Delek US Holdings, Inc.
For the period ended Jun 30, 2026. Filed Aug 5, 2026.
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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, 2026 · Filed Aug 5, 2026
DK$63.95+2.3%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2026-03-31; filed 2026-04-29.
0001628280-26-028274
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-06-30; filed 2026-08-05.
0001628280-26-053106
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 280 previous paragraphs and 346 current paragraphs.
176 unchanged; 82 reworded; 69 added; 18 removed; 4 previous and 19 current paragraphs rearranged.
Tables are not compared: 16 previous and 16 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (69)
Current report
The near term economic outlook remains uncertain due to geopolitical instability, commodity market volatility and our requirements to comply with the U.S. Environmental Protection Agency’s Renewable Fuel Standard - 2 ("RFS-2") regulations. On August 3, 2026 EPA announced its final action on certain petitions for small refinery exemptions under the Renewable Fuel Standard program, which included the petition submitted for the Krotz Springs refinery for the 2024 compliance year. The EPA’s action follows the D.C. Court of Appeals’ April 7, 2026 decision vacating the EPA’s prior denial of the 2024 exemption application. We believe this action reinforces the important role that SREs play in ensuring the RFS program appropriately recognizes the disproportionate economic hardship that is experienced by qualifying small refineries.
Current report
Delek Debt Agreements
Current report
On May 15, 2026, Delek entered into an amendment (“Amendment No. 1”) to the Delek Term Loan Credit Facility. Proceeds and cash on hand were used to refinance the Company’s existing term loan facility. As a result of the refinancing effected pursuant to Amendment No. 1, outstanding term loans of the Company were reduced to an aggregate principal amount of $850.0 million. Amendment No. 1, among other modifications, (i) extended the maturity of the Delek Term Credit Facility to May 15, 2032 and (ii) reduced the rate of interest on borrowings, at the Company’s election, to either term SOFR plus 300 basis points or base rate plus 200 basis points. The amendment also allows for up to 750.0 million in incremental loans subject to certain restrictions.
Current report
On April 9, 2026, the Company entered into Amendment No. 4 to Third Amended and Restated Credit Agreement (“Amendment No. 4” and, as amended, the "ABL Credit Agreement"). Amendment No. 4, among other modifications, (i) increased the revolving loan commitments from
Current report
$1,100.0 million to $1,250.0 million, (ii) extended the maturity date of the Delek Revolving Credit Facility from October 26, 2027 to April 9, 2031, (iii) reduced the interest rate margins applicable to the Delek Revolving Credit Facility by 0.25% and (iv) amended certain thresholds for obligations under the Existing ABL Credit Agreement.
Current report
Delek Logistics Debt Agreement
Current report
On May 14, 2026, Delek Logistics sold $800.0 million in aggregate principal amount of the Co-issuers 6.875% Senior Notes due 2034 (the “Delek Logistics 2034 Notes”). Net proceeds were used to redeem the Delek Logistics 2028 Notes and a portion of the Delek Logistics 2029 Notes.
Current report
Cybersecurity Incident
Current report
In July 2026, we identified a cybersecurity incident in which an unauthorized third party accessed a single employee's account and copied certain files from our email and SharePoint environment. Upon discovery, we promptly contained the incident, disabled the affected credentials, and engaged a third-party forensic firm and outside legal counsel. The incident did not affect our refining or logistics operations, or financial reporting systems, and did not result in any loss of availability of our data. Management has determined, based on information known to date, that the incident is not material and is not reasonably likely to have a material impact on our business, financial condition, or results of operations. Our assessment of applicable notification and other legal obligations remains ongoing.
Current report
The chart below illustrates the volatility in RINs for each of the quarterly periods in 2025 and for the two quarterly periods in 2026.
Current report
In the second quarter of 2026 and 2025, we generated net revenues of $4,087.0 million and $2,764.6 million, respectively, an increase of $1,322.4 million, or 47.8%. The increase in net revenues was primarily driven by the following factors:
Current report
•in our refining segment, increases in the average price of U.S. Gulf Coast gasoline of 57.4%, ULSD of 76.9% and U.S. Gulf Coast HSD of 81.1%;
Current report
Cost of materials and other was $3,390.6 million for the second quarter of 2026 compared to $2,415.0 million for the second quarter of 2025, an increase of $975.6 million, or 40.4%. The net increase in cost of materials and other was primarily driven by the following:
Current report
•an increase in the price of RINs for the six months ended June 30, 2026; and
Current report
Operating expenses (included in both cost of sales and other operating expenses) were $223.0 million for the second quarter of 2026 compared to $212.0 million for the second quarter of 2025, an increase of $11.0 million, or 5.2%. The increase in operating expenses was primarily driven by the following:
Current report
•an increase in employee costs of $7.8 million, rental costs of $3.6 million and outside services of $2.5 million.
Current report
General and administrative expenses were $56.7 million for the second quarter of 2026 compared to $76.6 million for the second quarter of 2025, a decrease of $19.9 million, or 26.0%. The decrease was primarily driven by decreased restructuring costs of $15.8 million, supplies costs of $2.2 million, and outside services of $2.1 million.
Current report
Other operating expense, net decreased by $1.8 million in the second quarter of 2026 to income of $1.4 million compared to expense of $0.4 million in the second quarter of 2025.
Current report
Interest expense, net was $100.1 million in the second quarter of 2026, compared to $85.9 million in the second quarter of 2025, an increase of $14.2 million, or 16.5%, primarily driven by the following:
Current report
Interest expense, net was $184.6 million in the six months ended June 30, 2026, compared to $170.0 million for six months ended June 30, 2025, an increase of $14.6 million, or 8.6% primarily due to the following:
Current report
We recognized income of $19.7 million from equity method investments during the second quarter of 2026, compared to $22.2 million for the second quarter of 2025, a decrease of $2.5 million, or 11.3%.
