Excelerate Energy, Inc.

Previous wording

Our business is substantially supported by long-term, take-or-pay agreements, which provide consistent revenue and cash flow from our high-quality customer base. Under these agreements, we either provide regasification services or utilize our assets to directly provide natural gas, LNG, power, or steam to our customers. As of March 31, 2026, we controlled or operated 11 floating regasification terminals, one onshore regasification terminal and a combined heat and power plant. We have one new floating regasification terminal that was constructed by Hyundai Heavy Industries in South Korea, which we took delivery of in the second quarter of 2026.

Current wording

Our business is substantially supported by long-term, take-or-pay agreements, which provide consistent revenue and cash flow from our high-quality customer base. Under these agreements, we either provide regasification services or utilize our assets to directly provide natural gas, LNG, power, or steam to our customers. As of June 30, 2026, we controlled or operated 12 floating regasification terminals, including a new terminal of which we took delivery in the second quarter of 2026, one onshore regasification terminal and a combined heat and power plant.

Previous wording

Our business spans the globe, with a regional presence in 14 countries and an operational presence in Argentina, Bangladesh, Brazil, Finland, Germany, Iraq, Jamaica, Pakistan, the United Arab Emirates (“UAE”), and the United States. As of March 31, 2026, we have completed more than 3,900 ship-to-ship transfers of LNG with over 50 LNG operators since we began operations and have safely delivered more than 8,100 billion cubic feet of natural gas through 19 LNG regasification terminals. We are the largest provider of regasified LNG capacity in Argentina, Bangladesh, Finland, Jamaica and the UAE. We are also one of the largest providers of regasified LNG capacity in Brazil as well as in Pakistan, where we have regasified more LNG than any other provider in the past 10 years.

Current wording

Our business spans the globe, with a regional presence in 15 countries and an operational presence in Argentina, Bangladesh, Brazil, Finland, Germany, Iraq, Jamaica, Jordan, Pakistan, the United Arab Emirates (“UAE”), and the United States (“U.S.”). As of June 30, 2026, we have completed more than 4,000 ship-to-ship transfers of LNG with over 50 LNG operators since we began operations and have safely delivered more than 8,300 billion cubic feet of natural gas through 19 LNG regasification terminals. We are the largest provider of regasified LNG capacity in Argentina, Bangladesh, Finland, Jamaica and the UAE. We are also one of the largest providers of regasified LNG capacity in Brazil as well as in Pakistan, where we have regasified more LNG than any other provider in the past 10 years.

Previous wording

For the three months ended March 31, 2026, we generated revenues of $433.4 million, net income of $50.0 million and adjusted earnings before income tax, depreciation and amortization (“Adjusted EBITDA”) of $122.2 million. For the three months ended March 31, 2025, we generated revenues of $315.1 million, net income of $52.1 million and Adjusted EBITDA of $100.4 million. For more information regarding our non-GAAP measure Adjusted EBITDA and a reconciliation to net income, the most comparable U.S. Generally Accepted Accounting Principles (“GAAP”) measure, see “How We Evaluate Our Operations.”

Current wording

For the three months ended June 30, 2026, we generated revenues of $329.3 million, net income of $50.1 million and adjusted earnings before income tax, depreciation and amortization (“Adjusted EBITDA”) of $120.1 million. For the three months ended June 30, 2025, we generated revenues of $204.6 million, net income of $20.8 million and Adjusted EBITDA of $107.1 million. For more information regarding our non-GAAP measure Adjusted EBITDA and a reconciliation to net income, the most comparable U.S. Generally Accepted Accounting Principles (“GAAP”) measure, see “How We Evaluate Our Operations.”

