 3 securities under the fair value hierarchy. Additionally, in 2024 the pension plan sold $2.9 million in assets classified as Level 3 securities under the fair value hierarchy. The fair value of these investments was determined by nationally recognized, independent valuation firms. Plan Assets and Obligations Changes in combined plan assets and obligations and the funded status of the U.S. defined benefit pension plan and the supplemental plan (Pension Benefits), are as follows:
(In Thousands) |  | Year Ended December 31, |
|  | 2024 |  |  | 2023 |  |  | 2022 |
Change in benefit obligation: |  |  |  |  |  |  |  |  |  |  |  |
Benefit obligation at beginning of the period |  | $ | 50,097 |  |  | $ | 64,273 |  |  | $ | 84,308 |
Interest cost |  |  | 2,572 |  |  |  | 2,873 |  |  |  | 2,313 |
Benefits paid |  |  | (4,371 | ) |  |  | (5,104 | ) |  |  | (5,667 | )
Actuarial (gain) loss (A) |  |  | (250 | ) |  |  | 1,916 |  |  |  | (16,681 | )
Settlement |  |  | — |  |  |  | (13,861 | ) |  |  | — |
Benefit obligation at end of the period |  | $ | 48,048 |  |  | $ | 50,097 |  |  | $ | 64,273 |
Change in plan assets: |  |  |  |  |  |  |  |  |  |  |  |
Fair value of plan assets at beginning of the period |  | $ | 30,843 |  |  | $ | 45,378 |  |  | $ | 56,779 |
Actual return |  |  | 2,184 |  |  |  | 2,827 |  |  |  | (7,337 | )
Employer contributions |  |  | 1,599 |  |  |  | 1,603 |  |  |  | 1,603 |
Benefits paid |  |  | (4,371 | ) |  |  | (5,104 | ) |  |  | (5,667 | )
Settlement |  |  | — |  |  |  | (13,861 | ) |  |  | — |
Fair value of plan assets at end of the period |  |  | 30,255 |  |  |  | 30,843 |  |  |  | 45,378 |
Unfunded status at end of the period |  | $ | (17,793 | ) |  | $ | (19,254 | ) |  | $ | (18,895 | )
Net amount recognized in the balance sheet consists of: |  |  |  |  |  |  |  |  |  |  |  |
Current liabilities |  | $ | (1,567 | ) |  | $ | (1,572 | ) |  | $ | (1,575 | )
Noncurrent liabilities |  |  | (16,226 | ) |  |  | (17,682 | ) |  |  | (17,320 | )
Net amount recognized |  | $ | (17,793 | ) |  | $ | (19,254 | ) |  | $ | (18,895 | )
(A) The change in the actuarial (gain) loss for the three years ended December 31, 2024 was primarily attributable to changes in the discount rate.
The following table provides combined information for pension plans with an accumulated benefit obligation in excess of plan assets (includes both the pension plans and supplemental plan):
(In Thousands) |  | December 31, |  |  | December 31, |
|  | 2024 |  |  | 2023 |
Projected and accumulated benefit obligation |  | $ | 48,048 |  |  | $ | 50,097 |
Fair value of plan assets |  |  | 30,255 |  |  |  | 30,843 |
Net periodic combined benefit cost for the pension plans and the supplemental plan includes the following components:
(In Thousands) |  | Year Ended December 31, |
|  | 2024 |  |  | 2023 |  |  | 2022 |
Interest cost |  | $ | 2,572 |  |  | $ | 2,873 |  |  | $ | 2,313 |
Expected return on plan assets |  |  | (1,828 | ) |  |  | (2,111 | ) |  |  | (3,006 | )
Amortization of net actuarial gains (losses) |  |  | (94 | ) |  |  | (146 | ) |  |  | 63 |
Settlement/curtailment gain |  |  | — |  |  |  | (2,177 | ) |  |  | — |
Net periodic pension cost (benefit) |  | $ | 650 |  |  | $ | (1,561 | ) |  | $ | (630 | )
The components of the net periodic combined pension cost are included in the caption “Interest income and other, net.” Other changes in combined plan assets and benefit obligations recognized in other comprehensive (income) loss include the following components:
|  | Pension Benefits |
(In Thousands) |  | Year Ended December 31, |
|  | 2024 |  |  | 2023 |  |  | 2022 |
Total net (gain) loss recognized in other comprehensive (income) loss |  | $ | (511 | ) |  | $ | 3,522 |  |  | $ | (6,404 | )
We do not expect to recognize any unrecognized actuarial (loss) gain or unrecognized prior service credit (cost) as a component of net periodic benefit costs during the next year. Discount rates of 5.65% and 5.25% were used to determine net benefit obligations as of December 2024 and 2023, respectively. Assumptions used to determine net periodic benefit costs are as follows:
|  | Pension Benefits |
|  | 2024 |  |  | 2023 |
Discount rate |  |  | 5.3 | % |  |  | 5.5 | %
Expected long-term rate of return on assets |  |  | 6.3 | % |  |  | 6.4 | %
To develop the expected long-term rate of return on assets assumption, we considered the current level of expected returns on various asset classes. The expected return for each asset class was then weighted based on the target asset allocation to develop the expected return on plan assets assumption for the portfolio. Based upon the assumptions used to measure our qualified pension benefit obligations at December 31, 2024, we expect that the combined benefits for the pension and the supplemental plan to be paid over the next ten years will be as follows:
|  | Pension |
Year ending December 31, (In Thousands) |  | Benefits |
2025 |  | $ | 4,762 |
2026 |  |  | 4,655 |
2027 |  |  | 4,552 |
2028 |  |  | 4,439 |
2029 |  |  | 4,313 |
2030 – 2034 |  |  | 19,354 |
Total 10-year estimated future benefit payments |  | $ | 42,075 |
Defined Contribution Plans 401(k) Savings Contribution Upon meeting various citizenship, age and service requirements, employees are eligible to participate in a defined contribution savings plan and can contribute from 2% to 75% of their base salary to an employee benefit trust. Effective October 31, 2021, we matched, in cash, 50% of the first 6% of eligible compensation deferred by the employee. For the years ended December 31, 2024, 2023 and 2022, we contributed $0.5 million, $0.4 million and $0.3 million, respectively. The plan held no shares of Tidewater common stock for the years ended December 31, 2024 and 2023, respectively. Other Plans A non-qualified supplemental savings plan is provided to executive officers who defer additional eligible compensation that cannot be deferred under the existing 401(k) plan due to IRS limitations. An optional company match or contribution of restoration benefits was ceased effective January 1, 2018. We also provide retirement benefits to our eligible non-U.S. citizen employees working outside their respective country of origin pursuant to a self-directed multinational defined contribution retirement plan provided the employees were not enrolled in any home country pension or retirement program. Participants could contribute 1% to 50% of their base salary. A company match was ceased prior to January 1, 2018. Multi-employer Pension Obligations Certain of our current and former U.K. subsidiaries are participating in two multi-employer retirement funds known as the Merchant Navy Officers Pension Fund (MNOPF) and the Merchant Navy Ratings Pension Fund (MNRPF). At December 31, 2024 and 2023, we had recorded $1.6 million and $1.5 million, respectively, related to these liabilities. An actuarial firm calculates the status of the funds every several years. The last assessment was completed in March 2021 for the MNOPF Plan and March 2023 for the MNRPF Plan and the plan assets exceed 85% of the projected benefit obligations for both plans. We expense $0.2 million per annum for these plans.

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