Current report
Other expense, net decreased by $6.1 million, or 98.4%, to $0.1 million in the second quarter of 2026 compared to $6.2 million in the second quarter of 2025 primarily driven by the following:
Current report
•an impairment recognized on two investments held at cost within other non-current assets for $8.6 million during the second quarter of 2025.
Current report
•an impairment recognized on two investments held at cost within other non-current assets for $8.6 million during the six months ended June 30, 2025.
Current report
•an increase in pre-tax net income of $325.3 million; and
Current report
•our effective tax rates were 18.8% and 13.6% for the three months ended June 30, 2026 and 2025, respectively, due to the impact of fixed dollar permanent differences on the tax rate and changes to valuation allowances on certain attributes.
Current report
Revenues for the refining segment increased by $1,339.2 million, or 49.3%, in the second quarter of 2026 compared to the second quarter of 2025. The increase was primarily driven by the following:
Current report
•an increase in the average price of U.S. Gulf Coast gasoline of 57.4%, ULSD of 76.9% and U.S. Gulf Coast HSD of 81.1%.
Current report
•an increase in the average price of U.S. Gulf Coast gasoline of 33.7%, ULSD of 47.0%, and U.S. Gulf Coast HSD of 47.5%.
Current report
Revenues included sales to our logistics segment of $257.1 million and $174.5 million for the six months ended June 30, 2026 and 2025, respectively. We eliminate this intercompany revenue in consolidation.
Current report
Cost of materials and other increased by $870.0 million, or 35.1%, in the second quarter of 2026 compared to the second quarter of 2025. The increase was primarily driven by the following:
Current report
•an increase in the price of RINs for the second quarter of 2026.
Current report
Cost of materials and other increased $800.9 million, or 16.2%, in the six months ended June 30, 2026 compared to the six months ended June 30, 2025. This increase was primarily driven by the following:
Current report
•an increase in the price of RINs for the six months ended June 30, 2026.
Current report
Operating expenses increased by $5.6 million, or 3.7%, in the second quarter of 2026 compared to the second quarter of 2025. The increase in operating expenses was primarily driven by the following:
Current report
•an increase in employee expenses of $6.3 million and lease and rental expenses of $3.3 million.
Current report
•a decrease in outside services of $4.9 million.
Current report
•a decrease in outside services of $13.4 million primarily driven by the Big Spring refinery turnaround.
Current report
•an increase in employee expenses of $7.5 million and lease and rental expenses of $4.4 million.
Current report
Refining segment margin increased by $469.2 million, or 196.9%, in the second quarter of 2026 compared to the second quarter of 2025, with a refining margin percentage of 17.4% as compared to 8.8% for the second quarter of 2026 and 2025, respectively, primarily driven by the following:
Showing the first 40 of 69 passages. Open the source sections for the rest.
Removed paragraphs (18)
Previous report
The chart below illustrates the volatility in RINs beginning with the first quarter of 2025 through the first quarter of 2026.
Previous report
•an increase in our gathering and processing operations primarily associated with increased crude oil activity in our Delaware Gathering operations and the Delek Permian Gathering operations.
Previous report
Interest expense, net was $84.5 million in the three months ended March 31, 2026, compared to $84.1 million for three months ended March 31, 2025, an increase of $0.4 million, or 0.5% primarily due to the following:
Previous report
•an increase in income from our investment in W2W Holdings LLC to $9.6 million during the three months ended March 31, 2026 from $5.4 million in the three months ended March 31, 2025.
Previous report
•a decrease in income from our investment in Red River Pipeline Company LLC to $1.9 million during the three months ended March 31, 2026 from $2.3 million in the three months ended March 31, 2025;
Previous report
•a decrease in income from our investment in two other pipeline joint ventures to $0.1 million during the three months ended March 31, 2026 from $2.1 million in the three months ended March 31, 2025; and
Previous report
•a decrease in income from our asphalt terminal equity method investment.
Previous report
•an increase in the average price of U.S. Gulf Coast gasoline of 5.6%, ULSD of 19.7%, and U.S. Gulf Coast HSD of 17.5%.
Previous report
Cost of materials and other decreased $69.1 million, or 2.8%, in the three months ended March 31, 2026 compared to the three months ended March 31, 2025. This decrease was primarily driven by the following:
Previous report
◦the average sales prices per gallon of gasoline and diesel sold increased by $0.09 and $0.35 per gallon, respectively;
Previous report
◦the average cost per gallon of gasoline and diesel sold increased by $0.03 per gallon and $0.40 per gallon, respectively;
Previous report
•an increase of $26.0 million in our gathering and processing operations primarily associated with increased crude oil activity in our Delaware Gathering operations and transportation costs in our Delek Permian Gathering operations.
Previous report
Operating expenses increased by $6.1 million, or 14.9%, in the three months ended March 31, 2026 compared to the three months ended March 31, 2025, primarily driven by the following:
Previous report
•an increase of $5.4 million in outside services and $2.1 million in variable expenses.
Previous report
•These increases were partially offset by a decrease in maintenance and repair costs of $2.2 million.
Previous report
EBITDA increased by $2.7 million, or 2.9%, in the three months ended March 31, 2026 compared to the three months ended March 31, 2025, primarily driven by the following:
Previous report
•aggregate principal of $400.0 million under the Delek Logistics 2028 Notes (due in 2028, with effective interest rate of 7.37%);
Previous report
•aggregate principal of $1,050.0 million under the Delek Logistics 2029 Notes (due in 2029, with effective interest rate of 8.80%); and
Reworded paragraphs (82)
Previous wording
This Quarterly Report on Form 10-Q contains "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Exchange Act. These forward-looking statements reflect our current estimates, expectations and projections about our future results, performance, prospects, and opportunities. Forward-looking statements include, among other things, statements that refer to the the acquisition of Gravity Water Intermediate Holdings LLC ("Gravity") (the "Gravity Acquisition"), including any statements regarding the expected benefits, synergies, growth opportunities, impact on liquidity and prospects, and other financial and operating benefits thereof, statements regarding the effect, impact, potential duration or other implications of, or expectations expressed with respect to, the outbreak of a pandemic and its impact on oil production and pricing, and statements regarding our efforts and plans in response to such events, the information concerning possible future results of operations, business and growth strategies, including as the same may be impacted by any ongoing military conflict, such as the armed conflicts in Ukraine and the Middle East, financing plans, expectations that regulatory developments or other matters will or will not have a material adverse effect on our business or financial condition, our competitive position and the effects of competition, the projected growth of the industry in which we operate, and the benefits and synergies to be obtained from our completed and any future acquisitions or dispositions, statements of management’s goals and objectives, and other similar expressions concerning matters that are not historical facts. Words such as "may," "will," "should," "could," "would," "predicts," "potential," "continue," "expects," "anticipates," "future," "intends," "plans," "believes," "estimates," "appears," "projects" and similar expressions, as well as statements in future tense, identify forward-looking statements.
