BKV Corp

Notes to the Condensed Consolidated Financial Statements

Note 1 - Business and Basis of Presentation

General

BKV Corporation (“BKV Corp”) was formed on May 1, 2020 and is a corporation registered with the State of Delaware. BKV Corp is a growth-driven energy company focused on creating value for its shareholders through organic development of its properties, as well as accretive acquisitions. BKV Corp’s core businessesare the production of natural gas and the generation of natural gas-fired power from our owned and operated assets.

The majority shareholder of BKV Corp is BNAC. BKV Corp’s ultimate parent company is Banpu Public Company Limited (“Banpu”), a public company listed on the Stock Exchange of Thailand. As of October 30, 2026, Banpu, the ultimate parent company of BNAC and BPPUS, indirectly owned an aggregate 64.1% of BKV Corp’s shares. The remaining 35.9% of shares of common stock of BKV Corp were owned by non-controlling members of management, members of the board of directors, and employee and non-employee shareholders.

Basis of Presentation of the Unaudited Condensed Consolidated Financial Statements and Principles of Consolidation

These condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and include the accounts for BKV Corp’s wholly-owned subsidiaries and majority-owned subsidiaries in which BKV Corp has a controlling interest. The condensed consolidated financial statements are unaudited and should be read in conjunction with the Company’s 2025 Annual Report, as certain disclosures and information required by GAAP for complete consolidated financial statements have been condensed or omitted. The condensed consolidated financial statements, in the opinion of management, reflect all adjustments, which include normal and recurring adjustments, necessary to fairly state the Company’s financial position, results of operations, and cash flows for the periods presented herein. The interim results are not necessarily indicative of results to be expected for the year ending December 31, 2026 or for any other future annual or interim period. The December 31, 2025 condensed consolidated balance sheet was derived from the audited consolidated balance sheet included in the Company’s 2025 Annual Report. As further described below, the Company has retrospectively recast the three and nine months ended September 30, 2025 to reflect the historical results of BKV-BPP Power LLC, a Delaware limited liability company (“BKV-BPP Power” or the “BKV-BPP Power Joint Venture”). Accordingly, amounts for those periods differ from those previously reported in the Company’s Quarterly Reports on Form 10-Q for 2025.

In addition, as discussed further in Note 14 - Reportable Segments, certain prior period amounts have been recast to reflect the Company’s change in reportable segments fromone reportable segment andone operating segment totwo reportable segments consisting of Upstream/Midstream and Power, andone operating segment consisting of Corporate and Other.

Together, BKV Corp, its wholly-owned subsidiaries, and its majority-owned subsidiaries where BKV Corp has a controlling interest and is the primary beneficiary, are referred to collectively as “BKV” or the “Company.” All intercompany balances and transactions between these entities have been eliminated within the condensed consolidated financial statements. Current and deferred income taxes and related tax expense have been determined based on the stand-alone results of BKV by applying the separate return method to BKV’s operations as if it were a separate taxpayer.

Common Control Transaction

On January 30, 2026, the Company completed the previously announced acquisition of an additional 25% interest in the BKV-BPP Power Joint Venture (the “BKV-BPP Power Joint Venture Transaction”), pursuant to that certain membership interest purchase agreement, dated as of October 29, 2025, by and between the Company and BPPUS, an affiliate under common control (the “BKV-BPP Power Purchase Agreement”). In connection with such closing, the Company and BPPUS entered into an Amended and Restated Limited Liability Company Agreement (the “BKV-BPP Power LLC Agreement”), which governs BKV-BPP Power. Banpu indirectly holds the controlling financial interests in both the Company and BPPUS, and as such, the BKV-BPP Power Joint Venture Transaction was accounted for as a transfer of assets between entities under common control in accordance with Accounting Standards Codification (“ASC”) 805-50, Business Combinations - Related Issues. Transfers of net assets between entities under common control are accounted for at the historical carrying values of the transferring entity as of the date of transfer, and no gain or loss is recognized. The Company recognized the difference between the consideration transferred and the historical carrying value of the net assets received as an adjustment to equity. Because the BKV-BPP Power Joint Venture

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Transaction represents a common-control transfer, the Company retrospectively recast its condensed consolidated financial statements for periods prior to January 30, 2026, to include the historical results of the BKV-BPP Power Joint Venture for all periods during which the Company and BKV-BPP Power were under common control. The Company and BKV-BPP Power first came under common control upon the formation of the BKV-BPP Power Joint Venture on July 30, 2021. As a result of the BKV-BPP Power Joint Venture Transaction, the Company is considered the primary beneficiary of BKV-BPP Power and consolidated BKV-BPP Power’s financial results in accordance with ASC 810, Consolidation. See Note 2 - Acquisitions and Note 10 - Investments for further information.

Reclassification

Certain prior period amounts have been reclassified in order to conform to the current period presentation. These reclassifications had no impact on previously reported balance sheets, net income (loss), net cash flows, or stockholders’ equity. In addition, the Company recast its prior period condensed consolidated financial statements as further described in Note 2 - Acquisitionsand Note 10 - Investments. The recast impacted previously reported financial statement line items and disclosures.

Liquidity

As of September 30, 2026, the Company held $619.6 million of cash and cash equivalents. The Company’s working capital as of September 30, 2026, was $658.0 million, and for the nine months ended September 30, 2026, cash flows provided by operating activities were $346.2 million. In addition, as of September 30, 2026, the Company had $544.5 million available capacity under the Company’s RBL Credit Agreement. The RBL Credit Agreement’s availability as of September 30, 2026, was based on the elected commitment amount of $800.0 million, less an outstanding balance of $240.0 million and $15.5 million of letters of credit. The Company intends to fund the payments related to its debt and investments in capital expenditures with cash flows from operations, cash on hand, availability under the RBL Credit Agreement, and contributions from its joint venture partners.

Restricted Cash

As of September 30, 2026 and December 31, 2025, restricted cash included amounts to fund the debt service reserve account, or the quarterly portion due on the Temple Term Loan Facility (as defined below) plus accrued interest and cash collateral held in connection with certain retail customers.

Significant Judgments and Accounting Estimates

The preparation of these condensed consolidated financial statements in conformity with GAAP requires management to make certain estimates and assumptions that affect the amounts reported in the condensed consolidated financial statements and the accompanying notes. In connection with the consolidation of the BKV-BPP Power Joint Venture during the nine months ended September 30, 2026, management has made significant judgments and estimates related to (i) the valuation of commodity derivative instruments and (ii) estimates of revenues earned and not yet billed and costs incurred and not yet billed. Actual results could differ from these estimates, and such differences may be material to the Company’s financial position and results of operations.

Other than the items described above, there have been no significant changes to the Company’s accounting estimates from those disclosed in the Company’s 2025 Annual Report.

Significant Accounting Policies

The Company’s significant accounting policies are described in the notes to the consolidated financial statements for the year ended December 31, 2025, which are disclosed in the 2025 Annual Report. There have been no significant changes in accounting policies during the nine months ended September 30, 2026.

In connection with the consolidation of the BKV-BPP Power Joint Venture during the period, the Company evaluated BKV-BPP Power's accounting policies and determined they are consistent with the Company’s accounting policies as disclosed in the Company’s 2025 Annual Report. Accordingly, no adjustments to conform accounting policies were required upon consolidation.

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Common Shares Issued and Outstanding

As of September 30, 2026 and December 31, 2025, the Company had common shares issued and outstanding of 107,991,704 and 96,871,868, respectively.

Accounting Pronouncements Not Yet Adopted

In November 2024, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2024-03, Disaggregation of Income Statement Expenses. This standard requires that entities (i) disclose amounts of purchases of inventory, employee compensation, and depreciation, depletion, and amortization, including those recognized as part of oil and gas-producing activities (or other amounts of depletion expense) included in each relevant expense caption, (ii) include certain amounts that are already required to be disclosed under current GAAP in the same disclosure as the other disaggregation requirements, (iii) disclose a qualitative description of the amounts remaining in relevant expense captions that are not separately disaggregated quantitatively, and (iv) disclose the total amount of selling expenses and, in annual reporting periods, an entity’s definition of selling expenses. This standard is effective for fiscal years beginning after December 15, 2026 and interim periods within fiscal years beginning after December 15, 2027, with early adoption permitted as of the beginning of a fiscal year. Management is currently evaluating the impact this standard will have on the Company’s disclosures.

In September 2025, the FASB issued ASU 2025-06, Targeted Improvements to the Accounting for Internal-Use Software. Under the new standard, companies may capitalize eligible costs when (i) management has authorized and committed to funding the software project, and (ii) it is probable that the project will be completed and the software will be used to perform the function intended. The standard is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2027, with early adoption permitted as of the beginning of a fiscal year. The standard may be applied prospectively, retrospectively or using a modified transition approach. The Company is currently evaluating the impact that this standard will have on the Company’s consolidated operating results, cash flows, financial condition, and related disclosures.

In May 2026, the FASB issued ASU 2026-02, Environmental Credits and Environmental Credit Obligations (Topic 818), which establishes guidance for the recognition, measurement, presentation, and disclosure of certain environmental credits and environmental credit obligations. This standard is effective for fiscal years beginning after December 15, 2027, including interim reporting periods within those annual reporting periods, with early adoption permitted as of the beginning of a fiscal year. Management is currently evaluating the impact this standard will have on the Company’s consolidated operating results, financial condition, and related disclosures.

