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HF Sinclair Corp

For the period ended Sep 30, 2025. Filed Oct 30, 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.

Sep 30, 2025 · Filed Oct 30, 2025

DINO$97.18-0.6%Stored close · as of Nov 6, 2026
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the Quarterly Period Ended September 30, 2025

or

☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from __________ to ____________

Commission File Number 001-41325

(Exact name of registrant as specified in its charter)

Delaware87-2092143
(State or other jurisdiction ofincorporation or organization)(I.R.S. Employer Identification No.)
Dallas, Texas75219
(Address of principal executive offices)(Zip Code)

Registrant’s telephone number, including area code:(214)871-3555

(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock $0.01 par valueDINONew York Stock Exchange
NYSE Texas, Inc.

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer☒Accelerated filer☐Non-accelerated filer☐Smaller reporting company☐
Emerging growth company☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes☐ No☒

183,948,233 shares of Common Stock, par value $0.01 per share, were outstanding on October 24, 2025.

TABLE OF CONTENTS

Page
Forward-Looking Statements3
Definitions5
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements6
Consolidated Balance Sheets (Unaudited)6
Consolidated Statements of Operations (Unaudited)7
Consolidated Statements of Comprehensive Income (Unaudited)8
Consolidated Statements of Cash Flows (Unaudited)9
Consolidated Statements of Equity (Unaudited)10
Notes to Consolidated Financial Statements (Unaudited):12
Note 1: Description of Business and Basis of Presentation12
Note 2: Cushing Connect Joint Venture13
Note 3: Revenues14
Note 4: Other Income (Expense), Net15
Note 5: Fair Value Measurements16
Note 6: Earnings (Loss) Per Share17
Note 7: Stock-Based Compensation18
Note 8: Inventories18
Note 9: Accrued Liabilities and Other Long-Term Liabilities19
Note 10: Income Taxes20
Note 11: Debt20
Note 12: Derivative Instruments and Hedging Activities24
Note 13: Stockholders’ Equity26
Note 14: Other Comprehensive Income (Loss)27
Note 15: Commitments and Contingencies29
Note 16: Segment Information30
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations34
Overview34
Results of Operations36
Liquidity and Capital Resources46
Critical Accounting Estimates50
Risk Management51
Reconciliations to Amounts Reported Under Generally Accepted Accounting Principles53
Item 3. Quantitative and Qualitative Disclosures About Market Risk57
Item 4. Controls and Procedures58
PART II - OTHER INFORMATION
Item 1. Legal Proceedings59
Item 1A. Risk Factors60
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds62
Item 5. Other Information62
Item 6. Exhibits63
Signatures64
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.