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CONOCOPHILLIPS

For the period ended Mar 31, 2025. Filed May 8, 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.

Mar 31, 2025 · Filed May 8, 2025

COP$136.27+0.6%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 2024-09-30; filed 2024-10-31.

0001163165-24-000052

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 253 previous paragraphs and 201 current paragraphs.

82 unchanged; 75 reworded; 42 added; 94 removed; 2 previous and 2 current paragraphs rearranged.

Tables are not compared: 60 previous and 56 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 (42)

Current report

In the second quarter of 2025, we began to see the price of crude oil decline due to several macroeconomic market impacts. This includes the U.S. announcing the imposition of broad-ranging tariffs on several U.S. trade partners and the related reactions to such tariffs, including retaliatory tariffs. There is significant uncertainty as to the scope and duration of these or any future tariffs. Other macroeconomic market impacts include actions taken by OPEC Plus and other major oil producing countries. We are continuing to closely monitor the macroeconomic environment, and despite ongoing market volatility in the energy landscape and across global markets, we believe our business strategy will continue providing value in volatile environments; however, the ultimate impact on the company's results of operations and financial condition remains uncertain.

Current report

In conjunction with our acquisition of Marathon Oil, we communicated a disposition proceeds target of $2 billion across the portfolio. Through May 2025, we have closed definitive agreements to dispose of certain assets in the Lower 48 segment for proceeds of approximately $1.3 billion. This is inclusive of noncore assets in our Lower 48 segment disposed of in the first quarter of 2025 as well as the disposition of the Ursa and Europa Fields, and Ursa Oil Pipeline Company LLC in the second quarter of 2025. See Note 3.

Current report

Operationally, we remain focused on safely executing the business while also progressing key strategic initiatives. At Willow, we made significant progress during the winter construction season and achieved critical milestones. In the Lower 48, we continued to execute our program as well as integrate Marathon Oil assets into our portfolio, focusing on operating and capital efficiencies. Internationally, we became the sole operator of the Kebabangan Cluster (KBBC) PSC in Malaysia in January 2025, extending the PSC to 2050 and making KBBC our first operated producing asset in Malaysia. We also achieved first oil at partner-operated Gumusut Phase 4 in February 2025.

Current report

U.S. Henry Hub natural gas prices averaged $3.65 per MMBTU in the first quarter of 2025, an increase of 62 percent compared with $2.25 per MMBTU in the first quarter of 2024. U.S. Henry Hub prices improved due to cold winter weather and stronger demand. Lower 48 segment realized gas prices improved in the first quarter of 2025 primarily due to fewer third-party pipeline constraints. Volatility in regional markers is expected throughout 2025.

Current report

Our realized bitumen price averaged $45.29 per barrel in the first quarter of 2025, an increase of two percent compared with $44.30 per barrel in the first quarter of 2024. The increase in the first quarter of 2025 was driven by narrowing WCS differentials due to increased egress at the Trans Mountain Pipeline Expansion. We continue to optimize bitumen price realizations through enhanced diluent recovery unit operations, blending and transportation strategies.

Current report

•Lowered full-year capital expenditure guidance while maintaining full-year production guidance;

Current report

•Declared second-quarter ordinary dividend of $0.78 per share;

Current report

•Delivered total company and Lower 48 production of 2,389 MBOED and 1,462 MBOED, respectively;

Current report

•Achieved record Eagle Ford drilling performance from leveraging combined best practices;

Current report

•Completed the largest winter construction season at Willow and achieved critical milestones;

Current report

•Completed $1.3 billion of noncore Lower 48 asset sales, including $0.6 billion during the quarter and $0.7 billion in May with the close of Ursa and associated assets;

Current report

Second-quarter 2025 production is expected to be 2.34 to 2.38 MMBOED.

Current report

Full-year capital expenditure guidance is lowered to $12.3 to $12.6 billion versus prior guidance of approximately $12.9 billion.

Current report

All other guidance remains unchanged. Guidance includes the impact from closed dispositions.

Current report

Sales and other operating revenues in the first quarter of 2025 increased $2,669 million due to higher volumes of $2,027 million inclusive of sales volumes from our acquisition of Marathon Oil; higher gas, bitumen and NGL realized prices of $539 million and timing of sales as compared to the prior period. The increases in sales and other operating revenue were partly offset by lower crude realized prices of $733 million. See Note 3.

Current report

Purchased commodities in the first quarter of 2025 increased $854 million due to higher volumes associated with our acquisition of Marathon Oil, higher crude volumes and gas prices, partly offset by lower crude prices. See Note 3.

Current report

Production and operating expenses in the first quarter of 2025 increased $491 million primarily due to impacts from our acquisition of Marathon Oil in the fourth quarter of 2024. See Note 3.

Current report

DD&A expenses in the first quarter of 2025 increased $535 million mainly due to impacts from our acquisition of Marathon Oil in the fourth quarter of 2024. See Note 3.

Current report

Alaska reported earnings of $327 million in the first quarter of 2025 compared with earnings of $346 million in the first quarter of 2024.

Current report

Earnings in the first quarter of 2025 included lower revenues resulting from lower realized prices of $89 million, partly offset by higher volumes of $22 million. Decreases to earnings included higher DD&A expenses of $22 million. Increases to earnings included lower taxes other than income taxes of $52 million driven by an impact from the settlement of a contingent matter and lower exploration expenses primarily due to absence of seismic work of $26 million from the first quarter of 2024.

