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DEVON ENERGY CORPDE

For the period ended Dec 31, 2023. Filed Feb 28, 2024.

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About this filing

A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2023 · Filed Feb 28, 2024

DVN$42.40+0.5%Stored close · as of Nov 9, 2026

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Contents

Note

Other, Net

The following table summarizes Devon’s other expenses (income) presented in the accompanying consolidated comprehensive statements of earnings.

Year Ended December 31,
202320222021
Estimated future obligation under a performance guarantee$—$(144)$(18)
Ukraine charitable pledge—20—
Asset retirement obligation accretion292528
Severance and other non-income tax refunds—(5)(39)
Other99(14)
Total$38$(95)$(43)

Devon has guaranteed performance through 2026 for a minimum volume commitment associated with assets divested in 2018. Due to improved commodity prices, market conditions, and performance by the purchaser of the assets, the purchaser was able to fully satisfy the performance obligation due in 2023 and 2022, as well as reimburse Devon for shortfall payments previously made on the purchasers’ behalf in 2021 and 2020. Additionally, at March 31, 2022, Devon reduced the estimated future exposure of the performance guarantee. The effect of these cash collections and liability revisions resulted in a $144 million benefit in 2022.

During 2022, Devon paid approximately $20 million for humanitarian relief for the Ukrainian people and surrounding countries supporting refugees.

During 2022 and 2021, Devon received severance and other non-income tax refunds of $5 million and $39 million, respectively, related to prior periods.

Income Tax Expense

The following table presents Devon’s income tax components.

Year Ended December 31,
202320222021
Current income tax expense (benefit):
U.S. federal$441$501$10
Various states27659
Canada(3)(7)(3)
Total current income tax expense46555916
Deferred income tax expense:
U.S. federal3651,09018
Various states118222
Canada—79
Total deferred income tax expense3761,17949
Total income tax expense$841$1,738$65

Total income tax expense differed from the amounts computed by applying the U.S. federal income tax rate to earnings before income taxes as a result of the following:

Year Ended December 31,
202320222021
Earnings before income taxes$4,623$7,775$2,898
U.S. statutory income tax rate21%21%21%
State income taxes1%1%1%
Income tax credits(3%)0%0%
Other(1%)0%2%
Deferred tax asset valuation allowance0%0%(22%)
Effective income tax rate18%22%2%

In 2023, Devon recognized income tax credits associated with its qualified research activities. This includes actual credits generated in the 2018-2022 tax years as well as estimated credits for the 2023 tax year.

Prior to 2021, Devon maintained a valuation allowance against all U.S. federal deferred tax assets. Devon recognized approximately $250 million of deferred tax liabilities to account for the Merger. The recognition of these deferred tax liabilities caused a decrease to Devon’s net deferred tax assets and a corresponding decrease to the valuation allowance Devon had recognized on its U.S. federal deferred tax assets.

Due to significant increases in commodity pricing and projections of future income, in the fourth quarter of 2021, Devon reassessed its evaluation of the realizability of deferred tax assets in future years and determined that a U.S. federal valuation allowance was no longer necessary. As such, Devon removed its remaining $84 million U.S. federal valuation allowance.

Deferred Tax Assets and Liabilities

The following table presents the tax effects of temporary differences that gave rise to Devon’s deferred tax assets and liabilities.

December 31,
20232022
Deferred tax assets:
Capital loss carryforwards$542$523
Net operating loss carryforwards447526
Accrued liabilities194209
Asset retirement obligation148119
Other, including tax credits2514
Total deferred tax assets before valuation allowance1,3561,391
Less: valuation allowance(826)(814)
Net deferred tax assets530577
Deferred tax liabilities:
Property and equipment(2,304)(1,969)
Fair value of derivative financial instruments(50)(33)
Other(14)(38)
Total deferred tax liabilities(2,368)(2,040)
Net deferred tax liability$(1,838)$(1,463)

At December 31, 2023, Devon has recognized $447 million of deferred tax assets related to various net operating loss carryforwards available to offset future taxable income. Devon has $139 million of U.S. federal net operating loss carryforwards, of which $117 million expires between 2030 and 2036, and $22 million does not expire. Devon has $5 million of Canadian net operating loss carryforwards, all of which are covered by a valuation allowance. Devon also has $303 million of state net operating loss carryforwards primarily expiring between 2024 and 2040, $264 million of which are covered by a valuation allowance.

Devon’s remaining $139 million U.S. federal net operating losses were acquired from WPX as a result of the Merger. These net operating losses are subject to limitation pursuant to Section 382 of the Internal Revenue Code of 1986, which relates to limitations upon the 50% or greater change of ownership of an entity during any three-year period. The Company anticipates utilizing these net operating losses prior to their expiration.

Devon's remaining Canadian deferred tax assets of $557 million, primarily made up of $542 million of capital losses, are fully covered by a valuation allowance.

Unrecognized Tax Benefits

The following table presents changes in Devon’s unrecognized tax benefits.

December 31,
20232022
(Millions)
Balance at beginning of year$73$36
Tax positions taken in prior periods1051
Settlements—(14)
Balance at end of year$83$73

Devon's 2023 unrecognized tax benefit balance includes $4 million of interest. At December 31, 2023 and December 31, 2022, there were $83 million and $73 million, respectively, of current unrecognized tax benefits that if recognized would affect the annual effective tax rate. Deferred unrecognized tax benefits of $42 million at December 31, 2021 are not included in the table above but are accounted for in Devon’s deferred tax disclosure above. Due to utilization of tax attributes in 2022, $42 million of Devon’s deferred unrecognized tax benefits were reclassified as current unrecognized tax benefits.

Included below is a summary of the tax years, by jurisdiction, that remain subject to examination by taxing authorities.