Previous wording

In October 2025, we executed a definitive commercial agreement with a subsidiary of Iraq’s Ministry of Electricity for the development of the country’s first LNG import terminal. The integrated project includes a five-year agreement for regasification services and LNG supply with a customer extension option, and a minimum contracted offtake of 250 million standard cubic feet per day (“MMscf/d”). Jetty reinforcement and construction of the fixed terminal infrastructure have been delayed temporarily due to the conflict in the Middle East and the terminal is no longer expected to commence operations in the third quarter of 2026 as previously disclosed. While we continue to procure materials for and carry out limited pre-construction activities on the terminal, we are delaying on-site construction activities until such time as these can be safely undertaken.

Current wording

In October 2025, we executed a definitive commercial agreement with a subsidiary of Iraq’s Ministry of Electricity for the development of the country’s first LNG import terminal. The integrated project includes a five-year agreement for regasification services and LNG supply with a customer extension option, and a minimum contracted offtake of 250 million standard cubic feet per day (“MMscf/d”). Despite the ongoing conflict in the Middle East, we continue to advance the project while adapting its execution plans as conditions evolve. We continue to closely monitor developments across the region, with safety and security remaining central to project planning and execution. Engineering and procurement activities are nearing completion. Site clearance and dredging activities continue in preparation for construction, and materials required for the terminal have been staged globally and are being mobilized based on construction priorities. Operations of the integrated terminal are expected to commence early in the second quarter of 2027.

Previous wording

In May 2026, we executed a nine-month time charter party agreement with Jordan’s National Electric Power Company, NEPCO, to deploy the Excelerate Acadia to the country’s existing LNG terminal in Aqaba. The Excelerate Acadia is expected to commence operations in mid-2026. The interim deployment enhances Jordan’s energy security by providing additional regasification capacity and generates incremental earnings for us while we continue to advance the Iraq integrated import terminal.

Current wording

In May 2026, we executed a nine-month time charter party agreement with Jordan’s National Electric Power Company, NEPCO, to deploy the Excelerate Acadia to the country’s existing LNG terminal in Aqaba. The Excelerate Acadia commenced operations in July 2026. The interim deployment enhances Jordan’s energy security by providing additional regasification capacity and generates incremental earnings for us while we continue to advance the Iraq integrated import terminal.

Previous wording

Natural gas and LNG prices increased across European and Asian markets during the first quarter of 2026 as compared to the fourth quarter of 2025. Dutch Title Transfer Facility (“TTF”) and Japan Korea Marker (“JKM”) reported average first quarter prices of $13.69 per million British thermal units (“MMBtu”) and $13.25 per MMBtu, respectively, compared to $10.20 per MMBtu and $10.29 per MMBtu, respectively, in the fourth quarter of 2025. Separately, average Henry Hub futures settlement prices increased from $3.55 per MMBtu in the fourth quarter of 2025 to $5.04 per MMBtu in the first quarter of 2026.

Current wording

Natural gas and LNG prices increased across European and Asian markets during the second quarter of 2026 as compared to the first quarter of 2026. Average prices for Dutch Title Transfer Facility (TTF) and Japan Korea Marker (JKM) in the second quarter of 2026 were $15.61 per million British thermal units (“MMBtu”) and $17.65 per MMBtu, respectively, compared to $13.69 per MMBtu and $13.25 per MMBtu, respectively, in the first quarter of 2026. Separately, average Henry Hub futures settlement prices decreased from $5.04 per MMBtu in the first quarter of 2026 to $2.90 per MMBtu in the second quarter of 2026.

Previous wording

Overall, the Middle East conflict has placed significant constraints on the near-term LNG market, limiting supply flexibility and heightening price volatility as buyers prioritize security of supply. Over the longer term, however, the global LNG outlook remains constructive, with approximately 200 MT of incremental LNG supply expected to come online by 2030. As these new volumes are delivered, they are expected to improve market liquidity, enhance diversification of supply, and alleviate structural tightness, helping to rebalance global LNG markets over time.

