10-K 0001628280-26-009059 (2026-02-18) vs 10-K 0000797468-25-000029 (2025-02-18)
| Section | Compared text | Words now | Changed |
|---|
| Risk Factors | Item 1A | 6,108 |
69.9% |
| MD&A | Item 7 | 16,747 |
26.2% |
| Legal Proceedings | Item 3, via Note 12 – LAWSUITS, CLAIMS, COMMITMENTS AND CONTINGENCIES | 1,204 |
39.1% |
| Accounting Policies | Item 8, Note 1 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 6,165 |
16.2% |
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 364 words changed in this paragraph; it is 41% similar to last year's version.
Occidental’s The Company’s level of indebtedness, including indebtedness incurred in connection with the CrownRock Acquisition, could increase its vulnerability may make it more vulnerable to adverse changes in general economic or industry conditions and industry conditions, economic downturns and adverse developments in its businesses or could limit Occidental’s flexibility in planning for or reacting the Company’s ability to changes in its businesses and respond to changing business conditions. Periodically, the industries in which it operates. From time to time, Occidental Company has relied on access to capital markets for funding. Occidental’s ability The Company’s future access to obtain additional financing capital markets and/or availability at favorable terms or refinancing at all will be subject to a number of factors, including general economic and market conditions such as rising interest rates, inflation or unstable or illiquid market conditions, Occidental’s performance, investor sentiment, risks impacting financial institutions and or the credit markets more broadly and Occidental’s and/or the Company’s performance, credit ratings or ability to meet existing debt compliance requirements. Occidental’s ability to access obligations. The Company is regularly evaluated by the major credit rating agencies based on numerous factors, including its financial strength, conditions affecting the oil and capital markets may be restricted at gas industry and commodity price outlooks. Any downgrade or announcement of a time when it would like, potential downgrade of the Company’s credit ratings could increase costs associated with indebtedness or need, impair the Company’s access to those markets, which could constrain its flexibility to react additional indebtedness, financial assurance or other forms of liquidity and such events may occur at unfavorable times due to changing economic and business conditions. If Occidental the Company is unable to generate sufficient funds from its operations or complete planned divestitures on favorable terms terms, or at all all, to satisfy fund its capital requirements, including its existing debt obligations, or to raise additional capital on acceptable terms, Occidental’s businesses, the Company’s financial condition, results of operations, cash flows and/or stock price could be adversely affected. In addition, Occidental is regularly evaluated by the major rating agencies based on a number of factors, including its financial strength and conditions affecting the oil and gas industry generally. Occidental and other industry companies have had their ratings reduced in the past due to negative commodity price outlooks. These major rating agencies are now considering environmental, social and governance (ESG) attributes when assessing credit profiles. While these assessments have limited impact today, they have the potential to pressure credit ratings over time. Any downgrade in Occidental’s credit rating or announcement that its credit rating is under review for possible downgrade could increase the cost associated with any additional indebtedness Occidental incurs or limit or impair Occidental’s access to additional indebtedness, financial assurance, or other forms of liquidity. As of the date of this filing, Occidental’s long-term debt was rated BBB- by Fitch Ratings, Baa3 by Moody’s Investors Service and BB+ by Standard and Poor’s.
Source: Item 1A, 10-K 0001628280-26-009059 vs Item 1A, 10-K 0000797468-25-000029
MD&A 156 words changed in this paragraph; it is 89% similar to last year's version.
Actual outcomes or results may differ from anticipated results, sometimes materially. Forward-looking and other statements regarding Occidental's the Company’s sustainability efforts and aspirations are not an indication that these statements are necessarily material to investors or require disclosure in Occidental's Occidental’s filings with the SEC. In addition, historical, current and forward-looking sustainability-related statements may be based on standards for measuring progress that are still developing, internal controls and processes that continue to evolve and definitions, assumptions, data sources and estimates or measurements that are subject to change in the future, including through rulemaking or guidance. Factors that could cause results to differ from those projected or assumed in any forward-looking statement include, but are not limited to: general economic conditions, including slowdowns and recessions, domestically or internationally; Occidental’s the Company’s indebtedness and other payment obligations, including the need to generate sufficient cash flows to fund operations; Occidental’s the Company’s ability to successfully monetize select assets and repay or refinance debt and the impact of changes in Occidental’s the Company’s credit ratings or future increases in interest rates; assumptions about energy markets; global and local commodity and commodity-futures pricing fluctuations and volatility; supply and demand considerations for, and the prices of, Occidental’s the Company’s products and services; actions by OPEC and non-OPEC oil producing countries; results from operations and competitive conditions; future impairments of Occidental's the Company’s proved and unproved oil and gas properties or equity investments, or write-downs of productive assets, causing charges to earnings; unexpected changes in costs; government actions (including the effects of announced or future tariff increases and other geopolitical, trade, tariff, fiscal and regulatory uncertainties), war (including the Russia-Ukraine war and conflicts in the Middle East) and political conditions and events (such as in Latin America); inflation, its impact on markets and economic activity and related monetary policy actions by governments in response to inflation; availability of capital resources, levels of capital expenditures and contractual obligations; the regulatory approval environment, including Occidental's the Company’s ability to timely obtain or maintain permits or other government approvals, including those necessary for