JurisdictionTax Years Open
U.S. federal2015-2023
Various U.S. states2019-2023
Canada2006-2023

Certain statute of limitation expirations are scheduled to occur in the next twelve months. Devon is currently in various stages of the audit and administrative review process for certain open tax years.

Net Earnings Per Share

The following table reconciles net earnings available to common shareholders and weighted-average common shares outstanding used in the calculations of basic and diluted net earnings per share.

Year Ended December 31,
202320222021
Net earnings available to common shareholders - basic and diluted$3,747$5,958$2,783
Common shares:
Average common shares outstanding - basic639651663
Dilutive effect of potential common shares issuable322
Average common shares outstanding - diluted642653665
Net earnings per share available to common shareholders:
Basic$5.86$9.15$4.20
Diluted$5.84$9.12$4.19

Other Compr ehensive Earnings (Loss)

Components of other comprehensive earnings (loss) consist of the following:

Year Ended December 31,
202320222021
Pension and postretirement benefit plans:
Beginning accumulated pension and postretirement benefits$(116)$(132)$(127)
Net actuarial gain (loss) and prior service cost arising in current year(15)15(35)
Recognition of net actuarial loss and prior service cost in earnings (1)563
Settlement of pension benefits (2)——19
Other (3)——7
Income tax benefit (expense)2(5)1
Accumulated other comprehensive loss, net of tax$(124)$(116)$(132)

(1)

Recognition of net actuarial loss and prior service cost are included in the computation of net periodic benefit cost, which is a component of other, net in the accompanying consolidated statements of comprehensive earnings. See Note 16 for additional details.

(2)

In 2021, the Merger triggered settlement payments to certain plan participants, and the expense associated with this settlement is recognized as a component of restructuring and transaction costs in the accompanying consolidated statements of comprehensive earnings.

(3)

Other includes a remeasurement of the pension obligation due to the Merger, which was partially offset by a change in mortality assumption.

Supplemental Information to Statements of Cash Flows

Year Ended December 31,
202320222021
Changes in assets and liabilities, net:
Accounts receivable$191$(142)$(526)
Other current assets95(119)30
Other long-term assets(36)9012
Accounts payable and revenues and royalties payable(335)152539
Other current liabilities(50)(97)(18)
Other long-term liabilities(9)(110)(153)
Total$(144)$(226)$(116)
Supplementary cash flow data:
Interest paid$378$370$404
Income taxes paid (refunded)$400$438$(116)

Devon's non-cash investing activities for 2023 included approximately $150 million of contributions of other property and equipment for the formation of the Water JV.

As of December 31, 2023, 2022 and 2021, Devon had approximately $348 million, $413 million and $205 million, respectively, of accrued capital expenditures included in total property and equipment, net and accounts payable on the consolidated balance sheets.

Accounts Receivable

Components of accounts receivable include the following:

December 31, 2023December 31, 2022
Oil, gas and NGL sales$965$1,153
Joint interest billings251162
Marketing and midstream revenues342428
Other2233
Gross accounts receivable1,5801,776
Allowance for doubtful accounts(7)(9)
Net accounts receivable$1,573$1,767

Property, Plant and Equipment

Capitalized Costs

The following table presents the aggregate capitalized costs related to Devon’s oil and gas and non-oil and gas activities.

December 31, 2023December 31, 2022
Property and equipment:
Proved$46,659$42,734
Unproved and properties under development1,2791,548
Total oil and gas47,93844,282
Less accumulated DD&A(30,113)(27,715)
Oil and gas property and equipment, net17,82516,567
Other property and equipment2,2892,280
Less accumulated DD&A(786)(741)
Other property and equipment, net (1)1,5031,539
Property and equipment, net$19,328$18,106

(1)

$136 million and $109 million related to CDM in 2023 and 2022, respectively.

Suspended Exploratory Well Costs

The following summarizes the changes in suspended exploratory well costs for the three years ended December 31, 2023.

Year Ended December 31,
202320222021
(Millions)
Beginning balance$126$66$18
Acquired WPX costs——34
Additions pending determination of proved reserves522462206
Charges to exploration expense(1)(1)(2)
Reclassifications to proved properties(511)(401)(190)
Ending balance$136$126$66

Devon had no projects with material suspended exploratory well costs capitalized for a period greater than one year since the completion of drilling as of December 31, 2023, 2022 and 2021.

Debt and Related Expenses

See below for a summary of debt instruments and balances. The notes and debentures are senior, unsecured obligations of Devon unless otherwise noted in the table below.

December 31, 2023December 31, 2022
8.25% due August 1, 2023 (1)$—$242
5.25% due September 15, 2024 (1)472472
5.85% due December 15, 2025485485
7.50% due September 15, 2027 (2)7373
5.25% due October 15, 2027 (1)390390
5.875% due June 15, 2028 (1)325325
4.50% due January 15, 2030 (1)585585
7.875% due September 30, 2031675675
7.95% due April 15, 2032366366
5.60% due July 15, 20411,2501,250
4.75% due May 15, 2042750750
5.00% due June 15, 2045750750
Net premium on debentures and notes64103
Debt issuance costs(30)(26)
Total debt$6,155$6,440
Less amount classified as short-term debt483251
Total long-term debt$5,672$6,189

(1)

These instruments were assumed by Devon in January 2021 in conjunction with the Merger. Approximately $35 million of these instruments remain the unsecured and unsubordinated obligation of WPX, a wholly-owned subsidiary of Devon.

(2)

This instrument was assumed by Devon in April 2003 in conjunction with the merger with Ocean Energy. The fair value and effective rate of this note at the time assumed was $169 million and 6.5%, respectively. This instrument is the unsecured and unsubordinated obligation of Devon OEI Operating, L.L.C. and is guaranteed by Devon Energy Production Company, L.P. Each of these entities is a wholly-owned subsidiary of Devon.