Current wording

Overall, the Middle East conflict has placed significant constraints on the near-term LNG market, limiting supply flexibility and heightening price volatility as buyers prioritize security of supply. The effects of the conflict have extended beyond LNG, influencing broader energy markets and reinforcing the importance of supply diversification and energy security. These dynamics continue to support investment in LNG, natural gas, and power infrastructure as countries seek to enhance the reliability and resilience of their energy systems. Over the longer term, however, the global LNG outlook remains constructive, with approximately 200 million tonnes of incremental LNG supply expected to come online by 2030. As these new volumes are delivered, they are expected to improve market liquidity, enhance diversification of supply, and alleviate structural tightness, helping to rebalance global LNG markets over time.

Previous wording

We closed the acquisition of New Fortress Energy Inc.’s business in Jamaica (the “Acquisition”) in May 2025. Therefore our results of operations for the three months ended March 31, 2025 do not contain the results of Jamaican operations.

Current wording

We closed the acquisition of New Fortress Energy Inc.’s business in Jamaica (the “Acquisition”) in May 2025. Therefore our results of operations for the three and six months ended June 30, 2025 only contain a partial period of Jamaica operating results.

Previous wording

Net income was $50.0 million for the three months ended March 31, 2026, a decrease of $2.1 million, as compared to $52.1 million for the three months ended March 31, 2025. Net income was lower primarily due to an increase in interest expense due to our new 2030 Notes (as defined herein) net of the effects of the Term Loan Facility (as defined herein) paydown ($13.2 million), the addition of depreciation and amortization in Jamaica ($9.7 million), a seasonal maintenance project ($4.1 million), and an increase in provision for income taxes ($3.4 million), as discussed below, partially offset by the addition of long-term LNG, gas and power sales agreements ($23.2 million), transition and transaction costs incurred in the first quarter of 2025 as a result of the Acquisition ($3.7 million), and additional short-term LNG, gas and power sales opportunities ($2.1 million).

Current wording

Net income was $50.1 million for the three months ended June 30, 2026, an increase of $29.3 million, as compared to $20.8 million for the three months ended June 30, 2025. Net income was higher primarily due to transition and transaction costs incurred in the second quarter of 2025 as a result of the Acquisition ($27.7 million), the addition of long-term LNG, gas and power sales agreements ($16.7 million), and additional short-term LNG, gas and power sales opportunities ($2.1 million), partially offset by the addition of depreciation and amortization in Jamaica ($5.6 million), an increase in interest expense due to our new 2030 Notes (as defined herein) net of the effects of the Term Loan Facility (as defined herein) paydown ($4.8 million), and a decrease in interest income ($4.0 million).

Previous wording

Gross Margin was $106.3 million for the three months ended March 31, 2026, an increase of $15.5 million, as compared to $90.8 million for the three months ended March 31, 2025. For the three months ended March 31, 2026, Adjusted Gross Margin was $137.3 million, an increase of $24.9 million, as compared to $112.4 million for the three months ended March 31, 2025. Gross Margin and Adjusted Gross Margin were higher primarily due to the addition of long-term LNG, gas and power sales agreements ($23.2 million) and additional short-term LNG, gas and power sales opportunities ($2.1 million), partially offset by a seasonal maintenance project ($4.1 million). Gross Margin was also impacted by the addition of depreciation and amortization in Jamaica ($9.7 million).

Current wording

Gross Margin was $105.2 million for the three months ended June 30, 2026, an increase of $12.6 million, as compared to $92.6 million for the three months ended June 30, 2025. For the three months ended June 30, 2026, Adjusted Gross Margin was $137.9 million, an increase of $19.8 million, as compared to $118.1 million for the three months ended June 30, 2025. Gross Margin and Adjusted Gross Margin were higher primarily due to the addition of long-term LNG, gas and power sales agreements ($16.7 million), and additional short-term LNG, gas and power sales opportunities ($2.1 million). Gross Margin was also impacted by the addition of depreciation and amortization in Jamaica ($5.6 million).

