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MACH NATURAL RESOURCES LP

For the period ended Jun 30, 2026. Filed Aug 6, 2026.

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About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Jun 30, 2026 · Filed Aug 6, 2026

MNR$9.00-9.5%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2026-03-31; filed 2026-05-07.

0001628280-26-032065

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2026-06-30; filed 2026-08-06.

0001628280-26-054263

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The 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 88 previous paragraphs and 118 current paragraphs.

58 unchanged; 25 reworded; 28 added; 5 removed; 0 previous and 7 current paragraphs rearranged.

Tables are not compared: 4 previous and 6 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 (28)

Current report

Midstream revenue increased $3.1 million, or 50% for the three-month period ended June 30, 2026, as compared to the three-month period ended June 30, 2025, due to the acquisition of additional midstream facilities in the IKAV Acquisition in September 2025.

Current report

Gathering and processing expense increased $16.2 million, or 51%, and decreased $0.64 per Boe, or 15%, for the three-month period ended June 30, 2026, as compared to the three-month period ended June 30, 2025, primarily as a result of the 130% increase in natural gas production and the 19% increase in NGL production, driven by the IKAV Acquisition. Gathering and processing expense per Boe decreased primarily as a result of the Sabinal Acquisition, where oil heavy production includes no gathering and processing expense, as well as the lower gathering and processing cost profile of the IKAV properties.

Current report

Midstream operating expense increased $1.8 million, or 55% for the three-month period ended June 30, 2026, as compared to the three-month period ended June 30, 2025, due to the acquisition of additional midstream facilities in the IKAV Acquisition in September 2025.

Current report

Six Months Ended June 30, 2026 Compared to the Six Months Ended June 30, 2025

Current report

Revenues from oil, natural gas and NGL sales increased $260.3 million, or 55% for the six-month period ended June 30, 2026, as compared to the six-month period ended June 30, 2025. This increase was primarily related to the 86% production increase, which resulted in increased oil, natural gas and NGL sales of $240.3 million. Additionally, the increase in oil and NGL prices resulted in an increase in sales of $59.4 million, and the decrease in natural gas prices resulted in a decrease in natural gas sales of $39.4 million.

Current report

Production increased 12,838 MBoe, or 86% for the six-month period ended June 30, 2026, as compared to the six-month period ended June 30, 2025. The increase was primarily a result of the IKAV and Sabinal Acquisitions, which added 12,867 Mboe of production for the six-month period ending June 30, 2026.

Current report

For the six-month period ended June 30, 2026, we had realized losses on derivative instruments of $11.3 million and unrealized losses of $62.1 million for total losses of $73.4 million. For the six-month period ended June 30, 2025, we had realized gains on derivative instruments of $8.7 million and unrealized gains of $6.2 million for total gains of $14.9 million. The increase in both realized and unrealized losses is primarily from an increase in oil prices throughout the six-month period ending June 30, 2026

Current report

Midstream revenue increased $6.6 million, or 53% for the six-month period ended June 30, 2026, as compared to the six-month period ended June 30, 2025, due to the acquisition of additional midstream facilities in the IKAV Acquisition in September 2025.

Current report

Product sales decreased $2.0 million, or 12% for the six-month period ended June 30, 2026, as compared to the six-month period ended June 30, 2025. This decrease was primarily a result of the decrease in the average selling price of natural gas. These decreases corresponded with the decrease in our cost of product sales noted below.

Current report

Production taxes increased $11.8 million, or 51% for the six-month period ended June 30, 2026, as compared to the six-month period ended June 30, 2025. This increase was in line with the increase in oil, natural gas and NGL sales.

Current report

Midstream operating expense increased $3.9 million, or 64% for the six-month period ended June 30, 2026, as compared to the six-month period ended June 30, 2025, primarily due to the acquisition of additional midstream facilities in the IKAV Acquisition in September 2025.