drilling and/or development projects; Occidental's the Company’s ability to successfully complete, or any material delay of, field developments, expansion projects, capital expenditures, efficiency projects, acquisitions or divestitures; risks associated with acquisitions, mergers and joint ventures, such as difficulties integrating businesses, uncertainty associated with financial projections or projected synergies, restructuring, increased costs and adverse tax consequences; uncertainties and liabilities associated with acquired and divested properties and businesses; businesses, including retained liabilities and indemnification obligations associated with the chemical business; uncertainties about the estimated quantities of oil, NGL and natural gas reserves; lower-than-expected production from development projects or acquisitions; Occidental’s the Company’s ability to realize the anticipated benefits from prior or future streamlining actions to reduce fixed costs, simplify or improve processes and improve Occidental’s the Company’s competitiveness; exploration, drilling and other operational risks; disruptions to, capacity constraints in, or other limitations on the pipeline systems that deliver Occidental’s the Company’s oil and natural gas and other processing and transportation considerations; volatility in the securities, capital or credit markets, including capital market disruptions and instability of financial institutions; government actions (including geopolitical, trade, tariff and regulatory uncertainties), war (including the Russia-Ukraine war and conflicts in the Middle East) and political conditions and events; HSE risks, costs and liability under existing or future federal, regional, state, provincial, tribal, local and international HSE laws, regulations and litigation (including related to climate change or remedial actions or assessments); legislative or regulatory changes, including changes relating to hydraulic fracturing or other oil and natural gas operations, retroactive royalty or production tax regimes regimes, and deep-water and onshore drilling and permitting regulations; Occidental's the Company’s ability to recognize intended benefits from its business strategies and initiatives, such as Occidental's the OxyChem Transaction, the Company’s low-carbon ventures businesses or and announced GHG emissions reduction targets or net-zero goals; changes in government grant or loan programs; potential liability resulting from pending or future litigation, government investigations and other proceedings; disruption or interruption of production or manufacturing or facility damage due to accidents, chemical releases, labor unrest, weather, power outages, natural disasters, cyber-attacks, terrorist acts or insurgent activity; the scope and duration of global or regional health pandemics or epidemics, epidemics and actions taken by government authorities and other third parties in connection therewith; the creditworthiness and performance of Occidental's the Company’s counterparties, including financial institutions, operating partners and other parties; failure of risk management; Occidental’s the Company’s ability to retain and hire key personnel; supply, transportation and labor constraints; reorganization or restructuring of Occidental’s the Company’s operations; changes in state, federal or international tax rates; rates, deductions, incentives or credits; and actions by third parties that are beyond Occidental's the Company’s control.
Source: Item 7, 10-K 0001628280-26-009059 vs Item 7, 10-K 0000797468-25-000029
Legal Proceedings 82 words changed in this paragraph; it is 52% similar to last year's version.
Occidental, its subsidiaries, or both, have The Company has indemnified various parties against specified liabilities those parties might incur in the future in connection with purchases and other transactions that they have entered into with Occidental or its subsidiaries. the Company. These indemnities usually are contingent upon the other party incurring liabilities that reach specified thresholds. As of December 31, 2024, Occidental is not aware of circumstances that it believes would reasonably be expected to lead to The Company reserves for indemnity claims that would result when a payment for such claims is probable and estimable. As discussed in payments materially Note 4 - Acquisitions, Divestitures and Other Transactions, The Company is providing indemnification to Berkshire Hathaway for retained liabilities in excess of reserves. the OxyChem Transaction.
Source: Item 3, via Note 12 – LAWSUITS, CLAIMS, COMMITMENTS AND CONTINGENCIES, 10-K 0001628280-26-009059 vs Item 3, via Note 13 – LAWSUITS, CLAIMS, COMMITMENTS AND CONTINGENCIES, 10-K 0000797468-25-000029
Accounting Policies 76 words changed in this paragraph; it is 81% similar to last year's version.
Certain subsidiaries of Occidental incur environmental liabilities and expenditures that relate to current operations and are expensed or capitalized by such subsidiaries as appropriate. Certain subsidiaries also incur The Company incurs environmental liabilities and expenditures with respect to both current operations and remediation of existing conditions from alleged past practices at Third-Party, Currently Operated, and Closed or Non-operated Sites, which categories may include NPL sites. Those environmental Environmental liabilities and related charges and expenses for estimated remediation costs from alleged past practices and related charges and expenses are recorded when environmental remediation efforts are probable and the costs can be reasonably estimated. Occidental Environmental expenditures related to current operations are expensed or capitalized as appropriate. The Company discloses such remediation liabilities of its subsidiaries on a consolidated basis. In determining the environmental remediation liability and the range of reasonably possible additional losses, Occidental the Company refers to currently available information, including relevant past experience, remedial objectives, available technologies, applicable laws and regulations and cost-sharing arrangements. These environmental remediation liabilities are based on management’s estimate of the most likely cost to be incurred using the most cost-effective technology reasonably expected to achieve the remedial objective. Occidental The Company periodically reviews these environmental remediation liabilities and adjusts them as new information becomes available. Occidental’s subsidiaries The Company generally record records reimbursements or recoveries of environmental remediation costs in income when received, or when receipt of recovery is highly probable.
