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California Resources Corp

For the period ended Jun 30, 2025. Filed Aug 6, 2025.

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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.

Jun 30, 2025 · Filed Aug 6, 2025

CRC$46.96+3.0%Stored close · as of Nov 6, 2026
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Item 1. Financial Statements

Condensed Consolidated Balance Sheets

As of June 30, 2025 and December 31, 2024

(in millions, except share data)

June 30,December 31,
20252024
(unaudited)(audited)
CURRENT ASSETS
Cash and cash equivalents$72$372
Trade receivables297330
Inventories9390
Assets held for sale810
Receivable from affiliate3146
Other current assets, net227176
Total current assets7281,024
PROPERTY, PLANT AND EQUIPMENT6,8746,738
Accumulated depreciation, depletion and amortization(1,314)(1,058)
Total property, plant and equipment, net5,5605,680
INVESTMENT IN UNCONSOLIDATED SUBSIDIARY9386
DEFERRED INCOME TAXES3373
OTHER NONCURRENT ASSETS298272
TOTAL ASSETS$6,712$7,135
CURRENT LIABILITIES
Current portion of long-term debt$122$—
Accounts payable329369
Accrued liabilities477611
Total current liabilities928980
NONCURRENT LIABILITIES
Long-term debt, net8881,132
Asset retirement obligations969995
Deferred tax liabilities185113
Other long-term liabilities335377
STOCKHOLDERS' EQUITY
Preferred stock (20,000,000 shares authorized at $0.01 par value) no shares outstanding at June 30, 2025 and December 31, 2024——
Common stock (200,000,000 shares authorized at $0.01 par value) (105,031,217 and 109,613,585 shares issued; 83,679,985 and 91,100,322 shares outstanding at June 30, 2025 and December 31, 2024)11
Treasury stock (21,351,232 shares held at cost at June 30, 2025 and 18,513,263 shares held at cost at December 31, 2024)(922)(796)
Additional paid-in capital2,3592,578
Retained earnings1,8971,680
Accumulated other comprehensive income7275
Total stockholders' equity3,4073,538
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY$6,712$7,135

Condensed Consolidated Statements of Operations (unaudited)

(dollars in millions, except share and per share data; shares in millions)

Three months endedJune 30,Six months endedJune 30,
2025202420252024
REVENUES
Oil, natural gas and natural gas liquids sales$702$412$1,516$841
Net gain (loss) from commodity derivatives1575163(66)
Revenue from marketing of purchased commodities5651120125
Electricity revenue58368051
Other revenue5101117
Total operating revenues9785141,890968
OPERATING EXPENSES
Operating costs295156611332
General and administrative expenses7963151120
Depreciation, depletion and amortization12853259106
Asset impairment—13—13
Taxes other than on income473911777
Costs related to marketing of purchased commodities41439197
Electricity generation expenses5141522
Transportation costs20174037
Accretion expense28135725
Net loss (gain) on natural gas purchase derivatives31(3)2
Measurement period adjustments, net——1—
Other operating expenses, net656598110
Total operating expenses7114771,437941
Gain on asset divestitures—1—7
OPERATING INCOME2673845334
NON-OPERATING (EXPENSES) INCOME
Interest and debt expense, net(25)(17)(52)(30)
Loss on early extinguishment of debt——(1)—
Loss from investment in unconsolidated subsidiaries—(4)(1)(7)
Other non-operating (expense) income, net—(6)5(5)
INCOME (LOSS) BEFORE INCOME TAXES24211404(8)
Income tax (provision) benefit(70)(3)(117)6
NET INCOME (LOSS)$172$8$287$(2)
Net income (loss) per share
Basic$1.93$0.12$3.20$(0.03)
Diluted$1.92$0.11$3.18$(0.03)
Weighted-average common shares outstanding
Basic89.068.189.868.6
Diluted89.470.090.368.6

Condensed Consolidated Statements of Comprehensive Income (Loss) (unaudited)

Three months endedJune 30,Six months endedJune 30,
2025202420252024
Net income (loss)$172$8$287$(2)
Other comprehensive loss(a):
Actuarial gain associated with pension and postretirement plans——(1)—
Amortization of prior service cost credit included in net periodic benefit cost, net of tax(1)—(2)(2)
Comprehensive income (loss)$171$8$284$(4)

(a) Tax effects of the actuarial gain associated with pension and postretirement plans and amortization of prior service cost credit were insignificant for the three and six months ended June 30, 2025 and 2024.

Condensed Consolidated Statements of Stockholders' Equity (unaudited)

Three months ended June 30, 2025
Common StockTreasury StockAdditional Paid-in CapitalRetained EarningsAccumulated OtherComprehensiveIncomeTotal Equity
Balance, March 31, 2025$1$(897)$2,580$1,759$73$3,516
Net income———172—172
Share-based compensation——8——8
Repurchases of common stock—(25)(228)——(253)
Cash dividend———(35)—(35)
Other comprehensive income, net of tax————(1)(1)
Other——(1)1——
Balance, June 30, 2025$1$(922)$2,359$1,897$72$3,407
Three months ended June 30, 2024
Common StockTreasury StockAdditional Paid-in CapitalRetained EarningsAccumulated OtherComprehensiveIncomeTotal Equity
Balance, March 31, 2024$1$(662)$1,295$1,387$72$2,093
Net loss———8—8
Share-based compensation——7——7
Repurchases of common stock—(35)———(35)
Cash dividend———(21)—(21)
Shares cancelled for taxes——(1)——(1)
Other——1$—$—1
Balance, June 30, 2024$1$(697)$1,302$1,374$72$2,052
Six months ended June 30, 2025
Common StockTreasury StockAdditional Paid-in CapitalRetained EarningsAccumulated OtherComprehensiveIncomeTotal Equity
Balance, December 31, 2024$1$(796)$2,578$1,680$75$3,538
Net income———287—287
Share-based compensation——14——14
Repurchases of common stock—(126)(228)——(354)
Issuance of common stock——6——6
Cash dividend———(71)—(71)
Shares cancelled for taxes——(11)——(11)
Other comprehensive income, net of tax————(3)(3)
Other———1—1
Balance, June 30, 2025$1$(922)$2,359$1,897$72$3,407
Six months ended June 30, 2024
Common StockTreasury StockAdditional Paid-in CapitalRetained EarningsAccumulated OtherComprehensiveIncomeTotal Equity
Balance, December 31, 2023$1$(604)$1,329$1,419$74$2,219
Net income———(2)—(2)
Share-based compensation——14——14
Repurchases of common stock—(93)———(93)
Cash dividend———(43)—(43)
Shares cancelled for taxes——(42)——(42)
Other comprehensive income, net of tax————(2)(2)
Other——1——1
Balance, June 30, 2024$1$(697)$1,302$1,374$72$2,052

Condensed Consolidated Statements of Cash Flows (unaudited)

