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ONEOK INC /NEW/

For the period ended Sep 30, 2025. Filed Oct 29, 2025.

View on SEC.gov

About this filing

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

Sep 30, 2025 · Filed Oct 29, 2025

OKE$85.19-1.2%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2025-06-30; filed 2025-08-05.

0001039684-25-000114

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2025-09-30; filed 2025-10-29.

0001039684-25-000123

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

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

Compared 202 previous paragraphs and 218 current paragraphs.

114 unchanged; 56 reworded; 40 added; 29 removed; 3 previous and 8 current paragraphs rearranged.

Tables are not compared: 13 previous and 13 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 (40)

Current report

Eiger Express Pipeline - In August 2025, we, WhiteWater, MPLX LP and Enbridge Inc., through the existing Matterhorn joint venture, announced the new approximately 450-mile Eiger Express Pipeline, designed to transport natural gas from the Permian Basin to Katy, Texas. WhiteWater will construct and operate the pipeline. Our total ownership interest in the pipeline will be 25.5%, which includes a 15% interest held directly in the Eiger joint venture with the remainder held through Matterhorn. We expect to invest a total of approximately $350 million into this project, which is expected to be completed in mid-2028.

Current report

Bighorn Natural Gas Processing Plant- In August 2025, we announced plans to construct the Bighorn natural gas processing plant in the Permian Basin, with processing capacity of 300 MMcf/d and the ability to treat natural gas containing high levels of CO 2. We expect the Bighorn plant, including the high-CO 2 treater, to cost approximately $365 million. The Bighorn plant is supported by acreage dedications with long-term primarily fee-based contracts and is expected to be completed in mid-2027.

Current report

In addition, our Natural Gas Gathering and Processing and Natural Gas Liquids segments are exposed to volumetric risk as a result of drilling and completion activity, severe weather disruptions, operational outages, global crude oil, NGL and natural gas demand and normal volumetric well declines. Our Refined Products and Crude segment is exposed to volumetric risk due to demand for Refined Products and crude oil in the markets we serve. Our Natural Gas Pipelines segment is not exposed to significant volumetric risk due to the majority of our capacity being subscribed under long-term, firm fee-based contracts.

Current report

Debt Issuances - In August 2025, we completed an underwritten public offering of $3.0 billion senior unsecured notes consisting of $750 million, 4.95% senior notes due 2032; $1.0 billion, 5.4% senior notes due 2035; and $1.25 billion, 6.25% senior notes due 2055. The net proceeds, after deducting underwriting discounts, commissions and offering expenses, were $2.96 billion. The net proceeds from this offering were partially used to repay our commercial paper outstanding and repay in full at maturity our senior notes due September 2025. We expect to use the remaining net proceeds from the offering for general corporate purposes, including the repurchase or redemption of existing notes.

Current report

Debt Repayments - In September 2025, we repaid the remaining $387 million of our $400 million, 2.2% senior notes at maturity with cash on hand from our August 2025 public offering.

Current report

Goodwill Impairment Review - We assess our goodwill for impairment at least annually as of July 1, unless events or changes in circumstances indicate an impairment may have occurred before that time. At July 1, 2025, we assessed qualitative factors to determine whether it was more likely than not that the fair value of each of our reporting units with goodwill was less than its carrying amount. After assessing qualitative factors (including macroeconomic conditions, industry and market considerations, costs and overall financial performance), we determined that it was more likely than not that the fair value of each of our reporting units was not less than their respective carrying value, that no further testing was necessary, and that goodwill was not considered impaired.

Current report

Operating income increased $430 million for the three months ended September 30, 2025, compared with the same period in 2024, primarily as a result of the following:

Current report

Operating income increased $788 million for the nine months ended September 30, 2025, compared with the same period in 2024, primarily as a result of the following:

Current report

Adjusted EBITDA increased $248 million for the three months ended September 30, 2025, compared with the same period in 2024, primarily as a result of the following:

Current report

•an increase of $250 million due to adjusted EBITDA from EnLink; and

Current report

•a decrease of $34 million due to lower realized prices, primarily NGL prices, net of hedging.