Current report

Depreciation, depletion, amortization and accretion expense - oil and natural gas

Current report

Net cash used in financing activities increased $17.1 million for the six-month period ended June 30, 2026, as compared to the six-month period ended June 30, 2025. The increase was primarily driven by a $219.4 million decrease in proceeds from common unit issuances, a $540.0 million decrease in net borrowings under our credit facilities (proceeds net of repayments), and a $43.3 million increase in distributions to unitholders. These were largely offset by a $763.1 million decrease in term note repayments, a $7.7 million decrease in debt extinguishment costs, and a $14.7 million decrease in debt issuance costs, as we incurred no such costs in the current period.
Removed paragraphs (5)

Previous report

Midstream revenue increased $3.5 million, or 57% for the three-month period ended March 31, 2026, as compared to the three-month period ended March 31, 2025, due to the acquisition of additional midstream facilities in the IKAV Acquisition in September 2025.

Previous report

Midstream operating expense increased $2.2 million, or 74% for the three-month period ended March 31, 2026, as compared to the three-month period ended March 31, 2025, due to the acquisition of additional midstream facilities in the IKAV Acquisition in September 2025.

Previous report

Net cash used in financing activities decreased $63.2 million for the three-month period ended March 31, 2026, as compared to the three-month period ended March 31, 2025. The decrease in net cash used in financing activities is primarily due to decreases in cash used for repayments of our term loan of $763.1 million, prepayment penalties of $7.7 million and new debt issuance costs of $13.9 million. Additionally, there was a decrease in cash provided by borrowings on our credit facilities, net of repayments of $470.0 million, and a decrease in cash provided from proceeds from follow-on offerings of $221.6 million. These were offset by an increase in cash used for distributions of $30.0 million in the three-month period ended March 31, 2026, as compared to the three-month period ended March 31, 2025.

Previous report

The following table presents our reconciliation of the GAAP financial measures of net income and net cash provided by operating activities to the non-GAAP financial measures Adjusted EBITDA and cash available for distribution, as applicable, for each of the periods indicated.
Reworded paragraphs (25)

Previous wording

Management’s Discussion and Analysis of Financial Condition and Results of Operations is intended to provide the reader of the financial statements with a narrative from the perspective of management on the financial condition, results of operations, liquidity and certain other factors that may affect the Company’s operating results. The following discussion and analysis should be read in conjunction with our unaudited consolidated financial statements and related notes included in Part I, Item I of this Quarterly Report and also with “Risk Factors” included in Part I, Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2025. The following information updates the discussion of our financial condition provided in our previous filings, and analyzes the changes in the results of operations for the three months ended March 31, 2026 and 2025.

Current wording

Management’s Discussion and Analysis of Financial Condition and Results of Operations is intended to provide the reader of the financial statements with a narrative from the perspective of management on the financial condition, results of operations, liquidity and certain other factors that may affect the Company’s operating results. The following discussion and analysis should be read in conjunction with our unaudited consolidated financial statements and related notes included in Part I, Item I of this Quarterly Report and also with “Risk Factors” included in Part I, Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2025. The following information updates the discussion of our financial condition provided in our previous filings and analyzes the changes in the results of operations for the three and six months ended June 30, 2026 and 2025.

Previous wording

Our financial results depend on many factors, particularly commodity prices and our ability to find, develop and market our production on economically attractive terms. Commodity prices are affected by many factors outside of our control, including changes in market supply and demand. The oil and natural gas industry is cyclical and commodity prices are highly volatile and we expect continued and increased pricing volatility in the crude oil and natural gas markets. Regional and worldwide economic activity, including any economic downturn or recession that has occurred or may occur in the future, extreme weather conditions and other substantially variable factors, influence market conditions for these products. Between January 1, 2025 and March 31, 2026, NYMEX WTI prices for crude oil ranged from $55.27 to $102.88 per Bbl, and the NYMEX Henry Hub price of natural gas ranged from $2.70 to $7.46 per MMbtu. The war in Ukraine and conflict in the Middle East and South America, uncertainty regarding interest rates, global supply chain disruptions, tariff volatility, OPEC+’s decision to increase production in May and July 2025, concerns about a potential economic downturn or recession, and instability in the financial sector have contributed to recent economic and pricing volatility and may continue to impact pricing throughout 2026.