Three months endedJune 30,Six months endedJune 30,
2025202420252024
CASH FLOW FROM OPERATING ACTIVITIES
Net income (loss)$172$8$287$(2)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation, depletion and amortization12853259106
Asset impairments—13—13
Deferred income tax provision (benefit)6341(6)
Net (gain) loss from commodity derivatives(154)(4)(166)68
Net payments on settled commodity derivatives10(10)(18)(24)
Net loss on early extinguishment of debt——1—
Gain on asset divestitures—(1)—(7)
Other non-cash charges to income, net59466952
Net changes in operating assets and liabilities(56)(11)(122)(16)
Net cash provided by operating activities16597351184
CASH FLOW FROM INVESTING ACTIVITIES
Capital investments(56)(34)(111)(88)
Changes in accrued capital investments66(15)2
Proceeds from asset divestitures12112
Acquisitions—(6)—(6)
Other, net(2)(1)(5)(2)
Net cash used in investing activities(51)(33)(130)(82)
CASH FLOW FROM FINANCING ACTIVITIES
Proceeds from Revolving Credit Facility—30—30
Proceeds from 2029 Senior Notes, net—590—590
Repurchases of common stock(217)(35)(318)(93)
Common stock dividends(35)(22)(70)(43)
Dividend equivalents on equity-settled awards——(1)(4)
Issuance of common stock(4)223
Bridge loan commitments———(5)
Debt amendment costs———(3)
Shares cancelled for taxes—(1)(11)(42)
Debt redemption——(123)—
Net cash (used in) provided by financing activities(256)564(521)433
Increase (decrease) in cash and cash equivalents(142)628(300)535
Cash and cash equivalents—beginning of period214403372496
Cash and cash equivalents—end of period$72$1,031$72$1,031

Notes to the Condensed Consolidated Financial Statements

June 30, 2025

NOTE 1 BASIS OF PRESENTATION

We are an independent energy and carbon management company committed to energy transition. We are committed to environmental stewardship while safely providing local, responsibly sourced energy. We are also focused on maximizing the value of our land, mineral ownership, and energy expertise for decarbonization by developing carbon capture and storage (CCS) and other emissions-reducing projects.

On July 1, 2024, pursuant to the Agreement and Plan of Merger, dated as of February 7, 2024 (the Merger Agreement), we obtained all of the ownership interests in Aera Energy LLC (Aera) (Aera Merger). Our consolidated results of operations include the results of Aera beginning July 1, 2024, the closing date of the Aera Merger. The Aera Merger significantly impacted the comparability of our financial results for the three and six months ended June 30, 2025 as compared to the three and six months ended June 30, 2024. See Note 2 Aera Mergerfor transaction details.

Except when the context otherwise requires or where otherwise indicated, all references to ‘‘CRC,’’ the ‘‘Company,’’ ‘‘we,’’ ‘‘us’’ and ‘‘our’’ refer to California Resources Corporation and its subsidiaries as of the date presented.

In the opinion of our management, the accompanying unaudited condensed consolidated financial statements contain all adjustments necessary to fairly present our financial position, results of operations, comprehensive income, equity and cash flows for all periods presented. We have eliminated all significant intercompany transactions and accounts. We account for our share of oil and natural gas producing activities in which we have a direct working interest by reporting our proportionate share of assets, liabilities, revenues, costs and cash flows within the relevant lines on our condensed consolidated financial statements. In applying the equity method of accounting, our investments in our unconsolidated subsidiaries are recognized either at cost, as is the case with Carbon TerraVault JV HoldCo, LLC, or at fair value if acquired in a business combination, as is the case for Midway Sunset Cogeneration Company. These investments are then adjusted for our proportionate share of income or loss in addition to contributions and distributions.

We have prepared this report in accordance with generally accepted accounting principles (GAAP) in the United States and the rules and regulations of the U.S. Securities and Exchange Commission applicable to interim financial information which permit the omission of certain disclosures to the extent they have not changed materially since the latest annual financial statements. We believe our disclosures are adequate to make the information presented not misleading.

The preparation of financial statements in conformity with GAAP requires management to select appropriate accounting policies and make informed estimates and judgments regarding certain types of financial statement balances and disclosures. Actual results could differ. Management believes that these estimates and judgments provide a reasonable basis for the fair presentation of our condensed consolidated financial statements. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto in our Annual Report on Form 10-K for the year ended December 31, 2024 (2024 Annual Report).

The carrying amounts of cash, cash equivalents and on-balance sheet financial instruments, other than debt, approximate fair value. Refer to Note 4 Debt for the fair value of our debt.

NOTE 2 AERA MERGER

On July 1, 2024, we obtained by way of merger all of the ownership interests in Aera. Aera is a leading operator of mature fields in California, primarily in the San Joaquin and Ventura basins, with high oil-weighted production. The Aera Merger adds significant proved developed reserves to CRC. In connection with the closing of the Aera Merger, we issued shares of common stock to the former Aera owners. We also paid approximately $990 million in connection with the extinguishment of all of Aera's outstanding indebtedness using the proceeds from the issuance of our 8.25% senior notes due 2029 (2029 Senior Notes) and cash on hand.

As of July 1, 2024, and immediately following closing of the Aera Merger, our existing stockholders prior to the Aera Merger owned 76% of CRC and the former owners of Aera owned 24% of CRC. For more information on the 2029 Senior Notes, refer to Note 4 Debt. See Note 10 Stockholders' Equityfor details on a repurchase of shares during the second quarter of 2025 fromone of the former Aera owners.

We have measured assets and liabilities at acquisition date fair value on a nonrecurring basis.

The following table summarizes the consideration transferred:

Merger Consideration
(in millions, except share and per share data)
Shares of common stock (dividend adjusted)21,422,972
Common stock per share fair value on July 1, 2024$53.28
Fair value of share consideration1,141
Settlement of Aera debt990
Purchase price settlement(10)
Total purchase consideration$2,121

The following table represents the final purchase price allocation to the identifiable assets acquired and the liabilities assumed based on their estimated fair values as of the closing date of the Aera Merger:

Preliminary Purchase Price Allocation as of December 31, 2024AdjustmentsPurchase Price Allocation as of June 30, 2025
(in millions)
Assets Acquired
Cash$137$—$137
Accounts receivable176—176
Inventories30(1)29
Other current assets491362
Investment in unconsolidated subsidiary59(7)52
Property, plant and equipment3,048323,080
Pension and other postretirement benefits73—73
Other noncurrent assets571370
Total Assets Acquired3,629503,679
Liabilities Assumed
Accounts payable(158)—(158)
Accrued liabilities(157)(4)(161)
Asset retirement obligations(646)19(627)
Fair value of derivative contracts(351)—(351)
Pension and other postretirement benefits(35)—(35)
Deferred tax liability(101)(70)(171)
Other long-term liabilities(37)(18)(55)
Total Liabilities Assumed(1,485)(73)(1,558)
Net Assets Acquired$2,144$(23)$2,121

Supplemental Pro Forma Information (unaudited)

The following supplemental pro forma financial information presents the condensed consolidated results of operations for the three and six months ended June 30, 2024 as if the Aera Merger had occurred on January 1, 2024.

