PAR PACIFIC HOLDINGS, INC.
For the period ended Sep 30, 2026. Filed Nov 4, 2026.
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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 4, 2026
PARR$68.06-0.9%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2026-06-30; filed 2026-08-05.
0000821483-26-000014
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-09-30; filed 2026-11-04.
0000821483-26-000022
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe 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 161 previous paragraphs and 175 current paragraphs.
68 unchanged; 85 reworded; 19 added; 7 removed; 1 previous and 3 current paragraphs rearranged.
Tables are not compared: 33 previous and 39 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 (19)
Current report
During the third quarter of 2026, we began presenting Renewables as a separate reportable segment, reflecting our continued investment in and development of our renewable fuels operations. For comparative purposes, 2026 periods have been recast to align with our current segment presentation.
Current report
On August 25, 2026, Laramie Energy entered into a definitive agreement to sell substantially all of its oil and gas assets to a third party. We expect to receive approximately $148 million in proceeds, including $120 million at closing and $27.5 million on the fifth anniversary of the closing date. We are also eligible to receive additional earn-out payments of up to approximately $30 million. The transaction is expected to close by the end of 2026, subject to regulatory approvals and customary closing conditions.
Current report
Small Refinery Exemption
Current report
On August 31, 2026, the EPA granted a combination of full (100%) and partial (50%) SREs from the RFS program for the 2025 compliance year to our mainland refineries. As a result, a portion of our 2025 RVO was relieved, and we recorded a corresponding gain of $142.4 million within Cost of revenues (excluding depreciation) on our condensed consolidated statements of operations for the three and nine months ended September 30, 2026. This resulted in gains of $187.2 million in Adjusted Net Income attributable to Par Pacific stockholders and $222.0 million in Adjusted EBITDA for both the three and nine months ended September 30, 2026. As of September 30, 2026, the EPA had not made a determination with respect to SREs for the 2026 compliance year. Accordingly, our recorded RVO for the nine months ended September 30, 2026, reflects 100% of the RVO for the respective period with no assumption of SRE relief.
Current report
(2)Adjusted Gross Margin for our Renewables segment is determined under the FIFO inventory costing method. Total Renewables segment Adjusted Gross Margin per gallon is presented net of intercompany profit in inventory of $0.14 and $(0.48) per gallon for the three and nine months ended September 30, 2026, respectively. The Renewable Fuels Facility began commercial operations in April 2026.
Current report
The following tables present a reconciliation of Adjusted Gross Margin to the most directly comparable GAAP financial measure, Operating income (loss), on a historical basis, for selected segments, for the periods indicated (in thousands). For comparative purposes, previously reported 2026 interim periods have been recast to align with our current segment presentation. In 2025, an immaterial amount of Renewables costs was included in the Refining segment. As such, the 2025 comparative periods were not recast.
Current report
•other operating loss (gain), net (which includes the impacts of the non-cash remeasurement of our environmental liabilities);
Current report
Operating Income (Loss)
Current report
Renewables. Operating income for our renewables segment was $8.7 million for the three months ended September 30, 2026. The Renewable Fuels Facility began commercial operations in April 2026.
Current report
partially offset by:
Current report
Renewables. Operating loss for our renewables segment was $20.1 million for the nine months ended September 30, 2026.
Current report
Logistics. For the three months ended September 30, 2026, our logistics Adjusted Gross Margin was $35.9 million, a decrease of $7.1 million compared to $43.0 million for the three months ended September 30, 2025. The decrease was primarily due to a $4.9 million increase in rent and lease costs and a $2.4 million increase in repair and maintenance expenses.
Current report
Renewables. For the three months ended September 30, 2026, our renewables Adjusted Gross Margin was $7.8 million.
Current report
Retail. For the nine months ended September 30, 2026, our retail Adjusted Gross Margin was $119.2 million, a decrease of $7.7 million compared to $126.9 million for the nine months ended September 30, 2025. The decrease was primarily due to a $9.2 million decrease related to a 9% decrease in fuel margins, partially offset by a $0.8 million increase related to higher merchandise margins.
Current report
Renewables. For the nine months ended September 30, 2026, our renewables Adjusted Gross Margin was $1.1 million.
