10-K 0000895126-26-000011 (2026-02-18) vs 10-K 0000895126-25-000021 (2025-02-26)
| Section | Compared text | Words now | Changed |
|---|
| Risk Factors | Item 1A | 16,338 |
25.4% |
| MD&A | Item 7 | 5,856 |
27.9% |
| Legal Proceedings | Item 3 | 443 |
8.2% |
| Accounting Policies | Item 8, Note 1 – Basis of Presentation and Summary of Significant Accounting Policies | 4,319 |
5.9% |
The redline: what was cut and what was added
In each section, the paragraph that changed most, marked against last year's 10-K:
cut words struck through, new words highlighted and underlined.
Risk Factors 439 words changed in this paragraph; it is 55% similar to last year's version.
Climate Change and Regulation of Methane and Other Greenhouse Gas Emissions. Political and social attention to the issue of climate change has resulted in legislative, regulatory and other initiatives to reduce GHG emissions, such as carbon dioxide and methane. Policy makers at both the U.S. federal and state levels have adopted, or are considering adopting, rules designed to quantify and limit the emission of GHGs through inventories, limitations and/or taxes on GHG emissions. For example, the IRA appropriates significant federal funding for renewable energy initiatives and, for the first time ever, imposes a fee on GHG emissions from certain facilities (discussed above). The emissions fee and funding provisions of the law could increase operating costs within the oil and gas industry and accelerate the transition away from fossil fuels, which could in turn adversely affect our business and results of operations. However, in January 2025, the current Presidential Administration issued an executive order directing an immediate pause on the disbursement of funds appropriated through the IRA. In addition, the EPA has issued regulations for the control of methane emissions, which include leak detection and repair requirements, for the gas and oil industry. In November 2021, the EPA proposed new performance standards and emissions guidelines for new, modified, reconstructed and existing oil and gas facilities. The proposed rule sought to make the existing regulations in Subpart OOOOa more stringent and create a Subpart OOOOb to expand reduction requirements for new, modified, and reconstructed oil and gas sources, including standards focusing on certain source types that have never been regulated under the CAA (including intermittent vent pneumatic controllers, associated gas, and liquids unloading facilities). In addition, the proposed rule sought to establish “Emissions Guidelines,” creating a Subpart OOOOc that would require states to develop plans to reduce methane emissions from existing sources that must be at least as effective as presumptive standards set by EPA. In November 2022, the EPA issued a supplemental proposed rule, which among other things, removed an emissions monitoring exemption for small wellhead-only sites and created a new third-party monitoring program to flag large emissions events, referred to in the proposed rule as “super emitters”. In December 2023, the EPA issued the final rule, which imposes See Exploration and Production, Environmental, Health and Safety and Occupational Laws and Regulations included in Item 1 of Part I of this report for more stringent requirements information on the natural gas EPA’s and oil industry, including phasing out routine flaring of natural gas from new oil wells, requiring all well sites and compressor stations to be routinely monitored for leaks and eliminating or minimizing emissions from common pieces of equipment used in oil and gas operations, such as process controllers, pumps and storage tanks. Notably, EPA updated the applicability date for Subparts OOOOb and OOOOc to December 6, 2022, meaning that sources constructed prior to that date will be considered existing sources with later compliance dates under state plans. The final rule gives states, along with federal tribes that wish to regulate existing sources, until March 2026 to develop and submit their plans for reducing methane from existing sources. The final emissions guidelines under Subpart OOOOc provide until 2029 for existing sources to comply. The final rule is subject to ongoing litigation but remains in effect. This and other rules may require us to incur additional costs or otherwise impact the economics of certain of our operations. Additionally, in April 2024, the BLM finalized a rule to reduce the methane waste from venting, flaring, and leaks during oil and gas production activities on federal and Indian leases. The final rule took effect in June 2024. However, in May 2024, the states of North Dakota, Texas, Montana, Wyoming and Utah challenged the rule. In September 2024, a North Dakota district court granted a motion prohibiting the BLM from enforcing the rule against those states pending the outcome of the litigation. However, in January 2025, the current Presidential Administration issued an executive order directing the heads of all federal agencies to identify and begin the processes to suspend, revise, or rescind all agency actions that are unduly burdensome on the identification, development, or use of domestic energy resources. Consequently, future implementation and enforcement of these final rules remains uncertain at this time. BLM’s rules.