Current report

Average production increased seven MBOED in the three-month period of 2025. Increases to production were primarily due to new wells online, less downtime and production from our fourth quarter of 2024 acquisition of additional working interest in the Kuparuk River Unit and Prudhoe Bay Unit.

Current report

Lower 48 reported earnings of $1,790 million in the first quarter of 2025 compared with earnings of $1,381 million in the first quarter of 2024.

Current report

Earnings in the first quarter of 2025 included higher revenues resulting from higher volumes of $1,305 million, which included volumes from our acquisition of Marathon Oil. Additional increases to revenues included timing of sales, partly offset by lower overall realized prices of $109 million, driven by lower crude prices. Decreases to earnings in the first quarter of 2025 included higher DD&A expenses of $378 million and higher production and operating expenses of $326 million, primarily from our acquisition of Marathon Oil. See Note 3.

Current report

Through May 2025, we have completed divestitures of noncore assets totaling approximately $1.3 billion in proceeds. Production from these assets averaged approximately 26 MBOED in 2024. This is inclusive of noncore assets disposed of in the first quarter of 2025 as well as the disposition of the Ursa and Europa Fields, and Ursa Oil Pipeline Company LLC in the second quarter of 2025. See Note 3.

Current report

Canada reported earnings of $256 million in the first quarter of 2025 compared with earnings of $180 million in the first quarter of 2024.

Current report

Earnings in the first quarter of 2025 included higher revenues driven primarily by higher volumes of $33 million. Additional increases to earnings resulted from lower DD&A expenses of $20 million driven by year-end upward reserve revisions and lower production and operating expenses of $12 million, driven by lower workover activity.

Current report

Asia Pacific reported earnings of $311 million in the first quarter of 2025 compared with earnings of $512 million in the first quarter of 2024.

Current report

Average consolidated production increased six MBOED in the three-month period of 2025. Increases to production were primarily due to development activity in Bohai Bay in China and Gumusut in Malaysia; an increase in crude oil entitlement percentage and higher gas demand in Malaysia.

Current report

In February 2025, Phase 4 of the partner-operated Gumusut field which straddles the Malaysia-Brunei border, reached first production.

Current report

In the first three months of 2025, net cash used in investing activities was impacted by an increase in working capital changes associated with investing activities of $827 million, due to timing of invoice payments.

Current report

In the first quarter of 2025, we recognized proceeds from asset dispositions of $0.6 billion. Subsequent to the quarter, we closed our disposition of Ursa and Europa Fields, and Ursa Oil Pipeline Company for $0.7 billion. Through May 2025, total proceeds from these dispositions in our Lower 48 segment are approximately $1.3 billion. See Note 3.

Current report

In May 2025, we declared an ordinary dividend of $0.78 per share, payable June 2, 2025, to shareholders of record at the close of business on May 19, 2025.

Current report

•Continued development activities in China.

Current report

•Investments in our global LNG operations.

Current report

For more discussion of the below topics, please see the Contingencies section in Management's Discussion and Analysis of Financial Condition and Results of Operations of our 2024 Annual Report on Form 10-K.

Current report

Our Climate Risk Strategy is intended to enable us to responsibly meet the global demand for energy, deliver competitive returns on and of capital and work to meet our previously established emissions-reduction targets. First, meeting global energy demand requires a focus on delivering production that will best compete in any energy mix scenario. This production will be delivered from resources with a competitive cost of supply and low GHG intensity, as well as portfolio diversity by market and asset type. Next, in delivering competitive returns, ConocoPhillips has been a leader in shifting the exploration and production sector’s value proposition away from one focused on production toward one focused on returns. Finally, to drive accountability for the emissions that are within our control, we are progressing toward our Scope 1 and Scope 2 emissions intensity targets.

Showing the first 40 of 42 passages. Open the source sections for the rest.

Removed paragraphs (94)

Previous report

In May 2024, we announced a definitive agreement (the Merger Agreement) to acquire Marathon Oil Corporation (Marathon Oil) in an all-stock transaction (the Marathon Oil acquisition), inclusive of Marathon Oil's debt of approximately $5.3 billion at June 30, 2024. Under the terms of the Merger Agreement, which has been unanimously approved by the boards of directors of each company, Marathon Oil stockholders will receive 0.255 shares of ConocoPhillips common stock for each Marathon Oil share. We expect that the Marathon Oil acquisition will add high-quality, low cost of supply, development opportunities to our existing U.S. onshore portfolio and additional LNG capacity to our global LNG portfolio. On August 29, 2024, Marathon Oil announced that its stockholders had approved the transaction. We anticipate closing late in the fourth quarter of 2024, subject to regulatory clearances and other customary closing conditions. See Item 1A. Risk Factors.

Previous report

In May 2024, as part of our Marathon Oil acquisition announcement, we stated that we expected at least $500 million in synergies, within the first full year following the close of the transaction. We now expect to reflect synergies that significantly exceed our initial $500 million guidance. Concurrent with our Marathon Oil acquisition announcement, we detailed a plan to repurchase over $7 billion of shares in the first full year following the closing of the transaction and over $20 billion of shares in total over the first three years, based on commodity prices at the time of the announcement. Through this plan we expect to retire the equivalent amount of newly issued equity from the transaction in two to three years. Further, in conjunction with the Marathon Oil acquisition announcement, we announced a plan to dispose of approximately $2 billion of assets across the portfolio pursuant to ongoing high-grading and optimization efforts.

