grepcent / static financial knowledge base

SM Energy Co (SM)

CIK: 0000893538. SIC: 1311 Crude Petroleum & Natural Gas. Latest 10-K as of: 2026-02-26.

SIC breadcrumb: Mining > SIC Major Group 13 > SIC 1311 Crude Petroleum & Natural Gas

SEC company page: https://www.sec.gov/edgar/browse/?CIK=893538. Latest filing source: 0000893538-26-000032.

Informational only - descriptive public-record data, not investment advice.

Risk Factors

Read SM's verbatim Item 1A Risk Factors from its latest 10-K: Risk Factors.

Selected Fundamentals

MetricValueUnitFYFiled
Revenue3,154,000,000USD20252026-02-26
Net income648,000,000USD20252026-02-26
Assets9,253,000,000USD20252026-02-26

Financials

Annual standardized facts from SEC companyfacts as of latest extracted filing date 2026-02-26. Source: https://data.sec.gov/api/xbrl/companyfacts/CIK0000893538.json. Derived margins, ratios, and free cash flow are computed from the extracted annual SEC facts.

Download these verified figures (annual + quarterly, with per-value filing provenance): JSON · CSV

Flow metrics use full-year FY periods from 10-K/10-K/A filings; balance-sheet metrics use FY-end instants. Free cash flow = operating cash flow - capital expenditures. Missing metrics are omitted rather than fabricated.

Metric20082016201720182019202020212022202320242025
Revenue1,217,450,0001,129,376,0002,067,072,0001,590,105,0001,126,673,0002,622,894,0003,358,647,0002,374,000,0002,690,000,0003,154,000,000
Net income-757,744,000-160,843,000508,407,000-187,001,000-764,614,00036,229,0001,111,952,000818,000,000770,000,000648,000,000
Operating income-1,059,315,000-163,721,000836,337,000-69,968,000-1,068,950,000209,123,0001,579,481,000987,000,0001,076,000,0001,000,000,000
Diluted EPS-9.90-1.444.48-1.66-6.720.298.966.866.675.64
Operating cash flow552,804,000515,390,000720,629,000823,567,000790,944,0001,159,772,0001,686,406,0001,574,000,0001,783,000,0002,011,000,000
Dividends paid7,751,00011,144,00011,191,00011,254,0002,276,0002,393,00019,637,00072,000,00085,000,00092,000,000
Share buybacks77,202,0000.000.0057,207,000228,000,00086,000,00013,000,000
Assets6,393,511,0006,176,776,0006,352,862,0006,292,232,0004,976,431,0005,233,977,0005,716,039,0006,379,985,0008,577,000,0009,253,000,000
Stockholders' equity2,497,133,0002,394,608,0002,920,322,0002,748,994,0002,016,160,0002,063,131,0003,085,000,0003,616,000,0004,237,000,0004,810,000,000
Cash and cash equivalents9,372,000313,943,00077,965,00010,00010,000332,716,000444,998,000616,164,0000.00368,000,000

Ratios

ROE and ROA use period-end equity/assets. Liabilities / equity uses total liabilities divided by stockholders' equity. Current ratio uses current assets divided by current liabilities when both are reported.

Metric20082016201720182019202020212022202320242025
Net margin-62.24%-14.24%24.60%-11.76%-67.86%1.38%33.11%34.46%28.62%20.55%
Operating margin-87.01%-14.50%40.46%-4.40%-94.88%7.97%47.03%41.58%40.00%31.71%
Return on equity-30.34%-6.72%17.41%-6.80%-37.92%1.76%36.04%22.62%18.17%13.47%
Return on assets-11.85%-2.60%8.00%-2.97%-15.36%0.69%19.45%12.82%8.98%7.00%
Current ratio0.540.980.920.540.350.691.231.450.550.69

Industry Peer Context

Each number-line places SM against the min, median, and max of latest reported values among companies in the same SIC industry when at least three peers report that ratio.

Net margin peer context

SM Net margin versus SIC peer range. Source: grepcent computed from latest SEC companyfacts ratios for SIC industry 1311; peer count 42.SM Net margin versus SIC peer range. Source: grepcent computed from latest SEC companyfacts ratios for SIC industry 1311; peer count 42.42 SIC peersMin -54.3%Median 11.9%Max 44.9%SM 20.5%

Operating margin peer context

SM Operating margin versus SIC peer range. Source: grepcent computed from latest SEC companyfacts ratios for SIC industry 1311; peer count 36.SM Operating margin versus SIC peer range. Source: grepcent computed from latest SEC companyfacts ratios for SIC industry 1311; peer count 36.36 SIC peersMin -31.5%Median 11.9%Max 42.2%SM 31.7%

ROE peer context

SM ROE versus SIC peer range. Source: grepcent computed from latest SEC companyfacts ratios for SIC industry 1311; peer count 43.SM ROE versus SIC peer range. Source: grepcent computed from latest SEC companyfacts ratios for SIC industry 1311; peer count 43.43 SIC peersMin -132.4%Median 8.9%Max 34.7%SM 13.5%

ROA peer context

SM ROA versus SIC peer range. Source: grepcent computed from latest SEC companyfacts ratios for SIC industry 1311; peer count 44.SM ROA versus SIC peer range. Source: grepcent computed from latest SEC companyfacts ratios for SIC industry 1311; peer count 44.44 SIC peersMin -109.4%Median 4.9%Max 14.1%SM 7.0%

Financial Charts

SM revenue, last 5 periods. Source: SEC companyfacts FY2025.SM revenue, last 5 periods. Source: SEC companyfacts FY2025.SM RevenueLatest point: FY2025 = $3.2BSource: SEC companyfacts FY2025.Fiscal yearReported revenue$0.0B$2.0B$4.0BFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0000893538-26-000032; filed 2026-02-26. Concept: Revenues. Source concepts: us-gaap:Revenues.

SM net income, last 5 periods. Source: SEC companyfacts FY2025.SM net income, last 5 periods. Source: SEC companyfacts FY2025.SM Net incomeLatest point: FY2025 = $648.0MSource: SEC companyfacts FY2025.Fiscal yearNet income$0.0B$1.0B$2.0BFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0000893538-26-000032; filed 2026-02-26. Concept: NetIncomeLoss. Source concepts: us-gaap:NetIncomeLoss.

SM operating income, last 5 periods. Source: SEC companyfacts FY2025.SM operating income, last 5 periods. Source: SEC companyfacts FY2025.SM Operating incomeLatest point: FY2025 = $1.0BSource: SEC companyfacts FY2025.Fiscal yearOperating income$0.0B$1.0B$2.0BFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0000893538-26-000032; filed 2026-02-26. Concept: OperatingIncomeLoss. Source concepts: us-gaap:OperatingIncomeLoss.

SM diluted eps, last 5 periods. Source: SEC companyfacts FY2025.SM diluted eps, last 5 periods. Source: SEC companyfacts FY2025.SM Diluted EPSLatest point: FY2025 = $5.64/shareSource: SEC companyfacts FY2025.Fiscal yearDiluted EPS (USD/share)$0.00/share$7.50/share$15.00/shareFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0000893538-26-000032; filed 2026-02-26. Concept: EarningsPerShareDiluted. Source concepts: us-gaap:EarningsPerShareDiluted.

SM operating cash flow, last 5 periods. Source: SEC companyfacts FY2025.SM operating cash flow, last 5 periods. Source: SEC companyfacts FY2025.SM Operating cash flowLatest point: FY2025 = $2.0BSource: SEC companyfacts FY2025.Fiscal yearOperating cash flow$0.0B$2.0B$4.0BFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0000893538-26-000032; filed 2026-02-26. Concept: NetCashProvidedByUsedInOperatingActivities. Source concepts: us-gaap:NetCashProvidedByUsedInOperatingActivities.

SM dividends paid, last 5 periods. Source: SEC companyfacts FY2025.SM dividends paid, last 5 periods. Source: SEC companyfacts FY2025.SM Dividends paidLatest point: FY2025 = $92.0MSource: SEC companyfacts FY2025.Fiscal yearDividends paid$0.0B$125.0M$250.0MFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0000893538-26-000032; filed 2026-02-26. Concept: PaymentsOfDividendsCommonStock. Source concepts: us-gaap:PaymentsOfDividendsCommonStock.

SM share buybacks, last 5 periods. Source: SEC companyfacts FY2025.SM share buybacks, last 5 periods. Source: SEC companyfacts FY2025.SM Share buybacksLatest point: FY2025 = $13.0MSource: SEC companyfacts FY2025.Fiscal yearShare buybacks$0.0B$250.0M$500.0MFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0000893538-26-000032; filed 2026-02-26. Concept: PaymentsForRepurchaseOfCommonStock. Source concepts: us-gaap:PaymentsForRepurchaseOfCommonStock.

SM assets, last 5 periods. Source: SEC companyfacts FY2025.SM assets, last 5 periods. Source: SEC companyfacts FY2025.SM AssetsLatest point: FY2025 = $9.3BSource: SEC companyfacts FY2025.Fiscal yearAssets$0.0B$5.0B$10.0BFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0000893538-26-000032; filed 2026-02-26. Concept: Assets. Source concepts: us-gaap:Assets.

SM stockholders' equity, last 5 periods. Source: SEC companyfacts FY2025.SM stockholders' equity, last 5 periods. Source: SEC companyfacts FY2025.SM Stockholders' equityLatest point: FY2025 = $4.8BSource: SEC companyfacts FY2025.Fiscal yearStockholders' equity$0.0B$3.0B$6.0BFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0000893538-26-000032; filed 2026-02-26. Concept: StockholdersEquity. Source concepts: us-gaap:StockholdersEquity.

SM cash and cash equivalents, last 5 periods. Source: SEC companyfacts FY2025.SM cash and cash equivalents, last 5 periods. Source: SEC companyfacts FY2025.SM Cash and cash equivalentsLatest point: FY2025 = $368.0MSource: SEC companyfacts FY2025.Fiscal yearCash and cash equivalents$0.0B$375.0M$750.0MFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0000893538-26-000032; filed 2026-02-26. Concept: CashAndCashEquivalentsAtCarryingValue. Source concepts: us-gaap:CashAndCashEquivalentsAtCarryingValue.

Quarterly

Quarterly standardized facts from SEC companyfacts as of latest extracted filing date 2026-05-07. Source: https://data.sec.gov/api/xbrl/companyfacts/CIK0000893538.json.

Flow metrics use discrete quarter-length periods from 10-Q/10-Q/A filings. Q4 revenue and net income are derived only when annual FY and nine-month YTD facts exist for the same fiscal year; derived Q4 values are labeled. EPS Q4 is not derived.

QuarterEnd DateRevenueNet IncomeDiluted EPSMethod
2022-Q22022-06-302.60reported discrete quarter
2022-Q32022-09-303.87reported discrete quarter
2023-Q12023-03-311.62reported discrete quarter
2023-Q22023-03-31198,552,000reported discrete quarter
2023-Q22023-06-30550,754,0001.25reported discrete quarter
2023-Q32023-06-30149,874,000reported discrete quarter
2023-Q32023-09-30640,901,0001.88reported discrete quarter
2023-Q42023-12-31608,726,000247,111,000derived Q4 = FY annual - nine-month YTD
2024-Q12024-03-31559,870,000131,199,0001.13reported discrete quarter
2024-Q22024-03-31131,199,000reported discrete quarter
2024-Q22024-06-30634,555,0001.82reported discrete quarter
2024-Q32024-06-30210,293,000reported discrete quarter
2024-Q32024-09-30643,613,0002.09reported discrete quarter
2024-Q42024-12-31852,221,000188,278,000derived Q4 = FY annual - nine-month YTD
2025-Q12025-03-31844,544,000182,269,0001.59reported discrete quarter
2025-Q22025-03-31182,269,000reported discrete quarter
2025-Q22025-06-30792,943,0001.76reported discrete quarter
2025-Q32025-06-30201,665,000reported discrete quarter
2025-Q32025-09-30811,591,0001.35reported discrete quarter
2025-Q42025-12-31704,922,000108,978,000derived Q4 = FY annual - nine-month YTD
2026-Q12026-03-311,479,000,000-335,000,000-1.68reported discrete quarter

Quarterly Charts

SM quarterly revenue, last 12 periods. Source: SEC companyfacts 2026-Q1.SM quarterly revenue, last 12 periods. Source: SEC companyfacts 2026-Q1.SM Quarterly RevenueLatest point: 2026-Q1 = $1.5BSource: SEC companyfacts 2026-Q1.Fiscal quarterQuarterly Revenue$0.0B$1.0B$2.0B2023-Q22023-Q32023-Q42024-Q12024-Q22024-Q32024-Q42025-Q12025-Q22025-Q32025-Q42026-Q1

Figure provenance: SEC companyfacts. Latest point: FY 2026 ended 2026-03-31; accession 0000893538-26-000061; filed 2026-05-07. Concept: Revenues. Source concepts: us-gaap:Revenues.

SM quarterly net income, last 12 periods. Source: SEC companyfacts 2026-Q1.SM quarterly net income, last 12 periods. Source: SEC companyfacts 2026-Q1.SM Quarterly Net incomeLatest point: 2026-Q1 = -$335.0MSource: SEC companyfacts 2026-Q1.Fiscal quarterQuarterly Net income-$500.0M$0.0B$500.0M2023-Q22023-Q32023-Q42024-Q12024-Q22024-Q32024-Q42025-Q12025-Q22025-Q32025-Q42026-Q1

Figure provenance: SEC companyfacts. Latest point: FY 2026 ended 2026-03-31; accession 0000893538-26-000061; filed 2026-05-07. Concept: NetIncomeLoss. Source concepts: us-gaap:NetIncomeLoss.

SM quarterly diluted eps, last 12 periods. Source: SEC companyfacts 2026-Q1.SM quarterly diluted eps, last 12 periods. Source: SEC companyfacts 2026-Q1.SM Quarterly Diluted EPSLatest point: 2026-Q1 = -$1.68/shareSource: SEC companyfacts 2026-Q1.Fiscal quarterQuarterly Diluted EPS (USD/share)-$2.00/share$0.00/share$6.00/share2022-Q22022-Q32023-Q12023-Q22023-Q32024-Q12024-Q22024-Q32025-Q12025-Q22025-Q32026-Q1

Figure provenance: SEC companyfacts. Latest point: FY 2026 ended 2026-03-31; accession 0000893538-26-000061; filed 2026-05-07. Concept: EarningsPerShareDiluted. Source concepts: us-gaap:EarningsPerShareDiluted.

Macro Cross-References

Latest quarter (10-Q)

Latest 10-Q source: 0000893538-26-000061.

Extracted structurally from real Item 2 body heading to real Item 3/4 boundary. Confidence: high. Filing date: 2026-05-07. Report date: 2026-03-31.

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion includes forward-looking statements. Refer to the Cautionary Information about Forward-Looking Statements section of this report for important information about these types of statements. Throughout the following discussion, we explain changes between the three months ended March 31, 2026, and the three months ended December 31, 2025 (“sequential quarterly” or “sequentially”), and the year-to-date (“YTD”) change between the three months ended March 31, 2026, and the three months ended March 31, 2025 (“YTD 2026-over-YTD 2025”).

Overview of the Company

Merger with Civitas

On November 2, 2025, we entered into the Merger Agreement with Civitas. On January 27, 2026, our stockholders voted in favor of both proposals necessary to complete the Civitas Merger, which included approval of (i) the issuance of shares of SM Energy common stock to Civitas stockholders as contemplated by the Merger Agreement, and (ii) an amendment of our Restated Certificate of Incorporation to increase the number of authorized shares of our common stock from 200 million shares to 400 million shares.

On January 30, 2026, we completed the Civitas Merger in accordance with the terms of the Merger Agreement. Civitas was an independent exploration and production company focused on the acquisition, development, and production of crude oil and associated liquids-rich natural gas in the DJ Basin in Colorado and the Permian Basin in Texas and New Mexico. We believe that the Merger creates a premier portfolio across the highest-return U.S. shale basins, enabling the realization of operational efficiencies and cost synergies and providing opportunities for increased free cash flow to drive long-term differentiated stockholder value.

Under the terms of the Merger Agreement, subject to certain exceptions, each share of Civitas common stock was converted into the right to receive 1.45 shares of SM Energy common stock, with cash paid in lieu of fractional shares. On January 30, 2026, we issued 124 million shares to holders of Civitas common stock, representing 52 percent of the outstanding shares of SM Energy’s common stock upon the closing of the Merger. Based on the closing price of SM Energy common stock on January 30, 2026, the total stock consideration was valued at $2.4 billion.

South Texas Divestiture

On April 30, 2026, we completed the South Texas Divestiture and received net cash proceeds of approximately $900 million, after preliminary purchase price adjustments and estimated selling costs. The final purchase price remains subject to customary post-closing adjustments. The South Texas Divestiture meaningfully advances our key priority of selling more than $1.0 billion in assets within one year of the completion of the Civitas Merger, which will enable us to reduce debt and strengthen our capital structure. See Note 2 - Mergers, Acquisitions, and Divestitures in Part I, Item 1 of this report for additional discussion.

Debt Optimization

During and subsequent to the first quarter of 2026, we made meaningful progress toward strengthening our debt structure and addressing near-term maturities of certain of our Senior Notes. We issued our 2034 Senior Notes and used the majority of the net proceeds to repurchase $894 million in aggregate principal amount of our higher-coupon Civitas 2028 Senior Notes. Concurrent with the completion of the South Texas Divestiture, we announced our intent to use the net cash proceeds to fully redeem our Civitas 2026 Senior Notes and 2026 Senior Notes at par, with planned redemption dates of May 11, 2026, and June 1, 2026, respectively. Our semi-annual borrowing base redetermination was completed subsequent to quarter end, reaffirming our borrowing base and aggregate lender commitments at their existing levels. As of March 31, 2026, we had no outstanding borrowings under our revolving credit facility.

General Overview

Our purpose. Our purpose is to improve communities with affordable, reliable energy. We are a premier operator of top-tier assets, utilizing state-of-the-art digital technology, data analytics, and AI in our operations, and continually seeking innovative ideas to help us optimize capital efficiency and well performance, while reducing our impact on shared natural resources and operating in an efficient, safe, and responsible manner.

Strategic vision and value creation. Our asset portfolio consists of high-quality assets in the Midland Basin and Delaware Basin, both of which are part of the larger Permian Basin of West Texas and New Mexico; the DJ Basin of Northeast Colorado; the Maverick Basin of South Texas; and the Uinta Basin of Northeast Utah. We believe our assets are capable of generating strong returns in the current macroeconomic environment and provide resilience to commodity price risk and volatility. Through disciplined capital spending, active portfolio management, and continued development and optimization, we seek to maximize returns and increase the value of our top-tier asset base while maintaining financial flexibility and a sustainable approach to long-term value creation.

Our long-term vision and strategy are focused on sustainably growing value for all of our stakeholders by deploying our technical excellence and exceptional execution to improve and optimize our high-quality asset portfolio, generate cash flows, and

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maintain a disciplined, strong balance sheet. Our team executes our strategy by prioritizing safety, technological innovation, and stewardship of natural resources, which are foundational to our corporate culture. Our near-term strategic focus is post-Merger integration; maintaining safe operations; delivering consistent operational execution; maximizing free cash flow; and bolstering our balance sheet.

Responsible operations and governance. We are committed to exceptional safety, health, and environmental stewardship; supporting the professional development of a diverse and thriving team of employees; building and maintaining partnerships with our stakeholders by investing in and connecting with the communities where we live and work; and transparency in reporting our progress in these areas. The Governance and Sustainability Committee of our Board of Directors oversees, among other things, the effectiveness of our sustainability policies, programs and initiatives, monitors and responds to emerging trends, issues, and associated risks, and, together with management, reports to our Board of Directors regarding such matters. Further demonstrating our commitment to sustainable operations and environmental stewardship, compensation for our executives and employees under certain aspects of our compensation plans is calculated based on Company-wide performance metrics that include key financial, operational, environmental, health, and safety measures.

Market Trends and Uncertainties

During the first quarter of 2026, benchmark oil prices reached their highest levels since 2022, reflecting strong global demand and ongoing supply-side constraints resulting from recent geopolitical developments in the Middle East. Despite the resulting price volatility, we do not anticipate material changes to our 2026 development plan and we remain focused on our key priorities of post-Merger integration, maximizing free cash flow, and bolstering our balance sheet.

While benchmark gas prices increased sequentially, our realized gas prices during the three months ended March 31, 2026, were negatively impacted by basis differentials in both the Permian Basin and the DJ Basin. In the Permian Basin, gas gathering and takeaway capacity constraints contributed to widening basis differentials during the first quarter of 2026 and we expect these differentials to persist until additional pipeline capacity comes online in the region, which is anticipated in late 2026. In the DJ Basin, unfavorable differentials resulted from a different set of regional pressures, as a warm winter and spring shoulder season reduced demand while record-high production pushed storage inventories to record levels.

As global commodities, the prices of oil, gas, and NGLs, as well as broader financial markets, remain subject to heightened uncertainty and volatility. Market conditions are influenced by factors including real or perceived geopolitical risks; War and Geopolitical Instability; Organization of the Petroleum Exporting Countries (“OPEC”) plus other non-OPEC oil producing countries (collectively referred to as “OPEC+”) production decisions; fluctuations in global supply and demand (including demand from China); U.S. Federal Reserve monetary policy; movements in the strength of the U.S. dollar; shipping channel constraints and disruptions including restrictions in and closures of the Strait of Hormuz; tariffs and trade restrictions; the potential for economic recession in the U.S.; and changes in global oil inventory in storage. These factors have resulted in commodity price volatility, contributed to instances of supply chain disruptions, inflation, and interest rate fluctuations, and could have further industry-specific impacts that may require us to adjust our business plan. The timing and magnitude of future effects are inherently unpredictable.

Historically, tariffs have led to increased costs for products exchanged in international trade, and have heightened global political tensions. Changes in the U.S. and international trade policies, including the imposition, modification, or repeal of tariffs, continue to contribute to economic and market uncertainty. In recent periods, U.S. tariff policies and related trade actions have shifted frequently, and retaliatory measures or additional policy changes by other countries remain possible. These outcomes could negatively impact global economic conditions, financial market stability, and commodity prices. Volatility in political, trade, regulatory, and economic conditions could have a material adverse effect on our financial condition or results of operations. We are unable to reasonably estimate the period of time that these market conditions will exist or the extent to which they will impact our business, results of operations, and financial condition.

Continuing volatility in political, trade, regulatory and economic conditions could impact supply and demand fundamentals, and any related declines in oil, gas, and NGL prices could lead to impairments of proved and unproved properties in the future. Future impairments of proved and unproved properties are difficult to predict, especially in a volatile price environment.

Areas of Operations

Our Permian Basin assets comprise approximately 229,000 net acres located in the Midland Basin and Delaware Basin of West Texas and New Mexico, (collectively referred to as the “Permian Basin”). Our acreage position in the Permian Basin provides future development and exploration opportunities within multiple oil-rich intervals, including the Spraberry, Wolfcamp, and Woodford formations in the Midland Basin and the Avalon, Bone Spring, and Wolfcamp formations in the Delaware Basin.

Our DJ Basin assets comprise approximately 303,000 net acres located primarily in northeastern Colorado (“DJ Basin”) and provide future development and exploration opportunities within multiple oil-rich intervals in the Niobrara and Codell formations, and includes acreage with light sweet crude oil and gas composition amenable to processing for NGL extraction.

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As of March 31, 2026, our South Texas assets comprised approximately 155,000 net acres located in Dimmit and Webb counties, Texas (“South Texas”). Our overlapping acreage position in South Texas covered a significant portion of the western Eagle Ford shale and Austin Chalk formations, and included acreage across the oil, gas-condensate, and dry gas windows with gas composition amenable to processing for NGL extraction.

[Excerpt truncated for page length; source filing is linked above.]

Latest 10-K MD&A

Extracted structurally from real Item 7 body heading to real Item 7A/8 boundary. Confidence: high. Filing date: 2026-02-26. Report date: 2025-12-31.

ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion includes forward-looking statements. Refer to the Cautionary Information about Forward-Looking Statements section of this report for important information about these types of statements. For discussion related to changes in financial condition and results of operations for the year ended December 31, 2024, compared with the year ended December 31, 2023, refer to “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Part II, Item 7 of our Annual Report on Form 10-K for the year ended December 31, 2024, filed with the SEC on February 20, 2025.

Overview of the Company

Merger with Civitas

On November 2, 2025, we entered into the Merger Agreement with Civitas. On January 27, 2026, our stockholders voted in favor of both proposals necessary to complete the Civitas Merger, which included approval of (i) the issuance of shares of SM Energy common stock to Civitas stockholders as contemplated by the Merger Agreement, and (ii) an amendment of our Restated Certificate of Incorporation to increase the number of authorized shares of our common stock from 200 million shares to 400 million shares.

On January 30, 2026, we completed the Civitas Merger in accordance with the terms of the Merger Agreement. Civitas was an independent exploration and production company focused on the acquisition, development, and production of crude oil and associated liquids-rich natural gas in the DJ Basin in Colorado and the Permian Basin in Texas and New Mexico. We believe that the Merger will create a premier portfolio across the highest-return U.S. shale basins, driving significant free cash flow, enhancing stockholder value, and enabling the realization of significant operational and cost efficiencies.

Under the terms of the Merger Agreement, subject to certain exceptions, each share of Civitas common stock was converted into the right to receive 1.45 shares of SM Energy common stock, with cash paid in lieu of fractional shares. On January 30, 2026, we issued approximately 124 million shares to holders of Civitas common stock, representing 52 percent of the outstanding shares of SM Energy’s common stock upon the closing of the Merger. Based on the closing price of SM Energy common stock on January 30, 2026, the total stock consideration was valued at $2.4 billion.

Refer to Note 17 – Mergers, Acquisitions, and Divestitures in Part II, Item 8 of this report for additional discussion.

South Texas Asset Divestiture

On February 17, 2026, we entered into the PSA with Caturus to sell certain of our South Texas assets for a Purchase Price of $950 million, subject to certain customary purchase price adjustments set forth in the PSA. This Transaction is expected to advance our deleveraging goals and position us to substantially achieve our commitment to complete at least $1.0 billion of divestitures within one year following the closing of the Civitas Merger. Refer to Note 17 – Mergers, Acquisitions, and Divestitures in Part II, Item 8 for additional discussion and the definitions of Purchase Price and Transaction.

General Overview

Our purpose is to make people’s lives better by responsibly producing energy supplies, contributing to domestic energy security and prosperity, and having a positive impact in the communities where we live and work. We are a premier operator of top-tier assets in the Midland Basin, South Texas, and the Uinta Basin, utilizing state-of-the-art digital technology, data analytics, and AI in our operations, and continually seeking innovative ideas to help us optimize capital efficiency and well performance, while reducing our impact on shared natural resources and operating in an efficient, safe, and responsible manner.

Following the closing of the Civitas Merger, our asset portfolio consists of high-quality assets in the Midland Basin and Delaware Basin, both of which are part of the larger Permian Basin of Texas and New Mexico, the Maverick Basin of South Texas, the Uinta Basin of northeast Utah, and the DJ Basin of northeast Colorado. We believe our assets are capable of generating strong returns in the current macroeconomic environment and provide resilience to commodity price risk and volatility. Through disciplined capital spending, strategic acquisitions and divestitures, and continued development and optimization, we seek to maximize returns and increase the value of our top-tier asset base while maintaining financial flexibility and a sustainable approach to long-term value creation.

Our long-term vision and strategy are focused on sustainably growing value for all of our stakeholders by deploying our technical excellence and exceptional execution to improve and optimize our high-quality asset portfolio, generate cash flows, and maintain a disciplined, strong balance sheet. Our team executes our strategy by prioritizing safety, technological innovation, and stewardship of natural resources, which are foundational to our corporate culture. Our near-term strategic focus is the successful integration of Civitas following the closing of the Merger on January 30, 2026. Integration is centered on maintaining safe operations, delivering consistent operational execution, and continuing to generate cash flows that enable us to return value to stockholders through fixed dividend payments, debt reduction, and share repurchases. Refer to Outlook for discussion of our 2026 capital program.

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We are committed to exceptional safety, health, and environmental stewardship; supporting the professional development of a diverse and thriving team of employees; building and maintaining partnerships with our stakeholders by investing in and connecting with the communities where we live and work; and transparency in reporting our progress in these areas. The Governance and Sustainability Committee of our Board of Directors oversees, among other things, the effectiveness of our sustainability policies, programs and initiatives, monitors and responds to emerging trends, issues, and associated risks, and, together with management, reports to our Board of Directors regarding such matters. Further demonstrating our commitment to sustainable operations and environmental stewardship, compensation for our executives and employees under certain aspects of our compensation plans is calculated based on Company-wide performance metrics that include key financial, operational, environmental, health, and safety measures. Refer to our Definitive Proxy Statement on Schedule 14A for the 2026 annual meeting of stockholders to be filed within 120 days from December 31, 2025, for additional discussion of our compensation program.

Market Trends and Uncertainties

As global commodities, the prices of oil, gas, and NGLs, as well as broader financial markets, remain subject to heightened uncertainty and volatility. Market conditions are influenced by factors including real or perceived geopolitical risks, War and Geopolitical Instability, OPEC+ production decisions, fluctuations in global supply and demand (including demand from China), U.S. Federal Reserve monetary policy, movements in the strength of the U.S. dollar, shipping channel constraints and disruptions, tariffs or trade restrictions, and changes in global oil inventory in storage. These factors have resulted in commodity price volatility, contributed to instances of supply chain disruptions, inflation, and interest rate fluctuations, and could have further industry-specific impacts that may require us to adjust our business plan. The timing and magnitude of future effects are inherently unpredictable.

Historically, tariffs have led to increased costs for products exchanged in international trade, and have heightened global political tensions. Recent U.S. government policies, including new and higher tariffs on imported goods, have increased economic uncertainty. These tariffs, along with retaliatory tariffs from other countries, could lead to reduced trade resulting from increased costs for imported goods and decreased demand for U.S. exports, as well as reduced investment and technological exchange between major economies. These outcomes could negatively impact global economic conditions, financial market stability, and commodity prices. Volatility in political, trade, regulatory, and economic conditions could have a material adverse effect on our financial condition or results of operations. We are unable to reasonably estimate the period of time that these market conditions will exist or the extent to which they will impact our business, results of operations, and financial condition.

Continuing volatility in political, trade, regulatory and economic conditions could impact supply and demand fundamentals, and any related declines in oil, gas, and NGL prices could lead to proved and unproved property impairments in the future. Future impairments of proved and unproved properties are difficult to predict, especially in a volatile price environment.

Outlook

We expect our total 2026 capital program to be approximately $2.65 billion to $2.85 billion, excluding acquisitions, which we expect to fund with cash flows from operations, with any remaining cash needs being funded by borrowings under our revolving credit facility. We plan to focus our 2026 capital program on highly economic oil development projects in our Midland Basin, South Texas, Uinta Basin, and DJ Basin assets. Refer to Outlook in Part I, Items 1 and 2 of this report for additional discussion.

2025 Financial and Operational Highlights

During 2025:

•We completed the integration of the Uinta Basin assets into our portfolio. Refer to Note 17 – Mergers, Acquisitions, and Divestitures in Part II, Item 8 of this report for additional discussion of the Uinta Basin Acquisition.

•Net equivalent production of 75.5 MMBOE drove net income of $648 million, net cash provided by operating activities of $2.0 billion, and Adjusted EBITDAX, a non-GAAP financial measure, of $2.3 billion. Refer to Non-GAAP Financial Measures below for additional discussion, including our definition of adjusted EBITDAX and reconciliations to net income and net cash provided by operating activities.

•Strong operating cash flow enabled us to reduce debt through $69 million in net repayments on our revolving credit facility, increase cash on hand to $368 million, and return capital to stockholders. We repurchased and subsequently retired 444,705 shares of our common stock at a cost of $12 million, excluding excise taxes, commissions, and fees, and paid $92 million in dividends.

Financial and Operational Results. Oil, gas, and NGL production revenue increased 17 percent to $3.1 billion for the year ended December 31, 2025, compared with $2.7 billion for 2024. This increase was primarily driven by a 21 percent increase in average net daily equivalent production to 206.8 MBOE, reflecting a full year of production from our Uinta Basin assets and continued strong well performance, partially offset by a three percent decrease in total realized price per BOE due to lower oil and NGL benchmark commodity prices. Oil, gas, and NGL production expense on a per BOE basis increased 15 percent to $11.72 per BOE for the year ended December 31, 2025, compared with 2024.

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We recorded net derivative gains of $178 million and $50 million for the years ended December 31, 2025, and 2024, respectively. These amounts include net derivative settlement gains of $132 million and $69 million for the years ended December 31, 2025, and 2024, respectively.

Operational activities during the year ended December 31, 2025, resulted in the following:

•Net cash provided by operating activities of $2.0 billion, compared with $1.8 billion for 2024.

•Net income of $648 million, or $5.64 per diluted share, compared with net income of $770 million, or $6.67 per diluted share for 2024.

•Adjusted EBITDAX, a non-GAAP financial measure, of $2.3 billion, compared with $2.0 billion for 2024. Refer to Non-GAAP Financial Measures below for additional discussion, including our definition of adjusted EBITDAX and reconciliations to net income and net cash provided by operating activities.

•Estimated net proved reserves decreased slightly to 673.0 MMBOE as of December 31, 2025 from 678.3 MMBOE as of December 31, 2024. As of December 31, 2025, 60 percent of our net proved reserves were liquids (oil and NGLs), and 61 percent were proved developed reserves. The decrease primarily related to 75.5 MMBOE produced in 2025, the removal of 40.7 MMBOE of certain net proved undeveloped reserves that are no longer expected to be developed within the five-year period from initial booking resulting from testing and delineation efforts, and 15.5 MMBOE of net performance and price revisions. The decreases were mostly offset by revisions of previous estimates of 87.0 MMBOE related to infill reserves, primarily related to our South Texas assets, and additions from extensions and discoveries of 39.7 MMBOE, primarily related to our Uinta Basin assets. Our proved reserve life index decreased to 8.9 years as of December 31, 2025, compared with 10.9 years as of December 31, 2024. Refer to Reserves in Part I, Items 1 and 2 of this report for additional discussion. The standardized measure of discounted future net cash flows was $6.0 billion as of December 31, 2025, compared with $7.3 billion as of December 31, 2024. The year-over-year decrease of 18 percent was primarily due to decreases in oil and NGL benchmark commodity prices during 2025. Refer to Supplemental Oil and Gas Information (unaudited) in Part II, Item 8 of this report for additional discussion.

Operational Activities. During 2025, successful operational execution drove strong well performance and capital efficiency across our asset portfolio. Our continued success in our Midland Basin, South Texas, and Uinta Basin programs is attributable to our top-tier assets and technical teams, and our commitment to geoscience, technology, and innovation.

In our Midland Basin program, we averaged three drilling rigs and one completion crew during 2025. Average net daily equivalent production volumes increased year-over-year by three percent to 82.8 MBOE. Costs incurred during 2025 totaled $548 million, or 38 percent, of our total 2025 costs incurred. Drilling and completion activities focused on developing formations within our RockStar and Sweetie Peck assets.

In our South Texas program, we averaged one drilling rig and one completion crew during 2025. Average net daily equivalent production volumes decreased year-over-year by one percent to 80.3 MBOE. Costs incurred during 2025 totaled $361 million, or 25 percent, of our total 2025 costs incurred. Drilling and completion activities were primarily focused on delineating and developing the Austin Chalk formation.

In our Uinta Basin program, we averaged three drilling rigs and one completion crew during 2025. Average net daily equivalent production volumes increased to 43.7 MBOE for the full year 2025, compared to 36.1 MBOE for the fourth quarter of 2024. Costs incurred during 2025 totaled $481 million, or 33 percent, of our total 2025 costs incurred. Drilling and completion activities primarily focused on delineating and developing the Lower Green River and Wasatch formations.

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The table below provides a summary of changes in our drilled but not completed well count and current year drilling, completion, and acquisition activity in our operated programs for the year ended December 31, 2025:

Midland BasinSouth Texas (1)Uinta BasinTotal
GrossNetGrossNetGrossNetGrossNet
Wells drilled but not completed at December 31, 2024402935354838123102
Wells drilled473730295238129104
Wells completed(72)(53)(33)(33)(62)(49)(167)(135)
Other (2) (3)(7)(7)1(7)(6)
Wells drilled but not completed at December 31, 20251512252438287864

____________________________________________

Note: Amounts may not calculate due to rounding.

(1)    As of December 31, 2024, the drilled but not completed well count included nine gross (nine net) wells that were not included in our five-year development plan, eight of which were in the Eagle Ford shale. As of December 31, 2025, the drilled but not completed well count included two gross (two net) wells that were not included in our five year development plan, each of which are in the Eagle Ford shale.

(2)    The South Texas adjustments relate to previously drilled wells that we no longer intend to complete.

(3)    The Uinta Basin adjustment relates to the acquisition of additional working interest in existing drilled but not completed wells.

Costs Incurred. Costs incurred in oil and gas property acquisition, exploration, and development activities, whether capitalized or expensed, are summarized as follows:

For the Year Ended
December 31, 2025
(in millions)
Development costs$1,333
Exploration costs94
Acquisitions
Proved properties(5)
Unproved properties26
Total, including asset retirement obligations (1)$1,448

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(1)    Refer to the caption Costs Incurred in Supplemental Oil and Gas Information (unaudited) in Part II, Item 8 of this report.

Production Results. The table below presents the disaggregation of our net production volumes by product type for each of our assets for the year ended December 31, 2025:

Midland BasinSouth TexasUinta BasinTotal
Net production volumes:
Oil (MMBbl)19.27.313.940.3
Gas (Bcf)66.371.712.5150.5
NGLs (MMBbl)10.110.1
Equivalent (MMBOE)30.229.315.975.5
Average net daily equivalent (MBOE per day)82.880.343.7206.8
Relative percentage40%39%21%100%

____________________________________________

Note: Amounts may not calculate due to rounding.

Net equivalent production increased 21 percent for the year ended December 31, 2025, compared with 2024. The increase was a result of a three percent increase from our Midland Basin assets, a full year of production from our Uinta Basin assets, and continued strong well performance. Refer to Overview of Selected Production and Financial Information, Including Trends and Comparison of Financial Results and Trends Between 2025 and 2024 below for additional discussion of production.

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Oil, Gas, and NGL Prices

Our financial condition and the results of our operations are significantly affected by the prices we receive for our oil, gas, and NGL production, which can fluctuate dramatically. When we refer to realized oil, gas, and NGL prices below, the disclosed price represents the average price for the respective period, before the effect of net derivative settlements. While quoted NYMEX oil and gas and OPIS NGL prices are generally used as a basis for comparison within our industry, the prices we receive are affected by quality, energy content, location and transportation differentials, and contracted pricing benchmarks for these products.

The following table summarizes commodity price data, as well as the effect of net derivative settlements, for the years ended December 31, 2025, and 2024:

For the Years Ended December 31,
20252024
Oil (per Bbl):
Average NYMEX contract monthly price$64.81$75.72
Realized price (1)$63.52$74.49
Effect of oil net derivative settlements$1.66$0.43
Gas:
Average NYMEX monthly settle price (per MMBtu)$3.43$2.27
Realized price (per Mcf) (1)$2.35$1.82
Effect of gas net derivative settlements (per Mcf)$0.44$0.43
NGLs (per Bbl):
Average OPIS price (2)$27.19$28.30
Realized price (1)$22.22$23.01
Effect of NGL net derivative settlements$(0.21)$(0.25)

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(1)    Our realized prices at local sales points may be affected by infrastructure capacity in the areas of our operations and beyond.

(2)    Average OPIS price per barrel of NGL, historical or strip, assumes a composite barrel product mix of 42% Ethane, 28% Propane, 6% Isobutane, 11% Normal Butane, and 13% Natural Gasoline. This product mix represents the industry standard composite barrel and does not necessarily represent our product mix for NGL production. Realized prices reflect our actual product mix.

The following table summarizes 12-month strip prices for NYMEX WTI oil, NYMEX Henry Hub gas, and OPIS NGLs as of February 2, 2026, and December 31, 2025:

As of February 2, 2026As of December 31, 2025
NYMEX WTI oil (per Bbl)$60.38$57.08
NYMEX Henry Hub gas (per MMBtu)$3.76$3.72
OPIS NGLs (per Bbl)$24.77$23.46

We use financial derivative instruments as part of our financial risk management program. We have a financial risk management policy governing our use of derivatives, and decisions regarding entering into commodity derivative contracts are overseen by a financial risk management committee consisting of certain senior executive officers and finance personnel. We make decisions about the amount of our expected production that we cover by derivatives based on the amount of debt on our balance sheet, the level of capital commitments and long-term obligations we have in place, and the terms and futures prices that are made available by our approved counterparties. With our current commodity derivative contracts, we believe we have partially reduced our exposure to volatility in commodity prices and basis differentials in the near term. Our use of costless collars for a portion of our derivatives allows us to participate in some of the upward movements in oil and gas prices while also setting a price floor below which we are insulated from further price decreases. Refer to Note 7 – Derivative Financial Instruments in Part II, Item 8 of this report and to Commodity Price Risk in Overview of Liquidity and Capital Resources below for additional information regarding our oil, gas, and NGL derivatives.

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Financial Results of Operations and Additional Comparative Data

The tables below provide information regarding selected production and financial information for the three months ended December 31, 2025, and the preceding three quarters:

For the Three Months Ended
December 31,September 30,June 30,March 31,
2025202520252025
(in millions)
Production (MMBOE)19.019.719.017.8
Oil, gas, and NGL production revenue$703$811$785$840
Oil, gas, and NGL production expense$207$229$224$225
Depletion, depreciation, and amortization$319$325$293$270
Exploration$18$12$15$12
General and administrative$40$39$42$39
Net income$109$155$202$182

____________________________________________

Note: Amounts may not calculate due to rounding.

Selected Performance Metrics

For the Three Months Ended
December 31,September 30,June 30,March 31,
2025202520252025
Average net daily equivalent production (MBOE per day)206.9213.8209.1197.3
Lease operating expense (per BOE)$5.55$5.67$5.52$6.13
Transportation costs (per BOE)$3.67$3.77$4.13$3.92
Production taxes as a percent of oil, gas, and NGL production revenue3.8%4.1%3.9%4.4%
Ad valorem tax expense (per BOE)$0.23$0.51$0.54$0.55
Depletion, depreciation, and amortization (per BOE)$16.73$16.54$15.40$15.20
General and administrative (per BOE)$2.10$2.00$2.21$2.22

____________________________________________

Note: Amounts may not calculate due to rounding.

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Overview of Selected Production and Financial Information, Including Trends

For the Years Ended December 31,Amount Change Between PeriodsPercent Change Between Periods
20252024
Net production volumes: (1)
Oil (MMBbl)40.329.411.037%
Gas (Bcf)150.5137.013.510%
NGLs (MMBbl)10.110.2(0.1)(1)%
Equivalent (MMBOE)75.562.413.121%
Average net daily production: (1)
Oil (MBbl per day)110.580.230.238%
Gas (MMcf per day)412.3374.338.110%
NGLs (MBbl per day)27.627.9(0.3)(1)%
Equivalent (MBOE per day)206.8170.536.321%
Oil, gas, and NGL production revenue (in millions): (1)
Oil production revenue$2,561$2,187$37417%
Gas production revenue35324910442%
NGL production revenue224235(11)(5)%
Total oil, gas, and NGL production revenue$3,138$2,671$46717%
Oil, gas, and NGL production expense (in millions): (1)
Lease operating expense$431$319$11235%
Transportation costs29216712575%
Production taxes1271161110%
Ad valorem tax expense3535(1)%
Total oil, gas, and NGL production expense$885$637$24839%
Realized price:
Oil (per Bbl)$63.52$74.49$(10.97)(15)%
Gas (per Mcf)$2.35$1.82$0.5329%
NGLs (per Bbl)$22.22$23.01$(0.79)(3)%
Per BOE$41.58$42.81$(1.23)(3)%
Per BOE data: (1)
Oil, gas, and NGL production expense:
Lease operating expense$5.71$5.11$0.6012%
Transportation costs3.872.681.1944%
Production taxes1.691.86(0.17)(9)%
Ad valorem tax expense0.460.56(0.10)(18)%
Total oil, gas, and NGL production expense (1)$11.72$10.21$1.5115%
Depletion, depreciation, and amortization$15.99$12.97$3.0223%
General and administrative$2.13$2.22$(0.09)(4)%
Net derivative settlement gain (2)$1.75$1.10$0.6559%
Earnings per share information (in millions, except per share data): (3)
Basic weighted-average common shares outstanding115115%
Diluted weighted-average common shares outstanding115116(1)(1)%
Basic net income per common share$5.65$6.71$(1.06)(16)%
Diluted net income per common share$5.64$6.67$(1.03)(15)%

____________________________________________

(1)    Amounts and percentage changes may not calculate due to rounding.

(2)    Net derivative settlements for the years ended December 31, 2025, and 2024, are included within the net derivative gain line item in the accompanying consolidated statements of operations (“accompanying statements of operations”).

(3)    Refer to Note 9 – Earnings Per Share in Part II, Item 8 of this report for additional discussion.

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The Civitas Merger, which closed on January 30, 2026, is expected to materially affect our future operating and financial results. The addition of Civitas’ assets and operations is expected to increase production volumes and revenues and to impact oil, gas, and NGL production expense, general and administrative expense, and other expense categories. The magnitude and timing of these impacts will depend, in part, on integration activities, operating performance, commodity prices, and other factors and may not be directly comparable to the Company’s historical results. Unless otherwise noted, the discussion below reflects the results of our legacy operations and historical trends prior to the Merger.

Average net daily equivalent production for the year ended December 31, 2025, increased 21 percent compared with 2024, resulting from a full year of production from our Uinta Basin assets, and continued strong well performance. Oil production as a percentage of total production increased to 53 percent in 2025 from 47 percent in 2024, resulting from a full year of oil production from our Uinta Basin assets, which averaged 87 percent oil production in 2025. In 2026, we expect an increase in total production volumes due to the integration of assets from the Civitas Merger. Refer to Comparison of Financial Results and Trends Between 2025 and 2024 below for additional discussion.

We present certain information on a per BOE basis in order to evaluate our performance relative to our peers and to identify and measure trends we believe may require additional analysis and discussion.

Our realized price on a per BOE basis decreased three percent for the year ended December 31, 2025, compared with 2024, primarily because of decreases in oil benchmark commodity prices partially offset by the increase in gas benchmark commodity prices. For the years ended December 31, 2025, and 2024, we recognized net gains on the settlement of our commodity derivative contracts of $1.75 per BOE and $1.10 per BOE, respectively.

LOE on a per BOE basis increased 12 percent for the year ended December 31, 2025, compared with 2024, driven by the increased percentage of oil in our total production mix, which has higher lifting costs per BOE, and increases in certain operating costs. We anticipate volatility in LOE on a per BOE basis resulting from changes in production, timing of workover projects, changes in service provider costs, and industry activity, all of which affect total LOE.

Transportation costs on a per BOE basis increased 44 percent for the year ended December 31, 2025, compared with 2024. This increase was primarily due to 15.9 MMBOE of full year production from our Uinta Basin assets, which incur higher transportation costs on a per BOE basis compared to our Midland Basin and South Texas assets. In general, we expect total transportation costs to fluctuate relative to changes in oil production from our Uinta Basin assets and gas and NGL production from our South Texas assets, where we incur a majority of our transportation costs. For 2026, we expect transportation costs on a per BOE basis to remain relatively flat compared with 2025.

