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IMPERIAL OIL LTD

For the period ended Sep 30, 2026. Filed Nov 2, 2026.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Sep 30, 2026 · Filed Nov 2, 2026

IMO$124.83-0.7%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2026-06-30; filed 2026-08-03.

0000049938-26-000040

Item 2. Management’s discussion and analysis of financial condition and results of operations

Current report: 10-Q

Period ended 2026-09-30; filed 2026-11-02.

0000049938-26-000051

Item 2. Management’s discussion and analysis of financial condition and results of operations

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 67 previous paragraphs and 78 current paragraphs.

40 unchanged; 16 reworded; 21 added; 10 removed; 1 previous and 1 current paragraphs rearranged.

Tables are not compared: 14 previous and 15 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (21)

Current report

Third quarter 2025 results include identified items 1 of a $306 million after-tax ($406 million before-tax) non-cash impairment charge and a $249 million after-tax ($330 million before-tax) restructuring charge.

Current report

Other – Primarily due to higher operating costs of about $210 million driven by higher energy costs and planned turnaround activities, partially offset by other sales of about $70 million, mainly sulphur.

Current report

quarter of 2025 and the impacts of a third-party pipeline outage.

Current report

Lower production at Cold Lake was driven by planned turnaround impacts.

Current report

Higher petroleum product sales were primarily due to higher export sales.

Current report

Third quarter 2025 results include identified items 1 of a $306 million after-tax ($406 million before-tax) non-cash impairment charge and a $249 million after-tax ($330 million before-tax) restructuring charge.

Current report

(a)Share repurchases were made under the company’s normal course issuer bid program, and include shares purchased from ExxonMobil.

Current report

Prior year results include identified items 1 of a $306 million after-tax ($406 million before-tax) non-cash impairment charge and a $249 million after-tax ($330 million before-tax) restructuring charge.

Current report

Other – Primarily due to higher operating costs of about $300 million driven by higher energy costs and planned turnaround activities, and unfavourable foreign exchange impacts of about $70 million, partially offset by other sales of about $120 million, mainly sulphur.

Current report

Prior year results include identified items 1 of a $306 million after-tax ($406 million before-tax) non-cash impairment charge and a $249 million after-tax ($330 million before-tax) restructuring charge, partially offset by higher incentive compensation as a result of the higher share price in the current year.

Current report

Non-GAAP financial measures and other specified financial measures

Current report

Certain measures included in this document are not prescribed by U.S. Generally Accepted Accounting Principles (GAAP). These measures constitute "non-GAAP financial measures" under Securities and Exchange Commission Regulation G and Item 10(e) of Regulation S-K, and "specified financial measures" under National Instrument 52-112 Non-GAAP and Other Financial Measures Disclosure of the Canadian Securities Administrators.

Current report

Reconciliation of these non-GAAP financial measures to the most comparable GAAP measure, and other information required by these regulations, have been provided. Non-GAAP financial measures and specified financial measures are not standardized financial measures under GAAP and do not have a standardized definition. As such, these measures may not be directly comparable to measures presented by other companies, and should not be considered a substitute for GAAP financial measures.

Current report

Net income (loss) excluding identified items is a non-GAAP financial measure that is total net income (loss) excluding individually significant non-operational events with an absolute corporate total earnings impact of at least $100 million in a given quarter. The net income (loss) impact of an identified item for an individual segment may be less than $100 million when the item impacts several segments or several periods. The most directly comparable financial measure that is disclosed in the financial statements is "Net income (loss)" within the company’s Consolidated statement of income. Management uses these figures to improve comparability of the underlying business across multiple periods by isolating and removing significant non-operational events from business results. The company believes this view provides investors increased transparency into business results and trends, and provides investors with a view of the business as seen through the eyes of management. Net income (loss) excluding identified items is not meant to be viewed in isolation or as a substitute for net income (loss) as prepared in accordance with U.S. GAAP. All identified items are presented on an after-tax basis.

Current report

Reconciliation of net income (loss) excluding identified items
Removed paragraphs (10)

Previous report

Lower production at Syncrude was driven by extreme rainfall, partially offset by lower unplanned downtime.

Previous report

Imperial has updated its refinery throughput and refinery utilization guidance ranges for 2026 from 395,000 - 405,000 barrels per day and 91% - 93% utilization to 370,000 - 380,000 barrels per day and 85% - 88% utilization, to reflect unplanned downtime, and a short-term rail logistic challenge at Strathcona which is targeted to be resolved by year end.

Previous report

Current quarter results reflect lower incentive compensation.

Previous report

(a)The company did not purchase any shares in the second quarter of 2026 and 2025.