Note 2 - Acquisitions

Business Combination

Barnett Acquisition

On September 15, 2026, BKV Upstream Midstream acquired and obtained control of certain operated and non-operated oil and natural gas properties, a natural gas processing plant and certain other midstream support assets, a CCUS sequestration site, and certain other assets, and assumed certain liabilities (the “Barnett Acquisition”) in the Barnett formation pursuant to the purchase agreement. BKV Upstream Midstream paid cash consideration of $200.4 million, including a $22.0 million deposit paid upon the execution of the purchase agreement, after customary and other contractual purchase price adjustments. The acquisition was funded with cash on hand and borrowings under the RBL Credit Agreement. Refer to Note 3 - Debtfor further information on the borrowings. The Barnett Acquisition expands the Company’s operated and non-operated asset base in the Barnett formation and includes complementary natural gas processing, midstream support, and CCUS assets. The acquisition is expected to enhance the Company’s existing operations in the Barnett area and production capacity by providing operational synergies.

The Barnett Acquisition was accounted for as a business combination under ASC 805, Business Combinations. Accordingly, the assets acquired and liabilities assumed were recorded at their respective estimated acquisition-date fair values. During the nine months ended September 30, 2026, the Company incurred $4.5 million of acquisition and integration costs, which are included in other operating expenses on the condensed consolidated statements of income. Based on the preliminary purchase price allocation, the estimated fair value of the identifiable assets acquired, net of liabilities assumed, approximated the consideration transferred. Accordingly, the Company did not recognize goodwill or a bargain purchase gain as of September 30, 2026.

Management, with the assistance of a third-party valuation specialist, used a combination of discounted cash flow models and market data to estimate the fair values of the oil and natural gas properties, midstream assets, CCUS assets, and other assets acquired. Significant inputs included future commodity prices, estimated reserve volumes, expected timing and amounts of

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development and operating costs, estimated future plugging and abandonment costs, and risk-adjusted discount rates. The purchase price allocation for the Barnett Acquisition is preliminary, and the Company continues to assess the fair values of certain of the Barnett Acquisition assets acquired and liabilities assumed, including the assumptions used in the related valuation models, as additional information becomes available. Accordingly, the preliminary amounts recognized as of September 30, 2026 may be revised. The Company expects to finalize the purchase price allocation as soon as practicable, no later than one year following the acquisition date.

The estimated purchase price consideration and fair value of assets acquired and liabilities assumed are as follows (in thousands):

From the acquisition date on September 15, 2026 through September 30, 2026, the Barnett Acquisition contributed revenues of $4.9 million and net income of $3.2 million to the Company’s condensed consolidated statements of income. The Company determined that supplemental pro forma revenue and earnings information is not material to the condensed consolidated financial statements and, therefore, has not been presented.

BKV-BPP Power Joint Venture Transaction

On January 30, 2026, pursuant to the BKV-BPP Power Purchase Agreement, the Company completed the BKV-BPP Power Joint Venture Transaction, which consisted of $115.1 million in cash and 5,315,390 shares of Company common stock. The shares were subject to a 180-day lock-up that expired on July 29, 2026. The aggregate purchase price was equal to (x) $376.0 million, less (y)25% of BKV-BPP Power’s net indebtedness at closing, payable 50% in cash and 50% in shares of the Company’s common stock. BKV-BPP Power’s net indebtedness was $582.9 million as of the closing date and the number of shares issued was determined by dividing the 50% of the aggregate purchase price by $21.6609, which represents the volume-weighted average price of the Company’s common stock during the 20 consecutive trading day period ended October 28, 2025. The Company funded the cash consideration for the transaction with a combination of cash on hand and the net proceeds from the 2025 Equity Offering. Following the closing of the transaction, the Company and BPPUS own 75% and 25% of the BKV-BPP Power Joint Venture, respectively.

The Company’s condensed consolidated financial statements include $18.2 million of costs associated with the BKV-BPP Power Joint Venture Transaction. Of this amount, $9.3 million related to the 2025 Equity Offering, and was recorded as a reduction of additional paid-in capital. Transaction costs of $0.9 million and $9.0 million were expensed during the three and nine months ended September 30, 2026, respectively, and included in other operating expenses on the condensed consolidated statements of income.

The BKV-BPP Power Joint Venture Transaction was accounted for as an acquisition of a business between entities under common control (see Note 1 - Business and Basis of Presentation for further information). Accordingly, the consolidated financial statements prior to the acquisition date were retrospectively recast to include the BKV-BPP Power Joint Venture’s historical results, including reflecting BPPUS’s interest as a noncontrolling interest of 25%. The Company previously accounted for BKV-BPP Power as an equity method investment and recognized 50% of its earnings.

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The following table represents a summary of the retrospective adjustments to the condensed consolidated statements of income for the three and nine months ended September 30, 2025 to conform to the current presentation due to the BKV-BPP Power Joint Venture Transaction.

This retrospective presentation is an accounting convention and does not alter the legal ownership interests in the BKV-BPP Power, or the related rights to BKV-BPP Power’s income and net assets that existed before the closing date of the BKV-BPP Power Joint Venture Transaction.

The retrospective combination of BKV-BPP Power therefore does not imply that the Company or the holders of its common shares other than Banpu and its affiliates had legal or economic rights to the additional 25% interest before January 30, 2026. Prior to the closing date of the BKV-BPP Power Joint Venture Transaction, Banpu’s indirect economic interest in the additional 25% interest was held through BPPUS rather than through the Company. Accordingly, for periods before January 30, 2026, the BKV-BPP Power Joint Venture’s net income and net assets were attributed based on the legal ownership interests in effect during those periods. For purposes of the retrospective earnings per share presentation, the per share amounts applicable to common shares held, directly or indirectly, by Banpu reflect Banpu’s historical economic interest in the transferred 25% interest. The per share amounts applicable to the Company’s other common shareholders reflect only the economic interests held through the Company during those periods.

Accordingly, for the three months ended September 30, 2025, the basic and diluted earnings per common share attributable to Banpu were $1.04 and $1.03, respectively, while both basic and diluted earnings per common share attributable to all other common shareholders were $0.86. For the nine months ended September 30, 2025, both basic and diluted earnings per common share attributable to Banpu were $1.34 while both basic and diluted earnings per common share attributable to all other common shareholders were $1.17. Beginning on January 30, 2026, earnings associated with the acquired 25% interest are available to all of the Company’s common shares. The tables below summarize these attribution principles.

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As a result of the consolidation of BKV-BPP Power, the Company determined that the manner in which its Chief Executive Officer, identified as the Chief Operating Decision Maker (“CODM”), evaluates operating performance and allocates resources has changed. Accordingly, BKV-BPP Power, the Company's power generation business, meets the criteria to be presented as a reportable segment. See Note 14 - Reportable Segments.

Asset Acquisitions

Acquisition of Land

On December 10, 2025, the Company entered into an agreement to acquire approximately 112 acres of land and related assets in the state of Texas for a total consideration of $17.4 million, with a deposit of $0.3 million paid in December 2025. The acquisition closed on September 8, 2026. On March 18, 2026, the Company entered into an agreement to acquire approximately 120 acres of land and related assets in the state of Texas for a total consideration of $25.3 million, with a deposit of $0.3 million paid in March 2026. The acquisition closed on June 18, 2026. On July 1, 2025, the Company entered into an agreement to acquire approximately 6,200 acres of land and related assets in the state of Texas for a total consideration of $94.3 million, with a deposit of $0.9 million paid in July 2025. The acquisition closed on February 26, 2026. The assets acquired were accounted for as an asset acquisition as the fair value of substantially all the assets acquired was concentrated in a group of similar assets. The Company evaluated the related assets, including structures, easements, and mineral rights and determined that they were not material, individually or in the aggregate, to the total purchase price. Accordingly, the total consideration, including transaction costs was allocated to land. No goodwill was recognized. The Company partially funded the purchase of the 6,200 acres with $46.0 million in proceeds from the Advance (as defined below), with the remainder funded through the Company's cash from operations. See Note 3 - Debt for further information on the Advance.

Bedrock Acquisition

On September 29, 2025, BKV Upstream Midstream acquired 100% of the equity interests of Bedrock Production, LLC (now known as BKV Barnett II, LLC (“BKV Barnett II”)), a Texas limited liability company (such transaction, the “Bedrock

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Acquisition”) from Bedrock pursuant to a membership interest purchase agreement (the “Bedrock Purchase Agreement”). The Bedrock Acquisition was accounted for as an asset acquisition. The purchase price allocation was finalized on December 31, 2025. See Note 3 - Acquisitions and Dispositions in the Company’s 2025 Annual Report for additional information, including the allocation of consideration to the assets acquired and liabilities assumed.

During the first quarter of 2026, half of the $37.0 million purchase price holdback was released in accordance with the terms of the Bedrock Purchase Agreement. As of September 30, 2026, the remaining half of holdback balance continues to be held in escrow for potential indemnification claims. In accordance with the terms of the Bedrock Purchase Agreement, the balance remaining in escrow is expected to be released upon the expiration of the 14-month indemnification period following the closing date of September 29, 2025, subject to the resolution of any outstanding claims.

