Crescent Energy Co

Previous wording

Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”) is intended to provide the reader of the financial statements with a narrative from the perspective of management on the financial condition, results of operations, liquidity and certain other factors that may affect the Company’s operating results. The following discussion and analysis should be read in conjunction with Management’s Discussion and Analysis of Financial Condition and Results of Operations in our Annual Report on Form 10-K for the year ended December 31, 2025 (“Annual Report”), our Quarterly Report on Form 10-Q for the period ended March 31, 2026, as well as our unaudited condensed consolidated financial statements for the three and six months ended June 30, 2026 and 2025. The following information updates the discussion of our financial condition provided in our previous filings, and analyzes the changes in the results of operations between the three and six months ended June 30, 2026 and 2025. The following discussion contains forward-looking statements that reflect our future plans, estimates, beliefs and expected performance. The forward-looking statements are dependent upon events, risks and uncertainties that may be outside our control. Our actual results could differ materially from those discussed in these forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to, commodity price volatility, capital requirements and uncertainty of obtaining additional funding on terms acceptable to the Company, realized oil, natural gas and NGL prices, the timing and amount of future production of oil, natural gas and NGLs, shortages of equipment, supplies, services and qualified personnel, as well as those factors discussed below and elsewhere in this Quarterly Report and in our Annual Report, particularly under “Risk Factors” and “Cautionary Statement Regarding Forward Looking Statements,” all of which are difficult to predict. In light of these risks, uncertainties and assumptions, the forward-looking events discussed may not occur. We do not undertake any obligation to publicly update any forward-looking statements except as otherwise required by applicable law. Unless otherwise stated or the context otherwise indicates, all references to “we,” “us,” “our,” “Crescent” and the “Company” or similar expressions refer to Crescent Energy Company (“CEC”) and its subsidiaries.

Current wording

Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”) is intended to provide the reader of the financial statements with a narrative from the perspective of management on the financial condition, results of operations, liquidity and certain other factors that may affect the Company’s operating results. The following discussion and analysis should be read in conjunction with Management’s Discussion and Analysis of Financial Condition and Results of Operations in our Annual Report on Form 10-K for the year ended December 31, 2025 (“Annual Report”), our Quarterly Reports on Form 10-Q for the periods ended March 31, 2026 and June 30, 2026, as well as our unaudited condensed consolidated financial statements for the three and nine months ended September 30, 2026 and 2025. The following information updates the discussion of our financial condition provided in our previous filings, and analyzes the changes in the results of operations between the three and nine months ended September 30, 2026 and 2025. The following discussion contains forward-looking statements that reflect our future plans, estimates, beliefs and expected performance. The forward-looking statements are dependent upon events, risks and uncertainties that may be outside our control. Our actual results could differ materially from those discussed in these forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to, commodity price volatility, capital requirements and uncertainty of obtaining additional funding on terms acceptable to the Company, realized oil, natural gas and NGL prices, the timing and amount of future production of oil, natural gas and NGLs, shortages of equipment, supplies, services and qualified personnel, as well as those factors discussed below and elsewhere in this Quarterly Report and in our Annual Report, particularly under “Risk Factors” and “Cautionary Statement Regarding Forward-Looking Statements,” all of which are difficult to predict. In light of these risks, uncertainties and assumptions, the forward-looking events discussed may not occur. We do not undertake any obligation to publicly update any forward-looking statements except as otherwise required by applicable law. Unless otherwise stated or the context otherwise indicates, all references to “we,” “us,” “our,” “Crescent” and the “Company” or similar expressions refer to Crescent Energy Company (“CEC”) and its subsidiaries.

Previous wording

Crescent is a differentiated U.S. energy company committed to delivering value through a disciplined, returns-driven growth through acquisition strategy and consistent return of capital. Our long-life, balanced portfolio combines significant cash flow from stable production with deep, high-quality development inventory. Our activities are focused in the Eagle Ford, Permian Basin and Uinta Basin, and we own minerals and royalty interests across premier U.S. oil and natural gas basins, primarily operated by large, well-capitalized companies, with a core focus in the Eagle Ford.

Current wording

Crescent is a differentiated U.S. energy company committed to delivering value through a disciplined, returns-driven growth through acquisition strategy and consistent return of capital. Our long-life, balanced portfolio combines significant cash flow from stable production with deep, high-quality development inventory. Our activities are focused in the Eagle Ford, Permian and Uinta Basins, and we own minerals and royalty interests across premier U.S. oil and natural gas basins, primarily operated by large, well-capitalized companies, with a core focus in the Eagle Ford.

