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COPConocoPhillips

Energy · Oil Refining · NYSE
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The 10-K against last year's

155 changes: 31 added, 43 removed, 81 reworded

10-K Feb 17, 2026 vs Feb 18, 2025
Risk FactorsRedline ↓
10.8%
of the text changed · 6,044 words now
19.3%
of the text changed · 15,822 words now
Legal ProceedingsRedline ↓
3.0%
of the text changed · 1,872 words now
Accounting PoliciesRedline ↓
0.6%
of the text changed · 2,761 words now

10-K 0001163165-26-000009 (2026-02-17) vs 10-K 0001163165-25-000012 (2025-02-18)

The redline

The paragraph that changed most in each section

Marked against last year's 10-K: cut words struck through, new words highlighted and underlined.

Risk Factors 159 words changed in this paragraph; it is 50% similar to last year's version.
In early 2021, we established a multidisciplinary Low Carbon Technologies organization with the remit of supporting our emissions reduction objectives, understanding the alternative energy landscape and prioritizing We continue to evaluate low carbon opportunities for potential future competitive investment. investment in support of our operational emission reduction targets. Such potential investments may expose us to numerous financial, legal, operational, reputational and other risks. While we perform a thorough analysis on these investments, the related technologies risks and markets are at early stages of development and we do not yet know what rate of return we will achieve, if any, and we may suspend our evaluation or investment if we determine that applicable markets have not developed at the pace required to support further investment. For example, as a result of the hydrogen and ammonia markets not developing at a pace required to support further investment, in 2024 we decided to suspend our evaluation of a low-carbon ammonia production facility on the U.S. Gulf Coast. Furthermore, we may not be able ultimately contribute materially to scale potential investments. operational emissions reductions. The success of our low-carbon strategy any such investment will depend in part upon the cooperation of government agencies, the support of stakeholders, the development of relevant markets for low carbon fuels, our ability to research and forecast potential investments, willingness of industry partners to collaborate and our ability to apply our existing strengths and expertise to new technologies, projects and markets.

Source: Item 1A, 10-K 0001163165-26-000009 vs Item 1A, 10-K 0001163165-25-000012

MD&A 128 words changed in this paragraph; it is 44% similar to last year's version.
Decreases Increases to earnings included lower higher revenues resulting from lower overall commodity prices higher volumes of $904 $142 million and the timing of sales as compared with 2023, 2024 partly offset by higher volumes lower commodity prices of $1,003 million, which includes volumes added from our acquisition of Marathon Oil. Additional decreases $303 million. Increases to earnings included higher lower DD&A of $562 million, $63 million driven by year-end 2024 upward reserve revisions and higher production other income of $250 million, higher rates of $181 $62 million and impacts primarily from our acquisition of Marathon Oil of $139 million; higher a change in fair value measurement associated with the Surmont contingent consideration arrangement. Additional increases to earnings included lower production and operating expenses of $431 million, $52 million driven by higher transportation related costs of $132 million, expenses associated with our acquisition of Marathon Oil of $110 million and higher lease operating expenses of $100 million; as well as the absence of gains associated with the divestiture of an equity investment of $100 million. prior-year planned turnaround activity at Surmont. See Note 3. 11.

Source: Item 7, 10-K 0001163165-26-000009 vs Item 7, 10-K 0001163165-25-000012

Legal Proceedings 45 words changed in this paragraph; it is 80% similar to last year's version.
Several Louisiana parishes and the State of Louisiana have filed numerous lawsuits under Louisiana’s State and Local Coastal Resources Management Act (SLCRMA) against oil and gas companies, including ConocoPhillips, seeking compensatory damages for contamination and erosion of the Louisiana coastline allegedly caused by historical oil and gas operations. ConocoPhillips entities are defendants in several of the lawsuits and will vigorously defend against them. On October 17, 2022, the Fifth Circuit affirmed remand of the lead case to state court and the subsequent request for rehearing was denied. Accordingly, the federal district courts have issued remands to state court. Because Plaintiffs’ SLCRMA theories are unprecedented, there is uncertainty about these claims (both as to scope and damages) damages), and we continue to evaluate our exposure in these lawsuits. lawsuits while assessing options for early resolution.

