RANGE RESOURCES CORP
For the period ended Jun 30, 2025. Filed Jul 22, 2025.
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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.
Jun 30, 2025 · Filed Jul 22, 2025
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Note
(9)STOCK-BASED COMPENSATION PLANS
Total Stock-Based Compensation Expense
Refer to Note 10 of the Notes to the Consolidated Financial Statements in the Form 10-K for further description of the various types of stock-based compensation awards, their valuations and their award terms. Stock-based compensation represents amortization of restricted stock and performance units. The following details the allocation of stock-based compensation to functional expense categories (in thousands):
| Three Months EndedJune 30, | Six Months EndedJune 30, | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Direct operating expense | $504 | $471 | $1,041 | $968 |
| Brokered natural gas and marketing expense | 802 | 583 | 1,642 | 1,291 |
| Exploration expense | 366 | 335 | 713 | 659 |
| General and administrative expense | 9,326 | 8,482 | 19,437 | 18,460 |
| Total stock-based compensation expense | $10,998 | $9,871 | $22,833 | $21,378 |
The mark-to-market adjustment of the liability related to the restricted stock Liability Awards held in our deferred compensation plan is directly tied to the change in our stock price and not directly related to the functional expenses and, therefore, is not allocated to the functional categories above.
Time-based - Equity Awards. These awards ("Equity Awards") are expensed ratably over the service period associated with the awards based on fair value. Fair value is based on prevailing market price on the date of grant and is expensed over a service period up to three years. We recorded compensation expense for these outstanding Equity Awardsof $19.4 million in first six months 2025 compared to $18.0 million in the same period of 2024.
Time-based - Liability Awards. These awards ("Liability Awards") are recognized ratably over the service period associated with the awards based on the grant date fair value of the award but marked-to-market every period due to the option of cash conversion upon distribution. These awards are contributed into the Deferred Compensation Plan (discussed below). We recorded compensation expense for these restricted stock Liability Awards of $242,000 in first six months 2025 compared to $706,000 in the same period of 2024. Beginning in 2023, time-based equity awards were granted in lieu of time-based liability awards for certain employees.
Performance-based TSR Awards ("TSRs" or "TSR Awards"). The fair value of the TSR Awards is estimated on the date of grant using a Monte Carlo simulation model which utilizes multiple input variables that determine the probability of satisfying the market condition stipulated in the award grant and calculates the fair value of the award. Expected volatilities utilized in the model were estimated using a historical period consistent with the remaining performance period of three years. The risk-free interest rate was based on the United States Treasury rate for a term commensurate with the life of the grant. We recorded compensation expense of $2.8 million in first six months 2025 compared to $1.8 million in the same period of 2024. Fair value is amortized over the performance period with no adjustment to the expense recorded for actual targets achieved. The following assumptions were used to estimate the fair value of the TSR Awards granted during first six months 2025 and 2024:
| Six Months Ended June 30, | ||
|---|---|---|
| 2025 | 2024 | |
| Risk-free interest rate | 4.2% | 4.1% |
| Expected annual volatility | 46% | 56% |
| Grant date fair value per unit | $44.39 | $31.84 |
Equity and Liability Award Summary
The following is a summary of the activity for our time-based and performance-based stock awards for thesix months ended June 30, 2025:
| Time-BasedEquity Awards · Time-BasedLiability Awards · Performance-BasedStock Awards | ||||||
|---|---|---|---|---|---|---|
| Shares | WeightedAverage GrantDate Fair Value | Shares | WeightedAverage GrantDate Fair Value | Number of Units (a) | WeightedAverage GrantDate Fair Value | |
| Outstanding at December 31, 2024 | 1,275,962 | $28.37 | 18,492 | $28.98 | 664,859 | $27.45 |
| Granted | 1,029,629 | 40.43 | 4,951 | 39.65 | 220,266 | 44.39 |
| Vested | (606,790) | 31.07 | (13,640) | 28.61 | (264,917) | 23.55 |
| Forfeited | (19,419) | 29.73 | — | — | — | — |
| Outstanding at June 30, 2025 | 1,679,382 | $34.77 | 9,803 | $34.88 | 620,208 | $35.13 |
(a)
Amounts granted reflect performance units initially granted. The actual payout will be between zero and 200% depending on achievement of either total stockholder return ranking compared to our peers over the performance period or on the achievement of internal performance targets.