Source: Item 1A, 10-K 0000895126-26-000011 vs Item 1A, 10-K 0000895126-25-000021
MD&A 161 words changed in this paragraph; it is 42% similar to last year's version.
In October 2024, our Board of Directors authorized the Company to repurchase up to $1.0 billion, in aggregate, of the Company’s common stock and/or warrants. Additionally, In 2025, we also announced our enhanced capital returns framework which is designed to more effectively return cash to shareholders and reduce net debt. The plan became effective January 1, 2025, and prioritizes prioritized paying the base dividend of $2.30 per share and a targeted $500 million $1.0 billion of annual net debt reduction in 2025, which target will be redetermined annually. Once both have been funded, it is anticipated that reduction, with 75% of the remaining free cash flow will be distributed distributed, as market conditions warrant, between warranted, through share repurchases and additional dividend payments. The remaining free During 2025, we made dividend payments of $765 million, repurchased 0.9 million shares for an aggregate price of $100 million, reduced the principal amount of our debt through senior notes repayments as noted above, and increased our cash flow would be maintained on hand. See Note 10 of the balance sheet. notes to our consolidated financial statements included in Item 8 of Part II of this report for further discussion on our dividend payments and share repurchases. In 2026, the Company will continue to prioritize debt reduction while continuing to effectively return cash to shareholders.
Source: Item 7, 10-K 0000895126-26-000011 vs Item 7, 10-K 0000895126-25-000021
Accounting Policies 100 words changed in this paragraph; it is 46% similar to last year's version.
In December 2023, 2025, the FASB issued ASU 2023-09, Income Taxes 2025-11, Interim Reporting (Topic 740): Improvements 270): Narrow-Scope Improvements. ASU 2025-11 clarifies interim disclosure requirements and the applicability of Topic 270. Additionally, ASU 2025-11 includes a disclosure principle that requires entities to Income Tax Disclosures. ASU 2023-09 intends to provide investors with additional information about an entity’s income taxes by requiring disclosure of items such as disaggregation disclose events since the end of the effective tax rate reconciliation as well as information regarding income taxes paid. last annual reporting period that have a material impact on the entity. This ASU is effective for interim reporting periods within annual reporting periods beginning after December 15, 2024, 2027, with early adoption permitted for annual financial statements that have not yet been issued or made available for issuance. permitted. We are evaluating the impact this ASU will have on our disclosures.
Source: Item 8, Note 1 – Basis of Presentation and Summary of Significant Accounting Policies, 10-K 0000895126-26-000011 vs Item 8, Note 1 – Basis of Presentation and Summary of Significant Accounting Policies, 10-K 0000895126-25-000021
Legal Proceedings 67 words changed in this paragraph; it is 75% similar to last year's version.
See Note 5 of the notes to our consolidated financial statements included in Item 8 of Part II of this report for information regarding our estimation and provision for potential losses related to litigation and regulatory proceedings. Based on management’s current assessment, we are of the opinion that no pending or threatened lawsuit or dispute relating to our business operations is likely to have a material adverse effect on our future consolidated financial position, results of operations or cash flows. Pursuant to this item, we use a threshold of $1 million for purposes of determining whether any legal proceedings in regards to federal, state or local environmental laws with a governmental authority require disclosure. This $1 million disclosure threshold does not imply that this amount is necessarily material to our business or financial condition, and as of December 31, 2025, there were no environmental proceedings to disclose. The final resolution of such matters could exceed amounts accrued, however, and actual results could differ materially from management’s estimates.
Source: Item 3, 10-K 0000895126-26-000011 vs Item 3, 10-K 0000895126-25-000021
Every change, by type
Sentences and paragraphs of EXE's Risk Factors and MD&A, 10-K 2026-02-18 against 10-K 2025-02-26.