Current wording
This Quarterly Report on Form 10-Q contains "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Exchange Act. These forward-looking statements reflect our current estimates, expectations and projections about our future results, performance, prospects, and opportunities. Forward-looking statements include, among other things, statements that refer to acquisitions, including any statements regarding the expected benefits, synergies, growth opportunities, impact on liquidity and prospects, and other financial and operating benefits thereof, statements regarding the effect, impact, potential duration or other implications of, or expectations expressed with respect to, the outbreak of a pandemic and its impact on oil production and pricing, and statements regarding our efforts and plans in response to such events, the information concerning possible future results of operations, business and growth strategies, including as the same may be impacted by any ongoing military conflict, such as the armed conflicts in Ukraine and the Middle East, financing plans, expectations that regulatory developments or other matters will or will not have a material adverse effect on our business or financial condition, our competitive position and the effects of competition, the projected growth of the industry in which we operate, and the benefits and synergies to be obtained from our completed and any future acquisitions or dispositions, statements of management’s goals and objectives, and other similar expressions concerning matters that are not historical facts. Words such as "may," "will," "should," "could," "would," "predicts," "potential," "continue," "expects," "anticipates," "future," "intends," "plans," "believes," "estimates," "appears," "projects" and similar expressions, as well as statements in future tense, identify forward-looking statements.
Previous wording
•our ability to execute our long-term sustainability strategy and growth through acquisitions and dispositions such as the Gravity Acquisition, and joint ventures, including our ability to successfully integrate acquisitions, complete strategic transactions, safety initiatives and capital projects, realize expected synergies, cost savings and other benefits therefrom, return value to shareholders, or achieve operational efficiencies;
Current wording
•our ability to execute our long-term sustainability strategy and growth through acquisitions, such as the Gravity Water Intermediate Holdings LLC ("Gravity") acquisition (the "Gravity Acquisition"), and dispositions, and joint ventures, including our ability to successfully integrate acquisitions, complete strategic transactions, safety initiatives and capital projects, realize expected synergies, cost savings and other benefits therefrom, return value to shareholders, or achieve operational efficiencies;
Previous wording
•the decline in margins impacting current results and forecasts could result in impairments in certain of our long-lived or indefinite-lived assets, including
Current wording
•the decline in margins impacting current results and forecasts could result in impairments in certain of our long-lived or indefinite-lived assets, including goodwill, or have other financial statement impacts that cannot currently be anticipated;
Previous wording
Our focus on safe and reliable operations is a pillar which underlines all of our business activities. We continue to identify opportunities to mitigate market risk and focus on efforts that improve our overall cost structure while not compromising operational excellence. Our disciplined approach to cost control, coupled with a focus on our enterprise optimization plan ("EOP") margin enhancements supported strong earnings before interest, taxes, depreciation and amortization, and proportional interest, taxes, depreciation and amortization of equity method investments ("EBITDA") and cash flow, while our capital deployment remained aligned with our strategic priorities. We are focused on maintaining and expanding on the successful efforts achieved in EOP since 2024 and unlocking further free cash flow improvements across all lines of our business. In 2026, we completed the Big Spring Refinery turnaround safely, on budget and on-time, allowing us to maximize operations for the summer driving season. We also executed asset purchase agreements with Delek Logistics, (collectively referred to as “the Intercompany Agreements”) which will bring refining related activities and assets back to our refining segment and create further economic independence to our Logistics business. We also continue to deliver on strong balance sheet initiatives, including entering into amended and new credit facilities for Delek and Delek Logistics in April and March, respectively.
Current wording
Our focus on safe and reliable operations is a pillar which underlines all of our business activities. We continue to identify opportunities to mitigate market risk and focus on efforts that improve our overall cost structure without compromising operational excellence. Our disciplined approach to cost control, coupled with a focus on our enterprise optimization plan ("EOP") margin enhancements supported strong earnings before interest, taxes, depreciation and amortization, and proportional interest, taxes, depreciation and amortization of equity method investments ("EBITDA") and cash flow, while our capital deployment remained aligned with our strategic priorities. We remain committed to building on the progress achieved through the EOP since 2024 and unlocking further free cash flow improvements across all business lines. In 2026, we completed the Big Spring Refinery turnaround safely, on budget and on-time, positioning us to maximize operations for the summer driving season. We also advanced our strong balance sheet initiatives, including issuing new 6.875% Notes due 2034, redeeming all 7.125% Notes due 2028 and a portion of the 8.625% Notes due 2029, and entering into amended and new credit facilities for Delek and Delek Logistics. Additionally, we executed asset purchase agreements with Delek Logistics, (collectively referred to as “the Intercompany Agreements”) which will return refining-related activities and assets back to our refining segment and create further economic independence for our Logistics business.