Note 3 - Debt

The following table summarizes the debt balances (refer to the Company’s 2025 Annual Report for definitions and further description of the Company's debt instruments):

2031 Convertible Senior Notes

On September 14, 2026, the Company issued $575.0 million aggregate principal amount of 1.625% convertible senior notes due October 15, 2031 (the “2031 Convertible Senior Notes”), which includes the full exercise of the initial purchasers’ option to purchase up to an additional $75.0 million principal amount of the 2031 Convertible Senior Notes. The 2031 Convertible Senior Notes were issued pursuant to an indenture dated September 14, 2026, by and between the Company and U.S. Bank Trust Company, N.A., as trustee. The 2031 Convertible Senior Notes are senior unsecured obligations of the Company and rank equally in right of payment with the Company’s existing and future senior unsecured indebtedness, and are effectively subordinate to the Company’s existing and future secured debt, to the extent of the value of the collateral securing that indebtedness, including borrowings under the RBL Credit Agreement and the Promissory Note. The 2031 Convertible Senior Notes bear interest at a rate of 1.625% per annum and interest is payable semi-annually in arrears on April 15 and October 15 of each year, commencing on April 15, 2027. Net proceeds from the offering of the 2031 Convertible Senior Notes were $559.2 million after deducting the initial purchasers’ discounts and commissions and offering expenses paid by the Company of $15.8 million, without giving effect to the capped call transactions related to the 2031 Convertible Senior Notes. In connection with the issuance of the 2031 Convertible Senior Notes, the Company entered into capped call transactions that are expected to generally reduce potential dilution to the Company’s common stock upon conversion of the 2031 Convertible Senior Notes, subject to an initial cap of $48.20 per share. See Note 9 - Stockholders’ Equityfor further discussion on the capped call transactions. The debt issuance costs are amortized to interest expense on the Company’s condensed consolidated statements of income over the term of the 2031 Convertible Senior Notes. Before July 15, 2031, holders may convert the 2031 Convertible Senior Notes only upon the

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occurrence of certain events and during certain periods. From and after July 15, 2031, holders may convert the 2031 Convertible Senior Notes at any time at their election until the close of business on the second scheduled trading day immediately before the maturity date.

The initial conversion rate for the 2031 Convertible Senior Notes was 31.3161 shares of the Company’s common stock, par value $0.01 per share, per $1,000 principal amount of the 2031 Convertible Senior Notes, equivalent to an initial conversion price of approximately $31.93 per share of the Company's common stock. This conversion price represented a premium of approximately 32.5% over the last reported sale price of the Company’s common stock of $24.10 on September 9, 2026. Upon conversion, the Company will pay cash up to the aggregate principal amount of the 2031 Convertible Senior Notes being converted and will pay or deliver, at its election, cash, shares of the Company’s common stock, or a combination thereof, in respect of the remainder, if any, of its conversion obligation.

The Company may redeem the 2031 Convertible Senior Notes, in whole or in part, at its option, from time to time, on or after October 15, 2029 and on or before the 50th scheduled trading day immediately preceding the maturity date, but only if specified conditions are satisfied. These conditions include that the 2031 Convertible Senior Notes are freely tradable as of the date the Company sends the related redemption notice and that the last reported sale price per share of the Company’s common stock exceeds 130% of the conversion price for the required period. The Company may also redeem all, but not less than all, of the 2031 Convertible Senior Notes if the aggregate principal amount outstanding is less than 10% of the aggregate principal amount of the notes originally issued, including any additional notes issued upon exercise of the initial purchasers’ option, in each case subject to specified conditions. The redemption price for either redemption is a cash amount equal to the principal amount of the notes to be redeemed, plus accrued and unpaid interest, if any, to, but excluding the redemption date. In addition, holders may require the Company to repurchase the 2031 Convertible Senior Notes upon the occurrence of a fundamental change, as defined in the indenture, at a repurchase price equal to 100% of the principal amount of the notes to be repurchased, plus accrued and unpaid interest, if any, to, but excluding, the fundamental change repurchase date.

If the Company undergoes a “make-whole fundamental change” (as defined in the indenture governing the 2031 Convertible Senior Notes), including certain corporate events that occur prior to the maturity date, or if the Company delivers a notice of redemption in respect of the 2031 Convertible Senior Notes, the Company will, in certain circumstances, increase the conversion rate for a holder who elects to convert its 2031 Convertible Senior Notes during the related redemption period. The Company used approximately $64.7 million of the net proceeds to fund the cost of privately negotiated capped call transactions and approximately $35.0 million of the net proceeds to fund the cost of concurrent share repurchases. See Note 9 - Stockholders’ Equityfor further discussion on the capped call transactions and concurrent share repurchases. The remaining net proceeds were used for general corporate purposes, including repayment of outstanding indebtedness and capital expenditures.

The indenture governing the 2031 Convertible Senior Notes contains limited covenants and sets forth certain events of default after which the 2031 Convertible Senior Notes may be declared due and payable and sets forth certain types of bankruptcy or insolvency events of default involving the Company after which the 2031 Convertible Senior Notes become automatically due and payable. The indenture governing the 2031 Convertible Senior Notes limits the Company’s ability to merge or consolidate with other entities, or sell, transfer or lease all or substantially all of the consolidated properties and assets of the Company and its subsidiaries, taken as a whole, to another person, unless the resulting, surviving or transferee person satisfies certain requirements and assumes the Company’s obligations under the indenture. The Company was in compliance with all covenants as of September 30, 2026.

RBL Credit Agreement

On June 11, 2024, BKV Corporation, as a guarantor, and BKV Upstream Midstream, as borrower, entered into the RBL Credit Agreement with Citibank, N.A., as the administrative agent, and the financial institutions party thereto. The RBL Credit Agreement includes a maximum credit commitment of $1.5 billion. As of September 30, 2026, the RBL Credit Agreement had a borrowing base of $1.0 billion and an elected commitment of $800.0 million.

The loans under the RBL Credit Agreement may be borrowed, repaid, and reborrowed during the term of the RBL Credit Agreement. The RBL Credit Agreement will mature on June 12, 2028. The obligations under the RBL Credit Agreement are secured and guaranteed on a senior secured basis by BKV Upstream Midstream and all of BKV Upstream Midstream’s current and future material restricted subsidiaries. BKV Upstream Midstream is obligated to pay certain fees to the lenders and administrative agent under the RBL Credit Agreement, including commitment fees on the average daily amount of the undrawn portion of the commitments. During the three months ended September 30, 2026 and 2025, BKV Upstream Midstream recognized $0.7 million and $0.5 million, respectively, of commitment fees, and during the nine months ended September 30, 2026 and 2025,

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BKV Upstream Midstream recognized $2.4 million and $1.5 million, respectively, of commitment fees. The commitment fees are included in interest expense on the condensed consolidated statements of income.

The RBL Credit Agreement contains various restrictive covenants that, among other things, limit BKV Upstream Midstream's ability and the ability of its restricted subsidiaries to, subject to certain exceptions: (i) incur indebtedness; (ii) incur liens; (iii) acquire or merge with any other company; (iv) sell assets or equity interests of their subsidiaries; (v) make investments; (vi) pay dividends or make other restricted payments; (vii) change their lines of business; (viii) enter into certain hedge agreements; (ix) enter into transactions with affiliates; (x) own any subsidiary that is not organized in the United States; (xi) prepay any unsecured senior or subordinated indebtedness; (xii) engage in certain marketing activities; and (xiii) allow, on a net basis, gas imbalances, take-or-pay, or other prepayments with respect to their proved oil and gas properties.

The RBL Credit Agreement requires BKV Upstream Midstream and its restricted subsidiaries to always hedge not less than 50% of reasonably anticipated projected production from their proved developed producing reserves for the subsequent 24 calendar month period immediately following the date financial statements are required to be delivered under the RBL Credit Agreement for each fiscal quarter.

The RBL Credit Agreement also includes financial covenants that require BKV Upstream Midstream to maintain:

• on a quarterly basis, a minimum Current Ratio (as defined in the RBL Credit Agreement) of no less than 1.00 to 1.00; and

• on a quarterly basis, a Net Leverage Ratio (as defined in the RBL Credit Agreement) of no greater than 3.25 to 1.00.

The RBL Credit Agreement includes customary equity cure rights that will enable BKV Upstream Midstream to cure certain breaches of the minimum current ratio covenant or the maximum net leverage ratio covenant (subject to certain limitations in the RBL Credit Agreement). As of September 30, 2026, BKV Upstream Midstream was in compliance with such covenants in the RBL Credit Agreement.

Financing costs related to the RBL Credit Agreement are deferred and capitalized as debt issuance costs and are included within other assets on the condensed consolidated balance sheets. As of September 30, 2026 and December 31, 2025, $5.0 million and $6.9 million, respectively, of unamortized debt issuance costs remained outstanding.

As of November 5, 2026, $280.0 million of borrowings and $15.5 million of letters of credit were outstanding under the RBL Credit Agreement, leaving $504.5 million of available capacity thereunder for future borrowings and letters of credit.

Promissory Note

On March 3, 2026, in accordance with the terms of a real estate option agreement entered into on February 27, 2026, by and between a wholly-owned subsidiary of BKV Corporation, as seller, and an unaffiliated third party, as buyer, BKV Corporation, as borrower, received $46.0 million, representing an advance of a portion of the purchase price set forth in the real estate option agreement (the “Advance”). The Advance is evidenced by a promissory note (the “Promissory Note”) and secured by a first-priority security interest in the real property that is the subject of the real estate option agreement.

Pursuant to the Promissory Note, the principal amount of the Advance bears interest at a fixed rate of 5.0% per annum and will mature on the earliest of (i) the occurrence of specified credit events, (ii) certain repayment events, and (iii) February 25, 2036. Upon the occurrence of a credit event, including the closing of the underlying property acquisition or the execution of a power purchase agreement, the outstanding principal (or an applicable portion thereof) of the Advance shall be applied as a credit against the purchase price payable by the counterparty to the real estate option agreement, or the counterparty's obligations under an executed power purchase agreement, as applicable. The Advance may be prepaid, in whole or in part, without penalty beginning on the third anniversary of the effective date of the real estate option agreement, subject to 30 days’ notice. The Promissory Note contains customary covenants and events of default, upon which the lender may accelerate repayment.

BKV-BPP Power Loan Agreements and Credit Facilities

Power Equipment Financing Facility

On September 16, 2026, BKV Corporation, as a guarantor, and BKV Power Ventures Bell, as borrower, entered into a Master Loan and Security Agreement (the “Power Equipment Financing Facility”) with Citizens Asset Finance, a division of Citizens Bank, N.A. (“Citizens”), as administrative agent, and Citizens and Bangkok Bank Public Company Limited, New York Branch (“Bangkok Bank”), as lenders to finance the purchase of power generation equipment.