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 list
adverse, 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
We depend on third-party pipelines and other investments to provide us certain gathering and transportation assets. During the fourth quarter of 2022, we entered into an agreement with Momentum Sustainable Ventures LLC to build a new natural gas gathering pipeline and carbon capture project, the New Generation Gas Gathering pipeline (the “NG3 pipeline”), to gather and treat natural gas produced in the Haynesville Shale for delivery to Gulf Coast markets, including LNG export. We have a 35% interest in the joint venture entity. On October 1, 2025, the NG3 pipeline was placed in service and began gathering operations. We rely on the NG3 pipeline to provide to us certain gathering, processing and transportation services. We have a gathering agreement in which approximately 900 MMcf per day, on average, of natural gas are to be gathered and processed by the NG3 pipeline over the course of the next 12 years. In the event that the services of the NG3 pipeline are impacted due to repairs, damage to the facility, lack of capacity or any other reason, our ability to lower costs and secure inputs for our operations and transportation for our production may be impacted.
Read it in 10-K 2026-02-18 at sec.gov ↗
AddedRisk Factors
We entered into a joint venture, and may in the future enter into additional or modify existing joint ventures, that might restrict our operational and corporate flexibility. In addition, we exercise no control over joint venture partners and it may be difficult or impossible for us to cause these joint ventures or partners to take actions that we believe would be in our or the joint venture's best interests and these joint ventures are subject to many of the same risks to which we are subject.
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AddedRisk Factors
We entered into a joint venture primarily pertaining to the building of a new natural gas gathering pipeline and carbon capture project, the NG3 pipeline, and may in the future enter into additional joint venture arrangements with third parties. Joint venture arrangements may restrict our operational and corporate flexibility. Because we do not control all of the decisions of our joint ventures or joint venture partners, either because we do not have a controlling interest in the venture or are not an operator under the agreement, it may be difficult or impossible for us to cause these joint ventures or partners to take actions that we believe would be in our or the joint venture's best interests. Moreover, joint venture arrangements involve various risks and uncertainties, such as committing that we fund operating and/or capital expenditures, the timing and amount of which we may not control, and our joint venture partners may not act in a manner that we believe would be in our or the joint venture's best interests, may elect not to support further pursuit of projects, and/or may not satisfy their financial obligations to the joint venture. The loss of joint venture partner support in further pursuing or funding a project may significantly adversely affect the ability to complete the project. In addition, such joint ventures may be subject to many of the same risks to which we are subject.
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AddedRisk Factors
commencement of commercial operations and (iii) the occurrence of certain events of force majeure. The occurrence of these and other events permitting termination may be outside of our control and may expose us to unrecoverable losses.
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AddedRisk Factors
The departure of key management personnel and the failure to attract and retain talent could adversely affect our operations.
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AddedRisk Factors
Our success depends upon the continued contributions of our senior executives. If one or more of our executive officers are unable or unwilling to continue in their current positions, we may not be able to replace them readily, if at all. Additionally, we may incur additional expenses to recruit and retain new executive officers. Because of these factors, the loss of any one or more members of our executive management team, for any reason, including resignation or retirement, could impair our ability to execute our business strategy and have a material adverse effect on our business, financial condition, and results of operations.
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AddedRisk Factors
Although we have endeavored to implement these management transitions in a non-disruptive manner, such transitions can be inherently difficult to manage and may hamper our ability to meet our financial and operational goals. Such changes may also give rise to uncertainty among our customers, investors, vendors, employees and others concerning our future direction and performance. Any of the foregoing could result in significant disruptions to our operations and may adversely affect our financial condition, results of operations and ability to execute on our business plans.
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AddedRisk Factors
Our ability to declare and pay dividends, and to repurchase common stock, is subject to limitations.