Previous report

The macro-environment of the global energy industry, including the energy transition, continues to evolve. We believe ConocoPhillips will continue to play an essential role by executing on three objectives: responsibly meeting energy transition pathway demand, delivering competitive returns on and of capital and progressing toward our net-zero operational emissions ambition. We call this our Triple Mandate, and it represents our commitment to create long-term value for our stakeholders.

Previous report

In the third quarter, we announced further growth to our global LNG portfolio. In July, we entered into an 18-year agreement securing regasification capacity at the Zeebrugge LNG terminal in Belgium which includes regasification services for approximately 0.75 MTPA of LNG beginning in 2027. In July, we also entered into a long-term LNG sales agreement for approximately 0.5 MTPA into Asia starting in 2027. These agreements provide additional access to both the European and Asian natural gas markets.

Previous report

We continue to optimize our portfolio geared towards our returns-focused value proposition. In October, we signed an agreement to acquire additional working interests in both the Kuparuk River Unit and the Prudhoe Bay Unit in Alaska. This transaction is expected to close in the fourth quarter of 2024. See Note 3.

Previous report

Henry Hub natural gas prices averaged $2.15 per MMBTU in the third quarter of 2024, a decrease of 15 percent compared with $2.54 per MMBTU in the third quarter of 2023. Henry Hub prices decreased due to excess North American natural gas storage levels following a mild 2023-2024 winter. Lower 48 segment realized natural gas prices decreased to $0.18 per MCF in the third quarter of 2024 driven by lower regional prices related to pipeline capacity constraints.

Previous report

Our realized bitumen price averaged $47.32 per barrel in the third quarter of 2024, a decrease of 18 percent compared with $57.85 per barrel in the third quarter of 2023. The decrease in the third quarter of 2024 was driven by widening WCS differentials in Canada, lower heavy oil refinery demand on the U.S. Gulf Coast and impacts associated with lower sales volumes from Surmont due to a planned turnaround at one of our central processing facilities.

Previous report

•Raised ordinary dividend by 34 percent to $0.78 per share and increased existing share repurchase authorization by up to $20 billion;

Previous report

•Achieved record lower 48 production of 1,147 MBOED, including 781 MBOED from the Permian, 246 MBOED from the Eagle Ford and 107 MBOED from the Bakken;

Previous report

•Successfully completed planned turnarounds, primarily in Canada and the Lower 48;

Previous report

•Exercised preferential rights and signed an agreement to acquire additional working interests in the Kuparuk River and Prudhoe Bay units in Alaska for approximately $300 million, with expected close by year-end, subject to customary closing conditions;

Previous report

Fourth-quarter 2024 production is expected to be 1.99 to 2.03 MMBOED. Full-year production is expected to be approximately 1.94 to 1.95 MMBOED, as compared to prior guidance of 1.93 to 1.94 MMBOED.

Previous report

Guidance excludes any impact from previously announced transactions.

Previous report

•Planned turnaround activity across our global operations.

Previous report

After adjusting for impacts from closed acquisitions and dispositions, third-quarter 2024 production increased by 47 MBOED or three percent from the same period a year ago. After adjusting for closed acquisitions and dispositions, production in the nine-month period of 2024 increased 55 MBOED or three percent from the same period a year ago.

Previous report

Sales and other operating revenues decreased $1,209 million in the third quarter of 2024 and decreased $903 million in the nine-month period of 2024, respectively. Decreases in the third quarter were due to lower realized prices of $865 million, partially offset by higher volumes of $404 million. Decreases in the nine-month period of 2024 were due to lower realized natural gas prices of $642 million, partially offset by higher volumes of $1,368 million. Additional decreases to revenues in both the three- and nine-month periods of 2024 resulted from the timing of sales as compared with the corresponding periods of 2023.

Previous report

Gain (loss) on dispositions decreased $110 million in the third quarter of 2024 and $114 million in the nine-month period of 2024 primarily due to the absence of the divestiture of an equity investment in our Lower 48 segment.

Previous report

Purchased commodities for the three- and nine-month periods of 2024 decreased $796 million and $1,358 million, respectively. The third quarter of 2024 decrease was driven by lower gas and crude prices, partially offset by higher crude volumes. The nine-month period of 2024 decrease was driven by lower gas prices, partially offset by higher crude volumes.

Previous report

Production and operating expenses for the three- and nine-month periods of 2024 increased $266 million and $780 million, respectively, due to higher lease operating expenses, transportation related costs and well work activities in our Lower 48 and Alaska segments, higher volumes primarily in our Canada and Lower 48 segments as well as higher expenses associated with the Surmont turnaround in our Canada segment.

Previous report

DD&A expenses for the three- and nine-month periods of 2024 increased $295 million and $888 million, respectively, mainly due to higher rates in our Lower 48 and Alaska segments and higher volumes primarily in our Canada and Lower 48 segments.

Previous report

Alaska reported earnings of $267 million and $973 million in the three- and nine-month periods of 2024, respectively, compared with earnings of $448 million and $1,236 million in the three- and nine-month periods of 2023, respectively.