Production tax expense on a per BOE basis for the year ended December 31, 2025, decreased nine percent compared with 2024, primarily resulting from a decrease in the realized price of oil, and full year operations for our Uinta Basin assets which incur a lower production tax rate compared to our Midland Basin and South Texas assets. Our overall production tax rate was 4.1 percent and 4.3 percent for the years ended December 31, 2025, and 2024, respectively. We generally expect production tax expense to correlate with oil, gas, and NGL production revenue on a per BOE and absolute basis. Product mix, the location of production, and incentives to encourage oil and gas development can also impact the amount of production tax expense that we recognize.

Ad valorem tax expense on a per BOE basis decreased 18 percent for the year ended December 31, 2025, compared with 2024, primarily due to increased net equivalent production and changes to the assessed values of our producing properties. We anticipate volatility in ad valorem tax expense on a per BOE and absolute basis as the valuation of our producing properties changes.

Depletion, depreciation, and amortization (“DD&A”) expense on a per BOE basis increased 23 percent for the year ended December 31, 2025, compared with 2024, due to increased production from our Uinta Basin assets, which caused a shift in the production mix towards our higher rate Midland Basin and Uinta Basin assets. For 2026, we expect DD&A expense on an absolute basis to increase compared with 2025, primarily reflecting anticipated higher production volumes and our expanded asset base. Our DD&A expense on a per BOE and absolute basis may fluctuate as a result of changes in our production mix, changes in our total estimated proved reserve volumes, changes in capital allocation, impairments, acquisition and divestiture activity, and carrying cost funding and sharing arrangements with third parties.

General and administrative (“G&A”) expense on a per BOE basis decreased four percent for the year ended December 31, 2025, compared with 2024, primarily driven by a higher rate of production growth relative to increases in G&A expense on an absolute basis. For 2026, we expect G&A expense on an absolute basis and on a per BOE basis to increase compared with 2025, primarily due to an increase in employee headcount as a result of the Civitas Merger, and expected increases in compensation expense and integration costs. Certain components of G&A expense, and G&A expense on a per BOE basis, are impacted by the Company’s full year performance against performance targets established at the beginning of the year and, therefore, are subject to variability.

Refer to Comparison of Financial Results and Trends Between 2025 and 2024 for additional discussion of operating expenses.

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Comparison of Financial Results and Trends Between 2025 and 2024

Average net daily equivalent production, production revenue, and production expense

The following table presents the changes in our average net daily equivalent production, oil, gas, and NGL production revenue, and oil, gas, and NGL production expense, by area, between the years ended December 31, 2025, and 2024:

Average Net Equivalent Production Increase (Decrease)Oil, Gas, and NGL Production Revenue Increase (Decrease)Oil, Gas, and NGL Production Expense Increase
(MBOE per day)(in millions)(in millions)
Midland Basin2.4$(194.8)$9.2
South Texas(0.7)(9.4)28.2
Uinta Basin34.6671.3210.6
Total36.3$467.1$247.9

____________________________________________

Note: Amounts may not calculate due to rounding.

Average net daily equivalent production volumes for the year ended December 31, 2025, increased 21 percent compared with 2024, comprised of a three percent increase from our Midland Basin assets, and 43.7 MBOE of production from our Uinta Basin assets. As a result of decreases in benchmark oil and NGL prices, realized prices for oil and NGLs decreased 15 percent and three percent, respectively, while the realized price for gas increased 29 percent. Oil, gas, and NGL production revenue increased 17 percent, primarily resulting from a 21 percent increase in average net daily equivalent production volumes. Oil, gas, and NGL production expense for the year ended December 31, 2025, increased 39 percent compared with 2024, as activity related to our Uinta Basin assets contributed to increases in transportation costs, LOE, and production tax expense.

Refer to Overview of Selected Production and Financial Information, Including Trends above for additional discussion, including discussion of trends on a per BOE basis.

Depletion, depreciation, and amortization

For the Years Ended December 31,
20252024
(in millions)
Depletion, depreciation, and amortization$1,207$809

DD&A expense for the year ended December 31, 2025, increased 49 percent compared with 2024, primarily resulting from increased production from our Uinta Basin assets during 2025. Our Midland Basin and Uinta Basin assets have higher DD&A rates than our South Texas assets. Refer to Overview of Selected Production and Financial Information, Including Trends above for discussion of DD&A expense on a per BOE basis.

Exploration

For the Years Ended December 31,
20252024
(in millions)
Geological, geophysical, and other expenses$17$28
Overhead4036
Total exploration$57$64

Exploration expense decreased 11 percent for the year ended December 31, 2025, compared with 2024, primarily resulting from a decrease in geological and geophysical and other expenses. Exploration expense fluctuates based on actual geological and geophysical studies we perform within an exploratory area, exploratory dry hole expense incurred, and changes in the amount of allocated overhead.

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General and administrative

For the Years Ended December 31,
20252024
(in millions)
General and administrative$161$138

G&A expense increased 17 percent for the year ended December 31, 2025, compared with 2024, primarily due to increased compensation costs associated with additional headcount from the Uinta Basin Acquisition. Refer to Overview of Selected Production and Financial Information, Including Trends above for discussion of G&A expense, including G&A expense on a per BOE basis.

Net derivative gain

For the Years Ended December 31,
20252024
(in millions)
Net derivative gain$(178)$(50)

Net derivative gain is a result of changes in fair values associated with fluctuations in the forward price curves for the commodities underlying our outstanding derivative contracts and the monthly cash settlements of our derivative positions during the period. We expect increases in benchmark commodity prices to result in net derivative losses, and decreases in benchmark commodity prices to result in net derivative gains, as measured against our derivative contract prices. Refer to Note 7 – Derivative Financial Instruments in Part II, Item 8 of this report for additional discussion.

Interest expense

For the Years Ended December 31,
20252024
(in millions)
Interest expense$(173)$(141)

Interest expense increased 23 percent for the year ended December 31, 2025, compared with 2024, as a result of the issuance of our 2029 Senior Notes and 2032 Senior Notes during the third quarter of 2024 and an increase in interest expense associated with borrowings under our revolving credit facility. Total interest expense can vary based on the amount of our outstanding fixed-rate debt securities, fluctuations in the amount of capitalized interest resulting from the timing of the development of our wells in progress, and due to the timing and amount of borrowings under our revolving credit facility. Refer to Overview of Liquidity and Capital Resources below and to Note 5 – Long-Term Debt in Part II, Item 8 of this report for additional discussion and definitions.

Income tax expense

For the Years Ended December 31,
20252024
(in millions, except tax rate)
Income tax expense$(182)$(196)
Effective tax rate22.0%20.3%

Our effective tax rate is impacted by changes in revenue affecting the apportionment of taxable income to states with higher statutory tax rates and proportional effects of net income on permanent items between periods and states. Our effective tax rate increased during 2025, primarily resulting from the impact of state income taxes and the decoupling of state income tax calculations from certain OBBBA provisions, partially offset by the Company’s increasing research and development (“R&D”) activities in new basins and additional credit claims. The increase also reflects the impact of excess tax deficiencies from stock-based compensation awards.

During 2025, we made estimated tax payments of $8 million and received a federal refund of $4 million during the fourth quarter of 2025.

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The effects of changes in tax laws are recognized in the period of enactment. On July 4, 2025, the OBBBA was enacted into law and includes, among other things, tax reform provisions that amend, eliminate, and extend tax rules under the Inflation Reduction Act and Tax Cuts and Jobs Act. During 2025, we recorded the impact of the OBBBA, which resulted in a decrease to our current portion of income tax expense. This change reflects the impacts of the reinstatement of 100 percent bonus depreciation on tangible assets; the immediate expensing of qualified R&D expenditures and the expensing of unamortized, previously capitalized, prior year qualified R&D expenditures; and a less restrictive limitation on the business interest expense deduction. Additionally, the OBBBA allows for the deduction of intangible drilling costs from Adjusted Financial Statement Income (“AFSI”) when determining whether a company is subject to and liable for the Corporate Alternative Minimum Tax (“CAMT”). As a result, we do not expect to become subject to or liable for the CAMT for the foreseeable future, notwithstanding other factors that may impact our AFSI.

Refer to Note 4 – Income Taxes in Part II, Item 8 of this report for further discussion.

Overview of Liquidity and Capital Resources

Based on the current commodity price environment, we believe we have sufficient liquidity and capital resources to execute our business plan while continuing to meet our financial obligations, including near-term maturities of our outstanding Senior Notes. We continue to manage the duration and level of our drilling and completion service commitments in order to maintain flexibility with regard to our activity level and capital expenditures.

Sources of Cash

We expect to fund our 2026 capital expenditures and return of capital program with cash flows from operations, with any remaining cash needs being funded by borrowings under our revolving credit facility. Although we expect cash flows from these sources to be sufficient for 2026, we may also elect to raise funds through new debt or equity offerings or from other sources of financing. If we raise additional funds through the issuance of equity or convertible debt securities, the percentage ownership of our current stockholders could be diluted, and these newly issued securities may have rights, preferences, or privileges senior to those of existing stockholders and bondholders. Additionally, we may enter into carrying cost and sharing arrangements with third parties for certain exploration or development programs.

During 2024, we issued our 2029 Senior Notes and 2032 Senior Notes. See below for discussion on how the net proceeds received were used, and refer to Note 5 – Long-Term Debt in Part II, Item 8 of this report for additional discussion.

Our credit ratings affect the availability of, and cost for us to borrow, additional funds. Two major credit rating agencies upgraded our credit ratings following the close of the Civitas Merger on January 30, 2026, citing our increased size, scale and diversification, and enhanced and consistently positive free cash flow generation.

All of our sources of liquidity can be affected by the general conditions of the broader economy, force majeure events, fluctuations in commodity prices, operating costs, interest rate changes, tax law changes, and volumes produced, all of which affect us and our industry.

We have no control over the market prices for oil, gas, and NGLs, although we may be able to influence the amount of our realized revenues from our oil, gas, and NGL sales through the use of commodity derivative contracts as part of our financial risk management program. Commodity derivative contracts may limit the prices we receive for our oil, gas, and NGL sales if oil, gas, or NGL prices rise over the price established by the commodity derivative contract. Refer to Note 7 – Derivative Financial Instruments in Part II, Item 8 of this report for additional information about our commodity derivative contracts currently in place and the timing of settlement of those contracts.

Credit Agreement

Our Credit Agreement provides for a senior secured revolving credit facility with a maximum loan amount of $3.0 billion. As of December 31, 2025, the borrowing base and aggregate revolving lender commitments under our Credit Agreement were $3.0 billion and $2.0 billion, respectively. The borrowing base is subject to regular, semi-annual redetermination, and considers the value of both our proved oil and gas properties reflected in our most recent reserve report and commodity derivative contracts, each as determined by our lender group. The next borrowing base redetermination date is scheduled to occur on April 1, 2026. During, 2025 we entered into the Third Amendment with our lenders to amend the springing maturity provision of the Credit Agreement to provide a more flexible structure based on the amount of our short-term debt outstanding and our borrowing availability. No individual bank participating in our Credit Agreement represents more than 10 percent of the lender commitments under the Credit Agreement. We must comply with certain financial and non-financial covenants under the terms of the Credit Agreement, including covenants limiting dividend payments and requiring that we maintain certain financial ratios, as set forth in the Credit Agreement. We were in compliance with all financial and non-financial covenants as of December 31, 2025, and through the filing of this report. In connection with the closing of the Civitas Merger on January 30, 2026, the Company and its lenders entered into the Fourth Amendment to the Credit Agreement, which, among other things, increased the aggregate revolving lender commitments available under our Credit Agreement to $2.5 billion and increased the borrowing base to $5.0 billion. Refer to Note 5 – Long-Term Debt in Part II, Item 8 of this report for definitions of the Third

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Amendment and Fourth Amendment and additional discussion, as well as the presentation of the outstanding balance, total amount of letters of credit, and available borrowing capacity under the Credit Agreement as of February 2, 2026, December 31, 2025, and December 31, 2024.

The following table summarizes our daily weighted-average revolving credit facility balance during the periods presented:

For the Years Ended December 31,
20252024
(in millions)
Daily weighted-average revolving credit facility balance$50$57

The amount we borrow under our revolving credit facility is impacted by cash flows provided by our operating activities, proceeds received from divestitures of properties, capital markets activities including open market debt repurchases, debt redemptions, and repayment of scheduled debt maturities, other financing activities, and our capital expenditures, including acquisitions.

Weighted-Average Interest and Weighted-Average Borrowing Rates

Our weighted-average interest rate includes paid and accrued interest, fees on the unused portion of the aggregate revolving lender commitment amount under the Credit Agreement, letter of credit fees, and the non-cash amortization of deferred financing costs. Our weighted-average borrowing rate includes paid and accrued interest only.

The following table presents our weighted-average interest rates and our weighted-average borrowing rates for the years ended December 31, 2025 and 2024:

For the Years Ended December 31,
20252024
Weighted-average interest rate7.4%7.6%
Weighted-average borrowing rate6.8%6.6%

Our weighted-average interest rate decreased for the year ended December 31, 2025, compared with 2024, primarily due to decreased borrowings under our revolving credit facility. Our weighted-average borrowing rate increased for the year ended December 31, 2025, compared with 2024, primarily as a result of the issuance of our 2029 Senior Notes and 2032 Senior Notes during 2024, which have greater outstanding aggregate principal balances and higher interest rates compared with our other outstanding Senior Notes and our 5.625% Senior Notes due June 1, 2025 (“2025 Senior Notes”) that we redeemed during the third quarter of 2024. The rates disclosed in the table above for the year ended December 31, 2024, do not reflect the $9 million fee paid to secure firm commitments for senior unsecured bridge term loans in connection with the Uinta Basin Acquisition.

Our weighted-average interest rate and weighted-average borrowing rate are affected by the occurrence and timing of long-term debt issuances and redemptions and the average outstanding balance on our revolving credit facility. Additionally, our weighted-average interest rate is affected by the fees paid on the unused portion of our aggregate revolving lender commitments. The rates disclosed in the above table do not reflect certain amounts associated with the repurchase or redemption of Senior Notes, such as the accelerated expense recognition of the unamortized deferred financing costs and unamortized discounts, as these amounts are netted against the associated gain or loss on extinguishment of debt. The 2025 Senior Notes were redeemed at their par value on August 26, 2024 and after this date, the weighted-average interest rate was no longer affected by the non-cash amortization of deferred financing costs of the 2025 Senior Notes.

Refer to Significant Developments in 2025 in Part I, Items 1 and 2 for the definitions of 2029 Senior Notes and 2032 Senior Notes, and to Note 5 – Long-Term Debt in Part II, Item 8 of this report for additional discussion and definitions.

Uses of Cash

We use cash for the development, exploration, and acquisition of oil and gas properties; for the payment of operating and general and administrative costs, income taxes, debt obligations, including interest and early repayments or redemptions, and dividends; and for repurchases of shares of our outstanding common stock under the Stock Repurchase Program. Expenditures for the development, exploration, and acquisition of oil and gas properties are the primary use of our capital resources. During 2025, we spent $1.5 billion on capital expenditures and on acquisitions of proved and unproved oil and gas properties. This amount differs from the costs incurred amount of $1.4 billion for the year ended December 31, 2025, as costs incurred is an accrual-based amount that also includes asset retirement obligations, geological and geophysical expenses, and exploration overhead amounts. Refer to Costs Incurred in Supplemental Oil and Gas Information (unaudited) in Part II, Item 8 of this report for additional discussion.

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The amount and allocation of our future capital expenditures will depend upon a number of factors, including our cash flows from operating, investing, and financing activities, our ability to execute our development program, inflation, and the number and size of acquisitions that we complete. In addition, the impact of oil, gas, and NGL prices on investment opportunities, the availability of capital, tax law and other regulatory changes, and the timing and results of our exploration and development activities may lead to changes in funding requirements for future development. We periodically review our capital expenditure budget and guidance to assess if changes are necessary based on current and projected cash flows, acquisition and divestiture activities, debt requirements, and other factors.

Changes to the Internal Revenue Code (“IRC“) and federal income tax laws could increase our corporate income tax rate and eliminate or reduce current tax deductions, such as those for intangible drilling costs, depreciation of equipment costs, and other deductions which currently reduce our taxable income. The CAMT and other possible future legislation could reduce our net cash provided by operating activities resulting in a reduction of available funding. Refer to Comparison of Financial Results and Trends Between 2025 and 2024 above for additional discussion.

We may from time to time repurchase shares of our common stock, or repurchase or redeem all or portions of our outstanding debt securities, for cash, through exchanges for other securities, or a combination of both. Such repurchases or redemptions may be made in open market transactions, privately negotiated transactions, tender offers, pursuant to contractual provisions, or otherwise. Any such repurchases or redemptions will depend on our business strategy, prevailing market conditions, our liquidity requirements, contractual restrictions or covenants, compliance with securities laws, and other factors. The amounts involved in any such transaction may be material.

During the years ended December 31, 2025, and 2024, we repurchased and subsequently retired 444,705 shares and 1,771,191 shares, respectively, of our common stock at a cost, excluding excise taxes, commissions, and fees, of $12 million and $84 million, respectively. As of December 31, 2025, $488 million remained available under the Stock Repurchase Program for repurchases of our common stock through December 31, 2027. Effective January 1, 2023, shares of common stock repurchased, net of shares of common stock issued, are subject to a one percent excise tax imposed by the IRA. We paid a minimal amount of excise tax related to common stock repurchases during 2025. Refer to Note 3 – Equity in Part II, Item 8 of this report for discussion of the Stock Repurchase Program.

During the years ended December 31, 2025, and 2024, we paid $92 million and $85 million, respectively, in dividends to our stockholders. Dividends paid were $0.80 and $0.74, per share during the years ended December 31, 2025, and 2024, respectively. Beginning in the first quarter of 2026, dividends are expected to be declared and paid within the same quarter, rather than being paid in the quarter subsequent to declaration. As a result of this timing change, cash dividend payments during 2026 are expected to include five payments, consisting of the fourth quarter 2025 dividend paid in the first quarter of 2026, plus the four quarterly dividends declared and paid during 2026. In February of 2026, our Board of Directors approved a 10 percent increase to our annual base dividend to $0.88 per share, payable quarterly, effective beginning with the March 2026 dividend. We currently intend to continue paying dividends to our stockholders for the foreseeable future, subject to our future earnings, our financial condition, covenants under our Credit Agreement and indentures governing each series of our outstanding Senior Notes, and other factors that could arise. The payment and amount of future dividends remain at the discretion of our Board of Directors.

During 2024, we redeemed all of the $349 million of aggregate principal amount outstanding of our 2025 Senior Notes. Additionally, we used a portion of the net proceeds from the 2029 Senior Notes and 2032 Senior Notes, cash on hand, and borrowings under our revolving credit facility to fund our proportionate share of the Uinta Basin Acquisition. Refer to Significant Developments in 2025 in Part I, Items 1 and 2 for the definitions of 2029 Senior Notes and 2032 Senior Notes, and to Note 5 – Long-Term Debt and Note 17 – Mergers, Acquisitions, and Divestitures in Part II, Item 8 of this report for additional discussion and definitions.

Analysis of Cash Flow Changes Between 2025 and 2024

The following tables present changes in cash flows between the years ended December 31, 2025 and 2024, for our operating, investing, and financing activities. The analysis following each table should be read in conjunction with our accompanying consolidated statements of cash flows (“accompanying statements of cash flows”) in Part II, Item 8 of this report.

Operating Activities

For the Years Ended December 31,Amount Change Between Periods
20252024
(in millions)
Net cash provided by operating activities$2,011$1,783$228

Net cash provided by operating activities increased for the year ended December 31, 2025, compared with 2024, primarily resulting from a $474 million increase in cash received from oil, gas, and NGL production revenues, net of transportation costs and production taxes, and an increase of $60 million in cash received on settled derivative trades. These amounts were partially offset by an increase of $169 million in cash paid for LOE, ad valorem taxes, and certain G&A expenses, and an increase of $78 million in cash

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paid for interest. Net cash provided by operating activities was also affected by the timing of payments made between us and XCL Resources related to activity occurring after the closing date of the Uinta Basin Acquisition. Refer to Note 17 – Mergers, Acquisitions, and Divestitures in Part II, Item 8 of this report for additional discussion and definitions.

Net cash provided by operating activities is affected by working capital changes and the timing of cash receipts and disbursements.

Investing Activities

For the Years Ended December 31,Amount Change Between Periods
20252024
(in millions)
Net cash used in investing activities$(1,468)$(3,407)$1,939

Net cash used in investing activities decreased for the year ended December 31, 2025, compared with 2024, resulting from $2.1 billion of cash paid for the Uinta Basin Acquisition in 2024, partially offset by a $127 million increase in capital expenditures. Refer to Note 17 – Mergers, Acquisitions, and Divestitures in Part II, Item 8 of this report for additional discussion of the Uinta Basin Acquisition.

Financing Activities

For the Years Ended December 31,Amount Change Between Periods
20252024
(in millions)
Net cash provided by (used in) financing activities$(175)$1,008$(1,183)

Net cash used in financing activities during the year ended December 31, 2025, primarily related to $92 million of dividends paid to our stockholders, net repayments under our revolving credit facility of $69 million, and $13 million, including commission and fees, paid to repurchase and subsequently retire 444,705 shares of our common stock under the Stock Repurchase Program.

Net cash provided by financing activities during the year ended December 31, 2024, primarily related to net cash proceeds of $1.5 billion from the issuance of our 2029 Senior Notes and 2032 Senior Notes, and net borrowings under our revolving credit facility of $69 million, partially offset by $349 million of cash paid to redeem our 2025 Senior Notes. Additionally, we paid $86 million, including commission and fees, to repurchase and subsequently retire 1,771,191 shares of our common stock under the Stock Repurchase Program, and paid $85 million of dividends to our stockholders.

Refer to Note 3 – Equity in Part II, Item 8 of this report for additional discussion of our Stock Repurchase Program and Note 5 – Long-Term Debt in Part II, Item 8 of this report for additional discussion and definitions related to our debt transactions.

Interest Rate Risk

We are exposed to market and credit risk due to the floating interest rate associated with any outstanding balance on our revolving credit facility. Our Credit Agreement allows us to fix the interest rate for all or a portion of the principal balance of our revolving credit facility for a period up to six months. To the extent that the interest rate is fixed, interest rate changes will affect the revolving credit facility’s fair value but will not affect results of operations or cash flows. Conversely, for the portion of the revolving credit facility that has a floating interest rate, interest rate changes will not affect the fair value but will affect future results of operations and cash flows. Changes in interest rates do not affect the amount of interest we pay on our fixed-rate Senior Notes, but can affect their fair values. As of December 31, 2025, our outstanding principal amount of fixed-rate debt totaled $2.7 billion and we had no floating-rate debt outstanding. As of December 31, 2024, our outstanding principal amount of fixed-rate debt totaled $2.7 billion and our floating-rate debt outstanding totaled $69 million. Refer to Note 8 – Fair Value Measurements in Part II, Item 8 of this report for additional discussion on the fair values of our Senior Notes.

Commodity Price Risk

The prices we receive for our oil, gas, and NGL production directly affect our revenue, profitability, access to capital, ability to return capital to our stockholders, and future rate of growth. Oil, gas, and NGL prices are subject to unpredictable fluctuations resulting from a variety of factors that are typically beyond our control, including changes in supply and demand associated with the broader macroeconomic environment, constraints on gathering systems, processing facilities, pipelines, rail systems, and other transportation systems, and weather-related events. The markets for oil, gas, and NGLs have been volatile, especially over the last decade, and

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remain subject to high levels of uncertainty and volatility related to production output from OPEC+, fluctuations in oil and gas demand from China, global shipping channel constraints and disruptions, War and Geopolitical Instability, tariffs or trade restrictions, and the potential impacts of these issues on global commodity and financial markets. These circumstances have contributed to inflation, instances of supply chain disruptions, and fluctuations in interest rates, and could have further industry-specific impacts that may require us to adjust our business plan. The realized prices we receive for our production also depend on numerous factors that are typically beyond our control. Refer to Risk Factors - Risks Related to Commodity Prices and Global Macroeconomics in Part I, Item 1A of this report. Based on our production for 2025, and 2024, a 10 percent decrease in our average realized prices for oil, gas, and NGLs would have reduced our oil, gas, and NGL production revenues by approximately $256 million, $35 million, and $22 million, respectively, for 2025, and $219 million, $25 million and $24 million, respectively, for 2024. If commodity prices had been 10 percent lower, our net derivative settlements for the year ended December 31, 2025, would have offset the declines in oil, gas, and NGL production revenue by approximately $106 million.

We enter into commodity derivative contracts in order to reduce the risk of fluctuations in commodity prices. The fair value of our commodity derivative contracts is largely determined by estimates of the forward curves of the relevant price indices. As of December 31, 2025, and 2024, a 10 percent increase or decrease in the forward curves associated with our oil, gas, and NGL commodity derivative instruments would have changed our net derivative positions for these products by approximately $57 million, $36 million, and $1 million, respectively, for 2025, and $52 million, $23 million, and $2 million, respectively, for 2024.

Off-Balance Sheet Arrangements

We have not participated in transactions that generate relationships with unconsolidated entities or financial partnerships, such as entities often referred to as structured finance or special purpose entities (“SPE” or “SPEs”). Refer to Off-Balance Sheet Arrangements within Note 1 – Summary of Significant Accounting Policies in Part II, Item 8 of this report for additional discussion.

Critical Accounting Estimates

Our discussion of financial condition and results of operations is based upon the information reported in our consolidated financial statements. The preparation of these consolidated financial statements in conformity with GAAP requires us to make assumptions and estimates that affect the reported amounts of assets, liabilities, revenues, and expenses, as well as the disclosure of contingent assets and liabilities as of the date of our consolidated financial statements. We base our assumptions and estimates on historical experience and various other sources that we believe to be reasonable under the circumstances. Actual results may differ from the estimates we calculate as a result of changes in circumstances, global economics and politics, and general business conditions. A summary of our significant accounting policies is detailed in Note 1 – Summary of Significant Accounting Policies in Part II, Item 8 of this report. We have outlined below, those policies identified as being critical to the understanding of our business and results of operations and that require the application of significant management judgment.

Successful Efforts Method of Accounting. GAAP provides two alternative methods for the oil and gas industry to use in accounting for oil and gas producing activities. These two methods are generally known in our industry as the full cost method and the successful efforts method, and both methods are widely used. The methods are different enough that in many circumstances the same set of facts will provide materially different financial statement results within a given year. We have chosen the successful efforts method of accounting for our oil and gas producing activities. A more detailed description is included in Note 1 – Summary of Significant Accounting Policies of Part II, Item 8 of this report.

Oil and Gas Reserve Quantities. Our estimated proved reserve quantities and future net cash flows are critical to understanding the value of our business. They are used in comparative financial ratios and are the basis for significant accounting estimates in our consolidated financial statements, including the calculations of DD&A expense, impairment of proved and unproved oil and gas properties, asset retirement obligations, and purchase price allocations. Refer to Oil and Gas Producing Activities in Note 1 – Summary of Significant Accounting Policies of Part II, Item 8 of this report for additional discussion on our accounting policies impacted by estimated reserve quantities.

Future cash inflows and future production and development costs are determined by applying prices and costs, including transportation, quality differentials, and basis differentials, applicable to each period to our net share of estimated quantities of proved reserves remaining to be produced as of the end of that period. Expected cash flows are discounted to present value using an appropriate discount rate. For example, the standardized measure of discounted future net cash flows calculation requires that a 10 percent discount rate be applied. Although reserve estimates are inherently imprecise and estimates of new discoveries and undeveloped locations are more imprecise than those of established producing oil and gas properties, we make a considerable effort in estimating our reserves. We engage Ryder Scott, an independent reservoir evaluation consulting firm, to audit a minimum of 80 percent of our total calculated proved reserve PV-10. We expect proved reserve estimates will change as additional information becomes available and as commodity prices and operating and capital costs change. We evaluate and estimate our proved reserves each year end. It should not be assumed that the standardized measure of discounted future net cash flows (GAAP) or PV-10 (non-GAAP) as of December 31, 2025, is the current market value of our estimated proved reserves. In accordance with SEC requirements, we based these measures on the unweighted arithmetic average of the first-day-of-the-month price of each month within the trailing 12-month period ended December 31, 2025. Actual future prices and costs may be materially higher or lower than the prices and costs utilized in the estimates. Refer to Risk Factors in Part I, Item 1A of this report for additional discussion.

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If the estimates of proved reserves decline, the rate at which we record DD&A expense will increase, which would reduce future net income. Changes in DD&A rate calculations caused by changes in reserve quantities are made prospectively. In addition, a decline in reserve estimates may impact the outcome of our assessment of proved and unproved properties for impairment. Impairments are recorded in the period in which they are identified.

The following table presents information about proved reserve changes from period to period due to items we do not control, such as price, and from changes due to production history and well performance. These changes do not require a capital expenditure on our part, but may have resulted from capital expenditures we incurred to develop other estimated proved reserves.

For the Years Ended December 31,
20252024
MMBOE Change
Revisions resulting from performance(19.2)(8.0)
Removal of net proved undeveloped reserves no longer in our five-year development plan(40.7)(30.5)
Revisions resulting from price changes3.7(13.4)
Total(56.2)(51.9)

____________________________________________

Note: Amounts may not calculate due to rounding.

As previously noted, commodity prices are volatile and estimates of reserves are inherently imprecise. Consequently, we expect to continue experiencing these types of changes.

We cannot reasonably predict future commodity prices, although we believe that together, the analyses below provide reasonable information regarding the impact of changes in pricing and trends on total estimated net proved reserves. The following table reflects the estimated MMBOE change and percentage change to our total reported estimated net proved reserve volumes from the described hypothetical changes:

For the year ended December 31, 2025
MMBOE ChangePercentage Change
10 percent decrease in SEC pricing (1)(18.4)(3)%
Average NYMEX strip pricing as of fiscal year end (2)(9.0)(1)%
10 percent decrease in net proved undeveloped reserves (3)(26.1)(4)%

____________________________________________

(1)    The change solely reflects the impact of a 10 percent decrease in SEC pricing to the total reported estimated net proved reserve volumes as of December 31, 2025, and does not include additional impacts to our estimated net proved reserves that may result from our internal intent to drill hurdles or changes in future service or equipment costs.

(2)    The change solely reflects the impact of replacing SEC pricing with the five-year average NYMEX strip pricing as of December 31, 2025, and does not include additional impacts to our estimated net proved reserves that may result from our internal intent to drill hurdles or changes in future service or equipment costs. As of December 31, 2025, SEC pricing was $65.34 per Bbl for oil, $3.39 per MMBtu for gas, and $27.45 per Bbl for NGLs, and five-year average NYMEX strip pricing was $58.72 per Bbl for oil, $3.71 per MMBtu for gas, and $22.85 per Bbl for NGLs.

(3)    The change solely reflects a 10 percent decrease in net proved undeveloped reserves as of December 31, 2025, and does not include any additional impacts to our estimated net proved reserves.

Additional reserve information can be found in Reserves in Part I, Items 1 and 2 of this report, and in Supplemental Oil and Gas Information (unaudited) in Part II, Item 8 of this report.

Impairment of Proved Properties. Proved oil and gas properties are evaluated for impairment on a depletion pool-by-pool basis and reduced to fair value when there is an indication that their carrying amount may not be recoverable. We estimate the expected future cash flows of our proved oil and gas properties and compare these undiscounted cash flows to the carrying amount to determine if the carrying amount is recoverable. If the carrying amount exceeds the estimated undiscounted future cash flows, we will write down the carrying amount of the proved oil and gas properties to fair value (or discounted future cash flows). Management estimates future cash flows from all proved reserves and risk adjusted probable and possible reserves using various factors, which are subject to our judgment and expertise, and include, but are not limited to, commodity price forecasts, estimated future operating and capital costs, development plans, and discount rates to incorporate the risk and current market conditions associated with realizing the expected cash flows. We cannot predict when or if future impairment charges will be recorded because of the uncertainty in the factors discussed above. Despite any amount of future impairment being difficult to predict, based on our commodity price assumptions as of

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February 2, 2026, we do not expect any material proved oil and gas property impairments in the first quarter of 2026 resulting from commodity price impacts.

Accounting Matters

Refer to Recently Issued Accounting Guidance in Note 1 – Summary of Significant Accounting Policies in Part II, Item 8 of this report for information on new authoritative accounting guidance.

Environmental

We believe we are in substantial compliance with environmental laws and regulations and do not currently anticipate that material future expenditures will be required under the existing regulatory framework. However, environmental laws and regulations are subject to frequent changes, and we are unable to predict the impact that compliance with future laws or regulations, such as those currently being considered as discussed below, may have on future capital expenditures, liquidity, and results of operations.

Hydraulic Fracturing. Hydraulic fracturing is an important and common practice that is used to stimulate production of hydrocarbons from tight formations. For additional information about hydraulic fracturing and related environmental matters, refer to Risk Factors – Risks Related to Litigation and Government Regulations – Federal and state legislative and regulatory initiatives relating to hydraulic fracturing could result in increased costs and additional operating restrictions or delays.

Climate Change and Air Quality. In June 2013, President Obama announced a Climate Action Plan designed to further reduce GHG emissions and prepare the nation for the physical effects that may occur as a result of climate change. The Climate Action Plan targeted methane reductions from the oil and gas sector as part of a comprehensive interagency methane strategy. As part of the Climate Action Plan, on May 12, 2016, the EPA issued final regulations applicable to new, modified, or reconstructed sources that amended and expanded 2012 regulations for the oil and gas sector by, among other things, setting emission limits for volatile organic compounds (“VOCs” or “VOC”) and methane, a GHG, and added requirements for previously unregulated sources. The 2016 NSPS requires reduction of methane and VOCs from certain activities in oil and gas production, processing, transmission and storage and applies to facilities constructed, modified, or reconstructed after September 18, 2015. The regulation requires, among other things, GHG and VOC emission limits for certain equipment, such as centrifugal compressors and reciprocating compressors; semi-annual leak detection and repair for well sites and quarterly for boosting and garnering compressor stations and gas transmission compressor stations; control requirements and emission limits for pneumatic pumps; and additional requirements for control of GHGs and VOCs from well completions. In September 2020, the EPA finalized amendments to the 2012 and 2016 NSPS that removed transmission and storage infrastructure from regulation of methane emissions and other VOCs, as well as removed methane control requirements. The portion of the 2020 amendments that removed the transmission and storage infrastructure from the regulations was disapproved by the Congressional Review Act in 2021. In November 2021, the EPA proposed to expand the requirements of the 2012 and 2016 NSPS and also include requirements for states to develop performance standards to control methane emissions from existing sources. In December 2022, the EPA issued a supplemental proposal to update, strengthen, and expand the 2021 proposed rules. The EPA finalized the rule in December 2023. In March 2024, the EPA announced a final rule that implemented a waste emissions charge and new reporting requirements for facilities and wells completed after May 7, 2024. On March 14, 2025, President Trump signed a joint resolution of disapproval under the Congressional Review Act, voiding the EPA’s final rule on methane waste emission, and in July 2025, the EPA announced an interim final rule that extends deadlines for certain provisions related to facilities and wells.

States are also required to comply with the NAAQS. The oil and gas sector is often subjected to additional controls when areas within states are not attaining the ozone NAAQS as the VOCs emitted by the oil and gas sector are a precursor to ozone formation. The ozone NAAQS was set at 70 parts per billion (“ppb”) in 2015. In 2023, the EPA announced its plan to perform a full and complete review of the ozone NAAQS. The results of this review could result in changes to the ozone NAAQS which, if lowered, may result in additional actions by states requiring further emission controls and associated costs. Oil and gas facilities operating in areas that are determined to be out of compliance with the 70 ppb requirement or a lowered ozone NAAQS may be subject to increased emission controls and associated costs of compliance. In March of 2025, the EPA announced it was revisiting the Biden PM2.5 NAAQS and that it was planning on releasing guidance to increase flexibility of NAAQS implementation, reforms to the New Source Review, and direction on permitting obligations.

The United States Congress has from time to time considered adopting legislation to reduce emissions of GHGs and many of the states have already taken legal measures to reduce emissions of GHGs primarily through the planned development of GHG emission inventories and/or regional GHG cap and trade programs. Most of these cap and trade programs work by requiring major sources of emissions, such as electric power plants, or major producers of fuels, such as refineries and gas processing plants, to acquire and surrender emission allowances. The number of allowances available for purchase is reduced each year in an effort to achieve the overall GHG emission reduction goal. In addition, certain international agreements seek to limit and reduce GHGs globally, including the Global Methane Pledge announced at the United Nations Climate Change Conference in Glasgow that aims to reduce methane emissions by 30 percent compared with 2020 levels.

The adoption of legislation or regulatory programs to reduce emissions of GHGs could require us to incur increased operating costs, such as costs to purchase and operate emissions control systems, to acquire emissions allowances, or comply with new regulatory or reporting requirements. Any such legislation or regulatory programs could also increase the cost of consuming, and

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thereby reduce demand for, the oil and gas we produce. Consequently, legislation and regulatory programs to reduce emissions of GHGs could have an adverse effect on our business, financial condition, and results of operations. Judicial challenges to new regulatory measures are likely and we cannot predict the outcome of such challenges. New regulatory suspensions, revisions, or rescissions and conflicting state and federal regulatory mandates may inhibit our ability to accurately forecast the costs associated with future regulatory compliance. Finally, scientists have concluded that increasing concentrations of GHGs in the earth’s atmosphere produce climate changes that likely have significant physical effects, such as increased frequency and severity of storms, droughts, floods, and other climatic events. Such effects could have an adverse effect on our financial condition and results of operations.

In terms of opportunities, the regulation of GHG emissions and the introduction of alternative incentives, such as enhanced oil recovery, carbon sequestration, and low carbon fuel standards, could benefit us in a variety of ways. For example, although federal regulation and climate change legislation could reduce the overall demand for the oil and gas that we produce, the relative demand for gas may increase because the burning of gas produces lower levels of emissions than other readily available fossil fuels such as oil and coal. In addition, if renewable resources such as wind or solar power become more prevalent, gas-fired electric plants may provide an alternative backup to maintain consistent electricity supply. Also, if states adopt low-carbon fuel standards, gas may become a more attractive transportation fuel. For the years ended December 31, 2025, and 2024, approximately 33 percent and 37 percent, respectively, of our production on a per BOE basis was gas. Market-based incentives for the capture and storage of carbon dioxide in underground reservoirs, particularly in oil and gas reservoirs, could also benefit us through the potential to obtain GHG emission allowances or offsets from or government incentives for the sequestration of carbon dioxide. For additional information about climate change, air quality, and related environmental matters, refer to Risk Factors – Risks Related to Litigation and Government Regulations – Legislative and regulatory initiatives and litigation related to global warming and climate change could have an adverse effect on our operations and the demand for oil, gas, and NGLs, and could result in significant litigation, capital, and related expenses and Federal and state regulatory initiatives relating to air quality and greenhouse gas emissions could result in increased costs and additional operating restrictions or delays.

Non-GAAP Financial Measures

Adjusted EBITDAX represents net income (loss) before interest expense, interest income, income taxes, depletion, depreciation, and amortization expense, exploration expense, property abandonment and impairment expense, non-cash stock-based compensation expense, derivative gains and losses net of settlements, gains and losses on divestitures, gains and losses on extinguishment of debt, and certain other items. Adjusted EBITDAX excludes certain items that we believe affect the comparability of operating results and can exclude items that are generally non-recurring in nature or whose timing and/or amount cannot be reasonably estimated. Adjusted EBITDAX is a non-GAAP measure that we believe provides useful additional information to investors and analysts, as a performance measure, for analysis of our ability to internally generate funds for exploration, development, acquisitions, and to service debt. We are also subject to financial covenants under our Credit Agreement. In addition, adjusted EBITDAX is widely used by professional research analysts and others in the valuation, comparison, and investment recommendations of companies in the oil and gas exploration and production industry, and many investors use the published research of industry research analysts in making investment decisions. Adjusted EBITDAX should not be considered in isolation or as a substitute for net income (loss), income (loss) from operations, net cash provided by operating activities, or other profitability or liquidity measures prepared under GAAP. Because adjusted EBITDAX excludes some, but not all items that affect net income (loss) and may vary among companies, the adjusted EBITDAX amounts presented may not be comparable to similar metrics of other companies. Our revolving credit facility provides a material source of liquidity for us. Under the terms of our Credit Agreement, if we failed to comply with the covenants that establish a maximum permitted ratio of total funded debt, as defined in the Credit Agreement, to adjusted EBITDAX, we would be in default, an event that would prevent us from borrowing under our revolving credit facility and would therefore materially limit a significant source of our liquidity. In addition, if we are in default under our revolving credit facility and are unable to obtain a waiver of that default from our lenders, lenders under that facility and under the indentures governing each series of our outstanding Senior Notes would be entitled to exercise all of their remedies for default. Refer to Note 5 – Long-Term Debt in Part II, Item 8 of this report, for definition of and further detail about our Credit Agreement.

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The following table provides reconciliations of our net income (GAAP) and net cash provided by operating activities (GAAP) to adjusted EBITDAX (non-GAAP) for the periods presented:

For the Years Ended December 31,
20252024
(in millions)
Net income (GAAP)$648$770
Interest expense173141
Interest income(3)(32)
Income tax expense182196
Depletion, depreciation, and amortization1,207809
Exploration (1)5159
Stock-based compensation expense2925
Net derivative gain(178)(50)
Net derivative settlement gain13269
Other, net14
Adjusted EBITDAX (non-GAAP)2,2551,987
Interest expense(173)(141)
Interest income332
Income tax expense(182)(196)
Exploration (1) (2)(51)(50)
Amortization of deferred financing costs107
Deferred income taxes178175
Other, net(42)(44)
Net change in working capital1311
Net cash provided by operating activities (GAAP)$2,011$1,783

____________________________________________

Note: Prior year amounts may not calculate due to rounding.

(1)    Stock-based compensation expense is a component of the exploration expense and general and administrative expense line items on the accompanying statements of operations. Therefore, the exploration line items shown in the reconciliation above will vary from the amount shown on the accompanying statements of operations for the component of stock-based compensation expense recorded to exploration expense.

(2)    For the year ended December 31, 2024, amount excludes certain capital expenditures related to one well deemed non-commercial.

MD&A history

Prior-year 10-K MD&A spans are extracted from SEC filings with the same bounded parser used for the latest filing. The latest 10-K appears above; prior years are below.

FY 2024 10-K MD&A

SEC filing source: 0000893538-25-000008.

Extracted structurally from real Item 7 body heading to real Item 7A/8 boundary. Confidence: high. Filing date: 2025-02-20. Report date: 2024-12-31.

ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion includes forward-looking statements. Refer to the Cautionary Information about Forward-Looking Statements section of this report for important information about these types of statements.

Overview of the Company

General Overview

Our purpose is to make people’s lives better by responsibly producing energy supplies, contributing to domestic energy security and prosperity, and having a positive impact in the communities where we live and work. Our long-term vision and strategy is to sustainably grow value for all of our stakeholders as a premier operator of top-tier assets by maintaining and optimizing our high-quality asset portfolio, generating cash flows, and maintaining a strong balance sheet. Our team executes this strategy by prioritizing safety, technological innovation, and stewardship of natural resources, all of which are integral to our corporate culture. Our near-term goals include focusing on operational execution and successfully integrating the Uinta Basin assets; generating cash flows that enable us to continue returning value to stockholders through fixed dividend payments, debt repayments, and our Stock Repurchase Program; and expanding our portfolio of top-tier economic drilling inventory through acquisition and exploration.

Our asset portfolio is comprised of high-quality assets in the Midland Basin of West Texas, the Maverick Basin of South Texas, and the Uinta Basin of northeastern Utah, which we believe are capable of generating strong returns in the current macroeconomic environment and provide resilience to commodity price risk and volatility. We seek to maximize returns and increase the value of our top-tier assets through disciplined capital spending, strategic acquisitions, including the Uinta Basin Acquisition, and continued development and optimization of our existing assets. We believe that our high-quality assets facilitate a sustainable approach to prioritizing operational execution, maintaining a strong balance sheet, generating cash flows, returning capital to stockholders, and maintaining financial flexibility. Refer to Note 17 – Acquisitions in Part II, Item 8 of this report for additional discussion and for the definition of the Uinta Basin Acquisition.

We are committed to exceptional safety, health, and environmental stewardship; supporting the professional development of a diverse and thriving team of employees; building and maintaining partnerships with our stakeholders by investing in and connecting with the communities where we live and work; and transparency in reporting our progress in these areas. The Environmental, Social and Governance Committee of our Board of Directors oversees, among other things, the effectiveness of our ESG policies, programs and initiatives, monitors and responds to emerging trends, issues, and associated risks, and, together with management, reports to our Board of Directors regarding such matters. Further demonstrating our commitment to sustainable operations and environmental stewardship, compensation for our executives and eligible employees under our long-term incentive plan, and compensation for all employees under our short-term incentive plan is calculated based on, in part, certain Company-wide, performance-based metrics that include key financial, operational, environmental, health, and safety measures. Refer to our Definitive Proxy Statement on Schedule 14A for the 2025 annual meeting of stockholders to be filed within 120 days from December 31, 2024, for additional discussion of our compensation programs.

We are affected by global commodity and financial markets that remain subject to heightened levels of uncertainty and volatility. Key factors contributing to market fluctuations include ongoing oil production curtailment agreements among OPEC+, fluctuations in oil and gas demand from China, War and Geopolitical Instability, United States Federal Reserve monetary policy, shipping channel constraints and disruptions, tariffs or trade restrictions, and changes in global oil inventory in storage. These factors have driven commodity price volatility, contributed to instances of supply chain disruptions and fluctuations in interest rates, and could have further industry-specific impacts that may require us to adjust our business plan. Future impacts of these and other events on commodity and financial markets are inherently unpredictable. Despite continuing uncertainty, we expect to maximize the value of our high-quality asset base and sustain strong operational performance and financial stability. We remain focused on generating cash flows to enable us to return capital to stockholders and reduce our debt.

Outlook

We expect our total 2025 capital program to be approximately $1.3 billion, excluding acquisitions, which we expect to fund with cash flows from operations, with any remaining cash needs being funded by borrowings under our revolving credit facility. We plan to focus our 2025 capital program on highly economic oil development projects in our Midland Basin, South Texas, and Uinta Basin assets. Refer to Outlook in Part I, Items 1 and 2 of this report for additional discussion.

2024 Financial and Operational Highlights

During 2024:

•We expanded our operations into Utah upon the completion of the Uinta Basin Acquisition during the fourth quarter of 2024. Refer to Note 17 – Acquisitions in Part II, Item 8 of this report for additional discussion and the definition of the Uinta Basin Acquisition.

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•We issued a combined $1.5 billion of aggregate principal amount of our 2029 Senior Notes and 2032 Senior Notes and redeemed the remaining $349.1 million aggregate principal amount outstanding of our 2025 Senior Notes. Refer to Note 5 – Long-Term Debt in Part II, Item 8 of this report for additional discussion.

•Our Board of Directors approved an increase to our fixed dividend to $0.80 per share annually, to be paid in quarterly increments of $0.20 per share, which commenced in the fourth quarter of 2024. We paid a net cash dividend of $0.74 per share, an increase from $0.60 per share paid during 2023. Refer to Note 3 – Equity in Part II, Item 8 of this report for additional discussion.

•During the first half of 2024, we repurchased and subsequently retired 1.8 million shares of our common stock at a cost of $84.0 million, excluding excise taxes, commissions, and fees. In June 2024, our Board of Directors re-authorized our existing Stock Repurchase Program, and as of December 31, 2024, $500.0 million remained available under the Stock Repurchase Program for repurchases of our common stock through December 31, 2027. Refer to Note 3 – Equity in Part II, Item 8 of this report for additional discussion.