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AddedRisk Factors
The payment of future dividends on, and any repurchases of, our common stock are each subject to the discretion of the Board of Directors, taking into consideration, among other factors, financial results, cash requirements, future prospects, restrictions under our indentures and other financing agreements, restrictions under Oklahoma law, general business and market conditions, and other factors the Board of Directors deems relevant. The Board of Directors is not required to declare dividends on or repurchase our common stock and may decide not to declare dividends or repurchase common stock at the current rate or at all. Any downward revision in the amount of dividends we pay to stockholders, or reduction in the pace or amount of share repurchases, could have an adverse effect on the market price of our common stock.
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AddedRisk Factors
Regulations included in Item 1 of Part I of this report for more information on methane emissions and greenhouse gas reporting.
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AddedRisk Factors
•require the acquisition of a permit or other authorization and procurement of financial assurance before construction or drilling commences and for certain other activities;
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AddedRisk Factors
•limit or prohibit construction, drilling and other activities on certain lands lying within wilderness and other protected areas; and
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RemovedRisk Factors
•Failure to successfully integrate the business of the Company and Southwestern or realize the anticipated benefits of the Southwestern Merger may adversely affect our future results and financial condition.
Read it in 10-K 2025-02-26 at sec.gov ↗
RemovedRisk Factors
•The market price of our common stock as a result of the Southwestern Merger may be affected by factors different from those that historically have affected our common stock.
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RemovedRisk Factors
•The Company’s operating results following the Southwestern Merger will suffer if we do not effectively manage our expanded operations.
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RemovedRisk Factors
As a domestic natural gas exploration and production company, we may be indirectly exposed to certain risks in the U.S. LNG export markets, including to the extent that we have entered into, or may in the future enter into,
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RemovedRisk Factors
Failure to successfully integrate the business of the Company and Southwestern or realize the anticipated benefits of the Southwestern Merger may adversely affect our future results and financial condition.
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RemovedRisk Factors
The Southwestern Merger involved the combination of two companies that previously operated as independent public companies until October 1, 2024. The combination of two independent businesses is complex, costly and time consuming, and we will be required to continue to devote significant management attention and resources to integrating the business practices and operations of Southwestern into the Company. Potential difficulties that we may encounter as part of the integration process include the following:
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RemovedRisk Factors
•the inability to successfully combine the business of the Company and Southwestern in a manner that permits us to achieve, on a timely basis, or at all, the enhanced revenue opportunities and cost savings and other benefits anticipated to result from the Southwestern Merger;
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RemovedRisk Factors
•complexities associated with managing the combined businesses, including difficulty addressing possible differences in operational philosophies and the challenge of integrating complex systems, technology, networks and other assets of each of the companies in a seamless manner that minimizes any adverse impact on customers, suppliers, employees and other constituencies;
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RemovedRisk Factors
•the assumption of contractual obligations with less favorable or more restrictive terms; and
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RemovedRisk Factors
•potential unknown liabilities and unforeseen increased expenses or delays following the Southwestern Merger.
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RemovedRisk Factors
As a result of the Southwestern Merger, the size of the Company’s business has increased significantly. Our future success will depend, in part, upon our ability to manage this expanded business, which will pose substantial challenges for management, including challenges related to the management and monitoring of new operations and associated increased costs and complexity. We may also face increased scrutiny from governmental authorities as a result of the significant increase in the size of the business.
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RemovedRisk Factors
We believe that, once the business of Southwestern is fully integrated into the Company, the Southwestern Merger will provide operational and financial scale, increasing free cash flow and an enhanced corporate rate of return. However, achieving these benefits requires, among other things, realization of the targeted cost and commercial synergies expected from the Southwestern Merger. This growth and the anticipated benefits of the transaction may not be realized fully or at all or may take longer to realize than expected. Actual operating, technological, strategic and revenue opportunities, if achieved at all, may be less significant than expected or may take longer to achieve than anticipated. If we are not able to achieve these objectives and realize the anticipated benefits and synergies expected from the Southwestern Merger within the anticipated timing or at all, our business, financial condition and operating results may be adversely affected, our earnings per share may be diluted, the accretive effect of the Southwestern Merger may decrease or be delayed and our share price may be negatively impacted.