Previous report

Earnings in the third quarter of 2024 included lower revenues resulting from lower realized prices of $68 million, lower volumes of $16 million. Decreases to earnings in the third quarter of 2024 included higher DD&A expenses of $36 million due to higher rates as a result of prior year-end downward reserve revisions and higher production and operating expenses of $33 million driven by higher lease operating expenses and well work activity. The decreases to earnings were partially offset by lower taxes other than income taxes of $38 million due to lower taxes driven by increased capital expenditures.

Previous report

Earnings in the nine-month period of 2024 included lower revenues resulting from lower volumes of $55 million, partially offset by higher realized prices of $80 million. Decreases to earnings in the nine-month period of 2024 included higher DD&A expenses of $123 million due to higher rates as a result of year-end downward reserve revisions, higher production and operating expenses of $83 million driven by higher well work activity and lease operating expenses. The decreases to earnings were partially offset by lower taxes other than income taxes of $47 million due to lower taxes driven by increased capital expenditures.

Previous report

Average production decreased 3 MBOED and 4 MBOED in the three- and nine-month periods of 2024, respectively. Decreases to production were primarily due to normal field decline, partially offset by new wells online.

Previous report

In October, we signed an agreement to acquire additional working interests in both the Kuparuk River Unit and the Prudhoe Bay Unit. This transaction is expected to close in the fourth quarter of 2024. See Note 3.

Previous report

Lower 48 reported earnings of $1,241 million and $3,881 million in the three- and nine-month periods of 2024, respectively, compared with earnings of $1,781 million and $4,863 million in the three- and nine-month periods of 2023, respectively.

Previous report

Earnings in the third quarter of 2024 included lower revenues resulting from lower overall realized prices of $494 million, partially offset by higher volumes of $190 million. Decreases to earnings in the third quarter of 2024 included higher DD&A expenses of $118 million, driven by higher volumes of $64 million and higher rates of $52 million, the absence of a gain from the divestiture of an equity investment of $100 million and higher production and operating expenses of $40 million driven by increased transportation related costs of $30 million.

Previous report

Earnings in the nine-month period of 2024 included lower revenues resulting from lower overall realized prices of $433 million, partially offset by higher volumes of $287 million. Decreases to earnings in the nine-month period of 2024 included higher DD&A expenses of $323 million, driven by higher volumes of $166 million and higher rates of $160 million, higher production and operating expenses of $235 million, driven by increased transportation related costs of $93 million and increased lease operating expenses of $74 million, and the absence of a gain from the divestiture of an equity investment of $100 million.

Previous report

Canada reported earnings of $25 million and $466 million in the three- and nine-month periods of 2024, respectively, compared with earnings of $186 million and $224 million in the three- and nine-month periods of 2023, respectively.

Previous report

Earnings in the third quarter of 2024 included lower revenues resulting from lower realized prices of $49 million, partially offset by higher volumes of $104 million driven by our increased working interest in Surmont. Additional decreases to revenues resulted from the timing of sales as compared with the corresponding period of 2023. Decreases to earnings in the third quarter of 2024 included the absence of a $92 million third-quarter 2023 tax benefit recognized upon the closing of a Canada Revenue Agency audit, higher production and operating expenses of $89 million, driven by $61 million related to our increased working interest in Surmont and $50 million in expenses associated with a third quarter planned turnaround at Surmont, and higher DD&A expenses of $40 million.

Previous report

Earnings in the nine-month period of 2024 included higher revenues resulting from higher volumes of $666 million, driven by our increased working interest in Surmont, and higher realized prices of $76 million. Decreases to earnings in the nine-month period of 2024 included higher production and operating expenses of $231 million, driven by $160 million related to our increased working interest in Surmont and $61 million in expenses associated with a third quarter planned turnaround at Surmont, higher DD&A expenses of $156 million, driven by higher volumes, and the absence of a $92 million third-quarter 2023 tax benefit recognized upon the closing of a Canada Revenue Agency audit.

Previous report

Production increases were partly offset by planned turnaround activity at a Surmont central processing facility and normal field decline.

Previous report

Earnings in the nine-month period of 2024 included lower revenues resulting from lower realized prices of $72 million primarily impacted by lower natural gas prices, partially offset by higher volumes of $54 million. Decreases to earnings included lower foreign exchange gains of approximately $37 million and higher DD&A expenses of $34 million.

Previous report

Production increases were partly offset by normal field decline and curtailed production in Libya due to the force majeure at Es Sider terminal. Force majeure was lifted in early October.

Showing the first 40 of 94 passages. Open the source sections for the rest.

Reworded paragraphs (75)

Previous wording

ConocoPhillips is one of the world’s leading E&P companies based on production and reserves, with operations and activities in 13 countries. Our diverse, low cost of supply portfolio includes resource-rich unconventional plays in North America; conventional assets in North America, Europe, Africa and Asia; global LNG developments; oil sands in Canada; and an inventory of global exploration prospects. Headquartered in Houston, Texas, at September 30, 2024, we employed approximately 10,300 people worldwide and had total assets of $97 billion.

Current wording

ConocoPhillips is one of the world’s leading E&P companies based on production and reserves, with operations and activities in 15 countries. Our diverse, low cost of supply portfolio includes resource-rich unconventional plays in North America; conventional assets in North America, Europe, Africa and Asia; global LNG developments; oil sands in Canada; and an inventory of global exploration prospects. Headquartered in Houston, Texas, at March 31, 2025, we employed approximately 11,800 people worldwide and had total assets of $124 billion.