Source: Item 3, via Note 9 – Contingencies and Commitments, 10-K 0001163165-26-000009 vs Item 3, via Note 10 – Contingencies and Commitments, 10-K 0001163165-25-000012

Accounting Policies 17 words changed in this paragraph; it is 95% similar to last year's version.
•Consolidation Principles and Investments—Our consolidated financial statements include the accounts of majority-owned, controlled subsidiaries and, if applicable, variable interest entities where we are the primary beneficiary. The equity method is used to account for investments in affiliates in which we have the ability to exert significant influence over the affiliates’ operating and financial policies. When we do not have the ability to exert significant influence, the investment is measured at fair value except when the investment does not have a readily determinable fair value. For those exceptions, it will be measured at cost minus impairment, plus or minus observable price changes in orderly transactions for an identical or similar investment of the same issuer. Undivided interests in oil and gas joint ventures, pipelines, natural gas plants and terminals are consolidated on a proportionate basis. Other securities and investments are generally carried at cost. We manage our operations through six five operating segments, defined by geographic region: Alaska; Lower 48; Canada; Europe, Middle East and North Africa; and Asia Pacific; and Other International. Pacific. See Note 23. 22.

Source: Item 8, Note 1 – Accounting Policies, 10-K 0001163165-26-000009 vs Item 8, Note 1 – Accounting Policies, 10-K 0001163165-25-000012

Every change, by type

Sentences and paragraphs added, removed or reworded

Sentences and paragraphs of COP's Risk Factors and MD&A, 10-K 2026-02-17 against 10-K 2025-02-18. Each links to the text at sec.gov.

Quiet changes are sentences kept from last year with one to four words changed, at least one of them a hedge, a modal or a qualifier (may, could, will, not, significant, material…). A year or date rolling forward is not counted.

The full word listadverse, adversely, all, although, anticipate, anticipates, any, approximately, believe, believes, can, cannot, certain, could, expect, expects, generally, however, if, intend, intends, largely, likely, many, material, materially, may, might, most, must, never, no, not, possible, primarily, probable, should, significant, significantly, some, substantial, substantially, unlikely, will, would
AddedRisk Factors
Additionally, international climate initiatives, such as the United Nations Conference of the Parties summits, continue to shape the global response to climate change. These summits can lead to commitments from numerous countries to meet the objectives of agreements like the Paris Agreement, through adopting country level regulation to reduce greenhouse gas emissions.

Read it in 10-K 2026-02-17 at sec.gov ↗

RemovedRisk Factors
Additionally, in 2023, at the international community at the 28th Conference of the Parties (COP28), nearly 200 countries, including most of the countries in which we operate, renewed their commitment to deliver on the aims of the 2015 Paris Agreement. COP28 included a decision on the world's first 'global stocktake' to ratchet up climate action before the end of the decade — including a goal to triple renewable energy capacity by 2030 — and for the first time its final agreement explicitly recommended "transitioning away from fossil fuels in the energy system."

Read it in 10-K 2025-02-18 at sec.gov ↗

RemovedRisk Factors
Integrating Marathon Oil's business may be more difficult, costly or time-consuming than expected, and we may fail to achieve the expected benefits and synergies of the Marathon Oil acquisition, which may adversely affect our business results and negatively affect the value of our common stock.

Read it in 10-K 2025-02-18 at sec.gov ↗

RemovedRisk Factors
The success of our acquisition of Marathon Oil will depend on, among other things, our ability to integrate Marathon Oil with our business in a manner that facilitates development opportunities and realizes expected synergies. We may encounter difficulties in integrating our and Marathon Oil’s businesses and realizing the expected benefits and synergies of the acquisition of Marathon Oil. If we are not able to successfully achieve our objectives, the anticipated benefits of the acquisition of Marathon Oil may not be realized fully, or at all, or may take longer to realize than expected.