Three months ended June 30,Six months ended June 30,
20242024
(in millions)
Total operating revenue$1,045$1,658
Net income (loss)(a)$168$(118)
Net income (loss) per share
Basic$1.88$(1.31)
Diluted$1.84$(1.31)

(a)The six months ended June 30, 2024 reflects a net loss of$118 million primarily resulting from a significant net loss on commodity derivatives related to hedge positions held by Aera.

The pro forma information is presented for illustration purposes only and is not necessarily indicative of the operating results that would have occurred had the Aera Merger been completed on January 1, 2024, nor is it necessarily indicative of future operating results of the combined entity. The pro forma financial information for the three and six months ended June 30, 2024 is a result of combining our three and six months statements of operations with Aera's pre-merger results from January 1, 2024 and the pro forma adjustments include estimates and assumptions based on currently available information. The pro forma results do not reflect any cost savings anticipated as a result of the Aera Merger and exclude the impact of any severance. The pro forma results include adjustments to depreciation, depletion and amortization (DD&A) based on the purchase price allocated to property, plant, and equipment and the estimated useful lives as well as adjustments to interest and accretion expense. We also included pro forma adjustments for certain compensation-related costs and transaction costs we incurred related to the Aera Merger. Management believes the estimates and assumptions are reasonable, and the relative effects of the Aera Merger are properly reflected. Future results may vary significantly from the financial results reflected in the table above.

NOTE 3 INVESTMENTS AND RELATED PARTY TRANSACTIONS

The following tables present changes to our investments in unconsolidated subsidiaries for the periods presented:

Carbon TerraVault JV
(in millions)
Investment, December 31, 2024$27
Loss from investment in unconsolidated subsidiary(2)
Contributions15
Investment, June 30, 2025$40
Midway Sunset Cogeneration Company
(in millions)
Investment, December 31, 2024$59
Adjustment to the preliminary purchase price allocation (see Note 2 Aera Merger)(7)
Income from investment in unconsolidated subsidiary1
Investment, June 30, 2025$53

Carbon TerraVault JV

In August 2022, we entered into a joint venture with BGTF Sierra Aggregator LLC (Brookfield) for the further development of a carbon management business in California (Carbon TerraVault JV). We hold a 51% interest in the Carbon TerraVault JV and Brookfield holds a 49% interest. The Carbon TerraVault JV holds rights to inject CO 2 into the 26R reservoir in our Elk Hills field for permanent CO 2 storage (26R reservoir).

Because the parties have certain put and call rights (repurchase features) with respect to the 26R reservoir if certain milestones are not met, the initial investment by Brookfield is reflected as a contingent liability included in other long-term liabilities on our condensed consolidated balance sheets. The contingent liability was $107 million at December 31, 2024 and $112 million at June 30, 2025, inclusive of interest. The amount payable to Brookfield under the put and call rights, if exercised, includes additional capital contributions made by Brookfield to develop the 26R storage reservoir, inclusive of interest. This payment would differ from the contingent liability currently recognized because the contingent liability reported in other long-term liabilities on our condensed consolidated balance sheet relates solely to the initial investment and does not include capital contributions made by Brookfield for ongoing development activities to the Carbon TerraVault JV.

The table below presents the summarized financial information related to our equity method investment in the Carbon TerraVault JV (and does not include amounts we have incurred related to development of our carbon management business, Carbon TerraVault), along with related party transactions for the periods presented.

June 30,December 31,
20252024
(in millions)
Receivable from affiliate(a)$31$46
Other long-term liabilities(b)$112$107

(a)At June 30, 2025, the amount of $31 million includes the remaining $28 million of Brookfield's first and second installments of their initial investment which is available to us and $3 million related to the Master Service Agreement (MSA) and vendor reimbursements. At December 31, 2024, the amount of $46 million includes $43 million remaining of Brookfield's initial contribution available to us and $3 million related to the MSA and vendor reimbursements.

(b)Other long-term liabilities include the contingent liability related to the Carbon TerraVault JV put and call rights.

We recognized a loss of $1 million and $2 million for the three and six months ended June 30, 2025, respectively, and a loss of $4 million and $7 million for the three and six months ended June 30, 2024, respectively, related to our investment in the Carbon TerraVault JV.

We are also performing well abandonment work at our Elk Hills field to prepare our 26R reservoir for injection of CO 2. During the three and six months ended June 30, 2025, we performed abandonment work and sought reimbursement in the amounts of $6 million and $8 million, respectively, from the Carbon TerraVault JV. During the three and six months ended June 30, 2024, we performed abandonment work and sought reimbursement in the amounts of $5 million and $9 million, respectively, from the Carbon TerraVault JV. We recorded these reimbursements as a reduction to property, plant and equipment, net on our condensed consolidated balance sheets.

Midway Sunset Cogeneration Company

In July 2024, our merger with Aera led to our partial ownership of Midway Sunset Cogeneration Company, which owns, manages, and operates a cogeneration facility in Kern County, California. The Midway Sunset Cogeneration Company is owned 50% by us and 50% by San Joaquin Energy Company, a subsidiary of NRG Energy Inc. We recorded our investment in the Midway Sunset Cogeneration Company at $52 million as of July 1, 2024, which was $41 million in excess of the carrying value of the underlying assets held by the partnership. This difference is associated with property, plant and equipment and we expect this amount will reverse over the remaining useful life of the power plant. There are no significant transactions between us and Midway Sunset Cogeneration Company. Our 50% share of the net income related to our investment in Midway Sunset Cogeneration Company for the three and six months ended June 30, 2025 was $1 million.

NOTE 4 DEBT

As of June 30, 2025 and December 31, 2024, our long-term debt consisted of the following:

June 30, · December 31,
20252024Interest RateMaturity
(in millions)
Revolving Credit Facility$—$—SOFR plus 2.50%-3.50%ABR plus 1.50%-2.50%(a)March 16, 2029
2026 Senior Notes1222457.125%February 1, 2026
2029 Senior Notes9009008.250%June 15, 2029
Principal amount1,022$1,145
Unamortized debt discount and issuance costs(14)(16)
Unamortized premium23
Total debt, net1,0101,132
Less: Current maturities122—
Long-term debt, net$888$1,132

(a)At our election, borrowings under the amended Revolving Credit Facility may be alternate base rate (ABR) loans or term SOFR loans, plus an applicable margin. ABR loans bear interest at a rate equal to the highest of (i) the federal funds effective rate plus 0.50%, (ii) the administrative agent prime rate and (iii) the one-month SOFR rate plus 1%. Term SOFR loans bear interest at term SOFR, plus an additional 10 basis points per annum credit spread adjustment. The applicable margin is adjusted based on a commitment utilization percentage and will vary from (i) in the case of ABR loans,1.50% to 2.50% and (ii) in the case of term SOFR loans,2.50% to 3.50%.

Revolving Credit Facility

Our Amended and Restated Credit Agreement, dated April 26, 2023 (Revolving Credit Facility), consists of a senior revolving loan facility with an aggregate commitment of $1.15 billion. The amount we are able to borrow under our Revolving Credit Facility is limited to the amount of these commitments. Our Revolving Credit Facility also includes a sub-limit of $300 million for the issuance of letters of credit. As of June 30, 2025, $167 million letters of credit were issued to support ordinary course marketing, insurance, regulatory and other matters. As of June 30, 2025, we had $983 million of availability on our Revolving Credit Facility after taking into account $167 million in letters of credit outstanding. Our borrowing base of $1.5 billion is redetermined semi-annually and was re-affirmed in April 2025.