Previous wording

During the last several years, prices of crude oil, natural gas and NGLs have experienced periodic downturns and sustained volatility, impacted by geopolitical events, such as Russia’s invasion of Ukraine and the related sanctions imposed on Russia, Hamas’ attack against Israel and the ensuing conflict and escalation of tensions in the Middle East. For example, the ongoing military conflict with Iran, which began in February 2026, has heightened geopolitical risk in key global energy markets and contributed to increased volatility in oil and gas commodity prices. The conflict has resulted in disruptions and constraints on maritime transit, supply chains, and energy infrastructure in the Middle East, including in and around the Strait of Hormuz, a critical choke point for global oil and liquefied natural gas shipments. These developments have led to elevated risk premiums in energy commodity prices and greater short‑term price uncertainty, causing global crude oil prices to surpass $100 per Bbl at times. Commodity prices and broader market conditions have also been affected by developments in Venezuela, supply chain constraints, elevated interest rates, U.S. international trade and tariff policies and responses thereto and costs of capital and political and regulatory uncertainties. Furthermore, the United States has experienced, and may continue to experience, a significant inflationary environment, which began in 2022 that, along with international geopolitical risks and market responses to the announcement of certain tariff policies by the Trump Administration, has contributed to concerns of a potential recession in the United States that has created further volatility. For example, actions taken by OPEC+ with respect to production levels, and announcements of potential changes in such levels, including production adjustments during 2025 and the first half of 2026, and changes in participation by member countries have contributed, and may continue to contribute, to volatility in commodity prices and in the oil and natural gas industry generally. Such volatility may lead to a more difficult investing and planning environment for us and our customers. While we use derivative instruments to partially mitigate the impact of commodity price volatility, our revenues and operating results depend significantly upon the prevailing prices for oil and natural gas.

Current wording

During the last several years, prices of crude oil, natural gas and NGLs have experienced periodic downturns and sustained volatility, impacted by geopolitical events, such as Russia’s invasion of Ukraine and the related sanctions imposed on Russia, Hamas’ attack against Israel and the ensuing conflict and escalation of tensions in the Middle East. For example, the ongoing military conflict with Iran, which began in February 2026, has heightened geopolitical risk in key global energy markets and contributed to increased volatility in oil and gas commodity prices. The conflict has resulted in disruptions and constraints on maritime transit, supply chains, and energy infrastructure in the Middle East, including in and around the Strait of Hormuz, a critical choke point for global oil and liquefied natural gas shipments and may continue to escalate with its potential interrelationship with the armed conflict in Ukraine. These developments have led to elevated risk premiums in energy commodity prices and greater short‑term price uncertainty, causing global crude oil prices to surpass $100 per Bbl at times. Commodity prices and broader market conditions have also been affected by developments in Venezuela, supply chain constraints, elevated interest rates, U.S. international trade and tariff policies and responses thereto and costs of capital and political and regulatory uncertainties. Furthermore, the United States has experienced, and may continue to experience, a significant inflationary environment, which began in 2022 that, along with international geopolitical risks and market responses to the announcement of certain tariff policies by the Trump Administration, has contributed to concerns of a potential recession in the United States that has created further volatility. For example, actions taken by OPEC+ with respect to production levels, and announcements of potential changes in such levels, including production adjustments during 2025 and the first three quarters of 2026, and changes in participation by member countries have contributed, and may continue to contribute, to volatility in commodity prices and in the oil and natural gas industry generally. Such volatility may lead to a more difficult investing and planning environment for us and our customers. While we use derivative instruments to partially mitigate the impact of commodity price volatility, our revenues and operating results depend significantly upon the prevailing prices for oil and natural gas.

Previous wording

There were no impairment charges recognized during the three and six months ended June 30, 2026. During the three and six months ended June 30, 2025, we recorded an impairment expense of $3.0 million and $48.6 million, respectively, to write down the value of certain assets classified as held for sale to expected net proceeds. A decline of future commodity prices or a decrease in estimates of oil and natural gas reserves for our assets would likely result in an impairment charge. The actual amount of impairment incurred, if any, for these properties will depend on a variety of factors including, but not limited to, subsequent forward price curve changes, weighted-average cost of capital, operating cost estimates and future capital expenditures estimates. An estimate of the sensitivity to changes in assumptions in our fair value calculations is not practicable, given the numerous assumptions (e.g. reserves, pace and timing of development plans, commodity prices, capital expenditures, operating costs, drilling and development costs, inflation and discount rates) that can materially affect our estimates. Unfavorable adjustments to some of the above listed assumptions would likely be offset by favorable adjustments in other assumptions. For example, the impact of sustained reduced commodity prices would likely be partially offset by lower costs.

Current wording

There were no impairment charges recognized during the three and nine months ended September 30, 2026. During the three and nine months ended September 30, 2025, we recorded an impairment expense of $73.5 million and $122.2 million, respectively, to write down the value of certain assets classified as held for sale to expected net proceeds. A decline in future commodity prices or a decrease in estimates of oil and natural gas reserves for our assets would likely result in an impairment charge. The actual amount of impairment incurred, if any, for these properties will depend on a variety of factors including, but not limited to, subsequent forward price curve changes, weighted-average cost of capital, operating cost estimates and future capital expenditures estimates. An estimate of the sensitivity to changes in assumptions in our fair value calculations is not practicable, given the numerous assumptions (e.g. reserves, pace and timing of development plans, commodity prices, capital expenditures, operating costs, drilling and development costs, inflation and discount rates) that can materially affect our estimates. Unfavorable adjustments to some of the above listed assumptions would likely be offset by favorable adjustments in other assumptions. For example, the impact of sustained reduced commodity prices would likely be partially offset by lower costs.

