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Sunoco LP

For the period ended Mar 31, 2026. Filed May 7, 2026.

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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, 2026 · Filed May 7, 2026

SUN$62.70+1.6%Stored close · as of Nov 9, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

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Description of Indebtedness

As of the dates set forth below, our outstanding consolidated indebtedness was as follows:

March 31,2026December 31,2025
Credit Facility$125$—
6.000% Senior Notes due 2026 (1)—500
3.875% CAD senior notes due 2026 (2)395400
Parkland 3.875% CAD senior notes due 2026 (1)—37
TanQuid 2.340% EUR senior notes due 2026 (2)95—
6.000% senior notes due 2027 (1)—600
5.625% senior notes due 2027550550
5.875% senior notes due 2027499499
Parkland 5.875% senior notes due 2027 (1)—1
5.875% senior notes due 2028400400
7.000% senior notes due 2028500500
6.000% CAD senior notes due 2028274277
Parkland 6.000% CAD senior notes due 2028 (1)—14
4.500% senior notes due 2029800800
7.000% senior notes due 2029750750
4.375% CAD senior notes due 2029391397
Parkland 4.375% CAD senior notes due 2029 (1)—40
4.500% senior notes due 2029790790
Parkland 4.500% senior notes due 2029 (1)—10
4.500% senior notes due 2030800800
6.375% senior notes due 2030600600
4.625% senior notes due 2030798798
Parkland 4.625% senior notes due 2030 (1)—2
TanQuid variable rate EUR senior notes due 203054—
5.625% senior notes due 20311,0001,000
5.375% senior notes due 2031600—
7.250% senior notes due 2032750750
6.625% senior notes due 2032493493
Parkland 6.625% senior notes due 2032 (1)—7
6.250% senior notes due 20331,0001,000
5.875% senior notes due 2034900900
5.625% senior notes due 2034600—
GoZone Bonds322322
Lease-related financing obligations and other subsidiary debt539233
Net unamortized premiums, discounts and fair value adjustments(1)2
Deferred debt issuance costs(92)(83)
Total debt13,93213,389
Less: current maturities1217
Total long-term debt, net$13,920$13,372

(1)These senior notes were redeemed in March 2026. See additional information under“Recent Transactions.”

(2)As of March 31, 2026,$490 million aggregate principal amount of senior notes due before March 31, 2027 were classified as long-term as management has the intent and ability to refinance the borrowings on a long-term basis.

Recent Transactions

In March 2026, the Partnership issued $600 million aggregate principal amount of 5.375% senior notes due 2031 and $600 million aggregate principal amount of 5.625% senior notes due 2034. These notes will mature on July 15, 2031 and July 15, 2034, respectively, and interest is payable semi-annually on January 15 and July 15 of each year, commencing on July 15, 2026. The Partnership used a portion of the net proceeds from this private offering to redeem in full its $500 million aggregate principal amount of 6.000% senior notes due 2026 and its $600 million aggregate principal amount of 6.000% senior notes due 2027.

In March 2026, the Partnership redeemed Parkland's remaining senior notes.

Credit Facility

As of March 31, 2026, wehad$125 million outstanding borrowings on the Credit Facility, which matures on June 17, 2030, and $151 million standby letters of credit were outstanding. The unused availability on the Credit Facility as of March 31, 2026 was$2.22 billion. The weighted average interest rate on the total amount outstanding as of March 31, 2026 was 5.52%. The Partnershipwas in compliance with all financial covenants as of March 31, 2026.

Upon the closing of the NuStar Acquisition, the commitments under NuStar’s receivables financing agreement were reduced to zero during a suspension period, for which the period end has not been determined. As of March 31, 2026, this facility had no outstanding borrowings.

Guarantor Summarized Financial Information

The senior notes issued by NuStar Logistics are fully and unconditionally guaranteed by Sunoco LP, Sunoco Finance Corp. and certain of its subsidiaries; the senior notes issued by Sunoco LP and the senior notes co-issued by Sunoco LP and Sunoco Finance Corp. are fully and unconditionally guaranteed by NuStar, NuStar Logistics and certain other subsidiaries. Each guarantee of the senior notes (i) ranks equally in right of payment with all other existing and future unsecured senior indebtedness of that guarantor, (ii) is structurally subordinated to all existing and any future indebtedness and obligations of any subsidiaries of that guarantor that do not guarantee the notes and (iii) ranks senior to its guarantee of our subordinated indebtedness. See Note 9 of the Notes to Financial Statements in Item 1. “Financial Statements” for a discussion of certain of our debt obligations.

The following tables present summarized combined balance sheet and income statement information for Sunoco LP, Sunoco Finance Corp. and NuStar Logistics (the “Issuers”), as well as the subsidiaries that guarantee the senior notes issued by those three entities (collectively with the Issuers, the “Guarantor Issuer Group”). Intercompany items among the Guarantor Issuer Group have been eliminated in the summarized combined financial information below, as well as intercompany balances and activity for the Guarantor Issuer Group with non-guarantor subsidiaries, including the Guarantor Issuer Group’s investment balances in non-guarantor subsidiaries.

Summarized Combined Balance Sheet Information for the Guarantor Issuer Group:March 31,2026December 31,2025
Current assets$3,591$2,544
Non-current assets14,75516,775
Current liabilities(a)2,7051,816
Non-current liabilities, including long-term debt14,46414,200

(a)Excludes $330 million and $418 million of net intercompany payables owed to the non-guarantor subsidiaries from the Guarantor Issuer Group as of March 31, 2026 and December 31, 2025, respectively.

Long-term assets for the non-guarantor subsidiaries totaled$8.66 billion and$6.07 billion as of March 31, 2026 and December 31, 2025, respectively.

Summarized Combined Income Statement Information for the Guarantor Issuer Group:Three Months Ended March 31, 2026
Revenues$5,425
Operating income740
Net income559

Revenues and net income for the non-guarantor subsidiaries totaled $5.27 billion and $85 million, respectively, for the three months ended March 31, 2026.

Critical Accounting Estimates

The Partnership's critical accounting estimates are described in our Annual Report on Form 10-K for the year ended December 31, 2025, filed with the SEC on February 19, 2026. No significant changes have occurred subsequent to the Form 10-K filing.

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