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RewordedRisk Factors
However, Although the previous Presidential Administration recommitted the United States to the Paris Agreement in 2021 and announced a goal of reducing the United States’ GHG emissions by 50-52% below 2005 levels by 2030, on January 20, 2025, the current Presidential Administration issued an executive order Executive Order directing the immediate notice to the United Nations of the United States’ withdrawal from the Paris Agreement and all other agreements made under the United Nations Framework Convention on Climate Change.
Read it in 10-K 2026-02-18 at sec.gov ↗
RewordedRisk Factors
State regulatory agencies have also recently focused on a possible connection between the operation of injection wells used for natural gas and oil waste disposal and seismic activity, which has caused some states, such as New Mexico, Oklahoma and Texas, to implement seismicity response programs that allow state regulators to deny, modify, suspend or terminate injection well permits if the state regulator determines that the injection well is contributing or likely to contribute to seismic activity.
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RewordedRisk Factors
As of December 31, 2024, 2025, we had indebtedness of approximately $5.7 $5.0 billion, which included approximately $3.7 billion and, of Southwestern’s senior notes we assumed as a result of the Southwestern Merger, we assumed approximately $3.7 billion of Southwestern’s senior notes. Merger during the year ended December 31, 2024.
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RewordedRisk Factors
Although we plan our activities according to our expectations of these unresolved areas, based on decisions on similar issues in these jurisdictions and decisions from courts in other states that have addressed them, courts could resolve issues in ways that increase our liabilities or otherwise restrict or add costs to our operations.
Read it in 10-K 2026-02-18 at sec.gov ↗
RewordedRisk Factors
If we are unable to access the capital and credit markets on favorable terms, it could have a material adverse effect on our business, financial condition, results of operations, cash flows and liquidity and our ability to repay or refinance our debt.
Read it in 10-K 2026-02-18 at sec.gov ↗
RewordedRisk Factors
In addition, the sudden loss of any of our key executives, their services or our failure to appropriately plan for any expected key executive succession could materially and adversely affect our business and prospects, as we may not be able to find suitable individuals to replace them on a timely basis, if at all.
Read it in 10-K 2026-02-18 at sec.gov ↗
RewordedRisk Factors
We have made significant investments in gathering and transportation assets and oilfield service businesses, including joint ventures in gas gathering pipelines, our drilling rigs, water infrastructure and pressure pumping equipment, and may rely on such investments in third parties to lower costs and secure inputs for our operations and transportation for our production.
Read it in 10-K 2026-02-18 at sec.gov ↗
RewordedRisk Factors
We and our vendors are subject to a variety of federal and state data privacy laws, rules, regulations, industry standards and other requirements governing data privacy and the unauthorized disclosure of confidential information.
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RewordedRisk Factors
Continued The armed conflict between Russia and Ukraine, continued instability in Europe and the Middle East and Venezuela, and changes in China-Taiwan relations and the occurrence or threat of terrorist attacks in the United States or other countries could adversely affect the global economy in unpredictable ways, including the disruption of energy supplies and markets, increased volatility in commodity prices, including petroleum products, or the possibility that the infrastructure on which we rely could be a direct target or an indirect casualty of an act of terrorism, and, in turn, could materially and adversely affect our business and results of operations.
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RewordedRisk Factors
CISA issued a notice of proposed rulemaking on April 4, 2024 and is required expected to issue a publish the final rule within 18 months of issuing the proposed rule. in May 2026.
Read it in 10-K 2026-02-18 at sec.gov ↗
RewordedRisk Factors
(i) a failure to make available specified scheduled cargo quantities, (ii) delays in the commencement of commercial operations and (iii) the occurrence of certain events of force majeure.
Read it in 10-K 2026-02-18 at sec.gov ↗
RewordedRisk Factors
We expect there will likely There may be increasing levels of new regulation, disclosure-related and otherwise, with respect to ESG sustainability matters, which will likely lead to increased compliance costs as well as scrutiny that could heighten all of the risks identified in this risk factor.
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Quiet changesRisk Factors
Some states would impose similar limitations on tax attribute utilization upon experiencing an additional Section 382 Ownership Change.