Debt maturities as of December 31, 2023, excluding debt issuance costs, premiums and discounts, are as follows:

Total
2024$472
2025485
2026—
2027463
2028325
Thereafter4,376
Total$6,121

On or after the dates in the following schedule, Devon has the option to redeem the notes, in whole or in part, at the applicable redemption prices set forth in the indenture documents, plus accrued and unpaid interest thereon to the redemption date as more fully described in the indenture documents governing the notes to be redeemed. At any time prior to the dates in the following schedule, Devon has the option to redeem some or all of the notes at a specified “make whole” premium as described in such documents. Other than with respect to the notes identified in the schedule below, Devon's senior notes generally include more limited redemption provisions, such as "par call" rights near the maturity date or “make whole” redemption rights.

Optional Redemption
5.25% due October 15, 2027October 15, 2022
5.875% due June 15, 2028June 15, 2023
4.50% due January 15, 2030January 15, 2025

Retirement of Senior Notes

On August 1, 2023, Devon repaid the $242 million of 8.25% senior notes at maturity.

During 2021, Devon redeemed approximately $1.2 billion of senior notes, resulting in $30 million of gains on early retirement of debt, consisting of $89 million of non-cash premium accelerations, partially offset by $59 million of cash retirement costs. The gain on early retirement is included in financing costs, net in the consolidated statements of comprehensive earnings.

Credit Lines

During 2023, Devon amended and restated its 2018 Senior Credit Facility to provide for a new $3.0 billion revolving 2023 Senior Credit Facility with a financial covenant and other terms similar to the 2018 Senior Credit Facility. As of December 31, 2023, Devon had $3 million in outstanding letters of credit under the 2023 Senior Credit Facility. There wereno borrowings under the 2023 Senior Credit Facility as of December 31, 2023. The 2023 Senior Credit Facility matures on March 24, 2028, with the option to extend the maturity date by three additional one-year periods, subject to lender consent. Amounts borrowed under the 2023 Senior Credit Facility may, at the election of Devon, bear interest at various fixed rate options for periods of up to twelve months. Such rates are generally less than the prime rate. However, Devon may elect to borrow at the prime rate. The 2023 Senior Credit Facility currently provides for an annual facility fee of approximately $5 million.

The 2023 Senior Credit Facility contains only one material financial covenant. This covenant requires Devon’s ratio of total funded debt to total capitalization, as defined in the credit agreement, to be no greater than 65%. The credit agreement contains definitions of total funded debt and total capitalization that include adjustments to the respective amounts reported in the accompanying consolidated financial statements. For example, total capitalization is adjusted to add back certain noncash financial write-downs, such as asset impairments. As of December 31, 2023, Devon was in compliance with this covenant with a debt-to-capitalization ratio of 22%.

Commercial Paper

Devon’s 2023 Senior Credit Facility supports its $3.0 billion of short-term credit under its commercial paper program. Commercial paper debt generally has a maturity of between 1 and 90 days, although it can have a maturity of up to 365 days, and bears interest at rates agreed to at the time of the borrowing. As of December 31, 2023, Devon hadno outstanding commercial paper borrowings.

Net Financing Costs

The following schedule includes the components of net financing costs.

Year Ended December 31,
202320222021
Interest based on debt outstanding$369$370$388
Gain on early retirement of debt——(30)
Interest income(55)(38)(2)
Other(6)(23)(27)
Total net financing costs$308$309$329

Leases

Devon’s right-of-use operating lease assets are for certain leases related to real estate, drilling rigs and other equipment related to the exploration, development and production of oil and gas. Devon’s right-of-use financing lease assets are related to real estate. During 2023, Devon's financing lease right-of-use assets and the associated liabilities increased primarily from an amendment of lease terms. Certain of Devon’s lease agreements include variable payments based on usage or rental payments adjusted periodically for inflation. Devon’s financing lease arrangement contains various covenants, including covenants similar to the 2023 Senior Credit Facility.

The following table presents Devon’s right-of-use assets and lease liabilities.

December 31, 2023December 31, 2022
FinanceOperatingTotalFinanceOperatingTotal
Right-of-use assets$246$21$267$203$21$224
Lease liabilities:
Current lease liabilities (1)$21$12$33$8$13$21
Long-term lease liabilities28692952498257
Total lease liabilities (2)$307$21$328$257$21$278

(1)

Current lease liabilities are included in other current liabilities on the consolidated balance sheets.

(2)

Devon has entered into certain leases of equipment related to the exploration, development and production of oil and gas that had terms not yet commenced as of December 31, 2023 and are therefore excluded from the amounts shown above.

The following table presents Devon’s total lease cost.

Year Ended December 31,
2023 · 2022 · 2021
Operating lease costProperty and equipment; LOE; G&A$13$22$25
Short-term lease cost (1)Property and equipment; LOE; G&A19314089
Financing lease cost:
Amortization of right-of-use assetsDD&A988
Interest on lease liabilitiesNet financing costs151111
Variable lease costG&A5—(4)
Lease incomeG&A(10)(8)(8)
Net lease cost$225$173$121

(1)

Short-term lease cost excludes leases with terms of one month or less.

The following table presents Devon’s additional lease information.

Year Ended December 31,
20232022
FinanceOperatingFinanceOperating
Cash outflows for lease liabilities:
Operating cash flows$15$13$8$14
Investing cash flows$—$1$—$9
Right-of-use assets obtained in exchange for new lease liabilities$—$13$—$20
Weighted average remaining lease term (years)9.42.25.01.7
Weighted average discount rate6.1%4.9%4.2%2.8%

The following table presents Devon’s maturity analysis as of December 31, 2023 for leases expiring in each of the next 5 years and thereafter.

Finance · Operating · Total
2024$21$12$33
202521627
202621425
202721—21
202821—21
Thereafter(1)372—372
Total lease payments47722499
Less: interest(170)(1)(171)
Present value of lease liabilities$307$21$328

(1)

Devon has one real estate lease that contains a residual value guarantee. Under the lease terms, the residual value guarantee stipulates that if the lessor were to sell the leased property and receive sale proceeds less than 90% of the lease liability at the time of sale, Devon would be required to make a shortfall payment to the lessor for the difference.