Deferred Compensation Plan
The assets of our deferred compensation plan are held in a grantor trust, which we refer to as the Rabbi Trust, and are therefore available to satisfy the claims of our general creditors in the event of bankruptcy or insolvency. Our common stock held in the Rabbi Trust is accounted for as Liability Awards and is adjusted to fair value each reporting period by a charge or credit to deferred compensation plan expense on our consolidated statements of income. We recorded a mark-to-market gain of $88,000 in second quarter 2025 compared to a mark-to-market loss of $1.2 million insecond quarter 2024. We recorded a mark-to-market loss of $2.8 million in the first six months 2025 compared to a mark-to-market loss of $7.6 million in thefirst six months 2024. The Rabbi Trust held 265,000 shares (256,000 vested shares) of Range common stock at June 30, 2025 compared to 811,000 shares (758,000 vested shares) at June 30, 2024.
Trading securities. Our trading securities held in the deferred compensation plan are accounted for using the mark-to-market accounting method and are included in other assets in the accompanying consolidated balance sheets. We elected to adopt the fair value option to simplify our accounting for the investments in our deferred compensation plan. Interest, dividends, and mark-to-market gains or losses are included in the changes in our deferred compensation assets (reported in Other Assets) and liabilities on the accompanying consolidated balance sheets. For second quarter 2025, interest and dividends were $202,000 and the mark-to-market adjustment was a gain of $4.2 million compared to interest and dividends of $283,000 and a mark-to-market gain of $679,000 insecond quarter 2024. For the first six months 2025, interest and dividends were $335,000 and the mark-to-market adjustment was a gain of $3.3 million compared tointerest and dividends of $478,000 and a mark-to-market gain of $4.9 million infirst six months 2024.
(10) CAPITAL STOCK
Treasury Stock
As of June 30, 2025, we had a remaining authorization to repurchase up to approximately$895.7 million of our common stock. In second quarter 2025, we repurchased 1.5 million shares at an aggregate cost of $52.9 million ($53.4 million including the 1% excise tax). The following is a schedule of the change in treasury shares based on settlement date for thethree and six months ended June 30, 2025:
| Three Months EndedJune 30, 2025 | Six Months Ended June 30, 2025 | |
|---|---|---|
| Beginning balance | 28,591,527 | 26,766,065 |
| Rabbi trust shares distributed/sold | (1,065) | (1,065) |
| Shares repurchased | 1,454,538 | 3,280,000 |
| Ending balance | 30,045,000 | 30,045,000 |
(11)EXIT COSTS
In third quarter 2020, we sold our North Louisiana assets and retained certain gathering, transportation and processing obligations which extend into 2030. These are contracts where we will not realize any future benefit. The estimated obligations are included in current and long-term divestiture contract obligation in our consolidated balance sheets. In first six months 2025, we recorded accretion expense of$17.4 million compared to $20.3 million in the same period of the prior year.
The following details the accrued exit cost liability activity for thesix months ended June 30, 2025 (in thousands):
| Exit Costs | |
|---|---|
| Balance at December 31, 2024 | 344,308 |
| Accretion of discount | 17,399 |
| Payments | (48,988) |
| Balance at June 30, 2025 | $312,719 |
(12)SUPPLEMENTAL CASH FLOW INFORMATION
| Six Months Ended June 30, | ||
|---|---|---|
| 2025 | 2024 | |
| (in thousands) | ||
| Net cash provided from operating activities included: | ||
| Income taxes paid to taxing authorities | $(7,100) | $(1,125) |
| Interest paid | (58,235) | (58,215) |
| Non-cash investing activities included: | ||
| Increase in asset retirement costs capitalized | 2,327 | 2,386 |
| (Decrease) increase in accrued capital expenditures | (16,670) | 21,773 |
(13)COMMITMENTS AND CONTINGENCIES
Litigation
We are the subject of, or party to, various pending or threatened legal actions, administrative proceedings or investigations arising in the ordinary course of our business including, but not limited to, royalty claims, contract claims and environmental claims. While many of these matters involve inherent uncertainty, we believe that the amount of the liability, if any, ultimately incurred with respect to these actions, proceedings or claims will not have a material adverse effect on our consolidated financial position as a whole or on our liquidity, capital resources or future annual results of operations.