Source: Item 8, Note 1 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, 10-K 0001628280-26-009059 vs Item 8, Note 1 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, 10-K 0000797468-25-000029
Every change, by type
Sentences and paragraphs of OXY's Risk Factors and MD&A, 10-K 2026-02-18 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 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
The following risk factors, as well as the other information included in this Form 10‑K, should be carefully considered. These risk factors are not exhaustive, and additional risks and uncertainties, whether known or unknown, or currently believed to be immaterial, may also adversely affect the Company. Additional risk factors may also be described in registration statements, prospectus supplements or other offering documents that the Company files in connection with the issuance of securities. Any of the risks, individually or in combination, could have a material adverse effect on the Company’s business, financial condition, results of operations, cash flows, reserves or the value of an investment in our securities. Although the risks are presented under separate headings, many are interrelated.
Read it in 10-K 2026-02-18 at sec.gov ↗
AddedRisk Factors
•General economic conditions, including domestic or international economic slowdowns or recessions;
Read it in 10-K 2026-02-18 at sec.gov ↗
AddedRisk Factors
•The effect of energy conservation efforts and technological advances affecting energy consumption and supply;
Read it in 10-K 2026-02-18 at sec.gov ↗
AddedRisk Factors
The Company may be required to repay the $881 million tentative cash tax refund Anadarko received in 2016 before it was acquired by the Company, plus other related cash tax benefits received, plus applicable interest, which as of December 31, 2025, totaled approximately $2.3 billion, if the U.S. Tax Court determines that Anadarko’s $5.2 billion Tronox settlement payment related to a 2014 settlement agreement between Anadarko and Kerr-McGee is not deductible. The IRS disallowed the deduction, and the matter remains pending before the U.S. Tax Court following trial and closing arguments.
Read it in 10-K 2026-02-18 at sec.gov ↗
AddedRisk Factors
The Company’s indebtedness could limit financial flexibility and increase vulnerability to adverse conditions.
Read it in 10-K 2026-02-18 at sec.gov ↗
AddedRisk Factors
Changes in U.S. and international tax laws, regulations and interpretations, as well as examinations by taxing authorities, could adversely affect the Company’s effective tax rate, financial condition and results of operations. Tax laws and their interpretation may change, including through repeal or modification of existing provisions, creating uncertainty regarding their impact on the Company’s tax obligations and cash flows. Additionally, the Company’s tax positions are subject to examination by tax authorities, and the resolution of such matters may differ from amounts recorded in the financial statements. Governments may increase existing taxes, eliminate tax incentives or enact new taxes, such as windfall profit taxes or taxes targeting the oil and gas industry. For example, the IRA enacted a 15% corporate alternative minimum tax (CAMT) and a 1% excise tax on net share repurchases. Furthermore, the recently enacted OBBBA made permanent the 21% corporate tax rate, reinstated 100% bonus depreciation on assets placed in service after January 19, 2025, reinstated the deduction for certain research and development expenses, adjusted deduction limits, imposed new environmental levies and imposed limitations on certain clean energy credits, which may change the Company’s tax liability and compliance costs. While the IRA and OBBBA expanded policy support for certain low-carbon projects and enhanced certain tax credits, these benefits remain subject to administrative action, regulatory interpretation and potential legislative repeal. For instance, recent executive orders and proposals to rescind or reduce funding for these programs create uncertainty regarding the long-term realization of such credits. Unfavorable changes, interpretations or audit outcomes or sunsetting of certain provisions could result in increased tax liabilities, interest and penalties. For additional discussion of some of these matters, see Note 9 - Income Taxes in the Notes to Consolidated Financial Statements in Part II Item 8 of this Form 10-K.
Read it in 10-K 2026-02-18 at sec.gov ↗
AddedRisk Factors
Furthermore, instability and unforeseen changes in political, regulatory, economic and social environments in the markets where the Company operates could result in business disruptions, contractual or regulatory changes or operational challenges. As a result, the Company faces risks of, but not limited to, the following:
Read it in 10-K 2026-02-18 at sec.gov ↗
AddedRisk Factors
•Changes in laws, regulations or interpretation or enforcement practices, including those related to drilling, completions, production, environmental protection, taxation, royalties, trade and climate change;
Read it in 10-K 2026-02-18 at sec.gov ↗
AddedRisk Factors
•Delays or refusals in granting or renewing permits, licenses or contracts, including for exploration, development or production contracts or leases;
Read it in 10-K 2026-02-18 at sec.gov ↗
AddedRisk Factors
•Litigation, investigations or penalties arising from changes in law or government action or violation of laws or regulations.
Read it in 10-K 2026-02-18 at sec.gov ↗
AddedRisk Factors
The realization of any of these risks could increase costs, limit access to resources, delay or halt projects or restrict the Company’s ability to operate in certain jurisdictions. Such developments may also result in litigation, penalties or operational shutdowns. In addition, restrictions imposed by the U.S. or international governments could limit the Company’s ability to acquire or divest assets, repatriate earnings or maintain licenses and permits necessary for drilling and development. Domestic and international regulatory efforts are evolving, including the international alignment of such efforts, and the Company cannot predict what final regulations will be enacted, modified or reversed or what their ultimate impact on the Company’s business would be. Currency fluctuations and other economic uncertainties may further impact cash flows. Any of these factors could materially affect the Company’s financial condition, results of operations and cash flows.
Read it in 10-K 2026-02-18 at sec.gov ↗
AddedRisk Factors
The Company may be adversely affected by claims, litigation, government investigations and other proceedings.