Current wording

Our financial results depend on many factors, particularly commodity prices and our ability to find, develop and market our production on economically attractive terms. Commodity prices are affected by many factors outside of our control, including changes in market supply and demand. The oil and natural gas industry is cyclical and commodity prices are highly volatile and we expect continued and increased pricing volatility in the crude oil and natural gas markets. Regional and worldwide economic activity, including any economic downturn or recession that has occurred or may occur in the future, extreme weather conditions and other substantially variable factors, influence market conditions for these products. Between January 1, 2025 and June 30, 2026, NYMEX WTI prices for crude oil ranged from $55.27 to $112.95 per Bbl, and the NYMEX Henry Hub price of natural gas ranged from $2.52 to $7.46 per MMBtu. The war in Ukraine and conflict in the Middle East, uncertainty regarding interest rates, global supply chain disruptions, the potential for significant new tariffs, OPEC+’s decision to increase production in May and July 2025, and concerns about a potential economic downturn or recession have contributed to recent economic and pricing volatility and may continue to impact pricing throughout 2025.

Previous wording

Between 2022 and 2024, the Federal Reserve raised the target range for the federal funds rate in an effort to curb inflation. In September 2025, October 2025 and December 2025, the Federal Reserve lowered the target range for the federal funds rate to its current range of 3.50% to 3.75% in light of the reduced inflation. In March 2026, inflation, as measured by the consumer price index, was 3.3%. We cannot predict the future inflation rate but to the extent we experience high inflation, we may see cost increases in our operations, including costs for drill rigs, workover rigs, tubulars and other well equipment, as well as increased labor costs. We continue to evaluate actions to mitigate supply chain and inflationary pressures and work closely with other suppliers and contractors to ensure availability of supplies on site, especially fuel, steel and chemical supplies which are critical to many of our operations. However, these mitigation efforts may not succeed or may be insufficient. Further, if we are unable to recover higher costs through higher commodity prices, our current revenue stream, estimates of future reserves, borrowing base calculations, impairment assessments of oil and natural gas properties, and values of properties in purchase and sale transactions would all be significantly impacted.

Current wording

Between 2022 and 2024, the Federal Reserve raised the target range for the federal funds rate in an effort to curb inflation. In September 2025, October 2025 and December 2025, the Federal Reserve lowered the target range for the federal funds rate to its current range of 3.50% to 3.75% in light of the reduced inflation. In June 2026, inflation, as measured by the consumer price index, was 3.5%. We cannot predict the future inflation rate but to the extent we experience high inflation, we may see cost increases in our operations, including costs for drill rigs, workover rigs, tubulars and other well equipment, as well as increased labor costs. We continue to evaluate actions to mitigate supply chain and inflationary pressures and work closely with other suppliers and contractors to ensure availability of supplies on site, especially fuel, steel and chemical supplies which are critical to many of our operations. However, these mitigation efforts may not succeed or may be insufficient. Further, if we are unable to recover higher costs through higher commodity prices, our current revenue stream, estimates of future reserves, borrowing base calculations, impairment assessments of oil and natural gas properties, and values of properties in purchase and sale transactions would all be significantly impacted.

Previous wording

Revenues from oil, natural gas and NGL sales increased $112.8 million, or 45%, for the three-month period ended March 31, 2026, as compared to the three-month period ended March 31, 2025. This increase was primarily related to a 95% production increase, which resulted in increased oil, natural gas and NGL sales of $139.7 million. These increases were offset with an overall decrease in the average selling price of our products, which resulted in a decrease in oil, natural gas, and NGL sales of $26.9 million.

Current wording

Revenues from oil, natural gas and NGL sales increased $147.4 million, or 67% for the three-month period ended June 30, 2026, as compared to the three-month period ended June 30, 2025. This increase was primarily related to a 78% production increase, which resulted in increased oil, natural gas and NGL sales of $100.2 million. Additionally, the increase in oil and NGL prices resulted in an increase in sales of $68.6 million, and the decrease in natural gas prices resulted in a decrease in natural gas sales of $21.4 million.

Previous wording

Production increased 6,896 MBoe, or 95% for the three-month period ended March 31, 2026, as compared to the three-month period ended March 31, 2025. The increase was primarily the result of the IKAV and Sabinal Acquisitions, which added 6,719 Mboe of production for the period ending March 31, 2026.

Current wording

Production increased 5,943 MBoe, or 78% for the three-month period ended June 30, 2026, as compared to the three-month period ended June 30, 2025. The increase was primarily a result of the IKAV and Sabinal Acquisitions, which added 6,199 Mboe of production for the three-month period ending June 30, 2026.