Previous wording

Adjusted EBITDA was $122.2 million for the three months ended March 31, 2026, an increase of $21.8 million, as compared to $100.4 million for the three months ended March 31, 2025. Adjusted EBITDA was higher primarily due to the addition of long-term

Current wording

Adjusted EBITDA was $120.1 million for the three months ended June 30, 2026, an increase of $13.0 million, as compared to $107.1 million for the three months ended June 30, 2025. Adjusted EBITDA was higher primarily due to the addition of long-term LNG, gas and power sales agreements ($16.7 million) and additional short-term LNG, gas and power sales opportunities ($2.1 million), partially offset by a decrease in interest income ($4.0 million).

Previous wording

Terminal services revenues were $158.3 million for the three months ended March 31, 2026, an increase of $9.9 million as compared to $148.4 million for the three months ended March 31, 2025. Terminal services revenues were higher primarily due to increased contract rates and an additional subcharter opportunity in the first quarter of 2026.

Current wording

Terminal services revenues were $160.5 million for the three months ended June 30, 2026, an increase of $11.7 million as compared to $148.8 million for the three months ended June 30, 2025. Terminal services revenues were higher primarily due to additional subcharter opportunities and increased contract rates.

Previous wording

Operating expenses were $53.1 million for the three months ended March 31, 2026, an increase of $11.2 million, as compared to $41.9 million for the three months ended March 31, 2025. The increase in operating expenses was primarily due to a seasonal maintenance project, increased personnel costs in Argentina and operating expenses related to a subcharter opportunity in the first quarter of 2026.

Current wording

Operating expenses were $109.2 million for the six months ended June 30, 2026, an increase of $21.2 million, as compared to $88.0 million for the six months ended June 30, 2025. The increase in operating expenses was primarily due to increased rebillable costs, a seasonal maintenance project, additional subcharter opportunities and increased personnel costs in Argentina.

Previous wording

Depreciation and amortization expenses were $31.0 million for the three months ended March 31, 2026, an increase of $9.4 million, as compared to $21.6 million for the three months ended March 31, 2025. Depreciation and amortization increased primarily due to the Acquisition.

Current wording

Depreciation and amortization expenses were $32.7 million for the three months ended June 30, 2026, an increase of $7.2 million, as compared to $25.5 million for the three months ended June 30, 2025. Depreciation and amortization increased primarily due to the Acquisition.

Previous wording

Selling, general and administrative expenses were $24.3 million for the three months ended March 31, 2026, an increase of $2.9 million, as compared to $21.4 million for the three months ended March 31, 2025. Selling, general and administrative expenses increased primarily due to higher personnel costs.

Current wording

Selling, general and administrative expenses were $24.3 million for the three months ended June 30, 2026, an increase of $2.8 million, as compared to $21.5 million for the three months ended June 30, 2025. Selling, general and administrative expenses increased primarily due to increased business development.

Previous wording

Transition and transaction expenses were $3.7 million for the three months ended March 31, 2025. Transition and transaction expenses relate to due diligence, legal, and integration costs for the Acquisition. We did not incur any transition and transaction expenses in the three months ended March 31, 2026.

Current wording

Transition and transaction expenses were $27.7 million and $31.3 million for the three and six months ended June 30, 2025, respectively. Transition and transaction expenses related to due diligence, legal, and integration costs for the Acquisition. We did not incur any transition and transaction expenses in the three and six months ended June 30, 2026.

Previous wording

Interest expense was $24.5 million for the three months ended March 31, 2026, an increase of $13.4 million, as compared to $11.1 million for the three months ended March 31, 2025. The increase was primarily due to our new 2030 Notes (as defined herein), partially offset by the effects of the Term Loan Facility (as defined herein) paydown during the second quarter of 2025.

Current wording

Interest expense was $24.2 million for the three months ended June 30, 2026, an increase of $3.5 million, as compared to $20.7 million for the three months ended June 30, 2025. The increase was primarily due to our new 2030 Notes (as defined herein), partially offset by the effects of the Term Loan Facility (as defined herein) paydown during the second quarter of 2025.