Devon rents or subleases certain real estate to third parties. The following table presents Devon’s expected lease income as of December 31, 2023 for each of the next 5 years and thereafter.

Operating
Lease Income
2024$11
202513
202613
202713
202814
Thereafter61
Total$125

Asset Retirement Obligations

The following table presents the changes in asset retirement obligations.

Year Ended December 31,
20232022
Asset retirement obligations as of beginning of period$529$485
Liabilities incurred and assumed through acquisitions11073
Liabilities settled and divested(30)(19)
Revision of estimated obligation27(35)
Accretion expense on discounted obligation2925
Asset retirement obligations as of end of period665529
Less current portion2218
Asset retirement obligations, long-term$643$511

Devon's asset retirement obligations recorded during 2023 include a potential obligation to decommission two California offshore oil and gas production platforms and related facilities pursuant to an order of the Department of the Interior, Bureau of Safety and Environmental Enforcement. For additional information, see Note 18.

Devon also increased its asset retirement obligations during 2023 by approximately $27 million primarily due to inflation-driven increases in current cost estimates.

During 2022, Devon increased its asset retirement obligations by approximately $38 million due to asset acquisitions in the Eagle Ford and Williston Basin. During this same time period, Devon reduced its asset retirement obligations by $35 million primarily due to extended retirement dates for oil and gas assets, partially offset by inflation-driven increases to current settlement costs.

Retirement Plans

Defined Contribution Plans

Devon sponsors defined contribution plans covering its employees. Such plans include its 401(k) plan and enhanced contribution plan. Devon makes matching contributions and additional retirement contributions, with the matching contributions being primarily based upon percentages of annual compensation and years of service. In addition, each plan is subject to regulatory limitations by the U.S. government. Devon contributed $38 million, $37 million and $33 million to these plans in 2023, 2022 and 2021, respectively.

Defined Benefit Plans

Devon has various non-contributory defined benefit pension plans, including qualified plans and nonqualified plans covering eligible employees and former employees meeting certain age and service requirements. Benefits under the defined benefit plans have been closed to new employees and effective, as of December 31, 2020, Devon’s benefits committee approved a freeze of all future benefit accruals under the plans.

Benefits are primarily funded from assets held in the plans’ trusts.

Devon’s investment objective for its plans’ assets is to achieve stability of the funded status while providing long-term growth of invested capital and income to ensure benefit payments can be funded when required. Devon has established certain investment strategies, including target allocation percentages and permitted and prohibited investments, designed to mitigate risks inherent with investing. Devon’s target allocations for its plan assets are 90% fixed income and 10% equity. See the following discussion for Devon’s pension assets by asset class.

Fixed-income – Devon’s fixed-income securities consist of U.S. Treasury obligations, bonds issued by investment-grade companies from diverse industries and asset-backed securities. These fixed-income securities do not consistently trade actively in an established market. The fair values of these Level 2 securities are estimated based upon rates available for securities with similar terms and maturity when active trading is not available and were $418 million and $384 million at December 31, 2023 and 2022, respectively.

Equity– Devon’s equity securities include commingled global equity funds that invest in large, mid and small capitalization stocks across the world’s developed and emerging markets and international large cap equity securities. These equity securities can be sold on demand but are not actively traded. The fair values of these securities are based upon the net asset values provided by the investment managers and were $44 million and $49 million at December 31, 2023 and 2022, respectively.

Other – Devon’s other securities include short-term investment funds that invest both long and short term using a variety of investment strategies. The fair value of these securities is based upon the net asset values provided by investment managers and were $14 million and $25 million at December 31, 2023 and 2022, respectively.

Defined Postretirement Plans

Devon also has defined benefit postretirement plans that provide benefits for substantially all qualifying retirees. Benefit obligations for such plans are estimated based on Devon’s future cost-sharing intentions. Devon’s funding policy for the plans is to fund the benefits as they become payable with available cash and cash equivalents.

Benefit Obligations and Funded Status

The following table summarizes the benefit obligations, assets, funded status and balance sheet impacts associated with Devon’s defined pension and postretirement plans. Devon’s benefit obligations and plan assets are measured each year as of December 31. The accumulated benefit obligation for pension plans approximated the projected benefit obligation at December 31, 2023 and 2022.

Pension BenefitsPostretirement Benefits
2023202220232022
Change in benefit obligation:
Benefit obligation at beginning of year$629$880$7$12
Interest cost3419——
Actuarial loss (gain)46(215)1(4)
Participant contributions——11
Benefits paid(54)(55)(2)(2)
Benefit obligation at end of year65562977
Change in plan assets:
Fair value of plan assets at beginning of year458671——
Actual return on plan assets58(172)——
Employer contributions141411
Participant contributions——11
Benefits paid(54)(55)(2)(2)
Fair value of plan assets at end of year476458——
Funded status at end of year$(179)$(171)$(7)$(7)
Amounts recognized in balance sheet:
Other current liabilities$(13)$(14)$(1)$(1)
Other long-term liabilities(166)(157)(6)(6)
Net amount$(179)$(171)$(7)$(7)
Amounts recognized in accumulated other comprehensive earnings:
Net actuarial loss (gain)$198$189$(14)$(15)
Prior service cost——11
Total$198$189$(13)$(14)

Certain of Devon’s pension plans have a combined projected benefit obligation or accumulated benefit obligation in excess of plan assets at December 31, 2023, and December 31, 2022, as presented in the table below.

December 31,
20232022
Projected and accumulated benefit obligation$655$629
Fair value of plan assets$476$458

The following table presents the components of net periodic benefit cost and other comprehensive earnings.