Current report
Operating Expense (Excluding Depreciation). For the three months ended September 30, 2026, operating expense (excluding depreciation) was $166.1 million, an increase of $26.1 million compared to $140.0 million for the three months ended September 30, 2025. The increase was primarily due to increased repair and maintenance costs, utilities expense, and employee costs.
Current report
Acquisition and Integration Costs. For the nine months ended September 30, 2026, we incurred an immaterial amount of acquisition and integration costs. For the nine months ended September 30, 2025, we incurred $2.0 million of acquisition and integration costs, primarily related to the establishment of our Hawaii Renewables joint venture.
Current report
Non-GAAP Financial Measures
Current report
Adjusted EBITDA for the supplemental consolidating condensed financial information, which is segregated at the “Parent Guarantor,” “Issuer and its Restricted Subsidiaries,” and “Non-Guarantor Subsidiaries and Eliminations” levels, is calculated in a similar manner as the Par Pacific Holdings, Inc. Adjusted EBITDA. Net income (loss), which management considers the most directly comparable GAAP measure, is used as the basis for the calculation instead of Net income (loss) attributable to Par Pacific stockholders because certain adjustments to Adjusted Net Income (Loss) attributable to Par Pacific Stockholders used in calculating Adjusted EBITDA are not practicably segregated at these levels. See “Results of Operations — Non-GAAP Performance Measures — Adjusted Net Income (Loss) attributable to Par Pacific stockholders and Adjusted EBITDA” above.
Removed paragraphs (7)
Previous report
•other operating loss (gain), net (which includes the impacts of the noncash remeasurement of our environmental liabilities);
Previous report
Operating Income
Previous report
Logistics. For the three months ended June 30, 2026, our logistics Adjusted Gross Margin was $35.1 million, which was relatively consistent with $34.4 million for the three months ended June 30, 2025.
Previous report
Retail. For the six months ended June 30, 2026, our retail Adjusted Gross Margin was $76.9 million, a decrease of $6.5 million compared to $83.4 million for the six months ended June 30, 2025. The decrease was primarily due to a $5.9 million decrease in fuel margins and a $1.5 million decrease due to lower sales volumes, partially offset by a $0.6 million increase in merchandise margins.
Previous report
Other Operating Loss (Gain), Net. For the three months ended June 30, 2026, there was a $0.3 million other operating loss, net, related to the disposal of equipment. For the three months ended June 30, 2025, the other operating gain, net, of $1.2 million was primarily related to the sale of property in Hawaii.
Previous report
Operating Expense (Excluding Depreciation). For the six months ended June 30, 2026, operating expense (excluding depreciation) was $299.6 million, an increase relatively consistent with $292.8 million for the six months ended June 30, 2025.
Previous report
Other Expense, Net. For the six months ended June 30, 2026, other expense was $0.2 million, relatively consistent with $0.5 million for the six months ended June 30, 2025.
Reworded paragraphs (85)
Previous wording
Our Wyoming refinery experienced an operational incident on the evening of February 12, 2025, and remained safely idled during repair and recovery work through late April 2025, when the refinery returned to full crude operations. The 66 days of idle time in 2025 impacted comparability between the six months ended June 30, 2026, and June 30, 2025.
Current wording
Our Wyoming refinery experienced an operational incident on the evening of February 12, 2025, and remained safely idled during repair and recovery work through late April 2025, when the refinery returned to full crude operations. The 66 days of idle time in 2025 impacted comparability between the nine months ended September 30, 2026, and September 30, 2025.
Previous wording
Geopolitical tensions in the Middle East and Red Sea region continue in 2026, putting upward pressure on prices during the first half of 2026. The Strait of Hormuz effectively closed in early March 2026, which has disrupted global trade patterns and increased crude oil price volatility worldwide. Crude oil prices increased during the three and six months ended June 30, 2026, compared to the six months ended June 30, 2025. Brent crude oil prices spiked late in the first quarter and remained elevated through the first half of 2026, reflecting constrained supply and averaging $96.68 and $87.58 per barrel for the three and six months ended June 30, 2026, respectively, compared to $66.71 and $70.82 per barrel during the three and six months ended June 30, 2025, respectively. Average U.S. retail gasoline prices increased to $3.80 per gallon in the first half of 2026, compared to $3.25 per gallon in the first half of 2025. On July 5, 2026, OPEC agreed to increase output by 188,000 barrels per day beginning in August 2026. The overall energy price index increased 15.7% and the total consumer price index increased 3.5% year over year as of June 30, 2026.