Financial and Operational Results. Average net daily equivalent production for the year ended December 31, 2024, increased 12 percent to 170.5 MBOE, compared with 152.0 MBOE for 2023, as a result of strong well performance, an increased number of completions, and production from our Uinta Basin assets during the fourth quarter of 2024. The increase primarily consisted of increases of seven percent and six percent from our Midland Basin and South Texas assets, respectively, and 9.1 MBOE of production from our Uinta Basin assets.

Realized prices for oil and gas decreased two percent and 27 percent, respectively, for the year ended December 31, 2024, compared with 2023, as a result of decreases in oil and gas benchmark commodity prices. Realized price for NGLs remained flat for the year ended December 31, 2024, compared with 2023. Total realized price per BOE remained flat for the year ended December 31, 2024, compared with 2023, primarily driven by a 24 percent increase in oil production, offset by decreases in oil and gas benchmark commodity prices. Oil, gas, and NGL production revenue increased 13 percent to $2.7 billion for the year ended December 31, 2024, compared with $2.4 billion for 2023, primarily as a result of the timing of well completions, strong well performance, and production from our Uinta Basin assets during the fourth quarter of 2024. Oil, gas, and NGL production expense of $10.21 per BOE for the year ended December 31, 2024, remained flat, compared with 2023.

We recorded net derivative gains of $50.0 million and $68.2 million for the years ended December 31, 2024, and 2023, respectively. These amounts include net derivative settlement gains of $68.7 million and $26.9 million for the years ended December 31, 2024, and 2023, respectively.

Operational activities during the year ended December 31, 2024, resulted in the following:

•Net cash provided by operating activities of $1.8 billion, compared with $1.6 billion for 2023.

•Net income of $770.3 million, or $6.67 per diluted share, compared with net income of $817.9 million, or $6.86 per diluted share for 2023.

•Adjusted EBITDAX, a non-GAAP financial measure, of $2.0 billion, compared with $1.7 billion for 2023. Refer to Non-GAAP Financial Measures below for additional discussion, including our definition of adjusted EBITDAX and reconciliations to net income and net cash provided by operating activities.

•A 12 percent increase in total estimated net proved reserves as of December 31, 2024, from December 31, 2023, to 678.3 MMBOE, of which, 62 percent were liquids (oil and NGLs) and 60 percent were proved developed reserves. The increase primarily consisted of the acquisition of 103.2 MMBOE of estimated net proved reserves in the Uinta Basin and revisions of previous estimates of 74.7 MMBOE related to infill reserves in both our South Texas and Midland Basin programs, partially offset by 62.4 MMBOE of production during 2024 and the removal of 30.5 MMBOE of certain net proved undeveloped reserves cases that are no longer expected to be developed within the five-year period from initial booking, as a result of the reallocation of capital to include our Uinta Basin assets. Our proved reserve life index remained flat at 10.9 years as of December 31, 2024, and 2023. Refer to Reserves in Part I, Items 1 and 2 of this report for additional discussion. The standardized measure of discounted future net cash flows was $7.3 billion as of December 31, 2024, compared with $6.3 billion as of December 31, 2023, which was an increase of 16 percent year-over-year primarily driven by the Uinta Basin Acquisition, partially offset by decreases in oil and gas benchmark commodity prices during 2024. Refer to Supplemental Oil and Gas Information (unaudited) in Part II, Item 8 of this report for additional discussion.

Operational Activities. During 2024, successful operational execution drove strong well performance and capital efficiency across our asset portfolio. Our continued success in both our Midland Basin and South Texas programs is attributable to our top-tier assets and technical teams, and our commitment to geoscience, technology, and innovation. During the fourth quarter of 2024, we began integrating our Uinta Basin assets where we focused on delineation and development.

In our Midland Basin program, we averaged four drilling rigs and one completion crew during 2024. Average net daily equivalent production volumes increased year-over-year by seven percent to 80.5 MBOE. Costs incurred during 2024 totaled

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$720.9 million, or 21 percent, of our total 2024 costs incurred. Drilling and completion activities focused on developing formations within our RockStar, Sweetie Peck, and Klondike assets.

In our South Texas program, we averaged two drilling rigs and one completion crew during 2024. Average net daily equivalent production volumes increased year-over-year by six percent to 81.0 MBOE. Costs incurred during 2024 totaled $478.3 million, or 14 percent, of our total 2024 costs incurred. Drilling and completion activities were primarily focused on delineating and developing the Austin Chalk formation.

In our Uinta Basin program, we averaged three drilling rigs and one completion crew during the fourth quarter of 2024. Average net daily equivalent production volumes totaled 36.1 MBOE for the fourth quarter of 2024, or 9.1 MBOE if calculated over the full year 2024. Costs incurred during 2024 totaled $2.3 billion, or 65 percent, of our total 2024 costs incurred, of which, over $2.1 billion related to acquisition costs. Drilling and completion activities primarily focused on delineating and developing the Lower Green River and Wasatch formations.

The table below provides a summary of changes in our drilled but not completed well count and current year drilling, completion, and acquisition activity in our operated programs for the year ended December 31, 2024:

Midland BasinSouth Texas (1)Uinta BasinTotal
GrossNetGrossNetGrossNetGrossNet
Wells drilled but not completed at December 31, 2023392937377666
Drilled but not completed wells acquired (2)40314031
Wells drilled897352521915160140
Wells completed(88)(73)(54)(54)(11)(8)(153)(135)
Wells drilled but not completed at December 31, 2024402935354838123102

____________________________________________

Note: Amounts may not calculate due to rounding.

(1)    As of December 31, 2023, and 2024, the drilled but not completed well count included nine gross (nine net) wells that were not included in our five-year development plan, eight of which were in the Eagle Ford shale.

(2)    We acquired these drilled but not completed wells as part of the Uinta Basin Acquisition on October 1, 2024. All drilling and completion activity presented in the table above for the Uinta Basin occurred during the fourth quarter of 2024. Refer to Note 17 – Acquisitions in Part II, Item 8 of this report for additional discussion and the definition of the Uinta Basin Acquisition.

Costs Incurred. Costs incurred in oil and gas property acquisition, exploration, and development activities, whether capitalized or expensed, are summarized as follows:

For the Year Ended
December 31, 2024
(in thousands)
Development costs$1,196,542
Exploration costs170,297
Acquisitions
Proved properties1,622,192
Unproved properties514,647
Total, including asset retirement obligations (1)$3,503,678

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(1)    Refer to the caption Costs Incurred in Supplemental Oil and Gas Information (unaudited) in Part II, Item 8 of this report.

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Production Results. The table below presents the disaggregation of our net production volumes by product type for each of our assets for the year ended December 31, 2024:

Midland BasinSouth TexasUinta BasinTotal
Net production volumes:
Oil (MMBbl)19.17.42.929.4
Gas (Bcf)62.072.32.7137.0
NGLs (MMBbl)10.210.2
Equivalent (MMBOE)29.429.63.362.4
Average net daily equivalent (MBOE per day)80.581.09.1170.5
Relative percentage47%48%5%100%

____________________________________________

Note: Amounts may not calculate due to rounding.

Net equivalent production increased 12 percent for the year ended December 31, 2024, compared with 2023, comprised of increases of seven percent and six percent from our Midland Basin and South Texas assets, respectively, and 3.3 MMBOE of production during the fourth quarter of 2024 from our Uinta Basin assets. Refer to Overview of Selected Production and Financial Information, Including Trends and Comparison of Financial Results and Trends Between 2024 and 2023 and Between 2023 and 2022 below for additional discussion of production.

Oil, Gas, and NGL Prices

Our financial condition and the results of our operations are significantly affected by the prices we receive for our oil, gas, and NGL production, which can fluctuate dramatically. When we refer to realized oil, gas, and NGL prices below, the disclosed price represents the average price for the respective period, before the effect of net derivative settlements. While quoted NYMEX oil and gas and OPIS NGL prices are generally used as a basis for comparison within our industry, the prices we receive are affected by quality, energy content, location and transportation differentials, and contracted pricing benchmarks for these products.

The following table summarizes commodity price data, as well as the effect of net derivative settlements, for the years ended December 31, 2024, 2023, and 2022:

For the Years Ended December 31,
202420232022
Oil (per Bbl):
Average NYMEX contract monthly price$75.72$77.62$94.23
Realized price$74.49$76.28$94.67
Effect of oil net derivative settlements$0.43$(1.13)$(21.46)
Gas:
Average NYMEX monthly settle price (per MMBtu)$2.27$2.74$6.64
Realized price (per Mcf)$1.82$2.48$6.28
Effect of gas net derivative settlements (per Mcf)$0.43$0.37$(1.36)
NGLs (per Bbl):
Average OPIS price (1)$28.30$27.71$43.48
Realized price$23.01$23.02$35.66
Effect of NGL net derivative settlements$(0.25)$0.48$(3.06)

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(1)    Effective January 1, 2023, average OPIS price per barrel of NGL, historical or strip, assumes a composite barrel product mix of 42% Ethane, 28% Propane, 6% Isobutane, 11% Normal Butane, and 13% Natural Gasoline. For periods prior to 2023, average OPIS price per barrel of NGL, historical or strip, assumed a composite barrel product mix of 37% Ethane, 32% Propane, 6% Isobutane, 11% Normal Butane, and 14% Natural Gasoline. These product mixes represent the industry standard composite barrel for the respective periods presented and do not necessarily represent our product mix for NGL production. Realized prices reflect our actual product mix.

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As global commodities, the prices for oil, gas, and NGLs are affected by real or perceived geopolitical risks in various regions of the world, as well as the relative strength of the United States dollar compared to other currencies. Given the uncertainty surrounding global financial markets, production output from OPEC+, global shipping channel constraints and disruptions, fluctuations in oil and gas demand from China, War and Geopolitical Instability, changes in global oil inventory in storage, tariffs or trade restrictions, and the potential impacts of these issues on global commodity markets, we expect benchmark prices for oil, gas, and NGLs to remain volatile for the foreseeable future, and we cannot reasonably predict the timing or likelihood of any future impacts that may result, which could include inflation, supply chain disruptions, fluctuations in interest rates, and industry-specific impacts. Our realized prices at local sales points may also be affected by infrastructure capacity in the areas of our operations and beyond.

The following table summarizes 12-month strip prices for NYMEX WTI oil, NYMEX Henry Hub gas, and OPIS NGLs as of January 31, 2025, and December 31, 2024:

As of January 31, 2025As of December 31, 2024
NYMEX WTI oil (per Bbl)$70.00$70.01
NYMEX Henry Hub gas (per MMBtu)$3.63$3.53
OPIS NGLs (per Bbl)$29.02$28.77

We use financial derivative instruments as part of our financial risk management program. We have a financial risk management policy governing our use of derivatives, and decisions regarding entering into commodity derivative contracts are overseen by a financial risk management committee consisting of certain senior executive officers and finance personnel. We make decisions about the amount of our expected production that we cover by derivatives based on the amount of debt on our balance sheet, the level of capital commitments and long-term obligations we have in place, and the terms and futures prices that are made available by our approved counterparties. With our current commodity derivative contracts, we believe we have partially reduced our exposure to volatility in commodity prices and basis differentials in the near term. Our use of costless collars for a portion of our derivatives allows us to participate in some of the upward movements in oil and gas prices while also setting a price floor below which we are insulated from further price decreases. Refer to Note 7 – Derivative Financial Instruments in Part II, Item 8 of this report and to Commodity Price Risk in Overview of Liquidity and Capital Resources below for additional information regarding our oil, gas, and NGL derivatives.

Financial Results of Operations and Additional Comparative Data

The tables below provide information regarding selected production and financial information for the three months ended December 31, 2024, and the preceding three quarters:

For the Three Months Ended
December 31,September 30,June 30,March 31,
2024202420242024
(in millions)
Production (MMBOE)19.115.614.413.2
Oil, gas, and NGL production revenue$835.9$642.4$633.5$559.6
Oil, gas, and NGL production expense$214.6$148.4$136.6$137.4
Depletion, depreciation, and amortization$260.5$202.9$179.7$166.2
Exploration$16.3$12.1$17.1$18.6
General and administrative$41.9$35.1$31.1$30.2
Net income$188.3$240.5$210.3$131.2

____________________________________________

Note: Amounts may not calculate due to rounding.

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Selected Performance Metrics

For the Three Months Ended
December 31,September 30,June 30,March 31,
2024202420242024
Average net daily equivalent production (MBOE per day)208.0170.0158.5145.1
Lease operating expense (per BOE)$5.35$4.73$4.82$5.54
Transportation costs (per BOE)$4.10$2.13$1.94$2.07
Production taxes as a percent of oil, gas, and NGL production revenue4.1%4.6%4.3%4.5%
Ad valorem tax expense (per BOE)$(0.03)$0.76$0.82$0.89
Depletion, depreciation, and amortization (per BOE)$13.61$12.98$12.46$12.59
General and administrative (per BOE)$2.19$2.25$2.16$2.29

____________________________________________

Note: Amounts may not calculate due to rounding.

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Overview of Selected Production and Financial Information, Including Trends

For the Years Ended December 31,Amount Change BetweenPercent Change Between
2024202320222024/20232023/20222024/20232023/2022
Net production volumes: (1)
Oil (MMBbl)29.423.824.05.6(0.2)24%(1)%
Gas (Bcf)137.0132.4125.94.66.43%5%
NGLs (MMBbl)10.29.78.00.61.76%21%
Equivalent (MMBOE)62.455.553.06.92.512%5%
Average net daily production: (1)
Oil (MBbl per day)80.265.165.715.1(0.6)23%(1)%
Gas (MMcf per day)374.3362.7345.011.617.63%5%
NGLs (MBbl per day)27.926.421.91.44.55%21%
Equivalent (MBOE per day)170.5152.0145.118.56.912%5%
Oil, gas, and NGL production revenue (in millions): (1)
Oil production revenue$2,187.5$1,813.8$2,270.1$373.7$(456.3)21%(20)%
Gas production revenue249.1327.9790.9(78.8)(463.0)(24)%(59)%
NGL production revenue234.7222.2285.012.5(62.7)6%(22)%
Total oil, gas, and NGL production revenue$2,671.3$2,363.9$3,345.9$307.4$(982.0)13%(29)%
Oil, gas, and NGL production expense (in millions): (1)
Lease operating expense$319.0$284.8$266.5$34.2$18.312%7%
Transportation costs167.1136.2150.030.9(13.8)23%(9)%
Production taxes116.0105.1162.610.8(57.5)10%(35)%
Ad valorem tax expense34.937.441.7(2.5)(4.3)(7)%(10)%
Total oil, gas, and NGL production expense$637.0$563.5$620.9$73.4$(57.4)13%(9)%
Realized price:
Oil (per Bbl)$74.49$76.28$94.67$(1.79)$(18.39)(2)%(19)%
Gas (per Mcf)$1.82$2.48$6.28$(0.66)$(3.80)(27)%(61)%
NGLs (per Bbl)$23.01$23.02$35.66$(0.01)$(12.64)%(35)%
Per BOE$42.81$42.60$63.18$0.21$(20.58)%(33)%
Per BOE data: (1)
Oil, gas, and NGL production expense:
Lease operating expense$5.11$5.13$5.03$(0.02)$0.10%2%
Transportation costs2.682.462.830.22(0.37)9%(13)%
Production taxes1.861.893.07(0.03)(1.18)(2)%(38)%
Ad valorem tax expense0.560.670.79(0.11)(0.12)(16)%(15)%
Total oil, gas, and NGL production expense (1)$10.21$10.16$11.72$0.05$(1.56)%(13)%
Depletion, depreciation, and amortization$12.97$12.44$11.40$0.53$1.044%9%
General and administrative$2.22$2.18$2.16$0.04$0.022%1%
Net derivative settlement gain (loss) (2)$1.10$0.49$(13.42)$0.61$13.91124%104%
Earnings per share information (in thousands, except per share data): (3)
Basic weighted-average common shares outstanding114,757118,678122,351(3,921)(3,673)(3)%(3)%
Diluted weighted-average common shares outstanding115,533119,240124,084(3,707)(4,844)(3)%(4)%
Basic net income per common share$6.71$6.89$9.09$(0.18)$(2.20)(3)%(24)%
Diluted net income per common share$6.67$6.86$8.96$(0.19)$(2.10)(3)%(23)%

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____________________________________________

(1)    Amounts and percentage changes may not calculate due to rounding.

(2)    Net derivative settlements for the years ended December 31, 2024, 2023, and 2022, are included within the net derivative (gain) loss line item in the accompanying consolidated statements of operations (“accompanying statements of operations”).

(3)    Refer to Note 9 – Earnings Per Share in Part II, Item 8 of this report for additional discussion.

Average net daily equivalent production for the year ended December 31, 2024, increased 12 percent compared with 2023, as a result of an increased number of completions, strong well performance, and production from our Uinta Basin assets during the fourth quarter of 2024. Oil production as a percentage of total production increased to 47 percent in 2024 from 43 percent in 2023, as a result of increased oil production from both our Midland Basin and South Texas assets, in addition to oil production from our Uinta Basin assets. In 2025, we expect total production volumes and oil as a percentage of total production to each increase compared with 2024. Refer to Comparison of Financial Results and Trends Between 2024 and 2023 and Between 2023 and 2022 below for additional discussion.

We present certain information on a per BOE basis in order to evaluate our performance relative to our peers and to identify and measure trends we believe may require additional analysis and discussion.

Our realized price on a per BOE basis remained flat for the year ended December 31, 2024, compared with 2023, primarily because a 24 percent increase in oil production was offset by decreases in oil and gas benchmark commodity prices. For the years ended December 31, 2024, and 2023, we recognized net gains on the settlement of our commodity derivative contracts of $1.10 per BOE and $0.49 per BOE, respectively.

LOE on a per BOE basis remained flat for the year ended December 31, 2024, compared with 2023, as increases in labor costs and certain other operating costs were offset by an increase in total net equivalent production and a decrease in workover expense due to the timing of activity. For 2025, we expect LOE on a per BOE basis to increase, compared with 2024, as our product mix continues to shift towards more oil production with our Uinta Basin assets, and as a result of expected increases in certain operating costs associated with our Midland Basin assets. We anticipate volatility in LOE on a per BOE basis as a result of changes in total production, timing of workover projects, changes in service provider costs, and industry activity, all of which affect total LOE.

Transportation costs on a per BOE basis increased nine percent for the year ended December 31, 2024, compared with 2023. This increase was due to a six percent increase in NGL production from our South Texas assets and 3.3 MMBOE of production from our Uinta Basin assets, both of which incur higher transportation costs than our Midland Basin assets. In general, we expect total transportation costs to fluctuate relative to changes in gas and NGL production from our South Texas assets and oil production from our Uinta Basin assets, where we incur a majority of our transportation costs. For 2025, we expect transportation costs on a per BOE basis to increase, compared with 2024, as a result of the addition of our Uinta Basin assets.

Production tax expense on a per BOE basis for the year ended December 31, 2024, decreased two percent compared with 2023, primarily as a result of a decrease in the realized price of gas. Our overall production tax rate was 4.3 percent and 4.4 percent for the years ended December 31, 2024, and 2023, respectively. We expect that our Uinta Basin assets will incur a lower production tax rate compared to our Midland Basin and South Texas assets. We generally expect production tax expense to correlate with oil, gas, and NGL production revenue on a per BOE and absolute basis. Product mix, the location of production, and incentives to encourage oil and gas development can also impact the amount of production tax expense that we recognize.

Ad valorem tax expense on a per BOE basis decreased 16 percent for the year ended December 31, 2024, compared with 2023, as a result of changes to the assessed values of our producing properties due to decreased commodity price assumptions used in the current year valuation, and increased net equivalent production. We anticipate volatility in ad valorem tax expense on a per BOE and absolute basis as the valuation of our producing properties changes, which is generally driven by fluctuations in commodity prices, and can be impacted by changes in tax laws.

Depletion, depreciation, and amortization (“DD&A”) expense on a per BOE basis increased four percent for the year ended December 31, 2024, compared with 2023, due to a shift in production mix to our Uinta Basin assets. Our Midland Basin and Uinta Basin assets have higher DD&A rates than our South Texas assets. For 2025, we expect DD&A expense per BOE and on an absolute basis to increase, compared with 2024, primarily as a result of expected increased production resulting from the addition of our Uinta Basin assets, and a shift in our production mix. Our DD&A rate fluctuates as a result of changes in our production mix, changes in our total estimated proved reserve volumes, changes in capital allocation, impairments, acquisition and divestiture activity, and carrying cost funding and sharing arrangements with third parties.

General and administrative (“G&A”) expense on a per BOE basis increased two percent for the year ended December 31, 2024, compared with 2023, primarily as a result of increases in certain G&A expenses resulting from the Uinta Basin Acquisition and increased compensation expense, partially offset by a 12 percent increase in average net equivalent production. For 2025, we expect G&A expense on an absolute basis to increase, compared with 2024, primarily as a result of an increase in employee headcount as a result of the Uinta Basin Acquisition and expected increases in compensation expense. We expect G&A expense on a per BOE basis to remain relatively flat, compared with 2024, as the expected increases in G&A expense on an absolute basis are expected to be mostly offset by increases in production. Certain components of G&A expense, and G&A expense on a per BOE basis, are impacted by

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the Company’s full year performance against performance targets established at the beginning of the year and, therefore, are subject to variability. Refer to Note 17 – Acquisitions in Part II, Item 8 of this report for the definition of the Uinta Basin Acquisition.

Refer to Comparison of Financial Results and Trends Between 2024 and 2023 and Between 2023 and 2022 for additional discussion of operating expenses.

Comparison of Financial Results and Trends Between 2024 and 2023 and Between 2023 and 2022

Refer to Comparison of Financial Results and Trends Between 2023 and 2022 and Between 2022 and 2021 in Management’s Discussion and Analysis of Financial Condition and Results of Operations in Part II, Item 7 of our 2023 Annual Report on Form 10-K, filed with the SEC on February 22, 2024, for a detailed discussion of certain comparisons of our financial results and trends for the year ended December 31, 2023, compared with the year ended December 31, 2022. Refer to Comparison of Financial Results and Trends Between 2022 and 2021 and Between 2021 and 2020 in Management’s Discussion and Analysis of Financial Condition and Results of Operations in Part II, Item 7 of our 2022 Annual Report on Form 10-K, filed with the SEC on February 23, 2023, for a detailed discussion of certain comparisons of our financial results and trends for the year ended December 31, 2022, compared with the year ended December 31, 2021.

Average net daily equivalent production, production revenue, and production expense

The following table presents the changes in our average net daily equivalent production, oil, gas, and NGL production revenue, and oil, gas, and NGL production expense, by area, between the years ended December 31, 2024, and 2023:

Average Net Equivalent Production IncreaseOil, Gas, and NGL Production Revenue IncreaseOil, Gas, and NGL Production Expense Increase (Decrease)
(MBOE per day)(in millions)(in millions)
Midland Basin5.1$43.1$6.6
South Texas4.360.2(7.9)
Uinta Basin9.1204.074.7
Total18.5$307.4$73.4

____________________________________________

Note: Amounts may not calculate due to rounding.

Average net daily equivalent production volumes for the year ended December 31, 2024, increased 12 percent compared with 2023, comprised of a seven percent increase from our Midland Basin assets, a six percent increase from our South Texas assets, and 9.1 MBOE of production from our Uinta Basin assets. As a result of decreases in benchmark oil and gas prices, realized prices for oil and gas decreased two percent and 27 percent, respectively, while the realized price for NGLs remained flat. The 13 percent increase in oil, gas, and NGL production revenue is primarily a result of the increase in average net daily equivalent production volumes. Oil, gas, and NGL production expense for the year ended December 31, 2024, increased 13 percent compared with 2023, as activity related to our Uinta Basin assets contributed to increases in transportation costs, LOE, and production tax expense.

The following table presents the changes in our average net daily equivalent production, oil, gas, and NGL production revenue, and oil, gas, and NGL production expense, by area, between the years ended December 31, 2023, and 2022:

Average Net Equivalent Production Increase (Decrease)Oil, Gas, and NGL Production Revenue DecreaseOil, Gas, and NGL Production Expense Decrease
(MBOE per day)(in millions)(in millions)
Midland Basin(6.0)$(726.8)$(44.3)
South Texas13.0(255.3)(13.1)
Total6.9$(982.0)$(57.4)

____________________________________________

Note: Amounts may not calculate due to rounding.

Average net daily equivalent production volumes for the year ended December 31, 2023, increased five percent compared with 2022, comprised of a 20 percent increase from our South Texas assets, partially offset by a seven percent decrease from our Midland Basin assets. As a result of decreases in benchmark commodity prices, realized prices for oil, gas, and NGLs decreased 19 percent, 61 percent, and 35 percent, respectively, resulting in a 29 percent decrease in oil, gas, and NGL production revenue. Oil, gas, and NGL production expense for the year ended December 31, 2023, decreased nine percent compared with 2022, primarily driven by decreases in production taxes and transportation costs, partially offset by an increase in LOE.

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Refer to Overview of Selected Production and Financial Information, Including Trends above for additional discussion, including discussion of trends on a per BOE basis.

Depletion, depreciation, and amortization

For the Years Ended December 31,
202420232022
(in millions)
Depletion, depreciation, and amortization$809.3$690.5$603.8

DD&A expense for the year ended December 31, 2024, increased 17 percent compared with 2023, primarily as a result of a combination of increased average net daily equivalent production, including the addition of production from our Uinta Basin assets during the fourth quarter of 2024, and a shift in production mix to our Uinta Basin assets. Our Midland Basin and Uinta Basin assets have higher DD&A rates than our South Texas assets. DD&A expense for the year ended December 31, 2023, increased 14 percent compared with 2022, primarily as a result of inflation and a five percent increase in average net daily equivalent production volumes, partially offset by a shift in production mix due to higher activity in our South Texas assets, which have a lower DD&A rate than our Midland Basin assets. Refer to Overview of Selected Production and Financial Information, Including Trends above for discussion of DD&A expense on a per BOE basis.

Exploration

For the Years Ended December 31,
202420232022
(in millions)
Geological, geophysical, and other expenses$28.4$26.4$24.7
Overhead35.733.130.2
Total$64.1$59.5$54.9

Exploration expense increased eight percent for the year ended December 31, 2024, compared with 2023, primarily as a result of an increase in geological and geophysical expenses related to our Uinta Basin assets. Exploration expense fluctuates based on actual geological and geophysical studies we perform within an exploratory area, exploratory dry hole expense incurred, and changes in the amount of allocated overhead.

General and administrative

For the Years Ended December 31,
202420232022
(in millions)
General and administrative$138.3$121.1$114.6

G&A expense increased 14 percent for the year ended December 31, 2024, compared with 2023, primarily as a result of increases in certain G&A expenses resulting from the Uinta Basin Acquisition and increased compensation expense. Refer to Overview of Selected Production and Financial Information, Including Trends above for discussion of G&A expense, including G&A expense on a per BOE basis, and to Note 17 – Acquisitions in Part II, Item 8 of this report for the definition of the Uinta Basin Acquisition.

Net derivative (gain) loss

For the Years Ended December 31,
202420232022
(in millions)
Net derivative (gain) loss$(50.0)$(68.2)$374.0

Net derivative (gain) loss is a result of changes in fair values associated with fluctuations in the forward price curves for the commodities underlying our outstanding derivative contracts and the monthly cash settlements of our derivative positions during the period. We expect increases in benchmark commodity prices to result in net derivative losses, and decreases in benchmark commodity

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prices to result in net derivative gains, as measured against our derivative contract prices. Refer to Note 7 – Derivative Financial Instruments in Part II, Item 8 of this report for additional discussion.

Interest expense

For the Years Ended December 31,
202420232022
(in millions)
Interest expense$(140.7)$(91.6)$(120.3)

Interest expense increased 54 percent for the year ended December 31, 2024, compared with 2023, as a result of the issuance of our 2029 Senior Notes and 2032 Senior Notes during 2024, an increase in interest expense associated with borrowings under our revolving credit facility, and a $9.0 million fee that was paid to secure firm commitments for up to $1.2 billion of senior unsecured 364-day bridge term loans (“Bridge Facility”) in connection with the Uinta Basin Acquisition. We did not draw on the Bridge Facility, and after issuance of the 2029 Senior Notes and 2032 Senior Notes on July 25, 2024, we terminated the Bridge Facility, and the associated fees were recognized as interest expense. Total interest expense can vary based on the amount of our outstanding fixed-rate debt securities, fluctuations in the amount of capitalized interest as a result of the timing of the development of our wells in progress, and due to the timing and amount of borrowings under our revolving credit facility. Refer to Overview of Liquidity and Capital Resources below, Significant Developments in 2024 in Part I, Items 1 and 2 for the definitions of 2029 Senior Notes and 2032 Senior Notes, and to Note 5 – Long-Term Debt and Note 17 – Acquisitions in Part II, Item 8 of this report for additional discussion and definitions.

Interest income

For the Years Ended December 31,
202420232022
(in millions)
Interest income$31.9$19.9$5.8

Interest income increased for the year ended December 31, 2024, compared with 2023, primarily due to maintaining a higher average balance of our interest-bearing cash and cash equivalents as a result of the issuance of our 2029 Senior Notes and 2032 Senior Notes during the third quarter of 2024 resulting in excess cash prior to the Closing Date of the Uinta Basin Acquisition. Refer to Note 17 – Acquisitions in Part II, Item 8 of this report for additional discussion and definitions.

Loss on extinguishment of debt

For the Years Ended December 31,
202420232022
(in millions)
Loss on extinguishment of debt$(0.5)$$(67.6)

The redemption of our 2025 Senior Secured Notes during 2022 resulted in a net loss on extinguishment of debt of $67.2 million, which included $33.5 million of premium paid, $26.3 million of accelerated expense recognition of the unamortized debt discount, and $7.4 million of accelerated expense recognition of the unamortized deferred financing costs. Refer to Note 5 – Long-Term Debt in Part II, Item 8 of this report for additional discussion and the definition of 2025 Senior Secured Notes.

Income tax expense

For the Years Ended December 31,
202420232022
(in millions, except tax rate)
Income tax expense$(195.9)$(96.3)$(283.8)
Effective tax rate20.3%10.5%20.3%

Our effective tax rate in 2023 benefited from credits claimed as the result of the completion of a multi-year research and development (“R&D”) credit study. Excess tax deficiencies from stock-based compensation awards offset limits on expensing of certain

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covered individual’s compensation, net apportionment changes and other permanent expense items reduced the rate for each period presented. We benefited from the release of a valuation allowance on certain deferred tax assets in 2022.

During 2024, we made federal estimated tax payments of $25.5 million and state tax payments, net of refunds, of $1.4 million.

Enactment of changes to federal income tax laws, including changes in the corporate tax rate, could have a material effect on our current tax expense, tax receivable, and deferred tax liabilities. Effective for tax years beginning after December 31, 2022, the IRA provides for a 15 percent corporate alternative minimum tax (“CAMT”) on corporations with average adjusted financial statement income over $1.0 billion for any three-year period preceding the tax year. While the final proposed regulations regarding the CAMT may impact our calculation, as of the filing of this report we do not anticipate that we will become subject to the CAMT in 2025. Refer to Overview of Liquidity and Capital Resources below and to the Risk Factors section in Part 1, Item 1A of this report.

Refer to Critical Accounting Estimates below and Note 4 – Income Taxes in Part II, Item 8 of this report for further discussion.

Overview of Liquidity and Capital Resources

Based on the current commodity price environment, we believe we have sufficient liquidity and capital resources to execute our business plan while continuing to meet our current financial obligations. We continue to manage the duration and level of our drilling and completion service commitments in order to maintain flexibility with regard to our activity level and capital expenditures.

Sources of Cash

We expect to fund our 2025 capital expenditures and return of capital program with cash flows from operations, with any remaining cash needs being funded by borrowings under our revolving credit facility. Although we expect cash flows from these sources to be sufficient for 2025, we may also elect to raise funds through new debt or equity offerings or from other sources of financing. If we raise additional funds through the issuance of equity or convertible debt securities, the percentage ownership of our current stockholders could be diluted, and these newly issued securities may have rights, preferences, or privileges senior to those of existing stockholders and bondholders. Additionally, we may enter into carrying cost and sharing arrangements with third parties for certain exploration or development programs.

During 2024, we issued our 2029 Senior Notes and 2032 Senior Notes. See below for discussion on how the net proceeds received were used, and to Note 5 – Long-Term Debt in Part II, Item 8 of this report for additional discussion.

Our credit ratings affect the availability of, and cost for us to borrow, additional funds. One major credit rating agency upgraded our credit ratings following the close of the Uinta Basin Acquisition on October 1, 2024, citing our increased size and scale, increased inventory, increased oil percentage of expected production, strong operational performance, our priority of improving our leverage metrics, our ability to consistently generate cash flows, and our use of financial derivative instruments as part of our financial risk management program. Refer to Note 17 – Acquisitions in Part II, Item 8 of this report for the definition of the Uinta Basin Acquisition.

All of our sources of liquidity can be affected by the general conditions of the broader economy, force majeure events, fluctuations in commodity prices, operating costs, interest rate changes, tax law changes, and volumes produced, all of which affect us and our industry.

We have no control over the market prices for oil, gas, and NGLs, although we may be able to influence the amount of our realized revenues from our oil, gas, and NGL sales through the use of commodity derivative contracts as part of our financial risk management program. Commodity derivative contracts may limit the prices we receive for our oil, gas, and NGL sales if oil, gas, or NGL prices rise over the price established by the commodity derivative contract. Refer to Note 7 – Derivative Financial Instruments in Part II, Item 8 of this report for additional information about our commodity derivative contracts currently in place and the timing of settlement of those contracts.

Credit Agreement

Our Credit Agreement provides for a senior secured revolving credit facility with a maximum loan amount of $3.0 billion. As of December 31, 2024, the borrowing base and aggregate revolving lender commitments under our Credit Agreement were $3.0 billion and $2.0 billion, respectively. The borrowing base is subject to regular, semi-annual redetermination, and considers the value of both our proved oil and gas properties reflected in our most recent reserve report and commodity derivative contracts, each as determined by our lender group. The next borrowing base redetermination date is scheduled to occur on April 1, 2025. No individual bank participating in our Credit Agreement represents more than 10 percent of the lender commitments under the Credit Agreement. We must comply with certain financial and non-financial covenants under the terms of the Credit Agreement, including covenants limiting dividend payments and requiring that we maintain certain financial ratios, as set forth in the Credit Agreement. We were in compliance with all financial and non-financial covenants as of December 31, 2024, and through the filing of this report. Refer to Note 5 – Long-Term Debt in Part II, Item 8 of this report for additional discussion, as well as the presentation of the outstanding balance, total amount

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of letters of credit, and available borrowing capacity under the Credit Agreement as of January 31, 2025, December 31, 2024, and December 31, 2023.

Our daily weighted-average revolving credit facility balance was $56.7 million during the year ended December 31, 2024. We had no revolving credit facility borrowings during the year ended December 31, 2023, and through the third quarter of 2024. Cash flows provided by our operating activities, proceeds received from divestitures of properties, capital markets activities including open market debt repurchases, debt redemptions, repayment of scheduled debt maturities, other financing activities, and our capital expenditures, including acquisitions, all impact the amount we borrow under our revolving credit facility.

Weighted-Average Interest and Weighted-Average Borrowing Rates

Our weighted-average interest rate includes paid and accrued interest, fees on the unused portion of the aggregate commitment amount under the Credit Agreement, letter of credit fees, the non-cash amortization of deferred financing costs, and for the portion of 2022 during which they were outstanding, the non-cash amortization of the discount related to the 2025 Senior Secured Notes, as defined in Note 5 – Long-Term Debt in Part II, Item 8 of this report. Our weighted-average borrowing rate includes paid and accrued interest only.

The following table presents our weighted-average interest rates and our weighted-average borrowing rates for the years ended December 31, 2024, 2023, and 2022:

For the Years Ended December 31,
202420232022
Weighted-average interest rate7.6%7.1%7.6%
Weighted-average borrowing rate6.6%6.4%6.8%

Our weighted-average interest rate and weighted-average borrowing rate each increased for the year ended December 31, 2024, compared with 2023, primarily as a result of the issuance of our 2029 Senior Notes and 2032 Senior Notes during 2024, which have greater outstanding aggregate principal balances and higher interest rates compared with our other outstanding Senior Notes and our 2025 Senior Notes that we redeemed during the third quarter of 2024, and as a result of borrowings under our revolving credit facility during the fourth quarter of 2024. Our weighted-average interest rate and weighted-average borrowing rate each decreased for the year ended December 31, 2023, compared with 2022, as a result of the redemptions of our 2024 Senior Notes and 2025 Senior Secured Notes during 2022. The rates disclosed in the table above for the year ended December 31, 2024, do not reflect the $9.0 million fee paid to secure the Bridge Facility in connection with the Uinta Basin Acquisition.

Our weighted-average interest rate and weighted-average borrowing rate are affected by the occurrence and timing of long-term debt issuances and redemptions and the average outstanding balance on our revolving credit facility. Additionally, our weighted-average interest rate is affected by the fees paid on the unused portion of our aggregate revolving lender commitments. The rates disclosed in the above table do not reflect certain amounts associated with the repurchase or redemption of Senior Notes, such as the accelerated expense recognition of the unamortized deferred financing costs and unamortized discounts, as these amounts are netted against the associated gain or loss on extinguishment of debt. The 2024 Senior Notes were redeemed on February 14, 2022, the 2025 Senior Secured Notes were redeemed on June 17, 2022, and the 2025 Senior Notes were redeemed on August 26, 2024. After these dates, the weighted-average interest rate was no longer affected by the non-cash amortization of deferred financing costs or, for the 2025 Senior Secured Notes, the non-cash amortization of the discount.

Refer to Significant Developments in 2024 in Part I, Items 1 and 2 for the definitions of 2029 Senior Notes and 2032 Senior Notes, and to Note 5 – Long-Term Debt and Note 17 – Acquisitions in Part II, Item 8 of this report for additional discussion and definitions.

Uses of Cash

We use cash for the development, exploration, and acquisition of oil and gas properties; for the payment of operating and general and administrative costs, income taxes, debt obligations, including interest and early repayments or redemptions, and dividends; and for repurchases of shares of our outstanding common stock under the Stock Repurchase Program. Expenditures for the development, exploration, and acquisition of oil and gas properties are the primary use of our capital resources. During 2024, we spent $3.4 billion on capital expenditures and on acquisitions of proved and unproved oil and gas properties. This amount differs from the costs incurred amount of $3.5 billion for the year ended December 31, 2024, as costs incurred is an accrual-based amount that also includes asset retirement obligations, geological and geophysical expenses, and exploration overhead amounts. Refer to Costs Incurred in Supplemental Oil and Gas Information (unaudited) in Part II, Item 8 of this report for additional discussion.

The amount and allocation of our future capital expenditures will depend upon a number of factors, including our cash flows from operating, investing, and financing activities, our ability to execute our development program, inflation, and the number and size of acquisitions that we complete. In addition, the impact of oil, gas, and NGL prices on investment opportunities, the availability of capital,

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tax law and other regulatory changes, and the timing and results of our exploration and development activities may lead to changes in funding requirements for future development. We periodically review our capital expenditure budget and guidance to assess if changes are necessary based on current and projected cash flows, acquisition and divestiture activities, debt requirements, and other factors.

Changes to the Internal Revenue Code (“IRC“) and federal income tax laws could increase our corporate income tax rate and eliminate or reduce current tax deductions, such as those for intangible drilling costs, depreciation of equipment costs, and other deductions which currently reduce our taxable income. The CAMT and other possible future legislation could reduce our net cash provided by operating activities resulting in a reduction of available funding. Refer to Comparison of Financial Results and Trends Between 2024 and 2023 and Between 2023 and 2022 above for additional discussion.

We may from time to time repurchase shares of our common stock, or repurchase or redeem all or portions of our outstanding debt securities, for cash, through exchanges for other securities, or a combination of both. Such repurchases or redemptions may be made in open market transactions, privately negotiated transactions, tender offers, pursuant to contractual provisions, or otherwise. Any such repurchases or redemptions will depend on our business strategy, prevailing market conditions, our liquidity requirements, contractual restrictions or covenants, compliance with securities laws, and other factors. The amounts involved in any such transaction may be material.

During the years ended December 31, 2024, and 2023, we repurchased and subsequently retired 1.8 million shares and 6.9 million shares, respectively, of our common stock at a cost, excluding excise taxes, commissions, and fees, of $84.0 million and $228.0 million, respectively. As of December 31, 2024, $500.0 million remained available under the Stock Repurchase Program for repurchases of our common stock through December 31, 2027. Effective January 1, 2023, shares of common stock repurchased, net of shares of common stock issued, are subject to a one percent excise tax imposed by the IRA. We paid a minimal amount of excise tax related to common stock repurchases during 2024. Refer to Note 3 – Equity in Part II, Item 8 of this report for discussion of the Stock Repurchase Program.

During the years ended December 31, 2024, 2023, and 2022, we paid $85.0 million, $71.6 million, and $19.6 million, respectively, in dividends to our stockholders. Dividends paid were $0.74, $0.60, and $0.16 per share during the years ended December 31, 2024, 2023, and 2022, respectively. During 2024, our Board of Directors approved an 11 percent increase to our fixed dividend to $0.80 per share annually, to be paid in quarterly increments of $0.20 per share, which commenced in the fourth quarter of 2024. We currently intend to continue paying dividends to our stockholders for the foreseeable future, subject to our future earnings, our financial condition, covenants under our Credit Agreement and indentures governing each series of our outstanding Senior Notes, and other factors that could arise. The payment and amount of future dividends remain at the discretion of our Board of Directors.

During 2024, we redeemed all of the $349.1 million of aggregate principal amount outstanding of our 2025 Senior Notes. Additionally, we used a portion of the net proceeds from the 2029 Senior Notes and 2032 Senior Notes, cash on hand, and borrowings under our revolving credit facility to fund our proportionate share of the Uinta Basin Acquisition. Refer to Significant Developments in 2024 in Part I, Items 1 and 2 for the definitions of 2029 Senior Notes and 2032 Senior Notes, and to Note 5 – Long-Term Debt and Note 17 – Acquisitions in Part II, Item 8 of this report for additional discussion and definitions.

Analysis of Cash Flow Changes Between 2024 and 2023 and Between 2023 and 2022

The following tables present changes in cash flows between the years ended December 31, 2024, 2023, and 2022, for our operating, investing, and financing activities. The analysis following each table should be read in conjunction with our accompanying consolidated statements of cash flows (“accompanying statements of cash flows”) in Part II, Item 8 of this report.

Operating Activities

For the Years Ended December 31,Amount Change Between
2024202320222024/20232023/2022
(in millions)
Net cash provided by operating activities$1,782.5$1,574.4$1,686.4$208.1$(112.0)

Net cash provided by operating activities increased for the year ended December 31, 2024, compared with 2023, primarily as a result of a $184.8 million increase in cash received from oil, gas, and NGL production revenues, net of transportation costs and production taxes, and an increase of $62.4 million in cash received on settled derivative trades. These amounts were partially offset by an increase of $46.5 million in cash paid for G&A expense, LOE, and ad valorem taxes. Net cash provided by operating activities was also affected by the timing of payments made between us and XCL Resources related to activity occurring after the Closing Date of the Uinta Basin Acquisition. Refer to Note 17 – Acquisitions in Part II, Item 8 of this report for additional discussion and definitions.

Net cash provided by operating activities decreased for the year ended December 31, 2023, compared with 2022, primarily as a result of a $937.3 million decrease in cash received from oil, gas, and NGL production revenues, net of transportation costs and

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production taxes, and an increase of $44.5 million in cash paid for LOE and ad valorem taxes, partially offset by a decrease of $749.3 million in cash paid on settled derivative trades and a $45.5 million decrease in cash paid for interest.

Net cash provided by operating activities is affected by working capital changes and the timing of cash receipts and disbursements.

Investing Activities

For the Years Ended December 31,Amount Change Between
2024202320222024/20232023/2022
(in millions)
Net cash used in investing activities$(3,407.2)$(1,098.7)$(880.3)$(2,308.5)$(218.4)

Net cash used in investing activities increased for the year ended December 31, 2024, compared with 2023, as a result of $2.1 billion of cash paid for the Uinta Basin Acquisition and a $321.2 million increase in capital expenditures.

Net cash used in investing activities increased for the year ended December 31, 2023, compared with 2022, as a result of a $109.5 million increase in capital expenditures and $109.9 million of cash paid to acquire proved and unproved oil and gas properties in the Midland Basin, including the acquisition of additional working interests in certain wells.

Refer to Note 17 – Acquisitions in Part II, Item 8 of this report for additional discussion of acquisition activity and the definition of the Uinta Basin Acquisition.

Financing Activities

For the Years Ended December 31,Amount Change Between
2024202320222024/20232023/2022
(in millions)
Net cash provided by (used in) financing activities$1,008.5$(304.5)$(693.9)$1,313.0$389.4

Net cash provided by financing activities increased during the year ended December 31, 2024, primarily related to net cash proceeds of $1.5 billion from the issuance of our 2029 Senior Notes and 2032 Senior Notes, and net borrowings under our revolving credit facility of $68.5 million, partially offset by $349.1 million of cash paid to redeem our 2025 Senior Notes. Additionally, we paid $86.1 million, including commission and fees, to repurchase and subsequently retire 1.8 million shares of our common stock under the Stock Repurchase Program, and paid $85.0 million of dividends to our stockholders.

Net cash used in financing activities during the year ended December 31, 2023, primarily consisted of $228.1 million of cash paid, including commission and fees, to repurchase and subsequently retire 6.9 million shares of our common stock under the Stock Repurchase Program, and $71.6 million of dividends paid to our stockholders.

Net cash used in financing activities during the year ended December 31, 2022, related to $480.2 million of cash paid, including premium, to redeem our 2025 Senior Secured Notes, and $104.8 million to redeem our 2024 Senior Notes. Additionally, we paid $57.2 million, including commission and fees, to repurchase and subsequently retire 1.4 million shares of our common stock under the Stock Repurchase Program, $25.1 million for the net share settlement of employee stock awards, and paid $19.6 million of dividends to our stockholders.

Refer to Note 3 – Equity in Part II, Item 8 of this report for additional discussion of our Stock Repurchase Program and Note 5 – Long-Term Debt in Part II, Item 8 of this report for additional discussion and definitions related to our debt transactions.

Interest Rate Risk

We are exposed to market and credit risk due to the floating interest rate associated with any outstanding balance on our revolving credit facility. Our Credit Agreement allows us to fix the interest rate for all or a portion of the principal balance of our revolving credit facility for a period up to six months. To the extent that the interest rate is fixed, interest rate changes will affect the revolving credit facility’s fair value but will not affect results of operations or cash flows. Conversely, for the portion of the revolving credit facility that has a floating interest rate, interest rate changes will not affect the fair value but will affect future results of operations and cash flows. Changes in interest rates do not affect the amount of interest we pay on our fixed-rate Senior Notes, but can affect their fair values. As of December 31, 2024, our outstanding principal amount of fixed-rate debt totaled $2.7 billion and our floating-rate debt

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outstanding totaled $68.5 million. Refer to Note 8 – Fair Value Measurements in Part II, Item 8 of this report for additional discussion on the fair values of our Senior Notes.