Previous wording

Due to the cyclical nature of the oil and gas industry, fluctuating demand for oilfield goods and services can put pressure on the pricing structure within our industry. As commodity prices rise, the cost of oilfield goods and services generally also increase, while during periods of commodity price declines, oilfield costs typically lag and do not adjust downward as fast as oil prices do. The U.S. inflation rate remained relatively stable through 2024, 2025 and thus far through 2026, after an extended period of elevation; however, the full impact of recent geopolitical actions (including the conflict with Iran) on inflation cannot be fully determined at this time. Inflationary pressures have resulted in and may result in additional increases to the costs of our oilfield goods, services and personnel, which in turn cause our capital expenditures and operating costs to rise. Recently announced tariffs and any further tariffs may also increase our operating costs. Although the U.S. Federal Reserve made cuts to benchmark interest rates in 2024 and 2025, the Federal Reserve’s Board of Governors has, so far in 2026, kept rates steady. Although the financial health of the oil and gas industry has shown improvement as compared to prior periods, to the extent elevated interest rates and inflation remain, we may experience further cost increases for our operations, including oilfield services, labor costs and equipment. Higher oil and natural gas prices may cause the costs of materials and services to continue to rise. We cannot predict any future trends in the rate of inflation, any subsequent monetary policy changes (including as a result of recent changes to the composition of the Federal Reserve’s Board of Governors), and a significant increase in inflation, to the extent we are unable to recover higher costs through higher oil and natural gas prices and revenues, would negatively impact our business, financial condition and results of operations. See Part I. Item 1A. Risk Factors—“Risks related to the oil and natural gas industry—Inflationary issues and associated changes in monetary policy previously have resulted in and such issues, as well as certain proposed tariffs, may in the future result in additional increases to the cost of our goods, services and personnel, which in turn cause our capital expenditures and operating costs to rise” in our Annual Report.

Current wording

Due to the cyclical nature of the oil and gas industry, fluctuating demand for oilfield goods and services can put pressure on the pricing structure within our industry. As commodity prices rise, the cost of oilfield goods and services generally also increase, while during periods of commodity price declines, oilfield costs typically lag and do not adjust downward as fast as oil prices do. The U.S. inflation rate remained relatively stable through 2024, 2025 and thus far through 2026, after an extended period of elevation; however, the full impact of recent geopolitical actions (including the conflict with Iran) on inflation cannot be fully determined at this time. Inflationary pressures have resulted in and may result in additional increases to the costs of our oilfield goods, services and personnel, which in turn cause our capital expenditures and operating costs to rise. Recently announced tariffs and any further tariffs may also increase our operating costs. Sustained levels of inflation and certain other market pressures caused the Federal Open Market Committee to raise the target range for the federal funds rate by 25 bps in September 2026. Although the financial health of the oil and gas industry has shown improvement as compared to prior periods, to the extent elevated interest rates and inflation remain, we may experience further cost increases for our operations, including oilfield services, labor costs and equipment. Higher oil and natural gas prices may cause the costs of materials and services to continue to rise. We cannot predict any future trends in the rate of inflation, any subsequent monetary policy changes (including as a result of recent changes to the composition of the Federal Reserve’s Board of Governors), and a significant increase in inflation, to the extent we are unable to recover higher costs through higher oil and natural gas prices and revenues, would negatively impact our business, financial condition and results of operations. See Part I. Item 1A. Risk Factors—“Risks related to the oil and natural gas industry—Inflationary issues and associated changes in monetary policy previously have resulted in and such issues, as well as certain proposed tariffs, may in the future result in additional increases to the cost of our goods, services and personnel, which in turn cause our capital expenditures and operating costs to rise” in our Annual Report.

Previous wording

At December 31, 2025, we had $500.0 million outstanding aggregate principal amount of 9.250% senior notes due 2028 (the “2028 Notes”). In March 2026, we elected to redeem all of the remaining 2028 Notes (the “2028 Notes Redemption”), at a price of 102.3125%. As a result of the 2028 Notes Redemption, we incurred a loss on the extinguishment of debt of approximately $17.0 million, including $5.4 million related to the non-cash write-off of outstanding deferred financing costs, discounts, and premiums.

Current wording

At December 31, 2025, we had $500.0 million outstanding aggregate principal amount of 9.250% senior notes due 2028 (the “2028 Notes”). In March 2026, we redeemed all of the remaining 2028 Notes (the “2028 Notes Redemption”), at a price of 102.3125%. As a result of the 2028 Notes Redemption, we incurred a loss on the extinguishment of debt of approximately $17.0 million, including $5.4 million related to the non-cash write-off of outstanding deferred financing costs, discounts, and premiums.

Previous wording

At December 31, 2025, we had $298.2 million outstanding aggregate principal amount of 7.750% senior notes due 2029 (the “2029 Notes”). In March 2026, we repurchased $39.1 million of our outstanding 2029 Notes in open market transactions, at an average price of 101.014%. As a result of the repurchases, we incurred a loss on the extinguishment of debt of approximately $0.4 million. In July 2026, we elected to redeem all of the remaining 2029 Notes (the “2029 Notes Redemption”) at a redemption price equal to 100.000% of the outstanding principal amount, or $258.7 million, plus accrued and unpaid interest to, but excluding, the redemption date.