Read it in 10-K 2025-02-18 at sec.gov ↗

RemovedRisk Factors
Prior to the completion of our acquisition of Marathon Oil, each of ConocoPhillips and Marathon Oil operated as an independent public company. There can be no assurances that Marathon Oil’s business can be integrated successfully into ours. It is possible that the integration process could result in the loss of commercial and vendor partners; the disruption of our, Marathon Oil’s or both companies’ ongoing businesses; inconsistencies in standards, controls, procedures and policies; unexpected integration issues; higher than expected integration costs; and an overall post-completion integration process that takes longer than originally anticipated. We will be required to devote management attention and resources to integrating Marathon Oil’s business practices and operations.

Read it in 10-K 2025-02-18 at sec.gov ↗

RemovedRisk Factors
An inability to realize the full extent of the anticipated benefits of the acquisition of Marathon Oil, as well as any delays encountered in the integration process, could have an adverse effect upon our revenues, level of expenses and operating results, which may adversely affect the value of our common stock.

Read it in 10-K 2025-02-18 at sec.gov ↗

RemovedRisk Factors
In addition, the actual integration may result in additional and unforeseen expenses, and the anticipated benefits of the integration plan may not be realized. There are numerous processes, policies, procedures, operations and technologies and systems that must be integrated in connection with our acquisition of Marathon Oil and the integration of Marathon Oil’s business. Any efficiencies related to the integration of Marathon Oil’s business may not offset incremental transaction and acquisition-related costs in the near term or at all. If we are not able to adequately address integration challenges, we may be unable to successfully integrate operations or realize the anticipated benefits of the acquisition.

Read it in 10-K 2025-02-18 at sec.gov ↗

RemovedRisk Factors
The market value of our common stock could decline if large amounts of our common stock are sold now that the Marathon Oil acquisition has been consummated.

Read it in 10-K 2025-02-18 at sec.gov ↗

Show the other 47
RemovedRisk Factors
We issued shares of ConocoPhillips common stock to former Marathon Oil stockholders. Former Marathon Oil stockholders may decide not to hold the shares of ConocoPhillips common stock that they received in the acquisition of Marathon Oil, and ConocoPhillips stockholders may decide to reduce their investment in ConocoPhillips due to the changes to ConocoPhillips’ investment profile as a result of the acquisition of Marathon Oil. Other Marathon Oil stockholders, such as funds with limitations on their permitted holdings of stock in individual issuers, may be required to sell the shares of ConocoPhillips common stock that they received in the acquisition of Marathon Oil. Such sales of ConocoPhillips common stock could have the effect of depressing the market price for ConocoPhillips common stock.

Read it in 10-K 2025-02-18 at sec.gov ↗

RewordedRisk Factors
Given the volatility in the drivers of commodity price drivers prices and our associated realizations, the worldwide political and economic environment, including potential economic slowdowns or recessions, unexpected shocks to supply and demand resulting from future global health crises, such as those that were experienced in connection with the COVID-19 pandemic, demand, or increased uncertainty generated by armed hostilities and geopolitical tension and escalations in various oil-producing regions around the globe, prices for crude oil, bitumen, LNG, natural gas and NGLs may continue to be volatile.

Read it in 10-K 2026-02-17 at sec.gov ↗

RewordedRisk Factors
Our operations are subject to a variety of hazards and risks that require significant and continuous oversight, such as the monitoring, prevention or mitigation of or protection from explosions, fires, explosions; fires; product spills, spills; severe weather, weather; geological events, events; global health crises, such as epidemics and pandemics, pandemics; labor disputes, disputes; geopolitical tensions, tensions and escalations; armed hostilities, hostilities; terrorist or piracy attacks, sabotage, attacks; sabotage; civil unrest or cyberattacks.