Previous wording

Other income, net was $4.5 million for the three months ended March 31, 2026, a decrease of $1.7 million, as compared to $6.2 million for the three months ended March 31, 2025. Other income, net decreased primarily due to a decrease in interest income.

Current wording

Other income, net was $1.7 million for the three months ended June 30, 2026, a decrease of $4.6 million, as compared to $6.3 million for the three months ended June 30, 2025. Other income, net decreased primarily due to a decrease in interest income.

Previous wording

The provision for income taxes for the three months ended March 31, 2026 and 2025 was $9.5 million and $6.0 million, respectively. The change was primarily attributable to the year-over-year change in the geographical distribution of income.

Current wording

The provision for income taxes for the three months ended June 30, 2026 and 2025 was $5.9 million and $5.6 million, respectively. The provision for income taxes for the six months ended June 30, 2026 and 2025 was $15.4 million and $11.6 million, respectively. The change was primarily attributable to the year-over-year change in the geographical distribution of income.

Previous wording

The effective tax rate for the three months ended March 31, 2026 and 2025, was 15.9% and 10.4%, respectively. The change was primarily driven by the geographical distribution of income and the varying tax regimes of jurisdictions.

Current wording

The effective tax rate for the three months ended June 30, 2026 and 2025, was 10.6% and 21.2%, respectively. The effective tax rate for the six months ended June 30, 2026 and 2025, was 13.3% and 13.7%, respectively. The change was primarily driven by the geographical distribution of income and the varying tax regimes of jurisdictions.

Previous wording

Net income attributable to non-controlling interest was $37.7 million for the three months ended March 31, 2026, a decrease of $3.0 million, as compared to $40.7 million for the three months ended March 31, 2025. The decrease in net income attributable to non-controlling interest was primarily due to lower net income attributable to owners of our Class B Common Stock.

Current wording

Net income attributable to non-controlling interest was $38.0 million for the three months ended June 30, 2026, an increase of $22.0 million, as compared to $16.0 million for the three months ended June 30, 2025. The increase in net income attributable to non-controlling interest was primarily due to higher net income attributable to owners of our Class B Common Stock.

Previous wording

Based on our cash positions, cash flows from operating activities and borrowing capacity under our debt facilities, we believe we will have sufficient liquidity for the next 12 months for ongoing operations, planned capital expenditures, other investments, debt service obligations, payment of tax distributions and our announced and expected quarterly dividends and distributions, as described in Part II, Item 5 – Our Dividend and Distribution Policy in the 2025 Annual Report. For more information regarding our planned dividend payments, see Note 12 – Equity. As of March 31, 2026, we had $540.1 million in unrestricted cash and cash equivalents.

Current wording

Based on our cash positions, cash flows from operating activities and borrowing capacity under our debt facilities, we believe we will have sufficient liquidity for the next 12 months for ongoing operations, planned capital expenditures, other investments, debt service obligations, payment of tax distributions and our announced and expected quarterly dividends and distributions, as described in Part II, Item 5 – Our Dividend and Distribution Policy in the 2025 Annual Report. For more information regarding our planned dividend payments, see Note 13 – Equity. As of June 30, 2026, we had $342.4 million in unrestricted cash and cash equivalents.

Previous wording

In December 2025, our board of directors approved a share repurchase program (the “Share Repurchase Program”) to purchase up to $75.0 million of our Class A Common Stock, par value $0.001 (“Class A Common Stock”). The Share Repurchase Program does not obligate us to acquire any specific number of shares, has no expiration date, and may be suspended, extended, modified or discontinued at any time at the discretion of the board of directors. During the three months ended March 31, 2026, we repurchased 147,699 shares of our outstanding Class A Common Stock at a weighted average price of $34.07 per share, for a total net cost, including commission fees and taxes, of approximately $5.0 million. For more information, see Part II – Other Information – Item 2. Unregistered Sales of Equity Securities and Use of Proceeds –Share Repurchase Program.