Previous wording
Global crude oil and refined product markets have experienced significant volatility in 2026 due to geopolitical instability in the Middle East, including the ongoing conflict involving Iran and resulting disruptions to maritime transit through the Strait of Hormuz. In the first quarter of 2026, the Refining segment provided higher margins than 2025 due to increased crack spreads. The domestic West Texas Intermediate ("WTI") differentials compared to Brent continued to be favorable, and the WTI Midland to Cushing differential became favorable in the first quarter of 2026. We will continue to execute on our priorities of running safe and reliable operations, making further progress on our "sum of the parts" and EOP efforts, and delivering shareholder value while maintaining our financial strength and flexibility.
Current wording
Global crude oil and refined product markets have experienced significant volatility in 2026, driven by geopolitical instability in the Middle East, including the ongoing conflict involving Iran and resulting disruptions to maritime transit through the Strait of Hormuz. During the second quarter of 2026, our Refining segment continued to benefit from a constructive margin environment compared to 2025, supported by increased crack spreads and favorable crude oil differentials. The domestic West Texas Intermediate ("WTI") differentials compared to Brent continued to be favorable, but the WTI Midland to Cushing differential widened in the second quarter of 2026. We will continue to execute on our priorities of safe and reliable operations, advancing our EOP cost saving initiatives, and delivering shareholder value while maintaining our financial strength and flexibility.
Previous wording
The near term economic outlook still has uncertainty due to geopolitical instability, commodity market volatility and our requirements to comply with the U.S. Environment Projection Agency’s Renewable Fuel Standard - 2 ("RFS-2") regulations. As a result, we continue to progress our business transformation focused on enterprise-wide opportunities to improve the efficiency of our cost structure. We continued to advance our strategic initiatives aimed at long-term value creation. This includes the progress made on our EOP. The EOP includes leaner costs including lower general and administrative expenses, lower operating expenses and lower interest expense.
Current wording
In response to uncertainty, we continue to progress our business transformation focused on enterprise-wide opportunities to improve the efficiency of our cost structure. We continued to advance our strategic initiatives aimed at long-term value creation. This includes the progress made on our EOP. The EOP includes leaner costs including lower general and administrative expenses, lower operating expenses and lower interest expense.
Previous wording
We want to reward our shareholders with a disciplined and balanced capital allocation framework. As we strengthen our relative financial position, we believe a balanced approach between shareholder returns and balance sheet improvement is appropriate. As of March 31, 2026, we returned $15.6 million of capital in 2026 to shareholders through dividends.
Current wording
We want to reward our shareholders with a disciplined and balanced capital allocation framework. As we strengthen our relative financial position, we believe a balanced approach between shareholder returns and balance sheet improvement is appropriate. As of June 30, 2026, we returned $51.2 million of capital in 2026 to shareholders through dividends and share buybacks.
Previous wording
Our near-term focus is centered around the following: (1) operational excellence, (2) financial strength and flexibility, (3) strategic initiatives which includes unlocking the "sum of the parts" value of our existing business while identifying growth opportunities to enhance the Company's scale and diversify revenue streams, (4) continuing our EOP efforts to enhance margin and cash flow and (5) return to investors. See further discussion in the "Strategic Objectives" section below.
Current wording
Our near-term focus is centered around the following: (1) operational excellence, (2) financial strength and flexibility, (3) strategic initiatives which includes unlocking the "sum of the parts" value of our existing business while identifying growth opportunities to enhance the Company's scale and diversify revenue streams, (4) continuing our EOP efforts to enhance margin and cash flow and (5) returns to investors. See further discussion in the "Strategic Objectives" section below.
Previous wording
On January 30, 2026, we entered into the Intercompany Agreements, pursuant to which we agreed to acquire a Tyler refinery tank for total consideration of $19.0 million (the “Tyler Tank Purchase”) and El Dorado tank and terminal assets for total consideration of $66.0 million (the “El Dorado Terminal Purchase”). The Tyler Tank Purchase closed on April 1, 2026 with consideration paid through transfer of Delek Logistics common units, based on a 30-day volume weighted average unit price. The El Dorado Terminal Purchase is expected to close on October 1, 2027, subject to the satisfaction of customary closing conditions. In addition, pursuant to the Intercompany Agreements, Delek will waive Omnibus fees for an aggregate of $4.0 million during the first two quarters of 2026.
Current wording
On January 30, 2026, we entered into the Intercompany Agreements, pursuant to which we agreed to acquire a Tyler refinery tank for total consideration of $19.0 million (the “Tyler Tank Purchase”) and El Dorado tank and terminal assets for total consideration of $66.0 million (the “El Dorado Terminal Purchase”). The Tyler Tank Purchase closed on April 1, 2026 with consideration paid through transfer of Delek Logistics common units, based on a 30-day volume weighted average unit price. The El Dorado Terminal Purchase is expected to close on October 1, 2027, subject to the satisfaction of customary closing conditions. In addition, pursuant to the Intercompany Agreements, Delek waived Omnibus fees for an aggregate of $4.0 million during the first two quarters of 2026.
Previous wording
Operations that are not specifically included in the reportable segments are included in Corporate, Other and Eliminations, which consist of our corporate activities, results of certain immaterial operating segments, including our Canadian crude trading operations and intercompany eliminations.
Current wording
Operations that are not specifically included in the reportable segments are included in Corporate, Other and Eliminations, which consist of our corporate activities, results of certain immaterial operating segments and intercompany eliminations.
Previous wording
Our refining segment also owns two biodiesel facilities involved in the production of biodiesel fuels and related activities, located in Crossett, Arkansas and New Albany, Mississippi. During the second quarter of 2024, we made the decision to idle the biodiesel facilities, while exploring viable and sustainable alternatives. In the fourth quarter of 2025, we sold our Cleburne, Texas facility. In addition, the refining segment includes our wholesale crude operations and our 50% interest in a joint venture that owns asphalt terminals located in the southwestern region of the U.S.
