Sunoco LP

Results of Operations

Consolidated Results

Net Income. For the three months ended September 30, 2025 compared to the same period last year, net income increased primarily due to an increase in operating income and higher equity in earnings of unconsolidated affiliates, partially offset by increases in depreciation, amortization and accretion and interest expense. For the nine months ended September 30, 2025 compared to the same period last year, net income decreased due to a $598 million gain on the West Texas Sale in April 2024, as well as increases in interest expense and losses on extinguishment of debt. These decreases were partially offset by an increase in operating income, as well as higher equity in earnings of unconsolidated affiliates and a decrease in income tax expense. For the three and nine months ended September 30, 2025 compared to the same periods last year, the increases in operating income were primarily driven by higher Adjusted EBITDA, partially offset by increases in depreciation, amortization and accretion. These increases and decreases are discussed further below.

Adjusted EBITDA (consolidated). For the three months ended September 30, 2025 compared to the same period last year, Adjusted EBITDA increased primarily due to an increase in total segment profit of $29 million, excluding unrealized gains and losses on commodity derivatives and inventory valuation adjustments, primarily due to increased fuel volumes and increased margin from transmix and blending activities and an increase in Adjusted EBITDA related to unconsolidated affiliates of $11 million, partially offset by an increase in operating costs (including operating expenses, general and administrative expenses and lease expense) of $8 million due to transaction costs related to the Parkland Acquisition and other acquisitions. For the nine months ended September 30, 2025, compared to the same period last year, Adjusted EBITDA increased primarily due to an increase in segment profit of $264 million, excluding unrealized gains and losses on commodity derivatives and inventory valuation adjustments, primarily related to the acquisitions of NuStar and Zenith European terminals, an increase in Adjusted EBITDA related to unconsolidated affiliates of $106 million, and a $7 million decrease in operating costs (including operating expenses, general and administrative expenses and lease expense) due to one-time NuStar Acquisition expenses in 2024, partially offset by the full period impact of NuStar operating costs and one-time expenses associated with the Parkland Acquisition in the current period.

Additional discussion on the changes impacting net income and comprehensive income (loss) and Adjusted EBITDA for the three and nine months ended September 30, 2025 compared to the same periods last year is available below and in “Segment Operating Results.”

Depreciation, Amortization and Accretion. For the three and nine months ended September 30, 2025 compared to the same periods last year, depreciation, amortization and accretion increased primarily due to additional depreciation and amortization from assets recently placed in service and from recent acquisitions.

Interest Expense, net. For the three and nine months ended September 30, 2025 compared to the same periods last year, interest expense increased primarily due to an increase in average total long-term debt resulting from the issuance of senior notes to fund a portion of the cash consideration for the Parkland Acquisition.

(Gain) Loss on Disposal of Assets and Impairment Charges. For the nine months ended September 30, 2024 loss on disposal of assets and impairment charges primarily related to the termination of a lease in June 2024.

Loss on Extinguishment of Debt. For the three and nine months ended September 30, 2025, loss on extinguishment of debt was primarily due to the termination of bridge financing related to the Parkland Acquisition.

Unreal ized (Gains) Losses on Commodity Derivatives. The unrealized gains and losses on our commodity derivatives represent the changes in fair value of our commodity derivatives. The change in unrealized gains and losses between periods is impacted by the notional amounts and commodity price changes on our commodity derivatives. Additional information on commodity derivatives is included in “Item 3. Quantitative and Qualitative Disclosures about Market Risk” below.

Inventory Valuation Adjustments. Inventory valuation adjustments represent changes in lower of cost or market reserves using the LIFO method on the Partnership’s inventory. These amounts are unrealized valuation adjustments applied to fuel volumes remaining in inventory at the end of the period. For the three months ended September 30, 2025, the Partnership's cost of sales included favorable inventory valuation adjustments of $10 million, which increased net income; and for the three months ended September 30, 2024, the Partnership's cost of sales included unfavorable inventory valuation adjustments of $197 million, which decreased net income. For the nine months ended September 30, 2025, the Partnership's cost of sales included favorable inventory valuation adjustments of $31 million, which increased net income; and for the nine months ended September 30, 2024 the Partnership's cost of sales included unfavorable inventory valuation adjustments of$99 million, which decreased net income.

Adjusted EBITDA Related to Unconsolidated Affiliates and Equity in Earnings of Unconsolidated Affiliates. See additional information in “Supplemental Information on Unconsolidated Affiliates” and “Segment Operating Results.”

Gain on West Texas Sale. The gain on West Texas Sale relates to the gain recognized by Sunoco LP upon completion of the sale of convenience stores to 7-Eleven, Inc. in April 2024.

Income Tax Expense. For the three months ended September 30, 2025 compared to the same period last year, income tax expense decreased primarily due to lower earnings from the Partnership's consolidated corporate subsidiaries. For the nine months ended September 30, 2025 compared to the same period last year, income tax expense decreased primarily due to a taxable gain recognized by a corporate subsidiary on the West Texas Sale in April 2024.

Supplemental Information on Unconsolidated Affiliates

The following table presents financial information related to unconsolidated affiliates:

(1)These amounts represent our proportionate share of the Adjusted EBITDA of our unconsolidated affiliates and are based on our equity in earnings or losses of our unconsolidated affiliates adjusted for our proportionate share of the unconsolidated affiliates’ interest, depreciation, amortization, accretion, non-cash items and taxes.

Segment Operating Results

We evaluate segment performance based on Segment Adjusted EBITDA, which we believe is an important performance measure of the core profitability of our operations. This measure represents the basis of our internal financial reporting and is one of the performance measures used by senior management in deciding how to allocate capital resources among business segments.