Previous wording

At ConocoPhillips, we anticipate that commodity prices will continue to be cyclical and volatile, and our view is that a successful business strategy in the E&P industry must be resilient in lower price environments, while also retaining upside during periods of higher prices. As such, we are unhedged, remain committed to our disciplined investment framework and continually monitor market fundamentals, including the impacts associated with geopolitical tensions and conflicts, OPEC Plus supply updates, global demand for our products, oil and gas inventory levels, governmental policies, inflation and supply chain disruptions.

Current wording

At ConocoPhillips, we anticipate that commodity prices will continue to be cyclical and volatile, and our view is that a successful business strategy in the E&P industry must be resilient in lower price environments while also retaining upside during periods of higher prices. As such, we are unhedged, remain committed to our disciplined investment framework and continually monitor market fundamentals, including the impacts associated with geopolitical tensions and conflicts, global demand for our products, oil and gas inventory levels, governmental policies, tariffs, inflation and supply chain disruptions.

Previous wording

Our Triple Mandate and our foundational principles guide our differential value proposition to deliver competitive returns to stockholders through price cycles. Our foundational principles consist of maintaining balance sheet strength, providing peer-leading distributions, making disciplined investments and demonstrating responsible and reliable ESG performance.

Current wording

The global energy industry continues to evolve. We believe ConocoPhillips plays an essential role in responsibly meeting the global demand for energy, while continuing to deliver competitive returns on and of capital and working to meet our previously established emissions-reduction targets. We call this our Triple Mandate, and it represents our commitment to create long-term value for stockholders. Our value proposition to deliver competitive returns to stockholders through price cycles is guided by our foundational principles which consist of maintaining balance sheet strength, providing peer-leading distributions, making disciplined investments, and demonstrating responsible and reliable ESG performance.

Current wording

In November 2024, we completed our acquisition of Marathon Oil Corporation (Marathon Oil). In the first quarter of 2025, we continued to integrate the acquired assets into our portfolio. We expect to capture greater than $1 billion in synergies on a run rate basis within the first full year following the close of the transaction. See Note 3.

Previous wording

In October, we declared a fourth-quarter ordinary dividend of $0.78 per share, representing an increase of 34 percent which incorporates the prior VROC equivalent of $0.20 per share. We also reconfirmed our 2024 planned return of capital to shareholders of at least $9 billion. Additionally in October, our Board of Directors approved an increase to our existing share repurchase program authorization by the lesser of $20 billion or the number of shares issued in the Marathon Oil transaction.

Current wording

In May 2025, we declared a second-quarter ordinary dividend of $0.78 per share.

Previous wording

Production was 1,917 MBOED in the third quarter of 2024, an increase of 111 MBOED from the same period a year ago. After adjusting for impacts from closed acquisitions and dispositions, third-quarter 2024 production increased by 47 MBOED or three percent from the same period a year ago.

Current wording

Production was 2,389 MBOED in the first quarter of 2025, an increase of 487 MBOED from the same period a year ago. After adjusting for impacts from closed acquisitions and dispositions, first-quarter 2025 production increased by 115 MBOED or five percent from the same period a year ago.

Previous wording

Third-quarter 2024 production resulted in $5.8 billion of cash provided by operating activities. We returned $1.2 billion to shareholders through share repurchases and $0.9 billion through our ordinary dividend and a VROC. We ended the quarter with cash, cash equivalents, restricted cash and short-term investments totaling $7.1 billion and long-term investments in debt securities of $1.0 billion.

Current wording

First-quarter 2025 production resulted in $6.1 billion of cash provided by operating activities. We returned $2.5 billion to shareholders, consisting of $1.5 billion through share repurchases and $1 billion through our ordinary dividend. We ended the quarter with cash, cash equivalents, restricted cash and short-term investments totaling $7.5 billion and long-term investments in debt securities of $1.0 billion.

Previous wording

Also in the third quarter of 2024, we re-invested $2.9 billion into the business in the form of capital expenditures and investments, with over half of the expenditures related to flexible, short-cycle unconventional plays in the Lower 48 segment, where our production has access to both domestic and export markets.

Current wording

Also in the first quarter of 2025, we re-invested $3.4 billion into the business in the form of capital expenditures and investments, with over half of the expenditures related to flexible, short-cycle unconventional plays in the Lower 48 segment, where our production has access to both domestic and export markets.

Previous wording

Commodity prices are the most significant factor impacting our profitability and related returns on and of capital to our shareholders. Dynamics that could influence world energy markets and commodity prices include, but are not limited to, global economic health, supply or demand disruptions or fears thereof caused by civil unrest, global pandemics, military conflicts, actions taken by OPEC Plus and other major oil producing countries, environmental laws, tax regulations, governmental policies and weather-related disruptions. Our strategy is to create value through price cycles by delivering on the financial, operational and ESG priorities that underpin our value proposition.

Current wording

Commodity prices are the most significant factor impacting our profitability and related returns on and of capital to our shareholders. Dynamics that could influence world energy markets and commodity prices include, but are not limited to, global economic health, supply or demand disruptions or fears thereof caused by civil unrest, global pandemics, military conflicts, actions taken by OPEC Plus and other major oil producing countries, environmental laws, tariffs, governmental policies and weather-related disruptions. Our strategy is to create value through price cycles by delivering on the financial, operational and ESG priorities that underpin our value proposition.