Current report

Adjusted EBITDA increased $602 million for the nine months ended September 30, 2025, compared with the same period in 2024, primarily as a result of the following:

Current report

•an increase of $703 million due to adjusted EBITDA from EnLink; and

Current report

•a decrease of $86 million due to lower realized prices, primarily NGL prices, net of hedging;

Current report

Adjusted EBITDA increased $124 million for the three months ended September 30, 2025, compared with the same period in 2024, primarily as a result of the following:

Current report

•an increase of $56 million due to adjusted EBITDA from EnLink;

Current report

•an increase of $43 million in optimization and marketing due primarily to higher earnings on sales of Purity NGLs held in inventory and wider commodity price differentials; and

Current report

Adjusted EBITDA increased $209 million for the nine months ended September 30, 2025, compared with the same period in 2024, primarily as a result of the following:

Current report

•an increase of $171 million due to adjusted EBITDA from EnLink;

Current report

•an increase of $26 million in optimization and marketing due primarily to higher earnings on sales of Purity NGLs held in inventory;

Current report

◦$74 million of higher volumes in the Rocky Mountain region; and

Current report

◦$29 million of higher average fee rates in the Rocky Mountain region; offset partially by

Current report

◦$41 million of lower average fee rates in the Mid-Continent region;

Current report

◦$16 million of higher costs, primarily transportation; and

Current report

Adjusted EBITDA increased $34 million for the three months ended September 30, 2025, compared with the same period in 2024, primarily as a result of the following:

Current report

Adjusted EBITDA increased $117 million for the nine months ended September 30, 2025, compared with the same period in 2024, primarily as a result of the following:

Current report

•an increase of $219 million due to adjusted EBITDA from EnLink; offset by

Current report

•a decrease of $97 million due to the interstate natural gas pipeline divestiture.

Current report

Adjusted EBITDA increased $141 million for the three months ended September 30, 2025, compared with the same period in 2024, primarily as a result of the following:

Current report

•an increase of $91 million due to adjusted EBITDA from Medallion and EnLink;

Current report

•an increase of $12 million due primarily to the sale of environmental credits generated by our liquids blending business;

Current report

•an increase of $9 million in optimization and marketing due primarily to higher liquids blending earnings; and

Current report

Adjusted EBITDA increased $321 million for the nine months ended September 30, 2025, compared with the same period in 2024, primarily as a result of the following:

Current report

•an increase of $273 million due to adjusted EBITDA from Medallion and EnLink;

Current report

•an increase of $20 million due primarily to the sale of environmental credits generated by our liquids blending business; offset by

Current report

•a decrease of $25 million in optimization and marketing due primarily to lower liquids blending earnings.

Current report

(b) - The three and nine months ended September 30, 2025, included corporate net gains on extinguishment of debt of $22 million and $58 million, respectively, in connection with open market repurchases.

Current report

Debt Issuances - In August 2025, we completed an underwritten public offering of $3.0 billion senior unsecured notes consisting of $750 million, 4.95% senior notes due 2032; $1.0 billion, 5.4% senior notes due 2035; and $1.25 billion, 6.25% senior notes due 2055. The net proceeds, after deducting underwriting discounts, commissions and offering expenses, were $2.96 billion. The net proceeds from this offering were partially used to repay our commercial paper outstanding and repay in full at maturity our senior notes due September 2025. We expect to use the remaining net proceeds from the offering for general corporate purposes, including the repurchase or redemption of existing notes.

Current report

In September 2025, we repaid the remaining $387 million of our $400 million, 2.2% senior notes at maturity with cash on hand from our August 2025 public offering.

Current report

Financing Cash Flows - Cash from financing activities for the nine months ended September 30, 2025, decreased $5.6 billion, compared with the same period in 2024, due primarily to the issuance of senior unsecured notes associated with acquisitions in 2024, increased repayments of long-term debt in 2025, cash paid for the Delaware Basin JV Acquisition and increased dividends paid in 2025, offset partially by the issuance of senior unsecured notes in August 2025.
Removed paragraphs (29)

Previous report

Operating income increased $202 million for the three months ended June 30, 2025, compared with the same period in 2024, primarily as a result of the following:

Previous report

Operating income increased $358 million for the six months ended June 30, 2025, compared with the same period in 2024, primarily as a result of the following:

Previous report

Adjusted EBITDA increased $169 million for the three months ended June 30, 2025, compared with the same period in 2024, primarily as a result of the following:

Previous report

•an increase of $240 million due to adjusted EBITDA from EnLink; and

Previous report

•a decrease of $59 million from the divestiture of certain non-strategic assets in 2024; and

Previous report

•a decrease of $33 million due primarily to lower realized NGL prices, net of hedging, offset partially by higher realized natural gas prices, net of hedging.