Pension BenefitsPostretirement Benefits
202320222021202320222021
Net periodic benefit cost:
Interest cost$34$19$18$—$—$—
Expected return on plan assets(27)(31)(34)———
Recognition of net actuarial loss (gain) (1)664(1)(1)(1)
Total net periodic benefit cost (2)13(6)(12)(1)(1)(1)
Other comprehensive loss (earnings):
Actuarial loss (gain) arising in current year16(11)28—(4)(1)
Prior service cost arising in current year—————1
Recognition of net actuarial (loss) gain, including settlement expense, in net periodic benefit cost(6)(6)(23)111
Total other comprehensive loss (earnings)10(17)51(3)1
Total$23$(23)$(7)$—$(4)$—

(1)

These net periodic benefit costs were reclassified out of other comprehensive earnings in the current period.

(2)

The service cost component of net periodic benefit cost is included in G&A expense and the remaining components of net periodic benefit costs are included in other, net in the accompanying consolidated statements of comprehensive earnings.

Assumptions

Pension BenefitsPostretirement Benefits
202320222021202320222021
Assumptions to determine benefit obligations:
Discount rate5.01%5.78%2.71%4.96%5.71%2.34%
Assumptions to determine net periodic benefit cost:
Discount rate - service costN/AN/AN/A5.81%2.83%2.51%
Discount rate - interest cost5.61%2.18%2.11%5.49%1.57%1.01%
Expected return on plan assets6.21%4.80%5.00%N/AN/AN/A

Discount rate – Future pension and post-retirement obligations are discounted based on the rate at which obligations could be effectively settled, considering the timing of expected future cash flows related to the plans. This rate is based on high-quality bond yields, after allowing for call and default risk.

Expected return on plan assets – This was determined by evaluating input from external consultants and economists, as well as long-term inflation assumptions and consideration of target allocation of investment types.

Mortality rate – Devon utilized the Society of Actuaries produced mortality tables.

Other assumptions – For measurement of the 2023 benefit obligation for the other postretirement medical plans, a 6.6% annual rate of increase in the per capita cost of covered health care benefits was assumed for 2024. The rate was assumed to decrease annually to an ultimate rate of 5% in the year 2031 and remain at that level thereafter.

Expected Cash Flows

Devon expects benefit plan payments to average approximately $52 million a year for the next five years and $244 million total for the five years thereafter. Of these payments to be paid in 2024, $15 million is expected to be funded from Devon’s available cash, cash equivalents and other assets.

Stockholders’ Equity

The authorized capital stock of Devon consists of 1.0 billion shares of common stock, par value $0.10 per share, and 4.5 million shares of preferred stock, par value $1.00 per share. The preferred stock may be issued in one or more series, and the terms and rights of such stock will be determined by the Board of Directors.

Share Repurchase Program

In November 2021, Devon announced a new share repurchase program of $1.0 billion with a December 31, 2022 expiration date. In 2022, the Board of Directors authorized expansions of the share repurchase program to $2.0 billion and extended the expiration date to May 4, 2023. In May 2023, the Board of Directors authorized a further expansion to $3.0 billion and extended the expiration date to December 31, 2024. The table below provides information regarding purchases of Devon’s common stock that were made under the share repurchase program (shares in thousands).

Total Number ofShares Purchased · Dollar Value ofShares Purchased · Average Price Paidper Share
$3.0 Billion Plan
202113,983$589$42.15
202211,70871861.36
202319,35099251.23
Total plan45,041$2,299$51.05

Dividends

Devon pays a quarterly dividend which is comprised of a fixed dividend and a variable dividend. The variable dividend is dependent on quarterly cash flows, among other factors. Devon has raised its fixed quarterly dividend multiple times over the past four calendar years from $0.11 per share in 2021 to $0.22 per share beginning in the first quarter of 2024. The following table summarizes the dividends Devon has paid on its common stock in 2023, 2022 and 2021, respectively.

FixedVariableTotalRate Per Share
2023:
First quarter$133$463$596$0.89
Second quarter128334462$0.72
Third quarter127185312$0.49
Fourth quarter127361488$0.77
Total year-to-date$515$1,343$1,858
2022:
First quarter$109$558$667$1.00
Second quarter105725830$1.27
Third quarter1178901,007$1.55
Fourth quarter117758875$1.35
Total year-to-date$448$2,931$3,379
2021:
First quarter$76$127$203$0.30
Second quarter75154229$0.34
Third quarter74255329$0.49
Fourth quarter73481554$0.84
Total year-to-date$298$1,017$1,315

In February 2024, Devon raised its fixed quarterly dividend by 10%, to $0.22 per share, and announced a cash dividend in the amount of $0.44 per share payable in the first quarter of 2024. The dividend consists of a $0.22 per share fixed quarterly dividend and a $0.22 per share variable quarterly dividend and will total approximately $280 million.

Noncontrolling Interests

The noncontrolling interests’ share of CDM’s net earnings and the contributions from and distributions to the noncontrolling interests are presented as components of equity.

Commitments and Contingencies

Devon is party to various legal actions arising in connection with its business. Matters that are probable of unfavorable outcome to Devon and which can be reasonably estimated are accrued. Such accruals are based on information known about the matters, Devon’s estimates of the outcomes of such matters and its experience in contesting, litigating and settling similar matters. None of the actions are believed by management to likely involve future amounts that would be material to Devon’s financial position or results of operations after consideration of recorded accruals. Actual amounts could differ materially from management’s estimates.

Royalty Matters

Numerous oil and natural gas producers and related parties, including Devon, have been named in various lawsuits alleging royalty underpayments. Devon is currently named as a defendant in a number of such lawsuits, including some lawsuits in which the plaintiffs seek to certify classes of similarly situated plaintiffs. Among the allegations typically asserted in these suits are claims that Devon used below-market prices, made improper deductions, paid royalty proceeds in an untimely manner without including required interest, used improper measurement techniques and entered into gas purchase and processing arrangements with affiliates that resulted in underpayment of royalties in connection with oil, natural gas and NGLs produced and sold. Devon is also involved in governmental agency proceedings and royalty audits and is subject to related contracts and regulatory controls in the ordinary course of business, some that may lead to additional royalty claims.