Current wording

At December 31, 2025, we had $298.2 million outstanding aggregate principal amount of 7.750% senior notes due 2029 (the “2029 Notes”). In March 2026, we repurchased $39.1 million of our outstanding 2029 Notes in open market transactions, at an average price of 101.014%. As a result of the repurchases, we incurred a loss on the extinguishment of debt of approximately $0.4 million. In July 2026, we redeemed all of the remaining 2029 Notes (the “2029 Notes Redemption”) at a redemption price equal to 100.000% of the outstanding principal amount, or $258.7 million, plus accrued and unpaid interest to, but excluding, the redemption date.

Previous wording

In December 2025, we consummated the Vital Energy Merger. Immediately following the Vital Energy Merger, the Company completed a series of internal transactions following which the assets of Vital and its subsidiary became held by subsidiaries of CEF (as defined below). In connection with the Vital Energy Merger, Crescent issued 73.3 million shares of Class A Common Stock and paid $3.7 million in cash to settle outstanding Vital equity awards. In connection with the closing of the Vital Energy Merger, we repaid outstanding borrowings of $890.0 million and terminated the Vital revolving credit facility. See Notes to condensed consolidated financial statements, NOTE 3 – Acquisitions and Divestitures included in Part I. Item 1. Financial Statements of this Quarterly Report for additional information.

Current wording

In December 2025, we consummated the Vital Energy Merger. In connection with the Vital Energy Merger, Crescent issued 73.3 million shares of Class A Common Stock and paid $3.7 million in cash to settle outstanding Vital equity awards. In connection with the closing of the Vital Energy Merger, we repaid outstanding borrowings of $890.0 million and terminated the Vital revolving credit facility. See Notes to condensed consolidated financial statements, NOTE 3 – Acquisitions and Divestitures included in Part I. Item 1. Financial Statements of this Quarterly Report for additional information.

Previous wording

In July 2025, we acquired a portfolio of oil and natural gas mineral interests located in various U.S. oil and gas basins from an unrelated third-party for total cash consideration of approximately $67.9 million, including transaction costs and certain customary purchase price adjustments (collectively with the 2026 Minerals Acquisitions, the “Minerals Acquisitions”).

Current wording

In July 2025, we acquired a portfolio of oil and natural gas mineral interests located in various U.S. oil and gas basins from an unrelated third-party for total cash consideration of approximately $67.9 million, including transaction costs and certain customary purchase price adjustments (the “2025 Minerals Acquisition” and collectively with the 2026 Minerals Acquisitions, the “Minerals Acquisitions”).

Previous wording

During 2025, we sold non-core assets as part of our 2025 non-core asset divestiture program for total consideration in excess of $900.0 million. During the three and six months ended June 30, 2026, we received $11.5 million in additional net cash proceeds and recorded a gain of $13.6 million as part of the customary purchase price adjustments.

Current wording

During 2025, we sold non-core assets as part of our 2025 non-core asset divestiture program for total consideration in excess of $900.0 million. During the nine months ended September 30, 2026, we received $11.5 million in additional net cash proceeds and recorded a gain of $13.6 million as part of the customary purchase price adjustments.

Previous wording

During the six months ended June 30, 2026, we sold additional non-core assets to unrelated third-party buyers for $1.2 million in aggregate net cash proceeds and recorded a loss of $2.9 million.

Current wording

Separately, during the nine months ended September 30, 2026, we sold additional non-core assets to unrelated third-party buyers for $17.3 million in aggregate net cash proceeds and recorded a gain of $3.2 million.

Previous wording

In addition, revenue from our midstream assets is supported by commercial agreements that have established minimum volume commitments. These midstream revenues, as well as revenue associated with crude oil blending, comprise the majority of our midstream and other revenue. Midstream and other revenue accounts for 4% or less of our total revenues for the three and six months ended June 30, 2026 and 2025.

Current wording

In addition, revenue from our midstream assets is supported by commercial agreements that have established minimum volume commitments. These midstream revenues, as well as revenue associated with crude oil blending, comprise the majority of our midstream and other revenue. Midstream and other revenue accounts for 4% or less of our total revenues for the three and nine months ended September 30, 2026 and 2025.

Previous wording

Total consolidated sales volumes increased 6,557 MBoe and increased 13,995 MBoe during the three and six months ended June 30, 2026, respectively, compared to the three and six months ended June 30, 2025. Our Working interest sales volumes increased 5,915 MBoe and increased 12,903 MBoe during the three and six months ended June 30, 2026, respectively, primarily due to the Vital Energy Merger, partially offset by our 2025 divestitures. Our Minerals and royalties sales volumes increased 642 MBoe and increased 1,092 MBoe during the three and six months ended June 30, 2026, respectively, due to our 2026 Minerals Acquisitions.