Current wording
Geopolitical tensions in the Middle East and Red Sea region continued in 2026, placing upward pressure on prices during the three and nine months ended September 30, 2026. The Strait of Hormuz effectively closed in early March 2026, which has disrupted global trade patterns and increased crude oil price volatility worldwide. Crude oil prices increased during the three and nine months ended September 30, 2026, compared to the three and nine months ended September 30, 2025. Brent crude oil prices increased sharply late in the first quarter and remained elevated through the third quarter of 2026, reflecting constrained supply and steady demand. Brent prices averaged $91.29 and $88.83 per barrel for the three and nine months ended September 30, 2026, respectively, compared to $68.17 and $69.93 per barrel during the three and nine months ended September 30, 2025, respectively. Average U.S. retail gasoline prices increased to $3.95 per gallon during the nine months ended September 30, 2026, compared to $3.26 per gallon during the nine months ended September 30, 2025. On August 2, 2026, OPEC agreed to increase output by 188,000 barrels per day beginning in September 2026. The overall energy price index increased 20.4%, and the total consumer price index increased 3.7% year over year as of September 30, 2026.
Previous wording
Please read our Item 1A. — Risk Factors discussion below and on our Annual Report on Form 10-K for the year ended December 31, 2025 for further information.
Current wording
Please read “Item 1A. — Risk Factors” below and in our Annual Report on Form 10-K for the year ended December 31, 2025, for further information.
Previous wording
Net Income Attributable to Par Pacific Stockholders. Our financial results for the second quarter of 2026 improved from a net income attributable to Par Pacific stockholders of $59.5 million for the three months ended June 30, 2025, to $462.1 million for the three months ended June 30, 2026. The $402.6 million increase was primarily driven by a $548.6 million increase in our refining segment operating income and a $7.8 million decrease in Interest expense and financing costs, net, partially offset by a $127.1 million increase in income tax expense, an $11.5 million increase in debt extinguishment and commitment costs and a $6.2 million decrease in our retail segment operating income. Please read the discussions of segment and consolidated results below for additional information.
Current wording
Net Income Attributable to Par Pacific Stockholders. Our financial results for the third quarter of 2026 improved from net income attributable to Par Pacific stockholders of $262.6 million for the three months ended September 30, 2025, to $353.3 million for the three months ended September 30, 2026. The $90.7 million increase was primarily driven by a $113.6 million increase in our refining segment operating income and a $14.3 million decrease in Interest expense and financing costs, net, partially offset by a $27.3 million increase in income tax expense and an $8.4 million reduction in the equity earnings from our investment in Laramie Energy. Please read the discussions of segment and consolidated results below for additional information.
Previous wording
Adjusted EBITDA and Adjusted Net Income Attributable to Par Pacific Stockholders. For the three months ended June 30, 2026, Adjusted EBITDA was $571.3 million compared to $137.8 million for the three months ended June 30, 2025. The $433.5 million increase was primarily due to a $448.6 million increase in refining segment Adjusted Gross Margin, partially offset by a $9.0 million increase in operating expenses, excluding severance, and a $2.9 million decrease in our retail segment Adjusted Gross Margin.
Current wording
Adjusted EBITDA and Adjusted Net Income Attributable to Par Pacific Stockholders. For the three months ended September 30, 2026, Adjusted EBITDA was $646.0 million compared to $372.5 million for the three months ended September 30, 2025. The $273.5 million increase was primarily due to a $302.1 million increase in refining segment Adjusted Gross Margin, partially offset by a $26.0 million increase in operating expenses, excluding severance.
Previous wording
For the three months ended June 30, 2026, Adjusted Net Income attributable to Par Pacific stockholders was $499.2 million compared to $78.3 million for the three months ended June 30, 2025. The $420.9 million increase was primarily related to the factors described above for the increase in Adjusted EBITDA and a $6.6 million decrease in Interest expense and financing costs, net, excluding unrealized interest rate derivative loss (gain), partially offset by a $20.3 million increase in Income tax expense, net of impacts due to changes in the valuation allowance and other deferred tax items.