Environmental and Climate Change Matters

Devon’s business is subject to numerous federal, state, tribal and local laws and regulations governing the discharge of materials into the environment or otherwise relating to environmental protection. Failure to comply with these laws and regulations may result in the assessment of administrative, civil and criminal fines and penalties, as well as remediation costs. Although Devon believes that it is in substantial compliance with applicable environmental laws and regulations and that continued compliance with existing requirements will not have a material adverse impact on its business, there can be no assurance that this will continue in the future.

Beginning in 2013, various parishes in Louisiana filed suit against numerous oil and gas companies, including Devon, alleging that the companies’ operations and activities in certain fields violated the State and Local Coastal Resource Management Act of 1978, as amended, and caused substantial environmental contamination, subsidence and other environmental damages to land and water bodies located in the coastal zone of Louisiana. The plaintiffs’ claims against Devon relate primarily to the operations of several of Devon’s corporate predecessors. The plaintiffs seek, among other things, payment of the costs necessary to clear, re-vegetate and otherwise restore the allegedly impacted areas. Although Devon cannot predict the ultimate outcome of these matters, Devon denies the allegations in these lawsuits and intends to vigorously defend against these claims.

The State of Delaware and various municipalities and other governmental and private parties in California have filed legal proceedings against numerous oil and gas companies, including Devon, seeking relief to abate alleged impacts of climate change. These proceedings include far-reaching claims for monetary damages and injunctive relief. Although Devon cannot predict the ultimate outcome of these matters, Devon denies the allegations asserted in these lawsuits and intends to vigorously defend against these claims.

Other Indemnifications and Legacy Matters

Pursuant to various sale agreements relating to divested businesses and assets, Devon has indemnified various purchasers against liabilities that they may incur with respect to the businesses and assets acquired from Devon. Additionally, federal, state and other laws in areas of former operations may require previous operators (including corporate successors of previous operators) to perform or make payments in certain circumstances where the current operator may no longer be able to satisfy the applicable obligation. Such obligations may include plugging and abandoning wells, removing production facilities, undertaking other restorative actions or performing requirements under surface agreements in existence at the time of disposition.

In November 2020, the Department of the Interior, Bureau of Safety and Environmental Enforcement ordered several oil and gas operators, including Devon, to perform decommissioning and reclamation activities on two California offshore oil and gas production platforms and related facilities. The current operator and owner of the platforms contends that it does not have the financial ability to perform these obligations and relinquished the related federal lease in October 2020. In response to the apparent insolvency of the current operator, the government has ordered the former operators and alleged former lease record title owners to decommission the platforms and related facilities. The government contends that an alleged corporate predecessor of Devon owned a partial interest in the subject lease and platforms. Devon denies any obligation to decommission the subject platforms and has appealed the order. In the third quarter of 2023, Devon settled certain defense and indemnity claims against a third party related to these potential decommissioning obligations. Pursuant to that settlement agreement, Devon received a settlement payment in the fourth quarter of 2023 which Devon believes will offset any potential decommissioning liability it may incur related to the subject platforms. Although Devon continues to pursue its appeal of the government's order and deny any obligation to decommission the subject platforms, in conjunction with the third-party settlement, Devon recorded an increase to its asset retirement obligations in 2023.

Commitments

The following table presents Devon’s commitments that have initial or remaining noncancelable terms in excess of one year as of December 31, 2023.

Year Ending December 31,Drilling and Facility Obligations(1)Operational Agreements(1)Office and Equipment Leases and Other
2024$190$523$103
20252555083
20261951458
20272338442
20283536237
Thereafter41,132432
Total$296$3,465$755

(1)

Total costs incurred under take-or-pay and throughput obligations were approximately $750 million, $650 million and $500 million in 2023, 2022 and 2021, respectively.

Devon has certain drilling and facility obligations under contractual agreements with third-party service providers to procure drilling rigs and other related services for developmental and exploratory drilling and facilities construction. The value of the drilling obligations reported is based on gross contractual value.

Devon has certain operational agreements whereby Devon has committed to transport or process certain volumes of oil, gas and NGLs for a fixed fee. Devon has entered into these agreements to aid the movement of its production to downstream markets.

Devon leases certain office space and equipment under financing and operating lease arrangements.

Fair Value Measurements

The following table provides carrying value and fair value measurement information for certain of Devon’s financial assets and liabilities. The carrying values of cash, restricted cash, accounts receivable, other current receivables, accounts payable, other current payables, accrued expenses and lease liabilities included in the accompanying consolidated balance sheets approximated fair value at December 31, 2023 and December 31, 2022, as applicable. Therefore, such financial assets and liabilities are not presented in the following table.

Fair Value Measurements Using:
CarryingTotal FairLevel 1Level 2Level 3
AmountValueInputsInputsInputs
December 31, 2023 assets (liabilities):
Cash equivalents$306$306$306$—$—
Commodity derivatives$208$208$—$208$—
Commodity derivatives$(9)$(9)$—$(9)$—
Debt$(6,155)$(6,090)$—$(6,090)$—
Contingent earnout payments$55$55$—$—$55
December 31, 2022 assets (liabilities):
Cash equivalents$708$708$708$—$—
Commodity derivatives$131$131$—$131$—
Commodity derivatives$(3)$(3)$—$(3)$—
Debt$(6,440)$(6,231)$—$(6,231)$—
Contingent earnout payments$157$157$—$—$157

The following methods and assumptions were used to estimate the fair values in the table above.

Level 1 Fair Value Measurements

Cash equivalents – Amounts consist primarily of money market investments and the fair value approximates the carrying value.

