CVR PARTNERS, LP

CVR PARTNERS, LP - Quarterly Report on Form 10-Q

March 31, 2026

This Quarterly Report on Form 10-Q (including documents incorporated by reference herein) contains statements with respect to our expectations or beliefs as to future events. These types of statements are “forward-looking” and subject to uncertainties. See “Important Information Regarding Forward-Looking Statements” section of this filing.

Important Information Regarding Forward-Looking Statements

This Quarterly Report on Form 10-Q (this “Report”) contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), including, but not limited to, those under Part I, Item 2, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” of this Report. These forward-looking statements are subject to a number of risks and uncertainties, many of which are beyond our control. All statements other than statements of historical fact, including without limitation, statements regarding future operations, financial position, estimated revenues and losses, growth, capital projects, unit repurchases, impacts of legal proceedings, legislation, policies or regulations, projected costs, prospects, plans, and objectives of management are forward-looking statements. The words “could”, “believe”, “anticipate”, “intend”, “estimate”, “expect”, “may”, “should”, “continue”, “predict”, “potential”, “project”, and similar terms and phrases are intended to identify forward-looking statements.

Forward-looking statements include, but are not limited to, the following:

•our forecasts of our future financial condition, capital expenditures, results of operations, revenues and expenses;

•our ability to meet certain carbon capture and sequestration milestones;

•our ability to successfully implement business strategies and the timing thereof, including significant capital programs or projects, turnarounds or other initiatives;

•the expected supply, availability and price levels of raw materials and feedstocks and the effects of inflation, geopolitical events and conflicts thereupon;

•the expected availability of adequate cash and other sources of liquidity for the capital, operating and other needs of our business;

•our ability to generate distributable cash or make cash distributions on our common units, including reserves and future uses of cash;

•expectations regarding global production levels, including our production levels;

•expectations regarding the volatile, cyclical, and seasonal nature of our business;

•expectations of asset useful lives and impairments and impacts thereof and realizable inventory value;

•expectations of the cost and value of payouts under or in connection with our equity and non-equity incentive plans;

•expected competition in the nitrogen fertilizer business and foreign wheat and coarse grain production, including impacts thereof as a result of farm planting acreage, domestic and global supply and demand, and domestic or international duties, tariffs or other factors; and

•expectations regarding our ability to procure or recover under our insurance policies for damages or losses in full or at all.

Such forward-looking statements are subject to a number of risks and uncertainties, many of which are beyond our control. Although we believe our assumptions concerning future events are reasonable, a number of risks, uncertainties, and other factors could cause actual results and trends to differ materially from those projected or forward-looking. Differences between actual results or trends and any future results or trends expressed, suggested, or forecast in these forward-looking statements could result from a variety of factors, including the following:

•the potential impacts of geopolitical events and conflicts (including those relating to the Russia-Ukraine war, the tensions and conflict in the Middle East and the recent developments in Venezuela and the U.S.-Israel and Iran war), and any escalation, expansion, or resolution thereof, on commodity prices and other markets to which we provide products;

•risks related to our dependence on significant third-party suppliers and customers;

•the ability of our general partner, CVR GP, LLC (“General Partner”), to modify or revoke our distribution policy at any time;

•the impact of weather on our business, including our ability to produce, market, sell, transport or deliver fertilizer products profitably or at all;

•risks related to potential strategic transactions involving CVR Partners, LP ( “CVR Partners”), or interests therein, in which our affiliate, CVR Energy, Inc. (together with its subsidiaries, but excluding CVR Partners and its subsidiaries, “CVR Energy”), and its controlling shareholder or others may participate;

•the impacts of existing and future laws, regulations, rules, policies, or rulings, including changes, amendments, reinterpretation or amplification thereof and the actions of the current administration or future administrations relating thereto, including potential liabilities or capital requirements arising therefrom and the impacts thereof on macroeconomic factors, consumer activity or otherwise;

•the effects of alternative energy or fuel sources and impacts on corn prices (ethanol), and the end-use and application of fertilizers;

•impacts of rulings, judgments or settlements in litigation, tax or other legal or regulatory matters;

•risks related to our lack of asset diversification;

•risks related to product pricing, including spot and contracted sales, the timing thereof, and our ability to realize market prices, in full or at all;

•the effects of accidents or other unscheduled shutdowns or interruptions affecting our facilities, machinery, people, or equipment, or those of our suppliers or customers;

•risks related to potential operating hazards from accidents, fires, severe weather, tornadoes, floods, wildfires, or other natural disasters;

•the effects of the volatile nature of ammonia, potential liability for accidents involving ammonia including damage or injury to persons, property, the environment or human health and increased costs related to the transport or production of ammonia;

•the impact of potential runoff of water containing hazardous substances into waterways and regulatory or legal actions in response thereto;

•the effects of potential labor supply shortages, labor difficulties, labor disputes or strikes;

•risks related to operational interruptions or changes in laws that could impact the amount and receipt of tax credits (if any) under the Internal Revenue Code of 1986, as amended, or any similar law, rule, or regulation;

•risks related to our businesses’ ability to obtain, retain or renew environmental and other governmental permits, licenses or authorizations necessary for the operation of its business;

•risks of terrorism, cybersecurity attacks, and the security of chemical manufacturing facilities and other matters beyond our control;

•risks related to our capital structure, including our ability to issue securities, the impacts of securities issuances on securities prices or dilution, instability and volatility in the capital and credit markets, restrictions in our debt agreements and our ability to refinance our debt on acceptable terms or at all;

•the effect of the potential loss of transportation cost advantage over our competitors;

•risks related to our reliance on CVR Energy’s management team and conflicts of interest they may face operating each of CVR Partners and CVR Energy;

•risks related to control of our General Partner by CVR Energy and control of CVR Energy by its controlling shareholder, which could result in competition, transactions, or conflicts with CVR Energy and its affiliates;

•the impact of potential changes in our treatment as a partnership for U.S. federal income or state tax purposes;

•risks related to the number of investors willing to hold or acquire our common units and impacts of any changes in ownership of our common units by CVR Energy, Mr. Carl C. Icahn, or their affiliates, or of CVR Energy’s common stock by Mr. Carl C. Icahn or his affiliates;

•the effects of operating hazards and interruptions at our facilities, including unscheduled maintenance or downtime and the availability of adequate insurance coverage;

•the risk of changes in tax and other laws, regulations and policies, including the One Big Beautiful Bill Act; and

•the factors described in greater detail under “Risk Factors” in Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2025 and our other filings with the U.S. Securities and Exchange Commission (“SEC”).

All forward-looking statements contained in this Report only speak as of the date of this Report. We undertake no obligation to publicly update or revise any forward-looking statements to reflect events or circumstances that occur after the date of this Report, or to reflect the occurrence of unanticipated events, except to the extent required by law.

Information About Us

Investors should note that we make available, free of charge on our website at www.CVRPartners.com, our annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, and any amendments to those reports as soon as reasonably practicable after we electronically file such material with, or furnish it to, the SEC. We also post announcements, updates, events, investor information and presentations on our website in addition to copies of all recent news releases. We may use the Investor Relations section of our website to communicate with investors. It is possible that the financial and other information posted there could be deemed to be material information. Documents and information on our website are not incorporated by reference herein.

The SEC maintains a website at www.sec.gov that contains reports, proxy and information statements, and other information regarding issuers, including us, that file electronically with the SEC.

PART I. FINANCIAL INFORMATION