Current wording
For the three months ended September 30, 2026, Adjusted Net Income attributable to Par Pacific stockholders was $531.5 million compared to $302.6 million for the three months ended September 30, 2025. The $228.9 million increase was primarily related to the factors described above for the increase in Adjusted EBITDA and a $13.2 million decrease in Interest expense and financing costs, net, excluding unrealized interest rate derivative loss (gain), partially offset by a $55.3 million increase in Income tax expense, net of impacts due to changes in the valuation allowance and other deferred tax items.
Previous wording
Please read the discussion of Adjusted Gross Margin by Segment and the Discussion of Consolidated Results below for additional information.
Current wording
Please read “Adjusted Gross Margin by Segment” and “Discussion of Consolidated Results” below for additional information.
Previous wording
Net Income Attributable to Par Pacific Stockholders. Our financial results improved from net income attributable to Par Pacific stockholders of $29.1 million for the six months ended June 30, 2025, to $516.6 million for the six months ended June 30, 2026. The $487.5 million increase was driven by a $629.6 million increase in refining segment operating income and a $13.8 million decrease in Interest expense and financing costs, net, partially offset by a $146.4 million increase in income tax expense and an $11.5 million increase in debt extinguishment and commitment costs. Please read the discussions of segment and consolidated results below for additional information.
Current wording
Net Income Attributable to Par Pacific Stockholders. Our financial results improved from net income attributable to Par Pacific stockholders of $0.3 billion for the nine months ended September 30, 2025, to $0.9 billion for the nine months ended September 30, 2026. The $0.6 billion increase was driven by a $0.8 billion increase in refining segment operating income, partially offset by a $0.2 billion increase in income tax expense. Please read the discussions of segment and consolidated results below for additional information.
Previous wording
Adjusted EBITDA and Adjusted Net Income Attributable to Par Pacific Stockholders. For the six months ended June 30, 2026, Adjusted EBITDA was $662.8 million compared to $148.0 million for the six months ended June 30, 2025. The $514.8 million increase was primarily due to a $529.4 million increase in our refining segment Adjusted Gross Margin, partially offset by a $7.1 million increase in operating expenses, excluding severance, and a $6.5 million decrease in our retail segment Adjusted Gross Margin. Please read the discussion of Adjusted Gross Margin by Segment and the Discussion of Consolidated Results below for additional information.
Current wording
Adjusted EBITDA and Adjusted Net Income Attributable to Par Pacific Stockholders. For the nine months ended September 30, 2026, Adjusted EBITDA was $1.3 billion compared to $0.5 billion for the nine months ended September 30, 2025. The $0.8 billion increase was primarily due to a $0.8 billion increase in our refining segment Adjusted Gross Margin. Please read “Adjusted Gross Margin by Segment” and “Discussion of Consolidated Results” below for additional information.
Previous wording
For the six months ended June 30, 2026, Adjusted Net Income attributable to Par Pacific stockholders was $537.7 million compared to $28.0 million for the six months ended June 30, 2025. The $509.7 million increase was primarily related to the same factors described above for the increase in Adjusted EBITDA and a $12.4 million decrease in interest expense and financing costs, excluding unrealized interest rate derivative losses (gains), partially offset by a $22.0 million increase in Income tax expense, net of impacts due to changes in the valuation allowance and other deferred tax items.
Current wording
For the nine months ended September 30, 2026, Adjusted Net Income attributable to Par Pacific stockholders was $1.1 billion compared to $0.3 billion for the nine months ended September 30, 2025. The $0.8 billion increase was primarily related to the same factors described above for the increase in Adjusted EBITDA, partially offset by a $0.1 billion increase in Income tax expense, net of impacts due to changes in the valuation allowance and other deferred tax items.
Previous wording
The following tables summarize our consolidated results of operations for the three and six months ended June 30, 2026, compared to the three and six months ended June 30, 2025 (in thousands).
Current wording
The following tables summarize our consolidated results of operations for the three and nine months ended September 30, 2026, compared to the three and nine months ended September 30, 2025 (in thousands).
Previous wording
The following tables summarize our operating income (loss) by segment for the three and six months ended June 30, 2026 and 2025 (in thousands).