Commodity Price Risk

The prices we receive for our oil, gas, and NGL production directly affect our revenue, profitability, access to capital, ability to return capital to our stockholders, and future rate of growth. Oil, gas, and NGL prices are subject to unpredictable fluctuations resulting from a variety of factors that are typically beyond our control, including changes in supply and demand associated with the broader macroeconomic environment, constraints on gathering systems, processing facilities, pipelines, rail systems, and other transportation systems, and weather-related events. The markets for oil, gas, and NGLs have been volatile, especially over the last decade, and remain subject to high levels of uncertainty and volatility related to production output from OPEC+, fluctuations in oil and gas demand from China, global shipping channel constraints and disruptions, War and Geopolitical Instability, tariffs or trade restrictions, and the potential impacts of these issues on global commodity and financial markets. These circumstances have contributed to inflation, instances of supply chain disruptions, and fluctuations in interest rates, and could have further industry-specific impacts that may require us to adjust our business plan. The realized prices we receive for our production also depend on numerous factors that are typically beyond our control. Refer to Risk Factors - Risks Related to Commodity Prices and Global Macroeconomics in Part I, Item 1A of this report. Based on our 2024 production, a 10 percent decrease in our average realized prices for oil, gas, and NGLs would have reduced our oil, gas, and NGL production revenues by approximately $218.7 million, $24.9 million, and $23.5 million, respectively. If commodity prices had been 10 percent lower, our net derivative settlements for the year ended December 31, 2024, would have offset the declines in oil, gas, and NGL production revenue by approximately $50.3 million.

We enter into commodity derivative contracts in order to reduce the risk of fluctuations in commodity prices. The fair value of our commodity derivative contracts is largely determined by estimates of the forward curves of the relevant price indices. As of December 31, 2024, a 10 percent increase or decrease in the forward curves associated with our oil, gas, and NGL commodity derivative instruments would have changed our net derivative positions for these products by approximately $51.9 million, $23.4 million, and $1.7 million, respectively.

Off-Balance Sheet Arrangements

We have not participated in transactions that generate relationships with unconsolidated entities or financial partnerships, such as entities often referred to as structured finance or special purpose entities (“SPE” or “SPEs”). Refer to Off-Balance Sheet Arrangements within Note 1 – Summary of Significant Accounting Policies in Part II, Item 8 of this report for additional discussion.

Critical Accounting Estimates

Our discussion of financial condition and results of operations is based upon the information reported in our consolidated financial statements. The preparation of these consolidated financial statements in conformity with GAAP requires us to make assumptions and estimates that affect the reported amounts of assets, liabilities, revenues, and expenses, as well as the disclosure of contingent assets and liabilities as of the date of our consolidated financial statements. We base our assumptions and estimates on historical experience and various other sources that we believe to be reasonable under the circumstances. Actual results may differ from the estimates we calculate as a result of changes in circumstances, global economics and politics, and general business conditions. A summary of our significant accounting policies is detailed in Note 1 – Summary of Significant Accounting Policies in Part II, Item 8 of this report. We have outlined below, those policies identified as being critical to the understanding of our business and results of operations and that require the application of significant management judgment.

Successful Efforts Method of Accounting. GAAP provides two alternative methods for the oil and gas industry to use in accounting for oil and gas producing activities. These two methods are generally known in our industry as the full cost method and the successful efforts method, and both methods are widely used. The methods are different enough that in many circumstances the same set of facts will provide materially different financial statement results within a given year. We have chosen the successful efforts method of accounting for our oil and gas producing activities. A more detailed description is included in Note 1 – Summary of Significant Accounting Policies of Part II, Item 8 of this report.

Oil and Gas Reserve Quantities. Our estimated proved reserve quantities and future net cash flows are critical to understanding the value of our business. They are used in comparative financial ratios and are the basis for significant accounting estimates in our consolidated financial statements, including the calculations of DD&A expense, impairment of proved and unproved oil and gas properties, asset retirement obligations, and purchase price allocations. Refer to Oil and Gas Producing Activities in Note 1 – Summary of Significant Accounting Policies of Part II, Item 8 of this report for additional discussion on our accounting policies impacted by estimated reserve quantities.

Future cash inflows and future production and development costs are determined by applying prices and costs, including transportation, quality differentials, and basis differentials, applicable to each period to the estimated quantities of proved reserves remaining to be produced as of the end of that period. Expected cash flows are discounted to present value using an appropriate discount rate. For example, the standardized measure of discounted future net cash flows calculation requires that a 10 percent discount rate be applied. Although reserve estimates are inherently imprecise and estimates of new discoveries and undeveloped

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locations are more imprecise than those of established producing oil and gas properties, we make a considerable effort in estimating our reserves. We engage Ryder Scott, an independent reservoir evaluation consulting firm, to audit a minimum of 80 percent of our total calculated proved reserve PV-10. We expect proved reserve estimates will change as additional information becomes available and as commodity prices and operating and capital costs change. We evaluate and estimate our proved reserves each year end. It should not be assumed that the standardized measure of discounted future net cash flows (GAAP) or PV-10 (non-GAAP) as of December 31, 2024, is the current market value of our estimated proved reserves. In accordance with SEC requirements, we based these measures on the unweighted arithmetic average of the first-day-of-the-month price of each month within the trailing 12-month period ended December 31, 2024. Actual future prices and costs may be materially higher or lower than the prices and costs utilized in the estimates. Refer to Risk Factors in Part I, Item 1A of this report for additional discussion.

If the estimates of proved reserves decline, the rate at which we record DD&A expense will increase, which would reduce future net income. Changes in DD&A rate calculations caused by changes in reserve quantities are made prospectively. In addition, a decline in reserve estimates may impact the outcome of our assessment of proved and unproved properties for impairment. Impairments are recorded in the period in which they are identified.

The following table presents information about proved reserve changes from period to period due to items we do not control, such as price, and from changes due to production history and well performance. These changes do not require a capital expenditure on our part, but may have resulted from capital expenditures we incurred to develop other estimated proved reserves.

For the Years Ended December 31,
202420232022
MMBOE Change
Revisions resulting from performance (1)(8.0)37.2(11.1)
Removal of net proved undeveloped reserves no longer in our five-year development plan(30.5)(30.8)(19.9)
Revisions resulting from price changes(13.4)(28.4)9.5
Total(51.9)(22.0)(21.5)

____________________________________________

Note: Amounts may not calculate due to rounding.

(1)    For the year ended December 31, 2023, performance revisions consisted of positive revisions of 65.3 MMBOE resulting from changes to decline curve estimates based on reservoir engineering analysis and negative revisions of 28.0 MMBOE related to well performance.

As previously noted, commodity prices are volatile and estimates of reserves are inherently imprecise. Consequently, we expect to continue experiencing these types of changes.

We cannot reasonably predict future commodity prices, although we believe that together, the analyses below provide reasonable information regarding the impact of changes in pricing and trends on total estimated net proved reserves. The following table reflects the estimated MMBOE change and percentage change to our total reported estimated net proved reserve volumes from the described hypothetical changes:

For the year ended December 31, 2024
MMBOE ChangePercentage Change
10 percent decrease in SEC pricing (1)(19.3)(3)%
Average NYMEX strip pricing as of fiscal year end (2)11.52%
10 percent decrease in net proved undeveloped reserves (3)(27.4)(4)%

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(1)    The change solely reflects the impact of a 10 percent decrease in SEC pricing to the total reported estimated net proved reserve volumes as of December 31, 2024, and does not include additional impacts to our estimated net proved reserves that may result from our internal intent to drill hurdles or changes in future service or equipment costs.

(2)    The change solely reflects the impact of replacing SEC pricing with the five-year average NYMEX strip pricing as of December 31, 2024, and does not include additional impacts to our estimated net proved reserves that may result from our internal intent to drill hurdles or changes in future service or equipment costs. As of December 31, 2024, SEC pricing was $75.48 per Bbl for oil, $2.13 per MMBtu for gas, and $28.29 per Bbl for NGLs, and five-year average NYMEX strip pricing was $65.69 per Bbl for oil, $3.72 per MMBtu for gas, and $26.08 per Bbl for NGLs.

(3)    The change solely reflects a 10 percent decrease in net proved undeveloped reserves as of December 31, 2024, and does not include any additional impacts to our estimated net proved reserves.

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Additional reserve information can be found in Reserves in Part I, Items 1 and 2 of this report, and in Supplemental Oil and Gas Information (unaudited) in Part II, Item 8 of this report.

Impairment of Proved Properties. Proved oil and gas properties are evaluated for impairment on a depletion pool-by-pool basis and reduced to fair value when events or changes in circumstances indicate that their carrying amount may not be recoverable. We estimate the expected future cash flows of our proved oil and gas properties and compare these undiscounted cash flows to the carrying amount to determine if the carrying amount is recoverable. If the carrying amount exceeds the estimated undiscounted future cash flows, we will write down the carrying amount of the proved oil and gas properties to fair value (or discounted future cash flows). Management estimates future cash flows from all proved reserves and risk adjusted probable and possible reserves using various factors, which are subject to our judgment and expertise, and include, but are not limited to, commodity price forecasts, estimated future operating and capital costs, development plans, and discount rates to incorporate the risk and current market conditions associated with realizing the expected cash flows. We cannot predict when or if future impairment charges will be recorded because of the uncertainty in the factors discussed above. Despite any amount of future impairment being difficult to predict, based on our commodity price assumptions as of January 31, 2025, we do not expect any material proved oil and gas property impairments in the first quarter of 2025 resulting from commodity price impacts.

Accounting Matters

Refer to Recently Issued Accounting Guidance in Note 1 – Summary of Significant Accounting Policies in Part II, Item 8 of this report for information on new authoritative accounting guidance.

Environmental

We believe we are in substantial compliance with environmental laws and regulations and do not currently anticipate that material future expenditures will be required under the existing regulatory framework. However, environmental laws and regulations are subject to frequent changes, and we are unable to predict the impact that compliance with future laws or regulations, such as those currently being considered as discussed below, may have on future capital expenditures, liquidity, and results of operations.

Hydraulic Fracturing. Hydraulic fracturing is an important and common practice that is used to stimulate production of hydrocarbons from tight formations. For additional information about hydraulic fracturing and related environmental matters, refer to Risk Factors – Risks Related to Government Regulations – Federal and state legislative and regulatory initiatives relating to hydraulic fracturing could result in increased costs and additional operating restrictions or delays.

Climate Change and Air Quality. In June 2013, President Obama announced a Climate Action Plan designed to further reduce GHG emissions and prepare the nation for the physical effects that may occur as a result of climate change. The Climate Action Plan targeted methane reductions from the oil and gas sector as part of a comprehensive interagency methane strategy. As part of the Climate Action Plan, on May 12, 2016, the EPA issued final regulations applicable to new, modified, or reconstructed sources that amended and expanded 2012 regulations for the oil and gas sector by, among other things, setting emission limits for volatile organic compounds (“VOCs” or “VOC”) and methane, a GHG, and added requirements for previously unregulated sources. The 2016 NSPS requires reduction of methane and VOCs from certain activities in oil and gas production, processing, transmission and storage and applies to facilities constructed, modified, or reconstructed after September 18, 2015. The regulation requires, among other things, GHG and VOC emission limits for certain equipment, such as centrifugal compressors and reciprocating compressors; semi-annual leak detection and repair for well sites and quarterly for boosting and garnering compressor stations and gas transmission compressor stations; control requirements and emission limits for pneumatic pumps; and additional requirements for control of GHGs and VOCs from well completions. On September 14, and 15, 2020, the EPA finalized amendments to the 2012 and 2016 NSPS that removed transmission and storage infrastructure from regulation of methane emissions and other VOCs, as well as removed methane control requirements. The portion of the 2020 amendments that removed the transmission and storage infrastructure from the regulations was disapproved by the Congressional Review Act in 2021. In November 2021, the EPA proposed to expand the requirements of the 2012 and 2016 NSPS and also include requirements for states to develop performance standards to control methane emissions from existing sources. In December 2022, the EPA issued a supplemental proposal to update, strengthen, and expand the 2021 proposed rules. The EPA finalized the rule in December 2023. In March 2024, the EPA announced a final rule that implements a waste emissions charge and new reporting requirements for facilities and wells completed after May 7, 2024.

States are also required to comply with the NAAQS. The oil and gas sector is often subjected to additional controls when areas within states are not attaining the ozone NAAQS as the VOCs emitted by the oil and gas sector are a precursor to ozone formation. The ozone NAAQS was set at 70 parts per billion (“ppb”) in 2015. In 2023, the EPA announced its plan to perform a full and complete review of the ozone NAAQS. The results of this review could result in changes to the ozone NAAQS which, if lowered, may result in additional actions by states requiring further emission controls and associated costs. Oil and gas facilities operating in areas that are determined to be out of compliance with the 70 ppb requirement or a lowered ozone NAAQS may be subject to increased emission controls and associated costs of compliance. As part of the integrated review process, the EPA held a workshop in May 2024 to discuss policy-relevant science that will inform the EPA’s current review of the air quality criteria and the NAAQS for ozone and related photochemical oxidants.

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The United States Congress has from time to time considered adopting legislation to reduce emissions of GHGs and many of the states have already taken legal measures to reduce emissions of GHGs primarily through the planned development of GHG emission inventories and/or regional GHG cap and trade programs. Most of these cap and trade programs work by requiring major sources of emissions, such as electric power plants, or major producers of fuels, such as refineries and gas processing plants, to acquire and surrender emission allowances. The number of allowances available for purchase is reduced each year in an effort to achieve the overall GHG emission reduction goal. In addition, there have been international conventions and efforts to establish standards for the reduction of GHGs globally, including the Paris Agreement in December 2015. The conditions for entry into force of the Paris Agreement were met on October 5, 2016, and the Agreement went into force 30 days later on November 4, 2016. In January of 2025, President Trump issued an executive order that initiated the process for the United States to exit the Paris Agreement. At the United Nations Climate Change Conference in Glasgow in 2021, the United States and the European Union announced the Global Methane Pledge that aims to reduce methane emissions by 30 percent compared with 2020 levels.

The adoption of legislation or regulatory programs to reduce emissions of GHGs could require us to incur increased operating costs, such as costs to purchase and operate emissions control systems, to acquire emissions allowances, or comply with new regulatory or reporting requirements. Any such legislation or regulatory programs could also increase the cost of consuming, and thereby reduce demand for, the oil and gas we produce. Consequently, legislation and regulatory programs to reduce emissions of GHGs could have an adverse effect on our business, financial condition, and results of operations. Judicial challenges to new regulatory measures are likely and we cannot predict the outcome of such challenges. New regulatory suspensions, revisions, or rescissions and conflicting state and federal regulatory mandates may inhibit our ability to accurately forecast the costs associated with future regulatory compliance. Finally, scientists have concluded that increasing concentrations of GHGs in the earth’s atmosphere produce climate changes that likely have significant physical effects, such as increased frequency and severity of storms, droughts, floods, and other climatic events. Such effects could have an adverse effect on our financial condition and results of operations.

In terms of opportunities, the regulation of GHG emissions and the introduction of alternative incentives, such as enhanced oil recovery, carbon sequestration, and low carbon fuel standards, could benefit us in a variety of ways. For example, although federal regulation and climate change legislation could reduce the overall demand for the oil and gas that we produce, the relative demand for gas may increase because the burning of gas produces lower levels of emissions than other readily available fossil fuels such as oil and coal. In addition, if renewable resources such as wind or solar power become more prevalent, gas-fired electric plants may provide an alternative backup to maintain consistent electricity supply. Also, if states adopt low-carbon fuel standards, gas may become a more attractive transportation fuel. For the years ended December 31, 2024, and 2023, approximately 37 percent and 40 percent, respectively, of our production on a per BOE basis was gas. Market-based incentives for the capture and storage of carbon dioxide in underground reservoirs, particularly in oil and gas reservoirs, could also benefit us through the potential to obtain GHG emission allowances or offsets from or government incentives for the sequestration of carbon dioxide. For additional information about climate change, air quality, and related environmental matters, refer to Risk Factors – Risks Related to Government Regulations – Legislative and regulatory initiatives and litigation related to global warming and climate change could have an adverse effect on our operations and the demand for oil, gas, and NGLs, and could result in significant litigation, capital, and related expenses and Federal and state regulatory initiatives relating to air quality and greenhouse gas emissions could result in increased costs and additional operating restrictions or delays.

Non-GAAP Financial Measures

Adjusted EBITDAX represents net income (loss) before interest expense, interest income, income taxes, depletion, depreciation, and amortization expense, exploration expense, property abandonment and impairment expense, non-cash stock-based compensation expense, derivative gains and losses net of settlements, gains and losses on divestitures, gains and losses on extinguishment of debt, and certain other items. Adjusted EBITDAX excludes certain items that we believe affect the comparability of operating results and can exclude items that are generally non-recurring in nature or whose timing and/or amount cannot be reasonably estimated. Adjusted EBITDAX is a non-GAAP measure that we believe provides useful additional information to investors and analysts, as a performance measure, for analysis of our ability to internally generate funds for exploration, development, acquisitions, and to service debt. We are also subject to financial covenants under our Credit Agreement. In addition, adjusted EBITDAX is widely used by professional research analysts and others in the valuation, comparison, and investment recommendations of companies in the oil and gas exploration and production industry, and many investors use the published research of industry research analysts in making investment decisions. Adjusted EBITDAX should not be considered in isolation or as a substitute for net income (loss), income (loss) from operations, net cash provided by operating activities, or other profitability or liquidity measures prepared under GAAP. Because adjusted EBITDAX excludes some, but not all items that affect net income (loss) and may vary among companies, the adjusted EBITDAX amounts presented may not be comparable to similar metrics of other companies. Our revolving credit facility provides a material source of liquidity for us. Under the terms of our Credit Agreement, if we failed to comply with the covenants that establish a maximum permitted ratio of total funded debt, as defined in the Credit Agreement, to adjusted EBITDAX, we would be in default, an event that would prevent us from borrowing under our revolving credit facility and would therefore materially limit a significant source of our liquidity. In addition, if we are in default under our revolving credit facility and are unable to obtain a waiver of that default from our lenders, lenders under that facility and under the indentures governing each series of our outstanding Senior Notes would be entitled to exercise all of their remedies for default. Refer to Note 5 – Long-Term Debt in Part II, Item 8 of this report, for definition of and further detail about our Credit Agreement.

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The following table provides reconciliations of our net income (GAAP) and net cash provided by operating activities (GAAP) to adjusted EBITDAX (non-GAAP) for the periods presented:

For the Years Ended December 31,
202420232022
(in thousands)
Net income (GAAP)$770,293$817,880$1,111,952
Interest expense140,65991,630120,346
Interest income(31,903)(19,854)(5,774)
Income tax expense195,93096,322283,818
Depletion, depreciation, and amortization809,305690,481603,780
Exploration (1)59,00655,33350,978
Stock-based compensation expense25,02120,25018,772
Net derivative (gain) loss(49,958)(68,154)374,012
Net derivative settlement gain (loss)68,71626,921(710,700)
Loss on extinguishment of debt48367,605
Other, net(301)1,4973,499
Adjusted EBITDAX (non-GAAP)1,987,2511,712,3061,918,288
Interest expense(140,659)(91,630)(120,346)
Interest income31,90319,8545,774
Income tax expense(195,930)(96,322)(283,818)
Exploration (1) (2)(49,889)(46,467)(36,810)
Amortization of debt discount and deferred financing costs7,4565,48610,281
Deferred income taxes174,98688,256269,057
Other, net(43,812)(12,538)(3,957)
Net change in working capital11,208(4,551)(72,063)
Net cash provided by operating activities (GAAP)$1,782,514$1,574,394$1,686,406

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(1)    Stock-based compensation expense is a component of the exploration expense and general and administrative expense line items on the accompanying statements of operations. Therefore, the exploration line items shown in the reconciliation above will vary from the amount shown on the accompanying statements of operations for the component of stock-based compensation expense recorded to exploration expense.

(2)    For the year ended December 31, 2024, amount excludes certain capital expenditures related to one well deemed non-commercial. For the year ended December 31, 2023, amount excludes certain capital expenditures related to unsuccessful exploration activity for one well that experienced technical issues during the drilling phase. For the year ended December 31, 2022, amount excludes certain capital expenditures related to unsuccessful exploration efforts outside of our core areas of operation.

FY 2023 10-K MD&A

SEC filing source: 0000893538-24-000009.

Extracted structurally from real Item 7 body heading to real Item 7A/8 boundary. Confidence: high. Filing date: 2024-02-22. Report date: 2023-12-31.

ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion includes forward-looking statements. Please refer to the Cautionary Information about Forward-Looking Statements section of this report for important information about these types of statements.

Overview of the Company

General Overview

Our purpose is to make people’s lives better by responsibly producing energy supplies, contributing to domestic energy security and prosperity, and having a positive impact in the communities where we live and work. Our long-term vision and strategy is to sustainably grow value for all of our stakeholders as a premier operator of top-tier assets by maintaining and optimizing our high-quality asset portfolio, generating cash flows, and maintaining a strong balance sheet. Our team executes this strategy by prioritizing safety, technological innovation, and stewardship of natural resources, all of which are integral to our corporate culture. Our near-term goals include continuing to return value to stockholders through our Stock Repurchase Program and fixed dividend payments, and by focusing on continued operational excellence.

Our asset portfolio is comprised of high-quality assets in the Midland Basin of West Texas and in the Maverick Basin of South Texas that we believe are capable of generating strong returns in the current macroeconomic environment and provide resilience to commodity price risk and volatility. We seek to maximize returns and increase the value of our top-tier assets through disciplined capital spending, strategic acquisitions, and continued development and optimization of our existing assets. We believe that our high-quality assets facilitate a sustainable approach to prioritizing operational execution, maintaining a strong balance sheet, generating cash flows, returning capital to stockholders, and maintaining financial flexibility.

We are committed to exceptional safety, health, and environmental stewardship; supporting the professional development of a diverse and thriving team of employees; building and maintaining partnerships with our stakeholders by investing in and connecting with the communities where we live and work; and transparency in reporting our progress in these areas. The Environmental, Social and Governance Committee of our Board of Directors oversees, among other things, the effectiveness of our ESG policies, programs and initiatives, monitors and responds to emerging issues, and, together with management, reports to our Board of Directors regarding such matters. Further demonstrating our commitment to sustainable operations and environmental stewardship, compensation for our executives and eligible employees under our long-term incentive plan, and compensation for all employees under our short-term incentive plan is calculated based on, in part, certain Company-wide, performance-based metrics that include key financial, operational, environmental, health, and safety measures. Please refer to our Definitive Proxy Statement on Schedule 14A for the 2024 annual meeting of stockholders to be filed within 120 days from December 31, 2023, for additional discussion.

We are impacted by global commodity and financial markets that remain subject to heightened levels of uncertainty and volatility. While the rate of inflation in the United States has decreased since the beginning of the year and the average rate of inflation in 2023 was lower than it was in 2022, inflation continues to impact certain aspects of our business. Continued oil production curtailment agreements among OPEC+, instability in the Middle East, economic and trade sanctions associated with the wars between Russia and Ukraine and Israel and Hamas, United States Federal Reserve monetary policy, shipping channel constraints and disruptions, and changes in global oil inventory in storage have driven commodity price volatility, contributed to instances of supply chain disruptions and fluctuations in interest rates, and could have further industry-specific impacts that may require us to adjust our business plan. Future impacts of these and other events on commodity and financial markets are inherently unpredictable. Despite continuing uncertainty, we expect to maximize the value of our high-quality asset base and sustain strong operational performance and financial stability. We remain focused on returning capital to stockholders through cash flow generation.

Outlook

We expect our total 2024 capital program to be between $1.16 billion and $1.20 billion, excluding acquisitions, which we expect to fund with cash flows from operations and cash on hand. We plan to focus our 2024 capital program on highly economic oil development projects in both our Midland Basin and South Texas assets, including the assets we acquired during 2023. We expect to repurchase additional shares of our outstanding common stock through our Stock Repurchase Program during 2024, under which $214.9 million remains available for repurchases through December 31, 2024, as of the filing of this report.

2023 Financial and Operational Highlights

During 2023, we increased the amount of capital we returned to our stockholders, compared with 2022, through repurchases of our outstanding common stock under our Stock Repurchase Program and our fixed quarterly dividend payments, and we expanded our Midland Basin asset position. During the year ended December 31, 2023, we repurchased and subsequently retired 6.9 million shares of our common stock at a cost of $228.0 million, excluding excise taxes, commissions, and fees; we paid dividends of $0.60 per share, an increase from $0.16 per share paid during the year ended December 31, 2022; and we announced a 20 percent increase to our fixed dividend to $0.72 per share annually, to be paid in quarterly increments of $0.18 per share, beginning in the first quarter of 2024. Additionally, we executed strategic acquisitions, exchanges, and leasing activity in the Midland Basin, enabling us to enhance

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our capital efficiency by blocking up acreage and maintaining high working interests. Please refer to Note 3 – Equity and Note 16 – Acquisitions in Part II, Item 8 of this report for additional discussion.

Financial and Operational Results. Average net daily equivalent production for the year ended December 31, 2023, increased five percent to 152.0 MBOE, compared with 145.1 MBOE for 2022 as a result of an increased number of completions in 2023 compared with 2022. The total increase consisted of a 20 percent increase from our South Texas assets, partially offset by a seven percent decrease from our Midland Basin assets. These changes were a result of the timing of well completions, and the timing of capital expenditures during 2022 and 2023.

Realized prices for oil, gas, and NGLs decreased 19 percent, 61 percent, and 35 percent, respectively, for the year ended December 31, 2023, compared with 2022, as a result of decreases in benchmark commodity prices during 2023. Total realized price per BOE decreased 33 percent for the year ended December 31, 2023, compared with 2022, resulting in a 29 percent decrease in oil, gas, and NGL production revenue, which was $2.4 billion for the year ended December 31, 2023, compared with $3.3 billion for 2022. Oil, gas, and NGL production expense of $10.16 per BOE for the year ended December 31, 2023, decreased 13 percent compared with 2022, primarily as a result of decreases in production tax expense per BOE, transportation costs per BOE, and ad valorem tax expense per BOE, partially offset by an increase in LOE per BOE.

We recorded a net derivative gain of $68.2 million for the year ended December 31, 2023, compared to a net derivative loss of $374.0 million for 2022. These amounts include a net derivative settlement gain of $26.9 million for the year ended December 31, 2023, and a net derivative settlement loss of $710.7 million for the year ended December 31, 2022.

Operational activities during the year ended December 31, 2023, resulted in the following:

•Net cash provided by operating activities of $1.6 billion, compared with $1.7 billion for 2022.

•Net income of $817.9 million, or $6.86 per diluted share, compared with net income of $1.1 billion, or $8.96 per diluted share for 2022.

•Adjusted EBITDAX, a non-GAAP financial measure, of $1.7 billion, compared with $1.9 billion for 2022. Please refer to Non-GAAP Financial Measures below for additional discussion, including our definition of adjusted EBITDAX and reconciliations to net income and net cash provided by operating activities.

•Total estimated net proved reserves as of December 31, 2023, increased 13 percent from December 31, 2022, to 604.9 MMBOE, of which, 58 percent were liquids (oil and NGLs) and 56 percent were proved developed reserves. The increase primarily consisted of revisions of previous estimates of 113.9 MMBOE related to infill reserves in both our South Texas and Midland Basin programs, partially offset by 55.5 MMBOE of production during 2023. Our proved reserve life index increased to 10.9 years as of December 31, 2023, compared with 10.1 years as of December 31, 2022. Please refer to Reserves in Part I, Items 1 and 2 of this report for additional discussion. The standardized measure of discounted future net cash flows was $6.3 billion as of December 31, 2023, compared with $10.0 billion as of December 31, 2022, which was a decrease of 37 percent year-over-year primarily driven by decreases in benchmark commodity prices during 2023. Please refer to Supplemental Oil and Gas Information (unaudited) in Part II, Item 8 of this report for additional discussion.

Operational Activities. During 2023, successful operational execution resulted in strong well performance in the RockStar and Sweetie Peck areas of our Midland Basin position, and allowed us to maximize capital efficiency. Our South Texas program benefited from continued successful delineation and development of the Austin Chalk formation in addition to sustained strong performance of our Eagle Ford shale wells. Our continued success in both our Midland Basin and South Texas programs is attributable to our top-tier assets and technical teams, and our commitment to geoscience, technology, and innovation.

In our Midland Basin program, we averaged three drilling rigs and one completion crew during 2023. We added a fourth drilling rig at the end of the third quarter to begin drilling on our newly acquired Klondike acreage. We drilled 54 gross (37 net) wells, completed 64 gross (54 net) wells, and acquired additional working interests in five net wells during 2023. Average net daily equivalent production volumes decreased year-over-year by seven percent to 75.4 MBOE. Costs incurred during 2023 totaled $768.1 million, or 62 percent of our total 2023 costs incurred. Drilling and completion activities within our RockStar and Sweetie Peck positions in the Midland Basin were focused primarily on developing the Spraberry and Wolfcamp formations.

In our South Texas program, we averaged two drilling rigs and one completion crew during 2023. We drilled 46 gross (46 net) wells and completed 38 gross (37 net) wells during 2023. Average net daily equivalent production volumes increased year-over-year by 20 percent to 76.7 MBOE. Costs incurred during 2023 totaled $423.5 million, or 34 percent of our total 2023 costs incurred. Drilling and completion activities in South Texas during 2023 were primarily focused on delineating and developing the Austin Chalk formation.

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The table below provides a summary of changes in our drilled but not completed well count and current year drilling, completion, and acquisition activity in our operated programs for the year ended December 31, 2023:

Midland BasinSouth Texas (1)Total
GrossNetGrossNetGrossNet
Wells drilled but not completed at December 31, 2022494029287869
Wells drilled5437464610083
Wells completed(64)(54)(38)(37)(102)(91)
Wells acquired (2)55
Wells drilled but not completed at December 31, 2023392937377666

____________________________________________

Note: Amounts may not calculate due to rounding.

(1)    As of December 31, 2022, and 2023, the drilled but not completed well count included nine gross (nine net) wells that were not included in our five-year development plan, eight of which were in the Eagle Ford shale.

(2)    Amount relates to additional working interests acquired in drilled but not completed wells during the year ended December 31, 2023.

Costs Incurred. Costs incurred in oil and gas property acquisition, exploration, and development activities, whether capitalized or expensed, are summarized as follows:

For the Year Ended
December 31, 2023
(in millions)
Development costs$931.8
Exploration costs172.6
Acquisitions
Proved properties65.0
Unproved properties65.6
Total, including asset retirement obligations (1)$1,235.0

____________________________________________

(1)    Please refer to the caption Costs Incurred in Supplemental Oil and Gas Information (unaudited) in Part II, Item 8 of this report.

Production Results. The table below presents the disaggregation of our net production volumes by product type for each of our assets for the year ended December 31, 2023:

Midland BasinSouth TexasTotal
Net production volumes:
Oil (MMBbl)17.56.323.8
Gas (Bcf)59.872.6132.4
NGLs (MMBbl)9.69.7
Equivalent (MMBOE)27.528.055.5
Average net daily equivalent (MBOE per day)75.476.7152.0
Relative percentage50%50%100%

____________________________________________

Note: Amounts may not calculate due to rounding.

Net equivalent production increased five percent for the year ended December 31, 2023, compared with 2022, comprised of a 20 percent increase from our South Texas assets, partially offset by a seven percent decrease from our Midland Basin assets. Please refer to Overview of Selected Production and Financial Information, Including Trends and Comparison of Financial Results and Trends Between 2023 and 2022 and Between 2022 and 2021 below for additional discussion of production.

Acquisition Activity. During 2023, we acquired approximately 20,000 net acres of oil and gas properties in Dawson and northern Martin counties, Texas. Additionally, in the Midland Basin, we added approximately 9,100 net acres through organic leasing activity, we completed an asset exchange, and we acquired additional working interests in certain wells. Please refer to Note 16 – Acquisitions in Part II, Item 8 of this report for additional discussion.

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Oil, Gas, and NGL Prices

Our financial condition and the results of our operations are significantly affected by the prices we receive for our oil, gas, and NGL production, which can fluctuate dramatically. When we refer to realized oil, gas, and NGL prices below, the disclosed price represents the average price for the respective period, before the effect of net derivative settlements. While quoted NYMEX oil and gas and OPIS NGL prices are generally used as a basis for comparison within our industry, the prices we receive are affected by quality, energy content, location and transportation differentials, and contracted pricing benchmarks for these products.

The following table summarizes commodity price data, as well as the effect of net derivative settlements, for the years ended December 31, 2023, 2022, and 2021:

For the Years Ended December 31,
202320222021
Oil (per Bbl):
Average NYMEX contract monthly price$77.62$94.23$67.92
Realized price$76.28$94.67$67.72
Effect of oil net derivative settlements$(1.13)$(21.46)$(18.73)
Gas:
Average NYMEX monthly settle price (per MMBtu)$2.74$6.64$3.84
Realized price (per Mcf)$2.48$6.28$4.85
Effect of gas net derivative settlements (per Mcf)$0.37$(1.36)$(1.41)
NGLs (per Bbl):
Average OPIS price (1)$27.71$43.48$36.65
Realized price$23.02$35.66$33.67
Effect of NGL net derivative settlements$0.48$(3.06)$(13.68)

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(1)    Effective January 1, 2023, average OPIS price per barrel of NGL, historical or strip, assumes a composite barrel product mix of 42% Ethane, 28% Propane, 6% Isobutane, 11% Normal Butane, and 13% Natural Gasoline. For periods prior to 2023, average OPIS price per barrel of NGL, historical or strip, assumed a composite barrel product mix of 37% Ethane, 32% Propane, 6% Isobutane, 11% Normal Butane, and 14% Natural Gasoline. These product mixes represent the industry standard composite barrel for the respective periods presented and do not necessarily represent our product mix for NGL production. Realized prices reflect our actual product mix.

Oil prices in 2023 decreased compared with 2022 and increased compared with 2021. Gas and NGL prices in 2023 decreased compared with both 2022 and 2021. Given the uncertainty surrounding global financial markets, production output from OPEC+, global shipping channel constraints and disruptions, instability in the Middle East, economic and trade sanctions associated with the wars between Russia and Ukraine and Israel and Hamas, changes in oil inventory in storage, and the potential impacts of these issues on global commodity and financial markets, we expect benchmark prices for oil, gas, and NGLs to remain volatile for the foreseeable future, and we cannot reasonably predict the timing or likelihood of any future impacts that may result, which could include further inflation, supply chain disruptions, fluctuations in interest rates, and industry-specific impacts. In addition to supply and demand fundamentals, as global commodities, the prices for oil, gas, and NGLs are affected by real or perceived geopolitical risks in various regions of the world as well as the relative strength of the United States dollar compared to other currencies. Our realized prices at local sales points may also be affected by infrastructure capacity in the areas of our operations and beyond.

The following table summarizes 12-month strip prices for NYMEX WTI oil, NYMEX Henry Hub gas, and OPIS NGLs as of February 8, 2024, and December 31, 2023:

As of February 8, 2024As of December 31, 2023
NYMEX WTI oil (per Bbl)$74.58$71.53
NYMEX Henry Hub gas (per MMBtu)$2.63$2.67
OPIS NGLs (per Bbl)$28.29$25.77

We use financial derivative instruments as part of our financial risk management program. We have a financial risk management policy governing our use of derivatives, and decisions regarding entering into commodity derivative contracts are overseen by a financial risk management committee consisting of certain senior executive officers and finance personnel. We make

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decisions about the amount of our expected production that we cover by derivatives based on the amount of debt on our balance sheet, the level of capital commitments and long-term obligations we have in place, and the terms and futures prices that are made available by our approved counterparties. With our current commodity derivative contracts, we believe we have partially reduced our exposure to volatility in commodity prices and basis differentials in the near term. Our use of costless collars for a portion of our derivatives allows us to participate in some of the upward movements in oil and gas prices while also setting a price floor below which we are insulated from further price decreases. Please refer to Note 7 – Derivative Financial Instruments in Part II, Item 8 of this report and to Commodity Price Risk in Overview of Liquidity and Capital Resources below for additional information regarding our oil, gas, and NGL derivatives.

Financial Results of Operations and Additional Comparative Data

The tables below provide information regarding selected production and financial information for the three months ended December 31, 2023, and the preceding three quarters:

For the Three Months Ended
December 31,September 30,June 30,March 31,
2023202320232023
(in millions)
Production (MMBOE)14.114.114.113.2
Oil, gas, and NGL production revenue$606.9$639.7$546.6$570.8
Oil, gas, and NGL production expense$137.3$138.3$145.6$142.3
Depletion, depreciation, amortization, and asset retirement obligation liability accretion$189.1$189.4$157.8$154.2
Exploration$15.8$10.2$15.0$18.4
General and administrative$36.6$29.3$27.5$27.7
Net income$247.1$222.3$149.9$198.6

____________________________________________

Note: Amounts may not calculate due to rounding.

Selected Performance Metrics

For the Three Months Ended
December 31,September 30,June 30,March 31,
2023202320232023
Average net daily equivalent production (MBOE per day)153.5153.7154.4146.4
Lease operating expense (per BOE)$5.31$5.08$4.98$5.16
Transportation costs (per BOE)$2.08$2.07$2.89$2.81
Production taxes as a percent of oil, gas, and NGL production revenue4.6%4.3%4.3%4.7%
Ad valorem tax expense (per BOE)$0.37$0.70$0.83$0.81
Depletion, depreciation, amortization, and asset retirement obligation liability accretion (per BOE)$13.39$13.39$11.23$11.70
General and administrative (per BOE)$2.60$2.07$1.96$2.10

____________________________________________

Note: Amounts may not calculate due to rounding.

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Overview of Selected Production and Financial Information, Including Trends

For the Years Ended December 31,Amount Change BetweenPercent Change Between
2023202220212023/20222022/20212023/20222022/2021
Net production volumes: (1)
Oil (MMBbl)23.824.027.9(0.2)(4.0)(1)%(14)%
Gas (Bcf)132.4125.9108.46.417.65%16%
NGLs (MMBbl)9.78.05.41.72.621%49%
Equivalent (MMBOE)55.553.051.42.51.65%3%
Average net daily production: (1)
Oil (MBbl per day)65.165.776.5(0.6)(10.8)(1)%(14)%
Gas (MMcf per day)362.7345.0296.917.648.15%16%
NGLs (MBbl per day)26.421.914.74.57.221%49%
Equivalent (MBOE per day)152.0145.1140.76.94.45%3%
Oil, gas, and NGL production revenue (in millions): (1)
Oil production revenue$1,813.8$2,270.1$1,891.8$(456.3)$378.2(20)%20%
Gas production revenue327.9790.9525.5(463.0)265.4(59)%51%
NGL production revenue222.2285.0180.6(62.7)104.3(22)%58%
Total oil, gas, and NGL production revenue$2,363.9$3,345.9$2,597.9$(982.0)$748.0(29)%29%
Oil, gas, and NGL production expense (in millions): (1)
Lease operating expense$284.8$266.5$225.5$18.3$41.07%18%
Transportation costs136.2150.0139.4(13.8)10.6(9)%8%
Production taxes105.1162.6121.1(57.5)41.5(35)%34%
Ad valorem tax expense37.441.719.4(4.3)22.3(10)%115%
Total oil, gas, and NGL production expense$563.5$620.9$505.4$(57.4)$115.5(9)%23%
Realized price:
Oil (per Bbl)$76.28$94.67$67.72$(18.39)$26.95(19)%40%
Gas (per Mcf)$2.48$6.28$4.85$(3.80)$1.43(61)%29%
NGLs (per Bbl)$23.02$35.66$33.67$(12.64)$1.99(35)%6%
Per BOE$42.60$63.18$50.58$(20.58)$12.60(33)%25%
Per BOE data: (1)
Oil, gas, and NGL production expense:
Lease operating expense$5.13$5.03$4.39$0.10$0.642%15%
Transportation costs2.462.832.71(0.37)0.12(13)%4%
Production taxes1.893.072.36(1.18)0.71(38)%30%
Ad valorem tax expense0.670.790.38(0.12)0.41(15)%108%
Total oil, gas, and NGL production expense (1)$10.16$11.72$9.84$(1.56)$1.88(13)%19%
Depletion, depreciation, amortization, and asset retirement obligation liability accretion$12.44$11.40$15.08$1.04$(3.68)9%(24)%
General and administrative$2.18$2.16$2.18$0.02$(0.02)1%(1)%
Net derivative settlement gain (loss) (2)$0.49$(13.42)$(14.58)$13.91$1.16104%8%
Earnings per share information (in thousands, except per share data): (3)
Basic weighted-average common shares outstanding118,678122,351119,043(3,673)3,308(3)%3%
Diluted weighted-average common shares outstanding119,240124,084123,690(4,844)394(4)%%
Basic net income per common share$6.89$9.09$0.30$(2.20)$8.79(24)%2,930%
Diluted net income per common share$6.86$8.96$0.29$(2.10)$8.67(23)%2,990%

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____________________________________________

(1)    Amounts and percentage changes may not calculate due to rounding.

(2)    Net derivative settlements for the years ended December 31, 2023, 2022, and 2021, are included within the net derivative (gain) loss line item in the accompanying consolidated statements of operations (“accompanying statements of operations”).

(3)    Please refer to Note 9 – Earnings Per Share in Part II, Item 8 of this report for additional discussion.

Average net daily equivalent production for the year ended December 31, 2023, increased five percent compared with 2022, as a result of an increased number of completions. In 2024, we expect total production volumes to increase slightly compared with 2023, and we expect a slight increase in oil as a percentage of total production. Please refer to Comparison of Financial Results and Trends Between 2023 and 2022 and Between 2022 and 2021 below for additional discussion.

We present certain information on a per BOE basis in order to evaluate our performance relative to our peers and to identify and measure trends we believe may require additional analysis and discussion.

Our realized price on a per BOE basis decreased $20.58 for the year ended December 31, 2023, compared with 2022, as a result of decreases in oil, gas, and NGL benchmark prices. For the year ended December 31, 2023, we recognized a net gain on the settlement of our commodity derivative contracts of $0.49 per BOE, compared to a net loss of $13.42 per BOE for the same period in 2022.

LOE on a per BOE basis increased two percent for the year ended December 31, 2023, compared with 2022, primarily driven by increases in labor costs. For 2024, we expect LOE on a per BOE basis to increase, compared with 2023, primarily as a result of expected increases in certain operating costs associated with both our Midland Basin and South Texas assets. We anticipate volatility in LOE on a per BOE basis as a result of changes in total production, changes in our overall production mix, timing of workover projects, inflation, and industry activity, all of which affect total LOE.

Transportation costs on a per BOE basis decreased 13 percent for the year ended December 31, 2023, compared with 2022, as a result of the expiration of a long-term contract in South Texas on June 30, 2023. In general, we expect total transportation costs to fluctuate relative to changes in gas and NGL production from our South Texas assets, where we incur a majority of our transportation costs. For 2024, we expect transportation costs on a per BOE basis to decrease compared with 2023, as a result of the expiration of the long-term contract in South Texas previously discussed.

Production tax expense on a per BOE basis for the year ended December 31, 2023, decreased 38 percent compared with 2022, as a result of decreases in realized prices. Our overall production tax rate was 4.4 percent and 4.9 percent for the years ended December 31, 2023, and 2022, respectively. We generally expect production tax expense to correlate with oil, gas, and NGL production revenue on an absolute and per BOE basis. Product mix, the location of production, and incentives to encourage oil and gas development can also impact the amount of production tax expense that we recognize.

Ad valorem tax expense on a per BOE basis decreased 15 percent for the year ended December 31, 2023, compared with 2022, as we were positively impacted by a property tax relief bill that provided for a one-time benefit during 2023. We anticipate volatility in ad valorem tax expense on a per BOE and absolute basis as the valuation of our producing properties changes, which is generally driven by fluctuations in commodity prices, and can be impacted by changes in tax laws.

Depletion, depreciation, amortization, and asset retirement obligation liability accretion (“DD&A”) expense on a per BOE basis increased nine percent for the year ended December 31, 2023, compared with 2022, due to inflation and higher drilling and completion activity in the Midland Basin, partially offset by increased production related to our South Texas assets, which have a lower DD&A rate than our Midland Basin assets. For 2024, we expect DD&A expense per BOE to remain flat, and DD&A expense on an absolute basis to increase slightly, compared with 2023, primarily as a result of expected increased production. Our DD&A rate fluctuates as a result of changes in our production mix, changes in our total estimated proved reserve volumes, changes in capital allocation, impairments, acquisition and divestiture activity, and carrying cost funding and sharing arrangements with third parties.

General and administrative (“G&A”) expense on a per BOE basis remained relatively flat for the year ended December 31, 2023, compared with 2022, as an increase in G&A expense on an absolute basis related to compensation expense was mostly offset by an increase in production volumes. Certain components of G&A expense, and G&A expense on a per BOE basis, are impacted by the Company’s full year performance against performance targets established at the beginning of the year and, therefore, are subject to variability. For 2024, we expect G&A expense per BOE to remain flat, and G&A expense on an absolute basis to increase compared with 2023, primarily as a result of expected increases in compensation expense due to inflation.

Please refer to Comparison of Financial Results and Trends Between 2023 and 2022 and Between 2022 and 2021 for additional discussion of operating expenses.

Comparison of Financial Results and Trends Between 2023 and 2022 and Between 2022 and 2021

Please refer to Comparison of Financial Results and Trends Between 2022 and 2021 and Between 2021 and 2020 in

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Management’s Discussion and Analysis of Financial Condition and Results of Operations in Part II, Item 7 of our 2022 Annual Report on Form 10-K, filed with the SEC on February 23, 2023, for a detailed discussion of certain comparisons of our financial results and trends for the year ended December 31, 2022, compared with the year ended December 31, 2021.

Average net daily equivalent production, production revenue, and production expense

The following table presents the changes in our average net daily equivalent production, production revenue, and production expense, by area, between the years ended December 31, 2023, and 2022:

Net Equivalent Production Increase (Decrease)Production Revenue DecreaseProduction Expense Decrease
(MBOE per day)(in millions)(in millions)
Midland Basin(6.0)$(726.8)$(44.3)
South Texas13.0(255.3)(13.1)
Total6.9$(982.0)$(57.4)

____________________________________________

Note: Amounts may not calculate due to rounding.

Average net daily equivalent production volumes for the year ended December 31, 2023, increased five percent compared with 2022, comprised of a 20 percent increase from our South Texas assets, partially offset by a seven percent decrease from our Midland Basin assets. As a result of decreases in benchmark commodity prices, realized prices for oil, gas, and NGLs decreased 19 percent, 61 percent, and 35 percent, respectively, resulting in a 29 percent decrease in oil, gas, and NGL production revenue. Oil, gas, and NGL production expense for the year ended December 31, 2023, decreased nine percent, compared with 2022, primarily driven by decreases in production taxes and transportation costs, partially offset by an increase in LOE.

The following table presents the changes in our average net daily equivalent production, production revenue, and production expense, by area, between the years ended December 31, 2022, and 2021:

Net Equivalent Production Increase (Decrease)Production Revenue IncreaseProduction Expense Increase
(MBOE per day)(in millions)(in millions)
Midland Basin(13.0)$222.0$55.5
South Texas17.3526.060.0
Total4.4$748.0$115.5

____________________________________________

Note: Amounts may not calculate due to rounding.

Average net daily equivalent production volumes for the year ended December 31, 2022, increased three percent compared with 2021, comprised of a 37 percent increase from our South Texas assets, partially offset by a 14 percent decrease from our Midland Basin assets. As a result of increases in benchmark commodity prices, realized prices for oil, gas, and NGLs increased 40 percent, 29 percent, and six percent, respectively, resulting in a 29 percent increase in oil, gas, and NGL production revenue. Oil, gas, and NGL production expense for the year ended December 31, 2022, increased 23 percent, compared with 2021, primarily as a result of increased production taxes and LOE.

Please refer to Overview of Selected Production and Financial Information, Including Trends above for additional discussion, including discussion of trends on a per BOE basis.