Previous report

Other – Primarily due to unfavourable foreign exchange impacts of about $100 million and higher operating costs of about $100 million, primarily related to Syncrude.

Previous report

Imperial has updated its refinery throughput and refinery utilization guidance ranges for 2026 from 395,000 - 405,000 barrels per day and 91% - 93% utilization to 370,000 - 380,000 barrels per day and 85% - 88% utilization, to reflect unplanned downtime, and a short-term rail logistic challenge at Strathcona which is targeted to be resolved by year end.
Reworded paragraphs (16)

Previous wording

During the second quarter of 2026, the price of crude oil increased relative to the first quarter of 2026, while the Canadian WTI/WCS spread widened slightly. Geopolitical events in the Middle East and increasing supply uncertainty continued to drive volatility in crude oil prices and heavy crude differentials. Industry refining margins improved in the second quarter of 2026, impacted by global product supply disruptions.

Current wording

During the third quarter of 2026, the price of crude oil decreased, the Canadian WTI/WCS spread narrowed slightly, and industry refining margins improved relative to the second quarter of 2026. Global supply disruptions continued to drive volatility in crude oil prices, heavy crude differentials, and industry refining margins.

Previous wording

Price – Average bitumen realizations increased by $29.97 per barrel, primarily driven by higher marker prices, partially offset by a weaker WTI/WCS spread and higher diluent costs. Synthetic crude oil realizations increased by $53.25 per barrel, primarily driven by higher marker prices and an improved Synthetic/WTI spread.

Current wording

Price – Average bitumen realizations increased by $23.94 per barrel, primarily driven by higher marker prices, partially offset by a weaker WTI/WCS spread and higher diluent costs. Synthetic crude oil realizations increased by $33.71 per barrel, primarily driven by higher marker prices and an improved Synthetic/WTI spread.

Previous wording

(a)In the second quarter of 2026, Syncrude gross production included about 0 thousand barrels per day of bitumen and other products (2025 - 4 thousand barrels per day) that were exported to the operator's facilities using an existing interconnect pipeline.

Current wording

(a)In the third quarter of 2026, Syncrude gross production included about 4 thousand barrels per day of bitumen and other products (2025 - 0 thousand barrels per day) that were exported to the operator's facilities.

Previous wording

Other – Primarily due to turnaround impacts of about $190 million partially offset by favourable product mix effects of about $140 million.

Current wording

Other – Due to favourable product mix effects of about $170 million primarily related to renewable diesel, offset by higher operating expenditures of about $80 million and unplanned downtime of about $50 million.

Previous wording

Lower refinery throughput and capacity utilization were primarily due to planned turnaround impacts.

Current wording

Lower refinery throughput and capacity utilization were primarily due to unplanned downtime, a third-party pipeline outage, and planned turnaround impacts.

Previous wording

Cash flows used in investing activities primarily reflect additions to property, plant, and equipment offset by proceeds from the sale of surplus property in Montreal.

Current wording

Cash flows used in investing activities primarily reflect higher additions to property, plant, and equipment.

Previous wording

Price – Average bitumen realizations increased by $11.41 per barrel, primarily driven by higher marker prices, partially offset by a weaker WTI/WCS spread and higher diluent costs. Synthetic crude oil realizations increased by $25.72 per barrel, primarily driven by higher marker prices and an improved Synthetic/WTI spread.

Current wording

Price – Average bitumen realizations increased by $15.71 per barrel, primarily driven by higher marker prices, partially offset by a weaker WTI/WCS spread and higher diluent costs. Synthetic crude oil realizations increased by $28.38 per barrel, primarily driven by higher marker prices and an improved Synthetic/WTI spread.

Previous wording

(a)In 2026, Syncrude gross production included about 4 thousand barrels per day of bitumen and other products (2025 - 3 thousand barrels per day) that were exported to the operator's facilities using an existing interconnect pipeline.

Current wording

(a)In 2026, Syncrude gross production included about 4 thousand barrels per day of bitumen and other products (2025 - 2 thousand barrels per day) that were exported to the operator's facilities.

Previous wording

Lower production at Kearl was driven by the absence of exceptional high-quality ore grade versus the second quarter of 2025.

Current wording

Lower production at Kearl was driven by the absence of exceptional high-quality ore grade versus 2025.

Previous wording

Other – Primarily due to favourable product mix effects of about $230 million partially offset by turnaround impacts of about $190 million.

Current wording

Other – Due to favourable product mix effects of about $400 million primarily related to renewable diesel and favourable foreign exchange impacts of about $70 million, partially offset by turnaround impacts of about $240 million and higher operating expenditures of about $130 million.