Read it in 10-K 2026-02-18 at sec.gov ↗
RemovedRisk Factors
Occidental’s financial results correlate closely to the prices it obtains for its products, particularly oil and, to a lesser extent, NGL, natural gas and chemical products.
Read it in 10-K 2025-02-18 at sec.gov ↗
RemovedRisk Factors
■The impacts of the members of OPEC and non-OPEC member-producing nations that may agree to and maintain production levels;
Read it in 10-K 2025-02-18 at sec.gov ↗
RemovedRisk Factors
■The ongoing global impact of the Russia-Ukraine war and conflicts in the Middle East;
Read it in 10-K 2025-02-18 at sec.gov ↗
RemovedRisk Factors
■The price and availability of and demand for alternative and competing fuels and emissions reducing technology;
Read it in 10-K 2025-02-18 at sec.gov ↗
RemovedRisk Factors
■Shareholder activism or activities by non-governmental organizations (NGOs) to restrict the exploration, development and production of oil, NGL and natural gas;
Read it in 10-K 2025-02-18 at sec.gov ↗
RemovedRisk Factors
■Global inventory levels and general economic conditions, including potential economic slowdowns or recessions, domestically or internationally.
Read it in 10-K 2025-02-18 at sec.gov ↗
RemovedRisk Factors
The prices obtained for OxyChem’s products correlate to the strength of the United States and global economies, as well as chemical industry expansion and contraction cycles. OxyChem also depends on feedstocks and energy to produce chemicals, which are commodities subject to significant price fluctuations.
Read it in 10-K 2025-02-18 at sec.gov ↗
RemovedRisk Factors
In April 2014, Anadarko and Kerr-McGee entered into a settlement agreement for $5.2 billion, resolving, among other things, all claims that were or could have been asserted in connection with the May 2009 lawsuit filed by Tronox against Anadarko and Kerr-McGee in the U.S. Bankruptcy Court for the Southern District of New York. After the settlement became effective in January 2015, Anadarko paid $5.2 billion and deducted this payment on its 2015 federal income tax return. Due to the deduction, Anadarko had a net operating loss carryback for 2015, which resulted in a tentative tax refund of $881 million in 2016.
Read it in 10-K 2025-02-18 at sec.gov ↗
RemovedRisk Factors
The IRS audited Anadarko’s tax position regarding the deductibility of the payment and in September 2018 issued a statutory notice of deficiency rejecting Anadarko’s refund claim. Anadarko disagreed and, in November 2018, filed a petition with the U.S. Tax Court to dispute the disallowance. Trial was held in May 2023. The parties filed post-trial briefs throughout 2023 and 2024. Closing arguments were held in May 2024. The Tax Court may issue an opinion at any time. If the Tax Court opines that all or a portion of the original $5.2 billion deduction is not deductible, a computation phase will commence where the parties will compute the tax amount to be included in the Tax Court’s decision. Once the parties submit their computation, the Tax Court judge will formally enter the decision reflecting the computed tax amount. To pursue an appeal of the Tax Court’s decision, any tax due as a result of the Tax Court’s decision must be fully bonded or paid within 90 days of the decision’s entry. If Anadarko does not pursue an appeal, the IRS will assess any resulting tax deficiency, including interest, and issue a notice demanding payment thereof.
Read it in 10-K 2025-02-18 at sec.gov ↗
RemovedRisk Factors
Occidental’s indebtedness may make it more vulnerable to economic downturns and adverse developments in its businesses. Downgrades in Occidental’s credit ratings or future increases in interest rates may negatively impact Occidental’s cost of capital and ability to access capital markets.
Read it in 10-K 2025-02-18 at sec.gov ↗
RemovedRisk Factors
Disruptions in the political, regulatory, economic, and social environments of the countries in which Occidental operates could adversely affect its reputation, financial condition, results of operations and cash flows.
Read it in 10-K 2025-02-18 at sec.gov ↗
RemovedRisk Factors
Occidental’s non-U.S. operations accounted for approximately 16% of its consolidated revenue in 2024, 16% in 2023 and 15% in 2022. Operations in non-U.S. countries with varying degrees of political, legal and economic stability expose
Read it in 10-K 2025-02-18 at sec.gov ↗
RewordedRisk Factors
Collectively, the final regulations and other recent international, federal, state and local government and private actions relating to GHG and other air emissions are expected, subject to further action by may require the Trump Administration, Congress or courts, to require Occidental Company to incur increased additional operating and maintenance costs, including higher rates charged by for service providers and costs to purchase, operate and maintain emissions control systems, acquire emission allowances, allowances or credits, pay taxes or fees for methane and other GHG emissions or carbon emissions and comply with new regulatory or reporting requirements.
Read it in 10-K 2026-02-18 at sec.gov ↗
RewordedRisk Factors
In addition, in the case of acquisitions, including the CrownRock Acquisition, difficulties in integrating businesses and/or or employees may result in the failure to realize anticipated results, benefits, benefits and synergies in the expected timeframes, timeframes and in operational challenges, and in the diversion of management’s attention from ongoing business concerns, as well as in unforeseen expenses associated with the acquisitions, which may have an adverse impact on Occidental’s financial results. challenges.