Current wording
The following tables summarize our operating income (loss) by segment for the three and nine months ended September 30, 2026 and 2025 (in thousands). For comparative purposes, previously reported 2026 interim periods have been recast to align with our current segment presentation. In 2025, an immaterial amount of Renewables costs was included in the Refining segment. As such, the 2025 comparative periods were not recast.
Previous wording
(2)Includes eliminations of intersegment Revenues and Cost of revenues (excluding depreciation) of $197.3 million and $152.8 million for the three months ended June 30, 2026 and 2025, respectively.
Current wording
(2)Includes eliminations of intersegment Revenues and Cost of revenues (excluding depreciation) of $249.4 million and $164.1 million for the three months ended September 30, 2026 and 2025, respectively.
Previous wording
(1)Our logistics operations consist primarily of intercompany transactions which eliminate on a consolidated basis.
Current wording
(1)Our logistics operations consist primarily of intercompany transactions that eliminate on a consolidated basis.
Previous wording
(2)Includes eliminations of intersegment Revenues and Cost of revenues (excluding depreciation) of $356.1 million and $301.7 million for the six months ended June 30, 2026 and 2025, respectively.
Current wording
(2)Includes eliminations of intersegment Revenues and Cost of revenues (excluding depreciation) of $606.0 million and $465.8 million for the nine months ended September 30, 2026 and 2025, respectively.
Previous wording
Below is a summary of key operating statistics for the refining segment for the three and six months ended June 30, 2026 and 2025:
Current wording
Below is a summary of key operating statistics for the refining and renewables segments for the three and nine months ended September 30, 2026 and 2025. For comparative purposes, previously reported 2026 interim periods have been recast to align with our current segment presentation.
Previous wording
(1)We calculate Adjusted Gross Margin per barrel by dividing Adjusted Gross Margin by total refining throughput. Adjusted Gross Margin for our Washington refinery is determined under the last-in, first-out (“LIFO”) inventory costing method. Adjusted Gross Margin for our other refineries is determined under the first-in, first-out (“FIFO”) inventory costing method. Total Refining Segment Adjusted Gross Margin per barrel is presented net of intercompany profit in inventory of ($0.11) per barrel and $0.29 per barrel for the three months ended June 30, 2026 and 2025, respectively, and $0.20 per barrel and $0.19 per barrel for the six months ended June 30, 2026 and 2025, respectively, which represents margin on intercompany sales where the inventory remains on our condensed consolidated balance sheet at period end.
Current wording
(1)We calculate Adjusted Gross Margin per barrel by dividing Adjusted Gross Margin by total refining throughput. Adjusted Gross Margin for our Washington refinery is determined under the last-in, first-out (“LIFO”) inventory costing method. Adjusted Gross Margin for our other refineries is determined under the first-in, first-out (“FIFO”) inventory costing method. Total Refining Segment Adjusted Gross Margin per barrel is presented net of intercompany profit in inventory of $(0.58) per barrel for the three months ended September 30, 2026, and $(0.24) per barrel and $(0.12) per barrel for the nine months ended September 30, 2026 and 2025, respectively, which represents margin on intercompany sales where the inventory remains on our condensed consolidated balance sheet at period end. Intercompany profit in inventory per barrel for the three months ended September 30, 2025, was immaterial. For the three and nine months ended September 30, 2026, Adjusted Gross Margin per barrel includes the SRE impact related to the 2025 compliance year. For the three and nine months ended September 30, 2025, Adjusted Gross Margin per barrel includes the SRE impact related to the 2019 through 2024 compliance years.
Previous wording
Below is a summary of key operating statistics for the retail segment for the three and six months ended June 30, 2026 and 2025:
Current wording
Below is a summary of key operating statistics for the retail segment for the three and nine months ended September 30, 2026 and 2025:
Previous wording
Beginning with the financial results reported for the fourth quarter of 2025, Adjusted Net Income (Loss) attributable to Par Pacific stockholders excludes the portion of non-GAAP adjustments associated with the noncontrolling interest in our joint venture established on October 21, 2025. Adjusted Net Income (Loss) attributable to Par Pacific stockholders and Adjusted EBITDA by segment also excludes other operating gains and losses (which primarily includes the impacts of the noncash remeasurement of our environmental liabilities). This modification improves comparability between periods by excluding non-cash gains and losses that do not reflect ongoing underlying business operations.