The following tables identify the components of Segment Adjusted EBITDA, which is calculated as follows:

•Segment profit, operating expensesand selling, general and administrative expenses. These amounts represent the amounts included in our consolidated financial statements that are attributable to each segment.

•Adjusted EBITDA related to unconsolidated affiliates. Adjusted EBITDA related to unconsolidated affiliates excludes the same items with respect to the unconsolidated affiliates as those excluded from the calculation of Segment Adjusted EBITDA, such as interest, taxes, depreciation, amortization, accretion and other non-cash items. Although these amounts are excluded from Adjusted EBITDA related to unconsolidated affiliates, such exclusion should not be understood to imply that we have control over the operations and resulting revenues and expenses of such affiliates. We do not control our unconsolidated affiliates; therefore, we do not control the earnings or cash flows of such affiliates.

The following analysis of segment operating results includes a measure of segment profit. Segment profit is a non-GAAP financial measure and is presented herein to assist in the analysis of segment operating results and particularly to facilitate an understanding of the impacts that changes in sales revenues have on the segment performance measure of Segment Adjusted EBITDA. Segment profit is similar to the GAAP measure of gross profit, except that segment profit excludes charges for depreciation, amortization and accretion. The most directly comparable measure to segment profit is gross profit.

The following table presents a reconciliation of segment profit to gross profit:

In addition, for the Fuel Distribution segment, the following sections include information on the components of segment profit by sales type, which components are included in order to provide additional disaggregated information to facilitate the analysis of segment profit and Segment Adjusted EBITDA. These components of segment profit are calculated consistent with the calculation of segment profit; therefore, these components also exclude charges for depreciation, amortization and accretion.

Fuel Distribution

(1)Excludes the impact of inventory valuation adjustments consistent with the definition of Adjusted EBITDA.

Volumes. For the three and nine months ended September 30, 2025 compared to the same periods last year, volumes increased primarily due to acquisitions. For the nine months ended September 30, 2025 compared to the same period last year, these volume increases were partially offset by the impact of the sale of assets in West Texas in April 2024.

Segment Adjusted EBITDA. For the three months ended September 30, 2025 compared to the same period last year, Segment Adjusted EBITDA related to our Fuel Distribution segment decreased due to the net impact of the following:

•a decrease of $10 million due to lower profit per gallon; and

•an increase of $13 million in expenses primarily due to the Parkland Acquisition and other acquisitions.

For the nine months ended September 30, 2025 compared to the same period last year, Segment Adjusted EBITDA related to our Fuel Distribution segment decreased due to the net impact of the following:

•a decrease of $49 million related to a decrease in fuel gross profit due to the West Texas Sale, partially offset by an increase in gallons sold due to acquisitions;

•a decrease of $7 million in lease profit due to the West Texas Sale; and

•an increase of $2 million in expenses primarily due to the Parkland Acquisition and other acquisitions, partially offset by a reduction related to the West Texas Sale.

Pipeline Systems

Volumes. For the three and nine months ended September 30, 2025 compared to the same periods last year, the increase in throughput volumes reflected the impact of refinery turnarounds in the prior period. For the nine months ended September 30, 2025 compared to the same period last year, the increase in throughput volumes also reflected the impact of the NuStar Acquisition in the prior period.

Segment Adjusted EBITDA. For the three months ended September 30, 2025 compared to the same period last year, Segment Adjusted EBITDA related to our Pipeline Systems segment increased due to the net impact of the following:

•a $30 million increase in segment profit primarily due to refinery turnarounds in the prior period and overall system demand;

•an $11 million increase in Adjusted EBITDA related to ET-S Permian; and

•a $6 million decrease in operating costs primarily due to a decrease in general and administrative expenses related to one-time NuStar Acquisition expenses incurred in 2024.

For the nine months ended September 30, 2025 compared to the same period last year, Segment Adjusted EBITDA related to our Pipeline Systems segment increased due to the net impact of the following:

•a $214 million increase in segment profit driven by a $234 million increase from the timing of the NuStar Acquisition, which occurred on May 3, 2024 and therefore is only reflected for five months in the prior period, and a $28 million increase due to refinery turnarounds in the prior period, partially offset by a $50 million decrease from the deconsolidation of certain NuStar assets in connection with the formation of ET-S Permian effective July 1, 2024;

•a $106 million increase in Adjusted EBITDA primarily related to the formation of ET-S Permian; and

•an $18 million decrease in operating costs primarily due to a decrease in general and administrative expenses related to one-time NuStar Acquisition expenses incurred in the prior period. This decrease was partially offset by an increase in operating expenses from the timing of the NuStar Acquisition, which occurred on May 3, 2024, and a decrease of $6 million from the deconsolidation of certain NuStar assets in connection with the formation of ET-S Permian effective July 1, 2024.

Terminals

Volumes. For the three months ended September 30, 2025 compared to the same period last year, volumes decreased due to lower trading activity as well as customer transitions. For the nine months ended September 30, 2025 compared to the same period last year, volumes increased due to recently acquired assets.

Segment Adjusted EBITDA. For the three months ended September 30, 2025 compared to the same period last year, Segment Adjusted EBITDA related to our Terminals segment increased primarily due to the following:

•a $9 million increase in segment profit (excluding inventory valuation adjustments) primarily due to favorable margins from transmix activities and the Portland terminal acquisition, which occurred in August 2024 and therefore is only reflected for two months in the prior period.

For the nine months ended September 30, 2025 compared to the same period last year, Segment Adjusted EBITDA related to our Terminals segment increased due to the net impact of the following:

•a $106 million increase in segment profit (excluding inventory valuation adjustments) due to the acquisitions of NuStar, the Zenith European terminals and a terminal in Portland; partially offset by

•a $9 million increase in operating costs primarily due to an increase in operating expenses from the timing of the NuStar and Zenith European terminals acquisitions.