Read it in 10-K 2026-02-18 at sec.gov ↗
RewordedRisk Factors
If the settlement payment is ultimately determined not to be deductible, Occidental the Company would be required to repay the tentative cash tax refund Anadarko received, plus other related cash tax benefits received related to the $5.2 billion deduction, received, plus interest, which as of December 31, 2024 totaled approximately $2.1 billion and could have a material adverse effect on its liquidity and consolidated balance sheets. applicable interest.
Read it in 10-K 2026-02-18 at sec.gov ↗
RewordedRisk Factors
The process of estimating oil However, those procedures and natural gas reserves, however, is methods are complex and requires require significant decisions and assumptions in the evaluation of available geological, geophysical, engineering and economic data for each reservoir and is the resulting estimated oil and gas reserves are therefore inherently uncertain. uncertain and may be estimated differently by different engineers, even when analyzing the same data.
Read it in 10-K 2026-02-18 at sec.gov ↗
RewordedRisk Factors
In accordance with Accounting Standards Codification (ASC) ASC Topic 740’s guidance on the accounting for uncertain tax positions, as of December 31, 2024, Occidental had the Company has not recorded no a tax benefit on for the tentative cash tax refund or for the additional cash tax benefits realized from the utilization of $881 million. tax attributes associated with the claimed deduction.
Read it in 10-K 2026-02-18 at sec.gov ↗
RewordedRisk Factors
Future legislation or regulatory programs or market changes could also increase the cost of consuming, consuming or reduce demand for the Company’s products and thereby reduce demand for, oil, NGL, natural gas or other products produced by Occidental’s businesses and lower the value of its reserves. the Company’s reserves, potentially resulting in impairments.
Read it in 10-K 2026-02-18 at sec.gov ↗
RewordedRisk Factors
Occidental’s ability The Company’s future access to obtain additional financing capital markets and/or availability at favorable terms or refinancing at all will be subject to a number of factors, including general economic and market conditions such as rising interest rates, inflation or unstable or illiquid market conditions, Occidental’s performance, investor sentiment, risks impacting financial institutions and or the credit markets more broadly and Occidental’s and/or the Company’s performance, credit ratings or ability to meet existing debt compliance requirements. obligations.
Read it in 10-K 2026-02-18 at sec.gov ↗
RewordedRisk Factors
Occidental Anadarko’s Tronox settlement may not be deductible for income tax purposes and the Company may be required to repay the tax refund Anadarko received in 2016 related to the deduction of the Tronox settlement payment, which may have a material adverse effect on Occidental’s results of operations, liquidity and financial condition. payment.
Read it in 10-K 2026-02-18 at sec.gov ↗
RewordedRisk Factors
Moreover, laws and regulations governing cybersecurity and data privacy and the unauthorized disclosure of confidential confidential, regulated or protected information pose increasingly complex compliance challenges and potential costs, and any failure to comply with these requirements or other applicable laws and regulations in this area could result in significant regulatory penalties or other legal liabilities.
Read it in 10-K 2026-02-18 at sec.gov ↗
RewordedRisk Factors
Compliance costs and liabilities associated with health, Health, safety and environmental laws and regulations and climate-related policies could have a material adverse effect on Occidental’s or its subsidiaries’ businesses, the Company’s financial condition and condition, results of operations. operations and cash flows.
Read it in 10-K 2026-02-18 at sec.gov ↗
RewordedRisk Factors
Acquisitions, divestitures and other transactions may cause Occidental’s financial results to differ from the Company’s expectations or the expectations of the investment community, Occidental investors’ expectations, may not achieve the deliver anticipated benefits of such transactions, and such transactions may could disrupt the Company’s current plans or operations.
Read it in 10-K 2026-02-18 at sec.gov ↗
RewordedRisk Factors
Occidental’s businesses The Company’s domestic and international operations are subject to, to extensive laws and regulations and may be adversely affected by, by the actions and decisions of many federal, state, local and international governments governments, political interests and political interests. advocacy groups.
Read it in 10-K 2026-02-18 at sec.gov ↗
AddedMD&A
The Company’s costs are influenced by inflationary trends, market conditions, the availability and cost of oilfield services, electricity, and CO₂, and other operational expenditures. In April 2025, a U.S. tariff policy was announced that imposed a 10% base tariff rate on most imports, with higher rates applied to certain countries. Since then, the U.S. has negotiated trade deals, and certain tariff rates have been adjusted or paused amid ongoing litigation. These tariffs may increase the Company’s supplier costs and affect demand and prices for its products. The Company works to manage inflation impacts by capitalizing on operational efficiencies, locking in pricing on longer-term contracts and working closely with vendors to secure the supply of critical materials. Seasonality is not a primary driver of changes in the Company’s consolidated quarterly earnings.
Read it in 10-K 2026-02-18 at sec.gov ↗
AddedMD&A
■Advance integrated technologies in CO2, power and midstream to enable differentiated resource recovery and value.
Read it in 10-K 2026-02-18 at sec.gov ↗
AddedMD&A
In October 2025, the Company announced entry into a purchase and sale agreement with Berkshire Hathaway to sell all of the issued and outstanding equity interests in OxyChem in an all-cash transaction for $9.7 billion. The sale was completed on January 2, 2026, resulting in an estimated gain of $3.2 billion, net of taxes and subject to post-closing adjustments. As a result, OxyChem’s results of operations, cash flows and the related retained liabilities and indemnification obligations are reported as discontinued operations in the Company’s Consolidated Statements of Operations and Cash Flows for all periods presented, with its assets and liabilities reclassified as held for sale in the Company’s Consolidated Balance Sheets.