Current wording

In December 2025, our board of directors approved a share repurchase program (the “Share Repurchase Program”) to purchase up to $75.0 million of our Class A Common Stock, $0.001 par value per share (“Class A Common Stock”). The Share Repurchase Program does not obligate us to acquire any specific number of shares, has no expiration date, and may be suspended, extended, modified or discontinued at any time at the discretion of the board of directors. During the three months ended June 30, 2026, we repurchased 693,177 shares of our outstanding Class A Common Stock at a weighted average price of $33.93 per share, for a total net cost, including commission fees and taxes, of approximately $23.8 million. During the six months ended June 30, 2026, we repurchased 840,876 shares of our outstanding Class A Common Stock at a weighted average price of $33.90 per share, for a total net cost, including commission fees and taxes, of approximately $28.8 million. For more information, see Part II – Other Information – Item 2. Unregistered Sales of Equity Securities and Use of Proceeds –Share Repurchase Program.

Previous wording

Cash flows provided by operating activities decreased by $94.8 million for the three months ended March 31, 2026, as compared to the three months ended March 31, 2025, primarily due to differences in the timing of collections and payments related to LNG, gas and power purchases and sales, and interest expense on the 2030 Notes (as defined herein).

Current wording

Cash flows provided by operating activities decreased by $67.7 million for the six months ended June 30, 2026, as compared to the six months ended June 30, 2025, primarily due to differences in the timing of collections and payments related to LNG, gas and power purchases and sales, and interest expense on the 2030 Notes (as defined herein), partially offset by costs related to the Acquisition.

Previous wording

Cash flows used in investing activities were primarily comprised of capital expenditures made for the purchases of property and equipment, which decreased by $17.8 million for the three months ended March 31, 2026, as compared to the same period in 2025. The decrease was primarily due to payments made in 2025 for Acadia, partially offset by payments made in 2026 related to our new project in Iraq.

Current wording

Cash flows used in investing activities were primarily comprised of capital expenditures made for the purchases of property and equipment, which decreased by $841.7 million for the six months ended June 30, 2026, as compared to the six months ended June 30, 2025. The decrease was primarily due to the Acquisition, partially offset by increased milestone payments made in 2026 as compared to 2025 for the Excelerate Acadia as well as purchases made in 2026 for our Iraq project.

Previous wording

Cash flows used in financing activities increased by $3.2 million for the three months ended March 31, 2026, as compared to the three months ended March 31, 2025, primarily due to $4.5 million paid to repurchase stock in 2026 and a increase of $2.7 million in dividends and distributions paid, partially offset by a $4.5 million increase in repayments on long-term debt and finance leases.

Current wording

Financing cash flows decreased by $859.0 million for the six months ended June 30, 2026, as compared to the six months ended June 30, 2025, primarily due to $800.0 million in borrowings as a result of the Debt Offering (as defined herein) completed in 2025, $201.9 million in proceeds from the Equity Offering, and $28.4 million in repurchases of Class A Common Stock, partially offset by a $161.2 million decrease in repayments on long-term debt and finance leases and a $19.4 million decrease in the payment of debt issuance costs.

Previous wording

The following table summarizes our cash outlays for capital projects for the three months ended March 31, 2026 and 2025:

Current wording

The following table summarizes our cash outlays for capital projects for the three and six months ended June 30, 2026 and 2025:

Previous wording

As of March 31, 2026, the Company had issued no letters of credit under the EE Revolver. As a result of the EE Revolver’s financial ratio covenants and after taking into account the outstanding letters of credit issued under the facility, all of the $500.0 million of undrawn capacity was available for additional borrowingsas of March 31, 2026 and up to $500.0 million of the EE Revolver may be used for letters of credit. We have $133.6 million in letters of credit outstanding as of March 31, 2026, under a bilateral facility.