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The Power Equipment Financing Facility provides for aggregate maximum borrowings of $161.3 million to finance eligible progress payments related to modular generation equipment for future power plant facilities in Temple, Texas. Each advance is subject to customary conditions, including delivery of equipment milestone documentation, invoices, lien waivers and other supporting information. Amounts repaid under the Power Equipment Financing Facility may not be reborrowed.

As of September 30, 2026, BKV Power Ventures Bell borrowed $84.4 million under the Power Equipment Financing Facility through separate secured promissory notes issued to Citizens and Bangkok Bank, each in an original principal amount of $42.2 million. The borrowings bear interest at a weighted-average one-month SOFR plus 3.95%, with interest payable monthly, commencing on October 16, 2026.

Interest costs incurred under the Power Equipment Financing Facility are capitalized as part of the cost of the Company’s qualifying power generation assets during the period necessary to prepare those assets for their intended use.

The Power Equipment Financing Facility will mature on the earliest of (i) March 16, 2028, (ii) the date that is 90 days following testing completion of the final applicable equipment unit block, or (iii) the date on which qualifying project financing for the related power generation project is funded. Prior to maturity, BKV Power Ventures Bell may voluntarily prepay the Power Equipment Financing Facility in full without penalty or premium.

Borrowings are secured by a first-priority lien on the financed equipment and components, related rights under the equipment supply contracts, warranties, insurance proceeds, accounts, and other associated collateral. The Power Equipment Financing Facility does not contain financial covenants, but contains customary covenants and events of default, upon which the lenders may accelerate outstanding borrowings, terminate further borrowings, and exercise remedies against the collateral. As of September 30, 2026, BKV Power Ventures Bell was in compliance with such covenants in the Power Equipment Financing Facility.

As of November 5, 2026, $84.4 million of borrowings was outstanding under the Power Equipment Financing Facility, leaving $76.9 million of available capacity thereunder for future borrowings.

Temple I Loan Agreements

On October 14, 2021, BKV-BPP Power entered into a Loan Agreement (the “$141 Million Banpu Loan Agreement”) with BNAC, which allowed for a single drawdown in the amount of $141.0 million. On November 1, 2021, BKV-BPP Power borrowed $141.0 million under the $141 Million Banpu Loan Agreement for the purpose of acquiring Temple I and working capital.

On October 15, 2021, BKV-BPP Power entered into a Loan Agreement (the “$141 Million BPPUS Loan Agreement” and, together with the $141 Million Banpu Loan Agreement, the “Temple I Loan Agreements”) with BPPUS, which allowed for a single drawdown in the amount of $141.0 million. On November 21, 2021, BKV-BPP Power borrowed $141.0 million under the $141 Million BPPUS Loan Agreement (and in addition to the $141.0 million borrowed under the $141 Million Banpu Loan Agreement) for the purpose of acquiring Temple I and working capital.

BKV-BPP Power’s payment obligations under the Temple I Loan Agreements are senior unsecured indebtedness. The Temple I Loan Agreements bear interest at six-month SOFR plus 5.25% per annum. Interest on the loans is payable on a semi-annual basis. The Temple I Loan Agreements originally matured on November 1, 2026, and were subsequently amended on October 27, 2026, which extended the maturity date to November 1, 2027. BKV-BPP Power is permitted to prepay the loans at any time, with no prepayment premium. The Temple I Loan Agreements include covenants that, among other things, prohibit BKV-BPP Power from merging, incurring liens or incurring any additional indebtedness or guarantees. The Temple I Loan Agreements include financial covenants that require BKV-BPP Power to maintain a minimum net worth (as defined in the Temple I Loan Agreements, but generally meaning total assets minus total liabilities). In the $141 Million Banpu Loan Agreement, the minimum net worth requirement is $120.0 million and in the $141 Million BPPUS Loan Agreement, the minimum net worth requirement is $40.0 million. Under the Temple I Loan Agreements, BNAC and BPPUS have no recourse to BKV Corporation with respect to any amounts owed to them thereunder and BKV Corporation is not liable in any manner (and is not required to provide security) for any obligations owed to BNAC or BPPUS thereunder. As of September 30, 2026 and December 31, 2025, the outstanding principal balance of the Temple I Loan Agreements for each affiliate was $81.0 million and $95.5 million, respectively.

Temple Credit Facilities

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On July 10, 2023, Temple Generation Intermediate Holdings II, LLC (“Temple Intermediate II”), an indirect subsidiary of BKV-BPP Power, as borrower, Temple Generation I, LLC (“Temple Generation I”), Temple Generation II, LLC (previously, CXA Temple 2, LLC) (“Temple Generation II”), each of Temple Generation I and Temple Generation II being a subsidiary of Temple Intermediate II, and Temple Generation SF LLC (“Temple Generation SF”), a joint subsidiary of Temple Generation I and Temple Generation II, each as subsidiary guarantors, entered into a credit agreement (the “Beal Credit Agreement”) with Beal Bank USA and the other lenders from time to time party thereto that provides the following credit facilities (collectively, the “Temple Credit Facilities”): (i) a senior secured term loan facility with an aggregate principal amount of $500.0 million (the “Temple Term Loan Facility”), which was fully drawn in an amount equal to $500.0 million on the closing date, and (ii) a senior secured revolving credit facility in the aggregate principal amount not to exceed $60.0 million (the “Temple Revolving Facility”), which was fully drawn in an amount equal to $60.0 million on the closing date. The interest is payable annually for the Temple Credit Facilities at a rate equal to SOFR plus an interest rate margin of 4.60%.

The Temple Term Loan Facility requires a quarterly repayment at a minimum of $2.5 million per quarter, beginning on September 30, 2023. The final aggregate principal installment for the Temple Term Loan Facility is due and payable on July 10, 2028 (subject to extension by up totwo additionalone-year periods), and the Temple Revolving Facility terminates five business days prior to the Temple Term Loan Facility maturity date. On the closing date, Temple Intermediate II applied the proceeds of the Temple Term Loan Facility to fund a portion of the Temple II acquisition and applied the proceeds of the Temple Revolving Facility for general corporate purposes, including working capital and operating expenses. Any prepayment of the Temple Term Loan Facility prior to the third anniversary of the closing date thereof is subject to a prepayment penalty. Amounts repaid by Temple Intermediate II with respect to the Temple Term Loan Facility may not be reborrowed. Amounts repaid by Temple Intermediate II with respect to the Temple Revolving Facility may be reborrowed upon satisfaction of customary conditions.

The obligations under the Temple Credit Facilities are secured by (i) all of the assets of Temple Intermediate II, Temple Generation I, Temple Generation II and Temple Generation SF, including the Temple Plants and all other personal property and real property of such entities and (ii)100.0% of the equity interests in each of Temple Generation I, Temple Generation II, Temple Generation SF, and Temple Intermediate II. This collateral will remain pledged to Beal Bank until all secured obligations under the Temple Credit Facilities have been satisfied in full. Upon the occurrence and continuation of an event of default under either of the Temple Credit Facilities, Beal Bank has customary secured creditor remedies, including the right to foreclose upon the pledged collateral.

As of September 30, 2026, the Company was not in compliance with an administrative reporting covenant under the Beal Credit Agreement because it did not timely provide certain required documentation to the lender. The lender subsequently waived the noncompliance, and the Company has provided the required documentation. The waiver did not modify the financial terms of the Beal Credit Agreement. The Company was otherwise in compliance with its covenants under the Beal Credit Agreement as of September 30, 2026.

As of September 30, 2026 and December 31, 2025, the weighted average effective interest rate on the outstanding balances under the RBL Credit Agreement, the Power Equipment Financing Facility, the Temple I Loan Agreements, and the Temple Credit Facilities was 8.40% and 8.86%, respectively.

Note 4 - Natural Gas Properties & Other Property, Plant, and Equipment

Total natural gas properties consisted of the following:

As of September 30, 2026 and December 31, 2025, accumulated depreciation, depletion, and amortization for developed properties was $932.3 million and $825.7 million, respectively. Depreciation, depletion, and amortization expense for developed properties was $37.2 million and $31.3 million for the three months ended September 30, 2026 and 2025, respectively, and $106.6 million and $93.8 million for the nine months ended September 30, 2026 and 2025, respectively.

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As of September 30, 2026 and December 31, 2025, accumulated depreciation for midstream assets was $29.3 million and $23.8 million, respectively. Depreciation expense on midstream assets was $2.3 million and $1.6 million for the three months ended September 30, 2026 and 2025, respectively, and $5.6 million and $4.8 million for the nine months ended September 30, 2026 and 2025, respectively.

Other property, plant, and equipment consisted of the following:

Depreciation expense for other property, plant, and equipment was $11.4 million and $10.8 million for the three months ended September 30, 2026 and 2025, respectively, and $35.8 million and $33.2 million for the nine months ended September 30, 2026 and 2025, respectively. During the three and nine months ended September 30, 2026, the Company received proceeds on the sales of other properties of $0.1 million and $0.5 million, respectively, and recognized a loss on sale of these properties of $0.1 million and a gain on sale of $0.4 million, respectively. During the three and nine months ended September 30, 2025, the Company received proceeds on the sale of other properties and equipment of $5.6 million and $6.9 million, respectively, which included the sale of the Bridgeport field office of $5.5 million, less transaction costs of $0.4 million and recognized total losses on the sale of properties and equipment of $0.5 million and $1.8 million, respectively, which included the loss on the sale of the Bridgeport field office. The gain (loss) on sale of other property, plant, and equipment is included in other in the condensed consolidated statements of income.