Previous wording

For the three-month period ended March 31, 2026, we had realized gains on derivative instruments of $6.9 million and unrealized losses of $103.8 million for total losses of $96.9 million. For the three-month period ended March 31, 2025, we had realized gains on derivative instruments of $1.6 million and unrealized losses of $42.3 million for total losses of $40.7 million. The increase in unrealized losses is primarily due to the increase in oil prices. The increase in realized gains is primarily due to $17.5 million in early settlements from unwinding a portion of our natural gas derivatives during the three month-period ended March 31, 2026.

Current wording

For the three-month period ended June 30, 2026, we had realized losses on derivative instruments of $18.2 million and unrealized gains of $41.7 million for total gains of $23.5 million. For the three-month period ended June 30, 2025, we had realized gains on derivative instruments of $7.0 million and unrealized gains of $48.6 million for total gains of $55.6 million. The increase in realized losses is primarily due to the significant increase in oil prices during the three-month period ending June 30, 2026.

Previous wording

Product sales decreased $0.9 million, or 11% for the three-month period ended March 31, 2026, as compared to the three-month period ended March 31, 2025. This decrease was primarily a result of a decreases in the average selling price on natural gas and NGLs. These decreases corresponded with the decrease in our cost of product sales noted below.

Current wording

Product sales decreased $1.0 million, or 14% for the three-month period ended June 30, 2026, as compared to the three-month period ended June 30, 2025. This decrease was primarily a result of decreases in the average selling price of natural gas. These decreases corresponded with the decrease in our cost of product sales noted below.

Previous wording

Lease operating expense increased $52.2 million, or 107% for the three-month period ended March 31, 2026, as compared to the three-month period ended March 31, 2025, primarily due to the IKAV and Sabinal Acquisitions. Lease operating expenses per Boe increased by $0.43 primarily as a result of the oil-heavy production from the Sabinal Acquisition that added to our overall cost profile.

Current wording

Lease operating expense increased $48.2 million, or 97% for the three-month period ended June 30, 2026, as compared to the three-month period ended June 30, 2025, primarily due to the IKAV and Sabinal Acquisitions. Lease operating expenses per Boe increased by $0.69 primarily as a result of the oil-heavy production from the Sabinal Acquisition that added to our overall cost profile.

Previous wording

Production taxes increased $3.8 million for the three-month period ended March 31, 2026, as compared to the three-month period ended March 31, 2025. This increase was in line with the increase in oil, natural gas and NGL sales. Production taxes as a percentage of oil, natural gas and NGL sales decreased for the three-month period ended March 31, 2026 primarily due to the lower tax rates associated with the IKAV and Sabinal Acquisitions.

Current wording

Production taxes increased $8.0 million, or 77% for the three-month period ended June 30, 2026, as compared to the three-month period ended June 30, 2025. This increase was in line with the increase in oil, natural gas and NGL sales.

Previous wording

Cost of product sales decreased $1.2 million, or 15% for the three-month period ended March 31, 2026, as compared to the three-month period ended March 31, 2025. This decrease was primarily a result of the decrease in the average selling price on natural gas and NGLs. These decreases were consistent with the decrease in product sales noted above.

Current wording

Cost of product sales decreased $0.9 million, or 14% for the three-month period ended June 30, 2026, as compared to the three-month period ended June 30, 2025. This decrease was primarily a result of the decrease in the average selling price of natural gas. These decreases were consistent with the decrease in product sales noted above.

Previous wording

Depreciation, depletion, amortization and accretion expense

Current wording

Depreciation, depletion, amortization and accretion expense - oil and natural gas

Previous wording

Depreciation, depletion, amortization and accretion expense for oil and natural gas properties increased by $32.8 million, or 54% for the three-month period ended March 31, 2026, as compared to the three-month period ended March 31, 2025. The increase is primarily the result of the IKAV and Sabinal Acquisitions which added $1.3 billion to the balance of oil and gas properties subject to depletion.

Current wording

Depreciation, depletion, amortization and accretion expense for oil and natural gas properties increased by $29.5 million, or 46% for the three-month period ended June 30, 2026, as compared to the three-month period ended June 30, 2025. The increase is primarily the result of the IKAV and Sabinal Acquisitions which added $1.3 billion to the balance of oil and gas properties subject to depletion.