Read it in 10-K 2026-02-18 at sec.gov ↗
AddedMD&A
An Occidental subsidiary, Environmental Resource Holdings, LLC (ERH), has retained legacy tort claims and environmental liabilities primarily associated with historical operations outside of the footprint of the operating facilities that were sold. Glenn Springs Holdings, Inc. will continue to manage the remedial activities at environmental sites on behalf of ERH. The Company expects to expend funds for remediation over many years based on the approved workplans.
Read it in 10-K 2026-02-18 at sec.gov ↗
AddedMD&A
In 2025, the Company invested $5.6 billion in high-return oil and gas assets to generate long-term free cash flow throughout the commodity cycle. In the midstream and marketing segment, the Company invested $0.7 billion before contributions from noncontrolling interest, primarily related to STRATOS.
Read it in 10-K 2026-02-18 at sec.gov ↗
AddedMD&A
In 2025, the Company used proceeds from divestitures and cash on hand to repay approximately $4.0 billion of debt. Subsequent to December 31, 2025, but before the date of this filing, the Company used proceeds from the OxyChem Transaction to pay or satisfy and discharge an additional $5.4 billion of debt.
Read it in 10-K 2026-02-18 at sec.gov ↗
AddedMD&A
■Completed construction of STRATOS central processing facilities and obtained Class VI permits to sequester CO2, with operations expected to begin in 2026.
Read it in 10-K 2026-02-18 at sec.gov ↗
AddedMD&A
■Actively progressed its sequestration hub plans, with five sequestration hubs in various stages of development primarily in the Permian Basin and across the Texas and Louisiana Gulf Coast; and
Read it in 10-K 2026-02-18 at sec.gov ↗
AddedMD&A
■Implemented emissions reduction projects involving hundreds of facilities and wells and thousands of pieces of equipment across its oil and gas operations.
Read it in 10-K 2026-02-18 at sec.gov ↗
AddedMD&A
■Financial Leverage- Reduce debt to achieve metrics consistent with an investment grade credit rating.
Read it in 10-K 2026-02-18 at sec.gov ↗
AddedMD&A
■Using secondary and tertiary recovery techniques in mature fields and leveraging the Company’s EOR position, experience and infrastructure to extend U.S. unconventional resources; and
Read it in 10-K 2026-02-18 at sec.gov ↗
AddedMD&A
As part of its Gulf of America 2.0 program (GOA 2.0), the Company successfully implemented several state-of-the-art artificial lift projects, including down-hole gas-lift and caisson electric submersible pumps at its Horn Mountain platform in 2025, delivering some of the highest margin production in the Company’s portfolio. In addition, the Company’s asset development and facilities teams began implementation of several GOA 2.0 growth projects to significantly increase recovery from the Company’s existing producing oil and gas reservoirs with the first water injection at Marlin planned to be on stream in Summer 2026 and at Horn Mountain in 2027. Several major secondary recovery uplift projects and new horizontal/extended reach well opportunities will continue implementation in 2026 onwards.
Read it in 10-K 2026-02-18 at sec.gov ↗
RemovedMD&A
Occidental’s operations, financial condition, cash flows and levels of expenditures are highly dependent on oil prices and, to a lesser extent, NGL and natural gas prices, Midland-to-Gulf-Coast oil spreads, chemical product prices and inflationary pressures in the macro-economic environment. In 2024, compared to 2023, the average annual WTI price per barrel decreased to $75.72 from $77.64, and the average annual Brent price per barrel decreased to $79.79 from $82.25. It is expected that the price of oil will be volatile for the foreseeable future given the current geopolitical risks, impact of the evolving macro-economic environment on energy demand, future actions by OPEC and non-OPEC oil producing countries, geopolitical risks, and the U.S. Government's management of the U.S. Strategic Petroleum Reserve. Seasonality is not a primary driver of changes in Occidental's consolidated quarterly earnings.
Read it in 10-K 2025-02-18 at sec.gov ↗
RemovedMD&A
Occidental works to manage inflation impacts by capitalizing on operational efficiencies, locking in pricing on longer term contracts and working closely with vendors to secure the supply of critical materials. As of December 31, 2024, approximately 89% of Occidental's outstanding debt was fixed rate.
Read it in 10-K 2025-02-18 at sec.gov ↗
RemovedMD&A
■ Advance technologies and decarbonization solutions to develop a sustainable low-carbon business; and
Read it in 10-K 2025-02-18 at sec.gov ↗
RemovedMD&A
In 2024, Occidental invested $7.0 billion in high-return assets to generate long-term free cash flow throughout the commodity cycle. In addition, Occidental completed its $12.4 billion acquisition of CrownRock. In 2025, Occidental intends to complete the full integration of CrownRock assets, personnel and systems, as well as make progress towards the completion of asset divestitures announced in conjunction with the CrownRock Acquisition.