Level 2 Fair Value Measurements

Commodity derivatives – The fair value of commodity derivatives is estimated using internal discounted cash flow calculations based upon forward curves and data obtained from independent third parties for contracts with similar terms or data obtained from counterparties to the agreements.

Debt – Devon’s debt instruments do not consistently trade actively in an established market. The fair values of its debt are estimated based on rates available for debt with similar terms and maturity when active trading is not available.

Level 3 Fair Value Measurements

Contingent Earnout Payments – Devon has the right to receive contingent consideration related to the Barnett asset divestiture based on future oil and gas prices. These values were derived using a Monte Carlo valuation model and qualify as a level 3 fair value measurement. For additional information, see Note 2.

Supplemental Information on Oil and Gas Operations (Unaudited)

Supplemental unaudited information regarding Devon’s oil and gas activities is presented in this note. All of Devon’s reserves are located within the U.S.

Costs Incurred

The following tables reflect the costs incurred in oil and gas property acquisition, exploration and development activities.

Year Ended December 31,
202320222021
Property acquisition costs:
Proved properties$2$1,760$7,017
Unproved properties638032,381
Exploration costs534472212
Development costs3,1602,1321,643
Costs incurred$3,759$5,167$11,253

Acquisition costs for 2022 in the table above pertain primarily to the Eagle Ford and Williston Basin acquisitions which closed in the third quarter of 2022. Acquisition costs for 2021 primarily relate to the Merger. Development costs in the tables above include additions and revisions to Devon’s asset retirement obligations.

The following table includes revenues and expenses associated with Devon’s oil and gas producing activities. It does not include any allocation of Devon’s interest costs or general corporate overhead and, therefore, is not necessarily indicative of the contribution to net earnings of Devon’s oil and gas operations. Income tax expense has been calculated using statutory income tax rates, and then giving effect to permanent differences associated with oil and gas producing activities.

Year Ended December 31,
202320222021
Oil, gas and NGL sales$10,791$14,082$9,531
Production expenses(2,928)(2,797)(2,131)
Exploration expenses(20)(29)(14)
Depreciation, depletion and amortization(2,464)(2,119)(2,050)
Asset dispositions(33)43170
Accretion of asset retirement obligations(29)(25)(28)
Income tax expense(1,044)(2,041)(1,238)
Results of operations$4,273$7,114$4,240
Depreciation, depletion and amortization per Boe$10.27$9.52$9.83

Proved Reserves

The following table presents Devon’s estimated proved reserves by product.

Oil (MMBbls)Gas (Bcf) (1)NGL (MMBbls)Combined (MMBoe)
Proved developed and undeveloped reserves:
December 31, 20202821,512218752
Revisions due to prices5538236155
Revisions other than price(23)116443
Extensions and discoveries11234858228
Purchase of reserves393961110663
Production(106)(325)(48)(209)
Sale of reserves(4)(11)(1)(7)
December 31, 20217092,8784371,625
Revisions due to prices1561834
Revisions other than price(55)133(49)
Extensions and discoveries12744976278
Purchase of reserves10613724153
Production(109)(356)(54)(223)
Sale of reserves—(7)(1)(3)
December 31, 20227933,1754931,815
Revisions due to prices(25)(189)(22)(78)
Revisions other than price(12)581(1)
Extensions and discoveries14752587322
Production(117)(385)(59)(240)
Sale of reserves—(2)—(1)
December 31, 20237863,1825001,817
Proved developed reserves:
December 31, 20201941,244173574
December 31, 20215442,3613481,285
December 31, 20225962,5953911,419
December 31, 20236032,5603951,425
Proved developed-producing reserves:
December 31, 20201901,223171564
December 31, 20215332,3163411,260
December 31, 20225852,5533871,397
December 31, 20235862,5053861,390
Proved undeveloped reserves:
December 31, 20208826845178
December 31, 202116551789340
December 31, 2022197580102396
December 31, 2023183622105392

(1)

Gas reserves are converted to Boe at the rate ofsix Mcf per Bbl of oil, based upon the approximate relative energy content of gas and oil. NGL reserves are converted to Boe on a one-to-one basis with oil. The conversion rates are not necessarily indicative of the relationship of oil, natural gas and NGL prices.

Price Revisions

Reserves decreased 78 MMBoe in 2023 primarily due to price decreases in the trailing 12 month averages for oil, gas and NGLs.

Reserves increased 34 MMBoe in 2022 primarily due to price increases in the trailing 12 month averages for oil, gas and NGLs.

Reserves increased 155 MMBoe in 2021 primarily due to price increases in the trailing 12 month averages for oil, gas and NGLs.

Revisions Other Than Price

2023– Total revisions other than price (-1 MMBoe) are the result of upward revisions due to well performance exceeding previous estimates on developed properties (11 MMBoe), which were offset by downward revisions to proved undeveloped reserves (-12 MMBoe) as noted below. In total, we recorded modest upward revisions in the Delaware Basin (7 MMboe), Eagle Ford (5 MMBoe), Anadarko Basin (4 MMBoe) and Powder River Basin (2 MMBoe) which were offset by downward revisions in the Williston Basin (-19 MMboe) due to reduced well performance compared to previous estimates.

2022 – Total revisions other than price (-49 MMBoe) were driven by higher operating costs across all areas of operation and revisions to proved undeveloped reserves. These downward revisions were partially offset by upward revisions due to well performance exceeding previous estimates primarily in the Delaware Basin. In total, after accounting for these compensating factors, we recorded negative revisions across each of our operating areas with the most significant changes being located in the Delaware Basin (-33 MMBoe), followed by the Powder River Basin (-5 MMBoe) and the Anadarko Basin (-4 MMBoe).