Previous wording

Gathering and processing expense increased $31.1 million, or 110%, and $0.31 per Boe, or 8%, for the three-month period ended March 31, 2026, as compared to the three-month period ended March 31, 2025, primarily as a result of the 159% increase in natural gas production and the 18% increase in NGL production, driven by the IKAV Acquisition. Additionally, due to changes in certain purchaser contracts in the second quarter of 2025, certain post-production costs that were previously presented as a reduction to gas revenue are now presented as gathering and processing expense.

Current wording

Gathering and processing expense increased $47.3 million, or 79%, and decreased $0.16 per Boe, or 4%, for the six-month period ended June 30, 2026, as compared to the six-month period ended June 30, 2025, primarily as a result of the 144% increase in natural gas production and the 19% increase in NGL production, driven by the IKAV Acquisition. Additionally, due to changes in certain purchaser contracts in the second quarter of 2025, certain post-production costs that were previously presented as a reduction to gas revenue are now presented as gathering and processing expense. Gathering and processing expense per Boe decreased primarily as a result of the Sabinal Acquisition, where oil heavy production includes no gathering and processing expense, as well as the lower gathering and processing cost profile of the IKAV properties.

Previous wording

General and administrative costs decreased $2.1 million, or 19% for the three-month period ended March 31, 2026, as compared to the three-month period ended March 31, 2025. The decrease in general and administrative costs was primarily a result of additional cost recovery per the terms of joint operating agreements from acquired wells subsequent to March 31, 2025. These reductions to general and administrative costs were offset by increases in compensation and benefits of $2.1 million, consulting and professional fees of $1.7 million and equity compensation of $1.4 million for the three-month period ended March 31, 2026, as compared to the three-month period ended March 31, 2025.

Current wording

General and administrative costs decreased $0.2 million, or 1% for the six-month period ended June 30, 2026, as compared to the six-month period ended June 30, 2025. The decrease in general and administrative costs was primarily a result of additional cost recovery per the terms of joint operating agreements from acquired wells subsequent to June 30, 2025. These reductions to general and administrative costs were offset by increases in compensation and benefits of $3.8 million, consulting and professional fees of $3.3 million and equity compensation of $2.7 million for the six-month period ended June 30, 2026, as compared to the six-month period ended June 30, 2025.

Previous wording

Our primary sources of liquidity and capital are cash flows generated by operating activities, borrowings under the New Credit Agreement, and proceeds from the issuance of equity and debt. At March 31, 2026, outstanding borrowings under the New Credit Agreement were $1.14 billion with $5.0 million in letters of credit outstanding, and the remaining availability under the New Credit Agreement was $305.0 million at March 31, 2026.

Current wording

Our primary sources of liquidity and capital are cash flows generated by operating activities, borrowings under the New Credit Agreement, and proceeds from the issuance of equity and debt. At June 30, 2026, outstanding borrowings under the New Credit Agreement were $1.18 billion with $5.0 million in letters of credit outstanding, and the remaining availability under the New Credit Agreement was $270.0 million at June 30, 2026.

Previous wording

Historically, our business plan has focused on acquiring and then exploiting the development and production of our assets. We spent approximately $75.2 million during the three-month period ended March 31, 2026 on development costs and our budget for 2026 is between $315.0 million and $360.0 million. For purposes of calculating our cash available for distribution, we define development costs as all of our capital expenditures, other than acquisitions. Our development efforts and capital for 2026 is anticipated to focus on a mix of drilling Oswego, Woodford, Red Fork and Mississippian wells.

Current wording

Historically, our business plan has focused on acquiring and then exploiting the development and production of our assets. We spent approximately $171.8 million during the six-month period ended June 30, 2026 on development costs and our budget for 2026 is between $310.0 million and $340.0 million. For purposes of calculating our cash available for distribution, we define development costs as all of our capital expenditures, other than acquisitions. Our development efforts and capital for 2026 is anticipated to focus on a mix of drilling Oswego, Woodford, and Mississippian wells.