When deemed necessary, we establish reserves for certain legal proceedings. The establishment of a reserve is based on an estimation process that includes the advice of legal counsel and subjective judgment of management. While management believes these reserves to be adequate, it is reasonably possible we could incur additional losses with respect to those matters in which reserves have been established. We will continue to evaluate our litigation on a quarterly basis and will establish and adjust any litigation reserves as appropriate to reflect our assessment of the then current status of litigation.
We have incurred and will continue to incur capital, operating and remediation expenditures as a result of environmental laws and regulations. As of June 30, 2025, liabilities for remediation were not material. We are not aware of any environmental claims existing as of June 30, 2025 that have not been provided for or would otherwise have a material impact on our financial position or results of operations. Environmental liabilities normally involve estimates that are subject to revision until final resolution, settlement or remediation occurs.
Lease Commitments
As of June 30, 2025 our total remaining undiscounted lease commitments increased by $58.2 million when compared to year end 2024, mainly due to extensions of completions and drilling equipment contracts that were executed during second quarter 2025.
Transportation, Gathering and Processing Contracts
There wereno significant changes to firm transportation, gathering and processing minimum commitments or contingent commitments infirst six months 2025.
(14)SUSPENDED EXPLORATORY WELL COSTS
We capitalize exploratory well costs until a determination is made that the well has either found proved reserves or that it is impaired. Capitalized exploratory well costs are presented in natural gas and oil properties in the accompanying consolidated balance sheets. If an exploratory well is determined to be impaired, the well costs are charged to exploration expense in the accompanying consolidated statements of income.
As of June 30, 2025 we had $13.4 million of exploratory well costs capitalized for greater than one year related to suspended wells. We believe these wells exhibit sufficient quantities of natural gas to justify future development. These suspended wells require completion activities and infrastructure expansion in order to classify the reserves as proved. The following table reflects the changes in capitalized exploratory well costs for thesix months ended June 30, 2025:
| (in thousands) | |
|---|---|
| Balance at beginning of period | $12,569 |
| Additions to capitalized exploratory well costs pending the determination of proved reserves | 783 |
| Reclassifications to wells, facilities and equipment based on determination of proved reserves | — |
| Capitalized exploratory well costs, charged to expense | — |
| Balance at end of period | $13,352 |
| Less exploratory well costs that have been capitalized for a period of one year or less | $— |
| Capitalized exploratory well costs that have been capitalized for a period greater than one year | $13,352 |
| Number of projects that have exploratory well costs capitalized for a period greater than one year | 2 |
(15)NATURAL GAS AND OIL EXPLORATION, DEVELOPMENT AND PRODUCTION ACTIVITIES
Capitalized Costs and Accumulated Depreciation, Depletion and Amortization(a)
| June 30,2025 | December 31,2024 | |
|---|---|---|
| (in thousands) | ||
| Natural gas properties: | ||
| Properties subject to depletion | $11,277,340 | $11,058,771 |
| Unproved properties | 833,743 | 819,656 |
| Total | 12,111,083 | 11,878,427 |
| Accumulated depletion and depreciation | (5,575,986) | (5,456,727) |
| Net capitalized costs | $6,535,097 | $6,421,700 |
(a)
Includes capitalized asset retirement costs and the associated accumulated amortization.
Costs Incurred for Property Acquisition, Exploration and Development(b)
| Six Months EndedJune 30, 2025 | Year EndedDecember 31, 2024 | |
|---|---|---|
| (in thousands) | ||
| Acquisitions: | ||
| Acreage purchases | $27,542 | $57,869 |
| Development | 268,507 | 577,093 |
| Exploration: | ||
| Drilling | 783 | 12,569 |
| Expense | 13,606 | 25,489 |
| Stock-based compensation expense | 713 | 1,354 |
| Gas gathering facilities: | ||
| Development | 3,451 | 4,336 |
| Subtotal | 314,602 | 678,710 |
| Asset retirement obligations | 2,327 | 13,845 |
| Total costs incurred | $316,929 | $692,555 |
(b)Includes costs incurred whether capitalized or expensed.
ITEM 2. MANAGEMENT’S DISCUSSION AND ANA
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