Fair Value

As shown in the table below, we estimate the fair value of our fixed rate 2029 Senior Notes and 2026 Senior Notes based on known prices from market transactions (using Level 1 inputs on the fair value hierarchy).

June 30,December 31,
20252024
(in millions)
Fixed rate debt
2026 Senior Notes$123$245
2029 Senior Notes925913
Fair Value of Long-Term Debt$1,048$1,158

Other

As of June 30, 2025, we were in compliance with all financial and other debt covenants under our Revolving Credit Facility, 2026 Senior Notes and 2029 Senior Notes.

Note Redemptions

In February 2025, we redeemed $123 million of our 7.125% senior notes due 2026 (2026 Senior Notes) at 100% of the principal amount, resulting in an extinguishment loss in the amount of $1 million for the write-off of unamortized debt issuance costs. There wereno repurchases or redemptions of our 2026 Senior Notes in the three months ended June 30, 2025 or the three and six months ended June 30, 2024.

NOTE 5 LAWSUITS, CLAIMS, COMMITMENTS AND CONTINGENCIES

We are party to various legal and/or regulatory proceedings from time to time arising in the ordinary course of business. We accrue reserves for currently outstanding lawsuits, claims and proceedings when we determine it is probable that a liability has been incurred and the liability can be reasonably estimated. Reserve balances for these items at June 30, 2025 and December 31, 2024 were not material to our condensed consolidated balance sheets as of such dates. We also evaluate the amount of reasonably possible losses that we could incur as a result of these matters. We believe that reasonably possible losses that we could incur in excess of reserves cannot be accurately determined.

In October 2020, Signal Hill Services, Inc. defaulted on its decommissioning obligations associated withtwo offshore platforms. The Bureau of Safety and Environmental Enforcement (BSEE) determined that former lessees, including our former parent, Occidental Petroleum Corporation (Oxy) with a 37.5% share, are responsible for accrued decommissioning obligations associated with these offshore platforms. Oxy sold its interest in the platforms approximately 30 years ago and it is our understanding that Oxy has not had any connection to the operations since that time and was challenging BSEE's order. Oxy notified us of the claim under the indemnification provisions of the Separation and Distribution Agreement between us and Oxy. In September 2021, we accepted the indemnification claim from Oxy and are challenging the order from BSEE. In March 2024, we entered into a cost sharing agreement with former lessees to share in ongoing maintenance costs during the pendency of the challenge to the BSEE order. Due to the preliminary stage of the process, no cost estimates to abandon the offshore platforms have been determined. For the three and six months ended June 30, 2025, other operating expenses, net on our condensed consolidated statement of operations includes $2 million for our ongoing share of maintenance costs during the pendency of the challenge to the BSEE order.

In 2023 and 2024, the California Geologic Energy Management Division (CalGEM) plugged and abandoned approximately 120 "orphaned" oil and gas wells located in Cat Canyon, Santa Barbara County, at an aggregate cost of $25 million. These wells had previously been operated by us prior to being sold to their current operators. CalGEM is seeking to recover these costs from us due to our prior operatorship of the wells, and we are disputing these claims. In connection with this dispute, we were required to remit $25 million to CalGEM under protest pending the outcome of this matter. For the three and six months ended June 30, 2025, other operating expenses, net on our condensed consolidated statement of operations includes $25 million related to this matter.

NOTE 6 DERIVATIVES

We enter into commodity derivative contracts to help protect our cash flows, margins and capital program from the volatility of commodity prices. We primarily hedge a portion of our forecasted oil production and purchased natural gas used in our steamflood operations. We did not have any derivative instruments designated as accounting hedges as of and for the three and six months ended June 30, 2025 and 2024. Unless otherwise indicated, we use the term "hedge" to describe derivative instruments that are designed to implement our hedging strategy.

Summary of Derivative Contracts

We held the following Brent-based contracts as of June 30, 2025:

Q32025Q42025Q12026Q220262H202620272028
Sold Calls
Barrels per day30,00029,00035,00035,00035,000——
Weighted-average price per barrel$87.08$87.13$83.86$83.86$83.86$—$—
Purchased Puts
Barrels per day30,00029,00035,00035,00035,000——
Weighted-average price per barrel$61.67$61.72$61.14$61.14$61.14$—$—
Swaps
Barrels per day45,00143,37636,44429,39928,03634,3821,697
Weighted-average price per barrel$70.63$69.86$68.98$68.03$67.25$64.63$65.00

At June 30, 2025, we also held the following swaps to hedge purchased natural gas used in our operations as shown in the table below.

Q32025Q42025Q12026Q220262H202620272028
SoCal Border
MMBtu per day25,75022,40820,35013,25010,329——
Weighted-average price per MMBtu$3.48$3.53$5.18$4.82$4.84$—$—
NWPL Rockies
MMBtu per day51,75051,75051,75051,75051,75033,6161,576
Weighted-average price per MMBtu$2.95$4.22$4.67$3.64$3.93$4.12$3.95

In the three and six months ended June 30, 2025 and 2024, we also had a limited number of derivative contracts related to our natural gas marketing activities that were intended to lock in locational price spreads. These derivative contracts were not significant to our results of operations or financial statements taken as a whole.

The outcomes of the derivative positions shown in the tables above are as follows:

Sold calls – we make settlement payments for prices above the indicated weighted-average price per barrel.

Purchased puts – we receive settlement payments for prices below the indicated weighted-average price per barrel.

Swaps – with respect to swaps for crude oil, we make settlement payments for prices above the indicated weighted-average price per barrel and receive settlement payments for prices below the indicated weighted-average price per barrel. With respect to swaps for purchased natural gas, we receive settlement payments for prices above the indicated weighted-average price per MMBtu and we make settlement payments for prices below the weighted-average price per MMBtu.

Fair Value of Derivatives

Derivative instruments not designated as hedging instruments are required to be recorded on the balance sheet at fair value. We report gains and losses on our derivative contracts related to our oil production and our marketing activities in operating revenue on our consolidated statements of operations as shown in the table below:

Three months ended June 30,Six months endedJune 30,
2025202420252024
(in millions) · (in millions)
Non-cash commodity derivative gain (loss)$140$11$162$(48)
Net settlements and amortized premiums17(6)1(18)
Net gain (loss) from commodity derivatives$157$5$163$(66)

We report gains and losses on our commodity derivative contracts related to purchases of natural gas in operating expenses on our condensed consolidated statements of operations as shown in the table below:

Three months ended June 30,Six months endedJune 30,
2025202420252024
(in millions) · (in millions)
Non-cash gain on natural gas purchase derivatives$(4)$(3)$(22)$(4)
Settlements74196
Net loss (gain) on natural gas purchase derivatives$3$1$(3)$2

Our derivative contracts are measured at fair value using industry-standard models with various inputs, including quoted forward prices, and are classified as Level 2 in the required fair value hierarchy for the periods presented. The following tables present the fair values of our outstanding commodity derivatives as of June 30, 2025 and December 31, 2024.