Current wording
Beginning with the financial results reported for the fourth quarter of 2025, Adjusted Net Income (Loss) attributable to Par Pacific stockholders excludes the portion of non-GAAP adjustments associated with the noncontrolling interest in our joint venture established on October 21, 2025. Adjusted Net Income (Loss) attributable to Par Pacific stockholders and Adjusted EBITDA by segment also exclude other operating gains and losses (which primarily include the impacts of the non-cash remeasurement of our environmental liabilities). This modification improves comparability between periods by excluding non-cash gains and losses that do not reflect ongoing underlying business operations.
Previous wording
•other operating (gain) loss, net (which includes the impacts of the noncash remeasurement of our environmental liabilities);
Current wording
•other operating (gain) loss, net (which includes the impacts of the non-cash remeasurement of our environmental liabilities);
Previous wording
•Environmental obligation mark-to-market adjustment (which represents the mark-to-market losses (gains) associated with our net RINs liability and our net obligation associated with the Washington Climate Commitment Act and Clean Fuel Standard); and
Current wording
•environmental obligation mark-to-market adjustment (which represents the mark-to-market losses (gains) associated with our net RINs liability and our net obligation associated with the Washington CCA and Clean Fuel Standard); and
Previous wording
(1)For the three and six months ended June 30, 2026 and 2025, there was no impairment expense in Operating income.
Current wording
(1)For the three and nine months ended September 30, 2026 and 2025, there was no impairment expense in Operating income.
Previous wording
•Environmental obligation mark-to-market adjustments (which represents the mark-to-market losses (gains) associated with our RINs and Washington CCA and Clean Fuel Standard);
Current wording
•environmental obligation mark-to-market adjustments (which represent the mark-to-market losses (gains) associated with our RINs and Washington CCA and Clean Fuel Standard);
Previous wording
•Par’s share of equity (earnings) losses from Laramie Energy, LLC, excluding cash distributions;
Current wording
•Par’s share of equity (earnings) losses from Laramie Energy, excluding cash distributions;
Previous wording
•other operating (gain) loss, net (which includes the impacts of the noncash remeasurement of our environmental liabilities); and
Current wording
•other operating (gain) loss, net (which includes the impacts of the non-cash remeasurement of our environmental liabilities); and
Previous wording
•interest expense and financing costs, net, excluding interest rate derivative loss (gain);
Current wording
•interest expense and financing costs, net, excluding unrealized interest rate derivative loss (gain);
Previous wording
•cash distributions from Laramie Energy, LLC to Par;
Current wording
•cash distributions from Laramie Energy, to Par;
Previous wording
•income tax expense (benefit) excluding the increase in (release of) tax valuation allowance.
Current wording
•income tax expense (benefit) excluding the increase in (release of) tax valuation allowance and other deferred tax items.
Previous wording
(1)For the three and six months ended June 30, 2026, we recognized a non-cash deferred tax expense of $122.3 million and $133.0 million, respectively, driven by an increase in our 2026 taxable income. For the three and six months ended June 30, 2025, we recognized a non-cash deferred tax expense of $15.5 million and $8.6 million, respectively, related to deferred state and federal tax liabilities. This tax expense (benefit) is included in Income tax expense (benefit) on our condensed consolidated statements of operations.
Current wording
(1)For the three and nine months ended September 30, 2026, deferred tax expense (based on the actual year-to-date effective tax rate) was $44.7 million and $177.6 million, respectively, driven by the full utilization of our remaining federal net operating loss during the period. For the three and nine months ended September 30, 2025, we recognized a non-cash deferred tax expense of $72.7 million and $81.3 million, respectively, related to deferred state and federal tax liabilities. This tax expense (benefit) is included in Income tax expense (benefit) on our condensed consolidated statements of operations.
Previous wording
(2)For the six months ended June 30, 2025, we incurred $0.3 million of stock-based compensation expenses associated with equity awards modifications.
Current wording
(2)For the nine months ended September 30, 2025, we incurred $0.3 million of stock-based compensation expense associated with equity award modifications.