Read it in 10-K 2026-02-17 at sec.gov ↗

RewordedRisk Factors
We are subject to risks associated with our operations in foreign jurisdictions and international markets, including changes in foreign governmental policies relating to crude oil, bitumen, LNG, natural gas or NGLs pricing and taxation; other regulatory or economic developments (including the macro effects of U.S. and international trade policies and disputes); disruptive geopolitical conditions such as the recent conflict escalation of geopolitical tension in the Middle East in late 2023 and through 2024; Eastern Europe; and international monetary and currency rate fluctuations.

Read it in 10-K 2026-02-17 at sec.gov ↗

RewordedRisk Factors
Such potential investments may expose us to numerous financial, legal, operational, reputational and other risks. risks and may not ultimately contribute materially to operational emissions reductions.

Read it in 10-K 2026-02-17 at sec.gov ↗

RewordedRisk Factors
For example, over the course of 2024, 2025, WTI crude oil prices ranged from a high of $87 $80 per barrel in April January to a low of $66 $55 per barrel in September. December.

Read it in 10-K 2026-02-17 at sec.gov ↗

RewordedRisk Factors
This responsibility may include paying into a fund for infrastructure repairs and recovery from extreme weather events that would otherwise be covered by the government.

Read it in 10-K 2026-02-17 at sec.gov ↗

RewordedRisk Factors
The success of our low-carbon strategy any such investment will depend in part upon the cooperation of government agencies, the support of stakeholders, the development of relevant markets for low carbon fuels, our ability to research and forecast potential investments, willingness of industry partners to collaborate and our ability to apply our existing strengths and expertise to new technologies, projects and markets.

Read it in 10-K 2026-02-17 at sec.gov ↗

AddedMD&A
Throughout 2025, the price of crude oil has been volatile due to multiple macroeconomic and geopolitical forces which slowed global oil demand growth concurrent with higher oil production from OPEC Plus and other major oil producing countries. We continue to closely monitor the macroeconomic environment, including any impacts from tariffs, and the ongoing market volatility in the energy landscape and across global markets for implications to our business, results of operations and financial condition.

Read it in 10-K 2026-02-17 at sec.gov ↗

AddedMD&A
In November 2024, we completed our acquisition of Marathon Oil. In the first half of 2025, we completed the asset integration of Marathon Oil and by year-end 2025 achieved more than $1 billion of synergies on a run-rate basis and approximately $1 billion of one-time benefits. These one-time benefits include $0.5 billion recognized previously upon close of the transaction related to the utilization of foreign tax credits, with the remainder related to cash tax benefits from net operating losses, most of which was recognized in 2025. See Note 3.

Read it in 10-K 2026-02-17 at sec.gov ↗

AddedMD&A
Separately, in the second half of 2025, we announced incremental cost reductions and margin enhancements of more than $1 billion anticipated on a run-rate basis by year-end 2026. In late 2025, we initiated a restructuring, reducing our overall employee workforce, which in addition to lease operating cost improvements and opportunities in transportation and processing is expected to contribute approximately $0.8 billion in cost reductions. We anticipate the remaining approximately $0.2 billion to be achieved through margin expansion.

Read it in 10-K 2026-02-17 at sec.gov ↗

AddedMD&A
In August 2025, we announced a total disposition target of $5 billion by year-end 2026. We disposed of $3.2 billion of assets in 2025 and we expect to meet our $5 billion disposition target by year-end 2026. Completed dispositions to date include the Ursa and Europa fields and Ursa Oil Pipeline Company LLC for net proceeds of $0.7 billion, the Anadarko Basin for net proceeds of $1.2 billion and other noncore Lower 48 and Corporate assets for approximately $1.3 billion. See Note 3.

Read it in 10-K 2026-02-17 at sec.gov ↗

AddedMD&A
As part of our LNG strategy to build a dynamic portfolio and expand our footprint across the value chain, we have various commercial LNG offtake agreements in North America totaling 10.2 MTPA with offtake commencing between 2026-2031. Furthermore, we currently have a total regasification capacity in Europe of approximately 6.7 MTPA. We continue to progress discussions across all major LNG producing and consuming regions and markets to further add high-quality positions to our portfolio.