Impairment of Asset Held for Sale

On June 1, 2026, the Company entered into an agreement with a third party to sell its CO 2 storage lease interests located in Liberty and Chambers Counties, Texas and classified these assets as held for sale within other current assets on the condensed consolidated balance sheets. The Company recognized an impairment on the assets of $3.5 million, using an estimated selling price of $2.6 million, which was included in other within total revenues and other operating income in the condensed consolidated statements of income.

Write-Off of ERP System

During the three months ended September 30, 2025, the Company decided to discontinue implementation of a new enterprise resource planning (“ERP”) system and wrote off approximately $5.6 million of capitalized software costs as the system was determined to no longer align with the Company’s operational and strategic needs.

Asset Retirement Obligations

The following table summarizes the activities of the Company’s asset retirement obligations:

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(1) Includes asset retirement obligations assumed in connection with the Barnett Acquisition of $9.7 million and obligations related to a working interest acquired in connection with the purchase of approximately 6,200 acres of land in Texas of $2.1 million. The working interest was acquired to enable the Company to plug and abandon the related wells.

(2)Revisions of estimates are due to reductions of expected plugging and abandonment cost per well for all Barnett operated properties based on updated cost information.

Note 5 - Fair Value Measurements

As the Company uses the market approach to determine the fair value of its derivative instruments, these fair values are also compared to the values given by counterparties for reasonableness. Since natural gas and NGL swaps, fixed-price power sales, and fixed price power purchases are based on measurements derived indirectly from observable inputs or from quoted prices from markets that are less liquid, they are classified as Level 2 within the fair value hierarchy. The heat rate call options are classified as Level 3 within the fair value hierarchy because their valuation relies on significant unobservable inputs. These inputs include correlation between the underlying power and natural gas commodities and volatility assumptions for non-liquid delivery periods, which require management judgment and are not directly observable in the market.

The Company factors its own non-performance risk into the valuation of derivatives using current published credit default swap rates. As of both September 30, 2026 and December 31, 2025, the impact of the non-performance risk adjustment to the Company's fair value of commodity derivative liabilities was $1.6 million.

The following tables set forth by level within the fair value hierarchy, the financial assets and liabilities that were accounted for at fair value on a recurring basis:

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The following table is the quantitative information regarding significant unobservable inputs used in the measurement of Level 3 positions:

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Realized and unrealized gains and losses related to the Company’s Level 3 HRCOs are recognized in derivative gains, net in the condensed consolidated statements of income. The table below sets forth the changes in the Company’s Level 3 fair value measurements:

There were no transfers in or out of Level 3 during the three and nine months ended September 30, 2026 and 2025.

Other Fair Value Measurements

The carrying value of cash and cash equivalents, restricted cash, accounts receivable, net, and accounts payable and accrued liabilities approximate their fair values due to the short-term maturities of these instruments. Long-term debt obligations under the RBL Credit Agreement, the Temple I Loan Agreements, the Temple Credit Facilities, and the Power Equipment Financing Facility also approximate their fair value because the variable rates of interest are market-based. As of September 30, 2026, the Promissory Note had a carrying value of $46.0 million and an estimated fair value of approximately $39.0 million. The fair value of the Promissory Note was determined using a discounted cash flow methodology and is classified as Level 3 within the fair value hierarchy due to significant unobservable inputs related to the expected timing and probability of repayment. Long-term debt obligations that are not remeasured at fair value include the 2030 Senior Notes and the 2031 Convertible Senior Notes due to their fixed rates. As of September 30, 2026, the fair value of the 2030 Senior Notes and the 2031 Convertible Senior Notes were approximately $483.4 million and $548.0 million, respectively, based on quoted market prices from banks and are classified as Level 2 in the fair value hierarchy. The 2030 Senior Notes and the 2031 Convertible Senior Notes are carried on the condensed consolidated balance sheets at their principal amount, net of unamortized debt issuance costs, which are amortized to interest expense over the term of such notes.

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Note 6 - Derivative Instruments

The Company may utilize derivative contracts in connection with its natural gas, NGL, and power operations to provide an economic hedge of the Company’s exposure to commodity price risk associated with anticipated future natural gas and NGL production, as well as to manage the Company’s exposure to delivery risk, optimize physical and contractual assets in the Company’s portfolio, and manage working capital requirements.

The derivative contracts outstanding as of September 30, 2026 consisted of commodity swaps, basis swaps, put and call options, producer collar agreements, fixed-price natural gas forwards, fixed-price power forwards, and HRCOs, subject to master netting agreements with each individual counterparty. The following table presents gross commodity derivative balances prior to applying netting adjustments recorded in the condensed consolidated balance sheets:

Derivative Contracts

Collar, Commodity Swap, and Basis Swap Contracts

A commodity collar provides for a price floor and a price ceiling. The floating price for the collar contract is traded for a fixed price when the floating price is not between the floor and ceiling. If the floating price is between these contracted prices, no trade occurs. A commodity swap agreement is an agreement whereby a floating price based on the underlying commodity is traded for a fixed price over a specified period. Basis swaps provide a guaranteed price differential for natural gas from two different specified delivery points over a specified period. The fair value of open collar, commodity swap, and basis swap contracts reported in the condensed consolidated balance sheets may differ from that which would be realized in the event the Company terminated its position in the respective contract.

Fixed-Price Power Forwards and HRCOs

For the power generated out of the Temple Plants, the Company enters into fixed-price power sales contracts in which energy is delivered to the ERCOT north hub at a fixed-price per MWh. The contracts contain an agreed upon quantity of total MW and total MWh. The Company also enters into fixed-price power purchase contracts to hedge BKV-BPP Retail power purchases for its retail customers.

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The Company also enters into bilateral HRCO agreements under which counterparties obtain the right to receive specified quantities of power at the Temple Plants, subject to the contractual terms of each agreement. As of September 30, 2026 and December 31, 2025, the Company hadfour outstanding HRCO contracts withtwo counterparties. The contracts become effective on January 1 of each calendar year and, as of both September 30, 2026 and December 31, 2025, represented 600 MW of contracted capacity. Under the agreements, the Company receives fixed monthly capacity premiums from the counterparties. If exercised, the counterparties receive specified quantities of power from the Temple Plants with settlement based on contractually specified prices that incorporate the applicable heat rate, natural gas index pricing, and other contractual charges. Premiums received under the Company’s HRCO agreements are recognized within derivative gains, net as realized gains (losses), net on the condensed consolidated statements of income. Fuel costs incurred to satisfy exercised HRCO obligations are recognized within fuel commodity costs on the condensed consolidated statements of income. Outstanding HRCO agreements are remeasured at fair value, with changes in fair value recognized within derivative gains, net as unrealized gains (losses), net on the condensed consolidated statements of income.

The following tables present realized and unrealized gains and losses on derivative instruments, including amounts recognized in derivative gains, net and purchased power on the condensed consolidated statements of income:

During the first quarter of 2025, the Company entered into agreements to buy put options and subsequently paid a net premium of $16.2 million for contracts that settle in 2026 and 2027. The put options have an established floor of $3.00 per MMBtu. If at the time of settlement the contracted settlement price falls below the floor, the counterparties pay the Company an amount equal to the difference between the contracted settlement price and the floor multiplied by the contract volumes. The premium paid was recorded as an asset and is subsequently adjusted to the current fair value of the purchased put option. During the fourth quarter of 2025, the Company terminated a portion of the put option contracts scheduled to settle in 2026 in exchange for natural gas fixed-price swap contracts that settle in 2026. No realized gain or loss was recognized on this transaction.

Derivative Contract Volumes and Fair Values

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The following tables summarize the Company’s outstanding derivative positions as of September 30, 2026 by commodity and contract type, including volume, pricing indices, or reference points, and associated fair values.

The following table summarizes the Company’s power derivatives:

The following table summarizes the Company’s natural gas commodity derivatives indexed to NYMEX Henry Hub pricing:

The following table summarizes the Company’s natural gas basis derivatives by reference price:

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The following table summarizes the Company’s natural gas liquids derivatives position by product and reference price:

Note 7 - Revenue from Contracts with Customers

All of the Company's revenues from contracts with customers are generated in the states of Pennsylvania and Texas. Revenues consist of the following:

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(1)Excludes losses on sales of assets.

Accounts Receivable and Revenue from Contracts with Customers

The Company’s accounts receivable, net generally consists of the sale of natural gas, joint interest billings, power sales, Section 45Q tax credits, and other items. The Company sells the majority of its natural gas, NGLs, and oil to fewer than five customers and bills working interest owners for costs related to development of the Company’s natural gas properties. The Company sells power to retail and wholesale customers on the ERCOT power grid. As of September 30, 2026 and December 31, 2025, the Company’s accounts receivable, net consisted of the following:

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(1)As of September 30, 2026, five customers accounted for approximately 80% of accounts receivable - contracts with customers, and as of December 31, 2025, one customer accounted for approximately 62% of accounts receivable - contracts with customers.

The following table shows the concentration of our customer credit risk with 10% or more of total revenues from contracts with external customers.

Note 8 - Accounts Payable and Accrued Liabilities

Accounts payable and accrued liabilities included in current liabilities consist of the following:

Note 9 - Stockholders’ Equity

2026 Capped Call Transactions

In connection with the issuance of the 2031 Convertible Senior Notes, the Company entered into privately negotiated capped call transactions. In connection with the initial purchasers’ exercise of their option to purchase additional notes, the Company entered into additional capped call transactions relating to the 2031 Convertible Senior Notes with certain of the initial purchasers or their respective affiliates and certain other financial institutions at an aggregate cost of approximately $64.7 million. For further discussion on the 2031 Convertible Senior Notes, see Note 3 - Debt. Subject to certain anti-dilution adjustments, the capped call transactions cover the number of the Company’s common stock shares initially underlying the 2031 Convertible Senior Notes. The initial cap price of the capped call transactions related to the 2031 Convertible Senior Notes approximated $48.20 per share, subject to certain adjustments, which represented a premium of 100% above the Company’s common stock closing price of $24.10 on September 9, 2026.