June 30, 2025
ClassificationGross Amounts at Fair ValueNettingNet Fair Value
(in millions)
Other current assets, net$110$(8)$102
Other noncurrent assets61(11)50
Current liabilities(15)8(7)
Noncurrent liabilities(25)11(14)
$131$—$131
December 31, 2024
ClassificationGross Amounts at Fair ValueNettingNet Fair Value
(in millions)
Other current assets, net$26$(12)$14
Other noncurrent assets32(16)16
Current liabilities(62)12(50)
Noncurrent liabilities(61)16(45)
$(65)$—$(65)

NOTE 7 INCOME TAXES

The following table presents the components of our income tax provision (benefit) and effective tax rate:

Three months ended June 30,Six months ended June 30,
2025202420252024
(in millions) · (in millions)
Income (loss) before income taxes$242$11$404$(8)
Current income tax provision64—76—
Deferred income tax provision (benefit)6341(6)
Income tax provision (benefit)$70$3$117$(6)
Effective tax rate29%27%29%75%

Our income tax provision or benefit for interim periods is determined by applying an estimated annual effective tax rate to income (loss) before income taxes with the result adjusted for discrete items, if any, in the relevant period. Our annual effective tax rate of 29% and 27% for the three months ended June 30, 2025 and 2024, respectively, differed from the U.S. statutory rate of 21% primarily due to state taxes. Our annual effective tax rate of 29% for the six months ended June 30, 2025 differed from the U.S. statutory rate of 21% primarily due to state taxes.

Our annual effective tax rate of 75% differed from the U.S. statutory rate of 21% for the six months ended June 30, 2024 primarily due to the settlement of stock-based compensation awards in the first quarter of 2024 at a share price which exceeded the grant date value used to recognize compensation expense for financial accounting. The difference resulted in a tax benefit and had the effect of increasing our effective tax rate for the six months ended June 30, 2024.

On July 4, 2025, An Act to Provide for Reconciliation Pursuant to Title II of H. Con. Res. 14th and commonly referred to as the One Big Beautiful Bill Act was signed into law. This law contains several legislative changes including the reinstatement of full expensing for qualified assets placed in service after January 19, 2025. This law also reinstated the expensing of all domestic research and development costs, including favorable transition rules, and increases the limitation on the amount of annual business interest expense which can be deducted each year.

Management expects to realize the recorded deferred tax assets primarily through future income and reversal of taxable temporary differences. Realization of our existing deferred tax assets is not assured and depends on a number of factors including our ability to generate sufficient taxable income in future periods.

NOTE 8 DIVESTITURES AND ASSETS HELD FOR SALE

Fort Apache in Huntington Beach

In March 2024, we sold our 0.9-acre Fort Apache real estate property in Huntington Beach, California for $10 million and recognized a $6 million gain.

Carbon Management Assets

In 2022, we acquired properties for carbon management activities with the intent to divest a portion of these assets. The assets are carried at fair value and classified as held for sale as of June 30, 2025 on our condensed consolidated balance sheet. In May 2025, we sold a portion of these properties for $1 million. We did not recognize a gain or loss on this transaction.

NOTE 9 SEGMENT INFORMATION

We conduct our business primarily throughtwo reportable segments: (1) oil and natural gas and (2) carbon management. We identified these segments based on the nature of their activities, the types of products sold and services to be provided. Our oil and natural gas segment explores for, develops, and produces oil and condensate, natural gas liquids and natural gas. Our carbon management segment, that we refer to as Carbon TerraVault, is primarily expected to build, install, operate and maintain CO 2 capture equipment, transportation assets and storage facilities. Our oil and natural gas segment and carbon management segment operate exclusively in California.

Revenues related to sales of produced natural gas to our Elk Hills power plant are included in oil, natural gas and natural gas liquids sales in the table below. Direct labor-related costs are allocated to our reportable segments based on job function. General and administrative expenses are allocated to a segment if they directly support a segment's activities. We do not allocate income taxes to our segments. We use proportionate consolidation to account for our share of oil and natural gas producing activities.

The following tables provide segment profit or loss and reconciliations of segment profit or loss to total operating revenues and consolidated income before income taxes for the three and six months ended June 30, 2025 and 2024.

Three months ended June 30, 2025
Oil and Natural Gas · Carbon Management · Total Reportable Segments · Elimination · Total
(in millions)
Oil, natural gas and natural gas liquids sales$711$—$711$(9)$702
Other revenue3—3—3
Segment operating revenues$714$—$714
Other revenues and income(a)273
Total operating revenues$978

(a)Other revenues and income includes net gain from commodity derivatives, revenue from marketing of purchased commodities, electricity revenue, interest income and unallocated other revenue.

Three months ended June 30, 2025
Oil and Natural Gas · Carbon Management · Total Reportable Segments · Reconciliation (Income)/Expense · Total
(in millions)
Segment operating revenues$714$—$714$—$714
Less:
Operating costs:
Energy operating costs85—85(7)78
Gas processing costs5—5—5
Non-energy operating costs212—212—212
General and administrative expenses93126779
Depreciation, depletion and amortization121—1217128
Taxes other than on income41—41647
Interest expense—222325
Loss from investment in unconsolidated subsidiaries—11(1)—
Other segment expenses(a)471461—61
Segment profit or (loss)$194$(20)$174
Other profit or loss(b)(59)(59)
Unallocated amounts(c)(104)(104)
Income before income taxes$242

(a)Other segment expenses for our oil and natural gas segment includes transportation costs, accretion expense, and other operating expenses, net. Other segment expenses for our carbon management segment primarily includes operating lease costs.

(b)Other profit or loss includes the margin we earn from marketing activities and the margin we earn on sales of electricity from our Elk Hills power plant to customers.

(c)Unallocated amounts include net gain from commodity derivatives, net loss on natural gas purchase derivatives, transportation costs, other operating expenses, net, interest income and unallocated other revenue.

Three months ended June 30, 2024
Oil and Natural Gas · Carbon Management · Total Reportable Segments · Elimination · Total
(in millions)
Oil, natural gas and NGL sales to external customers$416$—$416$(4)$412
Other revenue2—2—2
Segment operating revenues$418$—$418
Other revenues and income(a)100
Total operating revenues$514

(a)Other revenue and income includes net gain from commodity derivatives, revenue from marketing of purchased commodities, electricity revenue, interest income and unallocated other revenue.

Three months ended June 30, 2024
Oil and Natural Gas · Carbon Management · Total Reportable Segments · Reconciliation (Income)/Expense · Total
(in millions)
Segment operating revenues$418$—$418$—$418
Less:
Operating costs:
Energy operating costs44—44(3)41
Gas processing costs3—3—3
Non-energy operating costs112—112—112
General and administrative expenses93125163
Depreciation, depletion and amortization47—47653
Taxes other than on income33—33639
Interest expense—221517
Loss from investment in unconsolidated subsidiary—44—4
Other segment expenses(a)531568—68
Segment profit or (loss)$117$(24)$93
Other profit or loss(b)(26)(26)
Unallocated amounts(c)3333
Income before income taxes$11

(a)Amounts for our oil and natural gas segment include transportation costs, accretion expense, asset impairment, and other operating expenses, net. Amounts for our carbon management segment primarily include operating lease costs.