Previous wording

During the three-month period ended March 31, 2026, we spent approximately $60.9 million on drilling and completion activities and related equipmentand spud 3.7 net wells while bringing online 3 net wells, $9.6 million on remedial workovers and other capital projects and $4.7 million on midstream and other property and equipment capital projects.

Current wording

During the six-month period ended June 30, 2026, we spent approximately$130.4 million on drilling and completion activities and related equipment, $31.8 million on remedial workovers and other capital projects,$9.6 million on midstream and other property and equipment capital projects. Our operated drilling program spud 8.7 net wells while bringing online 7.7 net wells forduring the six-month period ended June 30, 2026.

Previous wording

Net cash provided by operating activities increased $27.8 million for the three-month period ended March 31, 2026, as compared to the three-month period ended March 31, 2025. The increase in net cash provided by operating activities is primarily a result of an increase in cash receipts on settlement of derivative contracts of $12.8 million. In addition, there was an increase in production across all products, which was offset with a decrease in the average selling price of all products.

Current wording

Net cash provided by operating activities increased $51.3 million for the six-month period ended June 30, 2026, as compared to the six-month period ended June 30, 2025. The increase in net cash provided by operating activities is primarily a result of increases in production across all products and increases in the average selling price of oil. These increases were offset by a decrease in the average selling price of natural gas and a decrease in cash receipts (payments) on settlement of derivative contracts of $13.7 million.

Previous wording

Net cash used in investing activities decreased $17.0 million for the three-month period ended March 31, 2026, as compared to the three-month period ended March 31, 2025. The decrease in net cash used in investing activities is primarily a result of a decrease in cash used in acquisitions of $26.9 million. This was offset by increases in capital expenditures on oil and gas properties and our other property and equipment of $5.0 million and $3.7 million, respectively.

Current wording

Net cash used in investing activities decreased $56.4 million for the six-month period ended June 30, 2026, as compared to the six-month period ended June 30, 2025. The decrease in net cash used in investing activities is primarily a result of decreases in cash used to acquire assets of $98.6 million in the six-month period ended June 30, 2026, as compared to the six-month period ended June 30, 2025. This was slightly offset by increases in capital expenditures on our oil and gas properties and on our other property and equipment of $35.7 million and $5.8 million, respectively, due to increased drilling and completion activities in the six-month period ended June 30, 2026, as compared to the six-month period ended June 30, 2025.

Previous wording

On September 12, 2025, the Company entered into the First Amendment to the New Credit Agreement, together with certain of its subsidiaries party thereto, the lenders and issuing banks party thereto and Truist Bank, as administrative and collateral agent (the “First Amendment”). The First Amendment, among other things, (a) removes the 0.10% per annum credit spread adjustment otherwise applicable to the determination of Term SOFR (as defined in the New Credit Agreement), (b) excludes up to $750.0 million in principal amount of Borrowing Base Reduction Debt (as defined in the New Credit Agreement) issued prior to December 31, 2025 from the provisions otherwise requiring a borrowing base reduction as a result of the issuance of such indebtedness and (c) provides for (i) a $700.0 million aggregate increase in the borrowing base under the Credit Agreement and (ii) the establishment of aggregate term loan commitments (prior to giving effect to any prior funding of term loans) in an amount of $450.0 million and the funding of any unfunded term loan commitments thereunder and increase the Aggregate Elected Revolving Commitment Amount (as defined in the Credit Agreement) to $1.0 billion.

Current wording

On September 12, 2025, the Company entered into the First Amendment, together with certain of its subsidiaries party thereto, the lenders and issuing banks party thereto and Truist Bank, as administrative and collateral agent (the “First Amendment”). The First Amendment, among other things, (a) removes the 0.10% per annum credit spread adjustment otherwise applicable to the determination of Term SOFR (as defined in the New Credit Agreement), (b) excludes up to $750.0 million in principal amount of Borrowing Base Reduction Debt (as defined in the New Credit Agreement) issued prior to December 31, 2025 from the provisions otherwise requiring a borrowing base reduction as a result of the issuance of such indebtedness and (c) provides for (i) a $700.0 million aggregate increase in the borrowing base under the New Credit Agreement and (ii) the establishment of aggregate term loan commitments (prior to giving effect to any prior funding of term loans) in an amount of $450.0 million and the funding of any unfunded term loan commitments thereunder and increase the Aggregate Elected Revolving Commitment Amount (as defined in the New Credit Agreement) to $1.0 billion.