Read it in 10-K 2026-02-17 at sec.gov ↗

AddedMD&A
Operationally, we remain focused on safely executing the business while also progressing key strategic initiatives. At Willow, we made significant progress and achieved critical milestones, successfully completing our largest winter season. In the Lower 48, we integrated Marathon Oil assets into our portfolio, focusing on operating and capital efficiencies. Internationally, we became the sole operator of the Kebabangan Cluster (KBBC) PSC in Malaysia in January 2025, extending the PSC to 2050 and making KBBC our first operated producing asset in Malaysia. In Canada, we achieved first oil at Surmont Pad 104W-A in December 2025. Additionally, our equity LNG projects continued to advance at NFE and NFS in Qatar and PALNG on the U.S. Gulf Coast.

Read it in 10-K 2026-02-17 at sec.gov ↗

AddedMD&A
The relevant provisions of the One Big Beautiful Bill Act (OBBBA), enacted on July 4, 2025, were implemented during the third quarter of 2025. While OBBBA did not have a material effect on our effective tax rate for the quarter, the changes introduced by the legislation impacted our current and deferred tax calculations, with approximately $0.4 billion cash tax benefit recognized in 2025.

Read it in 10-K 2026-02-17 at sec.gov ↗

AddedMD&A
In the second half of 2025, we announced incremental cost reductions and margin enhancements of more than $1 billion anticipated on a run-rate basis by year-end 2026. In late 2025, we initiated a restructuring, reducing our overall employee workforce, which in addition to lease operating cost improvements and opportunities in transportation and processing, is expected to contribute approximately $0.8 billion in cost reductions. We anticipate the remaining approximately $0.2 billion to be achieved through margin expansion.

Read it in 10-K 2026-02-17 at sec.gov ↗

AddedMD&A
In 2025, we divested assets in Lower 48 including the Ursa and Europa fields and Ursa Oil Pipeline Company LLC, assets in the Anadarko basin and other noncore assets. See Note 3.

Read it in 10-K 2026-02-17 at sec.gov ↗

AddedMD&A
•Completed the integration of Marathon Oil and doubled synergy capture to more than $1 billion on a run-rate basis in 2025; achieved an additional ~$1 billion of one-time benefits;

Read it in 10-K 2026-02-17 at sec.gov ↗

RemovedMD&A
On November 22, 2024, we completed our acquisition of Marathon Oil, an independent oil and gas exploration and production company. The acquisition adds high-quality, low cost of supply, development opportunities to our existing Lower 48 portfolio and additional LNG capacity to our global LNG portfolio through Equatorial Guinea.

Read it in 10-K 2025-02-18 at sec.gov ↗

RemovedMD&A
In 2024, we continued to optimize our portfolio geared towards our return focused value proposition. In the third quarter, we added to our global LNG portfolio through agreements that provide additional access to European and Asian natural gas markets by entering into an 18-year agreement securing regasification capacity at Zeebrugge LNG terminal in Belgium which includes regasification services for approximately 0.75 MTPA of LNG beginning in 2027. Additionally, in the third quarter, we entered into a long-term LNG sales agreement for approximately 0.5 MTPA into Asia starting in 2027.

Read it in 10-K 2025-02-18 at sec.gov ↗

RemovedMD&A
In 2024, we completed our acquisition of Marathon Oil and additional working interest in Alaska, as well as signed additional LNG regasification and sales agreements. In 2024, we also signed an agreement to divest certain noncore assets in our Lower 48 segment. See Note 3.

Read it in 10-K 2025-02-18 at sec.gov ↗

RemovedMD&A
Brent crude oil prices decreased two percent from $82.62 per barrel in 2023 to $80.76 per barrel in 2024. Similarly, average WTI crude oil prices decreased two percent from $77.62 per barrel in 2023 to $75.72 per barrel in 2024. Prices were lower through 2024 due to slower global demand growth in 2024 relative to 2023 and higher supplies from non-OPEC Plus counties.