Previous wording
(3)For the three and six months ended June 30, 2026 and 2025, there was no change in value of contingent consideration, change in value of common stock warrants, impairment expense, impairments associated with our investment in Laramie Energy, cash distributions from Laramie Energy, or our share of Laramie Energy’s asset impairment losses in excess of our basis difference. Please read the Non-GAAP Performance Measures discussion above for information regarding changes to the components of Adjusted Net Income (Loss) attributable to Par Pacific stockholders and Adjusted EBITDA made during the reporting periods.
Current wording
(3)For the three and nine months ended September 30, 2026 and 2025, there was no change in value of contingent consideration, change in value of common stock warrants, impairment expense, impairments associated with our investment in Laramie Energy, cash distributions from Laramie Energy, or our share of Laramie Energy’s asset impairment losses in excess of our basis difference. Please read the Non-GAAP Performance Measures discussion above for information regarding changes to the components of Adjusted Net Income (Loss) attributable to Par Pacific stockholders and Adjusted EBITDA made during the reporting periods.
Previous wording
•Environmental obligation mark-to-market adjustments (which represents the mark-to-market losses (gains) associated with our net RINs liability and net obligation associated with the Washington CCA and Clean Fuel Standard);
Current wording
•environmental obligation mark-to-market adjustments (which represent the mark-to-market losses (gains) associated with our RINs and Washington CCA and Clean Fuel Standard);
Previous wording
The following table presents a reconciliation of Adjusted EBITDA by segment to the most directly comparable GAAP financial measure, Operating income (loss) by segment, on a historical basis, for our operating segments for the periods indicated (in thousands).
Current wording
The following table presents a reconciliation of Adjusted EBITDA by segment to the most directly comparable GAAP financial measure, Operating income (loss) by segment, on a historical basis, for our operating segments for the periods indicated (in thousands). For comparative purposes, previously reported 2026 interim periods have been recast to align with our current segment presentation. In 2025, an immaterial amount of Renewables costs was included in the Refining segment. As such, the 2025 comparative periods were not recast.
Previous wording
(1)For the three and six months ended June 30, 2026 and 2025, there was no change in value of contingent consideration, change in value of common stock warrants, impairment expense, impairments associated with our investment in Laramie Energy, or our share of Laramie Energy’s asset impairment losses in excess of our basis difference.
Current wording
(1)For the three and nine months ended September 30, 2026 and 2025, there was no change in value of contingent consideration, change in value of common stock warrants, impairment expense, impairments associated with our investment in Laramie Energy, or our share of Laramie Energy’s asset impairment losses in excess of our basis difference.
Previous wording
Refining. Operating income for our refining segment was $629.9 million for the three months ended June 30, 2026, an increase of $548.6 million compared to $81.3 million for the three months ended June 30, 2025. Please read the Adjusted Gross Margin discussion below for additional information. The increase in operating income was primarily driven by an increase of $557.1 million primarily related to higher crack spreads and a favorable FIFO benefit of $186.7 million, partially offset by unfavorable purchased product and feedstock differentials of $186.9 million in Hawaii and Washington.
Current wording
Refining. Operating income for our refining segment was $454.4 million for the three months ended September 30, 2026, an increase of $113.6 million compared to $340.8 million for the three months ended September 30, 2025. Please read the Adjusted Gross Margin discussion below for additional information. The increase in operating income was primarily driven by:
Previous wording
Logistics. Operating income for our logistics segment was $22.5 million for the three months ended June 30, 2026, a decrease of $1.2 million compared to $23.7 million for the three months ended June 30, 2025. The decrease was primarily due to higher transportation costs and a $1.2 million gain related to the sale of property in Hawaii in 2025 with no corresponding gain in the same period in 2026, partially offset by an increase in earnings from our logistics equity investment of $0.9 million.
Current wording
Logistics. Operating income for our logistics segment was $23.7 million for the three months ended September 30, 2026, a decrease of $6.5 million compared to $30.2 million for the three months ended September 30, 2025. The decrease was primarily due to increases in rent and lease costs, variable costs, and repair and maintenance expenses, as well as lower throughput in Hawaii related to the turnaround.