Current wording

As of June 30, 2026, the Company had issued no letters of credit under the EE Revolver. As a result of the EE Revolver’s financial ratio covenants and after taking into account the outstanding letters of credit issued under the facility, all of the $500.0 million of undrawn capacity was available for additional borrowingsas of June 30, 2026 and up to $500.0 million of the EE Revolver may be used for letters of credit. We have $198.5 million in letters of credit outstanding as of June 30, 2026, under a bilateral facility.

Previous wording

For information about our other debt obligations, see Notes 10 and 11 in the Notes to our Consolidated Financial Statements.

Current wording

For information about our other debt obligations, see Notes 11 and 12 in the Notes to our Consolidated Financial Statements.

Previous wording

We are the lessee of one floating regasification terminal lease and one vessel lease. Additionally, we have operating leases for offices in various locations under noncancelable leases. As of December 31, 2025, we had future minimum lease payments totaling $212.0 million. As of March 31, 2026, we had future minimum lease payments totaling $205.1 million and are committed to $25.8 million in year one, $69.5 million for years two and three, $66.0 million for years four and five and $43.8 million thereafter.

Current wording

We are the lessee of one floating regasification terminal lease and one vessel lease. Additionally, we have operating leases for offices in various locations under noncancelable leases. As of December 31, 2025, we had future minimum lease payments totaling $212.0 million. As of June 30, 2026, we had future minimum lease payments totaling $196.0 million and are committed to $17.1 million in year one, $69.2 million for years two and three, $65.9 million for years four and five and $43.8 million thereafter.

Previous wording

Certain enforceable floating regasification terminal leases and pipeline capacity agreements are classified as finance leases, and the right-of-use assets are included in property and equipment. As of December 31, 2025, we had future minimum lease payments totaling $207.2 million. As of March 31, 2026, we had future minimum lease payments totaling $198.9 million and are committed to $24.9 million in payments in year one, $60.8 million for years two and three, $55.2 million for years four and five and $58.0 million thereafter.

Current wording

Certain enforceable floating regasification terminal leases and pipeline capacity agreements are classified as finance leases, and the right-of-use assets are included in property and equipment. As of December 31, 2025, we had future minimum lease payments totaling $207.2 million. As of June 30, 2026, we had future minimum lease payments totaling $190.6 million and are committed to $16.6 million in payments in year one, $60.8 million for years two and three, $55.2 million for years four and five and $58.0 million thereafter.

Previous wording

We are party to the TRA with EE Holdings and the Foundation. The TRA provides for payment by us to EE Holdings of 85% of the amount of the net cash tax savings, if any, that we are deemed to realize as a result of our utilization of certain tax benefits resulting from (i) certain increases in the tax basis of assets of EELP and its subsidiaries resulting from exchanges of EELP partnership interests in the future, (ii) certain tax attributes of EELP and subsidiaries of EELP (including the existing tax basis of assets owned by EELP or its subsidiaries and the tax basis of certain assets purchased from the Foundation) that existed as of the time of our initial public offering (“IPO”) or may exist at the time when Class B interests of EELP are exchanged for shares of Class A Common Stock, and (iii) certain other tax benefits related to us entering into the TRA, including tax benefits attributable to payments that we make under the TRA.

Current wording

We are party to the TRA with EE Holdings and the Foundation. The TRA provides for payment by us to EE Holdings of 85% of the amount of the net cash tax savings, if any, that we are deemed to realize as a result of our utilization of certain tax benefits resulting from (i) certain increases in the tax basis of assets of EELP and its subsidiaries resulting from exchanges of EELP partnership interests in the future, (ii) certain tax attributes of EELP and subsidiaries of EELP (including the existing tax basis of assets owned by EELP or its subsidiaries and the tax basis of certain assets purchased from the Foundation) that existed as of the time of our initial public offering (“IPO”) or may exist at the time when Class B interests of EELP are exchanged for shares of Class A Common Stock, and (iii) certain other tax benefits related to us entering into the TRA, including tax benefits attributable to payments that we make under the TRA. As a result of the Share Repurchase Program, our expected payments under the TRA decreased by $1.2 million for the six months ended June 30, 2026.