Previous report

Adjusted EBITDA increased $354 million for the six months ended June 30, 2025, compared with the same period in 2024, primarily as a result of the following:

Previous report

•an increase of $453 million due to adjusted EBITDA from EnLink; and

Previous report

•a decrease of $52 million due primarily to lower realized NGL prices, net of hedging, offset partially by higher realized natural gas prices, net of hedging; and

Previous report

Adjusted EBITDA increased $38 million for the three months ended June 30, 2025, compared with the same period in 2024, primarily as a result of the following:

Previous report

•an increase of $50 million due to adjusted EBITDA from EnLink; offset by

Previous report

Adjusted EBITDA increased $85 million for the six months ended June 30, 2025, compared with the same period in 2024, primarily as a result of the following:

Previous report

•an increase of $115 million due to adjusted EBITDA from EnLink;

Previous report

•an increase of $8 million in transportation and storage due primarily to an NGL pipeline system acquisition in June 2024; offset by

Previous report

•a decrease of $17 million in optimization and marketing due primarily to narrower product price differentials;

Previous report

Adjusted EBITDA increased $36 million for the three months ended June 30, 2025, compared with the same period in 2024, primarily as a result of the following:

Previous report

•an increase of $69 million due to adjusted EBITDA from EnLink; offset by

Previous report

•a decrease of $31 million due to the interstate natural gas pipeline divestiture.

Previous report

Adjusted EBITDA increased $83 million for the six months ended June 30, 2025, compared with the same period in 2024, primarily as a result of the following:

Previous report

•an increase of $149 million due to adjusted EBITDA from EnLink; offset by

Previous report

•a decrease of $63 million due to the interstate natural gas pipeline divestiture.

Previous report

Adjusted EBITDA increased $90 million for the three months ended June 30, 2025, compared with the same period in 2024, primarily as a result of the following:

Previous report

•an increase of $89 million due to adjusted EBITDA from Medallion and EnLink; and

Previous report

•a decrease of $21 million in operating costs due primarily to lower outside services and property taxes associated with timing; offset by

Previous report

•a decrease of $8 million in optimization and marketing due primarily to lower liquids blending differentials, offset partially by higher volumes; and

Previous report

Adjusted EBITDA increased $180 million for the six months ended June 30, 2025, compared with the same period in 2024, primarily as a result of the following:

Previous report

•an increase of $182 million due to adjusted EBITDA from Medallion and EnLink;

Previous report

•a decrease of $35 million in optimization and marketing due primarily to lower liquids blending differentials, offset partially by higher volumes; and

Previous report

Financing Cash Flows - Cash used in financing activities for the six months ended June 30, 2025, increased $563 million, compared with the same period in 2024, due primarily to the repayment of long-term debt, the Delaware Basin JV Acquisition and an increase in dividends paid, offset partially by an increase of short-term borrowings in 2025.
Reworded paragraphs (56)

Previous wording

Subsequent Event - On July 22, 2025, we completed the BridgeTex Additional Interest Acquisition. Pursuant to the purchase agreement, we paid approximately $270 million in cash, which we funded with short-term borrowings. Following the completion of the transaction, we now have a 60% ownership interest in BridgeTex.

Current wording

BridgeTex Additional Interest Acquisition - On July 22, 2025, we completed the BridgeTex Additional Interest Acquisition. Pursuant to the purchase agreement, we paid approximately $270 million in cash, which we funded with short-term borrowings. Following the completion of the transaction, we now have a 60% ownership interest in BridgeTex.

