DT Midstream, Inc.

Previous wording

We are an owner, operator, and developer of an integrated portfolio of natural gas midstream assets. We provide multiple, integrated natural gas services to customers through our Pipeline segment, which includes interstate pipelines, intrastate pipelines, storage systems, and gathering lateral pipelines, and through our Gathering segment. We also own joint venture interests in equity method investees which own and operate interstate pipelines that connect to our wholly owned assets. On

Current wording

We are an owner, operator, and developer of an integrated portfolio of natural gas midstream assets. We provide multiple, integrated natural gas services to customers through our Pipeline segment, which includes interstate pipelines, intrastate pipelines, storage systems, and gathering lateral pipelines, and through our Gathering segment. We also own joint venture interests in equity method investees which own and operate interstate pipelines that connect to our wholly owned assets.

Previous wording

Our principal business objective is to safely and reliably operate and develop natural gas assets across our premier footprint. Our proven leadership and highly engaged employees have an excellent track record. Prospectively, we intend to continue this track record by executing on our natural gas-centric business strategy focused on disciplined capital deployment and supported by a flexible, well capitalized balance sheet. Additionally, we intend to develop low carbon business opportunities and deploy GHG reducing technologies as part of our goal of being leading environmental stewards in the midstream industry. We are executing on a plan to achieve net zero carbon emissions by 2050.

Current wording

Our principal business objective is to safely and reliably operate and develop midstream natural gas assets across our premier footprint. Our proven leadership and highly engaged employees have an excellent track record. Prospectively, we intend to continue this track record by executing on our natural gas-centric business strategy focused on disciplined capital deployment and supported by a flexible, well capitalized balance sheet. Additionally, we intend to develop low carbon business opportunities and deploy GHG reducing technologies as part of our goal of being leading environmental stewards in the midstream industry. We are executing on a plan to achieve net zero carbon emissions by 2050.

Previous wording

Management’s Discussion and Analysis of Financial Condition and Results of Operations includes financial information prepared in accordance with GAAP. The following sections discuss the operating performance and future outlook of our segments. Segment information includes intercompany revenues and expenses, as well as other income and deductions that are eliminated in the Consolidated Financial Statements.

Current wording

Management’s Discussion and Analysis of Financial Condition and Results of Operations includes financial information prepared in accordance with GAAP. The following sections discuss the operating performance and future outlook of our segments. Segment information includes intercompany revenues and expenses, as well as other income and deductions that are eliminated, as presented in Note 11 "Segment and Related Information" to the Consolidated Financial Statements under Part I, Item 1 of this Form 10-Q.

Previous wording

For purposes of the following discussion, any increases or decreases refer to the comparison of the three months ended September 30, 2025 to the three months ended June 30, 2025, and the nine months ended September 30, 2025 to the nine months ended September 30, 2024, as applicable. The following table summarizes our consolidated financial results:

Current wording

For purposes of the following discussion, any increases or decreases refer to the comparison of the three months ended March 31, 2026 to the three months ended December 31, 2025, and the three months ended March 31, 2026 to the three months ended March 31, 2025, as applicable. The following table summarizes our consolidated financial results:

Previous wording

The Pipeline segment consists of our interstate pipelines, intrastate pipelines, storage systems, gathering lateral pipelines including related treatment plants and compression and surface facilities. This segment also includes our equity method investments. The Midwest Pipeline Acquisition assets and results of operations after the December 31, 2024 acquisition date are presented in our Pipeline segment. Pipeline results and outlook are discussed below:

Current wording

The Pipeline segment consists of our interstate pipelines, intrastate pipelines, storage systems, gathering lateral pipelines and compression and surface facilities. This segment also includes our equity method investments. Pipeline results and outlook are discussed below:

Previous wording

Earnings from equity method investees increased $4 million for the three months ended September 30, 2025 primarily due to higher seasonal short-term contract revenues of $2 million at Nexus and timing of maintenance projects at Millennium of $2 million. Earnings from equity method investees decreased $24 million for the nine months ended September 30, 2025 primarily due to higher interest expense from senior unsecured notes issued in the three months ended September 30, 2024 of $17 million and higher property taxes, lower short-term revenue and higher maintenance expenses in 2025 at Millennium of $7 million.

Current wording

Earnings from equity method investees increased $6 million compared to the three months ended December 31, 2025 primarily due to higher seasonal short-term contract revenues and lower expenses of $3 million at Millennium and higher seasonal short-term contract revenues of $2 million at Vector. Earnings from equity method investees increased $6 million compared to the three months ended March 31, 2025 primarily due to higher seasonal short-term contract revenues of $4 million at Millennium and higher seasonal short-term contract revenues of $3 million at Nexus.