Depletion, depreciation, amortization, and asset retirement obligation liability accretion

For the Years Ended December 31,
202320222021
(in millions)
Depletion, depreciation, amortization, and asset retirement obligation liability accretion$690.5$603.8$774.4

DD&A expense for the year ended December 31, 2023, increased 14 percent, compared with 2022, primarily as a result of inflation and a five percent increase in average net daily equivalent production volumes, partially offset by a shift in production mix due to higher activity in our South Texas assets, which have a lower DD&A rate than our Midland Basin assets. DD&A expense for the year

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ended December 31, 2022, decreased 22 percent, compared with 2021, primarily as a result of increased estimated net proved reserves at the end of 2021 and during 2022, and increased activity in our Austin Chalk program. Please refer to Overview of Selected Production and Financial Information, Including Trends above for discussion of DD&A expense on a per BOE basis.

Exploration

For the Years Ended December 31,
202320222021
(in millions)
Geological, geophysical, and other expenses$26.4$24.7$7.0
Overhead33.130.232.3
Total$59.5$54.9$39.3

Exploration expense increased eight percent for the year ended December 31, 2023, compared with 2022, primarily due to increases in both overhead and geological, geophysical, and other expenses. Exploration expense fluctuates based on actual geological and geophysical studies we perform within an exploratory area, exploratory dry hole expense incurred, and changes in the amount of allocated overhead.

Impairment

For the Years Ended December 31,
202320222021
(in millions)
Impairment$$7.5$35.0

No impairment expense was recorded for the year ended December 31, 2023, as a result of fewer actual and anticipated lease expirations and title defects. Impairment expense recorded during the years ended December 31, 2022, and 2021, consisted of unproved property abandonments and impairments related to actual and anticipated lease expirations, as well as actual and anticipated losses of acreage due to title defects, changes in development plans, and other inherent acreage risks.

We expect proved property impairments to occur more frequently in periods of declining or depressed commodity prices, and that the frequency of unproved property abandonments and impairments will fluctuate with the timing of lease expirations or title defects, and changing economics associated with decreases in commodity prices. Additionally, changes in drilling plans, unsuccessful exploration activities, and downward engineering revisions may result in proved and unproved property impairments.

Reserve estimates and related impairments of proved and unproved properties are difficult to predict in a volatile price environment. If commodity prices for the products we produce decline as a result of supply and demand fundamentals associated with geopolitical or macroeconomic events, we may experience proved and unproved property impairments in the future. Future impairments of proved and unproved properties are difficult to predict; however, based on our commodity price assumptions as of February 8, 2024, we do not expect any material oil and gas property impairments in the first quarter of 2024 resulting from commodity price impacts.

Please refer to Critical Accounting Estimates below and Note 8 – Fair Value Measurements in Part II, Item 8 of this report for additional discussion.

General and administrative

For the Years Ended December 31,
202320222021
(in millions)
General and administrative$121.1$114.6$111.9

G&A expense increased six percent for the year ended December 31, 2023, compared with 2022, primarily as a result of increased compensation expense. Please refer to Overview of Selected Production and Financial Information, Including Trends above for discussion of G&A expense, including G&A expense on a per BOE basis.

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Net derivative (gain) loss

For the Years Ended December 31,
202320222021
(in millions)
Net derivative (gain) loss$(68.2)$374.0$901.7

Net derivative (gain) loss is a result of changes in fair values associated with fluctuations in the forward price curves for the commodities underlying our outstanding derivative contracts and the monthly cash settlements of our derivative positions during the period. We expect increases in benchmark commodity prices to result in net derivative losses, and decreases in benchmark commodity prices to result in net derivative gains, as measured against our derivative contract prices. Please refer to Note 7 – Derivative Financial Instruments in Part II, Item 8 of this report for additional discussion.

Other operating expense, net

For the Years Ended December 31,
202320222021
(in millions)
Other operating expense, net$20.6$3.5$46.1

Other operating expense, net, recorded in 2023 and 2021, primarily related to legal matters.

Interest expense

For the Years Ended December 31,
202320222021
(in millions)
Interest expense$(91.6)$(120.3)$(160.4)

Interest expense decreased 24 percent for the year ended December 31, 2023, compared with 2022, as a result of the reduction in the aggregate principal amount of our Senior Notes through various transactions in 2022, including the redemption of our 2024 Senior Notes on February 14, 2022, and the redemption of our 2025 Senior Secured Notes on June 17, 2022. Total interest expense can vary based on the timing and amount of borrowings under our revolving credit facility. Please refer to Overview of Liquidity and Capital Resources below, and to Note 5 – Long-Term Debt in Part II, Item 8 of this report for additional discussion, including the definition of Senior Notes and 2025 Senior Secured Notes.

Interest income

For the Years Ended December 31,
202320222021
(in millions)
Interest income$19.9$5.8$1.7

Interest income increased for the year ended December 31, 2023, compared with 2022, due to an increase in average interest rates on our interest-bearing cash equivalents and a higher average cash and cash equivalents balance during 2023.

Loss on extinguishment of debt

For the Years Ended December 31,
202320222021
(in millions)
Loss on extinguishment of debt$$(67.6)$(2.1)

The redemption of our 2025 Senior Secured Notes during 2022 resulted in a net loss on extinguishment of debt of

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$67.2 million, which included $33.5 million of premium paid, $26.3 million of accelerated expense recognition of the unamortized debt discount, and $7.4 million of accelerated expense recognition of the unamortized deferred financing costs. Please refer to Note 5 – Long-Term Debt in Part II, Item 8 of this report for additional discussion, including the definition of 2025 Senior Secured Notes.

Income tax expense

For the Years Ended December 31,
202320222021
(in millions, except tax rate)
Income tax expense$(96.3)$(283.8)$(9.9)
Effective tax rate10.5%20.3%21.5%

Our effective tax rate decreased for the year ended December 31, 2023, compared with 2022, primarily due to benefits recognized as a result of a multi-year research and development (“R&D") credit study conducted during 2023, partially offset by the release of the valuation allowance during the year ended December 31, 2023, that lowered the effective tax rate compared to no valuation benefit recognized during the year ended December 31, 2022.

The decrease in the effective tax rate for the year ended December 31, 2022, compared with 2021, primarily resulted from the release of the valuation allowance recorded against the derivative deferred tax asset recognized in prior periods. As a result of the increase in income before income taxes for the year ended December 31, 2022, compared with 2021, our permanent items, including excess tax benefits from stock-based compensation and limits on expensing of certain individual’s compensation, had less of an impact on the effective tax rate for the year ended December 31, 2022, compared with 2021.

During 2023, we made federal estimated tax payments of $3.0 million and state cash tax payments of $6.0 million, primarily related to Texas franchise taxes.

Enactment of proposed changes to federal income tax laws, specifically the Tax Relief for American Families and Workers Act of 2024, could have a material effect on our current tax expense, tax receivable, and deferred tax liabilities.

Please refer to Critical Accounting Estimates below and Note 4 – Income Taxes in Part II, Item 8 of this report for further discussion.

Overview of Liquidity and Capital Resources

Based on the current commodity price environment, we believe we have sufficient liquidity and capital resources to execute our business plan while continuing to meet our current financial obligations. We continue to manage the duration and level of our drilling and completion service commitments in order to maintain flexibility with regard to our activity level and capital expenditures.

Sources of Cash

We expect our 2024 capital expenditure and return of capital programs to be funded with cash flows from operating activities and cash on hand. We may also use borrowings under our revolving credit facility or raise funds through new debt or equity offerings or from other sources of financing. If we raise additional funds through the issuance of equity or convertible debt securities, the percentage ownership of our current stockholders could be diluted, and these newly issued securities may have rights, preferences, or privileges senior to those of existing stockholders and bondholders. Additionally, we may enter into carrying cost and sharing arrangements with third parties for certain exploration or development programs.

Our credit ratings affect the availability of, and cost for us to borrow, additional funds. Two major credit rating agencies upgraded our credit ratings during 2023, citing our ability to consistently generate meaningful cash flows, disciplined capital spending, return of capital to stockholders, debt redemptions during 2022, and sustained strong operational performance, including our established inventory of drilling locations in our Midland Basin and South Texas programs, all of which contribute to our strong liquidity profile.

All of our sources of liquidity can be affected by the general conditions of the broader economy, force majeure events, fluctuations in commodity prices, operating costs, interest rate changes, tax law changes, and volumes produced, all of which affect us and our industry.

We have no control over the market prices for oil, gas, and NGLs, although we may be able to influence the amount of our realized revenues from our oil, gas, and NGL sales through the use of commodity derivative contracts as part of our commodity price risk management program. Commodity derivative contracts may limit the prices we receive for our oil, gas, and NGL sales if oil, gas, or NGL prices rise substantially over the price established by the commodity derivative contract. Please refer to Note 7 – Derivative

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Financial Instruments in Part II, Item 8 of this report for additional information about our commodity derivative contracts currently in place and the timing of settlement of those contracts.

Credit Agreement

Our Credit Agreement provides for a senior secured revolving credit facility with a maximum loan amount of $3.0 billion. As of December 31, 2023, the borrowing base and aggregate lender commitments under our Credit Agreement were $2.5 billion and $1.25 billion, respectively. The borrowing base is subject to regular, semi-annual redetermination, and considers the value of both our proved oil and gas properties reflected in our most recent reserve report and commodity derivative contracts, each as determined by our lender group. The next scheduled borrowing base redetermination date is April 1, 2024. No individual bank participating in our Credit Agreement represents more than 10 percent of the lender commitments under the Credit Agreement. We must comply with certain financial and non-financial covenants under the terms of the Credit Agreement, including covenants limiting dividend payments and requiring that we maintain certain financial ratios, as set forth in the Credit Agreement. We were in compliance with all financial and non-financial covenants as of December 31, 2023, and through the filing of this report. Please refer to Note 5 – Long-Term Debt in Part II, Item 8 of this report for additional discussion, as well as the presentation of the outstanding balance, total amount of letters of credit, and available borrowing capacity under the Credit Agreement as of February 8, 2024, December 31, 2023, and December 31, 2022.

We had no revolving credit facility borrowings during the years ended December 31, 2023, and 2022. Cash flows provided by our operating activities, proceeds received from divestitures of properties, capital markets activities including open market debt repurchases, debt redemptions, repayment of scheduled debt maturities, other financing activities, and our capital expenditures, including acquisitions, all impact the amount we borrow under our revolving credit facility.

Weighted-Average Interest and Weighted-Average Borrowing Rates

Our weighted-average interest rate includes paid and accrued interest, fees on the unused portion of the aggregate commitment amount under the Credit Agreement, letter of credit fees, the non-cash amortization of deferred financing costs, and for the periods during which they were outstanding, the non-cash amortization of the discounts related to the 2021 Senior Secured Convertible Notes and 2025 Senior Secured Notes, each as defined in Note 5 – Long-Term Debt in Part II, Item 8 of this report. Our weighted-average borrowing rate includes paid and accrued interest only.

The following table presents our weighted-average interest rates and our weighted-average borrowing rates for the years ended December 31, 2023, 2022, and 2021:

For the Years Ended December 31,
202320222021
Weighted-average interest rate7.1%7.6%7.7%
Weighted-average borrowing rate6.4%6.8%6.8%

Our weighted-average interest rate and weighted-average borrowing rate both decreased for the year ended December 31, 2023, compared with 2022, as a result of the redemptions of our 2024 Senior Notes and 2025 Senior Secured Notes during 2022. Our weighted-average interest rate remained flat for the year ended December 31, 2022, compared with 2021, as an increase in deferred financing costs related to the Credit Agreement was offset by a decrease in interest expense resulting from the redemption of the 2025 Senior Secured Notes. Our weighted-average borrowing rate remained flat for the year ended December 31, 2022, compared with 2021, as a result of the timing of redemptions of our Senior Notes during 2022 and 2021.

Our weighted-average interest rate and weighted-average borrowing rate are affected by the occurrence and timing of long-term debt issuances and redemptions and the average outstanding balance on our revolving credit facility. Additionally, our weighted-average interest rate is affected by the fees paid on the unused portion of our aggregate lender commitments. The rates disclosed in the above table do not reflect certain amounts associated with the repurchase or redemption of Senior Notes, such as the accelerated expense recognition of the unamortized deferred financing costs and unamortized discounts, as these amounts are netted against the associated gain or loss on extinguishment of debt. The 2021 Senior Secured Convertible Notes were retired upon maturity on July 1, 2021, the 2024 Senior Notes were redeemed on February 14, 2022, and the 2025 Senior Secured Notes were redeemed on June 17, 2022. After these dates, the weighted-average interest rate was no longer affected by the non-cash amortization of deferred financing costs or, for the 2021 Senior Secured Convertible Notes and the 2025 Senior Secured Notes, the non-cash amortization of the discounts. Please refer to Note 5 – Long-Term Debt in Part II, Item 8 of this report for additional discussion and definitions.

Uses of Cash

We use cash for the development, exploration, and acquisition of oil and gas properties; for the payment of operating and general and administrative costs, income taxes, debt obligations, including interest and early repayments or redemptions, dividends, and for repurchases of shares of our outstanding common stock under the Stock Repurchase Program. Expenditures for the development, exploration, and acquisition of oil and gas properties are the primary use of our capital resources. During 2023, we spent

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$1.1 billion on capital expenditures and on acquisitions of proved and unproved oil and gas properties, including the acquisition of additional working interests in certain wells. This amount differs from the costs incurred amount of $1.2 billion for the year ended December 31, 2023, as costs incurred is an accrual-based amount that also includes asset retirement obligations, geological and geophysical expenses, and exploration overhead amounts. Please refer to Costs Incurred in Supplemental Oil and Gas Information (unaudited) in Part II, Item 8 of this report for additional discussion.

The amount and allocation of our future capital expenditures will depend upon a number of factors, including our cash flows from operating, investing, and financing activities, our ability to execute our development program, inflation, and the number and size of acquisitions that we complete. In addition, the impact of oil, gas, and NGL prices on investment opportunities, the availability of capital, tax law and other regulatory changes, and the timing and results of our exploration and development activities may lead to changes in funding requirements for future development. We periodically review our capital expenditure budget and guidance to assess if changes are necessary based on current and projected cash flows, acquisition and divestiture activities, debt requirements, and other factors.

Changes to the Internal Revenue Code (“IRC“), could increase the corporate income tax rate and could eliminate or reduce current tax deductions for intangible drilling costs, depreciation of equipment costs, and other deductions which currently reduce our taxable income. Current and future legislation could reduce our net cash provided by operating activities over time, and could therefore result in a reduction of funding available for the items discussed above.

We may from time to time repurchase shares of our common stock, or repurchase or redeem all or portions of our outstanding debt securities, for cash, through exchanges for other securities, or a combination of both. Such repurchases or redemptions may be made in open market transactions, privately negotiated transactions, tender offers, pursuant to contractual provisions, or otherwise. Any such repurchases or redemptions will depend on our business strategy, prevailing market conditions, our liquidity requirements, contractual restrictions or covenants, compliance with securities laws, and other factors. The amounts involved in any such transaction may be material.

During the years ended December 31, 2023, and 2022, we repurchased and subsequently retired 6.9 million shares and 1.4 million shares, respectively, of our common stock at a cost, excluding excise taxes, commissions, and fees, of $228.0 million and $57.2 million, respectively. As of the filing of this report, $214.9 million remains available under the Stock Repurchase Program for repurchases of our common stock through December 31, 2024. Effective January 1, 2023, shares of common stock repurchased, net of shares of common stock issued, are subject to a one percent excise tax imposed by the IRA. We recorded an immaterial amount of excise tax related to common stock repurchases during 2023. Please refer to Note 3 – Equity in Part II, Item 8 of this report for discussion of the Stock Repurchase Program.

During the years ended December 31, 2023, 2022, and 2021, we paid $71.6 million, $19.6 million, and $2.4 million, respectively, in dividends to our stockholders. Dividends paid reflects $0.60, $0.16, and $0.02 per share during the years ended December 31, 2023, 2022, and 2021, respectively. During 2023, our Board of Directors approved a 20 percent increase to our fixed dividend to $0.72 per share annually, to be paid in quarterly increments of $0.18 per share, beginning in the first quarter of 2024. We currently intend to continue paying dividends to our stockholders for the foreseeable future, subject to our future earnings, our financial condition, covenants under our Credit Agreement and indentures governing each series of our outstanding Senior Notes, and other factors that could arise. The payment and amount of future dividends remain at the discretion of our Board of Directors.

During 2022, we redeemed all of the aggregate principal amount outstanding of our 2024 Senior Notes and our 2025 Senior Secured Notes. Please refer to Note 5 – Long-Term Debt in Part II, Item 8 of this report for additional discussion and definitions.

Analysis of Cash Flow Changes Between 2023 and 2022 and Between 2022 and 2021

The following tables present changes in cash flows between the years ended December 31, 2023, 2022, and 2021, for our operating, investing, and financing activities. The analysis following each table should be read in conjunction with our accompanying consolidated statements of cash flows (“accompanying statements of cash flows”) in Part II, Item 8 of this report.

Operating Activities

For the Years Ended December 31,Amount Change Between
2023202220212023/20222022/2021
(in millions)
Net cash provided by operating activities$1,574.4$1,686.4$1,159.8$(112.0)$526.6

Net cash provided by operating activities decreased for the year ended December 31, 2023, compared with 2022, primarily as a result of a $937.3 million decrease in cash received from oil, gas, and NGL production revenues, net of transportation costs and production taxes and an increase of $44.5 million in cash paid for LOE and ad valorem taxes, partially offset by a decrease of $749.3 million in cash paid on settled derivative trades and a $45.5 million decrease in cash paid for interest.

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Net cash provided by operating activities increased for the year ended December 31, 2022, compared with 2021, primarily as a result of an $833.2 million increase in cash received from oil, gas, and NGL production revenues, net of transportation costs and production taxes, partially offset by an increase in cash paid for LOE and G&A expense of $70.7 million and an increase of $69.2 million in cash paid on settled derivative trades.

Net cash provided by operating activities is affected by working capital changes and the timing of cash receipts and disbursements.

Investing Activities

For the Years Ended December 31,Amount Change Between
2023202220212023/20222022/2021
(in millions)
Net cash used in investing activities$(1,098.7)$(880.3)$(667.2)$(218.4)$(213.1)

Net cash used in investing activities increased for the year ended December 31, 2023, compared with 2022, as a result of a $109.5 million increase in capital expenditures and $109.9 million of cash paid to acquire proved and unproved oil and gas properties in the Midland Basin, including the acquisition of additional working interests in certain wells. Please refer to Note 16 – Acquisitions in Part II, Item 8 of this report for additional discussion of the acquisition of proved and unproved oil and gas properties.

Net cash used in investing activities increased for the year ended December 31, 2022, compared with 2021, primarily as a result of a $205.1 million increase in capital expenditures.

Net cash used in investing activities during the years ended December 31, 2023, 2022, and 2021, was funded by net cash provided by operating activities.

Financing Activities

For the Years Ended December 31,Amount Change Between
2023202220212023/20222022/2021
(in millions)
Net cash used in financing activities$(304.5)$(693.9)$(159.8)$389.4$(534.1)

Net cash used in financing activities during the year ended December 31, 2023, primarily consisted of $228.1 million of cash paid, including commission and fees, to repurchase and subsequently retire 6.9 million shares of our common stock under the Stock Repurchase Program, and $71.6 million of dividends paid to our stockholders.

Net cash used in financing activities during the year ended December 31, 2022, related to $480.2 million of cash paid, including premium, to redeem our 2025 Senior Secured Notes, and $104.8 million of cash paid to redeem our 2024 Senior Notes. Additionally, we paid $57.2 million, including commission and fees, to repurchase and subsequently retire 1.4 million shares of our common stock under the Stock Repurchase Program, $25.1 million for the net share settlement of employee stock awards, and $19.6 million of dividends paid to our stockholders.

During the year ended December 31, 2021, we paid $385.3 million, including net premiums, to fund the Tender Offer and the 2022 Senior Notes Redemption, and we received net cash proceeds of $392.8 million from the issuance of our 2028 Senior Notes. Additionally, we paid $65.5 million to retire our 2021 Senior Secured Convertible Notes and had net repayments under our revolving credit facility of $93.0 million.

Please refer to Note 3 – Equity in Part II, Item 8 of this report for additional discussion of our Stock Repurchase Program and Note 5 – Long-Term Debt in Part II, Item 8 of this report for additional discussion and definitions related to our debt transactions.

Interest Rate Risk

We are exposed to market and credit risk due to the floating interest rate associated with any outstanding balance on our revolving credit facility. Our Credit Agreement allows us to fix the interest rate for all or a portion of the principal balance of our revolving credit facility for a period up to six months. To the extent that the interest rate is fixed, interest rate changes will affect the revolving credit facility’s fair value but will not affect results of operations or cash flows. Conversely, for the portion of the revolving credit facility that has a floating interest rate, interest rate changes will not affect the fair value but will affect future results of operations and cash flows. Changes in interest rates do not affect the amount of interest we pay on our fixed-rate Senior Notes, but can affect their fair

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values. As of December 31, 2023, our outstanding principal amount of fixed-rate debt totaled $1.6 billion, and we had no floating-rate debt outstanding. As we had no borrowings under our revolving credit facility during 2023, we had no exposure to variable interest rates during the year ended December 31, 2023. Please refer to Note 8 – Fair Value Measurements in Part II, Item 8 of this report for additional discussion on the fair values of our Senior Notes.

The Federal Reserve increased short-term interest rates during 2023 and 2022. These increases, and any future increases, are likely to increase the cost of and affect our ability to borrow funds.

Commodity Price Risk

The prices we receive for our oil, gas, and NGL production directly affect our revenue, profitability, access to capital, ability to return capital to our stockholders, and future rate of growth. Oil, gas, and NGL prices are subject to unpredictable fluctuations resulting from a variety of factors that are typically beyond our control, including changes in supply and demand associated with the broader macroeconomic environment, constraints on gathering systems, processing facilities, pipelines, and other transportation systems, and weather-related events. The markets for oil, gas, and NGLs have been volatile, especially over the last decade, and remain subject to high levels of uncertainty and volatility related to production output from OPEC+, global shipping channel constraints and disruptions, instability in the Middle East, economic and trade sanctions associated with the wars between Russia and Ukraine and Israel and Hamas, and the potential impacts of these issues on global commodity and financial markets. These circumstances have contributed to inflation, instances of supply chain disruptions, and a rise in interest rates, and could have further industry-specific impacts that may require us to adjust our business plan. The realized prices we receive for our production also depend on numerous factors that are typically beyond our control. Based on our 2023 production, a 10 percent decrease in our average realized prices for oil, gas, and NGLs, would have reduced our oil, gas, and NGL production revenues by approximately $181.4 million, $32.8 million, and $22.2 million, respectively. If commodity prices had been 10 percent lower, our net derivative settlements for the year ended December 31, 2023, would have offset the declines in oil, gas, and NGL production revenue by approximately $61.2 million.

We enter into commodity derivative contracts in order to reduce the risk of fluctuations in commodity prices. The fair value of our commodity derivative contracts is largely determined by estimates of the forward curves of the relevant price indices. As of December 31, 2023, a 10 percent increase or decrease in the forward curves associated with our oil, gas, and NGL commodity derivative instruments would have changed our net derivative positions for these products by approximately $30.0 million, $5.2 million, and $0.7 million, respectively.

Off-Balance Sheet Arrangements

We have not participated in transactions that generate relationships with unconsolidated entities or financial partnerships, such as entities often referred to as structured finance or special purpose entities (“SPE” or “SPEs”). Please refer to Off-Balance Sheet Arrangements within Note 1 – Summary of Significant Accounting Policies in Part II, Item 8 of this report for additional discussion.

Critical Accounting Estimates

Our discussion of financial condition and results of operations is based upon the information reported in our consolidated financial statements. The preparation of these consolidated financial statements in conformity with GAAP requires us to make assumptions and estimates that affect the reported amounts of assets, liabilities, revenues, and expenses, as well as the disclosure of contingent assets and liabilities as of the date of our consolidated financial statements. We base our assumptions and estimates on historical experience and various other sources that we believe to be reasonable under the circumstances. Actual results may differ from the estimates we calculate as a result of changes in circumstances, global economics and politics, and general business conditions. A summary of our significant accounting policies is detailed in Note 1 – Summary of Significant Accounting Policies in Part II, Item 8 of this report. We have outlined below, those policies identified as being critical to the understanding of our business and results of operations and that require the application of significant management judgment.

Successful Efforts Method of Accounting. GAAP provides two alternative methods for the oil and gas industry to use in accounting for oil and gas producing activities. These two methods are generally known in our industry as the full cost method and the successful efforts method, and both methods are widely used. The methods are different enough that in many circumstances the same set of facts will provide materially different financial statement results within a given year. We have chosen the successful efforts method of accounting for our oil and gas producing activities. A more detailed description is included in Note 1 – Summary of Significant Accounting Policies of Part II, Item 8 of this report.

Oil and Gas Reserve Quantities. Our estimated proved reserve quantities and future net cash flows are critical to understanding the value of our business. They are used in comparative financial ratios and are the basis for significant accounting estimates in our consolidated financial statements, including the calculations of DD&A expense, impairment of proved and unproved oil and gas properties, and asset retirement obligations. Please refer to Oil and Gas Producing Activities in Note 1 – Summary of Significant Accounting Policies of Part II, Item 8 of this report for additional discussion on our accounting policies impacted by estimated reserve quantities.

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Future cash inflows and future production and development costs are determined by applying prices and costs, including transportation, quality differentials, and basis differentials, applicable to each period to the estimated quantities of proved reserves remaining to be produced as of the end of that period. Expected cash flows are discounted to present value using an appropriate discount rate. For example, the standardized measure of discounted future net cash flows calculation requires that a 10 percent discount rate be applied. Although reserve estimates are inherently imprecise, and estimates of new discoveries and undeveloped locations are more imprecise than those of established producing oil and gas properties, we make a considerable effort in estimating our reserves. We engage Ryder Scott, an independent reservoir evaluation consulting firm, to audit a minimum of 80 percent of our total calculated proved reserve PV-10. We expect proved reserve estimates will change as additional information becomes available and as commodity prices and operating and capital costs change. We evaluate and estimate our proved reserves each year end. It should not be assumed that the standardized measure of discounted future net cash flows (GAAP) or PV-10 (non-GAAP) as of December 31, 2023, is the current market value of our estimated proved reserves. In accordance with SEC requirements, we based these measures on the unweighted arithmetic average of the first-day-of-the-month price of each month within the trailing 12-month period ended December 31, 2023. Actual future prices and costs may be materially higher or lower than the prices and costs utilized in the estimates. Please refer to Risk Factors in Part I, Item 1A of this report for additional discussion.

If the estimates of proved reserves decline, the rate at which we record DD&A expense will increase, which would reduce future net income. Changes in DD&A rate calculations caused by changes in reserve quantities are made prospectively. In addition, a decline in reserve estimates may impact the outcome of our assessment of proved and unproved properties for impairment. Impairments are recorded in the period in which they are identified.

The following table presents information about proved reserve changes from period to period due to items we do not control, such as price, and from changes due to production history and well performance. These changes do not require a capital expenditure on our part, but may have resulted from capital expenditures we incurred to develop other estimated proved reserves.

For the Years Ended December 31,
202320222021
MMBOE Change
Revisions resulting from performance (1)37.2(11.1)3.4
Removal of net proved undeveloped reserves no longer in our five-year development plan(30.8)(19.9)(40.6)
Revisions resulting from price changes(28.4)9.537.2
Total(22.0)(21.5)

____________________________________________

Note: Amounts may not calculate due to rounding.

(1)    For the year ended December 31, 2023, performance revisions consisted of positive revisions of 65.3 MMBOE resulting from changes to decline curve estimates based on reservoir engineering analysis and negative revisions of 28.0 MMBOE related to well performance.

As previously noted, commodity prices are volatile and estimates of reserves are inherently imprecise. Consequently, we expect to continue experiencing these types of changes.

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We cannot reasonably predict future commodity prices, although we believe that together, the below analyses provide reasonable information regarding the impact of changes in pricing and trends on total estimated net proved reserves. The following table reflects the estimated MMBOE change and percentage change to our total reported estimated proved reserve volumes from the described hypothetical changes:

For the year ended December 31, 2023
MMBOE ChangePercentage Change
10 percent decrease in SEC pricing (1)(14.3)(2)%
Average NYMEX strip pricing as of fiscal year end (2)2.5%
10 percent decrease in net proved undeveloped reserves (3)(26.4)(4)%

____________________________________________

(1)    The change solely reflects the impact of a 10 percent decrease in SEC pricing to the total reported estimated net proved reserve volumes as of December 31, 2023, and does not include additional impacts to our estimated net proved reserves that may result from our internal intent to drill hurdles or changes in future service or equipment costs.

(2)    The change solely reflects the impact of replacing SEC pricing with the five-year average NYMEX strip pricing as of December 31, 2023, and does not include additional impacts to our estimated net proved reserves that may result from our internal intent to drill hurdles or changes in future service or equipment costs. As of December 31, 2023, SEC pricing was $78.22 per Bbl for oil, $2.64 per MMBtu for gas, and $27.72 per Bbl for NGLs, and five-year average NYMEX strip pricing was $66.11 per Bbl for oil, $3.53 per MMBtu for gas, and $25.19 per Bbl for NGLs.

(3)    The change solely reflects a 10 percent decrease in net proved undeveloped reserves as of December 31, 2023, and does not include any additional impacts to our estimated net proved reserves.

Additional reserve information can be found in Reserves in Part I, Items 1 and 2 of this report, and in Supplemental Oil and Gas Information (unaudited) in Part II, Item 8 of this report.

Impairment of Oil and Gas Properties. Proved oil and gas properties are evaluated for impairment on a depletion pool-by-pool basis and reduced to fair value when events or changes in circumstances indicate that their carrying amount may not be recoverable. We estimate the expected future cash flows of our proved oil and gas properties and compare these undiscounted cash flows to the carrying amount to determine if the carrying amount is recoverable. If the carrying amount exceeds the estimated undiscounted future cash flows, we will write down the carrying amount of the proved oil and gas properties to fair value (or discounted future cash flows). Management estimates future cash flows from all proved reserves and risk adjusted probable and possible reserves using various factors, which are subject to our judgment and expertise, and include, but are not limited to, commodity price forecasts, estimated future operating and capital costs, development plans, and discount rates to incorporate the risk and current market conditions associated with realizing the expected cash flows.

Unproved oil and gas properties are evaluated for impairment and reduced to fair value when there is an indication that the carrying costs may not be recoverable. Lease acquisition costs that are not individually significant are aggregated by asset group and the portion of such costs estimated to be nonproductive prior to lease expiration are amortized over the appropriate period. The estimate of what could be nonproductive is based on historical trends or other information, including current drilling plans and our intent to renew leases. We estimate the fair value of unproved properties using a market approach, which takes into account the following significant assumptions: remaining lease terms, future development plans, risk weighted potential resource recovery, estimated reserve values, and estimated acreage value based on price(s) received for similar, recent acreage transactions by us or other market participants.

We cannot predict when or if future impairment charges will be recorded because of the uncertainty in the factors discussed above. Despite any amount of future impairment being difficult to predict, based on our commodity price assumptions as of February 8, 2024, we do not expect any material oil and gas property impairments in the first quarter of 2024 resulting from commodity price impacts.

Please refer to Note 1 – Summary of Significant Accounting Policies and Note 8 – Fair Value Measurements in Part II, Item 8 of this report for discussion of impairments of oil and gas properties recorded for the years ended December 31, 2022, and 2021.

Revenue Recognition. We predominately derive our revenue from the sale of produced oil, gas, and NGLs. Our revenue recognition policy is a critical accounting estimate because revenue is a key component of our results of operations and our forward-looking statements contained in our analysis of liquidity and capital resources. A 10 percent change in our revenue accrual at year-end 2023 would have affected total operating revenues by approximately $17.5 million for the year ended December 31, 2023. Please refer to Note 1 – Summary of Significant Accounting Policies and Note 2 – Revenue from Contracts with Customers in Part II, Item 8 of this report for additional discussion.

Derivative Financial Instruments. We periodically enter into commodity derivative contracts to mitigate a portion of our exposure to oil, gas, and NGL price volatility and location differentials. We recognize all gains and losses from changes in commodity derivative fair values immediately in earnings rather than deferring any such amounts in accumulated other comprehensive income

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(loss). The estimated fair value of our derivative instruments requires substantial judgment. These values are based upon, among other things, option pricing models, futures prices, volatility, time to maturity, and credit risk. The values we report in our consolidated financial statements change as these estimates are revised to reflect actual results, changes in market conditions or other factors, many of which are beyond our control. Please refer to Note 1 – Summary of Significant Accounting Policies and Note 7 – Derivative Financial Instruments in Part II, Item 8 of this report for additional discussion.

Income Taxes. We account for deferred income taxes, whereby deferred tax assets and liabilities are recognized based on the tax effects of temporary differences between the carrying amounts on the consolidated financial statements and the tax basis of assets and liabilities, as measured using currently enacted tax rates. These differences will result in taxable income or deductions in future years when the reported amounts of the assets or liabilities are recovered or settled, respectively. Considerable judgment is required in predicting when these events may occur and whether recovery of an asset is more likely than not. We record deferred tax assets and associated valuation allowances, when appropriate, to reflect amounts more likely than not to be realized based upon Company analysis. Additionally, our federal and state income tax returns are generally not filed before the consolidated financial statements are prepared. Therefore, we estimate the tax basis of our assets and liabilities at the end of each period, as well as the effects of tax rate changes, tax credits, and net operating and capital loss carryforwards and carrybacks. Adjustments related to differences between the estimates we use and actual amounts we report are recorded in the periods in which we file our income tax returns. These adjustments and changes in our estimates of asset recovery and liability settlement as well as significant enacted tax rate changes could have an impact on our results of operations. A one percent change in our effective tax rate would have changed our calculated income tax expense by approximately $9.1 million for the year ended December 31, 2023. Please refer to Note 1 – Summary of Significant Accounting Policies and Note 4 – Income Taxes in Part II, Item 8 of this report for additional discussion.

Accounting Matters

Please refer to Recently Issued Accounting Standards in Note 1 – Summary of Significant Accounting Policies in Part II, Item 8 of this report for information on new authoritative accounting guidance.

Environmental

We believe we are in substantial compliance with environmental laws and regulations and do not currently anticipate that material future expenditures will be required under the existing regulatory framework. However, environmental laws and regulations are subject to frequent changes, and we are unable to predict the impact that compliance with future laws or regulations, such as those currently being considered as discussed below, may have on future capital expenditures, liquidity, and results of operations.

Hydraulic Fracturing. Hydraulic fracturing is an important and common practice that is used to stimulate production of hydrocarbons from tight formations. For additional information about hydraulic fracturing and related environmental matters, please refer to Risk Factors – Risks Related to Oil and Gas Operations and the Industry – Federal and state legislative and regulatory initiatives relating to hydraulic fracturing could result in increased costs and additional operating restrictions or delays.

Climate Change and Air Quality. In June 2013, President Obama announced a Climate Action Plan designed to further reduce GHG emissions and prepare the nation for the physical effects that may occur as a result of climate change. The Climate Action Plan targeted methane reductions from the oil and gas sector as part of a comprehensive interagency methane strategy. As part of the Climate Action Plan, on May 12, 2016, the EPA issued final regulations applicable to new, modified, or reconstructed sources that amended and expanded 2012 regulations for the oil and gas sector by, among other things, setting emission limits for volatile organic compounds (“VOCs” or “VOC”) and methane, a GHG, and added requirements for previously unregulated sources. The 2016 NSPS requires reduction of methane and VOCs from certain activities in oil and gas production, processing, transmission and storage and applies to facilities constructed, modified, or reconstructed after September 18, 2015. The regulation requires, among other things, GHG and VOC emission limits for certain equipment, such as centrifugal compressors and reciprocating compressors; semi-annual leak detection and repair for well sites and quarterly for boosting and garnering compressor stations and gas transmission compressor stations; control requirements and emission limits for pneumatic pumps; and additional requirements for control of GHGs and VOCs from well completions. On September 14, and 15, 2020, the EPA finalized amendments to the 2012 and 2016 NSPS that removed transmission and storage infrastructure from regulation of methane emissions and other VOCs, as well as removed methane control requirements. The portion of the 2020 amendments that removed the transmission and storage infrastructure from the regulations was disapproved by the Congressional Review Act in 2021. In November 2021, the EPA proposed to expand the requirements of the 2012 and 2016 NSPS and also include requirements for states to develop performance standards to control methane emissions from existing sources. In December 2022, the EPA issued a supplemental proposal to update, strengthen, and expand the 2021 proposed rules. The EPA finalized the rule in December 2023.

States are also required to comply with the NAAQS. The oil and gas sector is often subjected to additional controls when areas within states are not attaining the ozone NAAQS as the VOCs emitted by the oil and gas sector are a precursor to ozone formation. The ozone NAAQS was set at 70 parts per billion (“ppb”) in 2015. In 2023, the EPA announced its plan to perform a full and complete review of the ozone NAAQS and intends to release an integrated review plan in 2024. The results of this review could result in changes to the ozone NAAQS which, if lowered, may result in additional actions by states requiring further emission controls and associated costs. Oil and gas facilities operating in areas that are determined to be out of compliance with the 70 ppb requirement or a lowered ozone NAAQS may be subject to increased emission controls and associated costs of compliance.

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The United States Congress has from time to time considered adopting legislation to reduce emissions of GHGs and many of the states have already taken legal measures to reduce emissions of GHGs primarily through the planned development of GHG emission inventories and/or regional GHG cap and trade programs. Most of these cap and trade programs work by requiring major sources of emissions, such as electric power plants, or major producers of fuels, such as refineries and gas processing plants, to acquire and surrender emission allowances. The number of allowances available for purchase is reduced each year in an effort to achieve the overall GHG emission reduction goal. In addition, there have been international conventions and efforts to establish standards for the reduction of GHGs globally, including the Paris accords in December 2015. The conditions for entry into force of the Paris accords were met on October 5, 2016 and the Agreement went into force 30 days later on November 4, 2016. At the United Nations Climate Change Conference in Glasgow in 2021, the United States and the European Union announced the Global Methane Pledge that aims to reduce methane emissions by 30 percent compared with 2020 levels.

The adoption of legislation or regulatory programs to reduce emissions of GHGs could require us to incur increased operating costs, such as costs to purchase and operate emissions control systems, to acquire emissions allowances, or comply with new regulatory or reporting requirements. Any such legislation or regulatory programs could also increase the cost of consuming, and thereby reduce demand for, the oil and gas we produce. Consequently, legislation and regulatory programs to reduce emissions of GHGs could have an adverse effect on our business, financial condition, and results of operations. Judicial challenges to new regulatory measures are likely and we cannot predict the outcome of such challenges. New regulatory suspensions, revisions, or rescissions and conflicting state and federal regulatory mandates may inhibit our ability to accurately forecast the costs associated with future regulatory compliance. Finally, scientists have concluded that increasing concentrations of GHGs in the earth’s atmosphere produce climate changes that likely have significant physical effects, such as increased frequency and severity of storms, droughts, floods, and other climatic events. Such effects could have an adverse effect on our financial condition and results of operations.

In terms of opportunities, the regulation of GHG emissions and the introduction of alternative incentives, such as enhanced oil recovery, carbon sequestration, and low carbon fuel standards, could benefit us in a variety of ways. For example, although federal regulation and climate change legislation could reduce the overall demand for the oil and gas that we produce, the relative demand for gas may increase because the burning of gas produces lower levels of emissions than other readily available fossil fuels such as oil and coal. In addition, if renewable resources such as wind or solar power become more prevalent, gas-fired electric plants may provide an alternative backup to maintain consistent electricity supply. Also, if states adopt low-carbon fuel standards, gas may become a more attractive transportation fuel. For each of the years ended December 31, 2023, and 2022, approximately 40 percent of our production on a per BOE basis was gas. Market-based incentives for the capture and storage of carbon dioxide in underground reservoirs, particularly in oil and gas reservoirs, could also benefit us through the potential to obtain GHG emission allowances or offsets from or government incentives for the sequestration of carbon dioxide.

Non-GAAP Financial Measures

Adjusted EBITDAX represents net income (loss) before interest expense, interest income, income taxes, depletion, depreciation, amortization and asset retirement obligation liability accretion expense, exploration expense, property abandonment and impairment expense, non-cash stock-based compensation expense, derivative gains and losses net of settlements, gains and losses on divestitures, gains and losses on extinguishment of debt, and certain other items. Adjusted EBITDAX excludes certain items that we believe affect the comparability of operating results and can exclude items that are generally non-recurring in nature or whose timing and/or amount cannot be reasonably estimated. Adjusted EBITDAX is a non-GAAP measure that we believe provides useful additional information to investors and analysts, as a performance measure, for analysis of our ability to internally generate funds for exploration, development, acquisitions, and to service debt. We are also subject to financial covenants under our Credit Agreement as further described in Note 5 – Long-Term Debt in Part II, Item 8 of this report. In addition, adjusted EBITDAX is widely used by professional research analysts and others in the valuation, comparison, and investment recommendations of companies in the oil and gas exploration and production industry, and many investors use the published research of industry research analysts in making investment decisions. Adjusted EBITDAX should not be considered in isolation or as a substitute for net income (loss), income (loss) from operations, net cash provided by operating activities, or other profitability or liquidity measures prepared under GAAP. Because adjusted EBITDAX excludes some, but not all items that affect net income (loss) and may vary among companies, the adjusted EBITDAX amounts presented may not be comparable to similar metrics of other companies. Our revolving credit facility provides a material source of liquidity for us. Under the terms of our Credit Agreement, if we failed to comply with the covenants that establish a maximum permitted ratio of total funded debt, as defined in the Credit Agreement, to adjusted EBITDAX, we would be in default, an event that would prevent us from borrowing under our revolving credit facility and would therefore materially limit a significant source of our liquidity. In addition, if we are in default under our revolving credit facility and are unable to obtain a waiver of that default from our lenders, lenders under that facility and under the indentures governing each series of our outstanding Senior Notes, as defined in Note 5 – Long-Term Debt in Part II, Item 8 of this report, would be entitled to exercise all of their remedies for default.

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The following table provides reconciliations of our net income (GAAP) and net cash provided by operating activities (GAAP) to adjusted EBITDAX (non-GAAP) for the periods presented:

For the Years Ended December 31,
202320222021
(in thousands)
Net income (GAAP)$817,880$1,111,952$36,229
Interest expense91,630120,346160,353
Interest income(19,854)(5,774)(1,716)
Income tax expense96,322283,8189,938
Depletion, depreciation, amortization, and asset retirement obligation liability accretion690,481603,780774,386
Exploration (1)55,33350,97835,346
Impairment7,46835,000
Stock-based compensation expense20,25018,77218,819
Net derivative (gain) loss(68,154)374,012901,659
Net derivative settlement gain (loss)26,921(710,700)(748,958)
Loss on extinguishment of debt67,6052,139
Other, net1,497(3,969)2,223
Adjusted EBITDAX (non-GAAP)1,712,3061,918,2881,225,418
Interest expense(91,630)(120,346)(160,353)
Interest income19,8545,7741,716
Income tax expense(96,322)(283,818)(9,938)
Exploration (1) (2)(46,467)(36,810)(35,346)
Amortization of debt discount and deferred financing costs5,48610,28117,275
Deferred income taxes88,256269,0579,565
Other, net(12,538)(3,957)(5,976)
Net change in working capital(4,551)(72,063)117,411
Net cash provided by operating activities (GAAP)$1,574,394$1,686,406$1,159,772

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(1)    Stock-based compensation expense is a component of the exploration expense and general and administrative expense line items on the accompanying statements of operations. Therefore, the exploration line items shown in the reconciliation above will vary from the amount shown on the accompanying statements of operations for the component of stock-based compensation expense recorded to exploration expense.

(2)    For the year ended December 31, 2023, amount excludes certain capital expenditures related to unsuccessful exploration activity for one well that experienced technical issues during the drilling phase. For the year ended December 31, 2022, amount excludes certain capital expenditures related to unsuccessful exploration efforts outside of our core areas of operation.

FY 2022 10-K MD&A

SEC filing source: 0000893538-23-000014.

Extracted structurally from real Item 7 body heading to real Item 7A/8 boundary. Confidence: high. Filing date: 2023-02-23. Report date: 2022-12-31.

ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion includes forward-looking statements. Please refer to the Cautionary Information about Forward-Looking Statements section of this report for important information about these types of statements.

Overview of the Company

General Overview

Our strategy is to be a premier operator of top-tier oil and gas assets. Our team executes this strategy by prioritizing safety, technological innovation, and stewardship of natural resources, all of which are integral to our corporate culture. Our purpose is to make people’s lives better by responsibly producing energy supplies, contributing to domestic energy security and prosperity, and having a positive impact in the communities where we live and work. Our long-term vision is to sustainably grow value for all of our stakeholders by maintaining and optimizing our high-quality asset portfolio, generating cash flows, and maintaining a strong balance sheet. Our near-term goals include returning value to stockholders through our Stock Repurchase Program and fixed dividend payments, which increased during 2022.

Our asset portfolio is comprised of high-quality assets in the Midland Basin of West Texas and in the Maverick Basin of South Texas that are capable of generating strong returns in the current macroeconomic environment, and present resilience to commodity price risk. We remain focused on maximizing returns and increasing the value of our top-tier assets through continued development and optimization of our Midland Basin assets and through continued delineation of the Austin Chalk formation in South Texas. We believe that our high-quality asset base provides for a sustainable and repeatable approach to prioritizing operational execution, maintaining strong cash flows, returning capital to stockholders, continuing to improve leverage metrics, and maintaining strong financial flexibility.

We are committed to exceptional safety, health, and environmental stewardship; supporting the professional development of a diverse and thriving team of employees; building and maintaining partnerships with our stakeholders by investing in and connecting with the communities where we live and work; and transparency in reporting our progress in these areas. The Environmental, Social and Governance Committee of our Board of Directors oversees, among other things, the development and implementation of the Company’s ESG policies, programs and initiatives, and, together with management, reports to our Board of Directors regarding such matters. Further demonstrating our commitment to sustainable operations and environmental stewardship, compensation for our executives and eligible employees under our long-term incentive plan, and compensation for all employees under our short-term incentive plan is calculated based on, in part, certain Company-wide, performance-based metrics that include key financial, operational, and environmental, health, and safety measures. Please refer to our Definitive Proxy Statement on Schedule 14A for the 2023 annual meeting of stockholders to be filed within 120 days from December 31, 2022, for additional discussion.

Global commodity and financial markets remain subject to high levels of macroeconomic uncertainty and volatility as a result of inflation, the ongoing conflict between Russia and Ukraine and associated economic and trade sanctions on Russia, and the Pandemic. These events have been drivers of volatile commodity prices and contributed to increased service provider costs, instances of supply chain disruptions, and a rise in interest rates, and could have further industry-specific impacts that may require us to adjust our business plan. Future impacts of these and other events on commodity and financial markets are inherently unpredictable. Despite continuing uncertainty, we expect to maximize the value of our high-quality asset base and sustain strong operational performance and financial stability. We are focused on returning capital to shareholders through increasing returns and cash flow generation.