Current wording
Our refining segment also owns two biodiesel facilities involved in the production of biodiesel fuels and related activities, located in Crossett, Arkansas and New Albany, Mississippi. During the second quarter of 2024, we made the decision to idle the biodiesel facilities, while exploring viable and sustainable alternatives. In the fourth quarter of 2025, we sold our Cleburne, Texas facility. In addition, the refining segment includes
Previous wording
Our logistics segment contains a full suite of gas, crude and water systems that gathers, transports and stores crude oil and natural gas; markets, distributes, transports and stores refined products; and disposes and recycles water in select regions of the southern United States, West Texas, New Mexico and North Dakota for our refining segment and third parties. It is comprised of the consolidated balance sheet and results of operations of Delek Logistics (NYSE: DKL), where we owned a 63.3% interest at March 31, 2026. Delek Logistics was formed by Delek in 2012 to own, operate, acquire and construct crude oil and refined products logistics and marketing assets. A portion of Delek Logistics' assets are currently integral to our refining and marketing operations. The logistics segment's gathering and processing business owns or leases capacity on approximately 390 miles of crude oil transportation pipelines, approximately 169 miles of refined product pipelines, and approximately 767-mile of crude oil gathering system. Additionally, in the Delaware Basin, we have been expanding our natural gas processing capabilities by constructing a new natural gas processing plant and adding acid gas injection and sour gas processing capabilities. This segment also includes water disposal and recycling operations, located in the Delaware Basin of New Mexico, the Midland Basin of Texas, and the Bakken Basin of North Dakota. The storage and transportation business owns or leases associated crude oil storage tanks. The logistics segment has an aggregate of approximately 11.3 million barrels of active shell capacity. It also owns and operates nine light product terminals and markets light products using third-party terminals. Logistics has strategic investments in pipeline joint ventures that provide access to pipeline capacity as well as the potential for earnings from joint venture operations. The logistics segment owns or leases approximately 161 tractors and 306 trailers used to haul primarily crude oil and other products for related and third parties.
Current wording
Our logistics segment contains a full suite of gas, crude and water systems that gathers, transports and stores crude oil and natural gas; markets, distributes, transports and stores refined products; and disposes and recycles water in select regions of the southern United States, West Texas, New Mexico and North Dakota for our refining segment and third parties. It is comprised of the consolidated balance sheet and results of operations of Delek Logistics (NYSE: DKL), where we owned a 63.0% interest at June 30, 2026. Delek Logistics was formed by Delek in 2012 to own, operate, acquire and construct crude oil and refined products logistics and marketing assets. The logistics segment's gathering and processing business owns or leases capacity on approximately 390 miles of crude oil transportation pipelines, approximately 169 miles of refined product pipelines, and approximately 767-mile of crude oil gathering system. Additionally, in the Delaware Basin, we have been expanding our natural gas processing capabilities by constructing a new natural gas processing plant and adding acid gas injection and sour gas processing capabilities. This segment also includes water disposal and recycling operations, located in the Delaware Basin of New Mexico, the Midland Basin of Texas, and the Bakken Basin of North Dakota. The storage and transportation business owns or leases associated crude oil storage tanks. The logistics segment has an aggregate of approximately 11.3 million barrels of active shell capacity. It also owns and operates nine light product terminals and markets light products using third-party terminals. Logistics has strategic investments in pipeline joint ventures that provide access to pipeline capacity as well as the potential for earnings from joint venture operations. The logistics segment owns or leases approximately 161 tractors and 306 trailers used to haul primarily crude oil and other products for related and third parties.
Previous wording
•Execute on our strategic initiatives, which may include opportunities to monetize our investment in Delek Logistics. The goal being to help unlock value embedded in the Delek valuation, along with deconsolidating Delek Logistics by reducing Delek's ownership in Delek Logistics.
Current wording
•Execute on our strategic initiatives, which may include opportunities to monetize our investment in Delek Logistics. The goal being to help unlock value embedded in the Delek valuation by reducing Delek's ownership in Delek Logistics.
Previous wording
We have positioned the Company to continue to run safely, reliably, and environmentally responsibly while leveraging our Delek Logistics business. Crack spreads were higher in 2026 than 2025, but below historically high crack spreads in 2023. Many uncertainties remain in 2026 with respect to the global supply and demand of the crude oil and refined products markets heightened by the ongoing conflict in Iran and it is difficult to predict the ultimate economic impacts this may have on our operations. Additionally, U.S. policy changes and escalating conflicts in the Middle East, Europe, and South America could potentially result in supply disruptions or further volatility in crude oil and refined products prices.
Current wording
We have positioned the Company to continue to run safely, reliably, and environmentally responsibly while leveraging our Delek Logistics business. Crack spreads were higher in 2026 than 2025, and higher than any period in the past four years. RINs also reached pricing levels higher than any period in the past four years which negatively impacted our refining expenses. Many uncertainties remain in 2026 with respect to the global supply and demand of the crude oil and refined products markets heightened by the ongoing conflict in Iran and it is difficult to predict the ultimate economic impacts this may have on our operations. Additionally, U.S. policy changes and escalating conflicts in the Middle East, Europe, and South America could potentially result in supply disruptions or further volatility in crude oil and refined products prices.
Previous wording
The table below reflects the quarterly average prices of WTI Midland and WTI Cushing crude oil for each of the quarterly periods in 2025 and for the first quarterly period in 2026.
Current wording
The table below reflects the quarterly average prices of WTI Midland and WTI Cushing crude oil for each of the quarterly periods in 2025 and for the two quarterly periods in 2026.
Previous wording
The chart below illustrates the key differentials impacting our refining operations, including WTI Cushing to Brent, WTI Midland to WTI Cushing, and Louisiana Light Sweet crude oil ("LLS") to WTI Cushing for each of the quarterly periods in 2025 and for the first quarterly period in 2026.
Current wording
The chart below illustrates the key differentials impacting our refining operations, including WTI Cushing to Brent, WTI Midland to WTI Cushing, and Louisiana Light Sweet crude oil ("LLS") to WTI Cushing for each of the quarterly periods in 2025 and for the two quarterly periods in 2026.