Previous wording

Delaware Basin JV Acquisition - On May 28, 2025, we completed the Delaware Basin JV Acquisition for $927 million. Pursuant to the purchase agreement, we paid $536 million in cash, including post-closing adjustments, which we funded with short-term borrowings and issued approximately 4.9 million shares of ONEOK common stock to the seller with a fair value of $391 million as of the closing date. Following the completion of the transaction, Delaware Basin JV is now a wholly owned subsidiary.

Current wording

Delaware Basin JV Acquisition - On May 28, 2025, we completed the Delaware Basin JV Acquisition for $941 million. Pursuant to the purchase agreement, we paid $550 million in cash, including post-closing adjustments, which we funded with short-term borrowings and issued approximately 4.9 million shares of ONEOK common stock to the seller with a fair value of $391 million as of the closing date. Following the completion of the transaction, Delaware Basin JV is now a wholly owned subsidiary.

Previous wording

Joint Ventures - On February 4, 2025, we announced definitive agreements to form joint ventures with MPLX to construct a 400 MBbl/d liquified petroleum gas export terminal in Texas City, Texas, and a new 24-inch pipeline from our Mont Belvieu, Texas, storage facility to the new terminal. Texas City Logistics, the export terminal joint venture, is owned 50% by us and 50% by MPLX, with MPLX constructing and operating the facility. MBTC Pipeline, the pipeline joint venture, is owned 80% by us and 20% by MPLX, and we will construct and operate the pipeline. We expect to invest a total of approximately $1.0 billion into these projects, which are expected to be completed in early 2028.

Current wording

Texas City Logistics and MBTC Pipeline - In February 2025, we announced definitive agreements to form joint ventures with MPLX to construct a 400 MBbl/d liquefied petroleum gas export terminal in Texas City, Texas, and a new 24-inch pipeline from our Mont Belvieu, Texas, storage facility to the new terminal. Texas City Logistics, the export terminal joint venture, is owned 50% by us and 50% by MPLX, with MPLX constructing and operating the facility. MBTC Pipeline, the pipeline joint venture, is owned 80% by us and 20% by MPLX, and we will construct and operate the pipeline. We expect to invest a total of approximately $1.0 billion into these projects, which are expected to be completed in early 2028.

Previous wording

Business Update and Market Conditions - Earnings increased in the second quarter of 2025, compared with the second quarter of 2024, due primarily to the positive impact of the EnLink and Medallion Acquisitions across our segments. Our extensive and integrated assets are located in, and connected with, some of the most productive shale basins, as well as refineries and demand centers, in the United States.

Current wording

Business Update and Market Conditions - Earnings increased in the third quarter of 2025, compared with the third quarter of 2024, due primarily to the positive impact of the EnLink and Medallion Acquisitions across our segments. Our extensive and integrated assets are located in, and connected with, some of the most productive shale basins, as well as refineries and demand centers, in the United States.

Previous wording

Due to recent geopolitical events and changes in the commodity price environment, we are monitoring producers’ drilling, completion and production plans, but we do not currently anticipate material changes to our volume expectations. Our counterparties are primarily major and independent crude oil and natural gas producers that are able to produce in a lower commodity price environment. We are also monitoring the impact of the tariffs announced by the federal government in 2025, which could increase our costs for materials and equipment. Due to the timing of construction of our larger projects, proactively monitoring lead times on materials and equipment used in constructing capital projects and entering into procurement agreements for long-lead items, we do not expect the announced tariffs to have a material impact on capital expenditures in 2025.

Current wording

Due to changes in the commodity price environment, we are monitoring producers’ drilling and completion plans, but we do not currently anticipate material changes to our volume expectations. Our counterparties are primarily major and independent crude oil and natural gas producers that are able to produce in a lower commodity price environment. We are also monitoring the impact of the tariffs announced by the federal government in 2025, which could increase our costs for materials and equipment. Due to the timing of construction of our larger projects, proactively monitoring lead times on materials and equipment used in constructing capital projects and entering into procurement agreements for long-lead items, we do not expect the announced tariffs to have a material impact on capital expenditures in 2025.

Previous wording

(a) - Excludes capitalized interest/AFUDC. For our Texas City Logistics and MBTC Pipeline joint venture projects, the amounts presented exclude MPLX capital contributions.

Current wording

(a) - Excludes capitalized interest/AFUDC. For our Texas City Logistics, MBTC Pipeline and Eiger joint venture projects, the amounts presented exclude capital contributions from the other joint venture members.

Previous wording

(c) - Our investment in Texas City Logistics is accounted for using the equity method. Spending on this project will be recorded as contributions to unconsolidated affiliates.

Current wording

(c) - Our investments in Texas City Logistics and Eiger are accounted for using the equity method. Spending on these projects will be recorded as contributions to unconsolidated affiliates.

Previous wording

Debt Repayments - In June 2025, we repaid the remaining $422 million of our $750 million, 4.15% senior notes at maturity with short-term borrowings.

Current wording

In June 2025, we repaid the remaining $422 million of our $750 million, 4.15% senior notes at maturity with short-term borrowings.

Previous wording

Share Repurchase Program - Our Board of Directors authorized a share repurchase program to buy up to $2.0 billion of our outstanding common stock. The program will terminate upon completion of the repurchase of the $2.0 billion of common stock or on January 1, 2029, whichever occurs first. For the six months ended June 30, 2025, we repurchased $17 million of our outstanding common stock with cash on hand, bringing total repurchases under the program to 1.865 million shares of common stock for $189 million since its inception in January 2024.

Current wording

Share Repurchase Program - Our Board of Directors authorized a share repurchase program to buy up to $2.0 billion of our outstanding common stock. The program will terminate upon completion of the repurchase of the $2.0 billion of common stock or on January 1, 2029, whichever occurs first. For the three and nine months ended September 30, 2025, we repurchased $45 million and $62 million, respectively, of our outstanding common stock with cash on hand.

Previous wording

Dividends - In February and May 2025, we paid a quarterly common stock dividend of $1.03 per share ($4.12 per share on an annualized basis), an increase of 4% compared with the same quarters in the prior year. Our dividend growth is due primarily to the increase in cash flows resulting from the growth of our operations. We declared a quarterly common stock dividend of $1.03 per share in July 2025. The quarterly common stock dividend will be paid on August 14, 2025, to shareholders of record at the close of business on August 1, 2025.

Current wording

Dividends - In February, May and August 2025, we paid a quarterly common stock dividend of $1.03 per share ($4.12 per share on an annualized basis), an increase of 4% compared with the same quarters in the prior year. Our dividend growth is due primarily to the increase in cash flows resulting from the growth of our operations. We declared a quarterly common stock dividend of $1.03 per share in October 2025. The quarterly common stock dividend will be paid on November 14, 2025, to shareholders of record at the close of business on November 3, 2025.

Previous wording

•Natural Gas Gathering and Processing - an increase of $245 million due primarily to the operating income of EnLink, offset partially by the impact from the divestiture of certain non-strategic assets in 2024 and lower realized NGL prices, net of hedging;

Current wording

•Natural Gas Gathering and Processing - an increase of $192 million due primarily to the operating income of EnLink and higher volumes in the Mid-Continent and Rocky Mountain regions, offset partially by lower realized NGL prices, net of hedging;

Previous wording

•Natural Gas Liquids - an increase of $10 million due primarily to the operating income of EnLink, offset partially by lower exchange services;

Current wording

•Natural Gas Liquids - an increase of $100 million due primarily to the operating income of EnLink, higher optimization and marketing and higher exchange services;

Previous wording

•Natural Gas Pipelines- an increase of $15 million due primarily to the operating income of EnLink, offset partially by the impact of the interstate natural gas pipeline divestiture in 2024; and

Current wording

•Natural Gas Pipelines- an increase of $13 million due primarily to the operating income of EnLink, offset partially by the impact of the interstate natural gas pipeline divestiture in 2024; and

Previous wording

•Refined Products and Crude - an increase of $109 million due primarily to the operating income of Medallion and EnLink and lower operating costs, offset partially by lower liquids blending differentials; offset by

Current wording

•Refined Products and Crude - an increase of $129 million due primarily to the operating income of Medallion and EnLink and higher transportation and storage.

Previous wording

•Natural Gas Gathering and Processing - an increase of $116 million due primarily to the operating income of EnLink, offset partially by the impact from the divestiture of certain non-strategic assets in 2024 and lower realized NGL prices, net of hedging;

Current wording

•Natural Gas Gathering and Processing - an increase of $437 million due primarily to the operating income of EnLink and higher volumes in the Mid-Continent and Rocky Mountain regions, offset partially by lower realized NGL prices, net of hedging, and the impact from the divestiture of certain non-strategic assets in 2024;

Previous wording

•Natural Gas Liquids - an increase of $19 million due primarily to the operating income of EnLink, offset partially by lower optimization and marketing and higher operating costs;

Current wording

•Natural Gas Liquids - an increase of $119 million due primarily to the operating income of EnLink, higher optimization and marketing and higher exchange services, offset partially by higher operating costs;

Previous wording

•Natural Gas Pipelines- an increase of $43 million due primarily to the operating income of EnLink, offset partially by the impact of the interstate natural gas pipeline divestiture in 2024; and

Current wording

•Natural Gas Pipelines- an increase of $56 million due primarily to the operating income of EnLink, offset partially by the impact of the interstate natural gas pipeline divestiture in 2024; and

Previous wording

•Refined Products and Crude - an increase of $70 million due primarily to the operating income of Medallion and EnLink and lower operating costs, offset partially by lower liquids blending differentials; offset by

Current wording

•Refined Products and Crude - an increase of $238 million due primarily to the operating income of Medallion and EnLink and lower operating costs, offset partially by lower liquids blending earnings; offset by

Previous wording

Net income increased for the three months ended June 30, 2025, compared with the same period in 2024, due primarily to the items discussed above, offset partially by higher interest expense due to higher debt balances resulting from the September 2024 $7.0 billion notes offering, the acquired debt balances from the EnLink Controlling Interest Acquisition in 2024 and increased short-term borrowings.

Current wording

Net income and diluted EPS increased for the three and nine months ended September 30, 2025, compared with the same periods in 2024, due primarily to the items discussed above, offset partially by higher interest expense due to higher debt balances resulting from the September 2024 $7.0 billion notes offering, the August 2025 $3.0 billion notes offering, the acquired debt balances from the EnLink Controlling Interest Acquisition in 2024 and increased short-term borrowings.

Previous wording

Capital expenditures increased for the three and six months ended June 30, 2025, compared with the same periods in 2024, due primarily to the timing of our large capital projects and routine capital projects associated with the growth of our operations. Please refer to the “Recent Developments” section of Management’s Discussion and Analysis of Financial Condition and Results of Operations in this Quarterly Report for additional information on our capital projects.

Current wording

Capital expenditures increased for the three and nine months ended September 30, 2025, compared with the same periods in 2024, due primarily to the timing of our large capital projects and routine capital projects associated with the growth of our operations. Please refer to the “Recent Developments” section of Management’s Discussion and Analysis of Financial Condition and Results of Operations in this Quarterly Report for additional information on our capital projects.

Previous wording

•an increase of $18 million from higher volumes due primarily to increased production in the Mid-Continent and Rocky Mountain regions; offset by

Current wording

•an increase of $28 million from higher volumes due primarily to increased production in the Mid-Continent and Rocky Mountain regions; offset by

Previous wording

•an increase of $34 million from higher volumes due primarily to increased production in the Mid-Continent and Rocky Mountain regions; offset by

Current wording

•an increase of $62 million from higher volumes due primarily to increased production in the Mid-Continent and Rocky Mountain regions; offset by

Previous wording

•a decrease of $65 million from the divestiture of certain non-strategic assets in 2024;

Current wording

•a decrease of $65 million from the divestiture of certain non-strategic assets in 2024; and

Previous wording

•an increase of $16 million in operating costs due primarily to higher employee-related costs associated with the growth of our operations; and

Current wording

•an increase of $12 million in operating costs due primarily to $16 million of higher employee-related costs associated with the growth of our operations, offset partially by $6 million of lower outside services due to timing of projects.

Previous wording

Capital expenditures increased for the three and six months ended June 30, 2025, compared with the same periods in 2024, due primarily to our capital project to relocate a processing plant to the Permian Basin from North Texas and routine capital projects.

Current wording

Capital expenditures increased for the three and nine months ended September 30, 2025, compared with the same periods in 2024, due primarily to our routine and large capital projects, including our project to relocate a processing plant to the Permian Basin from North Texas.

Previous wording

Our natural gas processed volumes increased for the three and six months ended June 30, 2025, compared with the same periods in 2024, due primarily to incremental volumes from EnLink.

Current wording

Our natural gas processed volumes increased for the three and nine months ended September 30, 2025, compared with the same periods in 2024, due to incremental volumes from EnLink and increased production in the Mid-Continent and Rocky Mountain regions.

Previous wording

•a decrease of $11 million in exchange services due primarily to lower average fee rates in the Mid-Continent region and higher inventory of unfractionated NGLs due to unplanned outages, offset partially by higher volumes in the Rocky Mountain region.

Current wording

•an increase of $31 million in exchange services due primarily to $44 million of higher volumes in the Rocky Mountain and Mid-Continent regions, offset partially by $18 million of lower average fee rates in the Mid-Continent region.

Previous wording

•a decrease of $9 million in exchange services due primarily to lower average fee rates and lower volumes in the Mid-Continent region and higher transportation costs, offset partially by higher volumes and higher average fee rates in the Rocky Mountain region.

Current wording

◦$15 million of lower volumes in the Mid-Continent region; and

Previous wording

•an increase of $6 million in adjusted EBITDA from unconsolidated affiliates due primarily to higher Saddlehorn earnings due to our 10% ownership interest increase in March 2024 and higher BridgeTex earnings; offset by

Current wording

•an increase of $6 million in adjusted EBITDA from unconsolidated affiliates due primarily to higher volumes delivered to the Overland Pass Pipeline; offset by

Previous wording

•an increase of $14 million in operating costs due primarily to higher employee-related costs associated with the growth of our operations.

Current wording

•an increase of $20 million in operating costs due primarily to higher employee-related costs associated with the growth of our operations.

Previous wording

Capital expenditures decreased for the three and six months ended June 30, 2025, compared with the same periods in 2024, due primarily to the completion of our MB-6 fractionator and pipeline expansion projects in 2024, offset partially by our Medford fractionator rebuild project.

Current wording

Capital expenditures decreased for the three and nine months ended September 30, 2025, compared with the same periods in 2024, due primarily to the completion of our MB-6 fractionator and pipeline expansion projects in 2024, offset partially by our Medford fractionator rebuild project.

Previous wording

Volumes increased for the three and six months ended June 30, 2025, compared with the same periods in 2024, due primarily to incremental volumes from EnLink and higher volumes in the Rocky Mountain region, primarily ethane, offset partially by lower ethane volumes in the Mid-Continent region. The three months ended June 30, 2025, also benefited from increased volumes in the Permian Basin.

Current wording

Volumes increased for the three months ended September 30, 2025, compared with the same period in 2024, due primarily to incremental volumes from EnLink and higher volumes across our system, primarily ethane in the Rocky Mountain and Mid-Continent regions. Volumes increased for the nine months ended September 30, 2025, compared with the same period in 2024, due primarily to incremental volumes from EnLink and higher ethane volumes in the Rocky Mountain region, offset partially by lower ethane volumes in the Mid-Continent region.

Previous wording

Capital expenditures decreased for the six months ended June 30, 2025, compared with the same period in 2024, due primarily to the completion of capital projects in 2024, offset partially by increased growth projects primarily from EnLink.

Current wording

Capital expenditures decreased for the nine months ended September 30, 2025, compared with the same periods in 2024, due primarily to the completion of capital projects in 2024.

Previous wording

•a decrease of $16 million in transportation and storage due primarily to timing of operational gains and losses and lower volumes on our legacy system.

Current wording

•an increase of $24 million in transportation and storage due primarily to $29 million related to the timing of operational gains and losses and $15 million of higher Refined Products transportation rates, offset partially by $12 million of lower Refined Products volumes and $10 million related to a lower rate on a capacity lease;

Previous wording

•a decrease of $34 million in operating costs due primarily to lower outside services and property taxes associated with timing; and

Current wording

•a decrease of $41 million in operating costs due primarily to lower outside services; and

Previous wording

Capital expenditures increased for the three and six months ended June 30, 2025, compared with the same periods in 2024, due primarily to our greater Denver pipeline expansion project.

Current wording

Capital expenditures increased for the three and nine months ended September 30, 2025, compared with the same periods in 2024, due primarily to our routine and large capital projects, including our greater Denver pipeline expansion project.

Previous wording

Refined Products volume shipped decreased for the three and six months ended June 30, 2025, compared with the same periods in 2024, due primarily to regional market dynamics that impact demand on our system.

Current wording

Refined Products volumes shipped decreased for the three and nine months ended September 30, 2025, compared with the same periods in 2024, due primarily to regional market dynamics that impact demand on our system.

Previous wording

Crude oil volume shipped increased for the three and six months ended June 30, 2025, compared with the same periods in 2024, due primarily to incremental volumes from Medallion and EnLink.

Current wording

Crude oil volumes shipped increased for the three and nine months ended September 30, 2025, compared with the same periods in 2024, due primarily to incremental volumes from Medallion and EnLink.

Previous wording

(a) - The three months ended June 30, 2025, included transaction costs related primarily to the EnLink Acquisition of $21 million included within other and $1 million included within noncash compensation expense and other. The six months ended June 30, 2025, included transaction costs related primarily to the EnLink Acquisition of $52 million included within other and $12 million included within noncash compensation expense and other.

Current wording

(a) - The three months ended September 30, 2025, included transaction costs related primarily to the EnLink Acquisition of $7 million included within other and $3 million included within noncash compensation expense and other. The nine months ended September 30, 2025, included transaction costs related primarily to the EnLink Acquisition of $59 million included within other and $15 million included within noncash compensation expense and other.

Previous wording

General - Our primary sources of cash inflows are operating cash flows, proceeds from our commercial paper program and our $3.5 Billion Credit Agreement, debt issuances and the issuance of common stock for our liquidity and capital resources requirements.

Current wording

General - Our primary sources of cash inflows are operating cash flows, proceeds from our commercial paper program and our $3.5 Billion Credit Agreement, debt issuances and the issuance of common stock for our liquidity and capital resource requirements.

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Rearranged current paragraphs (8)

Current report — wording carried from elsewhere

•an increase of $21 million in exchange services due primarily to:

Current report — wording carried from elsewhere

•an increase of $70 million due to adjusted EBITDA from EnLink; offset by

Current report — wording carried from elsewhere

•a decrease of $34 million due to the interstate natural gas pipeline divestiture.

Current report — wording carried from elsewhere

•a decrease of $6 million in operating costs due primarily to timing.

Current report — wording carried from elsewhere

We may have working capital deficits in future periods as our long-term debt becomes current. We do not expect a working capital deficit of this nature to have a material adverse impact to our cash flows or operations.

Current report — wording carried from elsewhere

Debt Repayments - In the third quarter of 2025, we repurchased in the open market certain of our senior notes in the principal amount of $119 million for an aggregate repurchase price of $96 million, including accrued and unpaid interest, with cash on hand.

Current report — wording carried from elsewhere

Share Repurchase Program - Our Board of Directors authorized a share repurchase program to buy up to $2.0 billion of our outstanding common stock. The program will terminate upon completion of the repurchase of the $2.0 billion of common stock or on January 1, 2029, whichever occurs first. For the three and nine months ended September 30, 2025, we repurchased $45 million and $62 million, respectively, of our outstanding common stock with cash on hand.

Current report — wording carried from elsewhere

•the economic or other impact of the current federal government shutdown;
Rearranged previous paragraphs (3)

Previous report — wording carried elsewhere

•Consolidated Transaction Costs - an increase of $18 million due primarily to higher transaction costs related to the EnLink Acquisition.

Previous report — wording carried elsewhere

Net income increased for the six months ended June 30, 2025, compared with the same period in 2024, due primarily to the items discussed above and higher equity in net earnings from investments, offset partially by higher interest expense due to higher debt balances resulting from the September 2024 $7.0 billion notes offering, the acquired debt balances from the EnLink Controlling Interest Acquisition in 2024 and increased short-term borrowings.

Previous report — wording carried elsewhere

•a decrease of $7 million in adjusted EBITDA from unconsolidated affiliates due primarily to lower BridgeTex earnings.