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AddedMD&A
In March 2025, following the close of the Southwestern Merger and the receipt of investment grade ratings, our common stock was added to the S&P 500.
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AddedMD&A
On September 30, 2025, the Company entered into an Amended and Restated Credit Agreement that, among other things, extended the 2025 Credit Facility’s maturity date from December 2027 to September 2030, with two one-year extension options available, each subject to the Lenders’ consent, increased the aggregate commitments under the 2025 Credit Facility from $2.5 billion to $3.5 billion with incremental capacity for additional commitments in an amount up to $1.0 billion, subject to the receipt of commitments thereto and certain customary conditions. The Credit Agreement also increased the sublimit available for the issuance of letters of credit from $500 million to $1.0 billion and increased the sublimit available for swingline loans from $50 million to $100 million. See Note 4 of the notes to our consolidated financial statements included in Item 8 of Part II of this report for further discussion.
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AddedMD&A
On February 6, 2026, the Board of Directors of the Company appointed Mr. Wichterich, Chairman of the Board, as Interim President and Chief Executive Officer, replacing Domenic J. Dell’Osso, Jr., effective immediately. In connection with his separation, Mr. Dell’Osso also resigned from the Board of Directors, effective immediately. Mr. Dell’Osso will serve as an external advisor for a period of time.
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AddedMD&A
We have a universal shelf registration statement on file with the SEC, as a “well-known seasoned issuer” as defined in Rule 405 under the Securities Act of 1933, as amended (the “Securities Act”), under which we have the ability to issue and sell an indeterminate amount of various types of debt and equity securities. The specific terms of any securities to be sold will be described in supplemental filings with the SEC. There were no sales of such securities during the year ended December 31, 2025. Our shelf registration statement will expire in November 2027.
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AddedMD&A
Property acquisitions during the year ended December 31, 2025 primarily related to undeveloped leasehold acquired in Haynesville and Southwest Appalachia.
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RemovedMD&A
On January 10, 2024, Chesapeake and Southwestern entered into an all-stock agreement and plan of merger (the “Merger Agreement”). Southwestern was an independent energy company engaged in development, exploration and production activities, including related marketing activities, within its operating areas in the Appalachia and Haynesville shale plays. Our Board of Directors and the Board of Directors of Southwestern both approved the Merger Agreement. At separate special meetings each held on June 18, 2024, Chesapeake’s stockholders approved the issuance of Chesapeake’s common stock to the stockholders of Southwestern in connection with the Southwestern Merger, and Southwestern’s stockholders approved the Merger Agreement.
Read it in 10-K 2025-02-26 at sec.gov ↗
RemovedMD&A
On January 17, 2023, we entered into an agreement to sell a portion of our Eagle Ford assets to WildFire Energy I LLC for approximately $1.425 billion, subject to post-closing adjustments. This transaction closed on March 20, 2023 (with an effective date of October 1, 2022) and resulted in the recognition of a gain of approximately $337 million.
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RemovedMD&A
On February 17, 2023, we entered into an agreement to sell a portion of our remaining Eagle Ford assets to INEOS Energy for approximately $1.4 billion, subject to post-closing adjustments. This transaction closed on April 28, 2023 (with an effective date of October 1, 2022) and resulted in the recognition of a gain of approximately $470 million.
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RemovedMD&A
On August 11, 2023, we entered into an agreement to sell the final portion of our remaining Eagle Ford assets to SilverBow Resources, Inc. (“SilverBow”) for approximately $700 million, subject to post-closing adjustments. This transaction closed on November 30, 2023 (with an effective date of February 1, 2023) and resulted in the recognition of a gain of approximately $140 million. Due to the satisfaction of certain commodity price triggers, we received an additional $25 million cash consideration during the fourth quarter of 2024.
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RemovedMD&A
On February 13, 2024, we announced our entrance into an LNG export deal that includes executed Sales and Purchase Agreements (“SPA”) for long-term liquefaction offtake. Under the SPAs, we will purchase approximately 0.5 million tonnes of LNG per annum from Delfin LNG LLC at a Henry Hub price with a contract targeted start date in 2028, then deliver to Gunvor Group Ltd on a free on board basis with the sales price linked to the Japan Korea Market for a period of 20 years.
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RemovedMD&A
During the fourth quarter of 2022, we entered into an agreement with Momentum Sustainable Ventures LLC to build a new natural gas gathering pipeline and carbon capture project, which will gather and treat natural gas produced in the Haynesville Shale for re-delivery to Gulf Coast markets, including LNG export. The pipeline is expected to have an initial capacity of 1.7 Bcf/d expandable to 2.2 Bcf/d. The carbon capture portion of the project anticipates capturing approximately 1.0 million tons per annum of CO2 and delivering the CO2 to ExxonMobil Low Carbon Solutions Onshore Storage, LLC for additional transportation and storage. The natural gas gathering pipeline is projected for a potential in-service date in the fourth quarter of 2025. Through the end of 2024, we have made total capital contributions of $296 million to the project.
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RemovedMD&A
In December 2022, we entered into the Credit Facility and terminated the Exit Credit Facility, repaying all amounts outstanding and extinguishing all commitments thereunder.
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RemovedMD&A
During 2024, we paid $11 million of one-time fees to lenders related to the changes to our Credit Facility as well as for the issuance of the 2035 Senior Notes. During 2022, we paid $17 million of one-time fees to lenders to establish the Credit Facility.
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RemovedMD&A
Other income during the time periods presented above primarily consists of interest income and deferred consideration amortization. The increase in 2024 compared to 2023 was primarily due to increased interest income related to our higher average cash balance in 2024.
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RewordedMD&A
Year Ended December 31, 2025 Natural Gas Oil NGL Total Haynesville $ 3,477 $ — $ — $ 3,477 Northeast Appalachia 2,860 — — 2,860 Southwest Appalachia 1,096 319 724 2,139 Total natural gas, oil and NGL sales $ 7,433 $ 319 $ 724 $ 8,476 Year Ended December 31, 2024 Natural Gas Oil NGL Total Haynesville $ 1,205 $ — $ — $ 1,205 Northeast Appalachia 1,242 — — 1,242 Southwest Appalachia 239 69 214 522 Total natural gas, oil and NGL sales $ 2,686 $ 69 $ 214 $ 2,969 Year Ended December 31, 2023 Natural Gas Oil NGL Total Haynesville $ 1,300 $ — $ — $ 1,300 Northeast Appalachia 1,483 — — 1,483 Eagle Ford 70 596 98 764 Total natural gas, oil and NGL sales $ 2,853 $ 596 $ 98 $ 3,547
Read it in 10-K 2026-02-18 at sec.gov ↗
RewordedMD&A
Years Ended December 31, 2025 2024 2023 2022 Cash provided by operating activities $ 4,575 $ 1,565 $ 2,380 $ 4,125 Proceeds from divestitures of property and equipment 70 21 2,533 407 Proceeds from Credit Facility, net — — 1,050 Receipts of deferred consideration 116 166 — — Proceeds from issuance of senior notes, net — 747 — — Proceeds from warrant exercise 24 3 — 27 Capital expenditures (2,736) (1,557) (1,829) (1,823) Contributions to investments (14) (75) (231) (18) Payments on Credit Facility, net — (1,050) — Payments on Exit Prior Credit Facility, net — — (221) (1,050) Business combination, net — (459) — (1,967) Property acquisitions (195) — — Cash paid to purchase debt (663) (767) — — Debt issuance and other financing costs (11) (11) — (17) Cash paid to repurchase and retire common stock (100) — (355) (1,073) Cash paid for common stock dividends (765) (388) (487) (1,212) Other — (3) — — Net increase (decrease) in cash, cash equivalents and restricted cash $ 301 $ (758) $ 961 $ (722)
Read it in 10-K 2026-02-18 at sec.gov ↗
RewordedMD&A
The Company’s ability to pay dividends to its stockholders is restricted by (i) Oklahoma corporate law, (ii) its Certificate of Incorporation, (iii) the terms and provisions of the Credit Agreement governing the Credit Facility and (iv) the terms and provisions of the indentures Indentures governing its 5.500% Senior Notes due 2026, 5.875% Senior Notes due 2029, 6.750% Senior Notes due 2029, and 5.70% Senior Notes due 2035 as well as the our senior notes assumed from Southwestern, including the 5.375% Senior Notes due 2029, 5.375% Senior Notes due 2030 and 4.750% Senior Notes due 2032. notes.
Read it in 10-K 2026-02-18 at sec.gov ↗
RewordedMD&A
Marketing revenues and expenses decreased increased in 2024 2025 compared to 2023 2024 as a result of decreased oil increased marketing activities, activities primarily driven by our increased production volumes across all of our operating areas as a result of the Eagle Ford divestitures Southwestern Merger as well as an increase in 2023. natural gas prices.
Read it in 10-K 2026-02-18 at sec.gov ↗
RewordedMD&A
During the year ended December 31, 2024, 2025, our average operated rig count was 9 11 rigs and 133 188 spud wells, compared to an average operated rig count of 9 rigs and 133 spud wells in the year ended December 31, 2024 and 11 rigs and 193 spud wells in the year ended December 31, 2023 and 14 rigs and 217 spud wells in the year ended December 31, 2022. 2023.
Read it in 10-K 2026-02-18 at sec.gov ↗
RewordedMD&A
During 2025 and 2024, we recognized approximately $57 million and $312 million million, respectively, of costs related to the Southwestern Merger, which included $148 million related to employee expenses and the remainder of the costs relating to transaction expenses, legal fees, consulting and legal fees and other fees related to the transaction. financial advisory fees.
Read it in 10-K 2026-02-18 at sec.gov ↗
RewordedMD&A
Additionally, on January 23, in March 2025, we redeemed the $389 remaining $47 million aggregate principal of the SWN 2025 2026 Notes (as defined below) was repaid and terminated with cash on hand and borrowings on the Credit Facility. hand.
Read it in 10-K 2026-02-18 at sec.gov ↗
RewordedMD&A
During the years year ended December 31, 2024, 2023 and 2022, 2025, contributions to investments primarily consisted of contributions related to capitalized interest on our investment with Momentum Sustainable Ventures LLC to build a new natural gas gathering pipeline and carbon capture project. LLC.
Read it in 10-K 2026-02-18 at sec.gov ↗
RewordedMD&A
Additionally, on January 23, In 2025, the $389 million aggregate principal of the SWN 2025 Notes (as defined below) was repaid and terminated upon maturity with cash on hand and borrowings on under the Prior Credit Facility. Facility, of which the Prior Credit Facility borrowings were subsequently repaid.
Read it in 10-K 2026-02-18 at sec.gov ↗
RewordedMD&A
We completed 81 272 operated wells in the year ended December 31, 2024 2025 compared to 81 in the year ended December 31, 2024 and 166 in the year ended December 31, 2023 and 216 in the year ended December 31, 2022. 2023.
Read it in 10-K 2026-02-18 at sec.gov ↗
RewordedMD&A
The absolute increase in depreciation, Depreciation, depletion and amortization per Mcfe decreased for 2024 2025 compared to 2023 is 2024 primarily related due to lower depletion rates on wells acquired in the Southwestern Merger.
Read it in 10-K 2026-02-18 at sec.gov ↗
RewordedMD&A
We continue to monitor these factors impacting commodity supply and demand situations, including the recently enacted tariff tariffs on steel by the current Presidential Administration, steel, and assess their impact on our business, including business partners and customers.
Read it in 10-K 2026-02-18 at sec.gov ↗
Quiet changesMD&A
To accomplish these goals, we intend plan to allocate our human resources and capital expenditures to projects we believe offer the highest cash return on capital invested, to deploy leading drilling and completion technology throughout our portfolio, and to take advantage of acquisition and divestiture opportunities to strengthen our portfolio.
Read it in 10-K 2026-02-18 at sec.gov ↗