Previous wording
The charts below illustrate the quarterly average prices of Gulf Coast Gasoline ("CBOB"), U.S. High Sulfur Diesel ("HSD") and U.S. Ultra Low Sulfur Diesel ("ULSD") for each of the quarterly periods in 2025 and for the first quarterly period in 2026.
Current wording
The charts below illustrate the quarterly average prices of Gulf Coast Gasoline ("CBOB"), U.S. High Sulfur Diesel ("HSD") and U.S. Ultra Low Sulfur Diesel ("ULSD") for each of the quarterly periods in 2025 and for the two quarterly periods in 2026.
Previous wording
The table below reflects the quarterly average Gulf Coast 5-3-2 ULSD, 3-2-1 ULSD and 2-1-1 HSD/LLS crack spreads for each of the quarterly periods in 2025 and for the first quarterly period in 2026.
Current wording
The table below reflects the quarterly average Gulf Coast 5-3-2 ULSD, 3-2-1 ULSD and 2-1-1 HSD/LLS crack spreads for each of the quarterly periods in 2025 and for the two quarterly periods in 2026.
Previous wording
Environmental regulations and the political environment continue to affect our refining margins in the form of volatility in the price of RINs. We enter into future commitments to purchase or sell RINs at fixed prices and quantities, which are used to manage the costs of our credits for commitments required by the U.S. Environmental Protection Agency (“EPA”) to blend biofuels into fuel products ("RINs Obligation"). On a consolidated basis, we work to balance our RINs Obligation in order to minimize the effect of RINs prices on our results. While we obtain RINs in our refining and logistics segments through our ethanol and biodiesel blending and generate RINs through biodiesel production, our refining segment still must purchase additional RINs to satisfy its obligations. Additionally, our ability to obtain RINs through blending is limited by our refined product slate, blending capabilities and market constraints. The cost to purchase these additional RINs is a significant cash outflow for our business. Increases in the market prices of RINs generally adversely affect our results of operations through changes in fair value to our existing RINs Obligation, to the extent we do not have offsetting RINs inventory on hand or effective economic hedges through net forward purchase commitments. RINs prices are highly sensitive to regulatory and political influence and conditions, and therefore often do not correlate to movements in crude oil prices, refined product prices or crack spreads. Because of the volatility in RINs prices, it is not possible to predict future RINs cost with certainty, and movements in RINs prices can have significant and unanticipated adverse effects on our refining margins that are outside of our control.
Current wording
Environmental regulations and the political environment continue to affect our refining margins in the form of volatility in the price of RINs. We enter into future commitments to purchase or sell RINs at fixed prices and quantities, which are used to manage the costs of our credits for commitments required by the U.S. Environmental Protection Agency (“EPA”) to blend biofuels into fuel products ("RINs Obligation"). On a consolidated basis, we work to balance our RINs Obligation in order to minimize the effect of RINs prices on our results. While we obtain RINs in our refining and logistics segments through our ethanol and biodiesel blending, our refining segment still must purchase additional RINs to satisfy its obligations. Additionally, our ability to obtain RINs through blending is limited by our refined product slate, blending capabilities and market constraints. The cost to purchase these additional RINs is a significant cash outflow for our business. Increases in the market prices of RINs generally adversely affect our results of operations through changes in fair value to our existing RINs Obligation, to the extent we do not have offsetting RINs inventory on hand or effective economic hedges through net forward purchase commitments. RINs prices are highly sensitive to regulatory and political influence and conditions, and therefore often do not correlate to movements in crude oil prices, refined product prices or crack spreads. Because of the volatility in RINs prices, it is not possible to predict future RINs cost with certainty, and movements in RINs prices can have significant and unanticipated adverse effects on our refining margins that are outside of our control.
Previous wording
The chart below illustrates the quarterly average prices of Waha (Permian Basin) and Henry Hub (Gulf Coast) per million British Thermal Units ("MMBtu") beginning with the first quarter of 2025 through the first quarter of 2026.
Current wording
The chart below illustrates the quarterly average prices of Waha (Permian Basin) and Henry Hub (Gulf Coast) per million British Thermal Units ("MMBtu") for each of the quarterly periods in 2025 and for the two quarterly periods in 2026.
Previous wording
Decisions concerning the allocation of resources and assessment of operating performance are made based on this segmentation. Management measures the operating performance of each of its reportable segments based on the segment EBITDA.
Current wording
Decisions concerning the allocation of resources and assessment of operating performance are made based on this segmentation. Management measures the operating performance of each of its reportable segments based on segment EBITDA.
Previous wording
Consolidated Results of Operations — Comparison of the Three Months Ended March 31, 2026 versus the Three Months Ended March 31, 2025
Current wording
Consolidated Results of Operations — Comparison of the Three and Six Months Ended June 30, 2026 versus the Three and Six Months Ended June 30, 2025
Previous wording
Consolidated net loss for the three months ended March 31, 2026 was $190.9 million compared to a net loss of $158.5 million for the three months ended March 31, 2025. Consolidated net loss attributable to Delek for the three months ended March 31, 2026 was $201.3 million, or $(3.34) per basic share, compared to a loss of $172.7 million, or $(2.78) per basic share, for the three months ended March 31, 2025. Explanations for significant drivers impacting net loss as compared to the comparable period of the prior year are discussed in the sections below.
Current wording
Consolidated net loss for the six months ended June 30, 2026 was $10.8 million compared to a net loss of $248.6 million for the six months ended June 30, 2025. Consolidated net loss attributable to Delek for the six months ended June 30, 2026 was $31.8 million, or $(0.52) per basic share, compared to a loss of $279.1 million, or $(4.55) per basic share, for the six months ended June 30, 2025. Explanations for significant drivers impacting net loss as compared to the comparable period of the prior year are discussed in the sections below.
Previous wording
•increased revenue primarily related to increased crude activity in our Delaware Gathering operations.
Current wording
•in our logistics segment, increased revenue primarily related to increased crude activity in our Delaware Gathering operations.