Generally, the capped call transactions are expected to reduce potential dilution to the Company’s common stock upon conversion of the 2031 Convertible Senior Notes and/or offset potential cash payments the Company may be required to make in

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excess of the principal amount of converted 2031 Convertible Senior Notes, as the case may be, with such reduction and/or offset subject to a cap. If the market price per share of the Company’s common stock, as measured under the terms of the capped call transactions, exceeds the cap price of the capped call transactions, there would nevertheless be dilution and/or there would not be an offset of such potential cash payments, in each case, to the extent that such market price exceeds the cap price. The capped call transactions are included in additional paid-in capital in the condensed consolidated balance sheets and are not subsequently remeasured as they qualify for equity classification under ASC 815, Derivatives and Hedging.

The Company elected to integrate the 2031 Convertible Senior Notes and related capped call transactions for U.S. federal income tax purposes. As a result, approximately $64.7 million of the premium paid for the capped call transactions is expected to give rise to additional original issue discount deductions over the term of the 2031 Convertible Senior Notes. At issuance, the Company recorded a deferred tax asset of approximately $13.8 million with respect to the 2031 Convertible Senior Notes, which represents the tax benefit of these deductions, with an offsetting increase to additional paid-in capital.

Concurrent Share Repurchases

Concurrent with the issuance of the 2031 Convertible Senior Notes, the Company used approximately $35.0 million of the offering proceeds to repurchase 1,452,282 shares of its common stock in privately negotiated transactions with or through one of the initial purchasers at a purchase price of $24.10 per share. The repurchase price was equal to the closing price of the Company’s common stock on September 9, 2026, the date on which the offering was priced. The repurchased shares were immediately retired and accounted for as a reduction of stockholders’ equity.

2026 Equity Offering

On March 12, 2026, the Company completed its underwritten public offering of 7,003,813 shares of common stock offered by the Company and 4,142,089 shares offered by Bedrock as the selling stockholder (the “2026 Equity Offering”), and the Company received net proceeds of $185.5 million. The proceeds from the 2026 Equity Offering were used for general corporate purposes, including working capital, operating expenses and capital expenditures.

Equity-Based Compensation

2024 Equity and Incentive Compensation Plan

The Company’s 2024 Equity and Incentive Compensation Plan (the “2024 Plan”) became effective immediately prior to the consummation of the Company’s initial public offering in September 2024, and in December 2025, the Company’s board of directors approved an amendment and restatement of the 2024 Plan to increase the number of shares of common stock available for grant and issuance under the 2024 Plan by 2,500,000 shares, effective March 5, 2026 (the 2024 Plan, as so amended and restated, the “A&R 2024 Plan”). As of September 30, 2026,4,082,479 shares were available for future grants under the A&R 2024 Plan. See Note 12 - Equity-Based Compensationin the Company’s 2025 Annual Report for further discussion on the A&R 2024 Plan.

Performance-Based Restricted Stock Units

The table below summarizes the activity of the performance-based restricted stock units (“PRSUs”) for the nine months ended September 30, 2026:

As of September 30, 2026, there was $23.2 million of unrecognized compensation expense related to the PRSU awards, which will be amortized over a weighted average period of 1.3 years.

Equity-based compensation related to PRSUs was $2.3 million and $1.6 million for the three months ended September 30, 2026 and 2025, respectively, and equity-based compensation related to PRSUs was $8.6 million and $5.7 million for the nine

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months ended September 30, 2026 and 2025, respectively. Equity compensation related to PRSUs is included in general and administrative expenses in the condensed consolidated statements of income.

Time-Based Restricted Stock Units

The table below summarizes the activity of the time-based restricted stock units (“TRSUs”) for the nine months ended September 30, 2026:

As of September 30, 2026, there was $15.1 million of unrecognized compensation expense related to the A&R 2024 Plan TRSU awards, which will be amortized over a weighted average period of 1.8 years.

Equity-based compensation related to the TRSUs was $2.4 million and $1.3 million for the three months ended September 30, 2026 and 2025, respectively, and equity-based compensation related to TRSUs was $6.3 million and $3.4 million for the nine months ended September 30, 2026 and 2025, respectively, which is included in general and administrative expenses in the condensed consolidated statements of income.

Employee Stock Purchase Plan

A total of 500,000 shares of the Company’s common stock are available for awards under the ESPP. The ESPP permits only eligible employees to purchase shares of the Company’s common stock through payroll deductions, which cannot exceed 10% of the employee’s eligible compensation. The ESPP is implemented through a series of offerings of up to a period of 27 months, which consist of one offering period. During the offering period, payroll contributions will accumulate without interest and, on the last trading day of the offering period, accumulated payroll deductions will be used to purchase shares of the Company's common stock. The first offering period under the ESPP commenced on July 1, 2025. For the three and nine months ended September 30, 2026, the Company recognized equity-based compensation expense related to the ESPP of $0.1 million and $0.2 million, respectively, which is included in general and administrative expenses in the condensed consolidated statements of income. For both the three and nine months ended September 30, 2025 the Company recognized equity-based compensation expense related to the ESPP of a negligible amount.

Note 10 - Investments

Joint Ventures

BKV-BPP Power Joint Venture

In 2021, the BKV-BPP Power Joint Venture was formed to own and operate combined-cycle natural gas-fired power generation facilities and a retail electricity marketing business in Temple, Texas. The Company currently owns a 75% interest in BKV-BPP Power, with BPPUS owning the remaining 25%. BKV-BPP Power generates revenues primarily through the sale of electricity and related products in the ERCOT market and through retail customer contracts, which allows the Company to integrate its upstream natural gas production with downstream power generation and marketing activities.

Pursuant to the capital call issued by BKV-BPP Power on June 30, 2026, the Company and BPPUS contributed $190.4 million and $65.4 million, respectively, totaling $255.8 million to BKV-BPP Power. On July 17, 2026, the Company satisfied $49.5 million of its capital call through deposits for power equipment paid directly to the equipment manufacturer. On August 29, 2026, the Company satisfied $140.5 million through contributions of power equipment, deposits on power equipment, and land, and on September 1, 2026, satisfied the remaining $0.4 million capital call in cash. Also, on September 1, 2026, BPPUS funded its $65.4 million capital call through a cash contribution to BKV-BPP Power.

BKV-CIP Joint Venture

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On May 8, 2025, BKV dCarbon Ventures, together with C Squared Solutions, Inc. (the “Class B Member”), a subsidiary of the Energy Transition Fund managed by Copenhagen Infrastructure Partners (CIP), and for the limited purposes specified therein, BKV Corporation, entered into the BKV-CIP JV Agreement forming BKV dCarbon Project, LLC (the “BKV-CIP Joint Venture”) for the purpose of developing CCUS projects. On May 8, 2025, BKV dCarbon Ventures contributed to the BKV-CIP Joint Venture $40.3 million of CCUS assets that included the BKV dCarbon Barnett Zero, LLC and BKV dCarbon Las Tiendas, LLC and related assets (including the Barnett Zero and Eagle Ford CCUS projects), and $4.1 million of Section 45Q accrued receivables at carrying value, and committed to future contributions of certain CCUS projects, related assets, and/or cash in exchange for an interest in the BKV-CIP Joint Venture and 4,796,421 Class A Units at $10.00 per unit. On May 9, 2026, BKV dCarbon Ventures contributed to the BKV-CIP Joint Venture $4.5 million of CCUS assets, increasing BKV dCarbon Ventures’ total contributions to $48.8 million. In exchange for BKV dCarbon Ventures’ additional contribution to the BKV-CIP Joint Venture, BKV dCarbon Ventures received 448,395 Class A Units at $10.00 per unit, for a total of 5,244,816 Class A Units. The Class B Member committed up to an initial $500.0 million in cash for use by the BKV-CIP Joint Venture in constructing and operating new CCUS projects across the United States in exchange for no more than a 49% interest in the BKV-CIP Joint Venture. Through September 30, 2026, the Class B Member contributed $31.3 million. During the three months ended September 30, 2025, the Class B Member contributed $6.7 million, and during the nine months ended September 30, 2026 and 2025, contributed $13.4 million and $11.0 million, respectively. No contributions were made during the three months ended September 30, 2026. In exchange for the Class B Member's contribution to the BKV-CIP Joint Venture, the Class B Member has received a total of 3,131,156 of the BKV-CIP Joint Venture's Class B Units at $10.00 per unit.

On September 1, 2026, the BKV-CIP Joint Venture and BKV Corporation entered into two separate agreements to sell Section 45Q tax credits generated in 2025 at a 7% discount from their aggregate face amount. Aggregate cash proceeds from the sales were $10.9 million, of which $7.0 million was received by the BKV-CIP Joint Venture on September 9, 2026. The remaining proceeds were received by BKV Corporation. On September 17, 2026, $5.4 million of the cash proceeds were paid to the Class B Member under the terms of the joint venture agreement.

Net income (loss) is allocated to each member pursuant to the BKV-CIP JV Agreement’s liquidation provisions. For the three months ended September 30, 2026, BKV dCarbon Ventures and the Class B Member's allocation in BKV-CIP Joint Venture’s net income (loss) was 54% and 46%, respectively, and for the nine months ended September 30, 2026, it was 51% and 49%, respectively. For both the three and nine months ended September 30, 2025, BKV dCarbon Ventures and the Class B Member’s allocation in BKV-CIP Joint Venture's net income (loss) was 55% and 45%, respectively.

BKV-BPP Cotton Cove Joint Venture

On June 26, 2025, BKV dCarbon Ventures and BPPUS amended and restated the BKV-BPP Cotton Cove, LLC Agreement whereby on July 9, 2025, BKV dCarbon Ventures contributed $3.3 million to BKV-BPP Cotton Cove, net of $0.1 million of expenditures paid by BKV dCarbon Ventures on behalf of BKV-BPP Cotton Cove, and on July 10, 2025, BPPUS received $5.4 million of its initial capital contribution of $8.6 million from BKV-BPP Cotton Cove. On July 31, 2025, BKV dCarbon Ventures and BPPUS contributed an additional $3.8 million and $3.6 million, respectively. As a result of these transactions, BKV dCarbon Ventures owns a 51% controlling interest in BKV-BPP Cotton Cove, with BPPUS retaining a 49% interest. The identifiable assets acquired and liabilities assumed were recorded at their estimated fair values as of the acquisition date, with the excess of the fair value of the net assets acquired over the consideration transferred recognized as noncontrolling interest within equity. The primary components of the assets acquired and liabilities assumed included the following (in thousands):

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Both the BKV-CIP Joint Venture and BKV-BPP Cotton Cove Joint Venture were formed to advance the Company’s CCUS strategy and do not represent a material business combination under ASC 805, Business Combinations, as the assets acquired and liabilities assumed were not significant to the Company’s condensed consolidated financial statements, and no goodwill or a bargain purchase gain was recognized.

Variable Interest Entities

The Company determined that the BKV-BPP Power Joint Venture, the BKV-CIP Joint Venture, and the BKV-BPP Cotton Cove Joint Venture are variable interest entities (“VIE”) in accordance with ASC 810, Consolidationand the Company is the primary beneficiary of these joint ventures. Generally, a VIE is an entity with at least one of the following conditions: (i) the total equity investment at risk is insufficient to allow the entity to finance its activities without additional subordinated financial support, or (ii) the holders of the equity investment at risk, as a group, lack the characteristics of having a controlling financial interest. The primary beneficiary of a VIE is an entity that has a variable interest or a combination of variable interests that provide such entity with a controlling financial interest in the VIE. An entity is deemed to have a controlling financial interest in a VIE if it has both of the following characteristics: (i) the power to direct the activities of the VIE that most significantly impact the VIE’s economic performance, and (ii) the obligation to absorb losses of the VIE that could potentially be significant to the VIE or the right to receive benefits from the VIE that could potentially be significant to the VIE.

The Company’s control over BKV-BPP Power is derived from its governance rights and its role in directing the day-to-day operational activities through its participation on a 12-member board of managers (the “BKV-BPP Power Board”), nine of whom are appointed by the Company andthree of whom are appointed by BPPUS. The BKV-BPP Power Board has overall management and oversight of BKV-BPP Power, including approval of budgets, business plans, and key commercial and financing decisions. The Company directs plant operations, commercial optimization, fuel procurement, and marketing and risk management activities, through its operational role and participation in the governance of BKV-BPP Power. The Company’s economic exposure is primarily based on its 75% ownership interest, which entitles it to a majority of distributions and results of operations and exposes it to a majority of potential losses. In addition, the Company is generally required to fund its proportionate share of capital contributions in accordance with the BKV-BPP Power LLC Agreement.

The assets of BKV-BPP Power may only be used to settle its obligations, and the liabilities of BKV-BPP Power do not have recourse to the general credit of the Company, except to the extent of the Company’s investment and any contractual commitments. In addition, distributions from BKV-BPP Power may be subject to restrictions under its debt agreements or other contractual arrangements.

The Company’s control over the BKV-CIP Joint Venture is derived from its ability to direct the development and execution of CCUS projects that most significantly impact the economic performance of this joint venture, including project development, capital deployment, and operational execution of CCUS projects through its management and oversight of these activities. The Company's economic exposure is based on its ownership interest and its obligation to absorb losses, or the right to receive benefits from the BKV-CIP Joint Venture.

The Company’s control over BKV-BPP Cotton Cove is derived from its majority ownership interest and governance rights, which provide the Company with the ability to direct the activities that most significantly impact the joint venture's economic and operational performance, including the development and operation of CCUS-related assets. The Company’s economic exposure is

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based on its ownership interest, including its potential earnings and losses, as well as funding its proportionate share of capital contributions in accordance with the respective agreements.

The assets and liabilities of these consolidated VIEs are included within the respective line items of the Company’s condensed consolidated balance sheets. The assets of the consolidated VIEs may only be used to settle obligations of the respective VIEs, and the liabilities of the consolidated VIEs do not have recourse to the general credit of the Company, except to the extent of the Company’s investment and any contractual commitments. The BKV-BPP Power Joint Venture, the BKV-CIP Joint Venture, and BKV-BPP Cotton Cove are exposed to similar operational risks as the Company, and are each monitored and evaluated on a similar basis by management. The carrying amounts and classification of the consolidated VIE assets and liabilities included in the condensed consolidated balance sheets are as follows (excluding intercompany balances):

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Noncontrolling Interests

Noncontrolling interests held by BPPUS of 25% and 49% in BKV-BPP Power and BKV-BPP Cotton Cove, respectively, are presented as noncontrolling interest within equity on the condensed consolidated balance sheets.

Pursuant to the BKV-CIP JV Agreement, the Class B Units are not mandatorily redeemable or currently redeemable, but become exercisable by the Class B Member with the passage of time beginning on May 8, 2027. The Company determined that there is an embedded put option in the Class B Units, which contains redemption features that are not solely within the control of the Company. Therefore, the shares of the BKV-CIP Joint Venture’s Class B Units have been classified as noncontrolling interest within mezzanine equity on the Company’s condensed consolidated balance sheets. The redemption value of the Class B Units is based on a 1.65 x multiple of invested capital, reduced by cumulative distributions made to the Class B Member. The contributions from the Class B Member are accreted to the redemption value over a period from issuance to the earliest redemption date (using the effective interest method) with the accretion accounted for as a dividend paid to the Class B Member. As of September 30, 2026, the carrying value of the Class B Units was $25.5 million, compared to an estimated redemption value of approximately $45.1 million.

As of both September 30, 2026 and December 31, 2025, the distribution payable to the Class B Member was $6.9 million, which represents 49% of the Section 45Q tax credits generated by BKV dCarbon Ventures in 2024. The distribution payable is included in accounts payable and accrued liabilities on the condensed consolidated balance sheets.

Note 11 - Commitments and Contingencies

The Company may be subject to various claims, title matters, and legal proceedings arising in the ordinary course of business, including environmental contamination claims, personal injury and property damage claims, claims related to joint interest billings and other matters under natural gas operating agreements, and other contractual disputes. The Company maintains general liability and other insurance to cover some of these potential liabilities. The Company accrues for a loss contingency when it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated. If a loss is probable or

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reasonably possible, but the loss or range of loss cannot be reasonably estimated, the Company discloses the nature of the contingency, but does not accrue for the loss until a reasonable estimate or range becomes available. As of September 30, 2026, the Company has recorded an aggregate accrual for loss contingencies of approximately $0.3 million, which is included in other current liabilities in the condensed consolidated balance sheets.

While the outcome and impact on the Company cannot be predicted with certainty, results may change in future periods. For the periods presented in the condensed consolidated financial statements, the Company believes that its ultimate liability, with respect to any such matters, will not have a significant impact or material adverse effect on its financial position, results of operations, or cash flows. Results of operations and cash flows, however, could be significantly impacted in the reporting periods in which such matters are resolved.

The Company has volume commitments in the form of gathering, processing, and transportation agreements with various third parties that require delivery of 698,787,208 dekatherms of natural gas. The significant majority of the agreements terminate by 2029, with one agreement extending through 2036. As of September 30, 2026, the aggregate undiscounted future payments required under these contracts total $208.6 million.

BKV-BPP Power has commitment agreements to support the operation, fuel supply, and commercialization of its power generation assets. These agreements include energy management, fuel transportation and storage, operations and maintenance, and administrative service arrangements with terms expiring through 2028.

From time to time, the Company enters into separate parental guarantees for certain wholly-owned subsidiaries under commercial agreements with third-party counterparties. As of September 30, 2026, the aggregate maximum potential future payments under these guarantees are $27.5 million, excluding enforcement costs and attorneys’ fees that may be payable under certain guarantees. As of September 30, 2026, no amounts had been drawn under the guarantees. In addition, the Company evaluated the guarantees under ASC 460, Guarantees, and determined that the fair value of its obligations was immaterial as of September 30, 2026.

On June 22, 2026, the Company entered into a master agreement for software licensing, maintenance, and hosting services for a term of 48 months. As of September 30, 2026, the aggregate undiscounted future payments required under these contracts total $3.0 million.

On March 25, 2026 and May 15, 2026, the Company entered intotwo separate equipment supply contracts related to a planned modular power generation project. Under the agreements, BKV Corporation and BKV-BPP Power are committed to pay up to an aggregate of $248.2 million in purchase payments, scheduled in phases from 2026 through 2027, to secure the manufacture of modular power generation equipment. During the nine months ended September 30, 2026, the Company paid $171.3 million of the purchase payments. If BKV-BPP Power terminates the contracts before manufacturing of the equipment begins, BKV Corporation and BKV-BPP Power would be required to pay 60% of the contract price, and if BKV-BPP Power terminates the contracts after manufacturing of the equipment begins, BKV Corporation and BKV-BPP Power would be required to pay 100% of the contract price. Based on the respective ownership of BKV-BPP Power, BPPUS has agreed to fund its pro rata share of any such payments made by BKV Corporation. In addition, during the nine months ended September 30, 2026, BKV Corporation and BKV-BPP Power paid $1.0 million and $14.0 million, respectively, to obtain the option to enter into agreements fortwo additional equipment tranches. On October 9, 2026, BKV Corporation and BKV-BPP Power exercised those options and entered into agreements for the additional equipment tranches. The option payments are credited towards the amounts due under the equipment agreements. For more information regarding these equipment supply contracts, see Note 15 - Subsequent Events.

As a part of the consideration paid for the Devon Barnett Acquisition, additional cash consideration was paid by the Company when certain thresholds were met for average Henry Hub natural gas and WTI crude oil prices for each of the calendar years during the period beginning January 2021 through December 31, 2024. As of December 31, 2024, the final portion of the arrangement was considered to be settled, resulting in a settlement of $20.0 million, which was paid on January 8, 2025.

A summary of the Company's commitments as of September 30, 2026, is provided in the following table:

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Note 12 - Income Taxes

For the three and nine months ended September 30, 2026 and 2025, the Company calculated its provision for income taxes using the estimated annual effective income tax rate applied to year-to-date ordinary income (loss) before income taxes. The provision for income taxes also includes the tax effects of discrete items recognized in the period in which they occur.

The Company's effective tax rates for the three months ended September 30, 2026 and 2025 were 7.3% and 20.1%, respectively, and for the nine months ended September 30, 2026 and 2025 were 17.1% and 15.7%, respectively. For the three and nine months ended September 30, 2026, the effective tax rate differed from the U.S. federal statutory rate of 21.0% due to the Company benefiting from nontaxable book income from Section 45Q tax credits net of discount, noncontrolling interest related to the Company's investment in joint venture partnerships, and Section 45I tax credits from marginal production. These tax benefits were partially offset by the tax expense arising from the limitation of deductible executive compensation under Section 162(m) and nondeductible transaction costs. For the three and nine months ended September 30, 2025, the effective tax rate differed from the U.S. federal statutory rate of 21.0% primarily due to the Company benefiting from nontaxable book income from Section 45Q tax credits, from Section 45I tax credits from marginal well production, and deferred tax balance remeasurement for state blended rate changes, partially offset by the expense related to executive compensation limitations under Section 162(m).

Note 13 - Earnings Per Share

Basic net income (loss) per common share attributable to BKV for each period is calculated by dividing net income (loss) attributable to BKV, adjusted for accretion to redemption value of the Class B Units, by the basic weighted average number of common shares outstanding during the period. Diluted net income (loss) per common share attributable to BKV is calculated by dividing net income (loss) attributable to BKV, adjusted for accretion to redemption value of the Class B Units, by the diluted weighted average number of common shares outstanding for the respective period. Any remeasurement of the accretion to redemption value of the Class B Units subject to possible redemption was considered to be dividends paid to the Class B Member. Accordingly, accretion is deducted from net income (loss) in the calculation of earnings per share. Diluted weighted average number of common shares outstanding and the dilutive effect of potential common shares are calculated using the treasury stock method. The Company includes potential shares of common stock for PRSUs and TRSUs in the calculation of diluted weighted average shares outstanding based on the number of common shares that would be issuable if the end of the reporting period was also the end of the performance period. During periods in which the Company incurred a net loss, diluted weighted average common shares outstanding were equal to basic weighted average of common shares outstanding because the effects of all potential common shares were anti-dilutive.

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The following is the calculation of basic and diluted net income (loss) per common share attributable to BKV for the three and nine months ended September 30, 2026 and 2025:

(1)The diluted weighted average shares outstanding and diluted earnings per share figures above do not reflect any potential dilutive impact from conversion of the 2031 Convertible Senior Notes as the notes were not convertible during the reporting period. For further discussion on the 2031 Convertible Senior Notes, see Note 3 - Debt.

Note 14 - Reportable Segments

Prior to the consolidation of the BKV-BPP Power Joint Venture in the first quarter of 2026, the Company was organized, managed, and identified asone operating segment andone reportable segment. Thereafter, as a result of changes to the Company’s internal reporting structure, the Company’s CODM changed the manner in which resource allocation decisions are made and performance is assessed. As such, commencing in the first quarter of 2026, the Company’s natural gas production, natural gas midstream, and power generation business lines, all of which are located within the United States, are now organized intotwo reportable segments for financial reporting purposes: (i) Upstream/Midstream and (ii) Power. In addition, the Company has an “All Other” category, which includes its Corporate and Other operating segment. The Corporate and Other operating segment includes the Company’s remaining non-reportable segment operations consisting primarily of its CCUS business line and general corporate expenses not allocated to its reportable segments. Prior period segment information has been recast to reflect the current reportable segment structure.

The Company’s CODM evaluates the financial results of each of the reportable segments, primarily segment revenues, significant segment expenses, and other segment items, and allocates resources, manages liquidity, and assesses overall Company performance relative to budget. The CODM also monitors total assets and capital expenditures by segment.

The Company’s Upstream/Midstream segment is engaged in the acquisition, operation, exploration, development, and production of natural gas, NGLs, and oil in the Barnett and NEPA, and the commercial and midstream services such as gathering and transportation, marketing services, and commodity risk management activities.

The Company’s Power segment is engaged in electricity generation, wholesale energy sales and purchases, retail marketing operations, and the pursuit of growth opportunities in the power sector. These activities are conducted through the BKV-BPP Power Joint Venture in which the Company holds a 75% ownership interest. Subsidiaries of the BKV-BPP Power Joint Venture own the Temple Plants, which are modern combined-cycle gas and steam turbine power plants located in the ERCOT North Zone in Temple, Texas, and operate a retail marketing business throughout the deregulated portions of Texas. Separately, in support of its power growth strategy, the Company has entered into equipment supply contracts to secure the manufacture of modular power generation equipment for a planned power generation project in Temple, Texas.

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The Company’s Corporate and Other operating segment includes BKV Corp, shared services, and the results of the Company’s carbon capture and sequestration business, which focuses on reducing GHG emissions by capturing CO 2 from Company-owned and third-party operations, as well as other energy and industrial sources. Transactions between reportable segments are primarily related to administrative services provided under intercompany service agreements and are recorded based on the costs specified in those agreements. Intercompany eliminations are included within the Corporate and Other segment for purposes of segment reporting.

The following tables present the Company’s segment revenues and other operating income, significant segment operating expenses, and segment income (loss) from operations:

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The following table reconciles total segment income (loss) from operations to consolidated income before income taxes:

The following table presents total assets by reportable segment reconciled to total consolidated assets:

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Note 15 - Subsequent Events

On October 2, 2026, the Company entered into an equipment and services contract for a planned power generation project in Texas. The contract provides for the purchase of power generation equipment with aggregate generation capacity of up to approximately 1,230 MW, as well as related technical advisory, performance testing and training services. The Company’s aggregate purchase commitment is $797.5 million, subject to adjustments, including $80.0 million, which had previously been paid as non-refundable reservation fees during the nine months ended September 30, 2026. Accordingly, approximately $717.5 million remains payable under the contract. Payments are principally scheduled through December 2028, with the final 2.5% payable upon substantial and final completion in June and July 2030, respectively. Inclusive of the $80.0 million previously paid for by the Company, approximately $200.0 million is due on or before March 31, 2027, of which $120.0 million remains payable. Approximately 90% of the portion of the $200.0 million that is due on or before March 31, 2027 is covered by way of a backstop agreement with a leading investment-grade hyperscaler. This hyperscaler is also the intended offtaker for the Company’s prospective power generation project. If the Company has not reached mutually agreeable offtake arrangements by March 31, 2027, then it may at such time terminate this contract for convenience and have no further payment obligations thereunder.

On October 9, 2026, BKV Corporation and BKV-BPP Power each entered into a separate equipment supply contract related to the planned modular power generation project. BKV Corporation guaranteed BKV-BPP Power’s obligations under its contract and BPPUS has agreed to fund its pro rata share of any such payments made by BKV Corporation. Under the agreements, BKV Corporation and BKV-BPP Power are committed to pay approximately $242.6 million and $235.5 million, respectively, in aggregate purchase payments, less the commitment amounts previously paid, for the manufacture, delivery, and commissioning of the additional equipment. The stated purchase commitments exclude separately reimbursable duties, tariffs, and certain taxes and are subject to a limited foreign-currency adjustment. BKV Corporation’s and BKV-BPP Power’s payments under these contracts are scheduled in phases from 2026 through 2030 and 2026 through 2028, respectively. On October 13, 2026, BKV Corporation and BKV-BPP Power paid $24.3 million and $40.1 million, respectively, of the purchase payments. If either BKV Corporation or BKV-BPP Power cancels its respective agreement for convenience, it generally would be required to pay a cancellation fee ranging from 30% to 100% of the applicable contract price, depending on the date of cancellation, less any portion of the contract price previously paid.

In connection with the equipment supply contract entered into by BKV-BPP Power, on October 9, 2026, BKV-BPP Power entered into a cost reimbursement agreement with the intended offtaker for the prospective power project. If mutually agreeable offtake arrangements are not agreed to by November 18, 2026 (subject to extension by mutual agreement), then BKV-BPP Power may terminate the supply contract and the intended offtaker will be required to reimburse eligible termination fees and realized losses up to $179.3 million. The agreement contemplates an extension to December 21, 2026, and the ability to extend further, each on mutual agreement. Under certain circumstances, the intended offtaker may elect to take assignment of the equipment supply contract in which case it would reimburse BKV-BPP Power for eligible costs, subject to an aggregate cap of $374.1 million. This agreement also allows the Company to maintain its development schedule while advancing commercial discussions toward a long-term power purchase agreement.

On October 27, 2026, the Company amended the Temple I Loan Agreements to extend the maturity date from November 1, 2026 to November 1, 2027.

The Company evaluated subsequent events through the date these condensed consolidated financial statements were issued and determined they represent nonrecognized subsequent events. No other subsequent events have occurred that would require recognition or disclosure to the condensed consolidated financial statements and the notes thereto.

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