Previous wording

Lower refinery throughput and capacity utilization were primarily due to planned turnaround impacts.

Current wording

Lower refinery throughput and capacity utilization were primarily due to planned turnaround impacts and unplanned downtime.

Previous wording

Lower petroleum product sales were aligned with lower throughput related to planned turnaround work at the Strathcona refinery.

Current wording

Lower petroleum product sales were aligned with lower throughput related to planned turnaround work.

Previous wording

Cash flows from operating activities primarily reflect higher earnings partially offset by unfavourable working capital impacts.

Current wording

Cash flows from operating activities primarily reflect higher earnings.

Previous wording

Cash flows used in investing activities primarily reflect additions to property, plant, and equipment partially offset by proceeds from the sale of surplus property in Montreal.

Current wording

Cash flows used in investing activities primarily reflect higher additions to property, plant, and equipment.

Previous wording

On June 23, 2026, the company announced by news release that it had received final approval from the Toronto Stock Exchange for a new normal course issuer bid and will continue its existing share purchase program. Shareholders may obtain a copy of the Notice of Intention to Make a Normal Course Issuer Bidapproved by the TSX without charge by contacting the company. The program enables the company to purchase up to a maximum of 24,179,635 common shares during the period June 29, 2026 to June 28, 2027. This maximum includes shares purchased under the normal course issuer bid from ExxonMobil Holdings Corporation. As in the past, ExxonMobil Holdings Corporation has advised the company that it intends to participate to maintain its ownership percentage at approximately 69.6 percent. The program will end should the company purchase the maximum allowable number of shares or otherwise on June 28, 2027. Imperial plans to accelerate its share purchases under the normal course issuer bid program, and anticipates repurchasing all remaining allowable shares prior to year end. Purchase plans may be modified at any time without prior notice.

Current wording

On June 23, 2026, the company announced by news release that it had received final approval from the Toronto Stock Exchange for a new normal course issuer bid and will continue its existing share purchase program. The program enables the company to purchase up to a maximum of 24,179,635 common shares during the period June 29, 2026 to June 28, 2027. This maximum includes shares purchased under the normal course issuer bid from ExxonMobil Holdings Corporation. As in the past, ExxonMobil Holdings Corporation has advised the company that it intends to participate to maintain its ownership percentage at approximately 69.6 percent. The program will end should the company purchase the maximum allowable number of shares or otherwise on June 28, 2027. Imperial plans to continue its acceleration of its share purchases under the normal course issuer bid program, and anticipates repurchasing all remaining allowable shares prior to year end. Purchase plans may be modified at any time without prior notice.

Previous wording

Statements of future events or conditions in this report, including projections, targets, expectations, estimates, and business plans are forward-looking statements. Forward-looking statements can be identified by words such as believe, anticipate, intend, propose, plan, goal, seek, project, predict, target, estimate, expect, strategy, outlook, schedule, future, continue, likely, may, should, will and similar references to future periods. Forward-looking statements in this release include, but are not limited to, references to the company’s purchases under the normal course issuer bid and plans to accelerate completion prior to year end; the continued evaluation of the company’s share purchase program in the context of overall capital activities; the company’s updated Downstream refinery throughput and capacity utilization guidance for 2026; company performance in the second half of the year; the target date to resolve short-term rail logistic challenges at Strathcona by year end; the use of derivative instruments and effectiveness of risk mitigation; the company’s workforce transformation and restructuring plans to centralize activities in global business and technology centres, including timing and impacts; and the impact on the company of trade-related actions.

Current wording

Statements of future events or conditions in this report, including projections, targets, expectations, estimates, and business plans are forward-looking statements. Forward-looking statements can be identified by words such as believe, anticipate, intend, propose, plan, goal, seek, project, predict, target, estimate, expect, strategy, outlook, schedule, future, continue, likely, may, should, will and similar references to future periods. Forward-looking statements in this release include, but are not limited to, references to the company’s purchases under the normal course issuer bid and plans to accelerate completion prior to year end; the use of derivative instruments and effectiveness of risk mitigation; the company’s workforce transformation and restructuring plans to centralize activities in global business and technology centres, including timing and impacts; and the impact on the company of trade-related actions.
Rearranged current paragraphs (1)

Current report — wording carried from elsewhere

Lower production at Kearl was driven by the absence of exceptional high-quality ore grade versus the third
Rearranged previous paragraphs (1)

Previous report — wording carried elsewhere

Lower petroleum product sales were aligned with lower throughput related to planned turnaround work at the Strathcona refinery.