Read it in 10-K 2025-02-18 at sec.gov ↗
RemovedMD&A
■STRATOS construction is progressing on schedule, with commissioning and start-up of operations expected in mid-2025;
Read it in 10-K 2025-02-18 at sec.gov ↗
RemovedMD&A
■Actively progressed its sequestration hub plans, including drilling stratigraphic data wells at multiple sequestration hub site locations, submitting 21 cumulative Class VI CO2 injection well permit applications across its five proposed hub sites by year-end 2024, and signing award contracts in 2024 with the DOE for two of Occidental’s sequestration hubs that were awarded grants under the DOE’s Carbon Storage Assurance Facility Enterprise Initiative in 2023; and
Read it in 10-K 2025-02-18 at sec.gov ↗
RemovedMD&A
■Achieved a global 80% reduction in routine flaring of gas in 2024 from its 2020 baseline through a rich gas injection project that recovers flared gas for injection for enhanced oil production and commissioning additional compression in Oman in 2024 while U.S. oil and gas operations sustained zero routine flaring.
Read it in 10-K 2025-02-18 at sec.gov ↗
RemovedMD&A
■Credit rating - Improve financial leverage to a level well within investment grade credit metrics.
Read it in 10-K 2025-02-18 at sec.gov ↗
RemovedMD&A
In August 2024, Occidental acquired CrownRock for total consideration of $12.4 billion, consisting of $9.4 billion of cash consideration (inclusive of certain working capital and other customary purchase price adjustments), 29.6 million shares of common stock of Occidental, and the assumption of $1.2 billion of existing debt of CrownRock, adding to Occidental's oil and gas portfolio in the Permian Basin.
Read it in 10-K 2025-02-18 at sec.gov ↗
RemovedMD&A
The Permian Basin’s concentration of large conventional reservoirs, strong CO2 flooding performance and the expansive CO2 transportation and processing infrastructure has resulted in decades of high-value enhanced oil production.
Read it in 10-K 2025-02-18 at sec.gov ↗
RemovedMD&A
Occidental’s Asset Development teams made significant progress in developing new plans to significantly expand the recovery from Occidental’s producing oil and gas reservoirs. Several major secondary recovery uplift projects, as well as new horizontal/extended reach well opportunities, will be ready to begin implementation in 2025 onwards.
Read it in 10-K 2025-02-18 at sec.gov ↗
RemovedMD&A
In 2025, Occidental will continue to enhance production by adding extended and dual laterals, stimulating wells with the OXY JETTINGTM wellbore stimulation system, and expanding thermal conformance. Occidental will also continue to execute projects in Oman targeting emissions reductions.
Read it in 10-K 2025-02-18 at sec.gov ↗
RewordedMD&A
Occidental’s Factors that could cause results to differ from those projected or assumed in any forward-looking statement include, but are not limited to: general economic conditions, including slowdowns and recessions, domestically or internationally; the Company’s indebtedness and other payment obligations, including the need to generate sufficient cash flows to fund operations; the Company’s ability to successfully monetize select assets and repay or refinance debt and the impact of changes in Occidental’s the Company’s credit ratings or future increases in interest rates; assumptions about energy markets; global and local commodity and commodity-futures pricing fluctuations and volatility; supply and demand considerations for, and the prices of, Occidental’s the Company’s products and services; actions by OPEC and non-OPEC oil producing countries; results from operations and competitive conditions; future impairments of Occidental's the Company’s proved and unproved oil and gas properties or equity investments, or write-downs of productive assets, causing charges to earnings; unexpected changes in costs; government actions (including the effects of announced or future tariff increases and other geopolitical, trade, tariff, fiscal and regulatory uncertainties), war (including the Russia-Ukraine war and conflicts in the Middle East) and political conditions and events (such as in Latin America); inflation, its impact on markets and economic activity and related monetary policy actions by governments in response to inflation; availability of capital resources, levels of capital expenditures and contractual obligations; the regulatory approval environment, including Occidental's the Company’s ability to timely obtain or maintain permits or other government approvals, including those necessary for drilling and/or development projects; the Company’s ability to successfully complete, or any material delay of, field developments, expansion projects, capital expenditures, efficiency projects, acquisitions or divestitures; risks associated with acquisitions, mergers and joint ventures, such as difficulties integrating businesses, uncertainty associated with financial projections or projected synergies, restructuring, increased costs and adverse tax consequences; uncertainties and liabilities associated with acquired and divested properties and businesses, including retained liabilities and indemnification obligations associated with the chemical business; uncertainties about the estimated quantities of oil, NGL and natural gas reserves; lower-than-expected production from development projects or acquisitions; the Company’s ability to realize the anticipated benefits from prior or future streamlining actions to reduce fixed costs, simplify or improve processes and improve the Company’s competitiveness; exploration, drilling and other operational risks; disruptions to, capacity constraints in, or other limitations on the pipeline systems that deliver the Company’s oil and natural gas and other processing and transportation considerations; volatility in the securities, capital or credit markets, including capital market disruptions and instability of financial institutions;
Read it in 10-K 2026-02-18 at sec.gov ↗
RewordedMD&A
Occidental's HSE risks, costs and liability under existing or future federal, regional, state, provincial, tribal, local and international HSE laws, regulations and litigation (including related to climate change or remedial actions or assessments); legislative or regulatory changes, including changes relating to hydraulic fracturing or other oil and natural gas operations, retroactive royalty or production tax regimes, and deep-water and onshore drilling and permitting regulations; the Company’s ability to recognize intended benefits from its business strategies and initiatives, such as Occidental's the OxyChem Transaction, the Company’s low-carbon ventures businesses or and announced GHG emissions reduction targets or net-zero goals; changes in government grant or loan programs; potential liability resulting from pending or future litigation, government investigations and other proceedings; disruption or interruption of production or manufacturing or facility damage due to accidents, chemical releases, labor unrest, weather, power outages, natural disasters, cyber-attacks, terrorist acts or insurgent activity; the scope and duration of global or regional health pandemics or epidemics, epidemics and actions taken by government authorities and other third parties in connection therewith; the creditworthiness and performance of Occidental's the Company’s counterparties, including financial institutions, operating partners and other parties; failure of risk management; the Company’s ability to retain and hire key personnel; supply, transportation and labor constraints; reorganization or restructuring of the Company’s operations; changes in state, federal or international tax rates, deductions, incentives or credits; and actions by third parties that are beyond the Company’s control.
Read it in 10-K 2026-02-18 at sec.gov ↗
RewordedMD&A
For purposes of the its current capital plan, Occidental the Company will continue to focus on allocating capital to high-return assets with the flexibility to adjust based on fluctuations in adapt to market conditions including commodity prices, current economic conditions, such as price fluctuations, supply chain constraints, tariffs, higher interest rates, global logistics and high persistent inflation, all of which has continued to disrupt global supply and demand balances, with the goal of keeping returns well above its cost of capital. balances.
Read it in 10-K 2026-02-18 at sec.gov ↗
RewordedMD&A
Other operating and non-operating expense increased in 2024, 2025, compared to 2023, 2024, primarily due to changes in the receivable valuation allowance related to environmental remediation, which was reduced by $260 million for the Maxus Liquidating Trust in 2023, as well as higher compensation costs costs, adjustments to legal reserves, and increased research and development activities in OLCV in 2024. activities.
Read it in 10-K 2026-02-18 at sec.gov ↗
RewordedMD&A
As of December 31, 2024, the date of this filing, the principal debt outstanding was $24.4 approximately $15 billion, of which $1.0 billion $24 million is due in in 2025, $4.1 billion in 2026, $1.5 billion $48 million in 2027, $0.9 billion $14 million in 2028, $367 million in 2029 and $16.9 $14.6 billion due in 2029 2030 and thereafter.
Read it in 10-K 2026-02-18 at sec.gov ↗
RewordedMD&A
In 2024, 2025, compared to 2023, 2024, the average daily annual WTI price per barrel of WTI crude decreased to $75.72 $64.81 from $77.64, $75.72, and the average daily annual Brent price per barrel decreased to $79.79 $68.18 from $82.25 and the average daily NYMEX natural gas price per MMcf decreased to $2.34 from $2.94. $79.79.
Read it in 10-K 2026-02-18 at sec.gov ↗
RewordedMD&A
Domestic oil and gas results, excluding significant items affecting comparability, decreased in 2024, 2025, compared to 2023, 2024, primarily due to lower realized oil and natural gas prices, partially offset by higher sales volumes across all commodities, oil volumes, largely driven by a full year of production in 2025 related to the CrownRock Acquisition. Acquisition, which closed in August 2024, and higher realized domestic gas prices.
Read it in 10-K 2026-02-18 at sec.gov ↗
RewordedMD&A
Further negative Approximately 238 MMboe of the positive revisions of 49 MMboe were primarily associated with updates based on reservoir performance, primarily due to negative positive performance revisions in the Permian Basin (46 MMboe) and international assets (31 MMboe) that were partially offset by positive performance revisions in GOA (33 (242 MMboe).
Read it in 10-K 2026-02-18 at sec.gov ↗
RewordedMD&A
In 2024, Occidental’s 2025, the Company’s revisions of previous estimates of proved reserves were positive 170 161 MMboe, which were composed of 112 MMboe of positive revisions related to additions associated with infill development projects (115 MMboe), changes in economic conditions (131 MMboe), and updates based on reservoir performance of 152 MMboe. the Oman contract extension (61 MMboe).
Read it in 10-K 2026-02-18 at sec.gov ↗
RewordedMD&A
INDEX PAGE Current Business Outlook and Strategy 28 22 Oil and Gas Segment 30 Chemical Segment 39 24 Midstream and Marketing Segment 40 34 Segment Results of Operations and Items Affecting Comparability 42 Income Taxes 47 36 Consolidated Results of Operations 48 39 Income Taxes 42 Liquidity and Capital Resources 49 43 Lawsuits, Claims, Commitments and Contingencies 51 45 Environmental Expenditures 52 46 Global Investments 52 46 Critical Accounting Policies and Estimates 53 47 Safe Harbor Discussion Regarding Outlook and Other Forward-Looking Data 57 51
Read it in 10-K 2026-02-18 at sec.gov ↗
RewordedMD&A
In 2024, Occidental 2025, the Company purchased PUD reserves of 305 1 MMboe primarily consisting of development projects in the Permian Midland Basin related to acreage trades and sold 23 MMboe consisting of development projects primarily related to certain non-strategic assets in the CrownRock Acquisition. Permian Basin.
Read it in 10-K 2026-02-18 at sec.gov ↗
RewordedMD&A
As a result of this legal entity reorganization, management made This reorganization resulted in the Company making an adjustment to the tax basis in a portion of its operating assets, thus reducing Occidental’s deferred tax liabilities. liabilities and recording a $2.7 billion tax benefit in 2022.
Read it in 10-K 2026-02-18 at sec.gov ↗