2021 – Total revisions other than price (43 MMBoe) were primarily due to well performance exceeding previous estimates modestly across all areas of operation (53 MMBoe) and the removal of proved undeveloped locations (-10 MMBoe). The upward revisions were driven by the Delaware Basin (23 MMBoe), Williston Basin (12 MMBoe) and Anadarko Basin (12 MMBoe).

Extensions and Discoveries

Each year, Devon’s proved reserves extensions and discoveries consist of adding proved undeveloped reserves to locations classified as undeveloped at year-end and adding proved developed reserves from successful development wells drilled on locations outside the areas classified as proved at the previous year-end. Therefore, it is not uncommon for Devon’s total proved extensions and discoveries to differ from the extensions and discoveries for Devon’s proved undeveloped reserves. Furthermore, because annual additions are classified according to reserve determinations made at the previous year-end and because Devon operates a multi-basin portfolio with assets at varying stages of maturity, extensions and discoveries for proved developed and proved undeveloped reserves can differ significantly in any particular year.

2023 – Of the 322 MMBoe of additions from extensions and discoveries,212 MMBoe were in the Delaware Basin,33 MMBoe were in the Anadarko Basin,32 MMBoe were in Eagle Ford,26 MMBoe were in the Powder River Basin and 19 MMBoe were in the Williston Basin.

2022 – Of the 278 MMBoe of additions from extensions and discoveries,255 MMBoe were in the Delaware Basin,7 MMBoe were in the Powder River Basin,6 MMBoe were in Eagle Ford,5 MMBoe were in the Anadarko Basin and 5 MMBoe were in the Williston Basin.

2021 – Of the 228 MMBoe of additions from extensions and discoveries,209 MMBoe were in the Delaware Basin,8 MMBoe were in the Anadarko Basin,6 MMBoe were in the Williston Basin,3 MMBoe were in Eagle Ford and 2 MMBoe were in the Powder River Basin.

Purchase of Reserves

During 2022, Devon had reserve additions due to the acquisitions of 66 MMBoe in the Williston Basin and 87 MMBoe in the Eagle Ford. For additional information on these asset additions, see Note 2.

During 2021, Devon had reserve additions due to the Merger of 538 MMBoe in the Delaware Basin and 125 MMBoe in the Williston Basin. For additional information on these asset additions, see Note 2.

Sale of Reserves

During 2021, Devon had U.S. non-core asset divestitures. For additional information on these divestitures, see Note 2.

Proved Undeveloped Reserves

The following table presents the changes in Devon’s total proved undeveloped reserves during 2023 (MMBoe).

Total
Proved undeveloped reserves as of December 31, 2022396
Extensions and discoveries177
Revisions due to prices(4)
Revisions other than price(12)
Conversion to proved developed reserves(165)
Proved undeveloped reserves as of December 31, 2023392

Total proved undeveloped reserves decreased 1% from 2022 to 2023 with the year-end 2023 balance representing 22% of total proved reserves. Approximately 59% of the 177 MMBoe in extensions and discoveries were the result of Devon’s drilling and development activities in the Delaware Basin, followed by the Anadarko Basin (14%), Eagle Ford (12%), Powder River Basin (11%) and Williston Basin (4%). Development in the Delaware Basin accounted for approximately 78% of the 165 MMBoe of proved undeveloped reserves being converted to proved developed reserves in 2023. Costs incurred in 2023 to develop and convert Devon’s proved undeveloped reserves were approximately $1.5 billion. Proved undeveloped reserves revisions other than price (-12 MMBoe) were due to changes in previously adopted development plans (-8 MMBoe) in the Williston Basin (-5 MMBoe), Delaware Basin (-2 MMBoe) and Powder River Basin (-1 MMBoe), combined with modest downward revisions (-4 MMBoe) caused by continued evaluation of well performance in the Delaware Basin (-2 MMBoe), Williston Basin (-1 MMBoe) and Eagle Ford (-1 MMBoe).

Standardized Measure

The following tables reflect Devon’s standardized measure of discounted future net cash flows from its proved reserves.

Year Ended December 31,
202320222021
Future cash inflows$75,734$108,361$66,321
Future costs:
Development(5,241)(5,176)(3,689)
Production(31,648)(35,264)(22,975)
Future income tax expense(6,644)(13,216)(6,423)
Future net cash flow32,20154,70533,234
10% discount to reflect timing of cash flows(12,888)(23,391)(13,933)
Standardized measure of discounted future net cash flows$19,313$31,314$19,301

Future cash inflows, development costs and production costs were computed using the same assumptions for prices and costs that were used to estimate Devon’s proved oil and gas reserves at the end of each year. For 2023 estimates, Devon’s future realized prices were assumed to be $76.29 per Bbl of oil, $1.74 per Mcf of gas and $20.43 per Bbl of NGLs. Of the $5.2 billion of future development costs as of the end of 2023, $1.8 billion, $1.0 billion and $0.8 billion are estimated to be spent in 2024, 2025 and 2026, respectively.

Future development costs include not only development costs but also future asset retirement costs. Included as part of the $5.2 billion of future development costs are $0.9 billion of future asset retirement costs. The future income tax expenses have been computed using statutory tax rates, giving effect to allowable tax deductions and tax credits under current laws.

The principal changes in Devon’s standardized measure of discounted future net cash flows are as follows:

Year Ended December 31,
202320222021
Beginning balance$31,314$19,301$3,472
Net changes in prices and production costs(16,797)14,0818,274
Oil, gas and NGL sales, net of production costs(7,863)(11,285)(7,400)
Changes in estimated future development costs218(216)(414)
Extensions and discoveries, net of future development costs5,2227,2793,877
Purchase of reserves—4,18512,460
Sales of reserves in place(9)(20)(12)
Revisions of quantity estimates(747)(874)838
Previously estimated development costs incurred during the period1,567956663
Accretion of discount2,9722,0591,218
Net change in income taxes and other3,436(4,152)(3,675)
Ending balance$19,313$31,314$19,301
ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.