Current wording

Total consolidated sales volumes increased 6,900 MBoe and increased 20,894 MBoe during the three and nine months ended September 30, 2026, respectively, compared to the three and nine months ended September 30, 2025. Our Working interest sales volumes increased 6,576 MBoe and increased 19,478 MBoe during the three and nine months ended September 30, 2026, respectively, primarily due to the Vital Energy Merger, partially offset by our 2025 divestitures. Our Minerals and royalties sales volumes increased 324 MBoe and increased 1,416 MBoe during the three and nine months ended September 30, 2026, respectively, due to our 2026 Minerals Acquisitions.

Previous wording

The oil and natural gas industry is cyclical and commodity prices can be highly volatile. In recent years, commodity prices have been subject to significant fluctuations, either as a result of geopolitical events, such as developments in Venezuela, Russia’s invasion of Ukraine and the associated sanctions imposed on Russia, the Israel-Hamas conflict and the broader conflict in the Middle East, including the conflict with Iran and the disruption of shipments of crude oil and liquefied natural gas through the Strait of Hormuz, actions taken by OPEC+ and other major producing countries, sustained levels of inflation and increased U.S. drilling activity or otherwise. Uncertainty persists regarding OPEC+’s actions, changes in participation by member countries, increased U.S. drilling, proposed tariffs, inflation and the armed conflicts in Ukraine and the Middle East, including with Iran, and the potential for related supply disruptions and impacts on global energy markets. Additionally, recessionary concerns and broader macroeconomic conditions contributed, among other factors, to increased volatility in the price for oil and natural gas.

Current wording

Strait of Hormuz, actions taken by OPEC+ and other major producing countries, sustained levels of inflation and related interest rate increases by the Federal Reserve and increased U.S. drilling activity or otherwise. Uncertainty persists regarding OPEC+’s actions, changes in participation by member countries, increased U.S. drilling, proposed tariffs, inflation and the armed conflicts in Ukraine and the Middle East, including with Iran, and the potential for related supply disruptions and impacts on global energy markets. Additionally, recessionary concerns and broader macroeconomic conditions contributed, among other factors, to increased volatility in the price for oil and natural gas.

Previous wording

(1)The realized price presented above does not include $62.1 million or $122.6 million received from the settlement of acquired oil, gas and NGL derivative contracts for the three and six months ended June 30, 2026, respectively, and does not include $17.0 million or $34.9 million received from the settlement of acquired oil, gas and NGL derivative contracts for the three and six months ended June 30, 2025, respectively.

Current wording

(1)The realized price presented above does not include $33.7 million or $156.3 million received from the settlement of acquired oil, gas and NGL derivative contracts for the three and nine months ended September 30, 2026, respectively, and does not include $14.7 million or $49.6 million received from the settlement of acquired oil, gas and NGL derivative contracts for the three and nine months ended September 30, 2025, respectively.

Previous wording

Oil revenue. Oil revenue increased $624.3 million, or 104%, in the three months ended June 30, 2026, compared to the three months ended June 30, 2025. This was driven by higher realized oil prices that resulted in an increase of $446.2 million (an increase of 57% per Bbl) and a $178.1 million increase from higher sales volume (32 MBbls/d, or 30%). The increase in sales volumes was primarily driven by the Vital Energy Merger, partially offset by our 2025 divestitures. The increase in realized oil prices was due to higher index pricing and more favorable price differentials.

Current wording

Oil revenue. Oil revenue increased $446.2 million, or 75%, in the three months ended September 30, 2026, compared to the three months ended September 30, 2025. This increase was driven by higher realized oil prices that resulted in an increase of $264.6 million (an increase of 34% per Bbl) and a $181.6 million increase from higher sales volume (31 MBbls/d, or 30%). The increase in sales volumes was primarily driven by the Vital Energy Merger, partially offset by our 2025 divestitures. The increase in realized oil prices was due to higher index pricing and more favorable price differentials.

Previous wording

Natural gas revenue. Natural gas revenue decreased $125.2 million, or 79%, in the three months ended June 30, 2026, compared to the three months ended June 30, 2025. This was driven by lower natural gas prices that resulted in a decrease of $142.4 million (a decrease of 81% per Mcf), partially offset by a $17.2 million increase from higher sales volume (71 MMcf/d, or 11%). The increase in sales volumes was primarily due to the Vital Energy Merger, partially offset by our 2025 divestitures. The decrease in realized natural gas prices was due to lower index pricing and a decrease in our price differentials due to the Vital Energy Merger and resulting differentials in the Permian Basin.

Current wording

Natural gas revenue. Natural gas revenue increased $10.1 million, or 7%, in the three months ended September 30, 2026, compared to the three months ended September 30, 2025. This increase was driven by higher sales volume (85 MMcf/d, or 13%) that resulted in a $19.5 million increase, partially offset by lower natural gas prices that resulted in a decrease of $9.3 million (a decrease of 6% per Mcf). The increase in sales volumes was primarily due to the Vital Energy Merger, partially offset by our 2025 divestitures. The decrease in realized natural gas prices was due to lower index pricing.