Read it in 10-K 2025-02-18 at sec.gov ↗

RemovedMD&A
U.S. Henry Hub natural gas prices decreased 17 percent from an average of $2.74 per MMBTU in 2023 to $2.27 per MMBTU in 2024. Natural gas prices decreased due to excess North American natural gas storage levels following a mild 2023-2024 winter. Lower 48 segment realized gas prices decreased to $0.18 in the third quarter of 2024 driven by lower regional prices related to pipeline capacity constraints. In the fourth quarter of 2024 prices increased as constraints were relieved and realizations ended the year at an average of $0.87.

Read it in 10-K 2025-02-18 at sec.gov ↗

RemovedMD&A
Our realized bitumen price increased 14 percent from an average of $42.15 per barrel in 2023 to $47.92 per barrel in 2024. The increase was driven by narrowing WCS differentials due to Trans Mountain Expansion project egress, tightening Russian sanctions impacting global heavy oil supply and improving heavy oil demand in Asia. We continue to optimize bitumen price realizations through optimizing diluent recovery unit operation, blending and transportation strategies.

Read it in 10-K 2025-02-18 at sec.gov ↗

RemovedMD&A
•Completed the acquisition of Marathon Oil, adding high-quality, low cost of supply inventory adjacent to the company's leading U.S. unconventional position;

Read it in 10-K 2025-02-18 at sec.gov ↗

RemovedMD&A
•Announced planned 2025 return of capital target of $10 billion at current commodity prices and declared first-quarter 2025 ordinary dividend of $0.78 per share;

Read it in 10-K 2025-02-18 at sec.gov ↗

RemovedMD&A
•Advanced previously announced $2 billion disposition target by signing agreements to divest noncore Lower 48 assets of $0.6 billion, subject to customary closing adjustments and expected to close in the first half of 2025;

Read it in 10-K 2025-02-18 at sec.gov ↗

RewordedMD&A
All statements other than statements of historical fact included or incorporated by reference in this report, including, without limitation, statements regarding our future financial position, business strategy, budgets, projected revenues, costs and plans, objectives of management for future operations, the anticipated benefits of our acquisition of Marathon Oil, the anticipated impact of our acquisition of Marathon Oil on the combined company’s business and future financial and operating results and the expected amount and timing of synergies from our acquisition of Marathon Oil are forward-looking statements.

Read it in 10-K 2026-02-17 at sec.gov ↗

RewordedMD&A
In 2024, 2025, we invested $12.1 $12.6 billion in capital expenditures and investments; $0.8 investments, $0.5 billion of which was primarily payments towards our equity investments in LNG projects, including Port Arthur Liquefaction Holdings, LLC (PALNG), QatarEnergy LNG NFE(4) (NFE4) NFE4, NFS3 and QatarEnergy LNG NFS(3) (NFS3); and $0.4 billion of spend related to fourth-quarter acquisitions. PALNG, while the remainder funded our operating capital program.

Read it in 10-K 2026-02-17 at sec.gov ↗

RewordedMD&A
In 2024, 2025, the primary uses of our available cash were $12.1 $12.6 billion to support our ongoing capital expenditures and investments program, which included $0.4 billion of spend related to fourth-quarter acquisitions; $5.5 program; $5.0 billion to repurchase common stock; and $3.6 $4.0 billion to pay the ordinary dividend dividend; and VROC. $0.9 billion to retire debt, partly offset by proceeds from asset sales of $3.2 billion.

Read it in 10-K 2026-02-17 at sec.gov ↗

RewordedMD&A
These expenses increased decreased by $359 $230 million in 2024 2025 compared with 2023, 2024, primarily due to the absence of transaction expenses of $432 million associated with our acquisition of Marathon Oil, Oil in 2024, partially offset by lower compensation and benefits costs, including mark-to-market impacts of certain key employee compensation programs. severance costs related to a restructuring in 2025.