Previous wording

The Gathering segment includes gathering systems, related treatment plants and compression and surface facilities. The Clean Fuels Gathering assets and results of operations after the July 1, 2024 acquisition date are presented in our Gathering segment. Gathering results and outlook are discussed below:

Current wording

The Gathering segment includes gathering systems, related treatment plants and compression and surface facilities. Gathering results and outlook are discussed below:

Previous wording

Operating revenues increased $12 million for the three months ended September 30, 2025 primarily due to higher Blue Union Gathering volumes. Operating revenues increased $8 million for the nine months ended September 30, 2025 primarily due to higher Blue Union Gathering volumes of $22 million and operations at Ohio Utica Gathering of $12 million, partially offset by lower volumes at Susquehanna Gathering of $18 million and Appalachia Gathering of $6 million.

Current wording

Operating revenues increased $12 million compared to the three months ended December 31, 2025 primarily due to higher Appalachia Gathering volumes of $7 million, higher volumes and deficiency fees at Ohio Utica Gathering of $4 million and higher Blue Union Gathering volumes of $2 million. Operating revenues increased $22 million compared to the three months ended March 31, 2025 primarily due to higher volumes of $8 million and new contracts of $4 million at Blue Union Gathering, higher Appalachia Gathering volumes of $5 million, higher Tioga Gathering volumes of $4 million and higher volumes and deficiency fees at Ohio Utica Gathering of $3 million.

Previous wording

Operation and maintenance expense increased $6 million for the three months ended September 30, 2025 primarily due to higher production-related expenses at Blue Union Gathering of $4 million and higher operating expenses at Appalachia Gathering of $2 million. Operation and maintenance expense increased $23 million for the nine months ended September 30, 2025 primarily due to new assets placed into service and higher production-related operating expenses at Blue Union Gathering of $12 million, a reduction in environmental contingent liabilities of $9 million in the three months ended June 30, 2024 at Appalachia Gathering, and Clean Fuels Gathering operations of $3 million, partially offset by the Midwest Pipeline Acquisition's impact on corporate overhead segment mix.

Current wording

Operation and maintenance expense increased $4 million compared to the three months ended December 31, 2025 primarily due to higher inter-segment fees at Appalachia Gathering from the MVP expansion of $5 million, partially offset by lower operating expenses at Blue Union Gathering of $3 million. Operation and maintenance expense increased $9 million compared to the three months ended March 31, 2025 primarily due to higher inter-segment fees at Appalachia Gathering from the MVP expansion of $5 million and maintenance expenses at Blue Union Gathering of $4 million.

Previous wording

Depreciation and amortization expense increased $7 million for the nine months ended September 30, 2025 primarily due to assets placed in service at Blue Union Gathering, Ohio Utica Gathering and Clean Fuels Gathering.

Current wording

Depreciation and amortization expense increased $5 million compared to the three months ended March 31, 2025 primarily due to assets placed into service at Blue Union Gathering, Clean Fuels Gathering and Ohio Utica Gathering.

Previous wording

We are subject to U.S. federal, state, and local laws and environmental regulations, including laws and regulations relating to pipeline safety, climate change and GHG emissions. Additional compliance costs may result as the effects of various substances on the environment and human health are studied and governmental regulations are developed and implemented. Actual costs to comply with such laws and regulations could vary substantially from our expectations. Pending or future legislation or regulation could have a material impact on our operations and financial position. Potential impacts include unplanned expenditures for environmental equipment, such as pollution control equipment, financing costs related to additional capital expenditures, and the replacement costs of aging pipelines and other facilities.

Current wording

We are subject to U.S. federal, state, and local laws and environmental regulations, including laws and regulations relating to pipeline safety, climate change and GHG emissions. Additional compliance costs may result as the effects of various substances on the environment and human health are studied and laws and regulations are developed and implemented. Actual costs to comply with such laws and regulations could vary substantially from our expectations. Pending or future legislation or regulation could have a material impact on our operations and financial position. Potential impacts include unplanned expenditures for environmental equipment, such as pollution control equipment, financing costs related to additional capital expenditures, and the replacement costs of aging pipelines and other facilities.

Previous wording

For purposes of the following discussion, any increases or decreases refer to the comparison of the nine months ended September 30, 2025 to the nine months ended September 30, 2024.

Current wording

For purposes of the following discussion, any increases or decreases refer to the comparison of the three months ended March 31, 2026 to the three months ended March 31, 2025.

Previous wording

Net cash and cash equivalents from operating activities increased $95 million for the nine months ended September 30, 2025 primarily due to an increase in operating income of $119 million after adjustment for non-cash items including depreciation and amortization expense, stock-based compensation, and amortization of operating lease right-of-use assets, and a decrease in cash paid for income taxes, net of refunds received, of $4 million, partially offset by a decrease in dividends received from equity method investees of $18 million, a decrease of $7 million due to changes in net working capital and higher interest expense of $3 million.