2022 Financial and Operational Highlights

During 2022, we accomplished the near-term goals established at the beginning of the year to improve our leverage metrics by reducing the principal balance of our outstanding debt through cash flow generation and increasing the value of our capital project inventory. For the year ended December 31, 2022, net cash provided by operating activities exceeded net cash used in investing activities by $806.1 million, and we reduced the principal balance of our total outstanding long-term debt by $551.4 million by redeeming the remaining outstanding aggregate principal balance of our 2024 Senior Notes and our 2025 Senior Secured Notes. Our Board of Directors authorized the Stock Repurchase Program and increased our fixed dividend to $0.60 per share annually, to be paid in quarterly increments of $0.15 per share, both of which align with our goal to implement a sustainable and repeatable capital return program that creates long-term value for our stockholders. During the year ended December 31, 2022, we repurchased and subsequently retired 1,365,255 shares of our common stock at a cost of $57.2 million. Please refer to Note 3 - Equity and Note 5 – Long-Term Debt in Part II, Item 8 of this report for additional discussion and definitions.

Financial and Operational Results. Average net daily equivalent production for the year ended December 31, 2022, increased three percent to 145.1 MBOE, compared with 140.7 MBOE for 2021. The total increase consisted of a 37 percent increase from our South Texas assets, which outpaced a 14 percent decrease from our Midland Basin assets, as a result of increased capital allocation to our Austin Chalk assets. Realized prices for oil, gas, and NGLs increased 40 percent, 29 percent, and six percent, respectively, for the year ended December 31, 2022, compared with 2021. As a result of increased realized prices, oil, gas, and NGL production revenue increased 29 percent to $3.3 billion for the year ended December 31, 2022, compared with $2.6 billion for 2021. We recorded a net derivative loss of $374.0 million for the year ended December 31, 2022, compared with a $901.7 million net derivative loss for 2021.

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These amounts include derivative settlement losses of $710.7 million and $749.0 million for the years ended December 31, 2022, and 2021, respectively. Operational activities during the year ended December 31, 2022, resulted in the following financial and operational results:

•Net cash provided by operating activities of $1.7 billion for the year ended December 31, 2022, compared with $1.2 billion for 2021.

•Net income of $1.1 billion, or $8.96 per diluted share, for the year ended December 31, 2022, compared with net income of $36.2 million, or $0.29 per diluted share for 2021.

•Adjusted EBITDAX, a non-GAAP financial measure, for the year ended December 31, 2022, of $1.9 billion, compared with $1.2 billion for 2021. Please refer to Non-GAAP Financial Measures below for additional discussion, including our definition of adjusted EBITDAX and reconciliations to net income (loss) and net cash provided by operating activities.

•Total estimated proved reserves as of December 31, 2022, increased nine percent from December 31, 2021, to 537.4 MMBOE, of which, 56 percent were liquids (oil and NGLs) and 59 percent were proved developed reserves. The increase to total estimated proved reserves was primarily driven by 103.2 MMBOE of infill reserves, partially offset by 53.0 MMBOE of production during 2022 and the removal of 19.9 MMBOE of proved undeveloped reserves reclassified to unproved reserves categories as a result of development plan optimization. Our proved reserve life index increased to 10.1 years as of December 31, 2022, compared with 9.6 years as of December 31, 2021. Please refer to Reserves in Part I, Items 1 and 2 of this report for additional discussion. The standardized measure of discounted future net cash flows was $10.0 billion as of December 31, 2022, compared with $7.0 billion as of December 31, 2021, which was an increase of 43 percent year-over-year. Please refer to Supplemental Oil and Gas Information (unaudited) in Part II, Item 8 of this report for additional discussion.

Operational Activities. During 2022, we continued to experience strong well performance in the RockStar area of our Midland Basin position due to successful operational execution, enhanced drilling and completion designs, and our focus on capital efficiency. Our South Texas program benefited from continued successful delineation and development of the Austin Chalk formation in addition to the sustained strong performance of our Eagle Ford shale wells. Our continued success in both our Midland Basin and South Texas programs is attributable to our top-tier assets and our continued commitment to geoscience, technology, and innovation.

Our Midland Basin program averaged three drilling rigs and one completion crew during 2022. We drilled 63 gross (50 net) wells and completed 44 gross (36 net) wells during 2022, and net equivalent production decreased year-over-year by 14 percent to 29.7 MMBOE. Costs incurred during 2022 totaled $476.2 million, or 50 percent of our total 2022 costs incurred. Drilling and completion activities within our RockStar and Sweetie Peck positions in the Midland Basin continue to focus primarily on developing the Spraberry and Wolfcamp formations.

Our South Texas program averaged two drilling rigs and one completion crew during 2022. We drilled 41 gross (40 net) wells and completed 43 gross (43 net) wells during 2022, and net equivalent production increased year-over-year by 37 percent to 23.2 MMBOE. Costs incurred during 2022 totaled $431.0 million, or 45 percent of our total 2022 costs incurred. Drilling and completion activities in South Texas during 2022 were primarily focused on developing the Austin Chalk formation.

The table below provides a summary of changes in our drilled but not completed well count and current year drilling and completion activity in our operated programs for the year ended December 31, 2022:

Midland BasinSouth TexasTotal
GrossNetGrossNetGrossNet
Wells drilled but not completed at December 31, 2021 (1)302732326259
Wells drilled (2)6350414010490
Wells completed (2)(44)(36)(43)(43)(87)(79)
Other (3)(1)(1)(1)(1)
Wells drilled but not completed at December 31, 2022 (4)(5)494029287869

____________________________________________

(1)    The South Texas drilled but not completed well count as of December 31, 2021, included 11 gross (11 net) wells that were not included in our five-year development plan as of December 31, 2021, 10 of which were in the Eagle Ford shale.

(2)    Wells drilled and completed during the year ended December 31, 2022, exclude one drilled and completed well that was subsequently abandoned, outside of our core areas of operation.

(3)    In 2022, we drilled a science well to study and monitor Austin Chalk reservoir activity during and after development.  We do not intend to complete this well.

(4)    The South Texas drilled but not completed well count as of December 31, 2022, includes nine gross (nine net) wells that are not included in our five-year development plan, eight of which are in the Eagle Ford shale.

(5)    Amounts may not calculate due to rounding.

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Costs Incurred. Costs incurred in oil and gas property acquisition, exploration, and development activities, whether capitalized or expensed, are summarized as follows:

For the Year Ended
December 31, 2022
(in millions)
Development costs$810.5
Exploration costs147.0
Acquisitions
Proved properties
Unproved properties4.2
Total, including asset retirement obligations (1)$961.7

____________________________________________

(1)    Please refer to the caption Costs Incurred in Supplemental Oil and Gas Information (unaudited) in Part II, Item 8 of this report.

Production Results. The table below presents the disaggregation of our net production volumes by product type for each of our assets for the year ended December 31, 2022:

Midland BasinSouth TexasTotal
Net production volumes:
Oil (MMBbl)19.14.924.0
Gas (Bcf)63.562.5125.9
NGLs (MMBbl)8.08.0
Equivalent (MMBOE)29.723.253.0
Average net daily equivalent (MBOE per day)81.463.7145.1
Relative percentage56%44%100%

____________________________________________

Note: Amounts may not calculate due to rounding.

Net equivalent production increased three percent for the year ended December 31, 2022, compared with 2021, comprised of a 37 percent increase from our South Texas assets, partially offset by a 14 percent decrease from our Midland Basin assets. Please refer to Overview of Selected Production and Financial Information, Including Trends and Comparison of Financial Results and Trends Between 2022 and 2021 and Between 2021 and 2020 below for additional discussion on production.

Oil, Gas, and NGL Prices

Our financial condition and the results of our operations are significantly affected by the prices we receive for our oil, gas, and NGL production, which can fluctuate dramatically. When we refer to realized oil, gas, and NGL prices below, the disclosed price represents the average price for the respective period, before the effect of derivative settlements. While quoted NYMEX oil and gas and OPIS NGL prices are generally used as a basis for comparison within our industry, the prices we receive are affected by quality, energy content, location and transportation differentials, and contracted pricing benchmarks for these products.

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The following table summarizes commodity price data, as well as the effect of derivative settlements, for the years ended December 31, 2022, 2021, and 2020:

For the Years Ended December 31,
202220212020
Oil (per Bbl):
Average NYMEX contract monthly price$94.23$67.92$39.40
Realized price$94.67$67.72$37.08
Effect of oil derivative settlements$(21.46)$(18.73)$14.40
Gas:
Average NYMEX monthly settle price (per MMBtu)$6.64$3.84$2.08
Realized price (per Mcf)$6.28$4.85$1.80
Effect of gas derivative settlements (per Mcf)$(1.36)$(1.41)$0.11
NGLs (per Bbl):
Average OPIS price (1)$43.48$36.65$17.96
Realized price$35.66$33.67$13.96
Effect of NGL derivative settlements$(3.06)$(13.68)$1.28

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(1)    Average OPIS prices per barrel of NGL, historical or strip, assumes a composite barrel product mix of 37% Ethane, 32% Propane, 6% Isobutane, 11% Normal Butane, and 14% Natural Gasoline for all periods presented. This product mix represents the industry standard composite barrel and does not necessarily represent our product mix for NGL production. Realized prices reflect our actual product mix.

Commodity prices increased in 2022 compared with both 2021 and 2020. However, given the uncertainty surrounding the ongoing conflict between Russia and Ukraine, the economic and trade sanctions that certain countries have imposed on Russia, production output from OPEC+, and the potential impacts of these issues on global commodity and financial markets, we expect benchmark prices for oil, gas, and NGLs to remain volatile for the foreseeable future. We cannot reasonably predict the timing or likelihood of any future commodity prices fluctuations that could be caused by further inflation, supply chain disruptions, a continued rise in interest rates, and industry-specific impacts. In addition to supply and demand fundamentals, as global commodities, the prices for oil, gas, and NGLs are affected by real or perceived geopolitical risks in various regions of the world as well as the relative strength of the United States dollar compared to other currencies. Our realized prices at local sales points may also be affected by infrastructure capacity in the areas of our operations and beyond.

The following table summarizes 12-month strip prices for NYMEX WTI oil, NYMEX Henry Hub gas, and OPIS NGLs as of February 9, 2023, and December 31, 2022:

As of February 9, 2023As of December 31, 2022
NYMEX WTI oil (per Bbl)$77.05$79.47
NYMEX Henry Hub gas (per MMBtu)$3.19$4.26
OPIS NGLs (per Bbl)$31.09$29.85

We use financial derivative instruments as part of our financial risk management program. We have a financial risk management policy governing our use of derivatives, and decisions regarding entering into commodity derivative contracts are overseen by a financial risk management committee consisting of certain senior executive officers and finance personnel. We make decisions about the amount of our expected production that we cover by derivatives based on the amount of debt on our balance sheet, the level of capital commitments and long-term obligations we have in place, and the terms and futures prices that are made available by our approved counterparties. With our current commodity derivative contracts, we believe we have partially reduced our exposure to volatility in commodity prices and basis differentials in the near term. Our use of costless collars for a portion of our derivatives allows us to participate in some of the upward movements in oil and gas prices while also setting a price floor below which we are insulated from further price decreases. Please refer to Note 10 – Derivative Financial Instruments in Part II, Item 8 of this report and to Commodity Price Risk in Overview of Liquidity and Capital Resources below for additional information regarding our oil, gas, and NGL derivatives.

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Outlook

Our total 2023 capital program, which we expect to fund with cash flows from operations, is expected to be approximately $1.1 billion. We plan to focus our 2023 capital program on highly economic oil development projects in both our Midland Basin and South Texas assets. We expect to repurchase additional shares of our outstanding common stock through our Stock Repurchase Program during 2023, under which $442.8 million remained available for repurchases as of December 31, 2022.

Financial Results of Operations and Additional Comparative Data

The tables below provide information regarding selected production and financial information for the three months ended December 31, 2022, and the preceding three quarters:

For the Three Months Ended
December 31,September 30,June 30,March 31,
2022202220222022
(in millions)
Production (MMBOE)13.112.713.313.8
Oil, gas, and NGL production revenue$669.3$827.6$990.4$858.7
Oil, gas, and NGL production expense$150.7$160.0$165.6$144.7
Depletion, depreciation, amortization, and asset retirement obligation liability accretion$143.6$145.9$154.8$159.5
Exploration$10.8$14.2$20.9$9.0
General and administrative$32.8$28.4$28.3$25.0
Net income$258.5$481.2$323.5$48.8

____________________________________________

Note: Amounts may not calculate due to rounding.

Selected Performance Metrics

For the Three Months Ended
December 31,September 30,June 30,March 31,
2022202220222022
Average net daily equivalent production (MBOE per day)142.9137.8146.6153.3
Lease operating expense (per BOE)$5.20$5.64$5.11$4.25
Transportation costs (per BOE)$2.86$2.87$2.87$2.74
Production taxes as a percent of oil, gas, and NGL production revenue4.8%4.9%5.1%4.7%
Ad valorem tax expense (per BOE)$0.97$0.93$0.69$0.58
Depletion, depreciation, amortization, and asset retirement obligation liability accretion (per BOE)$10.93$11.50$11.60$11.56
General and administrative (per BOE)$2.50$2.24$2.12$1.81

____________________________________________

Note: Amounts may not calculate due to rounding.

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Overview of Selected Production and Financial Information, Including Trends

For the Years Ended December 31,Amount Change BetweenPercent Change Between
2022202120202022/20212021/20202022/20212021/2020
Net production volumes: (1)
Oil (MMBbl)24.027.923.0(4.0)4.9(14)%21%
Gas (Bcf)125.9108.4103.917.64.516%4%
NGLs (MMBbl)8.05.46.12.6(0.7)49%(12)%
Equivalent (MMBOE)53.051.446.41.64.93%11%
Average net daily production: (1)
Oil (MBbl per day)65.776.562.9(10.8)13.6(14)%22%
Gas (MMcf per day)345.0296.9283.948.113.016%5%
NGLs (MBbl per day)21.914.716.77.2(2.0)49%(12)%
Equivalent (MBOE per day)145.1140.7126.94.413.93%11%
Oil, gas, and NGL production revenue (in millions): (1)
Oil production revenue$2,270.1$1,891.8$853.6$378.2$1,038.320%122%
Gas production revenue790.9525.5187.5265.4338.051%180%
NGL production revenue285.0180.685.2104.395.458%112%
Total oil, gas, and NGL production revenue$3,345.9$2,597.9$1,126.2$748.0$1,471.729%131%
Oil, gas, and NGL production expense (in millions): (1)
Lease operating expense$266.5$225.5$184.2$41.0$41.218%22%
Transportation costs150.0139.4142.010.6(2.6)8%(2)%
Production taxes162.6121.146.141.575.034%163%
Ad valorem tax expense41.719.418.922.30.5115%3%
Total oil, gas, and NGL production expense$620.9$505.4$391.2$115.5$114.223%29%
Realized price:
Oil (per Bbl)$94.67$67.72$37.08$26.95$30.6440%83%
Gas (per Mcf)$6.28$4.85$1.80$1.43$3.0529%169%
NGLs (per Bbl)$35.66$33.67$13.96$1.99$19.716%141%
Per BOE$63.18$50.58$24.26$12.60$26.3225%108%
Per BOE data: (1)
Oil, gas, and NGL production expense:
Lease operating expense$5.03$4.39$3.97$0.64$0.4215%11%
Transportation costs2.832.713.060.12(0.35)4%(11)%
Production taxes3.072.360.990.711.3730%138%
Ad valorem tax expense0.790.380.410.41(0.03)108%(7)%
Total oil, gas, and NGL production expense$11.72$9.84$8.43$1.88$1.4119%17%
Depletion, depreciation, amortization, and asset retirement obligation liability accretion$11.40$15.08$16.91$(3.68)$(1.83)(24)%(11)%
General and administrative$2.16$2.18$2.14$(0.02)$0.04(1)%2%
Derivative settlement gain (loss) (2)$(13.42)$(14.58)$7.57$1.16$(22.15)8%(293)%
Earnings per share information (in thousands, except per share data): (3)
Basic weighted-average common shares outstanding122,351119,043113,7303,3085,3133%5%
Diluted weighted-average common shares outstanding124,084123,690113,7303949,960%9%
Basic net income (loss) per common share$9.09$0.30$(6.72)$8.79$7.022,930%104%
Diluted net income (loss) per common share$8.96$0.29$(6.72)$8.67$7.012,990%104%

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____________________________________________

(1)    Amounts and percentage changes may not calculate due to rounding.

(2)    Derivative settlements for the years ended December 31, 2022, 2021, and 2020, are included within the net derivative (gain) loss line item in the accompanying consolidated statements of operations (“accompanying statements of operations”).

(3)    Please refer to Note 9 - Earnings Per Share in Part II, Item 8 of this report for additional discussion.

Average net daily equivalent production for the year ended December 31, 2022, increased three percent compared with 2021, as a result of a 37 percent increase in average net daily equivalent production from our South Texas assets outpacing a 14 percent decrease in average net daily equivalent production from our Midland Basin assets, as a result of increased capital allocation to our Austin Chalk assets. In 2023, we expect total production volumes to remain relatively flat compared with 2022, and we expect a slight decrease in oil as a percentage of total production. Please refer to Comparison of Financial Results and Trends Between 2022 and 2021 and Between 2021 and 2020 below for additional discussion.

We present certain information on a per BOE basis in order to evaluate our performance relative to our peers and to identify and measure trends we believe may require additional analysis and discussion.

Our realized price on a per BOE basis increased $12.60 for the year ended December 31, 2022, compared with 2021, primarily as a result of increased benchmark commodity prices. The loss on settlement of our commodity derivative contracts decreased $1.16 per BOE resulting from a lower percentage of production volumes covered by commodity derivative contracts that settled during the year ended December 31, 2022, compared with 2021.

LOE on a per BOE basis increased 15 percent for the year ended December 31, 2022, compared with 2021, primarily driven by increases in workover activity, and service provider costs that were impacted by inflation. For 2023, we expect LOE on a per BOE basis to increase, compared with 2022, primarily as a result of anticipated increases in service provider costs attributable to inflation, and increased workover activity, which we expect to be partially offset by increasing activity in the Austin Chalk, where operating costs are lower than in the Midland Basin. We anticipate volatility in LOE on a per BOE basis as a result of changes in total production, changes in our overall production mix, timing of workover projects, inflation, and industry activity, all of which impact total LOE.

Transportation costs on a per BOE basis increased four percent for the year ended December 31, 2022, compared with 2021. This increase was the result of a 37 percent increase in net daily equivalent production volumes from our South Texas assets which was partially offset by transportation contract cost reductions. In general, we expect total transportation costs to fluctuate relative to changes in gas and NGL production from our South Texas assets, where we incur a majority of our transportation costs. For 2023, we expect transportation costs on a per BOE basis to decrease compared with 2022 as a result of transportation cost reductions in the second half of 2023 resulting from the expiration of a long-term contract in South Texas.

Production tax expense on a per BOE basis for the year ended December 31, 2022, increased 30 percent compared with 2021, primarily driven by increases in realized prices. Our overall production tax rate was 4.9 percent and 4.7 percent for the years ended December 31, 2022, and 2021, respectively. We generally expect production tax expense to correlate with oil, gas, and NGL production revenue on an absolute and per BOE basis. Product mix, the location of production, and incentives to encourage oil and gas development can also impact the amount of production tax expense that we recognize.

Ad valorem tax expense on a per BOE basis increased 108 percent for the year ended December 31, 2022, compared with 2021, as a result of increases to the assessed values of our producing properties, driven by increases in commodity prices. We anticipate volatility in ad valorem tax expense on a per BOE and absolute basis as the valuation of our producing properties changes.

Depletion, depreciation, amortization, and asset retirement obligation liability accretion (“DD&A”) expense on a per BOE basis decreased 24 percent for the year ended December 31, 2022, compared with 2021, as a result of increased estimated proved reserves at the end of 2021 and during 2022, and increased activity in our Austin Chalk program, which has lower DD&A rates compared to our Midland Basin assets. We expect DD&A expense per BOE and on an absolute basis to increase slightly in 2023, compared with 2022, primarily as a result of inflation, partially offset by increased activity in our Austin Chalk program. Our DD&A rate fluctuates as a result of changes in our production mix, changes in our total estimated proved reserve volumes, changes in capital allocation, impairments, divestiture activity, and carrying cost funding and sharing arrangements with third parties.

General and administrative (“G&A”) expense on a per BOE basis remained relatively flat for the year ended December 31, 2022, compared with 2021. For 2023, we expect G&A expense per BOE and on an absolute basis to increase compared with 2022, primarily as a result of expected increases in compensation expense.

Please refer to Comparison of Financial Results and Trends Between 2022 and 2021 and Between 2021 and 2020 for additional discussion of operating expenses.

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Comparison of Financial Results and Trends Between 2022 and 2021 and Between 2021 and 2020

Please refer to Comparison of Financial Results and Trends Between 2021 and 2020 and Between 2020 and 2019 in Management’s Discussion and Analysis of Financial Condition and Results of Operations in Part II, Item 7 of our 2021 Annual Report on Form 10-K, filed with the SEC on February 25, 2022, for a detailed discussion of certain comparisons of our financial results and trends for the year ended December 31, 2021, compared with the year ended December 31, 2020.

Average net daily equivalent production, production revenue, and production expense

The following table presents the changes in our average net daily equivalent production, production revenue, and production expense, by area, between the years ended December 31, 2022, and 2021:

Net Equivalent Production Increase (Decrease)Production Revenue IncreaseProduction Expense Increase
(MBOE per day)(in millions)(in millions)
Midland Basin(13.0)$222.0$55.5
South Texas17.3526.060.0
Total4.4$748.0$115.5

____________________________________________

Note: Amounts may not calculate due to rounding.

Average net daily equivalent production volumes for the year ended December 31, 2022, increased three percent compared with 2021, comprised of a 37 percent increase from our South Texas assets, partially offset by a 14 percent decrease from our Midland Basin assets. Realized prices for oil, gas, and NGLs increased 40 percent, 29 percent, and six percent, respectively, for the year ended December 31, 2022, compared with 2021. As a result of increased production and pricing, production revenue for oil, gas, and NGLs increased 29 percent for the year ended December 31, 2022, compared with 2021. Total production expense for the year ended December 31, 2022, increased 23 percent, compared with 2021, primarily as a result of increased production taxes and LOE.

The following table presents the changes in our average net daily equivalent production, production revenue, and production expense, by area, between the years ended December 31, 2021, and 2020:

Net Equivalent Production Increase (Decrease)Production Revenue IncreaseProduction Expense Increase
(MBOE per day)(in millions)(in millions)
Midland Basin14.9$1,148.8$95.0
South Texas(1.0)322.919.2
Total13.9$1,471.7$114.2

____________________________________________

Note: Amounts may not calculate due to rounding.

Average net daily equivalent production volumes for the year ended December 31, 2021, increased 11 percent compared with 2020, comprised of a 19 percent increase from our Midland Basin assets, partially offset by a two percent decrease from our South Texas assets. Realized prices for oil, gas, and NGLs increased 83 percent, 169 percent, and 141 percent, respectively, for the year ended December 31, 2021, compared with 2020. As a result of increased production and pricing, production revenue for oil, gas, and NGLs increased 131 percent for the year ended December 31, 2021, compared with 2020. Total production expense for the year ended December 31, 2021, increased 29 percent compared with 2020, primarily as a result of increased production taxes and LOE.

Please refer to Overview of Selected Production and Financial Information, Including Trends for additional discussion, including discussion of trends on a per BOE basis.

Depletion, depreciation, amortization, and asset retirement obligation liability accretion

For the Years Ended December 31,
202220212020
(in millions)
Depletion, depreciation, amortization, and asset retirement obligation liability accretion$603.8$774.4$785.0

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DD&A expense for the year ended December 31, 2022, decreased 22 percent compared with 2021, primarily as a result of increased estimated proved reserves at the end of 2021 and during 2022, and increased activity in our Austin Chalk program, which has lower DD&A rates compared to our Midland Basin assets. DD&A expense for the year ended December 31, 2021, remained flat compared with 2020. Please refer to Overview of Selected Production and Financial Information, Including Trends above for discussion of DD&A expense on a per BOE basis.

Exploration

For the Years Ended December 31,
202220212020
(in millions)
Geological, geophysical, and other expenses$24.7$7.0$11.6
Overhead30.232.329.4
Total$54.9$39.3$41.0

__________________________________________

Note: Prior periods have been adjusted to conform to the current period presentation.

Exploration expense increased 40 percent for the year ended December 31, 2022, compared with 2021, primarily as a result of unsuccessful exploration activity related to one drilled and completed well that was subsequently abandoned outside of our core areas of operation. Exploration expense fluctuates based on actual geological and geophysical studies we perform within an exploratory area, exploratory dry hole expense incurred, and changes in the amount of allocated overhead.

Impairment

For the Years Ended December 31,
202220212020
(in millions)
Abandonment and impairment of unproved properties$7.5$35.0$59.3
Impairment of proved oil and gas properties and related support equipment956.7
Total$7.5$35.0$1,016.0

Unproved property abandonments and impairments recorded during the years ended December 31, 2022, 2021, and 2020, related to actual and anticipated lease expirations, as well as actual and anticipated losses of acreage due to title defects, changes in development plans, and other inherent acreage risks. Impairment expense decreased 79 percent for the year ended December 31, 2022, compared with 2021, as a result of fewer actual and anticipated lease expirations and title defects.

During the year ended December 31, 2020, we recorded impairment expense related to our South Texas proved oil and gas properties and related support facilities as a result of the decrease in commodity price forecasts at the end of the first quarter of 2020, specifically decreases in oil and NGL prices.

We expect proved property impairments to occur more frequently in periods of declining or depressed commodity prices, and that the frequency of unproved property abandonments and impairments will fluctuate with the timing of lease expirations or title defects, and changing economics associated with decreases in commodity prices. Additionally, changes in drilling plans, unsuccessful exploration activities, and downward engineering revisions may result in proved and unproved property impairments.

Reserve estimates and related impairments of proved and unproved properties are difficult to predict in a volatile price environment. If commodity prices for the products we produce decline as a result of supply and demand fundamentals associated with geopolitical or macroeconomic events, we may experience additional proved and unproved property impairments in the future. Future impairments of proved and unproved properties are difficult to predict; however, based on our commodity price assumptions as of February 9, 2023, we do not expect any material oil and gas property impairments in the first quarter of 2023 resulting from commodity price impacts.

Please refer to Critical Accounting Estimates below and Note 8 – Fair Value Measurements in Part II, Item 8 of this report for additional discussion.

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General and administrative

For the Years Ended December 31,
202220212020
(in millions)
General and administrative$114.6$111.9$99.2

G&A expense remained flat for the year ended December 31, 2022, compared with 2021, and increased 13 percent for the year ended December 31, 2021, compared with 2020, primarily as a result of increased compensation expense. Please refer to Overview of Selected Production and Financial Information, Including Trends above for discussion of G&A expense.

Net derivative (gain) loss

For the Years Ended December 31,
202220212020
(in millions)
Net derivative (gain) loss$374.0$901.7$(161.6)

Net derivative (gain) loss is a result of changes in derivative fair values associated with fluctuations in the forward price curves for the commodities underlying our outstanding derivative contracts and the monthly cash settlements of our derivative positions during the period. The net derivative losses for the years ended December 31, 2022, and 2021, resulted from increases in benchmark commodity prices during those years. The net derivative gain for the year ended December 31, 2020, resulted from decreases in benchmark commodity prices during 2020. Please refer to Note 10 – Derivative Financial Instruments in Part II, Item 8 of this report for additional discussion.

Other operating expense, net

For the Years Ended December 31,
202220212020
(in millions)
Other operating expense, net$3.5$46.1$24.8

Other operating expense, net, recorded in 2021 and 2020, primarily consisted of legal settlements.

Interest expense

For the Years Ended December 31,
202220212020
(in millions)
Interest expense$(120.3)$(160.4)$(163.9)

Interest expense decreased 25 percent for the year ended December 31, 2022, compared with 2021, as a result of the reduction in the aggregate principal amount of our Senior Notes through various transactions in 2022 and 2021. Total interest expense is impacted by, and can vary based on, the timing and amount of borrowings under our revolving credit facility. Please refer to Overview of Liquidity and Capital Resources below, and to Note 5 – Long-Term Debt in Part II, Item 8 of this report for additional discussion, including the definition of Senior Notes.

Net gain (loss) on extinguishment of debt

For the Years Ended December 31,
202220212020
(in millions)
Net gain (loss) on extinguishment of debt$(67.6)$(2.1)$280.1

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The redemption of our 2025 Senior Secured Notes during 2022 resulted in a net loss on extinguishment of debt of $67.2 million, which included $33.5 million of premium paid, $26.3 million of accelerated expense recognition of the unamortized debt discount, and $7.4 million of accelerated expense recognition of the unamortized deferred financing costs.

The Exchange Offers executed during 2020 resulted in a net gain on extinguishment of debt of $227.3 million, which was primarily comprised of the gain on the partial principal redemption of Old Notes and the debt discount associated with the issuance of the 2025 Senior Secured Notes. Additionally, during the year ended December 31, 2020, we repurchased certain of our 2022 Senior Notes and 2024 Senior Notes in open market transactions, resulting in a net gain on extinguishment of debt of $52.8 million.

Please refer to Note 5 – Long-Term Debt in Part II, Item 8 of this report for additional discussion, including the definitions of Exchange Offers, Old Notes, 2025 Senior Secured Notes, 2022 Senior Notes, and 2024 Senior Notes.

Income tax (expense) benefit

For the Years Ended December 31,
202220212020
(in millions, except tax rate)
Income tax (expense) benefit$(283.8)$(9.9)$192.1
Effective tax rate20.3%21.5%20.1%

The decrease in the effective tax rate for the year ended December 31, 2022, compared with 2021, primarily resulted from the release of the valuation allowance recorded against the derivative deferred tax asset recognized in prior periods. As a result of the increase in income before income taxes for the year ended December 31, 2022, compared with 2021, the Company’s permanent items, including excess tax benefits from stock-based compensation and limits on expensing of certain individual’s compensation, had less of an impact on the effective tax rate for the year ended December 31, 2022, compared with 2021.

The increase in the effective tax rate for the year ended December 31, 2021, compared with 2020, was primarily due to the differing effects of permanent items on income before income taxes for the year ended December 31, 2021, compared to a loss before income taxes in 2020. During 2021, an additional valuation allowance recorded against tax effected net derivative liabilities partially offset by an excess tax benefit from stock-based compensation awards and other deferred tax adjustments, resulted in an increase in the tax rate year-over-year.

During 2022, we made federal estimated tax payments of $10.0 million. During the fourth quarter of 2022, we commissioned a multi-year research and development (“R&D") credit study which is expected to be completed in late 2023. We expect that this study will result in a favorable impact to our effective tax rate when the results are recorded.

Changes in federal income tax laws or enactment of proposed legislation to increase the corporate tax rate and eliminate or reduce certain oil and gas industry deductions could have a material impact on our effective tax rate and current tax expense. Effective for tax years beginning after December 31, 2022, the IRA creates a 15 percent corporate alternative minimum tax (“CAMT”) on average annual adjusted financial statement income exceeding $1.0 billion over any three-year period. The CAMT is currently not expected to have a material effect on our consolidated financial statements in future periods.

Please refer to Overview of Liquidity and Capital Resources and Critical Accounting Estimates below as well as Note 4 – Income Taxes in Part II, Item 8 of this report for further discussion.

Overview of Liquidity and Capital Resources

Based on the current commodity price environment, we believe we have sufficient liquidity and capital resources to execute our business plan while continuing to meet our current financial obligations. We continue to manage the duration and level of our drilling and completion service commitments in order to maintain flexibility with regard to our activity level and capital expenditures.

Sources of Cash

We expect our 2023 capital expenditure and return of capital programs to be funded by cash flows from operations. Although we expect cash flows from operations to be sufficient to fund our 2023 programs, we may also use borrowings under our revolving credit facility or raise funds through new debt or equity offerings or from other sources of financing. If we raise additional funds through the issuance of equity or convertible debt securities, the percentage ownership of our current stockholders could be diluted, and these newly issued securities may have rights, preferences, or privileges senior to those of existing stockholders and bondholders. Additionally, we may enter into carrying cost and sharing arrangements with third parties for certain exploration or development programs. All of our sources of liquidity can be affected by the general conditions of the broader economy, force majeure events,

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fluctuations in commodity prices, operating costs, interest rate changes, tax law changes, and volumes produced, all of which affect us and our industry.

Our credit ratings impact the availability of and cost for us to borrow additional funds. Three major credit rating agencies upgraded our credit ratings during 2022, reflecting our top-tier assets and operational performance, our priority of improving our leverage metrics, our ability to consistently generate cash flows and our decision to use a portion of the proceeds to reduce total debt, our strong liquidity profile, and our use of financial derivative instruments as part of our financial risk management program.

We have no control over the market prices for oil, gas, and NGLs, although we may be able to influence the amount of our realized revenues from our oil, gas, and NGL sales through the use of commodity derivative contracts as part of our commodity price risk management program. Commodity derivative contracts may limit the prices we receive for our oil, gas, and NGL sales if oil, gas, or NGL prices rise substantially over the price established by the commodity derivative contract. Please refer to Note 10 – Derivative Financial Instruments in Part II, Item 8 of this report for additional information about our commodity derivative contracts currently in place and the timing of settlement of those contracts.

Credit Agreement

Our Credit Agreement provides for a senior secured revolving credit facility with a maximum loan amount of $3.0 billion, a borrowing base of $2.5 billion, and aggregate lender commitments totaling $1.25 billion. The borrowing base is subject to regular, semi-annual redetermination, and considers the value of both our proved oil and gas properties reflected in our most recent reserve report and commodity derivative contracts, each as determined by our lender group. The next scheduled borrowing base redetermination date is April 1, 2023. No individual bank participating in our Credit Agreement represents more than 10 percent of the lender commitments under the Credit Agreement. We must comply with certain financial and non-financial covenants under the terms of the Credit Agreement, including covenants limiting dividend payments and requiring that we maintain certain financial ratios, as set forth in the Credit Agreement. We were in compliance with all financial and non-financial covenants as of December 31, 2022, and through the filing of this report. Please refer to Note 5 – Long-Term Debt in Part II, Item 8 of this report for additional discussion, as well as the presentation of the outstanding balance, total amount of letters of credit, and available borrowing capacity under the Credit Agreement as of February 9, 2023, December 31, 2022, and December 31, 2021.

We had no revolving credit facility borrowings during the year ended December 31, 2022. Our daily weighted-average revolving credit facility debt balance was $106.0 million for the year ended December 31, 2021. Cash flows provided by our operating activities, proceeds received from divestitures of properties, capital markets activities including open market debt repurchases, debt redemptions, repayment of scheduled debt maturities, our capital expenditures, including acquisitions, and other financing activities, all impact the amount we borrow under our revolving credit facility.

Weighted-Average Interest and Weighted-Average Borrowing Rates

Our weighted-average interest rate includes paid and accrued interest, fees on the unused portion of the aggregate commitment amount under the Credit Agreement, letter of credit fees, the non-cash amortization of deferred financing costs, and for the periods during which they were outstanding, the non-cash amortization of the discounts related to the 2021 Senior Secured Convertible Notes and 2025 Senior Secured Notes, each as defined in Note 5 – Long-Term Debt in Part II, Item 8 of this report. Our weighted-average borrowing rate includes paid and accrued interest only.

The following table presents our weighted-average interest rates and our weighted-average borrowing rates for the years ended December 31, 2022, 2021, and 2020:

For the Years Ended December 31,
202220212020
Weighted-average interest rate7.6%7.7%7.0%
Weighted-average borrowing rate6.8%6.8%6.1%

Our weighted-average interest rate remained flat for the year ended December 31, 2022, compared with 2021, as an increase in deferred financing costs and higher commitment fees resulting from the increase in aggregate lender commitments under the Credit Agreement were offset by decreases related to the redemption of the 2025 Senior Secured Notes. Our weighted-average borrowing rate remained flat for the year ended December 31, 2022, compared with 2021, as a result of the timing of redemptions of our Senior Notes during 2022 and 2021. Our weighted-average interest and weighted-average borrowing rates increased for the year ended December 31, 2021, compared with 2020, primarily as a result of the higher interest rate on our 2025 Senior Secured Notes issued during 2020.

Our weighted-average interest and weighted-average borrowing rates are impacted by the occurrence and timing of long-term debt issuances and redemptions and the average outstanding balance on our revolving credit facility. Additionally, our weighted-average interest rate is impacted by the fees paid on the unused portion of our aggregate lender commitments. The rates disclosed in

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the above table do not reflect certain amounts associated with the repurchase or redemption of Senior Notes, such as the accelerated expense recognition of the unamortized deferred financing costs and unamortized discounts, as these amounts are netted against the associated gain or loss on extinguishment of debt. The 2021 Senior Secured Convertible Notes were retired upon maturity on July 1, 2021, the 2024 Senior Notes were redeemed on February 14, 2022, and the 2025 Senior Secured Notes were redeemed on June 17, 2022. After these dates, the weighted-average interest rate was no longer impacted by the non-cash amortization of deferred financing costs for the redeemed or retired notes, or for 2021 Senior Secured Convertible Notes and the 2025 Senior Secured Notes, the non-cash amortization of the discounts. Please refer to Note 5 – Long-Term Debt in Part II, Item 8 of this report for additional discussion and definitions.

Uses of Cash

We use cash for the development, exploration, and acquisition of oil and gas properties; for the payment of operating and general and administrative costs, income taxes, dividends, and debt obligations, including interest and early repayments or redemptions; and for repurchases of shares of our common stock under the Stock Repurchase Program. Expenditures for the development, exploration, and acquisition of oil and gas properties are the primary use of our capital resources. During 2022, we spent approximately $879.9 million on capital expenditures. This amount differs from the costs incurred amount of $961.7 million for the year ended December 31, 2022, as costs incurred is an accrual-based amount that also includes asset retirement obligations, geological and geophysical expenses, acquisitions of oil and gas properties, and exploration overhead amounts. Please refer to Costs Incurred in Supplemental Oil and Gas Information (unaudited) in Part II, Item 8 of this report for additional discussion.

The amount and allocation of our future capital expenditures will depend upon a number of factors, including our cash flows from operating, investing, and financing activities, our ability to execute our development program, inflation, and the number and size of acquisitions that we complete. In addition, the impact of oil, gas, and NGL prices on investment opportunities, the availability of capital, tax law changes, and the timing and results of our exploration and development activities may lead to changes in funding requirements for future development. We periodically review our capital expenditure budget to assess if changes are necessary based on current and projected cash flows, acquisition and divestiture activities, debt requirements, and other factors.

Changes to the Internal Revenue Code (“IRC“), such as the CAMT enacted pursuant to the IRA, effective for tax years beginning after December 31, 2022, could increase the corporate income tax rate and could eliminate or reduce current tax deductions for intangible drilling costs, depreciation of equipment costs, and other deductions which currently reduce our taxable income. While the CAMT is not currently applicable to us, it and other future legislation could reduce our net cash provided by operating activities over time, and could therefore result in a reduction of funding available for the items discussed above.

We may from time to time repurchase shares of our common stock, or repurchase or redeem all or portions of our outstanding debt securities, for cash, through exchanges for other securities, or a combination of both. Such repurchases or redemptions may be made in open market transactions, privately negotiated transactions, tender offers, pursuant to contractual provisions, or otherwise. Any such repurchases or redemptions will depend on prevailing market conditions, our liquidity requirements, contractual restrictions or covenants, compliance with securities laws, and other factors. The amounts involved in any such transaction may be material.

On September 7, 2022, we announced that our Board of Directors approved the Stock Repurchase Program authorizing us to repurchase up to $500.0 million in aggregate value of our common stock through December 31, 2024. We intend to fund repurchases with net cash provided by operating activities. Stock repurchases may also be funded with borrowings under the Credit Agreement. The timing, as well as the number and value of our shares repurchased under the Stock Repurchase Program, will be determined by certain authorized officers of the Company at their discretion and will depend on a variety of factors, including the market price of our common stock, general market and economic conditions and applicable legal requirements. During the year ended December 31, 2022, we repurchased and subsequently retired 1,365,255 shares of our common stock at a cost of $57.2 million, and as of December 31, 2022, $442.8 million remained available under the Stock Repurchase Program for repurchases of our common stock. Effective January 1, 2023, shares of common stock repurchased, net of shares of common stock issued, will be subject to a one percent excise tax imposed by the IRA. The Stock Repurchase Program terminates and supersedes the August 1998 authorization to repurchase common stock, under which 3,072,184 shares remained available for repurchase prior to termination. Please refer to Note 3 - Equity in Part II, Item 8 of this report for additional discussion.

During 2022, we redeemed all of the aggregate principal amount outstanding of our 2024 Senior Notes and our 2025 Senior Secured Notes. During 2021, we issued our 2028 Senior Notes and with the proceeds, repurchased certain of our then outstanding 2022 Senior Notes and 2024 Senior Notes through the Tender Offer. Subsequently, we redeemed the remaining 2022 Senior Notes then outstanding through the 2022 Senior Notes Redemption. The 2021 Senior Secured Convertible Notes matured on July 1, 2021, and on that day, we used borrowings under our revolving credit facility to retire, at par, the outstanding principal amount. These transactions were completed as part of our strategy to reduce absolute debt and improve our leverage metrics. Please refer to Note 5 – Long-Term Debt in Part II, Item 8 of this report for additional discussion and definitions.

During the years ended December 31, 2022, 2021, and 2020, we paid $19.6 million, $2.4 million, and $2.3 million, respectively, in dividends to our stockholders. During 2022, our Board of Directors approved an increase to our fixed dividend to $0.60 per share annually, to be paid in quarterly increments of $0.15 per share. Dividends paid reflects $0.16 per share paid during the year ended December 31, 2022, and $0.02 per share paid during each of the years ended December 31, 2021, and 2020. Our current

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intention is to continue to make dividend payments for the foreseeable future, subject to our future earnings, our financial condition, covenants under our Credit Agreement and indentures governing each series of our outstanding Senior Notes, other covenants, and other factors that could arise. The payment and amount of future dividends remains at the discretion of our Board of Directors.

Analysis of Cash Flow Changes Between 2022 and 2021 and Between 2021 and 2020

The following tables present changes in cash flows between the years ended December 31, 2022, 2021, and 2020, for our operating, investing, and financing activities. The analysis following each table should be read in conjunction with our accompanying consolidated statements of cash flows (“accompanying statements of cash flows”) in Part II, Item 8 of this report.

Operating Activities

For the Years Ended December 31,Amount Change Between
2022202120202022/20212021/2020
(in millions)
Net cash provided by operating activities$1,686.4$1,159.8$790.9$526.6$368.9

Net cash provided by operating activities increased for the year ended December 31, 2022, compared with 2021, primarily as a result of an $833.2 million increase in cash received from oil, gas, and NGL production revenues, net of transportation costs and production taxes, partially offset by an increase in cash paid for LOE and G&A expense of $70.7 million and an increase of $69.2 million in cash paid on settled derivative trades.

Net cash provided by operating activities increased for the year ended December 31, 2021, compared with 2020, primarily as a result of a $1.3 billion increase in cash received from oil, gas, and NGL production revenues, net of transportation costs and production taxes, partially offset by an increase of $1.0 billion in cash paid on settled derivative trades.

Net cash provided by operating activities is affected by working capital changes and the timing of cash receipts and disbursements.

Investing Activities

For the Years Ended December 31,Amount Change Between
2022202120202022/20212021/2020
(in millions)
Net cash used in investing activities$(880.3)$(667.2)$(555.6)$(213.1)$(111.6)

Net cash used in investing activities increased for the year ended December 31, 2022, compared with 2021, primarily as a result of a $205.1 million increase in capital expenditures. Net cash used in investing activities during the year ended December 31, 2022, was funded by net cash provided by operating activities.

Net cash used in investing activities increased for the year ended December 31, 2021, compared with 2020, primarily as a result of a $127.1 million increase in capital expenditures. Net cash used in investing activities during the year ended December 31, 2021, was funded by net cash provided by operating activities.

Financing Activities

For the Years Ended December 31,Amount Change Between
2022202120202022/20212021/2020
(in millions)
Net cash used in financing activities$(693.9)$(159.8)$(235.4)$(534.1)$75.6

Net cash used in financing activities for the year ended December 31, 2022, related to $480.2 million of cash paid, including premium, to redeem our 2025 Senior Secured Notes, and $104.8 million of cash paid to redeem our 2024 Senior Notes. These redemptions were made using cash on hand. Additionally, we paid $57.2 million to repurchase and subsequently retire 1,365,255 shares of our common stock under the Stock Repurchase Program, $25.1 million for the net share settlement of employee and director stock awards, and $19.6 million in dividends to our stockholders. Please refer to Note 3 - Equity in Part II, Item 8 of this report for additional discussion of our Stock Repurchase Program.

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During the year ended December 31, 2021, we paid $385.3 million, including net premiums, to fund the Tender Offer and the 2022 Senior Notes Redemption, and we received net cash proceeds of $392.8 million from the issuance of our 2028 Senior Notes. Additionally, we paid $65.5 million to retire our 2021 Senior Secured Convertible Notes and had net repayments under our revolving credit facility of $93.0 million.

During the year ended December 31, 2020, we paid $136.5 million to repurchase certain of our 2022 Senior Notes and 2024 Senior Notes in open market transactions, we paid $53.5 million to certain holders of the 2021 Senior Secured Convertible Notes in connection with the Private Exchange, and we had net repayments under our revolving credit facility of $29.5 million.

Please refer to Note 5 – Long-Term Debt in Part II, Item 8 of this report for additional discussion and definitions.

Interest Rate Risk

We are exposed to risk due to the floating interest rate associated with any outstanding balance on our revolving credit facility. Our Credit Agreement allows us to fix the interest rate for all or a portion of the principal balance of our revolving credit facility for a period up to six months. To the extent that the interest rate is fixed, interest rate changes will affect the revolving credit facility’s fair value but will not impact results of operations or cash flows. Conversely, for the portion of the revolving credit facility that has a floating interest rate, interest rate changes will not affect the fair value but will impact future results of operations and cash flows. Changes in interest rates do not impact the amount of interest we pay on our fixed-rate Senior Notes, but can impact their fair values. As of December 31, 2022, our outstanding principal amount of fixed-rate debt totaled $1.6 billion and we had no floating-rate debt outstanding. As we had no borrowings under our revolving credit facility during 2022, we had no exposure to variable interest rates during the year ended December 31, 2022. Please refer to Note 8 – Fair Value Measurements in Part II, Item 8 of this report for additional discussion on the fair values of our Senior Notes.

The Federal Reserve increased short-term interest rates throughout 2022 and into early 2023. These increases, and any future increases, could impact the cost and our ability to borrow funds.

Commodity Price Risk

The prices we receive for our oil, gas, and NGL production directly impact our revenue, profitability, access to capital, ability to execute our Stock Repurchase Program and pay dividends, and future rate of growth. Oil, gas, and NGL prices are subject to unpredictable fluctuations resulting from a variety of factors that are typically beyond our control, including changes in supply and demand associated with the broader macroeconomic environment, constraints on gathering systems, processing facilities, pipelines, and other transportation systems, and weather-related events. The markets for oil, gas, and NGLs have been volatile, especially over the last decade, and remain subject to high levels of uncertainty and volatility related to the ongoing conflict between Russia and Ukraine, the economic and trade sanctions that certain countries have imposed on Russia, production output from OPEC+, and the associated potential impacts of these issues on global commodity and financial markets. These issues have contributed to inflation, supply chain disruptions, a rise in interest rates, and could have further industry-specific impacts, which may require us to adjust our business plan. The realized prices we receive for our production also depend on numerous factors that are typically beyond our control. Based on our 2022 production, a 10 percent decrease in our average realized prices for oil, gas, and NGLs, would have reduced our oil, gas, and NGL production revenues by approximately $227.0 million, $79.1 million, and $28.5 million, respectively. If commodity prices had been 10 percent lower, our net derivative settlements for the year ended December 31, 2022, would have offset the declines in oil, gas, and NGL production revenue by approximately $157.9 million.