(b)Other profit or loss includes margin from purchased commodities and the margin we earn on sales of electricity from our Elk Hills power plant to customers.

(c)Unallocated amounts include net gain from commodity derivatives, transportation costs, interest and debt expense, other operating expenses, net, other non-operating loss, interest income, unallocated other revenue, and gain on asset divestitures.

Six months ended June 30, 2025
Oil and Natural Gas · Carbon Management · Total Reportable Segments · Elimination · Total
(in millions)
Oil, natural gas and natural gas liquids sales$1,539$—$1,539$(23)$1,516
Other revenue5—5—5
Segment operating revenues$1,544$—$1,544
Other revenues and income(a)369
Total operating revenues$1,890

(a)Other revenues and income includes net gain from commodity derivatives, revenue from marketing of purchased commodities, electricity revenue, interest income and unallocated other revenue.

Six months ended June 30, 2025
Oil and Natural Gas · Carbon Management · Total Reportable Segments · Reconciliation (Income)/Expense · Total
(in millions)
Segment operating revenues$1,544$—$1,544$—$1,544
Less:
Operating costs:
Energy operating costs196—196(15)181
Gas processing costs9—9—9
Non-energy operating costs421—421—421
General and administrative expenses21627124151
Depreciation, depletion and amortization247—24712259
Taxes other than on income100—10017117
Interest expense—554752
Loss from investment in unconsolidated subsidiaries—22(1)1
Other segment expenses(a)9032122—122
Segment profit or (loss)$460$(45)$415
Other profit or loss(b)(71)(71)
Unallocated amounts(c)(102)(102)
Income before income taxes$404

(a)Other segment expenses for our oil and natural gas segment includes transportation costs, accretion expense, and other operating expenses, net. Other segment expenses for our carbon management segment primarily includes operating lease costs.

(b)Other profit or loss includes the margin we earn from marketing activities and the margin we earn on sales of electricity from our Elk Hills power plant to customers.

(c)Unallocated amounts include net gain from commodity derivatives, net gain on natural gas purchase derivatives, transportation costs, other operating expenses, net, other non-operating losses, loss on early extinguishment of debt, interest income and unallocated other revenue.

Six months ended June 30, 2024
Oil and Natural Gas · Carbon Management · Total Reportable Segments · Elimination · Total
(in millions)
Oil, natural gas and NGL sales to external customers$851$—$851$(10)$841
Other revenue3—3—3
Segment operating revenues$854$—$854
Other revenues and income(a)124
Total operating revenues$968

(a)Other revenue and income includes net loss from commodity derivatives, revenue from marketing of purchased commodities, electricity revenue, interest income and unallocated other revenue.

Six months ended June 30, 2024
Oil and Natural Gas · Carbon Management · Total Reportable Segments · Reconciliation (Income)/Expense · Total
(in millions)
Segment operating revenues$854$—$854$—$854
Less:
Operating costs:
Energy operating costs100—100(6)94
Gas processing costs7—7—7
Non-energy operating costs231—231—231
General and administrative expenses1852397120
Depreciation, depletion and amortization96—9610106
Taxes other than on income65—651277
Interest expense—332730
Loss from investment in unconsolidated subsidiary—77—7
Other segment expenses(a)8823111—111
Segment profit or (loss)$249$(38)$211
Other profit or loss(b)(47)(47)
Unallocated amounts(c)126126
Income before income taxes$(8)

(a)Amounts for our oil and natural gas segment include transportation costs, accretion expense, asset impairment and other operating expenses, net. Amounts for our carbon management segment primarily include operating lease costs.

(b)Other profit or loss includes margin from purchased commodities and the margin we earn on sales of electricity from our Elk Hills power plant to customers.

(c)Unallocated amounts include net loss from commodity derivatives, transportation costs, interest and debt expense, other operating expenses, net, other non-operating loss, interest income, unallocated other revenue, and gain on asset divestitures.

The following table provides capital investment by segment and a reconciliation to our consolidated capital investment for the three and six months ended June 30, 2025 and 2024. We do not provide total assets by segment because this is not used by our Chief Operating Decision Maker. See Note 3 Investments and Related Party Transactions for information on our investment in the Carbon TerraVault JV, which is part of our carbon management segment.

Oil and Natural GasCarbon ManagementCorporate and OtherTotal
(in millions)
Three months ended June 30, 2025$51$5$—$56
Three months ended June 30, 2024$46$(2)$(10)$34
Oil and Natural GasCarbon ManagementCorporate and OtherTotal
(in millions)
Six months ended June 30, 2025$93$7$11$111
Six months ended June 30, 2024$82$2$4$88

NOTE 10 STOCKHOLDERS' EQUITY

Our Board of Directors authorized a Share Repurchase Program to acquire up to $1.35 billion of our common stock through December 31, 2025. The total value of shares that may yet be purchased under the Share Repurchase Program totaled $205 million as of June 30, 2025. Refer to Note 16 Subsequent Events for more information on a recent extension to our Share Repurchase Program. The repurchases may be effected from time-to-time through open market purchases, privately negotiated transactions, Rule 10b5-1 plans, accelerated stock repurchases, derivative contracts or otherwise in compliance with Rule 10b-18, subject to market conditions. The Share Repurchase Program does not obligate us to repurchase any dollar amount or number of shares, and our Board of Directors may modify, suspend or discontinue authorization of the program at any time.

Pursuant to our Share Repurchase Program, we repurchased 5,516,050 shares of common stock during the three months ended June 30, 2025, including 4,950,000 shares from IKAV Impact S.a.r.l. (IKAV) at a price of $46.00 per share in a privately negotiated transaction. For the three months ended June 30, 2025, the aggregate purchase price consideration, inclusive of excise tax, for our shares was $253 million, including $228 million for the repurchase of the shares held by IKAV. We funded our share repurchases with available cash.

Simultaneously with the consummation of the stock repurchase from IKAV, the lock-up restrictions applicable to sales of common stock by IKAV and its affiliates IKAV Energy, Inc. and Simlog Inc. pursuant to a Registration Rights Agreement, dated July 1, 2024, with the sellers party thereto ceased to be effective. This transaction did not impact any other terms of the Aera Merger.

The following is a summary of our share repurchases, for the periods presented:

Total Number of Shares PurchasedTotal Value of Shares PurchasedAverage Price Paid per Share
(number of shares)(in millions)($ per share)
Three months ended June 30, 2024703,839$35$49.71
Three months ended June 30, 20255,516,050$253$45.73
Six months ended June 30, 20241,769,603$93$51.85
Six months ended June 30, 20257,787,969$354$45.23

Note: The total value of shares purchased includes accrued excise taxes, which are generally paid in the year following the share repurchase. Commissions paid on share repurchases were not significant in all periods presented.