Previous wording
We generated net revenues of $2,653.1 million and $2,641.9 million during the three months ended March 31, 2026 and 2025, respectively, an increase of $11.2 million, or 0.4%. The increase in net revenues was primarily due to the following:
Current wording
We generated net revenues of $6,740.1 million and $5,406.5 million during the six months ended June 30, 2026 and 2025, respectively, an increase of $1,333.6 million, or 24.7%. The increase in net revenues was primarily due to the following:
Previous wording
•in our refining segment, increases in the average price of U.S. Gulf Coast gasoline of 5.6%, ULSD of 19.7%, and U.S. Gulf Coast HSD of 17.5%; and
Current wording
•in our refining segment, increases in the average price of U.S. Gulf Coast gasoline of 33.7%, ULSD of 47.0%, and U.S. Gulf Coast HSD of 47.5%; and
Previous wording
Cost of materials and other was $2,465.8 million for the three months ended March 31, 2026, compared to $2,399.5 million for the three months ended March 31, 2025, an increase of $66.3 million, or 2.8%. The net increase in cost of materials and other primarily related to the following:
Current wording
Cost of materials and other was $5,856.4 million for the six months ended June 30, 2026, compared to $4,814.5 million for the six months ended June 30, 2025, an increase of $1,041.9 million, or 21.6%. The net increase in cost of materials and other primarily related to the following:
Previous wording
•an increase in the cost of crude oil feedstocks at the refineries, including a 1.7% increase in the average cost of WTI Cushing crude oil and a 0.1% increase in the average cost of WTI Midland crude oil;
Current wording
•an increase in the cost of crude oil feedstocks at the refineries, including a 19.3% increase in the average cost of WTI Cushing crude oil and a 19.5% increase in the average cost of WTI Midland crude oil;
Previous wording
Operating expenses (included in both cost of sales and other operating expenses) were $221.5 million for the three months ended March 31, 2026 compared to $212.4 million for the three months ended March 31, 2025, an increase of $9.1 million, or 4.3%. The increase in operating expenses was primarily driven by the following:
Current wording
Operating expenses (included in both cost of sales and other operating expenses) were $444.5 million for the six months ended June 30, 2026 compared to $424.4 million for the six months ended June 30, 2025, an increase of $20.1 million, or 4.7%. The increase in operating expenses was primarily driven by the following:
Previous wording
•an increase in employee costs of $10.9 million, insurance costs of $3.9 million and supplies of $2.3 million.
Current wording
•an increase in employee costs of $19.0 million, insurance costs of $4.2 million, supplies of $3.5 million and lease and rental costs of $3.1 million.
Previous wording
•a decrease in outside services of $8.6 million and variable expenses of $3.5 million including electricity, natural gas, chemical, and catalyst costs primarily driven by the Big Spring refinery turnaround.
Current wording
◦a decrease in variable expenses of $6.6 million including electricity, natural gas, chemical and catalyst costs and maintenance costs of $5.7 million.
Previous wording
General and administrative expenses were $44.0 million for the three months ended March 31, 2026 compared to $61.5 million for the three months ended March 31, 2025, a decrease of $17.5 million, or 28.5%. The decrease was primarily driven by decreased employee costs of $8.6 million, restructuring costs of $4.1 million and supplies costs of $2.2 million.
Current wording
General and administrative expenses were $100.7 million for the six months ended June 30, 2026 compared to $138.1 million for the six months ended June 30, 2025, a decrease of $37.4 million, or 27.1%. The decrease was primarily driven by decreased restructuring costs of $21.4 million, employee costs of $8.0 million, and supplies costs of $4.4 million.
Previous wording
Depreciation and amortization (included in both cost of sales and other operating expenses) was $103.3 million for the three months ended March 31, 2026 compared to $101.3 million for the three months ended March 31, 2025, an increase of $2.0 million, or 2.0%. The increase was a result of a general increase in our fixed asset base due to capital projects and turnarounds completed.
Current wording
Depreciation and amortization (included in both cost of sales and other operating expenses) was $219.0 million for the six months ended June 30, 2026 compared to $195.4 million for the six months ended June 30, 2025, an increase of $23.6 million, or 12.1%. The increase was a result of a general increase in our fixed asset base due to capital projects and turnarounds completed.
Previous wording
Other operating income, net was $2.2 million and $7.0 million for the three months ended March 31, 2026 and 2025, respectively, a decrease of $4.8 million, or 68.6% . The decrease was primarily driven by the following:
Current wording
Other operating income, net was $3.6 million and $6.6 million for the six months ended June 30, 2026 and 2025, respectively, a decrease of $3.0 million, or 45.5%. The decrease was primarily driven by the following:
Previous wording
•for the three months ended March 31, 2025, we recorded a gain of $4.3 million related to Delek Logistics' eminent domain settlement.
Current wording
•for the six months ended June 30, 2025 we recorded a gain of $4.3 million related to Delek Logistics' eminent domain settlement.
Previous wording
•an increase in net average borrowings outstanding (including the obligations under the inventory intermediation agreement which has an associated interest charge) and an increase in the average effective interest rate partially offset by hedge gains associated with our interest rate swaps.
Current wording
•cost for the extinguishment of debt of $22.0 million partially offset by a decrease in the average effective interest rate, a decrease in net average borrowings outstanding (including the obligations under the inventory intermediation agreement which has an associated interest charge) and hedge gains associated with our interest rate swaps.
Previous wording
We recognized income from equity method investments of $14.6 million for the three months ended March 31, 2026, compared to $13.3 million for the three months ended March 31, 2025, an increase of $1.3 million, or 9.8%. This increase was primarily driven by the following:
Current wording
We recognized income from equity method investments of $34.3 million for the six months ended June 30, 2026, compared to $35.5 million for the six months ended June 30, 2025, a decrease of $1.2 million, or 3.4%.