Previous wording
Retail. Operating income for our retail segment was $14.6 million for the three months ended June 30, 2026, a decrease of $6.2 million compared to $20.8 million for the three months ended June 30, 2025. The decrease was primarily due to a $3.1 million decrease driven by lower fuel margins and an increase in operating expenses of $3.1 million driven by increases in employee costs, credit card processing fees, outside services costs, repairs and maintenance expenses, and other operating costs.
Current wording
Retail. Operating income for our retail segment was $16.0 million for the three months ended September 30, 2026, a decrease of $3.1 million compared to $19.1 million for the three months ended September 30, 2025. The decrease was primarily driven by lower fuel margins and an increase in operating expenses of $2.2 million, partially offset by a 6% increase in fuel sales volumes. The increase in operating expenses was driven by increases in employee costs, rent expenses, credit card processing fees associated with higher sales prices, other expenses, and repair and maintenance expenses.
Previous wording
Refining. Operating income for our refining segment was $686.2 million for the six months ended June 30, 2026, an improvement of $629.6 million compared to $56.6 million for the six months ended June 30, 2025. The increase in operating income was primarily driven by:
Current wording
Refining. Operating income for our refining segment was $1.2 billion for the nine months ended September 30, 2026, an improvement of $0.8 billion compared to $0.4 billion for the nine months ended September 30, 2025. The increase in operating income was primarily driven by:
Previous wording
Logistics. Operating income for our logistics segment was $47.0 million for the six months ended June 30, 2026, an increase of $1.4 million compared to $45.6 million for the six months ended June 30, 2025. The increase was primarily due to an increase of $8.3 million related to higher throughput across our logistics assets, partially offset by increased employee and repair and maintenance costs of $5.8 million and the absence of a $1.2 million gain related to the sale of property in Hawaii in the first six months of 2025. Our Wyoming refinery was idle for 66 days in the first six months of 2025 as a result of an operational incident.
Current wording
Logistics. Operating income for our logistics segment was $70.7 million for the nine months ended September 30, 2026, a decrease of $5.1 million compared to $75.8 million for the nine months ended September 30, 2025. The decrease was primarily due to increases in rent and lease costs, and an $8.8 million increase in employee and repair and maintenance costs, partially offset by an increase of $15.1 million related to higher throughput across our logistics assets. Our Wyoming refinery was idle for 66 days in the first nine months of 2025 as a result of an operational incident.
Previous wording
Retail. Operating income for our retail segment was $27.6 million for the six months ended June 30, 2026, a decrease of $9.2 million compared to $36.8 million for the six months ended June 30, 2025. The decrease in operating income was primarily due to a $5.9 million decrease in fuel margins, an increase in operating expenses, excluding D&A of $2.6 million driven by increased employee and other operating costs and a 2% decrease in sales volumes .
Current wording
Retail. Operating income for our retail segment was $43.5 million for the nine months ended September 30, 2026, a decrease of $12.3 million compared to $55.8 million for the nine months ended September 30, 2025. The decrease was primarily due to a $9.2 million decrease driven by lower fuel margins. Also contributing to the decrease was an increase in operating expenses, excluding D&A, of $4.9 million driven by increased employee costs, credit card processing fees, rent expenses, and repair and maintenance expenses, partially offset by higher merchandise margins of $0.8 million.
Showing the first 40 of 85 pairs. Open the source sections for the rest.
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Current report — wording carried from elsewhere
(1)Please read the Non-GAAP Performance Measures and Adjusted Net Income (Loss) attributable to Par Pacific stockholders and Adjusted EBITDA discussions above for information regarding the components of Adjusted Net Income (Loss) attributable to Par Pacific stockholders and Adjusted EBITDA.
Current report — wording carried from elsewhere
(2)For the nine months ended September 30, 2025, we incurred $0.3 million of stock-based compensation expense associated with equity award modifications.
Current report — wording carried from elsewhere
Securities Act, the Exchange Act, and the PSLRA with the intention of obtaining the benefits of the “safe harbor” provisions of such laws.
Rearranged previous paragraphs (1)
Previous report — wording carried elsewhere
Debt Extinguishment and Commitment Costs. For the three months ended June 30, 2026, we incurred $11.5 million of debt extinguishment and commitment costs related to the termination of our Term Loan Credit Agreement and our ABL amendment. For the three months ended June 30, 2025 we incurred no debt extinguishment and commitment costs. Please read “Note 11—Debt” for further information.