We enter into commodity derivative contracts in order to reduce the risk of fluctuations in commodity prices. The fair value of our commodity derivative contracts is largely determined by estimates of the forward curves of the relevant price indices. As of December 31, 2022, a 10 percent increase or decrease in the forward curves associated with our oil and gas commodity derivative instruments would have changed our net derivative positions for these products by approximately $61.1 million and $1.9 million, respectively.

Off-Balance Sheet Arrangements

We have not participated in transactions that generate relationships with unconsolidated entities or financial partnerships, such as entities often referred to as structured finance or special purpose entities (“SPE” or “SPEs”), which would have been established for the purpose of facilitating off-balance sheet arrangements or other contractually narrow or limited purposes.

We evaluate our transactions to determine if any variable interest entities exist. If we determine that we are the primary beneficiary of a variable interest entity, that entity is consolidated into our consolidated financial statements. We have not been involved in any unconsolidated SPE transactions during 2022 or 2021, or through the filing of this report.

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Critical Accounting Estimates

Our discussion of financial condition and results of operations is based upon the information reported in our consolidated financial statements. The preparation of these consolidated financial statements in conformity with GAAP requires us to make assumptions and estimates that affect the reported amounts of assets, liabilities, revenues, and expenses, as well as the disclosure of contingent assets and liabilities as of the date of our consolidated financial statements. We base our assumptions and estimates on historical experience and various other sources that we believe to be reasonable under the circumstances. Actual results may differ from the estimates we calculate as a result of changes in circumstances, global economics and politics, and general business conditions. A summary of our significant accounting policies is detailed in Note 1 – Summary of Significant Accounting Policies in Part II, Item 8 of this report. We have outlined below, those policies identified as being critical to the understanding of our business and results of operations and that require the application of significant management judgment.

Successful Efforts Method of Accounting. GAAP provides two alternative methods for the oil and gas industry to use in accounting for oil and gas producing activities. These two methods are generally known in our industry as the full cost method and the successful efforts method, and both methods are widely used. The methods are different enough that in many circumstances the same set of facts will provide materially different financial statement results within a given year. We have chosen the successful efforts method of accounting for our oil and gas producing activities. A more detailed description is included in Note 1 – Summary of Significant Accounting Policies of Part II, Item 8 of this report.

Oil and Gas Reserve Quantities. Our estimated proved reserve quantities and future net cash flows are critical to understanding the value of our business. They are used in comparative financial ratios and are the basis for significant accounting estimates in our consolidated financial statements, including the calculations of DD&A expense, impairment of proved and unproved oil and gas properties, and asset retirement obligations. Please refer to Oil and Gas Producing Activities in Note 1 – Summary of Significant Accounting Policies of Part II, Item 8 of this report for additional discussion on our accounting policies impacted by estimated reserve quantities.

Future cash inflows and future production and development costs are determined by applying prices and costs, including transportation, quality differentials, and basis differentials, applicable to each period to the estimated quantities of proved reserves remaining to be produced as of the end of that period. Expected cash flows are discounted to present value using an appropriate discount rate. For example, the standardized measure of discounted future net cash flows calculation requires that a 10 percent discount rate be applied. Although reserve estimates are inherently imprecise, and estimates of new discoveries and undeveloped locations are more imprecise than those of established producing oil and gas properties, we make a considerable effort in estimating our reserves. We engage Ryder Scott, an independent reservoir evaluation consulting firm, to audit a minimum of 80 percent of our total calculated proved reserve PV-10. We expect proved reserve estimates will change as additional information becomes available and as commodity prices and operating and capital costs change. We evaluate and estimate our proved reserves each year end. It should not be assumed that the standardized measure of discounted future net cash flows (GAAP) or PV-10 (non-GAAP) as of December 31, 2022, is the current market value of our estimated proved reserves. In accordance with SEC requirements, we based these measures on the unweighted arithmetic average of the first-day-of-the-month price of each month within the trailing 12-month period ended December 31, 2022. Actual future prices and costs may be materially higher or lower than the prices and costs utilized in the estimates. Please refer to Risk Factors in Part I, Item 1A of this report for additional discussion.

If the estimates of proved reserves decline, the rate at which we record DD&A expense will increase, which would reduce future net income. Changes in DD&A rate calculations caused by changes in reserve quantities are made prospectively. In addition, a decline in reserve estimates may impact the outcome of our assessment of proved and unproved properties for impairment. Impairments are recorded in the period in which they are identified.

The following table presents information about proved reserve changes from period to period due to items we do not control, such as price, and from changes due to production history and well performance. These changes do not require a capital expenditure on our part, but may have resulted from capital expenditures we incurred to develop other estimated proved reserves.

For the Years Ended December 31,
202220212020
MMBOE Change
Revisions resulting from performance(11.1)3.43.6
Removal of proved undeveloped reserves no longer in our five-year development plan(19.9)(40.6)(65.0)
Revisions resulting from price changes9.537.2(32.6)
Total(21.5)(94.0)

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Note: Amounts may not calculate due to rounding.

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As previously noted, commodity prices are volatile and estimates of reserves are inherently imprecise. Consequently, we expect to continue experiencing these types of changes.

We cannot reasonably predict future commodity prices, although we believe that together, the below analyses provide reasonable information regarding the impact of changes in pricing and trends on total estimated proved reserves. The following table reflects the estimated MMBOE change and percentage change to our total reported estimated proved reserve volumes from the described hypothetical changes:

For the year ended December 31, 2022
MMBOE ChangePercentage Change
10 percent decrease in SEC pricing (1)(3.7)(1)%
Average NYMEX strip pricing as of fiscal year end (2)(14.3)(3)%
10 percent decrease in proved undeveloped reserves (3)(22.0)(4)%

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(1)    The change solely reflects the impact of a 10 percent decrease in SEC pricing to the total reported estimated proved reserve volumes as of December 31, 2022, and does not include additional impacts to our estimated proved reserves that may result from our internal intent to drill hurdles or changes in future service or equipment costs.

(2)    The change solely reflects the impact of replacing SEC pricing with the five-year average NYMEX strip pricing as of December 31, 2022, and does not include additional impacts to our estimated proved reserves that may result from our internal intent to drill hurdles or changes in future service or equipment costs. As of December 31, 2022, SEC pricing was $93.67 per Bbl for oil, $6.36 per MMBtu for gas, and $42.52 per Bbl for NGLs, and five-year average NYMEX strip pricing was $71.02 per Bbl for oil, $4.38 per MMBtu for gas, and $28.05 per Bbl for NGLs.

(3)    The change solely reflects a 10 percent decrease in proved undeveloped reserves as of December 31, 2022, and does not include any additional impacts to our estimated proved reserves.

Additional reserve information can be found in Reserves in Part I, Items 1 and 2 of this report, and in Supplemental Oil and Gas Information (unaudited) in Part II, Item 8 of this report.

Impairment of Oil and Gas Properties. Proved oil and gas properties are evaluated for impairment on a pool-by-pool basis and reduced to fair value when events or changes in circumstances indicate that their carrying amount may not be recoverable. We estimate the expected future cash flows of our proved oil and gas properties and compare these undiscounted cash flows to the carrying amount to determine if the carrying amount is recoverable. If the carrying amount exceeds the estimated undiscounted future cash flows, we will write down the carrying amount of the proved oil and gas properties to fair value (or discounted future cash flows). Management estimates future cash flows from all proved reserves and risk adjusted probable and possible reserves using various factors, which are subject to our judgment and expertise, and include, but are not limited to, commodity price forecasts, estimated future operating and capital costs, development plans, and discount rates to incorporate the risk and current market conditions associated with realizing the expected cash flows.

Unproved oil and gas properties are evaluated for impairment and reduced to fair value when there is an indication that the carrying costs may not be recoverable. Lease acquisition costs that are not individually significant are aggregated by asset group and the portion of such costs estimated to be nonproductive prior to lease expiration are amortized over the appropriate period. The estimate of what could be nonproductive is based on historical trends or other information, including current drilling plans and our intent to renew leases. We estimate the fair value of unproved properties using a market approach, which takes into account the following significant assumptions: remaining lease terms, future development plans, risk weighted potential resource recovery, estimated reserve values, and estimated acreage value based on price(s) received for similar, recent acreage transactions by us or other market participants.

We cannot predict when or if future impairment charges will be recorded because of the uncertainty in the factors discussed above. Despite any amount of future impairment being difficult to predict, based on our commodity price assumptions as of February 9, 2023, we do not expect any material oil and gas property impairments in the first quarter of 2023 resulting from commodity price impacts.

Please refer to Note 1 – Summary of Significant Accounting Policies and Note 8 – Fair Value Measurements in Part II, Item 8 of this report for discussion of impairments of oil and gas properties recorded for the years ended December 31, 2022, 2021, and 2020.

Revenue Recognition. We predominately derive our revenue from the sale of produced oil, gas, and NGLs. Our revenue recognition policy is a critical accounting estimate because revenue is a key component of our results of operations and our forward-looking statements contained in our analysis of liquidity and capital resources. A 10 percent change in our revenue accrual at year-end 2022 would have impacted total operating revenues by approximately $18.4 million for the year ended December 31, 2022. Please refer to Note 1 – Summary of Significant Accounting Policies and Note 2 - Revenue from Contracts with Customers in Part II, Item 8 of this report for additional discussion.

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Derivative Financial Instruments. We periodically enter into commodity derivative contracts to mitigate a portion of our exposure to oil, gas, and NGL price volatility and location differentials. We recognize all gains and losses from changes in commodity derivative fair values immediately in earnings rather than deferring any such amounts in accumulated other comprehensive income (loss). The estimated fair value of our derivative instruments requires substantial judgment. These values are based upon, among other things, option pricing models, futures prices, volatility, time to maturity, and credit risk. The values we report in our consolidated financial statements change as these estimates are revised to reflect actual results, changes in market conditions or other factors, many of which are beyond our control. Please refer to Note 1 – Summary of Significant Accounting Policies and Note 10 – Derivative Financial Instruments in Part II, Item 8 of this report for additional discussion.

Income Taxes. We account for deferred income taxes, whereby deferred tax assets and liabilities are recognized based on the tax effects of temporary differences between the carrying amounts on the consolidated financial statements and the tax basis of assets and liabilities, as measured using currently enacted tax rates. These differences will result in taxable income or deductions in future years when the reported amounts of the assets or liabilities are recovered or settled, respectively. Considerable judgment is required in predicting when these events may occur and whether recovery of an asset is more likely than not. We record deferred tax assets and associated valuation allowances, when appropriate, to reflect amounts more likely than not to be realized based upon Company analysis. Additionally, our federal and state income tax returns are generally not filed before the consolidated financial statements are prepared. Therefore, we estimate the tax basis of our assets and liabilities at the end of each period, as well as the effects of tax rate changes, tax credits, and net operating and capital loss carryforwards and carrybacks. Adjustments related to differences between the estimates we use and actual amounts we report are recorded in the periods in which we file our income tax returns. These adjustments and changes in our estimates of asset recovery and liability settlement as well as significant enacted tax rate changes could have an impact on our results of operations. A one percent change in our effective tax rate would have changed our calculated income tax expense by approximately $14.0 million for the year ended December 31, 2022. Please refer to Note 1 – Summary of Significant Accounting Policies and Note 4 – Income Taxes in Part II, Item 8 of this report for additional discussion.

Accounting Matters

Please refer to Recently Issued Accounting Standards in Note 1 – Summary of Significant Accounting Policies in Part II, Item 8 of this report for information on new authoritative accounting guidance.

Environmental

We believe we are in substantial compliance with environmental laws and regulations and do not currently anticipate that material future expenditures will be required under the existing regulatory framework. However, environmental laws and regulations are subject to frequent changes, and we are unable to predict the impact that compliance with future laws or regulations, such as those currently being considered as discussed below, may have on future capital expenditures, liquidity, and results of operations.

Hydraulic Fracturing. Hydraulic fracturing is an important and common practice that is used to stimulate production of hydrocarbons from tight formations. For additional information about hydraulic fracturing and related environmental matters, please refer to Risk Factors – Risks Related to Oil and Gas Operations and the Industry – Federal and state legislative and regulatory initiatives relating to hydraulic fracturing could result in increased costs and additional operating restrictions or delays.

Climate Change and Air Quality. In June 2013, President Obama announced a Climate Action Plan designed to further reduce GHG emissions and prepare the nation for the physical effects that may occur as a result of climate change. The Climate Action Plan targeted methane reductions from the oil and gas sector as part of a comprehensive interagency methane strategy. As part of the Climate Action Plan, on May 12, 2016, the EPA issued final regulations applicable to new, modified, or reconstructed sources that amended and expanded 2012 regulations for the oil and gas sector by, among other things, setting emission limits for volatile organic compounds (“VOCs” or “VOC”) and methane, a GHG, and added requirements for previously unregulated sources. The 2016 NSPS requires reduction of methane and VOCs from certain activities in oil and gas production, processing, transmission and storage and applies to facilities constructed, modified, or reconstructed after September 18, 2015. The regulation requires, among other things, GHG and VOC emission limits for certain equipment, such as centrifugal compressors and reciprocating compressors; semi-annual leak detection and repair for well sites and quarterly for boosting and garnering compressor stations and gas transmission compressor stations; control requirements and emission limits for pneumatic pumps; and additional requirements for control of GHGs and VOCs from well completions. On September 14, and 15, 2020, the EPA finalized amendments to the 2012 and 2016 NSPS that removed transmission and storage infrastructure from regulation of methane emissions and other VOCs, as well as removed methane control requirements. The portion of the 2020 amendments that removed the transmission and storage infrastructure from the regulations was disapproved by the Congressional Review Act in 2021. In November 2021, the EPA proposed to expand the requirements of the 2012 and 2016 NSPS and also include requirements for states to develop performance standards to control methane emissions from existing sources. In December 2022, the EPA issued a supplemental proposal to update, strengthen, and expand the 2021 proposed rules. The EPA is expected to finalize the rule in 2023.

States are also required to comply with the NAAQS. The oil and gas sector is often subjected to additional controls when areas within states are not attaining the ozone NAAQS as the VOCs emitted by the oil and gas sector are a precursor to ozone formation. The ozone NAAQS was set at 70 parts per billion (“ppb”) in 2015. The EPA maintained the standard in 2020, but in 2021 the EPA communicated that it is reconsidering the 2020 decision with the intention of completing the reconsideration by the end of 2023. If

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the ozone NAAQS is lowered, it may result in additional actions by states requiring further emission controls and associated costs. Oil and gas facilities operating in areas that are determined to be out of compliance with the 70 ppb requirement or a lowered ozone NAAQS may be subject to increased emission controls and associated costs of compliance.

The United States Congress has from time to time considered adopting legislation to reduce emissions of GHGs and many of the states have already taken legal measures to reduce emissions of GHGs primarily through the planned development of GHG emission inventories and/or regional GHG cap and trade programs. Most of these cap and trade programs work by requiring major sources of emissions, such as electric power plants, or major producers of fuels, such as refineries and gas processing plants, to acquire and surrender emission allowances. The number of allowances available for purchase is reduced each year in an effort to achieve the overall GHG emission reduction goal. In addition, there have been international conventions and efforts to establish standards for the reduction of GHGs globally, including the Paris accords in December 2015. The conditions for entry into force of the Paris accords were met on October 5, 2016 and the Agreement went into force 30 days later on November 4, 2016. At the United Nations Climate Change Conference in Glasgow in 2021, the United States and the European Union announced the Global Methane Pledge that aims to reduce methane emissions by 30 percent compared with 2020 levels.

The adoption of legislation or regulatory programs to reduce emissions of GHGs could require us to incur increased operating costs, such as costs to purchase and operate emissions control systems, to acquire emissions allowances, or comply with new regulatory or reporting requirements. Any such legislation or regulatory programs could also increase the cost of consuming, and thereby reduce demand for, the oil and gas we produce. Consequently, legislation and regulatory programs to reduce emissions of GHGs could have an adverse effect on our business, financial condition, and results of operations. Judicial challenges to new regulatory measures are likely and we cannot predict the outcome of such challenges. New regulatory suspensions, revisions, or rescissions and conflicting state and federal regulatory mandates may inhibit our ability to accurately forecast the costs associated with future regulatory compliance. Finally, scientists have concluded that increasing concentrations of GHGs in the earth’s atmosphere produce climate changes that likely have significant physical effects, such as increased frequency and severity of storms, droughts, floods, and other climatic events. Such effects could have an adverse effect on our financial condition and results of operations.

In terms of opportunities, the regulation of GHG emissions and the introduction of alternative incentives, such as enhanced oil recovery, carbon sequestration, and low carbon fuel standards, could benefit us in a variety of ways. For example, although federal regulation and climate change legislation could reduce the overall demand for the oil and gas that we produce, the relative demand for gas may increase because the burning of gas produces lower levels of emissions than other readily available fossil fuels such as oil and coal. In addition, if renewable resources such as wind or solar power become more prevalent, gas-fired electric plants may provide an alternative backup to maintain consistent electricity supply. Also, if states adopt low-carbon fuel standards, gas may become a more attractive transportation fuel. Approximately 40 percent and 35 percent of our production on a BOE basis in 2022 and 2021, respectively, was gas. Market-based incentives for the capture and storage of carbon dioxide in underground reservoirs, particularly in oil and gas reservoirs, could also benefit us through the potential to obtain GHG emission allowances or offsets from or government incentives for the sequestration of carbon dioxide.

Non-GAAP Financial Measures

Adjusted EBITDAX represents net income (loss) before interest expense, interest income, income taxes, depletion, depreciation, amortization and asset retirement obligation liability accretion expense, exploration expense, property abandonment and impairment expense, non-cash stock-based compensation expense, derivative gains and losses net of settlements, gains and losses on divestitures, gains and losses on extinguishment of debt, and certain other items. Adjusted EBITDAX excludes certain items that we believe affect the comparability of operating results and can exclude items that are generally non-recurring in nature or whose timing and/or amount cannot be reasonably estimated. Adjusted EBITDAX is a non-GAAP measure that we believe provides useful additional information to investors and analysts, as a performance measure, for analysis of our ability to internally generate funds for exploration, development, acquisitions, and to service debt. We are also subject to financial covenants under our Credit Agreement as further described in Note 5 – Long-Term Debt in Part II, Item 8 of this report. In addition, adjusted EBITDAX is widely used by professional research analysts and others in the valuation, comparison, and investment recommendations of companies in the oil and gas exploration and production industry, and many investors use the published research of industry research analysts in making investment decisions. Adjusted EBITDAX should not be considered in isolation or as a substitute for net income (loss), income (loss) from operations, net cash provided by operating activities, or other profitability or liquidity measures prepared under GAAP. Because adjusted EBITDAX excludes some, but not all items that affect net income (loss) and may vary among companies, the adjusted EBITDAX amounts presented may not be comparable to similar metrics of other companies. Our revolving credit facility provides a material source of liquidity for us. Under the terms of our Credit Agreement, if we failed to comply with the covenants that establish a maximum permitted ratio of total funded debt, as defined in the Credit Agreement, to adjusted EBITDAX, we would be in default, an event that would prevent us from borrowing under our revolving credit facility and would therefore materially limit a significant source of our liquidity. In addition, if we are in default under our revolving credit facility and are unable to obtain a waiver of that default from our lenders, lenders under that facility and under the indentures governing each series of our outstanding Senior Notes, as defined in Note 5 – Long-Term Debt in Part II, Item 8 of this report, would be entitled to exercise all of their remedies for default.

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The following table provides reconciliations of our net income (loss) (GAAP) and net cash provided by operating activities (GAAP) to adjusted EBITDAX (non-GAAP) for the periods presented:

For the Years Ended December 31,
202220212020
(in thousands)
Net income (loss) (GAAP)$1,111,952$36,229$(764,614)
Interest expense120,346160,353163,892
Income tax expense (benefit)283,8189,938(192,091)
Depletion, depreciation, amortization, and asset retirement obligation liability accretion603,780774,386784,987
Exploration (1)50,97835,34637,541
Impairment7,46835,0001,016,013
Stock-based compensation expense18,77218,81914,999
Net derivative (gain) loss374,012901,659(161,576)
Derivative settlement gain (loss)(710,700)(748,958)351,261
Net (gain) loss on extinguishment of debt67,6052,139(280,081)
Other, net(9,743)5075,074
Adjusted EBITDAX (non-GAAP)1,918,2881,225,418975,405
Interest expense(120,346)(160,353)(163,892)
Income tax (expense) benefit(283,818)(9,938)192,091
Exploration (1)(2)(36,810)(35,346)(37,541)
Amortization of debt discount and deferred financing costs10,28117,27517,704
Deferred income taxes269,0579,565(192,540)
Other, net1,817(4,260)(11,874)
Net change in working capital(72,063)117,41111,591
Net cash provided by operating activities (GAAP)$1,686,406$1,159,772$790,944

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(1)    Stock-based compensation expense is a component of the exploration expense and general and administrative expense line items on the accompanying statements of operations. Therefore, the exploration line items shown in the reconciliation above will vary from the amount shown on the accompanying statements of operations for the component of stock-based compensation expense recorded to exploration expense.

(2)    For the year ended December 31, 2022, amount is net of certain capital expenditures related to unsuccessful exploration efforts outside of our core areas of operation.

FY 2021 10-K MD&A

SEC filing source: 0000893538-22-000020.

Extracted structurally from real Item 7 body heading to real Item 7A/8 boundary. Confidence: high. Filing date: 2022-02-25. Report date: 2021-12-31.

ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion includes forward-looking statements. Please refer to the Cautionary Information about Forward-Looking Statements section of this report for important information about these types of statements.

Overview of the Company

General Overview

Our purpose is to make people’s lives better by responsibly producing energy supplies, contributing to domestic energy security and prosperity, and having a positive impact in the communities where we live and work. Our short-term operational and financial goals include generating positive cash flows while strengthening our balance sheet through absolute debt reduction and improved leverage metrics, and increasing the value of our capital project inventory through exploration and development optimization. Our long-term vision is to sustainably grow value for all of our stakeholders. We believe that in order to accomplish this vision, we must be a premier operator of top-tier oil and gas assets. Our strategy for achieving these goals is to focus on high-quality economic drilling, completion, and production opportunities. Our investment portfolio is comprised of oil and gas producing assets in the state of Texas, specifically in the Midland Basin of West Texas and in the Maverick Basin of South Texas.

We are committed to exceptional safety, health, and environmental stewardship; supporting the professional development of a diverse and thriving team of employees; making a positive impact in the communities where we live and work; and transparency in reporting our progress in these areas. The Environmental, Social and Governance Committee of our Board of Directors oversees, among other things, the development and implementation of the Company’s ESG policies, programs and initiatives, and, together with management, reports to our Board of Directors regarding such matters. Further demonstrating our commitment to sustainable operations and environmental stewardship, compensation for our executives and eligible employees under our long-term incentive plan, and compensation for all employees under our short-term incentive plan is calculated based on, in part, certain Company-wide performance-based metrics that include key financial, operational, and environmental, health, and safety measures. Please refer to our Definitive Proxy Statement on Schedule 14A for the 2022 annual meeting of stockholders to be filed within 120 days from December 31, 2021, for additional discussion.

The markets for the commodities produced by our industry strengthened in 2021 as a result of increased demand outpacing increased supply for each of the commodities we produce. Prices for the commodities produced by our industry improved from historic lows in 2020, with oil and natural gas prices reaching their highest average annual price since 2014. However, commodity markets remain subject to heightened levels of uncertainty related to the Pandemic and escalating tensions between Russia and Ukraine. Russian military incursion into Ukraine could give rise to regional instability and result in heightened economic sanctions by the U.S. and the international community that, in turn, could increase uncertainty with respect to global financial markets and production output from OPEC+ and other oil producing nations. Additionally, the Pandemic remains a global health crisis and continues to evolve. Despite the emergence of new variants, deployment of vaccines and vaccine boosters to slow the spread of the COVID-19 virus has resulted in substantial improvements in global financial markets and public health. Disruption in financial and commodity markets and industry-specific impacts could result from future case surges, outbreaks, COVID-19 virus variants, the potential that current vaccines may be less effective or ineffective against future COVID-19 virus variants, and the risk that large groups of the population may not receive vaccinations against COVID-19, and as a result, may require us to adjust our business plan. Despite continuing impacts of the Pandemic, geopolitical issues, and future uncertainty, we expect to maintain our ability to sustain strong operational performance and financial stability while maximizing returns, improving leverage metrics, and increasing the value of our top-tier Midland Basin and South Texas assets.

Throughout the Pandemic, the safety of our employees, contractors, and the communities where we work has remained our first priority. While our core business operations require certain individuals to be physically present at well site locations, the majority of our office-based employees have worked remotely since the onset of the Pandemic, in order to limit physical interactions and to mitigate the spread of COVID-19. We maintain and continually assess procedures designed to limit the spread of COVID-19, and we continue to communicate to and train all of our employees regarding best practices for maintaining a healthy and safe work environment. We believe that we meet or exceed Centers for Disease Control and Prevention and OSHA guidelines related to the prevention of the transmission of COVID-19. Throughout the Pandemic, we have operated without significant disruptions to our business, and we believe that our pre-existing control environment and internal controls continue to be effective.

2021 Financial and Operational Highlights

We remain focused on maximizing returns and increasing the value of our top-tier Midland Basin and South Texas assets. We expect to do this through continued development optimization and further delineation of our Midland Basin assets and through further development of our Austin Chalk formation in South Texas. We believe our assets provide strong returns and are capable of providing for growth of internally generated cash flows while allowing for flexibility of production levels, which aligns with our priorities of reducing debt, improving leverage metrics and maintaining strong financial flexibility.

Financial and Operational Results. Average net daily equivalent production for the year ended December 31, 2021, increased 11 percent to 140.7 MBOE, compared with 126.9 MBOE for 2020, comprised of a 19 percent increase from our Midland Basin assets

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and a two percent decrease from our South Texas assets. The total increase resulted from an increased number of completions, strong well performance, and our continued focus on operational execution. Realized prices for oil, gas, and NGLs increased 83 percent, 169 percent, and 141 percent, respectively, for the year ended December 31, 2021, compared with 2020. As a result of increased realized prices, oil, gas, and NGL production revenue increased 131 percent to $2.6 billion for the year ended December 31, 2021, compared with $1.1 billion for 2020. We recorded a net derivative loss of $901.7 million for the year ended December 31, 2021, compared to a net derivative gain of $161.6 million for 2020. These amounts include a derivative settlement loss of $749.0 million for the year ended December 31, 2021, and a derivative settlement gain of $351.3 million for the year ended December 31, 2020. Operational activities during the year ended December 31, 2021, resulted in the following financial and operational results:

•Net cash provided by operating activities of $1.2 billion for the year ended December 31, 2021, which was in excess of net cash used in investing activities of $667.2 million for the same period. Please refer to Analysis of Cash Flow Changes Between 2021 and 2020 and Between 2020 and 2019 in Part II, Item 8 of this report below for additional discussion.

•A cash balance of $332.7 million and no outstanding balance on the revolving credit facility as of December 31, 2021, compared with a revolving credit facility balance of $93.0 million as of December 31, 2020.

•Net income of $36.2 million, or $0.29 per diluted share, for the year ended December 31, 2021, compared with a net loss of $764.6 million, or $6.72 per diluted share for 2020. Net income for the year ended December 31, 2021, was primarily a result of increased production volumes and improved pricing, substantially offset by net derivative losses of $901.7 million. Please refer to Comparison of Financial Results and Trends Between 2021 and 2020 and Between 2020 and 2019 below for additional discussion regarding the components of net income (loss) for each period presented.

•Adjusted EBITDAX, a non-GAAP financial measure, for the year ended December 31, 2021, of $1.2 billion, compared with $975.4 million for 2020. Please refer to Non-GAAP Financial Measures below for additional discussion, including our definition of adjusted EBITDAX and reconciliations to net income (loss) and net cash provided by operating activities.

•Total estimated proved reserves as of December 31, 2021, increased 22 percent from December 31, 2020, to 492.0 MMBOE, of which, 58 percent were liquids (oil and NGLs) and 61 percent were proved developed reserves. We added 139.1 MMBOE through extensions and infill as a result of continued success in and further development of our Austin Chalk and Midland Basin assets, partially offset by 51.4 MMBOE of production during 2021 and the removal of 40.6 MMBOE of proved undeveloped reserves reclassified to unproved reserves categories as a result of development plan optimization. Our proved reserve life index increased to 9.6 years as of December 31, 2021, compared with 8.7 years as of December 31, 2020. Please refer to Reserves in Part I, Items 1 and 2 of this report for additional discussion. The standardized measure of discounted future net cash flows was $7.0 billion as of December 31, 2021, compared with $2.7 billion as of December 31, 2020, which was an increase of 160 percent year-over-year. Please refer to Supplemental Oil and Gas Information (unaudited) in Part II, Item 8 of this report for additional discussion.

Operational Activities. During 2021, we continued to experience strong well performance in the RockStar area of our Midland Basin position due to successful operational execution, enhanced completion designs, and execution of our development strategy to drill and complete long laterals resulting from successful infill leasing and acreage trades, which have increased the contiguous nature of our acreage position. A large portion of our water transportation and disposal needs continue to be satisfied by the water facilities we operate in a core area of our RockStar acreage. Our South Texas program benefited from successful development of the Austin Chalk formation and continued strong performance from Eagle Ford shale wells. Efficiency and optimization in completions and operations in both the Midland Basin and in South Texas continued throughout 2021, and effective partnerships with our key service providers have allowed us to maintain continuity of operations during the Pandemic.

Our Midland Basin program averaged three drilling rigs and two completion crews during 2021. We drilled 61 gross (49 net) wells and completed 97 gross (81 net) wells during 2021 and net equivalent production increased year-over-year by 18 percent to 34.4 MMBOE. Costs incurred during 2021 totaled $433.8 million, or 60 percent of our total 2021 costs incurred. Drilling and completion activities within our RockStar and Sweetie Peck positions in the Midland Basin continue to focus primarily on developing the Spraberry and Wolfcamp formations.

Our South Texas program averaged one drilling rig and one completion crew during 2021. We drilled 32 gross (32 net) and completed 31 gross (28 net) wells during 2021 and net equivalent production decreased year-over-year by two percent to 16.9 MMBOE. Costs incurred during 2021 totaled $240.7 million, or 34 percent of our total 2021 costs incurred. Drilling and completion activities in South Texas during 2021 were primarily focused on developing the Austin Chalk formation.

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The table below provides a summary of changes in our drilled but not completed well count and current year drilling and completion activity in our operated programs for the year ended December 31, 2021:

Midland BasinSouth TexasTotal
GrossNetGrossNetGrossNet
Wells drilled but not completed at December 31, 2020 (1)665831289786
Wells drilled614932329381
Wells completed(97)(81)(31)(28)(128)(109)
Other (2)11
Wells drilled but not completed at December 31, 2021 (3)302732326259

____________________________________________

(1)    The South Texas drilled but not completed well count as of December 31, 2020, included 13 gross (13 net) wells that were not included in our five-year development plan, 12 of which were in the Eagle Ford shale.

(2)    Includes adjustments related to normal business activities, including working interest changes for existing drilled but not completed wells. Working interest changes can result from divestitures, joint development agreements, farm-outs, and other activities.

(3)    The South Texas drilled but not completed well count as of December 31, 2021, includes 11 gross (11 net) wells that are not included in our five-year development plan, 10 of which are in the Eagle Ford shale.

Costs Incurred. Costs incurred in oil and gas property acquisition, exploration, and development activities, whether capitalized or expensed, are summarized as follows:

For the Year Ended
December 31, 2021
(in millions)
Development costs$583.5
Exploration costs125.4
Acquisitions
Proved properties0.1
Unproved properties9.0
Total, including asset retirement obligations (1)$718.0

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(1)    Please refer to the caption Costs Incurred in Supplemental Oil and Gas Information (unaudited) in Part II, Item 8 of this report.

Production Results. The table below presents the disaggregation of our net production volumes by product type for each of our assets for the year ended December 31, 2021:

Midland BasinSouth TexasTotal
Net production volumes:
Oil (MMBbl)25.22.727.9
Gas (Bcf)55.452.9108.4
NGLs (MMBbl)5.45.4
Equivalent (MMBOE)34.416.951.4
Average net daily equivalent (MBOE per day)94.446.4140.7
Relative percentage67%33%100%

____________________________________________

Note: Amounts may not calculate due to rounding.

Net equivalent production increased 11 percent for the year ended December 31, 2021, compared with 2020, comprised of an 18 percent increase from our Midland Basin assets and a two percent decrease from our South Texas assets. Please refer to Overview of Selected Production and Financial Information, Including Trends and Comparison of Financial Results and Trends Between 2021 and 2020 and Between 2020 and 2019 below for additional discussion on production.

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Oil, Gas, and NGL Prices

Our financial condition and the results of our operations are significantly affected by the prices we receive for our oil, gas, and NGL production, which can fluctuate dramatically. When we refer to realized oil, gas, and NGL prices below, the disclosed price represents the average price for the respective period, before the effect of derivative settlements. While quoted NYMEX oil and gas and OPIS NGL prices are generally used as a basis for comparison within our industry, the prices we receive are affected by quality, energy content, location and transportation differentials, and contracted pricing benchmarks for these products.

The following table summarizes commodity price data, as well as the effects of derivative settlements, for the years ended December 31, 2021, 2020, and 2019:

For the Years Ended December 31,
202120202019
Oil (per Bbl):
Average NYMEX contract monthly price$67.92$39.40$57.03
Realized price$67.72$37.08$54.10
Effect of oil derivative settlements$(18.73)$14.40$(0.90)
Gas:
Average NYMEX monthly settle price (per MMBtu)$3.84$2.08$2.63
Realized price (per Mcf)$4.85$1.80$2.39
Effect of gas derivative settlements (per Mcf)$(1.41)$0.11$0.21
NGLs (per Bbl):
Average OPIS price (1)$36.65$17.96$22.34
Realized price$33.67$13.96$17.26
Effect of NGL derivative settlements$(13.68)$1.28$4.43

____________________________________________

(1)    Average OPIS prices per barrel of NGL, historical or strip, assumes a composite barrel product mix of 37% Ethane, 32% Propane, 6% Isobutane, 11% Normal Butane, and 14% Natural Gasoline for all periods presented. This product mix represents the industry standard composite barrel and does not necessarily represent our product mix for NGL production. Realized prices reflect our actual product mix.

Commodity prices in 2021 significantly improved from historic lows experienced in 2020 as a result of the misalignment of supply and demand caused by the Pandemic and other macroeconomic events. Given the dynamic nature of the Pandemic, uncertainty surrounding the escalating tensions between Russia and Ukraine, and the potential impacts to global commodity and financial markets, we expect future benchmark prices for oil, gas, and NGLs to remain volatile for the foreseeable future, and we cannot reasonably predict the timing or likelihood of any future impacts that may result. In addition to supply and demand fundamentals, as a global commodity, the price of oil is affected by real or perceived geopolitical risks in various regions of the world as well as the relative strength of the United States dollar compared to other currencies. Our realized prices at local sales points may also be affected by infrastructure capacity in the area of our operations and beyond.

The following table summarizes 12-month strip prices for NYMEX WTI oil, NYMEX Henry Hub gas, and OPIS NGLs as of February 10, 2022, and December 31, 2021:

As of February 10, 2022As of December 31, 2021
NYMEX WTI oil (per Bbl)$83.82$72.89
NYMEX Henry Hub gas (per MMBtu)$4.15$3.69
OPIS NGLs (per Bbl)$41.29$37.02

We use financial derivative instruments as part of our financial risk management program. We have a financial risk management policy governing our use of derivatives, and decisions regarding entering into commodity derivative contracts are overseen by a financial risk management committee consisting of certain senior executive officers and finance personnel. We make decisions about the amount of our expected production that we cover by derivatives based on the amount of debt on our balance sheet, the level of capital commitments and long-term obligations we have in place, and the terms and futures prices that are made available by our approved counterparties. With our current commodity derivative contracts, we believe we have partially reduced our exposure to volatility in commodity prices and basis differentials in the near term. Our use of costless collars for a portion of our derivatives allows

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us to participate in some of the upward movements in oil and gas prices while also setting a price floor below which we are insulated from further price decreases. Please refer to Note 10 – Derivative Financial Instruments in Part II, Item 8 of this report and to Commodity Price Risk in Overview of Liquidity and Capital Resources below for additional information regarding our oil, gas, and NGL derivatives.

Outlook

Our total 2022 capital program, which we expect to fund with cash flows from operations, is expected to be approximately $750.0 million. We expect to focus our 2022 capital program on highly economic oil development projects in both our Midland Basin assets and our South Texas assets.

Financial Results of Operations and Additional Comparative Data

The tables below provide information regarding selected production and financial information for the three months ended December 31, 2021, and the preceding three quarters.

For the Three Months Ended
December 31,September 30,June 30,March 31,
2021202120212021
(in millions)
Net equivalent production (MMBOE)14.614.312.410.0
Oil, gas, and NGL production revenue$852.4$759.8$562.6$423.2
Oil, gas, and NGL production expense$143.3$135.7$125.5$100.9
Depletion, depreciation, amortization, and asset retirement obligation liability accretion$200.0$202.7$204.7$167.0
Exploration$12.6$8.7$8.7$9.3
General and administrative$37.1$25.5$24.6$24.7
Net income (loss)$424.9$85.6$(223.0)$(251.3)

____________________________________________

Note: Amounts may not calculate due to rounding.

Selected Performance Metrics

For the Three Months Ended
December 31,September 30,June 30,March 31,
2021202120212021
Average net daily equivalent production (MBOE per day)158.3155.8136.5111.6
Lease operating expense (per BOE)$4.21$4.20$4.62$4.64
Transportation costs (per BOE)$2.61$2.41$3.01$2.94
Production taxes as a percent of oil, gas, and NGL production revenue4.8%4.7%4.5%4.6%
Ad valorem tax expense (per BOE)$0.22$0.38$0.45$0.52
Depletion, depreciation, amortization, and asset retirement obligation liability accretion (per BOE)$13.74$14.14$16.48$16.62
General and administrative (per BOE)$2.55$1.78$1.98$2.46

____________________________________________

Note: Amounts may not calculate due to rounding.

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Overview of Selected Production and Financial Information, Including Trends

For the Years Ended December 31,Amount Change BetweenPercent Change Between
2021202020192021/20202020/20192021/20202020/2019
Net production volumes: (1)
Oil (MMBbl)27.923.021.94.91.121%5%
Gas (Bcf)108.4103.9109.84.5(5.9)4%(5)%
NGLs (MMBbl)5.46.18.1(0.7)(2.0)(12)%(25)%
Equivalent (MMBOE)51.446.448.34.9(1.9)11%(4)%
Average net daily production: (1)
Oil (MBbl per day)76.562.959.913.63.022%5%
Gas (MMcf per day)296.9283.9300.813.0(17.0)5%(6)%
NGLs (MBbl per day)14.716.722.2(2.0)(5.6)(12)%(25)%
Equivalent (MBOE per day)140.7126.9132.313.9(5.4)11%(4)%
Oil, gas, and NGL production revenue (in millions): (1)
Oil production revenue$1,891.8$853.6$1,183.2$1,038.3$(329.6)122%(28)%
Gas production revenue525.5187.5262.5338.0(75.1)180%(29)%
NGL production revenue180.685.2140.095.4(54.8)112%(39)%
Total oil, gas, and NGL production revenue$2,597.9$1,126.2$1,585.8$1,471.7$(459.6)131%(29)%
Oil, gas, and NGL production expense (in millions): (1)
Lease operating expense$225.5$184.2$225.5$41.2$(41.3)22%(18)%
Transportation costs139.4142.0187.1(2.6)(45.1)(2)%(24)%
Production taxes121.146.165.075.0(18.9)163%(29)%
Ad valorem tax expense19.418.923.10.5(4.2)3%(18)%
Total oil, gas, and NGL production expense$505.4$391.2$500.7$114.2$(109.5)29%(22)%
Realized price:
Oil (per Bbl)$67.72$37.08$54.10$30.64$(17.02)83%(31)%
Gas (per Mcf)$4.85$1.80$2.39$3.05$(0.59)169%(25)%
NGLs (per Bbl)$33.67$13.96$17.26$19.71$(3.30)141%(19)%
Per BOE$50.58$24.26$32.84$26.32$(8.58)108%(26)%
Per BOE data: (1)
Oil, gas, and NGL production expense:
Lease operating expense$4.39$3.97$4.67$0.42$(0.70)11%(15)%
Transportation costs2.713.063.88(0.35)(0.82)(11)%(21)%
Production taxes2.360.991.351.37(0.36)138%(27)%
Ad valorem tax expense0.380.410.48(0.03)(0.07)(7)%(15)%
Total oil, gas, and NGL production expense$9.84$8.43$10.38$1.41$(1.95)17%(19)%
Depletion, depreciation, amortization, and asset retirement obligation liability accretion$15.08$16.91$17.06$(1.83)$(0.15)(11)%(1)%
General and administrative$2.18$2.14$2.75$0.04$(0.61)2%(22)%
Derivative settlement gain (loss) (2)$(14.58)$7.57$0.81$(22.15)$6.76(293)%835%
Earnings per share information (in thousands, except per share data): (3)
Basic weighted-average common shares outstanding119,043113,730112,5445,3131,1865%1%
Diluted weighted-average common shares outstanding123,690113,730112,5449,9601,1869%1%
Basic net income (loss) per common share$0.30$(6.72)$(1.66)$7.02$(5.06)104%(305)%
Diluted net income (loss) per common share$0.29$(6.72)$(1.66)$7.01$(5.06)104%(305)%

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____________________________________________

(1)    Amounts and percentage changes may not calculate due to rounding.

(2)    Derivative settlements for the years ended December 31, 2021, 2020, and 2019, are included within the net derivative (gain) loss line item in the accompanying consolidated statements of operations (“accompanying statements of operations”).

(3)    Please refer to Note 9 - Earnings Per Share in Part II, Item 8 of this report for additional discussion.

Average net daily equivalent production for the year ended December 31, 2021, increased 11 percent compared with 2020, comprised of a 19 percent increase from our Midland Basin assets and a two percent decrease from our South Texas assets. The total increase resulted from an increased number of completions, strong well performance, and our continued focus on operational execution. In 2022, we expect total production volumes to remain relatively flat compared with 2021, and we expect oil volumes as a percentage of our total production mix to decrease due to increased capital allocation to our Austin Chalk assets and timing of Midland Basin completions. Please refer to Comparison of Financial Results and Trends Between 2021 and 2020 and Between 2020 and 2019 below for additional discussion.

We present certain information on a per BOE basis in order to evaluate our performance relative to our peers and to identify and measure trends we believe may require additional analysis and discussion.

Our realized price on a per BOE basis increased $26.32 for the year ended December 31, 2021, compared with 2020, primarily as a result of higher benchmark commodity prices which have improved from historic lows experienced during 2020 as a result of the impacts of the Pandemic and other macroeconomic events. Further contributing to the increase were improved gas prices during the first quarter of 2021 resulting from a supply and demand imbalance caused by a significant cold weather event in the state of Texas that lasted for several days in February 2021. The positive impact on oil, gas, and NGL production revenues resulting from the year-over-year realized price increase was substantially offset by a 293 percent change in the settlement of our derivative contracts which were a loss of $14.58 per BOE for the year ended December 31, 2021, compared to a gain of $7.57 per BOE for 2020.

LOE on a per BOE basis increased 11 percent for the year ended December 31, 2021, compared with 2020, driven by the increased percentage of oil in our total product mix, which has higher lifting costs per BOE, and increased workover expense. For 2022, we expect LOE on a per BOE basis to slightly increase, compared with 2021, primarily as a result of anticipated increases in service provider costs and workover activity, which we expect to be partially offset by a shift in activity toward the Austin Chalk. We anticipate volatility in LOE on a per BOE basis as a result of changes in total production, changes in our overall production mix, timing of workover projects, and industry activity, all of which impact total LOE.

Transportation costs on a per BOE basis decreased 11 percent for the year ended December 31, 2021, compared with 2020. This decrease was driven by transportation contract cost reductions during the second half of 2021, and a two percent decrease in net equivalent production from our South Texas assets, which incur the majority of our transportation costs. In general, we expect total transportation costs to fluctuate relative to changes in gas and NGL production from our South Texas assets. For 2022, we expect transportation costs on a per BOE basis to increase compared with 2021.

Production tax expense on a per BOE basis for the year ended December 31, 2021, increased 138 percent compared with 2020, primarily driven by increases in realized prices and an increase in production from our Midland Basin assets. Our overall production tax rate was 4.7 percent and 4.1 percent for the years ended December 31, 2021, and 2020, respectively. We generally expect production tax expense to correlate with oil, gas, and NGL production revenue on an absolute and per BOE basis. Product mix, the location of production, and incentives to encourage oil and gas development can also impact the amount of production tax expense that we recognize.

Ad valorem tax expense on a per BOE basis decreased seven percent for the year ended December 31, 2021, compared with 2020, primarily as a result of increased production and changes to the expected value assessments of our producing properties. We anticipate volatility in ad valorem tax expense on a per BOE and absolute basis as the valuation of our producing properties changes.

Depletion, depreciation, amortization, and asset retirement obligation liability accretion (“DD&A”) expense on a per BOE basis decreased 11 percent for the year ended December 31, 2021, compared with 2020, as a result of strong well performance, increased estimated proved reserves, lower well costs in our Midland Basin assets, and the reduction in the depletable cost basis of our South Texas proved oil and gas properties as a result of proved property impairments recognized during the first quarter of 2020. Our DD&A rate fluctuates as a result of impairments, divestiture activity, carrying cost funding and sharing arrangements with third parties, changes in our production mix, and changes in our total estimated proved reserve volumes. We expect DD&A expense per BOE and DD&A expense on an absolute basis to decrease in 2022, compared with 2021, primarily as a result of increased estimated proved reserves, strong well performance, and increased activity in our Austin Chalk program, as these assets have a lower DD&A rate than our Midland Basin assets.

General and administrative (“G&A”) expense on a per BOE basis increased two percent for the year ended December 31, 2021, compared with 2020. This increase was primarily driven by increased compensation expense partially offset by increased production. Certain components of G&A expense, and G&A expense on a per BOE basis, are impacted by the Company’s full year performance against performance targets established at the beginning of the year and therefore are subject to variability. For 2022, we expect G&A expense to slightly decrease on an absolute basis and to decrease on a per BOE basis, compared with 2021.

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Please refer to Comparison of Financial Results and Trends Between 2021 and 2020 and Between 2020 and 2019 for additional discussion of operating expenses.

Comparison of Financial Results and Trends Between 2021 and 2020 and Between 2020 and 2019

Please refer to Comparison of Financial Results and Trends Between 2020 and 2019 and Between 2019 and 2018 in Management’s Discussion and Analysis of Financial Condition and Results of Operations in Part II, Item 7 of our 2020 Annual Report on Form 10-K, filed with the SEC on February 18, 2021, for a detailed discussion of certain comparisons of our financial results and trends for the year ended December 31, 2020, compared with the year ended December 31, 2019.

Average net daily equivalent production, production revenue, and production expense

The following table presents the changes in our average net daily equivalent production, production revenue, and production expense, by area, between the years ended December 31, 2021, and 2020:

Net Equivalent Production Increase (Decrease)Production Revenue IncreaseProduction Expense Increase
(MBOE per day)(in millions)(in millions)
Midland Basin14.9$1,148.8$95.0
South Texas(1.0)322.919.2
Total13.9$1,471.7$114.2

____________________________________________

Note: Amounts may not calculate due to rounding.