Previous wording

NGL revenue. NGL revenue increased $31.2 million, or 32%, in the three months ended June 30, 2026, compared to the three months ended June 30, 2025. This was driven primarily by a $58.4 million increase from higher sales volume (28 MBbls/d, or 58%), partially offset by lower realized NGL prices that resulted in a decrease of $27.2 million (a decrease of 17% per Bbl). The increase in sales volumes was primarily driven by the Vital Energy Merger, partially offset by our 2025 divestitures.

Current wording

NGL revenue. NGL revenue increased $47.8 million, or 52%, in the three months ended September 30, 2026, compared to the three months ended September 30, 2025. This increase was driven primarily by a $61.1 million increase from higher sales volume (29 MBbls/d, or 64%), partially offset by lower realized NGL prices that resulted in a decrease of $13.3 million (a decrease of 9% per Bbl). The increase in sales volumes was primarily driven by the Vital Energy Merger, partially offset by our 2025 divestitures.

Previous wording

Midstream and other revenue. Midstream and other revenue decreased $33.4 million, or 87%, in the three months ended June 30, 2026, compared to the three months ended June 30, 2025, driven primarily by our 2025 divestitures.

Current wording

Midstream and other revenue. Midstream and other revenue decreased $19.5 million, or 59%, in the three months ended September 30, 2026, compared to the three months ended September 30, 2025, driven primarily by our 2025 divestitures.

Previous wording

Operating expense. Operating expense increased $17.6 million, or 5%, in the three months ended June 30, 2026, compared to the three months ended June 30, 2025, driven primarily by the following factors:

Current wording

Operating expense. Operating expense increased $47.3 million, or 12%, in the three months ended September 30, 2026, compared to the three months ended September 30, 2025, driven primarily by the following factors:

Previous wording

(i)Lease and asset operating expense increased $26.7 million, or 15%, in the three months ended June 30, 2026, compared to the three months ended June 30, 2025, and decreased $0.75 per Boe, or 10%, to $6.80 per Boe. This $26.7 million increase was driven primarily by higher production from the Vital Energy Merger, which was more than offset on a per Boe basis with the additional acquired volumes and 2025 divestitures.

Current wording

(i)Lease and asset operating expense increased $42.3 million, or 23%, in the three months ended September 30, 2026, compared to the three months ended September 30, 2025, and decreased $0.44 per Boe, or 5%, to $7.61 per Boe. This $42.3 million increase was driven primarily by higher production from the Vital Energy Merger, which was more than offset on a per Boe basis with the additional acquired volumes and 2025 divestitures.

Previous wording

(ii)Gathering, processing and transportation expense decreased $11.6 million, or 11%, in the three months ended June 30, 2026, compared to the three months ended June 30, 2025, and decreased $1.34 per Boe, or 30%, to $3.10 per Boe. These per Boe decreases were driven primarily by the Vital Energy Merger and our 2025 divestitures.

Current wording

(ii)Gathering, processing and transportation expense decreased $3.2 million, or 3%, in the three months ended September 30, 2026, compared to the three months ended September 30, 2025, and decreased $1.03 per Boe, or 26%, to $2.99 per Boe. These per Boe decreases were driven primarily by the Vital Energy Merger and our 2025 divestitures.

Previous wording

(iii)Production and other taxes increased $13.9 million, or 25%, in the three months ended June 30, 2026, compared to the three months ended June 30, 2025, and decreased $0.03 per Boe, or 1%, to $2.27 per Boe. This increase was driven primarily by the additional production from the Vital Energy Merger and higher oil prices.

Current wording

(iii)Production and other taxes increased $23.0 million, or 41%, in the three months ended September 30, 2026, compared to the three months ended September 30, 2025, and increased $0.21 per Boe, or 9%, to $2.60 per Boe. This increase was driven primarily by the additional production from the Vital Energy Merger and higher oil prices.

Previous wording

(iv)Workover expense increased $13.5 million, or 70%, in the three months ended June 30, 2026, compared to the three months ended June 30, 2025, and increased $0.27 per Boe, or 33%, to $1.08 per Boe. This increase was primarily driven by the Vital Energy Merger.

Current wording

(iv)Workover expense increased $7.8 million, or 34%, in the three months ended September 30, 2026, compared to the three months ended September 30, 2025, and increased $0.03 per Boe, or 3%, to $1.02 per Boe. This increase was primarily driven by the Vital Energy Merger.

Previous wording

(v)Midstream and other operating expense decreased $24.9 million, or 86%, in the three months ended June 30, 2026, compared to the three months ended June 30, 2025, primarily due to our 2025 divestitures.

Current wording

(v)Midstream and other operating expense decreased $22.5 million, or 81%, in the three months ended September 30, 2026, compared to the three months ended September 30, 2025, primarily due to our 2025 divestitures.

Previous wording

Depreciation, depletion and amortization. In the three months ended June 30, 2026, depreciation, depletion and amortization increased $60.9 million, or 21%, compared to the three months ended June 30, 2025, driven primarily by increased production from the Vital Energy Merger.

Current wording

Depreciation, depletion and amortization. In the three months ended September 30, 2026, depreciation, depletion and amortization increased $76.4 million, or 26%, compared to the three months ended September 30, 2025, driven primarily by increased production from the Vital Energy Merger.