Previous wording

As part of the IKAV Acquisition, we are now party to a firm sales contract to deliver and sell a certain amount of natural gas at a fixed price of $1.72 per MMbtu through 2030. We expect to fulfill the delivery commitments primarily with production from proved developed reserves. Our production has been sufficient to satisfy the delivery commitments during the periods presented, and we expect our future production will continue to be the primary means of fulfilling the future commitments. However, if our production is not sufficient to satisfy the delivery commitments, we can and may use spot market purchases to satisfy the commitments. For further information on firm sales commitments, see Note 10 of our consolidated financial statements.

Current wording

As part of the IKAV Acquisition, we are now party to a firm sales contract to deliver and sell a certain amount of natural gas at a fixed price of $1.72 per MMbtu through 2030. We expect to fulfill the delivery commitments primarily with production from proved developed reserves. Our production has been sufficient to satisfy the delivery commitments during the periods presented, and we expect our future production will continue to be the primary means of fulfilling the future commitments. However, if the Company’s production is not sufficient to satisfy its delivery commitments, it may be required to compensate the counterparty for the shortfall based on the difference between the market price and the fixed contract price. For further information on firm sales commitments, see Note 10 of our consolidated financial statements.

Previous wording

Our operating lease obligations include long-term lease payments for office space, vehicles, equipment related to exploration, development and production activities. We paid approximately $2.2 million in operating lease payments for the three-month period ended March 31, 2026 and expect to pay approximately $22.4 million in operating lease payments through 2030. For further information on our operating lease obligations, see Note 11 of our consolidated financial statements.

Current wording

Our operating lease obligations include long-term lease payments for office space, vehicles, equipment related to exploration, development and production activities. We paid approximately $4.9 million and $2.6 million in operating lease payments for the three and six month periods ended June 30, 2026, respectively, and expect to pay approximately $23.7 million in operating lease payments through 2031. For further information on our operating lease obligations, see Note 11 of our consolidated financial statements.

Previous wording

We include in this Quarterly Report the supplemental non-GAAP financial performance measure Adjusted EBITDA and provide our calculation of Adjusted EBITDA and a reconciliation of Adjusted EBITDA to net income, our most directly comparable financial measure calculated and presented in accordance with GAAP. We define Adjusted EBITDA as net income before (1) interest expense, net, (2) depreciation, depletion, amortization and accretion, (3) unrealized (gain) loss on derivative instruments, (4) loss on debt extinguishment, (5) equity-based compensation expense and (6) loss (gain) on sale of assets, net.

Current wording

We include in this Quarterly Report the supplemental non-GAAP financial performance measure Adjusted EBITDA and provide our calculation of Adjusted EBITDA and a reconciliation of Adjusted EBITDA to net income, our most directly comparable financial measure calculated and presented in accordance with GAAP. We define Adjusted EBITDA as net income before (1) interest expense, net, (2) depreciation, depletion, amortization and accretion, (3) unrealized (gain) loss on derivative instruments, (4) loss on debt extinguishment, (5) equity-based compensation expense and (6) gain (loss) on sale of assets, net.

Previous wording

Cash available for distribution is not a measure of net income or net cash flow provided by or used in operating activities as determined by GAAP. Cash available for distribution is a supplemental non-GAAP financial performance measure used by our management and by external users of our financial statements, such as industry analysts, investors, lenders, rating agencies and others, to assess our ability to internally fund our exploration and development activities, pay distributions, and to service or incur additional debt. We define cash available for distribution as net income adjusted for (1) interest expense, net, (2) depreciation, depletion, amortization and accretion, (3) unrealized (gain) loss on derivative instruments, (4) loss on debt extinguishment, (5) equity-based compensation expense, (6) loss (gain) on sale of assets, (7) cash interest expense, net, (8) development costs and (9) change in accrued realized derivative settlements. Development costs include all of our capital expenditures, other than acquisitions. Cash available for distribution will not reflect changes in working capital balances. Cash available for distribution is not a measurement of our financial performance or liquidity under GAAP and should not be considered as an alternative to, or more meaningful than, net income or net cash provided by or used in operating activities as determined in accordance with GAAP or as indicators of our financial performance and liquidity. The GAAP measure most directly comparable to cash available for distribution is net income. Cash available for distribution should not be considered as an alternative to, or more meaningful than, net income.

Current wording

Cash available for distribution is not a measure of net income or net cash flow provided by or used in operating activities as determined by GAAP. Cash available for distribution is a supplemental non-GAAP financial performance measure used by our management and by external users of our financial statements, such as industry analysts, investors, lenders, rating agencies and others, to assess our ability to internally fund our exploration and development activities, pay distributions, and to service or incur additional debt. We define cash available for distribution as net income adjusted for (1) interest expense, net, (2) depreciation, depletion, amortization and accretion, (3) unrealized (gain) loss on derivative instruments, (4) loss on debt extinguishment, (5) equity-based compensation expense, (6) gain (loss) on sale of assets, net, (7) cash interest expense, net, (8) development costs and (9) change in accrued realized derivative settlements. Development costs include all of our capital expenditures, other than acquisitions. Cash available for distribution will not reflect changes in working capital balances. Cash available for distribution is not a measurement of our financial performance or liquidity under GAAP and should not be considered as an alternative to, or more meaningful than, net income or net cash provided by or used in operating activities as determined in accordance with GAAP or as indicators of our financial performance and liquidity. The GAAP measure most directly comparable to cash available for distribution is net income. Cash available for distribution should not be considered as an alternative to, or more meaningful than, net income.

Previous wording

Our critical accounting policies and estimates are disclosed in Part II, Item 7. “Management’s Discussion and Analysis of Financial Condition and Results of Operations – Critical Accounting Policies and Estimates” in our Annual Report for the year ended December 31, 2025. No modifications have been made during the three months ended March 31, 2026.

Current wording

Our critical accounting policies and estimates are disclosed in Part II, Item 7. “Management’s Discussion and Analysis of Financial Condition and Results of Operations – Critical Accounting Policies and Estimates” in our Annual Report for the year ended December 31, 2025. No modifications have been made during the six months ended June 30, 2026.
Rearranged current paragraphs (7)

Current report — wording carried from elsewhere

General and administrative costs increased $1.9 million, or 21% for the three-month period ended June 30, 2026, as compared to the three-month period ended June 30, 2025. The increase is primarily due to increases in compensation and benefits of $1.6 million, consulting and professional fees of $1.6 million and equity compensation of $1.3 million. These increases were partially offset by additional cost recovery per the terms of joint operating agreements from acquired wells subsequent to June 30, 2025.

Current report — wording carried from elsewhere

The following table provides the components of our revenue, net of transportation and marketing costs, for the periods indicated, as well as each period’s respective average realized prices and net production volumes. Some totals and changes throughout the below section may not sum or recalculate due to rounding.

Current report — wording carried from elsewhere

Oil, natural gas and NGL sales

Current report — wording carried from elsewhere

The following table summarizes our expenses for the periods indicated and includes a presentation of certain expenses on a per Boe basis, as we use this information to evaluate our performance relative to our peers and to identify and measure trends we believe may require additional analysis:

Current report — wording carried from elsewhere

Lease operating expense increased $100.3 million, or 102% for the six-month period ended June 30, 2026, as compared to the six-month period ended June 30, 2025, primarily primarily due to the IKAV and Sabinal Acquisitions. Lease operating expenses per Boe increased by $0.56 primarily as a result of the oil-heavy production from the Sabinal Acquisition that added to our overall cost profile.

Current report — wording carried from elsewhere

Cost of product sales decreased $2.1 million, or 15% for the six-month period ended June 30, 2026, as compared to the six-month period ended June 30, 2025. This decrease was primarily a result of the decrease in the average selling price of natural gas. These decreases were consistent with the decrease in product sales noted above.

Current report — wording carried from elsewhere

Depreciation, depletion, amortization and accretion expense for oil and natural gas properties increased by $62.4 million, or 50% for the six-month period ended June 30, 2026, as compared to the six-month period ended June 30, 2025. The increase is primarily the result of the IKAV and Sabinal Acquisitions which added $1.3 billion to the balance of oil and gas properties subject to depletion.