Dividends

Our Board of Directors declared the following cash dividends for each of the periods presented.

Total DividendRate Per Share
(in millions)($ per share)
Three months ended March 31, 2025$35$0.3875
Three months ended June 30, 202535$0.3875
Six months ended June 30, 2025$70
Three months ended March 31, 2024$21$0.31
Three months ended June 30, 202422$0.31
Six months ended June 30, 2024$43

In addition to dividends on our common stock shown in the table above, we paid$1 million of dividend equivalents on equity-settled stock-based compensation awards in thesix months ended June 30, 2025. We paid$4 million of dividend equivalents in the six months ended June 30, 2024. Future cash dividends, and the establishment of record and payment dates, are subject to final determination by our Board of Directors each quarter after reviewing our financial performance and position. See Note 16 Subsequent Events for information on future cash dividends.

NOTE 11 EARNINGS PER SHARE

Basic and diluted earnings per share (EPS) were calculated using the treasury stock method for the three and six months ended June 30, 2025 and 2024. Our restricted stock unit (RSU) and performance stock unit (PSU) awards are not considered participating securities since the dividend rights on unvested shares are forfeitable.

For basic EPS, the weighted-average number of common shares outstanding excludes shares underlying our equity-settled awards and warrants. For diluted EPS, the basic shares outstanding are adjusted by adding potential common shares, if dilutive.

The following table presents the calculation of basic and diluted EPS, for the three and six months ended June 30, 2025 and 2024:

Three months ended June 30,Six months ended June 30,
2025202420252024
(in millions, except per-share amounts)
Numerator for Basic and Diluted EPS
Net income (loss)$172$8$287$(2)
Denominator for Basic EPS
Weighted-average shares89.068.189.868.6
Potential common shares, if dilutive:
Warrants—1.2——
Restricted stock units0.30.40.3—
Performance stock units0.10.30.2—
Denominator for Diluted EPS
Weighted-average shares89.470.090.368.6
EPS
Basic$1.93$0.12$3.20$(0.03)
Diluted$1.92$0.11$3.18$(0.03)

The potentially dilutive weighted-average common shares of 6 million which were excluded from the denominator of diluted EPS for the six months ended June 30, 2024 included (i)4.2 million for shares issuable upon exercise of warrants, (ii)800,000 for shares issuable upon settlement of RSUs and (iii)1 million shares issuable upon settlement of PSUs.

NOTE 12 PENSION AND POSTRETIREMENT BENEFIT PLANS

The following table sets forth the components of the net periodic benefit costs for our defined benefit pension and postretirement benefit plans for the three and six months ended June 30, 2025 and 2024:

Three months ended June 30, · Three months ended June 30,
20252024
PensionBenefitPostretirementBenefitPensionBenefitPostretirementBenefit
(in millions) · (in millions)
Service cost - benefits earned during the period$—$—$—$1
Interest cost on projected benefit obligation3211
Expected return on plan assets(5)(1)(1)—
Settlement loss1———
Amortization of net actuarial loss———(1)
Amortization of prior service cost credit—(1)—(1)
Net periodic benefit costs$(1)$—$—$—
Six months ended June 30, · Six months ended June 30,
20252024
PensionBenefitPostretirementBenefitPensionBenefitPostretirementBenefit
(in millions) · (in millions)
Service cost - benefits earned during the period$—$1$—$1
Interest cost on projected benefit obligation7311
Expected return on plan assets(11)(2)(1)—
Settlement loss1———
Amortization of net actuarial loss—(1)—(1)
Amortization of prior service cost credit—(2)—(2)
Net periodic benefit costs$(3)$(1)$—$(1)

Contributions to our pension benefit plans were insignificant during thethree and six months ended June 30, 2025. During the three and six months ended June 30, 2024, we contributed $2 million to our pension benefit plans. We do not expect to need to make any contributions to our qualified pension plans to satisfy minimum funding requirements during the remainder of 2025. We expect to contribute an insignificant amount to fund our pension benefit distributions during the remainder of 2025.

NOTE 13 SUPPLEMENTAL ACCOUNT BALANCES

Restricted cash — Cash and cash equivalents includes restricted cash of $16 million and $18 million at June 30, 2025 and December 31, 2024, respectively. Restricted cash primarily includes funds held in an escrow account established to secure oil field well and infrastructure abandonment and habitat restoration at an oil and gas field previously owned by Aera.

Revenues — We derive most of our revenue from sales of oil, natural gas and natural gas liquids, with the remaining revenue primarily generated from sales of electricity and revenue from resource adequacy contracts in addition to revenue from marketing activities related to storage and managing excess pipeline capacity. The following table provides disaggregated revenue for sales of produced oil, natural gas and natural gas liquids to customers:

Three months ended June 30,Six months ended June 30,
2025202420252024
(in millions) · (in millions)
Oil$644$353$1,380$701
Natural gas19144746
Natural gas liquids39458994
Oil, natural gas and natural gas liquids sales$702$412$1,516$841

From time-to-time, we enter into transactions for third-party production, which we report as revenue from marketing of purchased commodities on our condensed consolidated statements of operations. Revenues from marketing of purchased commodities primarily results from the storage or transportation of natural gas to take advantage of differences in pricing or location, or marketing oil sales that have resulted from third-party purchases. The following table provides disaggregated revenue for sales to customers related to our marketing activities:

Three months ended June 30,Six months ended June 30,
2025202420252024
(in millions) · (in millions)
Oil$24$28$46$48
Natural gas32236871
Natural gas liquids——66
Revenue from marketing of purchased commodities$56$51$120$125

Inventories — Materials and supplies, which primarily consist of well equipment and tubular goods used in our oil and natural gas operations and critical spares related to our cogeneration power plants, are valued at weighted-average cost and are reviewed periodically for obsolescence. Finished goods include produced oil and natural gas liquids in storage, which are valued at the lower of cost or net realizable value. Inventories, by category, are as follows:

June 30,December 31,
20252024
(in millions)
Materials and supplies$90$86
Finished goods34
Inventories$93$90

Other current assets, net —Other current assets, net include the following:

June 30,December 31,
20252024
(in millions)
Net amounts due from joint interest partners(a)$42$41
Fair value of commodity derivative contracts10214
Prepaid expenses2528
Greenhouse gas allowances927
Income tax receivable2250
Other2716
Other current assets, net$227$176

(a)The amounts due from joint interest partners include insignificant amounts of allowances for credit losses for each period presented.