Read it in 10-K 2026-02-17 at sec.gov ↗

RewordedMD&A
In January 2023 the EU finalized the Corporate Sustainability Reporting Directive that will require more detailed sustainability reporting; in June 2023 the International Sustainability Standards Board issued inaugural sustainability reporting standards; in October 2023 in California multiple bills were signed into law requiring climate-related disclosures for companies that conduct business in the state; and in September 2024, the Australian Government passed legislation which mandated a new standard for climate-related disclosures. disclosures; and in the EU, the Corporate Sustainability Reporting Directive is expected to be finalized in 2026.

Read it in 10-K 2026-02-17 at sec.gov ↗

RewordedMD&A
Commodity price levels Dynamics that could influence world energy markets and commodity prices include, but are subject to factors external to the company and over which we have no control, including but not limited to to, global economic health, supply or demand disruptions or fears thereof caused by civil unrest, global pandemics, military conflicts, actions taken by OPEC Plus and other major oil producing countries, environmental laws, tax regulations, tariffs, governmental policies and weather-related disruptions.

Read it in 10-K 2026-02-17 at sec.gov ↗

RewordedMD&A
This was primarily due to the absence of a tax benefit of $455 million as a result of the acquisition of Marathon Oil in 2024 and the subsequent utilization of foreign tax credits, and the absence of $89 million loss associated with forward foreign exchange contracts to buy CAD, in support of our acquisition of additional working interest in Surmont in 2023. credits.

Read it in 10-K 2026-02-17 at sec.gov ↗

RewordedMD&A
Sales and other operating revenues decreased $1,396 increased $4,199 million in 2024, 2025, primarily due to lower higher volumes of $6,197 million, inclusive of sales volumes from our acquisition of Marathon Oil and higher realized natural gas and crude prices of $1,031 $824 million and $791 million, respectively, and the timing of sales as compared to 2023. 2024.

Read it in 10-K 2026-02-17 at sec.gov ↗

RewordedMD&A
Selling, general and administrative expenses increased $453 decreased $265 million in 2024, 2025, primarily due to the absence of transaction expenses of $545 million associated with our acquisition of Marathon Oil, Oil in 2024, partially offset by lower compensation and benefits costs, including mark-to-market impacts of certain key employee compensation programs. severance costs related to a restructuring in 2025.

Read it in 10-K 2026-02-17 at sec.gov ↗

RewordedMD&A
Millions of Dollars Years Ended December 31 2025 2024 2023 2022 Sales and other operating revenues $ 58,944 54,745 56,141 78,494 Equity in earnings of affiliates 1,335 1,705 1,720 Gain (loss) on dispositions 731 51 228 1,077 Purchased commodities 22,325 20,012 21,975 33,971 Production and operating expenses 10,331 8,751 7,693 7,006 Selling, general and administrative expenses 893 1,158 705 623 Depreciation, depletion and amortization 11,500 9,599 8,270 7,504 Foreign currency transaction (gain) loss (50) 92 (100) Other expenses 20 181 2 (47) Income tax provision (benefit) 4,668 4,427 5,331 9,548

Read it in 10-K 2026-02-17 at sec.gov ↗

RewordedMD&A
In 2024 we paid ordinary dividends of $2.52 and VROC payments of $0.60 per common share and in 2023 we paid ordinary dividends of $2.11 and VROC payments of $2.50 per common share and in 2022 we paid an ordinary dividend of $1.89 and VROC payments of $2.60. share.

Read it in 10-K 2026-02-17 at sec.gov ↗

RewordedMD&A
Gain (loss) on dispositions decreased $177 increased $680 million in 2024, 2025, primarily due to the absence of gains associated with the divestitures of an equity investment the Ursa and Europa fields and Ursa Oil Pipeline Company LLC and other noncore assets in our Lower 48 segment.

Read it in 10-K 2026-02-17 at sec.gov ↗

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