Current wording

Net cash and cash equivalents from operating activities increased $33 million for the three months ended March 31, 2026 primarily due to an increase in operating income of $24 million after adjustment for non-cash items including depreciation and amortization expense, stock-based compensation, and amortization of operating lease right-of-use assets, and a decrease in dividends received from equity method investees of $11 million, partially offset by a decrease in cash paid for income taxes, net of refunds received, of $4 million.

Previous wording

Net cash and cash equivalents used for investing activities increased $457 million for the nine months ended September 30, 2025 primarily due to lower distributions received from equity method investees of $433 million, due to the Millennium distribution in 2024 of $416 million, and an increase in cash used for plant and equipment expenditures of $35 million, partially offset by a purchase price adjustment for the Midwest Pipeline Acquisition of $10 million.

Current wording

Net cash and cash equivalents used for investing activities increased $14 million for the three months ended March 31, 2026 primarily due to an increase in plant and equipment expenditures of $7 million, higher contributions to equity method investees of $4 million and lower distributions received from equity method investees of $3 million.

Previous wording

DT Midstream paid cash dividends on common stock of $241 million and $209 million during the nine months ended September 30, 2025 and 2024, respectively. See Note 6, "Earnings Per Share and Dividends" to the Consolidated Financial Statements under Part I, Item 1 of this Form 10-Q.

Current wording

DT Midstream paid cash dividends on common stock of $83 million and $75 million during the three months ended March 31, 2026 and 2025, respectively. See Note 6, "Earnings Per Share and Dividends" to the Consolidated Financial Statements under Part I, Item 1 of this Form 10-Q.

Previous wording

Net cash and cash equivalents used for financing activities decreased $371 million for the nine months ended September 30, 2025 primarily due to lower repayments on long-term debt of $399 million and higher net borrowings under the Revolving Credit Facility of $15 million, partially offset by higher dividends paid on common stock of $32 million and higher payroll taxes paid related to vested stock-based compensation of $17 million.

Current wording

Net cash and cash equivalents used for financing activities decreased $62 million for the three months ended March 31, 2026 primarily due to lower net repayments under the Revolving Credit Facility of $85 million, partially offset by higher payroll taxes paid related to vested stock-based compensation of $13 million and higher dividends paid on common stock of $8 million.

Previous wording

We believe we will have sufficient operating flexibility, cash resources and funding sources to maintain adequate liquidity amounts and to meet foreseeable future operating cash, capital expenditure and debt servicing requirements. However, our business is capital intensive, and the inability to access adequate capital could adversely impact future earnings and cash flows.

Current wording

We believe we will have sufficient operating flexibility, cash resources and funding sources to maintain adequate liquidity amounts and to meet future operating cash, capital expenditure and debt servicing requirements. However, our business is capital intensive, and an inability to access adequate capital could adversely impact future earnings and cash flows.

Previous wording

The Credit Agreement covering the Revolving Credit Facility includes a maximum consolidated net leverage ratio covenant that DT Midstream must maintain. An Investment Grade Event under the Credit Agreement occurred on May 16, 2025. See Note 9, "Debt" to the Consolidated Financial Statements under Part I, Item 1 of this Form 10-Q.

Current wording

The Credit Agreement covering the Revolving Credit Facility includes a financial covenant that DT Midstream must maintain. We are in compliance with this covenant as of March 31, 2026. See Note 9, "Debt" to the Consolidated Financial Statements under Part I, Item 1 of this Form 10-Q.

Previous wording

Capital spending within our Company is primarily for ongoing maintenance and expansion of our existing assets, and if identified, attractive growth opportunities. We have been disciplined in our capital deployment and make growth investments that meet our criteria in terms of strategy, management skills, and identified risks and expected returns. All potential investments are analyzed for their rates of return and cash payback on a risk-adjusted basis. Our total capital expenditures, inclusive of $3 million in contributions to equity method investees, were $298 million for the nine months ended September 30, 2025 primarily for expansions on Blue Union Gathering, Appalachia Gathering, LEAP, Clean Fuels Gathering and Stonewall. We anticipate total capital expenditures, inclusive of contributions to equity method investees, for the year ended December 31, 2025 of approximately $445 million to $485 million.

Current wording

Capital spending within our Company is primarily for ongoing maintenance and expansion of our existing assets, and if identified, attractive growth opportunities. We have been disciplined in our capital deployment and make growth investments that meet our criteria in terms of strategy, management skills, and identified risks and expected returns. All potential investments are analyzed for their rates of return and cash payback on a risk-adjusted basis. Our total capital investments were $83 million for the three months ended March 31, 2026, inclusive of $5 million in contributions to equity method investees and $78 million in plant and equipment expenditures. These were primarily related to investments on Blue Union Gathering, Midwestern, Appalachia Gathering, and Guardian. We anticipate total capital investments, inclusive of contributions to equity method investees and plant and equipment expenditures, for the year ended December 31, 2026 of approximately $490 million to $570 million.