Other noncurrent assets —Other noncurrent assets include the following:

June 30,December 31,
20252024
(in millions)
Operating lease right-of-use assets$93$105
Deferred financing costs - Revolving Credit Facility2223
Emission reduction credits1111
Fair value of commodity derivative contracts5016
Funded pension6767
Postretirement plan1313
Other4237
Other noncurrent assets$298$272

Accrued liabilities —Accrued liabilities include the following:

June 30,December 31,
20252024
(in millions)
Compensation-related liabilities$88$177
Taxes other than on income86100
Asset retirement obligations - current portion134134
Operating lease liability2215
Fair value of derivative contracts750
Premiums due on commodity derivative contracts1714
Withholding tax on IKAV stock repurchase (Note 10 Stockholders' Equity)34—
Advanced payments1725
Payable to the former owners of Aera929
Other6367
Accrued liabilities$477$611

Other long-term liabilities —Other long-term liabilities include the following:

June 30,December 31,
20252024
(in millions)
Compensation-related liabilities$39$50
Postretirement and pension benefit plans5559
Operating lease liability6076
Fair value of commodity derivative contracts1445
Contingent liability (Note 3 Investments and Related Party Transactions)112107
Other5540
Other long-term liabilities$335$377

NOTE 14 SUPPLEMENTAL CASH FLOW INFORMATION

Supplemental disclosures to our condensed consolidated statements of cash flows are presented below:

Three months ended June 30,Six months ended June 30,
2025202420252024
(in millions) · (in millions)
Supplemental cash flow information
Interest paid, net of amounts capitalized$36$(1)$45$19
Income taxes paid$39$4$39$26
Interest income$3$8$5$14
Supplemental disclosure of non-cash investing and financing activities
Contributions to the Carbon TerraVault JV$11$5$15$5
Issuance of shares for stock-based compensation awards$—$1$21$88
Dividends accrued for stock-based compensation awards$1$—$1$1
Excise tax on share repurchases$2$—$2$1
Withholding tax on the Stock Repurchase$34$—$34$—

NOTE 15 CONDENSED CONSOLIDATING FINANCIAL INFORMATION

We have designated certain of our subsidiaries as Unrestricted Subsidiaries under the indenture governing our 2026 Senior Notes (2026 Senior Notes Indenture) and the indenture governing our 2029 Senior Notes (2029 Senior Notes Indenture). Unrestricted Subsidiaries (as defined in the 2026 Senior Notes Indenture and 2029 Senior Notes Indenture) are subject to fewer restrictions under the indentures. We are required under the 2026 Senior Notes Indenture and 2029 Senior Notes Indenture to present the financial condition and results of operations of CRC and its Restricted Subsidiaries (as defined in the 2026 Senior Notes Indenture and 2029 Senior Notes Indenture) separate from the financial condition and results of operations of its Unrestricted Subsidiaries. The following condensed consolidating balance sheets as of June 30, 2025 and December 31, 2024 and the condensed consolidating statements of operations for the three and six months ended June 30, 2025 and 2024, as applicable, reflect the condensed consolidating financial information of CRC (Parent), our combined Unrestricted Subsidiaries, our combined Restricted Subsidiaries and the elimination entries necessary to arrive at the information for the Company on a consolidated basis. The financial information may not necessarily be indicative of the financial condition and results of operations had the Unrestricted Subsidiaries operated as independent entities.

Condensed Consolidating Balance Sheets

As of June 30, 2025 and December 31, 2024

As of June 30, 2025
Parent · Combined Unrestricted Subsidiaries · Combined Restricted Subsidiaries · Eliminations · Consolidated
(in millions)
Total current assets$102$32$594$—$728
Total property, plant and equipment, net20375,503—5,560
Investments in consolidated subsidiaries5,521(41)16,356(21,836)—
Deferred tax asset33——33
Investment in unconsolidated subsidiaries—4053—93
Other assets11251135—298
TOTAL ASSETS$5,788$119$22,641$(21,836)$6,712
Total current liabilities27219637—928
Long-term debt888———888
Asset retirement obligations——969—969
Other long-term liabilities101131103—335
Deferred tax liability185———185
Amounts due to (from) affiliates93544(979)——
Total equity3,407(75)21,911(21,836)3,407
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY$5,788$119$22,641$(21,836)$6,712
As of December 31, 2024
ParentCombined Unrestricted SubsidiariesCombined Restricted SubsidiariesEliminationsConsolidated
(in millions)
Total current assets$437$46$541$—$1,024
Total property, plant and equipment, net14315,635—5,680
Investments in consolidated subsidiaries4,869(32)15,050(19,887)—
Deferred tax asset73———73
Investment in unconsolidated subsidiary—2759—86
Other assets11358101—272
TOTAL ASSETS$5,506$130$21,386$(19,887)$7,135
Total current liabilities22414742—980
Long-term debt1,132———1,132
Asset retirement obligations——995—995
Other long-term liabilities114138125—377
Amounts due to (from) affiliates385—(385)——
Deferred tax liability113———113
Total equity3,538(22)19,909(19,887)3,538
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY$5,506$130$21,386$(19,887)$7,135

Condensed Consolidating Statement of Operations

Three months ended June 30, 2025
ParentCombined Unrestricted SubsidiariesCombined Restricted SubsidiariesEliminationsConsolidated
(in millions)
Total operating revenues$2$—$992$(16)$978
Total costs and other10916602(16)711
Non-operating (loss) income(26)(3)4—(25)
(LOSS) INCOME BEFORE INCOME TAXES(133)(19)394—242
Income tax provision(70)———(70)
NET (LOSS) INCOME$(203)$(19)$394$—$172
Three months ended June 30, 2024
ParentCombined Unrestricted SubsidiariesCombined Restricted SubsidiariesEliminationsConsolidated
(in millions)
Total operating revenues$7$—$513$(6)$514
Total costs and other7718388(6)477
Gain on asset divestitures——1—1
Non-operating (loss) income(21)(7)1—(27)
(LOSS) INCOME BEFORE INCOME TAXES(91)(25)127—11
Income tax provision(3)———(3)
NET (LOSS) INCOME$(94)$(25)$127$—$8
Six months ended June 30, 2025
ParentCombined Unrestricted SubsidiariesCombined Restricted SubsidiariesEliminationsConsolidated
(in millions)
Total operating revenues$5$—$1,925$(40)$1,890
Total costs and other175341,268(40)1,437
Non-operating (loss) income(48)(7)6—(49)
(LOSS) INCOME BEFORE INCOME TAXES(218)(41)663—404
Income tax provision(117)———(117)
NET (LOSS) INCOME$(335)$(41)$663$—$287
Six months ended June 30, 2024
ParentCombined Unrestricted SubsidiariesCombined Restricted SubsidiariesEliminationsConsolidated
(in millions)
Total operating revenues$13$—$971$(16)$968
Total costs and other13628793(16)941
Gain on asset divestitures——7—7
Non-operating (loss) income(34)(11)3—(42)
(LOSS) INCOME BEFORE INCOME TAXES(157)(39)188—(8)
Income tax benefit6———6
NET (LOSS) INCOME$(151)$(39)$188$—$(2)

NOTE 16 SUBSEQUENT EVENTS

Dividend

On August 5, 2025, our Board of Directors declared a quarterly cash dividend of$0.3875 per share of common stock. The dividend is payable to shareholders of record at the close of business on August 27, 2025 and is expected to be paid on September 12, 2025.

On July 30, 2025 the Board of Directors authorized anextension of our Share Repurchase Program through June 30, 2026. Refer to Note 10 Stockholders' Equityfor more information on our Share Repurchase Program.

ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.