Previous wording

Impairment expense. During the three months ended June 30, 2025, we recorded an impairment of $3.0 million to write down the value of certain assets to expected net proceeds. We did not recognize impairment expense during the three months ended June 30, 2026.

Current wording

Impairment expense. During the three months ended September 30, 2025, we recorded an impairment of $73.5 million to write down the value of certain assets classified as held for sale to expected net proceeds. We did not recognize impairment expense during the three months ended September 30, 2026.

Previous wording

General and administrative expense. General and administrative expense decreased $63.1 million, or 51%, for the three months ended June 30, 2026, compared to the three months ended June 30, 2025. The decrease was driven by a decrease in equity-based compensation expense of $72.1 million (2026 and 2025 include an additional true-up expense of $0.4 million and $69.3 million due to changes in estimate) partially offset by (i) higher recurring General and administrative expense primarily due to an increase in Manager Compensation as a result of the Vital Energy Merger and (ii) $0.1 million higher transaction and nonrecurring related expenses.

Current wording

General and administrative expense. General and administrative expense decreased $9.0 million, or 12%, for the three months ended September 30, 2026, compared to the three months ended September 30, 2025. The decrease was driven by a decrease in equity-based compensation expense of $1.3 million and $14.9 million lower in transaction and nonrecurring related expenses, partially offset by higher recurring General and administrative expense primarily due to an increase in Manager Compensation as a result of the Vital Energy Merger.

Previous wording

Other operating costs. Other operating costs include exploration expense and gain on sale of assets. Other operating costs decreased by $16.9 million, compared to the three months ended June 30, 2025, primarily driven by $5.2 million lower exploration expense recognized during the three months ended June 30, 2026 and a $11.7 million change in the gain or loss from the sale of assets.

Current wording

Other operating costs. Other operating costs include exploration expense and gain on sale of assets. Other operating costs decreased by $4.5 million, compared to the three months ended September 30, 2025, primarily driven by $3.2 million higher exploration expense recognized during the three months ended September 30, 2026 and a $7.7 million change in the gain or loss from the sale of assets.

Previous wording

Interest expense. In the three months ended June 30, 2026, we incurred interest expense of $99.8 million, as compared to $75.2 million in the three months ended June 30, 2025, a 33% increase. This increase was driven primarily by higher average debt balances as a result of the Vital Energy Merger.

Current wording

Interest expense. In the three months ended September 30, 2026, we incurred interest expense of $94.2 million, as compared to $72.6 million in the three months ended September 30, 2025, a 30% increase. This increase was driven primarily by higher average debt balances as a result of the Vital Energy Merger.

Previous wording

Loss on extinguishment of debt. During the six months ended June 30, 2026, we incurred a loss on extinguishment of debt of

Current wording

Loss on extinguishment of debt. During the three months ended September 30, 2026, we incurred a nominal amount of loss on the extinguishment of debt. During the three months ended September 30, 2025, we incurred a loss on extinguishment of debt of our 2028 Notes of $29.2 million related to $22.3 million premium for the tender offer for and the partial redemption of the 2028 Notes in July 2025 and $6.9 million related to the write-off of outstanding deferred finance costs related to the 2028 Notes.

Previous wording

Gain (loss) on derivatives. We have entered into derivative contracts to manage our exposure to commodity price risks that impact our revenues and have derivative gains and losses related to our contingent earn-out consideration. Our loss on derivatives during the six months ended June 30, 2026 changed by $632.3 million, from a comparable gain during the six months ended June 30, 2025 primarily due to changes in commodity prices relative to our strike prices.

Current wording

Gain (loss) on derivatives. We have entered into derivative contracts to manage our exposure to commodity price risks that impact our revenues and have derivative gains and losses related to our contingent earn-out consideration. Our loss on derivatives during the three months ended September 30, 2026 changed by $461.5 million, from a comparable gain during the three months ended September 30, 2025, primarily due to changes in commodity prices relative to our strike prices.

Previous wording

Income tax benefit (expense). We are a corporation that is subject to U.S. federal and state income taxes on our allocable share of any taxable income from OpCo. OpCo is a partnership and is generally not subject to U.S. federal and certain state taxes. For the three months ended June 30, 2026 and 2025, we recognized income tax expense of $169.9 million and income tax expense of $41.1 million, respectively, for an effective tax rate of 25.6% and 20.2%, respectively. Our effective tax rate for the three months ended June 30, 2026 was higher than the statutory rate primarily due to the permanent difference recognized in conjunction with the performance stock units granted to our Manager (“Manager PSUs”).

Current wording

Income tax benefit (expense). We are a corporation that is subject to U.S. federal and state income taxes on our allocable share of any taxable income from OpCo. OpCo is a partnership and is generally not subject to U.S. federal and certain state taxes. For the three months ended September 30, 2026 and 2025, we recognized income tax expense of $6.0 million and income tax benefit of $4.0 million, respectively, for an effective tax rate of 111.0% and 28.2%, respectively. Our effective tax rate for the three months ended September 30, 2026 was higher than the statutory rate primarily due to changes in our state income tax.