Previous wording

Our earnings and operating cash flows generally correlate with price levels for crude oil and natural gas, which are subject to factors external to the company and over which we have no control. The following graph depicts the trend in average benchmark prices for WTI crude oil, Brent crude oil and Henry Hub natural gas:

Current wording

Our earnings and operating cash flows generally correlate with price levels for crude oil and natural gas, which are subject to factors external to the company and over which we have no control. The following graph depicts the trend in average benchmark prices for WTI crude oil, Brent crude oil and U.S. Henry Hub natural gas:

Previous wording

Brent crude oil prices averaged $80.18 per barrel in the third quarter of 2024, a decrease of eight percent compared with $86.76 per barrel in the third quarter of 2023. WTI at Cushing crude oil prices averaged $75.10 per barrel in the third quarter of 2024, a decrease of nine percent compared with $82.26 per barrel in the third quarter of 2023. Oil prices were lower in the third quarter of 2024 due to slower global demand growth relative to the third quarter of 2023 and higher supplies from non-OPEC Plus countries.

Current wording

Brent crude oil prices averaged $75.66 per barrel in the first quarter of 2025, a decrease of nine percent compared with $83.24 per barrel in the first quarter of 2024. WTI at Cushing crude oil prices averaged $71.42 per barrel in the first quarter of 2025, a decrease of seven percent compared with $76.96 per barrel in the first quarter of 2024. Oil prices were lower in the first quarter of 2025 due to higher than expected global oil supplies and elevated geopolitical uncertainties impacting markets.

Previous wording

For the third quarter of 2024, our total average realized price was $54.18 per BOE compared with $60.05 per BOE in the third quarter of 2023.

Current wording

For the first quarter of 2025, our total average realized price was $53.34 per BOE compared with $56.60 per BOE in the first quarter of 2024.

Previous wording

•Reported third-quarter 2024 earnings per share of $1.76;

Current wording

•Reported first-quarter 2025 earnings per share of $2.23;

Previous wording

•Generated cash provided by operating activities of $5.8 billion;

Current wording

•Generated cash provided by operating activities of $6.1 billion;

Previous wording

•Distributed $2.1 billion to shareholders, including $1.2 billion through share repurchases and $0.9 billion through the ordinary dividend and VROC;

Current wording

•Distributed $2.5 billion to shareholders, including $1.5 billion through share repurchases and $1.0 billion through the ordinary dividend;

Previous wording

•Ended the quarter with cash, cash equivalents, restricted cash and short-term investments of $7.1 billion and long-term investments of $1.0 billion.

Current wording

•Ended the quarter with cash, cash equivalents, restricted cash and short-term investments of $7.5 billion and long-term investments of $1.0 billion.

Previous wording

Unless otherwise indicated, discussion of consolidated results for the three- and nine-month periods ended September 30, 2024, is based on a comparison with the corresponding period of 2023.

Current wording

Unless otherwise indicated, discussion of consolidated results for the three-month period ended March 31, 2025, is based on a comparison with the corresponding period of 2024.

Previous wording

We explore for, produce, transport and market crude oil, bitumen, natural gas, LNG and NGLs on a worldwide basis. In the quarter ended September 30, 2024, our operations were producing in the U.S., Norway, Canada, Australia, China, Malaysia, Qatar and Libya.

Current wording

We explore for, produce, transport and market crude oil, bitumen, natural gas, LNG and NGLs on a worldwide basis. In the quarter ended March 31, 2025, our operations were producing in the U.S., Australia, Canada, China, Equatorial Guinea, Libya, Malaysia, Norway and Qatar.

Previous wording

Total production in the third quarter of 2024 was 1,917 MBOED, an increase of 111 MBOED or six percent from the same period a year ago. Total production in the nine-month period of 2024 was 1,921 MBOED, an increase of 120 MBOED or seven percent from the same period a year ago. Production increases include:

Current wording

Total production in the first quarter of 2025 was 2,389 MBOED, an increase of 487 MBOED or 26 percent from the same period a year ago. Production increases include:

Previous wording

•New wells online in the Lower 48, Alaska, Australia, Canada, China, Libya and Norway.

Current wording

•New wells online in the Lower 48, Alaska, Australia, Canada, China, Libya, Malaysia and Norway.

Previous wording

•Our Surmont acquisition, which closed in October 2023. See Note 3.

Current wording

•Our acquisition of Marathon Oil, which closed in November 2024. See Note 3.

Previous wording

Unless otherwise indicated, discussion of segment results for the three- and nine-month periods ended September 30, 2024, is based on a comparison with the corresponding period of 2023 and are shown after-tax.

Current wording

Unless otherwise indicated, discussion of segment results for the three-month period ended March 31, 2025, is based on a comparison with the corresponding period of 2024 and are shown after-tax.

Previous wording

The Alaska segment primarily explores for, produces, transports and markets crude oil, NGLs and natural gas. As of September 30, 2024, Alaska contributed 14 percent of our consolidated liquids production and two percent of our consolidated natural gas production.

Current wording

The Alaska segment primarily explores for, produces, transports and markets crude oil, NGLs and natural gas. As of March 31, 2025, Alaska contributed 12 percent of our consolidated liquids production and two percent of our consolidated natural gas production.

Previous wording

Production increases were partly offset by normal field decline.

Current wording

The production increases were partly offset by normal field decline.

Previous wording

The Lower 48 segment consists of operations located in the U.S. Lower 48 states, producing properties in the Gulf of Mexico and commercial operations. As of September 30, 2024, the Lower 48 contributed 63 percent of our consolidated liquids production and 74 percent of our consolidated natural gas production.

Current wording

The Lower 48 segment consists of operations located in the U.S. Lower 48 states and commercial operations. As of March 31, 2025, the Lower 48 contributed 66 percent of our consolidated liquids production and 73 percent of our consolidated natural gas production.

Previous wording

Average production increased 64 MBOED and 38 MBOED in the three- and nine-month periods of 2024, respectively. Increases to production were primarily due to new wells online from our development programs in the Delaware Basin, Eagle Ford, Midland Basin and Bakken.

Current wording

Average production increased 416 MBOED in the three-month period of 2025. Increases to production were primarily due to new wells online from our development programs in the Delaware Basin, Eagle Ford, Midland Basin and Bakken. Production also increased due to our acquisition of Marathon Oil in November 2024. See Note 3.

Previous wording

The Canada segment operations include the Surmont oil sands development in Alberta, the Montney unconventional play in British Columbia and commercial operations. As of September 30, 2024, Canada contributed 10 percent of our consolidated liquids production and five percent of our consolidated natural gas production.

Current wording

The Canada segment operations include the Surmont oil sands development in Alberta, the Montney unconventional play in British Columbia and commercial operations. As of March 31, 2025, Canada contributed 10 percent of our consolidated liquids production and four percent of our consolidated natural gas production.

Previous wording

Average production increased 44 MBOED and 72 MBOED in the three- and nine-month periods of 2024, respectively. Increases to production resulted from our increased working interest in Surmont as well as new wells online in the Montney and Surmont. See Note 3.

Current wording

Average production increased 14 MBOED in the three-month period of 2025. Increases to production resulted from new wells online in the Montney and Surmont.

Previous wording

The Europe, Middle East and North Africa segment consists of operations principally located in the Norwegian sector of the North Sea and the Norwegian Sea, Qatar, Libya and commercial and terminalling operations in the U.K. As of September 30, 2024, our Europe, Middle East and North Africa operations contributed nine percent of our consolidated liquids production and 17 percent of our consolidated natural gas production.

Current wording

The Europe, Middle East and North Africa segment consists of operations principally located in the Norwegian sector of the North Sea and the Norwegian Sea, Qatar, Libya, Equatorial Guinea and commercial and terminalling operations in the U.K. As of March 31, 2025, our Europe, Middle East and North Africa operations contributed eight percent of our consolidated liquids production and 19 percent of our consolidated natural gas production.

Previous wording

Europe, Middle East and North Africa reported earnings of $298 million and $853 million in the three- and nine-month periods of 2024, respectively, compared with earnings of $253 million and $882 million in the three- and nine-month periods of 2023, respectively.

Current wording

Europe, Middle East and North Africa reported earnings of $419 million in the first quarter of 2025 compared with earnings of $304 million in the first quarter of 2024.

Previous wording

Earnings in the third quarter of 2024 included higher revenues resulting from higher volumes of $31 million, partially offset by lower realized prices of $11 million primarily impacted by lower crude prices.

Current wording

Earnings in the first quarter of 2025 included higher revenues resulting from higher volumes of $90 million, which included volumes added from our acquisition of Marathon Oil and higher realized prices of $21 million impacted by higher gas prices. See Note 3.

Previous wording

Average consolidated production increased 16 MBOED and 11 MBOED in the three- and nine-month periods of 2024, respectively. Increases to production were primarily due to new wells online and improved performance in both Norway and Libya.

Current wording

Average consolidated production increased 53 MBOED in the three-month period of 2025. Increases to production were due to the impact from assets acquired from Marathon Oil as well as new wells online in Norway and Libya. See Note 3.

Previous wording

Earnings in the third quarter of 2024 included lower revenues resulting from lower realized prices of $41 million and lower volumes of $38 million. Decreases to earnings included the absence of a $52 million tax benefit associated with a deepwater tax incentive. The decreases to earnings were partially offset by higher earnings from equity affiliates of $38 million and foreign exchange gains of $30 million. See Note 19.

Current wording

Earnings in the first quarter of 2025 included lower revenues resulting from lower realized prices of $40 million, partly offset by higher volumes of $24 million. Decreases to earnings included the absence of a $76 million tax benefit associated with a deepwater investment tax incentive for Malaysia blocks J and G; lower earnings from equity affiliates of $76 million, primarily due to lower LNG sales prices; and higher exploration expenses of $37 million driven primarily by dry hole expenses associated with certain suspended wells. See Note 7 and Note 19.

Previous wording

Net interest expense consists of interest and financing expense, net of interest income and capitalized interest.

Current wording

Net interest expense consists of interest and debt expense, net of interest income and capitalized interest. Net interest expense was impaired due to higher interest expense of $60 million driven by our acquisition of Marathon Oil, partly offset by an impact to interest expense of $36 million from the settlement of a contingent matter.

Previous wording

Corporate G&A expenses include compensation programs and staff costs.

Current wording

Corporate G&A expenses include compensation programs and staff costs. Corporate G&A expenses increased $5 million in the first quarter of 2025, primarily due to transaction and integration expenses associated with our acquisition of Marathon Oil, partially offset by mark to market adjustments associated with certain compensation programs.

Previous wording

Technology includes our investments in low-carbon and other new technologies or businesses and licensing revenues. Other new technologies or businesses and licensing activities are focused on both conventional and tight oil reservoirs, shale gas, oil sands, enhanced oil recovery, as well as LNG. Earnings in Technology for the nine-month period of 2024 decreased due to increased costs in low-carbon and other new technologies and lower licensing revenues.

Current wording

Technology includes our investments in low-carbon and other new technologies or businesses and licensing revenues. Other new technologies or businesses and licensing activities are focused on both conventional and tight oil reservoirs, shale gas, oil sands, enhanced oil recovery, as well as LNG.

Previous wording

Other income (expense) or “Other” includes certain consolidating tax-related items, foreign currency transaction gains and losses, environmental costs associated with sites no longer in operation, other costs not directly associated with an operating segment, gains/losses on the early retirement of debt, holding gains or losses on equity securities and pension settlement expense. “Other” increased in third quarter of 2024 primarily due to the absence of a 2023 consolidating tax adjustment and absence of 2023 foreign currency exchange losses.

Current wording

Other income (expense) or “Other” includes certain consolidating tax-related items, foreign currency transaction gains and losses, environmental costs associated with sites no longer in operation, other costs not directly associated with an operating segment, gains/losses on the early retirement of debt, holding gains or losses on equity securities and pension settlement expense. “Other” was impaired in the first quarter of 2025 primarily due to lower tax benefits related to stock compensation of $38 million and a first quarter 2025 consolidating tax adjustment of $28 million.

Previous wording

To meet our short-term and long-term liquidity requirements, we look to a variety of funding sources, including cash generated from operating activities, our commercial paper and credit facility programs, and our ability to sell securities using our shelf registration statement. During the first nine months of 2024, the primary uses of our available cash were $8.8 billion to support our ongoing capital expenditures and investments program, $3.5 billion to repurchase common stock, $2.7 billion to pay the ordinary dividend and VROC, $0.6 billion to retire debt at maturity and $0.6 billion net purchases of investments.

Current wording

To meet our short-term and long-term liquidity requirements, we look to a variety of funding sources, including cash generated from operating activities, our commercial paper and credit facility programs and our ability to sell securities using our shelf registration statement. During the first three months of 2025, the primary uses of our available cash were $3.4 billion to support our ongoing capital expenditures and investments program, $1.5 billion to repurchase common stock, $1.0 billion to pay the ordinary dividend, $0.5 billion to retire debt at maturity and $0.4 billion net purchases of investments, partly offset by non-core asset sales of $0.6 billion and invoice payment timing of $1.3 billion.

Previous wording

At September 30, 2024, we had total liquidity of $12.3 billion, comprised of cash and cash equivalents of $5.2 billion, short-term investments of $1.6 billion and available borrowing capacity under our credit facility of $5.5 billion. In addition, we have $1.0 billion of long-term investments in debt securities. We believe current cash balances and cash generated by operating activities, together with access to external sources of funds as described below in the “Significant Changes in Capital” section, will be sufficient to meet our funding requirements in the near- and long-term, including our capital spending program, acquisitions, dividend payments and debt obligations.

Current wording

At March 31, 2025, we had total liquidity of $12.7 billion, comprised of cash and cash equivalents of $6.3 billion, short-term investments of $0.9 billion and available borrowing capacity under our credit facility of $5.5 billion. In addition, we have $1.0 billion of long-term investments in debt securities. We believe current cash balances and cash generated by operating activities, together with access to external sources of funds as described below in the “Significant Changes in Capital” section, will be sufficient to meet our funding requirements in the near- and long-term, including our capital spending program, acquisitions, dividend payments and debt obligations.

Previous wording

Cash provided by operating activities was $15.7 billion for the first nine months of 2024, compared with $14.7 billion for the corresponding period of 2023. The increase is primarily due to changes in operational working capital, driven by lower Norway tax payments and deferral of certain 2024 U.S. income tax payments, alongside higher production, primarily from the Lower 48 and the Surmont 50 percent working interest acquired in the fourth quarter of 2023, partly offset by lower commodity prices and lower distributions from equity affiliates.

Current wording

Cash provided by operating activities was $6.1 billion for the first three months of 2025, compared with $5.0 billion for the corresponding period of 2024. The increase in cash is primarily due to changes in operational working capital, driven by invoice and tax payment timing, and higher sales volumes from our acquisition of the Marathon Oil assets in the fourth quarter of 2024. See Note 3.

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Rearranged current paragraphs (2)

Current report — wording carried from elsewhere

Production increases were partially offset by normal field decline.

Current report — wording carried from elsewhere

After adjusting for impacts from closed acquisitions and dispositions, first-quarter 2025 production increased by 115 MBOED or five percent from the same period a year ago.
Rearranged previous paragraphs (2)

Previous report — wording carried elsewhere

Production increases were partially offset by:

Previous report — wording carried elsewhere

For remediation activities in the U.S. and Canada, our consolidated balance sheet included a total environmental accrual of $209 million at September 30, 2024, compared with $184 million at December 31, 2023. We expect to incur a substantial amount of these expenditures within the next 30 years.