Sunoco LP

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

(1)These senior notes were redeemed during the nine months ended September 30, 2026. See additional information under“Recent Transactions.”

(2)As of September 30, 2026, $1.05 billion aggregate principal amount of senior notes due before September 30, 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.

In June 2026, the Partnership redeemed all of its outstanding 3.875% CAD senior notes due 2026.

In August 2026, the Partnership redeemed all of its outstanding 6.000% CAD senior notes due 2028.

Credit Facility

As of September 30, 2026, we had $111 million outstanding borrowings on the Credit Facility, which matures on June 17, 2030, and $84 million standby letters of credit were outstanding. The unused availability on the Credit Facility as of September 30, 2026 was $2.30 billion. The weighted average interest rate on the total amount outstanding as of September 30, 2026 was 4.35%. The Partnership was in compliance with all financial covenants as of September 30, 2026.

Upon the closing of the NuStar Acquisition, the commitments under NuStar’s receivables financing agreement were reduced to zero during a suspension period. As of September 30, 2026, this facility had no outstanding borrowings. On October 8, 2026, pursuant to a payoff letter with PNC Bank, National Association, as administrative agent, the receivables financing agreement and the related transaction documents were terminated and all related security interests and liens were released.

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 Consolidated 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.

In accordance with Rule 13-01 of Regulation S-X, the summarized financial information of the Guarantor Issuer Group presented below excludes the respective entities’ investments in the non-guarantor subsidiaries, which investments totaled$5.51 billion as of September 30, 2026. Because the non-guarantor subsidiaries are not guarantors under the senior notes issued by the Guarantor Issuer Group, the assets and equity of the non-guarantor subsidiaries are not directly available to satisfy the repayment of those senior notes; however, the Partnership directly or indirectly owns all of the equity and controlling interest in the non-guarantor subsidiaries, and for substantially all of those subsidiaries, there are no significant restrictions on the ability of the subsidiaries to pay distributions or make loans to such subsidiaries’ respective parent. Consequently, the Partnership believes that its consolidated financial statements more accurately depict its ability to meet its obligations under its senior notes issued by the Guarantor Issuer Group.

The balances as of December 31, 2025 in the table below have been adjusted from previously reported amounts to conform to the current period; the change includes the impact of allocating fair value to non-guarantor subsidiaries in connection with purchase accounting that was in process as of December 31, 2025.

(a)Excludes$343 million and $418 million of net intercompany payables owed to the non-guarantor subsidiaries from the Guarantor Issuer Group as of September 30, 2026 and December 31, 2025, respectively.

Long-term assets for the non-guarantor subsidiaries totaled $11.73 billion and$11.53 billion as of September 30, 2026 and December 31, 2025, respectively.

Revenues and net income for the non-guarantor subsidiaries totaled $20.08 billion and $667 million, respectively, for the nine months ended September 30, 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.