Previous wording
Other expense (income), net was $0.3 million of income in the three months ended March 31, 2026, compared to $1.6 million of income for the three months ended March 31, 2025, a decrease of $1.3 million, or 81.3%.
Current wording
Other expense (income), net was $0.2 million of income in the six months ended June 30, 2026, compared to $4.6 million of expense for the six months ended June 30, 2025, a decrease of $4.8 million, or 104.3% primarily driven by the following:
Previous wording
For the three months ended March 31, 2026, we recorded an income tax benefit of $58.2 million from continuing operations compared to an income tax benefit of $36.8 million from continuing operations for the three months ended March 31, 2025, primarily driven by the following:
Current wording
For the six months ended June 30, 2026, we recorded an income tax benefit of $16.4 million from continuing operations compared to an income tax benefit of $50.9 million from continuing operations for the six months ended June 30, 2025, primarily driven by the following:
Previous wording
•an increase to pre-tax loss of $248.9 million in the three months ended March 31, 2026 compared to a pre-tax loss of $195.0 million in the three months ended March 31, 2025; and
Current wording
•a decrease to pre-tax loss with $27.0 million in the six months ended June 30, 2026 compared to a pre-tax loss of $298.4 million in the six months ended June 30, 2025; and
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Rearranged current paragraphs (19)
Current report — wording carried from elsewhere
our wholesale crude operations and our 50% interest in a joint venture that owns asphalt terminals located in the southwestern region of the U.S.
Current report — wording carried from elsewhere
Consolidated net income for the second quarter of 2026 was $180.1 million compared to net loss of $90.1 million for the second quarter of 2025. Consolidated net income attributable to Delek for the second quarter of June 30, 2026 was $169.5 million, or $2.76 per basic share, compared to a net loss of $106.4 million, or $(1.76) per basic share, for the second quarter 2025. Explanations for significant drivers impacting net income as compared to the comparable period of the prior year are discussed in the sections below.
Current report — wording carried from elsewhere
•in our logistics segment, increased revenue primarily related to increased crude activity in our Delaware Gathering operations.
Current report — wording carried from elsewhere
•increases in cost of crude oil feedstocks at the refineries, including a 45.4% increase in the average cost of WTI Cushing crude oil and a 47.0% increase in the average cost of WTI Midland crude oil;
Current report — wording carried from elsewhere
•an increase in our gathering and processing operations primarily associated with increased crude oil activity in our Delaware Gathering operations.
Current report — wording carried from elsewhere
•an increase in our gathering and processing operations primarily associated with increased crude oil activity in our Delaware Gathering operations.
Current report — wording carried from elsewhere
•a decrease in variable expenses of $4.6 million including electricity, natural gas, chemical and catalyst costs.
Current report — wording carried from elsewhere
Depreciation and amortization (included in both cost of sales and other operating expenses) was $115.7 million for the second quarter of 2026 compared to $94.1 million for the second quarter of 2025, an increase of $21.6 million, or 23.0%. The increase was a result of a general increase in our fixed asset base due to capital projects and turnarounds completed.
Current report — wording carried from elsewhere
•cost for the extinguishment of debt of $23.5 million partially offset by a decrease in the average effective interest rate, a decrease in net average borrowings outstanding (including the obligations under the inventory intermediation agreement which has an associated interest charge) and hedge gains associated with our interest rate swaps.
Current report — wording carried from elsewhere
For the second quarter of 2026, we recorded an income tax expense of $41.8 million from continuing operations compared to an income tax benefit of $14.1 million from continuing operations for the second quarter of 2025, primarily driven by the following:
Current report — wording carried from elsewhere
•increases in the cost of WTI Cushing crude oil, from an average of $67.61 per barrel to an average of $80.64, or 19.3% and increases in the cost of WTI Midland crude oil, from an average of $68.44 per barrel to an average of $81.78, or 19.5%; and
Current report — wording carried from elsewhere
The increases were partially offset by the following:
Current report — wording carried from elsewhere
•a 129.1% increase in the 5-3-2 crack spread (the primary measure for the Tyler refinery and El Dorado refinery), a 124.9% increase in the average Gulf Coast 3-2-1 crack spread (the primary measure for the Big Spring refinery) and a 160.5% increase in the average Gulf Coast 2-1-1 crack spread (the primary measure for the Krotz Springs refinery).
Current report — wording carried from elsewhere
EBITDA increased by $459.7 million, or 477.4%, in the three months ended June 30, 2026 compared to the three months ended June 30, 2025, primarily due to an increase in refining margin driven by increased crack spreads.
Current report — wording carried from elsewhere
◦RINs revenue increased by $3.3 million primarily due to increased RINs prices.
Current report — wording carried from elsewhere
•increased revenue of $77.4 million primarily associated with the Delek Permian Gathering purchasing and blending activities which was transferred from Delek Holdings on May 1, 2025 (the "DPG Dropdown") and increased crude activity in our Delaware Gathering operations.
Current report — wording carried from elsewhere
•a decrease of $13.4 million associated with the termination of a marketing agreement with Delek Holdings, under which DKL marketed 100% of the refined products output of the Tyler Refinery effective January 1, 2026.
Current report — wording carried from elsewhere
Our logistics segment purchased product from our refining segment for $257.1 million and $174.5 million for the six months ended June 30, 2026 and June 30, 2025, respectively. We eliminate these intercompany costs in consolidation.
Current report — wording carried from elsewhere
•lower revenue due to the assignment of the East Texas Marketing Agreement to Delek Holdings effective January 1, 2026.
Rearranged previous paragraphs (4)
Previous report — wording carried elsewhere
goodwill, or have other financial statement impacts that cannot currently be anticipated;
Previous report — wording carried elsewhere
The decrease was partially offset by the following:
Previous report — wording carried elsewhere
•an increase in the price of RINs for the three months ended March 31, 2026; and
Previous report — wording carried elsewhere
(2) Amounts exclude capitalized interest and internal labor costs of $21.1 million and specialized financing of $82.8 million.