Average net daily equivalent production volumes for the year ended December 31, 2021, increased 11 percent compared with 2020, comprised of a 19 percent increase from our Midland Basin assets, and a two percent decrease from our South Texas assets. Realized prices for oil, gas, and NGLs increased 83 percent, 169 percent, and 141 percent, respectively, for the year ended December 31, 2021, compared with 2020. As a result of increased production and improved pricing, production revenue for oil, gas, and NGLs increased 131 percent for the year ended December 31, 2021, compared with 2020. Total production expense for the year ended December 31, 2021, increased 29 percent, compared with 2020, primarily as a result of increased production taxes and LOE.

The following table presents the changes in our average net daily equivalent production, production revenue, and production expense, by area, between the years ended December 31, 2020, and 2019:

Net Equivalent Production Increase (Decrease)Production Revenue DecreaseProduction Expense Decrease
(MBOE per day)(in millions)(in millions)
Midland Basin7.5$(316.2)$(34.1)
South Texas(12.9)(143.4)(75.4)
Total(5.4)$(459.6)$(109.5)

____________________________________________

Note: Amounts may not calculate due to rounding.

Average net daily equivalent production volumes for the year ended December 31, 2020, decreased four percent compared with 2019. Realized prices for oil, gas, and NGLs decreased 31 percent, 25 percent, and 19 percent, respectively, for the year ended December 31, 2020, compared with 2019. As a result of decreased production and pricing, production revenue for oil, gas, and NGLs decreased 29 percent for the year ended December 31, 2020, compared with 2019. Total production expense for the year ended December 31, 2020, decreased 22 percent compared with 2019.

Please refer to Overview of Selected Production and Financial Information, Including Trends for additional discussion, including discussion of trends on a per BOE basis.

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Depletion, depreciation, amortization, and asset retirement obligation liability accretion

For the Years Ended December 31,
202120202019
(in millions)
Depletion, depreciation, amortization, and asset retirement obligation liability accretion$774.4$785.0$823.8

DD&A expense for the year ended December 31, 2021, remained flat compared with 2020. DD&A expense for the year ended December 31, 2020, decreased five percent compared with 2019, primarily as a result of the reduction in the depletable cost basis of our South Texas proved oil and gas properties as a result of proved property impairments recognized during the first quarter of 2020, partially offset by higher production from our oil producing Midland Basin assets that have higher depletion rates than our primarily gas and NGL producing South Texas assets. Please refer to Overview of Selected Production and Financial Information, Including Trends above for discussion of DD&A expense on a per BOE basis.

Exploration

For the Years Ended December 31,
202120202019
(in millions)
Geological and geophysical expenses$1.2$4.3$2.9
Exploratory dry hole4.8
Overhead and other expenses38.136.743.8
Total$39.3$41.0$51.5

Exploration expense decreased four percent for the year ended December 31, 2021, compared with 2020, primarily as a result of decreases in geological and geophysical expenses. Exploration expense is impacted by actual geological and geophysical studies we perform within an exploratory area and unsuccessful exploration activities, if any.

Impairment

For the Years Ended December 31,
202120202019
(in millions)
Impairment of proved oil and gas properties and related support equipment$$956.7$
Abandonment and impairment of unproved properties35.059.333.8
Total$35.0$1,016.0$33.8

During the year ended December 31, 2020, we recorded impairment expense related to our South Texas proved oil and gas properties and related support facilities as a result of the decrease in commodity price forecasts at the end of the first quarter of 2020, specifically decreases in oil and NGL prices. There were no proved oil and gas impairments recorded during 2021 or 2019.

Unproved property abandonments and impairments recorded during the years ended December 31, 2021, 2020, and 2019, related to actual and anticipated lease expirations, as well as actual and anticipated losses of acreage due to title defects, changes in development plans, and other inherent acreage risks.

We expect proved property impairments to occur more frequently in periods of declining or depressed commodity prices, and that the frequency of unproved property abandonments and impairments will fluctuate with the timing of lease expirations or title defects, and changing economics associated with decreases in commodity prices. Additionally, changes in drilling plans, unsuccessful exploration activities, and downward engineering revisions may result in proved and unproved property impairments.

Reserve estimates and related impairments of proved and unproved properties are difficult to predict in a volatile price environment. If commodity prices for the products we produce decline as a result of supply and demand fundamentals associated with the Pandemic or other macroeconomic events, we may experience additional proved and unproved property impairments in the future. Future impairments of proved and unproved properties are difficult to predict; however, based on our commodity price assumptions as

46

of February 10, 2022, we do not expect any material oil and gas property impairments in the first quarter of 2022 resulting from commodity price impacts.

Please refer to Critical Accounting Policies and Estimates below and Note 8 – Fair Value Measurements in Part II, Item 8 of this report for additional discussion.

General and administrative

For the Years Ended December 31,
202120202019
(in millions)
General and administrative$111.9$99.2$132.8

G&A expense increased 13 percent for the year ended December 31, 2021, compared with 2020, primarily as a result of increased compensation expense incurred during the year. G&A expense decreased 25 percent for the year ended December 31, 2020, compared with 2019, primarily due to reduced overhead costs resulting from the reorganization of certain functions in the fourth quarter of 2019 that eliminated duplicative regional operational functions, as well as actions taken to reduce costs as a result of the Pandemic. Please refer to Overview of Selected Production and Financial Information, Including Trends above for discussion of G&A expense.

Net derivative (gain) loss

For the Years Ended December 31,
202120202019
(in millions)
Net derivative (gain) loss$901.7$(161.6)$97.5

Net derivative (gain) loss is a result of changes in derivative fair values associated with fluctuations in the forward price curves for the commodities underlying our outstanding derivative contracts and the monthly cash settlements of our derivative positions during the period. The net derivative loss for the year ended December 31, 2021, resulted from increases in benchmark commodity prices during 2021. The net derivative gain for the year ended December 31, 2020, resulted from decreases in benchmark commodity prices during 2020. Please refer to Note 10 – Derivative Financial Instruments in Part II, Item 8 of this report for additional discussion.

Other operating expense, net

For the Years Ended December 31,
202120202019
(in millions)
Other operating expense, net$46.1$24.8$19.9

Other operating expense, net, increased for the year ended December 31, 2021, compared with 2020, as a result of legal settlements recorded during 2021, including the settlement of the SPM NAM LLC et al. case disclosed in Legal Proceedings in Part I, Item 3 of this report.

Interest expense

For the Years Ended December 31,
202120202019
(in millions)
Interest expense$(160.4)$(163.9)$(159.1)

Interest expense decreased two percent for the year ended December 31, 2021, compared with 2020. In 2022, we expect interest expense related to our Senior Notes to decrease compared with 2021 as result of the reduction in the aggregate principal amount of Senior Secured Notes and Senior Unsecured Notes through various transactions in 2021 and 2022. Total interest expense is impacted by, and can vary based on, the timing and amount of borrowings under our revolving credit facility. Please refer to Overview of Liquidity and Capital Resources below, and to Note 5 – Long-Term Debt in Part II, Item 8 of this report for additional discussion, including the definitions of Senior Notes, Senior Secured Notes, Senior Unsecured Notes, and 2028 Senior Notes.

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Net gain (loss) on extinguishment of debt

For the Years Ended December 31,
202120202019
(in millions)
Net gain (loss) on extinguishment of debt$(2.1)$280.1$

The Exchange Offers executed during the second quarter of 2020 resulted in a net gain on extinguishment of debt of $227.3 million, which was primarily comprised of the gain on the partial principal redemption of Old Notes and the debt discount associated with the issuance of the 2025 Senior Secured Notes. Additionally, during the year ended December 31, 2020, we repurchased certain of our 2022 Senior Notes and 2024 Senior Notes in open market transactions, resulting in a net gain on extinguishment of debt of $52.8 million. Please refer to Note 5 – Long-Term Debt in Part II, Item 8 of this report for additional discussion, including the definitions of Exchange Offers, Old Notes, 2025 Senior Secured Notes, 2022 Senior Notes, and 2024 Senior Notes.

Income tax (expense) benefit

For the Years Ended December 31,
202120202019
(in millions, except tax rate)
Income tax (expense) benefit$(9.9)$192.1$44.0
Effective tax rate21.5%20.1%19.1%

The increase in the effective tax rate for the year ended December 31, 2021, compared with 2020, was primarily due to the differing effects of permanent items on income before income taxes for the year ended December 31, 2021, compared to a loss before income taxes in 2020. During 2021, an additional valuation allowance recorded against tax effected net derivative liabilities partially offset by an excess tax benefit from stock-based compensation awards and other deferred tax adjustments, resulted in an increase in the tax rate year-over-year. The additional valuation allowance recorded against tax effected net derivative liabilities could reverse and decrease our effective tax rate in 2022, if commodity prices remain at or exceed their current levels and we generate cumulative net income. The United States Congress continues to work on separate provisions of the Build Back Better Act, however, as of the filing of this report, no legislation impacting the Internal Revenue Code (“IRC”) has been passed. Changes to the IRC could eliminate or reduce certain oil and gas industry deductions and could increase the overall corporate income tax rate.

The increase in the effective tax rate for the year ended December 31, 2020, compared with 2019, was primarily due to the differing effects of permanent items on the loss before income taxes for each of the years ended December 31, 2020, and 2019. For the year ended December 31, 2020, the tax benefit rate increased compared with the same period in 2019 as a result of state permanent items reflecting state planning strategies. This increase was partially offset by the impact of the valuation allowance recorded on our deferred tax assets combined with the effects of excess tax deficiencies from stock-based compensation awards, limits on expensing of certain covered individuals’ compensation, and other permanent expense items.

Please refer to Overview of Liquidity and Capital Resources and Critical Accounting Policies and Estimates below as well as Note 4 – Income Taxes in Part II, Item 8 of this report for further discussion.

Overview of Liquidity and Capital Resources

Based on the current commodity price environment, we believe we have sufficient liquidity and capital resources to execute our business plan while continuing to meet our current financial obligations. We continue to manage the duration and level of our drilling and completion service commitments in order to maintain flexibility with regard to our activity level and capital expenditures.

Sources of Cash

We expect our 2022 capital program to be funded by cash flows from operations. Although we expect cash flows from operations to be sufficient to fund our expected 2022 capital program, we may also use borrowings under our revolving credit facility or raise funds through new debt or equity offerings or from other sources of financing. If we raise additional funds through the issuance of equity or convertible debt securities, the percentage ownership of our current stockholders could be diluted, and these newly issued securities may have rights, preferences, or privileges senior to those of existing stockholders and bondholders. Additionally, we may enter into carrying cost and sharing arrangements with third parties for certain exploration or development programs. All of our sources of liquidity can be affected by the general conditions of the broader economy, force majeure events, fluctuations in commodity prices, operating costs, tax law changes, and volumes produced, all of which affect us and our industry.

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Our credit ratings impact the availability of and cost for us to borrow additional funds. During the first half of 2021, three major credit rating agencies upgraded our credit ratings, citing our improved debt leverage and our expected ability to generate meaningful free cash flows, among other reasons. Additionally, one of these major credit rating agencies further upgraded our credit rating in conjunction with the issuance of our 2028 Senior Notes. Subsequent to December 31, 2021, and in consideration of the redemption of our 2024 Senior Notes on February 14, 2022, one major credit rating agency upgraded our credit rating, citing our priorities of continuing to reduce debt and improve our leverage metrics, and our expected ability to generate meaningful cash flows, among other reasons. Please refer to Note 5 – Long-Term Debt in Part II, Item 8 of this report for the definition of 2024 Senior Notes and 2028 Senior Notes.

We have no control over the market prices for oil, gas, and NGLs, although we may be able to influence the amount of our realized revenues from our oil, gas, and NGL sales through the use of derivative contracts as part of our commodity price risk management program. Commodity derivative contracts may limit the prices we receive for our oil, gas, and NGL sales if oil, gas, or NGL prices rise substantially over the price established by the commodity derivative contract. Please refer to Note 10 – Derivative Financial Instruments in Part II, Item 8 of this report for additional information about our oil, gas, and NGL derivative contracts currently in place and the timing of settlement of those contracts.

Credit Agreement

Our Credit Agreement provides for a senior secured revolving credit facility with a maximum loan amount of $2.5 billion, and a borrowing base and aggregate lender commitments of $1.1 billion. The borrowing base under the Credit Agreement is subject to regular, semi-annual redetermination, and considers the value of both our (a) proved oil and gas properties reflected in the most recent reserve report provided to our lenders under the Credit Agreement; and (b) commodity derivative contracts, each as determined by our lender group. During the fourth quarter of 2021, the fall semi-annual borrowing base redetermination was completed, which reaffirmed both our borrowing base and aggregate lender commitments at $1.1 billion. The next borrowing base redetermination date is scheduled for April 1, 2022. Our borrowing base can be adjusted as a result of changes in commodity prices, acquisitions or divestitures of proved properties, or financing activities, all as provided for in the Credit Agreement. No individual bank participating in our Credit Agreement represents more than 10 percent of the lender commitments under the Credit Agreement. Please refer to Note 5 – Long-Term Debt in Part II, Item 8 of this report for additional discussion as well as the presentation of the outstanding balance, total amount of letters of credit, and available borrowing capacity under our Credit Agreement as of February 10, 2022, December 31, 2021, and December 31, 2020.

We must comply with certain financial and non-financial covenants under the terms of the Credit Agreement, including covenants limiting dividend payments and requiring that we maintain certain financial ratios, as set forth in the Credit Agreement. We were in compliance with all financial and non-financial covenants as of December 31, 2021, and through the filing of this report. Please refer to Note 5 – Long-Term Debt in Part II, Item 8 of this report for additional discussion.

As of December 31, 2021, we had no outstanding balance on our revolving credit facility. Our daily weighted-average revolving credit facility debt balance was $106.0 million and $145.6 million for the years ended December 31, 2021, and 2020, respectively. Cash flows provided by our operating activities, proceeds received from divestitures of properties, capital markets activities including open market debt repurchases, repayment of scheduled debt maturities, and our capital expenditures, including acquisitions, all impact the amount we borrow under our revolving credit facility.

Under our Credit Agreement, borrowings in the form of Eurodollar loans accrue interest based on LIBOR which was discontinued as a global reference rate for new loans and contracts after December 31, 2021. Our Credit Agreement specifies that if LIBOR is no longer a widely used benchmark rate, or if it is no longer used for determining interest rates for loans in the United States, a replacement interest rate that fairly reflects the cost to the lenders of funding loans shall be established by the Administrative Agent, as defined in the Credit Agreement, in consultation with us. During 2022, in advance of the maturity date of our existing Credit Agreement, we expect to enter into a new credit agreement that will, in addition to other negotiated terms, conditions, agreements, and other provisions, specify a new interest rate for Eurodollar loans. We currently do not expect to incur borrowings in the form of Eurodollar loans prior to that time, and we currently do not expect the transition from LIBOR to have a material impact on interest expense or borrowing activities under the Credit Agreement, or to otherwise have a material adverse impact on our business. Please refer to Note 1 – Summary of Significant Accounting Policies in Part II, Item 8 of this report for discussion of FASB ASU 2020-04 and ASU 2021-01, which provide guidance related to reference rate reform.

Weighted-Average Interest and Weighted-Average Borrowing Rates

Our weighted-average interest rate includes paid and accrued interest, fees on the unused portion of the aggregate commitment amount under the Credit Agreement, letter of credit fees, the non-cash amortization of deferred financing costs, and for the periods during which they were outstanding, the non-cash amortization of the discounts related to the 2021 Senior Secured Convertible Notes and 2025 Senior Secured Notes, each as defined in Note 5 – Long-Term Debt in Part II, Item 8 of this report. Our weighted-average borrowing rate includes paid and accrued interest only.

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The following table presents our weighted-average interest rates and our weighted-average borrowing rates for the years ended December 31, 2021, 2020, and 2019:

For the Years Ended December 31,
202120202019
Weighted-average interest rate7.7%7.0%6.4%
Weighted-average borrowing rate6.8%6.1%5.7%

Our weighted-average interest rates and our weighted-average borrowing rates increased for the year ended December 31, 2021, compared with 2020, and for the year ended December 31, 2020, compared with 2019. These increases were primarily a result of the higher interest rate on our 2025 Senior Secured Notes issued during the second quarter of 2020.

Our weighted-average interest rate and weighted-average borrowing rate are impacted by the occurrence and timing of long-term debt issuances and redemptions and the average outstanding balance on our revolving credit facility. Additionally, our weighted-average interest rates are impacted by the fees paid on the unused portion of our aggregate lender commitments. The rates disclosed in the above table do not reflect amounts associated with the repurchase or redemption of Senior Notes, such as the acceleration of unamortized deferred financing costs, as these amounts are netted against the associated gain or loss on extinguishment of debt. The 2021 Senior Secured Convertible Notes were retired upon maturity on July 1, 2021. After this date, the weighted-average interest rate was no longer impacted by the non-cash amortization of deferred financing costs or the non-cash amortization of the discount related to the 2021 Senior Secured Convertible Notes. Please refer to Note 5 – Long-Term Debt in Part II, Item 8 of this report for additional discussion and definitions.

Uses of Cash

We use cash for the development, exploration, and acquisition of oil and gas properties and for the payment of operating and general and administrative costs, income taxes, dividends, and debt obligations, including interest. Expenditures for the development, exploration, and acquisition of oil and gas properties are the primary use of our capital resources. During 2021, we spent approximately $678.2 million on capital expenditures and on acquiring proved and unproved oil and gas properties. This amount differs from the costs incurred amount of $718.0 million for the year ended December 31, 2021, as costs incurred is an accrual-based amount that also includes asset retirement obligations, geological and geophysical expenses, and exploration overhead amounts. Please refer to Costs Incurred in Supplemental Oil and Gas Information (unaudited) in Part II, Item 8 of this report for additional discussion.

The amount and allocation of our future capital expenditures will depend upon a number of factors, including our cash flows from operating, investing, and financing activities, our ability to execute our development program, and the number and size of acquisitions that we complete. In addition, the impact of oil, gas, and NGL prices on investment opportunities, the availability of capital, tax law changes, and the timing and results of our exploration and development activities may lead to changes in funding requirements for future development. We periodically review our capital expenditure budget to assess if changes are necessary based on current and projected cash flows, acquisition and divestiture activities, debt requirements, and other factors.

Changes to the IRC could increase the corporate income tax rate and could eliminate or reduce current tax deductions for intangible drilling costs, depreciation of equipment costs, and other deductions which currently reduce our taxable income. Future legislation regarding these issues could reduce our net cash provided by operating activities over time, and could therefore result in a reduction of funding available for the items discussed above.

We may from time to time repurchase or redeem all or portions of our outstanding debt securities for cash, through exchanges for other securities, or a combination of both. Such repurchases or redemptions may be made in open market transactions, privately negotiated transactions, tender offers, pursuant to contractual provisions, or otherwise. Any such repurchases or redemptions will depend on prevailing market conditions, our liquidity requirements, contractual restrictions, compliance with securities laws, and other factors. The amounts involved in any such transaction may be material. During 2021, we issued our 2028 Senior Notes and with the proceeds, repurchased certain of our 2022 Senior Notes and 2024 Senior Notes through the Tender Offer. Subsequently, we redeemed the remaining 2022 Senior Notes then outstanding through the 2022 Senior Notes Redemption. The 2021 Senior Secured Convertible Notes matured on July 1, 2021, and on that day, we used borrowings under our revolving credit facility to retire, at par, the outstanding principal amount. During 2020, we completed the Exchange Offers and we repurchased certain of our 2022 Senior Notes and 2024 Senior Notes in open market transactions. As part of our strategy for 2022, we continue to focus on reducing absolute debt and improving our debt metrics and on February 14, 2022, we redeemed the remaining $104.8 million of aggregate principal amount outstanding of our 2024 Senior Notes. Please refer to Note 5 – Long-Term Debt in Part II, Item 8 of this report for additional discussion and definitions.

As of the filing of this report, we could repurchase up to 3,072,184 shares of our common stock under our stock repurchase program, subject to the approval of our Board of Directors. Shares may be repurchased from time to time in the open market, or in privately negotiated transactions, subject to market conditions and other factors, including certain provisions of our Credit Agreement, the indentures governing each series of our outstanding Senior Notes, compliance with securities laws, and the terms and provisions of

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our stock repurchase program. Our Board of Directors periodically reviews this program as part of the allocation of our capital. During 2021, we did not repurchase any shares of our common stock.

During the years ended December 31, 2021, 2020, and 2019, we paid $2.4 million, $2.3 million, and $11.3 million, respectively, in dividends to our stockholders. These amounts reflect a bi-annual dividend of $0.01 per share for each of the years ended December 31, 2021, and 2020, and a bi-annual dividend of $0.05 per share for the year ended December 31, 2019. Our current intention is to continue to make dividend payments for the foreseeable future, subject to our future earnings, our financial condition, covenants under our Credit Agreement and indentures governing each series of our outstanding Senior Notes, other covenants, and other factors that could arise. The payment and amount of future dividends remains at the discretion of our Board of Directors.

Analysis of Cash Flow Changes Between 2021 and 2020 and Between 2020 and 2019

The following tables present changes in cash flows between the years ended December 31, 2021, 2020, and 2019, for our operating, investing, and financing activities. The analysis following each table should be read in conjunction with our accompanying consolidated statements of cash flows (“accompanying statements of cash flows”) in Part II, Item 8 of this report.

Operating Activities

For the Years Ended December 31,Amount Change Between
2021202020192021/20202020/2019
(in millions)
Net cash provided by operating activities$1,159.8$790.9$823.6$368.9$(32.7)

Net cash provided by operating activities increased for the year ended December 31, 2021, compared with 2020, primarily as a result of a $1.3 billion increase in cash received from oil, gas, and NGL production revenues, net of transportation costs and production taxes, partially offset by an increase of $1.0 billion in cash paid on settled derivative trades.

Net cash provided by operating activities decreased for the year ended December 31, 2020, compared with 2019, primarily as a result of a $316.9 million decrease in cash received from oil, gas, and NGL production revenues, net of transportation costs and production taxes, offset by an increase in cash received from settled derivative trades of $290.7 million.

Net cash provided by operating activities is affected by working capital changes and the timing of cash receipts and disbursements.

Investing Activities

For the Years Ended December 31,Amount Change Between
2021202020192021/20202020/2019
(in millions)
Net cash used in investing activities$(667.2)$(555.6)$(1,013.3)$(111.6)$457.7

Net cash used in investing activities increased for the year ended December 31, 2021, compared with 2020, primarily as a result of increased capital expenditures of $127.1 million. Net cash used in investing activities during the year ended December 31, 2021, was funded by net cash provided by operating activities.

Net cash used in investing activities decreased for the year ended December 31, 2020, compared with 2019, primarily as a result of reduced capital expenditures of $476.0 million. Net cash used in investing activities during the year ended December 31, 2020, was funded by net cash provided by operating activities.

Financing Activities

For the Years Ended December 31,Amount Change Between
2021202020192021/20202020/2019
(in millions)
Net cash provided by (used in) financing activities$(159.8)$(235.4)$111.8$75.6$(347.2)

During the year ended December 31, 2021, we paid $385.3 million, including net premiums, to fund the Tender Offer and the 2022 Senior Notes Redemption, and we received net cash proceeds of $392.8 million from the issuance of our 2028 Senior Notes.

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Additionally, we paid $65.5 million to retire our 2021 Senior Secured Convertible Notes and had net repayments under our revolving credit facility of $93.0 million.

During the year ended December 31, 2020, we paid $136.5 million to repurchase certain of our 2022 Senior Notes and 2024 Senior Notes in open market transactions, we paid $53.5 million to certain holders of the 2021 Senior Secured Convertible Notes in connection with the Private Exchange, and we had net repayments under our revolving credit facility of $29.5 million.

During the year ended December 31, 2019, we had net borrowings under our revolving credit facility of $122.5 million.

Please refer to Note 5 – Long-Term Debt in Part II, Item 8 of this report for additional discussion and definitions.

Interest Rate Risk

We are exposed to market risk due to the floating interest rate associated with any outstanding balance on our revolving credit facility. As of December 31, 2021, we had no outstanding balance on our revolving credit facility. Our Credit Agreement allows us to fix the interest rate for all or a portion of the principal balance of our revolving credit facility for a period up to six months. To the extent that the interest rate is fixed, interest rate changes will affect the revolving credit facility’s fair value but will not impact results of operations or cash flows. Conversely, for the portion of the revolving credit facility that has a floating interest rate, interest rate changes will not affect the fair value but will impact future results of operations and cash flows. Changes in interest rates do not impact the amount of interest we pay on our fixed-rate Senior Notes but can impact their fair values. As of December 31, 2021, our outstanding principal amount of fixed-rate debt totaled $2.1 billion and we had no floating-rate debt outstanding. Please refer to Note 8 – Fair Value Measurements in Part II, Item 8 of this report for additional discussion on the fair values of our Senior Notes.

Commodity Price Risk

The prices we receive for our oil, gas, and NGL production directly impact our revenue, profitability, access to capital, and future rate of growth. Oil, gas, and NGL prices are subject to unpredictable fluctuations resulting from a variety of factors, including changes in supply and demand and the macroeconomic environment, and seasonal anomalies, all of which are typically beyond our control. The markets for oil, gas, and NGLs have been volatile, especially over the last several years. Commodity prices have improved from historic lows in 2020 resulting from the impacts of the Pandemic, however, future case surges, outbreaks, COVID-19 virus variants, the potential that current vaccines may be less effective or ineffective against future COVID-19 virus variants, and the risk that large groups of the population may not receive vaccinations against COVID-19, could have further negative impacts on prices. Additionally, commodity prices are subject to heightened levels of uncertainty related to geopolitical issues such as the escalating tensions between Russia and Ukraine. The realized prices we receive for our production also depend on numerous factors that are typically beyond our control. Based on our 2021 production, a 10 percent decrease in our average realized prices for oil, gas, and NGLs, would have reduced our oil, gas, and NGL production revenues by approximately $189.2 million, $52.5 million, and $18.1 million, respectively. If commodity prices had been 10 percent lower, our net derivative settlements for the year ended December 31, 2021, would have offset the declines in oil, gas, and NGL production revenue by approximately $189.2 million.

We enter into commodity derivative contracts in order to reduce the risk of fluctuations in commodity prices. The fair value of our commodity derivative contracts is largely determined by estimates of the forward curves of the relevant price indices. As of December 31, 2021, a 10 percent increase or decrease in the forward curves associated with our oil, gas, and NGL commodity derivative instruments would have changed our net derivative positions for these products by approximately $94.3 million, $17.1 million, and $5.6 million, respectively.

Off-Balance Sheet Arrangements

We have not participated in transactions that generate relationships with unconsolidated entities or financial partnerships, such as entities often referred to as structured finance or special purpose entities (“SPE” or “SPEs”), which would have been established for the purpose of facilitating off-balance sheet arrangements or other contractually narrow or limited purposes.

We evaluate our transactions to determine if any variable interest entities exist. If we determine that we are the primary beneficiary of a variable interest entity, that entity is consolidated into our consolidated financial statements. We have not been involved in any unconsolidated SPE transactions during 2021 or 2020, or through the filing of this report.

Critical Accounting Policies and Estimates

Our discussion of financial condition and results of operations is based upon the information reported in our consolidated financial statements. The preparation of these consolidated financial statements in conformity with GAAP requires us to make assumptions and estimates that affect the reported amounts of assets, liabilities, revenues, and expenses, as well as the disclosure of contingent assets and liabilities as of the date of our consolidated financial statements. We base our assumptions and estimates on historical experience and various other sources that we believe to be reasonable under the circumstances. Actual results may differ from the estimates we calculate as a result of changes in circumstances, global economics and politics, and general business

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conditions. A summary of our significant accounting policies is detailed in Note 1 – Summary of Significant Accounting Policies in Part II, Item 8 of this report. We have outlined below, those policies identified as being critical to the understanding of our business and results of operations and that require the application of significant management judgment.

Successful Efforts Method of Accounting. GAAP provides two alternative methods for the oil and gas industry to use in accounting for oil and gas producing activities. These two methods are generally known in our industry as the full cost method and the successful efforts method, and both methods are widely used. The methods are different enough that in many circumstances the same set of facts will provide materially different financial statement results within a given year. We have chosen the successful efforts method of accounting for our oil and gas producing activities. A more detailed description is included in Note 1 – Summary of Significant Accounting Policies of Part II, Item 8 of this report.

Oil and Gas Reserve Quantities. Our estimated proved reserve quantities and future net cash flows are critical to understanding the value of our business. They are used in comparative financial ratios and are the basis for significant accounting estimates in our consolidated financial statements, including the calculations of DD&A expense, impairment of proved and unproved oil and gas properties, and asset retirement obligations. Please refer to Oil and Gas Producing Activities in Note 1 – Summary of Significant Accounting Policies of Part II, Item 8 of this report for additional discussion on our accounting policies impacted by estimated reserve quantities.

Future cash inflows and future production and development costs are determined by applying prices and costs, including transportation, quality differentials, and basis differentials, applicable to each period to the estimated quantities of proved reserves remaining to be produced as of the end of that period. Expected cash flows are discounted to present value using an appropriate discount rate. For example, the standardized measure of discounted future net cash flows calculation requires that a 10 percent discount rate be applied. Although reserve estimates are inherently imprecise, and estimates of new discoveries and undeveloped locations are more imprecise than those of established producing oil and gas properties, we make a considerable effort in estimating our reserves. We engage Ryder Scott, an independent reservoir evaluation consulting firm, to audit a minimum of 80 percent of our total calculated proved reserve PV-10. We expect proved reserve estimates will change as additional information becomes available and as commodity prices and operating and capital costs change. We evaluate and estimate our proved reserves each year end. It should not be assumed that the standardized measure of discounted future net cash flows (GAAP) or PV-10 (non-GAAP) as of December 31, 2021, is the current market value of our estimated proved reserves. In accordance with SEC requirements, we based these measures on the unweighted arithmetic average of the first-day-of-the-month price of each month within the trailing 12-month period ended December 31, 2021. Actual future prices and costs may be materially higher or lower than the prices and costs utilized in the estimates. Please refer to Risk Factors in Part I, Item 1A of this report.

If the estimates of proved reserves decline, the rate at which we record DD&A expense will increase, which would reduce future net income. Changes in DD&A rate calculations caused by changes in reserve quantities are made prospectively. In addition, a decline in reserve estimates may impact the outcome of our assessment of proved and unproved properties for impairment. Impairments are recorded in the period in which they are identified.

The following table presents information about proved reserve changes from period to period due to items we do not control, such as price, and from changes due to production history and well performance. These changes do not require a capital expenditure on our part, but may have resulted from capital expenditures we incurred to develop other estimated proved reserves.

For the Years Ended December 31,
202120202019
MMBOE ChangeMMBOE ChangeMMBOE Change
Revisions resulting from performance3.43.6(14.9)
Removal of proved undeveloped reserves no longer in our five-year development plan(40.6)(65.0)(9.8)
Revisions resulting from price changes37.2(32.6)(70.0)
Total(94.0)(94.7)

____________________________________________

Note: Amounts may not calculate due to rounding.

As previously noted, commodity prices are volatile and estimates of reserves are inherently imprecise. Consequently, we expect to continue experiencing these types of changes.

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We cannot reasonably predict future commodity prices, although we believe that together, the below analyses provide reasonable information regarding the impact of changes in pricing and trends on total estimated proved reserves. The following table reflects the estimated MMBOE change and percentage change to our total reported estimated proved reserve volumes from the described hypothetical changes:

For the year ended December 31, 2021
MMBOE ChangePercentage Change
10 percent decrease in SEC pricing (1)(3.7)(1)%
Average NYMEX strip pricing as of fiscal year end (2)(3.6)(1)%
10 percent decrease in proved undeveloped reserves (3)(19.2)(4)%

____________________________________________

(1)    The change solely reflects the impact of a 10 percent decrease in SEC pricing to the total reported estimated proved reserve volumes as of December 31, 2021, and does not include additional impacts to our estimated proved reserves that may result from our internal intent to drill hurdles or changes in future service or equipment costs.

(2)    The change solely reflects the impact of replacing SEC pricing with the five-year average NYMEX strip pricing as of December 31, 2021, and does not include additional impacts to our estimated proved reserves that may result from our internal intent to drill hurdles or changes in future service or equipment costs. As of December 31, 2021, SEC pricing was $66.56 per Bbl for oil, $3.60 per MMBtu for gas, and $36.60 per Bbl for NGLs, and five-year average NYMEX strip pricing was $64.34 per Bbl for oil, $3.26 per MMBtu for gas, and $30.19 per Bbl for NGLs.

(3)    The change solely reflects a 10 percent decrease in proved undeveloped reserves as of December 31, 2021, and does not include any additional impacts to our estimated proved reserves.

Additional reserve information can be found in Reserves in Part I, Items 1 and 2 of this report, and in Supplemental Oil and Gas Information (unaudited) in Part II, Item 8 of this report.

Impairment of Oil and Gas Properties. Proved oil and gas properties are evaluated for impairment on a pool-by-pool basis and reduced to fair value when events or changes in circumstances indicate that their carrying amount may not be recoverable. We estimate the expected future cash flows of our proved oil and gas properties and compare these undiscounted cash flows to the carrying amount to determine if the carrying amount is recoverable. If the carrying amount exceeds the estimated undiscounted future cash flows, we will write down the carrying amount of the proved oil and gas properties to fair value (or discounted future cash flows). Management estimates future cash flows from all proved reserves and risk adjusted probable and possible reserves using various factors, which are subject to our judgment and expertise, and include, but are not limited to, commodity price forecasts, estimated future operating and capital costs, development plans, and discount rates to incorporate the risk and current market conditions associated with realizing the expected cash flows.

Unproved oil and gas properties are evaluated for impairment and reduced to fair value when there is an indication that the carrying costs may not be recoverable. Lease acquisition costs that are not individually significant are aggregated by asset group and the portion of such costs estimated to be nonproductive prior to lease expiration are amortized over the appropriate period. The estimate of what could be nonproductive is based on historical trends or other information, including current drilling plans and our intent to renew leases. We estimate the fair value of unproved properties using a market approach, which takes into account the following significant assumptions: remaining lease terms, future development plans, risk weighted potential resource recovery, estimated reserve values, and estimated acreage value based on price(s) received for similar, recent acreage transactions by us or other market participants.

We cannot predict when or if future impairment charges will be recorded because of the uncertainty in the factors discussed above. Despite any amount of future impairment being difficult to predict, based on our commodity price assumptions as of February 10, 2022, we do not expect any material oil and gas property impairments in the first quarter of 2022 resulting from commodity price impacts.

Please refer to Note 1 – Summary of Significant Accounting Policies and Note 8 – Fair Value Measurements in Part II, Item 8 of this report for discussion of impairments of oil and gas properties recorded for the years ended December 31, 2021, 2020, and 2019.

Revenue Recognition. We predominately derive our revenue from the sale of produced oil, gas, and NGLs. Our revenue recognition policy is a critical accounting policy because revenue is a key component of our results of operations and our forward-looking statements contained in our analysis of liquidity and capital resources. A 10 percent change in our revenue accrual at year-end 2021 would have impacted total operating revenues by approximately $21.6 million for the year ended December 31, 2021. Please refer to Note 1 – Summary of Significant Accounting Policies and Note 2 - Revenue from Contracts with Customers in Part II, Item 8 of this report for additional discussion.

Derivative Financial Instruments. We periodically enter into commodity derivative contracts to mitigate a portion of our exposure to oil, gas, and NGL price volatility and location differentials. We recognize all gains and losses from changes in commodity derivative fair values immediately in earnings rather than deferring any such amounts in accumulated other comprehensive income

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(loss). The estimated fair value of our derivative instruments requires substantial judgment. These values are based upon, among other things, option pricing models, futures prices, volatility, time to maturity, and credit risk. The values we report in our consolidated financial statements change as these estimates are revised to reflect actual results, changes in market conditions or other factors, many of which are beyond our control. Please refer to Note 1 – Summary of Significant Accounting Policies and Note 10 – Derivative Financial Instruments in Part II, Item 8 of this report for additional discussion.

Income Taxes. We account for deferred income taxes, whereby deferred tax assets and liabilities are recognized based on the tax effects of temporary differences between the carrying amounts on the consolidated financial statements and the tax basis of assets and liabilities, as measured using currently enacted tax rates. These differences will result in taxable income or deductions in future years when the reported amounts of the assets or liabilities are recovered or settled, respectively. Considerable judgment is required in predicting when these events may occur and whether recovery of an asset is more likely than not. We record deferred tax assets and associated valuation allowances, when appropriate, to reflect amounts more likely than not to be realized based upon Company analysis. Additionally, our federal and state income tax returns are generally not filed before the consolidated financial statements are prepared. Therefore, we estimate the tax basis of our assets and liabilities at the end of each period, as well as the effects of tax rate changes, tax credits, and net operating and capital loss carryforwards and carrybacks. Adjustments related to differences between the estimates we use and actual amounts we report are recorded in the periods in which we file our income tax returns. These adjustments and changes in our estimates of asset recovery and liability settlement as well as significant enacted tax rate changes could have an impact on our results of operations. A one percent change in our effective tax rate would have changed our calculated income tax benefit by approximately $0.5 million for the year ended December 31, 2021. Please refer to Note 1 – Summary of Significant Accounting Policies and Note 4 – Income Taxes in Part II, Item 8 of this report for additional discussion.

Accounting Matters

Please refer to Recently Issued Accounting Standards in Note 1 – Summary of Significant Accounting Policies in Part II, Item 8 of this report for information on new authoritative accounting guidance.

Environmental

We believe we are in substantial compliance with environmental laws and regulations and do not currently anticipate that material future expenditures will be required under the existing regulatory framework. However, environmental laws and regulations are subject to frequent changes, and we are unable to predict the impact that compliance with future laws or regulations, such as those currently being considered as discussed below, may have on future capital expenditures, liquidity, and results of operations.

Hydraulic Fracturing. Hydraulic fracturing is an important and common practice that is used to stimulate production of hydrocarbons from tight formations. For additional information about hydraulic fracturing and related environmental matters, please refer to Risk Factors – Risks Related to Oil and Gas Operations and the Industry – Federal and state legislative and regulatory initiatives relating to hydraulic fracturing could result in increased costs and additional operating restrictions or delays.

Climate Change and Air Quality. In June 2013, President Obama announced a Climate Action Plan designed to further reduce GHG emissions and prepare the nation for the physical effects that may occur as a result of climate change. The Climate Action Plan targeted methane reductions from the oil and gas sector as part of a comprehensive interagency methane strategy. As part of the Climate Action Plan, on May 12, 2016, the EPA issued final regulations applicable to new, modified, or reconstructed sources that amended and expanded 2012 regulations for the oil and gas sector by, among other things, setting emission limits for volatile organic compounds (“VOCs” or “VOC”) and methane, a GHG, and added requirements for previously unregulated sources. The 2016 NSPS requires reduction of methane and VOCs from certain activities in oil and gas production, processing, transmission and storage and applies to facilities constructed, modified, or reconstructed after September 18, 2015. The regulation requires, among other things, GHG and VOC emission limits for certain equipment, such as centrifugal compressors and reciprocating compressors; semi-annual leak detection and repair for well sites and quarterly for boosting and garnering compressor stations and gas transmission compressor stations; control requirements and emission limits for pneumatic pumps; and additional requirements for control of GHGs and VOCs from well completions. On September 14, and 15, 2020, the EPA finalized amendments to the 2012 and 2016 NSPS that removed transmission and storage infrastructure from regulation of methane emissions and other VOCs, as well as removed methane control requirements. The portion of the 2020 amendments that removed the transmission and storage infrastructure from the regulations was disapproved by the Congressional Review Act in 2021. In November 2021, the EPA proposed to expand the requirements of the 2012 and 2016 NSPS and also include requirements for states to develop performance standards to control methane emissions from existing sources.

States are also required to comply with the NAAQS. The oil and gas sector is often subjected to additional controls when areas within states are not attaining the ozone NAAQS as the VOCs emitted by the oil and gas sector are a precursor to ozone formation. The ozone NAAQS was set at 70 parts per billion (“ppb”) in 2015. The EPA maintained the standard in 2020, but in 2021 the EPA communicated that it is reconsidering the 2020 decision. Oil and gas facilities operating in areas that are determined to be out of compliance with the 70 ppb requirement or a lowered ozone NAAQS may be subject to increased emission controls and associated costs of compliance.

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On November 16, 2016, the BLM finalized regulations to address methane emissions from oil and gas operations on federal and tribal lands, as part of President Obama’s Climate Action Plan. The regulations were intended to reduce the waste of gas from flaring, venting, and leaks by oil and gas production. The rule included requirements that prohibits venting of gas except in limited circumstances and limits flaring of gas and includes requirements for leak detection and repair. The rule also increased royalty payments for “waste” gas that is released in contravention of the rule requirements. After continuous court challenges, the BLM issued a final rule in September 2018 that rescinded most of the 2016 rule, including most of the methane control requirements. After the 2018 rescission was vacated by the District Court for the Northern District of California, the 2016 rule was vacated by the District Court for the District of Wyoming. Any future regulations requiring similar capture standards may increase our operational costs, or restrict our production, which could materially and adversely affect our financial condition, results of operations, and cash flows.

The United States Congress has from time to time considered adopting legislation to reduce emissions of GHGs and many of the states have already taken legal measures to reduce emissions of GHGs primarily through the planned development of GHG emission inventories and/or regional GHG cap and trade programs. Most of these cap and trade programs work by requiring major sources of emissions, such as electric power plants, or major producers of fuels, such as refineries and gas processing plants, to acquire and surrender emission allowances. The number of allowances available for purchase is reduced each year in an effort to achieve the overall GHG emission reduction goal. In addition, there have been international conventions and efforts to establish standards for the reduction of GHGs globally, including the Paris accords in December 2015. The conditions for entry into force of the Paris accords were met on October 5, 2016 and the Agreement went into force 30 days later on November 4, 2016. At the United Nations Climate Change Conference in Glasgow in 2021, the United States and the European Union announced the Global Methane Pledge that aims to reduce methane emissions by 30 percent compared with 2020 levels.

The adoption of legislation or regulatory programs to reduce emissions of GHGs could require us to incur increased operating costs, such as costs to purchase and operate emissions control systems, to acquire emissions allowances, or comply with new regulatory or reporting requirements. Any such legislation or regulatory programs could also increase the cost of consuming, and thereby reduce demand for, the oil and gas we produce. Consequently, legislation and regulatory programs to reduce emissions of GHGs could have an adverse effect on our business, financial condition, and results of operations. Judicial challenges to new regulatory measures are likely and we cannot predict the outcome of such challenges. New regulatory suspensions, revisions, or rescissions and conflicting state and federal regulatory mandates may inhibit our ability to accurately forecast the costs associated with future regulatory compliance. Finally, scientists have concluded that increasing concentrations of GHGs in the earth’s atmosphere produce climate changes that likely have significant physical effects, such as increased frequency and severity of storms, droughts, floods, and other climatic events. Such effects could have an adverse effect on our financial condition and results of operations.

In terms of opportunities, the regulation of GHG emissions and the introduction of alternative incentives, such as enhanced oil recovery, carbon sequestration, and low carbon fuel standards, could benefit us in a variety of ways. For example, although federal regulation and climate change legislation could reduce the overall demand for the oil and gas that we produce, the relative demand for gas may increase because the burning of gas produces lower levels of emissions than other readily available fossil fuels such as oil and coal. In addition, if renewable resources such as wind or solar power become more prevalent, gas-fired electric plants may provide an alternative backup to maintain consistent electricity supply. Also, if states adopt low-carbon fuel standards, gas may become a more attractive transportation fuel. Approximately 35 percent and 37 percent of our production on a BOE basis in 2021 and 2020, respectively, was gas. Market-based incentives for the capture and storage of carbon dioxide in underground reservoirs, particularly in oil and gas reservoirs, could also benefit us through the potential to obtain GHG emission allowances or offsets from or government incentives for the sequestration of carbon dioxide.

Non-GAAP Financial Measures

Adjusted EBITDAX represents net income (loss) before interest expense, interest income, income taxes, depletion, depreciation, amortization and asset retirement obligation liability accretion expense, exploration expense, property abandonment and impairment expense, non-cash stock-based compensation expense, derivative gains and losses net of settlements, gains and losses on divestitures, gains and losses on extinguishment of debt, and certain other items. Adjusted EBITDAX excludes certain items that we believe affect the comparability of operating results and can exclude items that are generally non-recurring in nature or whose timing and/or amount cannot be reasonably estimated. Adjusted EBITDAX is a non-GAAP measure that we believe provides useful additional information to investors and analysts, as a performance measure, for analysis of our ability to internally generate funds for exploration, development, acquisitions, and to service debt. We are also subject to financial covenants under our Credit Agreement based on adjusted EBITDAX ratios as further described in Note 5 – Long-Term Debt in Part II, Item 8 of this report. In addition, adjusted EBITDAX is widely used by professional research analysts and others in the valuation, comparison, and investment recommendations of companies in the oil and gas exploration and production industry, and many investors use the published research of industry research analysts in making investment decisions. Adjusted EBITDAX should not be considered in isolation or as a substitute for net income (loss), income (loss) from operations, net cash provided by operating activities, or other profitability or liquidity measures prepared under GAAP. Because adjusted EBITDAX excludes some, but not all items that affect net income (loss) and may vary among companies, the adjusted EBITDAX amounts presented may not be comparable to similar metrics of other companies. Our revolving credit facility provides a material source of liquidity for us. Under the terms of our Credit Agreement, if we failed to comply with the covenants that establish a maximum permitted ratio of total funded debt, as defined in the Credit Agreement, to adjusted EBITDAX, we would be in default, an event that would prevent us from borrowing under our revolving credit facility and would therefore materially limit a significant source of our liquidity. In addition, if we are in default under our revolving credit facility and are unable to obtain a waiver of

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that default from our lenders, lenders under that facility and under the indentures governing each series of our outstanding Senior Notes, as defined in Note 5 – Long-Term Debt in Part II, Item 8 of this report, would be entitled to exercise all of their remedies for default.

The following table provides reconciliations of our net income (loss) (GAAP) and net cash provided by operating activities (GAAP) to adjusted EBITDAX (non-GAAP) for the periods presented:

For the Years Ended December 31,
202120202019
(in thousands)
Net income (loss) (GAAP)$36,229$(764,614)$(187,001)
Interest expense160,353163,892159,102
Income tax expense (benefit)9,938(192,091)(44,043)
Depletion, depreciation, amortization, and asset retirement obligation liability accretion774,386784,987823,798
Exploration (1)35,34637,54146,995
Impairment35,0001,016,01333,842
Stock-based compensation expense18,81914,99924,318
Net derivative (gain) loss901,659(161,576)97,539
Derivative settlement gain (loss)(748,958)351,26139,222
Net (gain) loss on extinguishment of debt2,139(280,081)
Other, net5075,074(381)
Adjusted EBITDAX (non-GAAP)1,225,418975,405993,391
Interest expense(160,353)(163,892)(159,102)
Income tax (expense) benefit(9,938)192,09144,043
Exploration (1)(35,346)(37,541)(46,995)
Amortization of debt discount and deferred financing costs17,27517,70415,474
Deferred income taxes9,565(192,540)(41,835)
Other, net(4,260)(11,874)1,739
Net change in working capital117,41111,59116,852
Net cash provided by operating activities (GAAP)$1,159,772$790,944$823,567

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(1)    Stock-based compensation expense is a component of the exploration expense and general and administrative expense line items on the accompanying statements of operations. Therefore, the exploration line items shown in the reconciliation above will vary from the amount shown on the accompanying statements of operations for the component of stock-based compensation expense recorded to exploration expense.