Previous wording

Adjusted EBITDAX (non-GAAP) increased by $284.1 million, or 55%, in the three months ended June 30, 2026, compared to the three months ended June 30, 2025, primarily driven by additional production from the Vital Energy Merger and increased oil pricing.

Current wording

Adjusted EBITDAX (non-GAAP) increased by $299.3 million, or 62%, in the three months ended September 30, 2026, compared to the three months ended September 30, 2025, primarily driven by additional production from the Vital Energy Merger and increased oil pricing.

Previous wording

Levered Free Cash Flow (non-GAAP) increased by $246.8 million, or 144%, in the three months ended June 30, 2026 compared to the three months ended June 30, 2025, primarily driven by increased Adjusted EBITDAX, partially offset by $19.4 million of increased development of oil and natural gas properties expenditures and additional interest expense.

Current wording

Levered Free Cash Flow (non-GAAP) increased by $162.2 million, or 79%, in the three months ended September 30, 2026 compared to the three months ended September 30, 2025, primarily driven by increased Adjusted EBITDAX, partially offset by $121.3 million of increased development of oil and natural gas properties expenditures and additional interest expense.

Previous wording

Oil revenue. Oil revenue increased $898.0 million, or 73%, in the six months ended June 30, 2026, compared to the six months ended June 30, 2025. This was driven by a $407.3 million increase from higher sales volume (35 MBbls/d, or 33%), and higher realized oil prices that resulted in an increase of $490.7 million (an increase of 30% per Bbl). The increase in sales volumes was primarily driven by the Vital Energy Merger, partially offset by our 2025 divestitures. The increase in realized oil prices was due to higher index pricing and more favorable price differentials.

Current wording

Oil revenue. Oil revenue increased $1.3 billion, or 74%, in the nine months ended September 30, 2026, compared to the nine months ended September 30, 2025. This increase was driven by a $588.6 million increase from higher sales volume (34 MBbls/d, or 33%), and higher realized oil prices that resulted in an increase of $755.6 million (an increase of 31% per Bbl). The increase in sales volumes was primarily driven by the Vital Energy Merger, partially offset by our 2025 divestitures. The increase in realized oil prices was due to higher index pricing and more favorable price differentials.

Previous wording

Natural gas revenue. Natural gas revenue decreased $154.3 million, or 45%, in the six months ended June 30, 2026, compared to the six months ended June 30, 2025. The decrease was driven by lower natural gas prices that resulted in a decrease of $196.5 million (a decrease of 51% per Mcf), partially offset by a $42.2 million increase from higher sales volume (80 MMcf/d, or 12%). The increase in sales volumes was primarily due to the Vital Energy Merger, partially offset by our 2025 divestitures. The decrease in realized natural gas prices was due to a decrease in our price differentials due to the Vital Energy Merger and resulting differentials in the Permian Basin.

Current wording

Natural gas revenue. Natural gas revenue decreased $144.2 million, or 29%, in the nine months ended September 30, 2026, compared to the nine months ended September 30, 2025. The decrease was driven by lower natural gas prices that resulted in a decrease of $206.3 million (a decrease of 38% per Mcf), partially offset by a $62.1 million increase from higher sales volume (81 MMcf/d, or 13%). The increase in sales volumes was primarily due to the Vital Energy Merger, partially offset by our 2025 divestitures. The decrease in realized natural gas prices was due to a decrease in our price differentials due to the Vital Energy Merger and resulting differentials in the Permian Basin.

Previous wording

NGL revenue. NGL revenue increased $48.8 million, or 24%, in the six months ended June 30, 2026, compared to the six months ended June 30, 2025. This was driven primarily by a $126.8 million increase from higher sales volume (30 MBbls/d, or 64%), partially offset by lower realized NGL prices that resulted in a decrease of $78.0 million (a decrease of 23% per Bbl). The increase in sales volumes was primarily driven by the Vital Energy Merger, partially offset by our 2025 divestitures.

Current wording

NGL revenue. NGL revenue increased $96.5 million, or 32%, in the nine months ended September 30, 2026, compared to the nine months ended September 30, 2025. This increase was driven primarily by a $188.0 million increase from higher sales volume (30 MBbls/d, or 65%), partially offset by lower realized NGL prices that resulted in a decrease of $91.5 million (a decrease of 19% per Bbl). The increase in sales volumes was primarily driven by the Vital Energy Merger, partially offset by our 2025 divestitures.

Previous wording

Midstream and other revenue. Midstream and other revenue decreased $62.8 million, or 85%, in the six months ended June 30, 2026, compared to the six months ended June 30, 2025, driven primarily by our 2025 divestitures.

Current wording

Midstream and other revenue. Midstream and other revenue decreased $82.3 million, or 77%, in the nine months ended September 30, 2026, compared to the nine months ended September 30, 2025, driven primarily by our 2025 divestitures.

Previous wording

Operating expense. Operating expense increased $43.1 million, or 5%, in the six months ended June 30, 2026, compared to the six months ended June 30, 2025, driven primarily by the following factors:

Current wording

Operating expense. Operating expense increased $90.5 million, or 8%, in the nine months ended September 30, 2026, compared to the nine months ended September 30, 2025, driven primarily by the following factors: