← Filings of VLO
Table 1 after “TABLE OF CONTENTS”
| | PAGE |
| PART I | | 1 |
| Items 1. and 2. | Business and Properties | 1 |
| Our Business | 1 |
| Our Comprehensive Liquid Fuels Strategy | 1 |
| Environmental Management Systems | 5 |
| Our Operations | 6 |
| Government Regulations | 13 |
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Table 2 after “Our 15 petroleum refineries are located in the U.S., Canada, and the U.K., and they have a combined feedstock throughput capacity of approxi”
| Refinery | Location | Throughput Capacity (a) (BPD) |
| U.S.: | | |
| Benicia (b) | California | 170,000 |
| Wilmington | California | 135,000 |
| Meraux | Louisiana | 135,000 |
| St. Charles | Louisiana | 340,000 |
| Ardmore | Oklahoma | 90,000 |
| Memphis | Tennessee | 195,000 |
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Table 3 after “The following table presents the locations of our ethanol plants, their annual production capacities for ethanol (in millions of gallons) an”
| State | City | Ethanol Production Capacity | DDG Production Capacity | Corn Processing Capacity |
| Indiana | Bluffton | 140 | 368,000 | 49 |
| Linden | 140 | 368,000 | 49 |
| Mount Vernon | 100 | 263,000 | 35 |
| Iowa | Albert City | 140 | 368,000 | 49 |
| Charles City | 165 | 434,000 | 57 |
| Fort Dodge | 150 | 394,000 | 52 |
| Hartley | 150 | 394,000 | 52 |
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Table 4 after “On December 31, 2025, we had 9,811 employees. These employees were located in the following countries:”
| Country | Number of Employees |
| U.S. | 8,182 |
| Canada | 638 |
| U.K. and Ireland | 821 |
| Mexico and Peru | 170 |
| Total | 9,811 |
Table 5 after “3b-7 under the Securities Exchange Act of 1934) as of the date of this report. There is no arrangement or understanding between any executiv”
| Name | Current Position | Age as ofDecember 31,2025 |
| R. Lane Riggs | Chairman of the Board, Chief Executive Officer and President | 60 |
| Harminder S.“Homer” Bhullar | Senior Vice President and Chief Financial Officer | 45 |
| Gary K. Simmons | Executive Vice President and Chief Operating Officer | 61 |
| Richard J. Walsh | Executive Vice President and General Counsel | 60 |
| Eric A. Fisher | Senior Vice President Product Supply, Trading and Wholesale | 57 |
Table 6 after “The following table discloses purchases of shares of our common stock made by us or on our behalf during the fourth quarter of 2025.”
| Period | Total Number of Shares Purchased (a) | Average Price Paid per Share (b) | | Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs | Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs (c) | |
| October 2025 | 73,565 | | $171.14 | | — | $2.8 billion |
| November 2025 | 1,612,991 | | $175.92 | | 1,588,344 | $2.5 billion |
| December 2025 | 4,663,575 | | $167.86 | | 4,659,105 | $1.7 billion |
| Total | 6,350,131 | | $169.94 | | 6,247,449 | $1.7 billion |
Table 7 after “Among Valero, the S&P 500 Index, and Peer Group”
| As of December 31, | | | | | | | | | |
| 2020 | 2021 | | 2022 | 2023 | 2024 | | 2025 | | |
| Valero common stock | $100.00 | | $140.33 | | $245.61 | | $260.04 | | $252.46 | $346.01 |
| S&P 500 Index | 100.00 | | 128.71 | | 105.40 | | 133.10 | | 166.40 | 196.16 |
| Peer Group | 100.00 | | 153.44 | | 256.82 | | 278.17 | | 253.25 | 251.49 |
| Year Ended December 31, | | | | |
| 2025 | 2024 | | Change | |
| Refining segment: | | | | | |
| Operating income | $4,040 | | $3,971 | | $69 |
| Adjusted operating income | 5,273 | | 3,988 | | 1,285 |
| Renewable Diesel segment: | | | | | |
| Operating income (loss) | (156) | | 507 | | (663) |
| Ethanol segment: | | | | | |
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Table 9 after “(millions of dollars)”
| Year Ended December 31, 2025 | | | | | | | |
| Refining | Renewable Diesel | | Ethanol | Corporate and Eliminations | Total | | |
| Revenues: | | | | | | | | |
| Revenues from external customers | $116,158 | | $2,508 | | $4,021 | | $— | $122,687 |
| Intersegment revenues | 8 | | 2,089 | | 956 | | (3,053) | — |
| Total revenues | 116,166 | | 4,597 | | 4,977 | | (3,053) | 122,687 |
| Cost of sales: | | | | | | | | |
| Cost of materials and other (a) | 96,080 | | 4,178 | | 3,913 | | (3,075) | 101,096 |
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Table 10 after “(millions of dollars)”
| Year Ended December 31, 2024 | | | | | | | |
| Refining | Renewable Diesel | | Ethanol | Corporate and Eliminations | Total | | |
| Revenues: | | | | | | | | |
| Revenues from external customers | $123,853 | | $2,410 | | $3,618 | | $— | $129,881 |
| Intersegment revenues | 10 | | 2,656 | | 868 | | (3,534) | — |
| Total revenues | 123,863 | | 5,066 | | 4,486 | | (3,534) | 129,881 |
| Cost of sales: | | | | | | | | |
| Cost of materials and other | 106,638 | | 3,944 | | 3,558 | | (3,524) | 110,616 |
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Table 11 after “Average Market Reference Prices and Differentials”
| Year Ended December 31, | | |
| 2025 | 2024 | |
| Refining | | | |
| Feedstocks (dollars per barrel) | | | |
| Brent crude oil | $68.18 | | $79.79 |
| Brent less West Texas Intermediate (WTI) crude oil | 3.29 | | 3.95 |
| Brent less WTI Houston crude oil | 2.29 | | 2.48 |
| Brent less Dated Brent crude oil | (0.82) | | (0.91) |
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Table 12 after “Average Market Reference Prices and Differentials (continued)”
| Year Ended December 31, | | |
| 2025 | 2024 | |
| Renewable Diesel | | | |
| New York Mercantile Exchange ULS diesel (dollars per gallon) | $2.31 | | $2.44 |
| Biodiesel RIN (dollars per RIN) | 1.01 | | 0.59 |
| California LCFS (dollars per metric ton) | 56.36 | | 60.19 |
| U.S. Gulf Coast (USGC) used cooking oil (dollars per pound) | 0.56 | | 0.43 |
| USGC DCO (dollars per pound) | 0.58 | | 0.48 |
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Table 13 after “The following table includes selected financial data for the total company, corporate, and other for 2025 and 2024. The selected financial d”
| Year Ended December 31, | | | | |
| 2025 | 2024 | | Change | |
| Revenues | $122,687 | | $129,881 | | $(7,194) |
| Cost of sales (see notes (a) and (c)) | 117,255 | | 125,076 | | (7,821) |
| Asset impairment loss (see note (d)) | 1,131 | | — | | 1,131 |
| Operating income | 3,181 | | 3,755 | | (574) |
| Adjusted operating income (see note (f)) | 4,414 | | 3,799 | | 615 |
| Other income, net | 380 | | 499 | | (119) |
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Table 14 after “The following table includes selected financial and operating data of our Refining segment for 2025 and 2024. The selected financial data is”
| Year Ended December 31, | | | | |
| 2025 | 2024 | | Change | |
| Operating income | $4,040 | | $3,971 | | $69 |
| Adjusted operating income (see note (f)) | 5,273 | | 3,988 | | 1,285 |
| Refining margin (see note (f)) | 13,403 | | 11,325 | | 2,078 |
| Operating expenses (excluding depreciation and amortizationexpense reflected below) | 5,426 | | 4,946 | | 480 |
| Adjusted operating expenses (excluding depreciation andamortization expense reflected below) (see note (f)) | 5,376 | | 4,946 | | 430 |
| Depreciation and amortization expense | 2,754 | | 2,391 | | 363 |
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Table 15 after “The following table includes selected financial and operating data of our Renewable Diesel segment for 2025 and 2024. The selected financial”
| Year Ended December 31, | | | | |
| 2025 | 2024 | | Change | |
| Operating income (loss) | $(156) | | $507 | | $(663) |
| Renewable Diesel margin (see note (f)) | 419 | | 1,122 | | (703) |
| Operating expenses (excluding depreciation and amortizationexpense reflected below) | 308 | | 350 | | (42) |
| Depreciation and amortization expense | 267 | | 265 | | 2 |
| Sales volumes (thousand gallons per day) (see note (h)) | 2,748 | | 3,530 | | (782) |
Table 16 after “The following table includes selected financial and operating data of our Ethanol segment for 2025 and 2024. The selected financial data is ”
| Year Ended December 31, | | | | |
| 2025 | 2024 | | Change | |
| Operating income | $374 | | $288 | | $86 |
| Adjusted operating income (see note (f)) | 374 | | 315 | | 59 |
| Ethanol margin (see note (f)) | 1,064 | | 928 | | 136 |
| Operating expenses (excluding depreciation and amortizationexpense reflected below) | 611 | | 536 | | 75 |
| Depreciation and amortization expense | 79 | | 77 | | 2 |
| Production volumes (thousand gallons per day) (see note (h)) | 4,611 | | 4,538 | | 73 |
Table 17 after “is defined as Refining segment operating income excluding the LIFO liquidation adjustment, operating expenses (excluding depreciation and am”
| Year Ended December 31, | | |
| 2025 | 2024 | |
| Reconciliation of Refining operating incometo Refining margin | | | |
| Refining operating income | $4,040 | | $3,971 |
| Adjustments: | | | |
| LIFO liquidation adjustment (see note (a)) | 37 | | — |
| Operating expenses (excluding depreciation and amortization expense) (see note (c)) | 5,426 | | 4,946 |
| Depreciation and amortization expense | 2,754 | | 2,391 |
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Table 18 after “is defined as Renewable Diesel segment operating income (loss) excluding operating expenses (excluding depreciation and amortization expense”
| Year Ended December 31, | | |
| 2025 | 2024 | |
| Reconciliation of Renewable Diesel operating income (loss) to Renewable Diesel margin | | | |
| Renewable Diesel operating income (loss) | $(156) | | $507 |
| Adjustments: | | | |
| Operating expenses (excluding depreciation and amortization expense) | 308 | | 350 |
| Depreciation and amortization expense | 267 | | 265 |
| Renewable Diesel margin | $419 | | $1,122 |
Table 19 after “is defined as Ethanol segment operating income excluding operating expenses (excluding depreciation and amortization expense), depreciation ”
| Year Ended December 31, | | |
| 2025 | 2024 | |
| Reconciliation of Ethanol operating income to Ethanol margin | | | |
| Ethanol operating income | $374 | | $288 |
| Adjustments: | | | |
| Operating expenses (excluding depreciation and amortization expense) | 611 | | 536 |
| Depreciation and amortization expense | 79 | | 77 |
| Other operating expenses | — | | 27 |
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Table 20 after “is defined as Refining segment operating income excluding the LIFO liquidation adjustment, employee retention and separation costs, the asse”
| Year Ended December 31, | | |
| 2025 | 2024 | |
| Reconciliation of Refining operating incometo adjusted Refining operating income | | | |
| Refining operating income | $4,040 | | $3,971 |
| Adjustments: | | | |
| LIFO liquidation adjustment (see note (a)) | 37 | | — |
| Employee retention and separation costs (see note (c)) | 50 | | — |
| Asset impairment loss (see note (d)) | 1,131 | | — |
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Table 21 after “is defined as Ethanol segment operating income excluding other operating expenses, as reflected in the table below.”
| Year Ended December 31, | | |
| 2025 | 2024 | |
| Reconciliation of Ethanol operating income to adjusted Ethanol operating income | | | |
| Ethanol operating income | $374 | | $288 |
| Adjustment: Other operating expenses | — | | 27 |
| Adjusted Ethanol operating income | $374 | | $315 |
Table 22 after “is defined as total company operating income excluding the LIFO liquidation adjustment, employee retention and separation costs, the asset i”
| Year Ended December 31, | | |
| 2025 | 2024 | |
| Reconciliation of total company operating income to adjusted operating income | | | |
| Total company operating income | $3,181 | | $3,755 |
| Adjustments: | | | |
| LIFO liquidation adjustment (see note (a)) | 37 | | — |
| Employee retention and separation costs (see note (c)) | 50 | | — |
| Asset impairment loss (see note (d)) | 1,131 | | — |
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Table 23 after “is defined as Refining segment operating expenses (excluding depreciation and amortization expense) excluding employee retention and separat”
| Year Ended December 31, | | |
| 2025 | 2024 | |
| Reconciliation of Refining operating expenses (excludingdepreciation and amortization expense) to adjustedRefining operating expenses (excluding depreciationand amortization expense) | | | |
| Operating expenses (excluding depreciation and amortizationexpense) | $5,426 | | $4,946 |
| Adjustment: Employee retention and separation costs (seenote (c)) | (50) | | — |
| Adjusted Refining operating expenses (excludingdepreciation and amortization expense) | $5,376 | | $4,946 |
Table 24 after “Our liquidity consisted of the following as of December 31, 2025 (in millions):”
| Available capacity from our committed facilities (a): | |
| Valero Revolver | $3,998 |
| Accounts receivable sales facility | 1,300 |
| Total available capacity | 5,298 |
| Cash and cash equivalents (b) | 4,460 |
| Total liquidity | $9,758 |
Table 25 after “Components of our cash flows are set forth below (in millions):”
| Year Ended December 31, | | |
| 2025 | 2024 | |
| Cash flows provided by (used in): | | | |
| Operating activities | $5,826 | | $6,683 |
| Investing activities | (1,845) | | (1,981) |
| Financing activities: | | | |
| Debt issuance and borrowings | 7,574 | | 7,137 |
| Repayments of debt and finance lease obligations | (7,668) | | (7,785) |
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Table 26 after “The following table reflects our expected capital investments for the year ending December 31, 2026 by nature of the project and segment, al”
| Year EndingDecember 31,2026 (a) | | Year Ended December 31, | | |
| | 2025 | | 2024 | |
| Capital investments by nature of the project (b): | | | | | |
| Sustaining capital investments | $1,425 | | | $1,685 | $1,682 |
| Growth capital investments | 300 | | | 203 | 375 |
| Total capital investments | $1,725 | | | $1,888 | $2,057 |
| Capital investments by segment: | | | | | |
| Refining | $1,545 | | | $1,609 | $1,635 |
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Table 27 after “Capital investments attributable to Valero by nature of the project are as follows (in millions):”
| Year EndingDecember 31,2026 | | Year Ended December 31, | | |
| | 2025 | | 2024 | |
| Sustaining capital investments | $1,400 | | | $1,607 | $1,634 |
| Growth capital investments | 300 | | | 190 | 254 |
| Capital investments attributable to Valero | $1,700 | | | $1,797 | $1,888 |
Table 28 after “The following table (in millions) reconciles our capital investments to capital investments attributable to Valero for the years ended Decem”
| Year Ended December 31, | | |
| 2025 | 2024 | |
| Reconciliation of capital investmentsto capital investments attributable to Valero | | | |
| Capital expenditures (excluding VIEs) | $719 | | $649 |
| Capital expenditures of VIEs: | | | |
| DGD | 71 | | 250 |
| Other VIEs | 6 | | 8 |
| Deferred turnaround and catalyst cost expenditures(excluding VIEs) | 990 | | 1,079 |
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Table 29 after “Below is a summary of our contractual obligations (in millions) as of December 31, 2025 that are expected to be paid within the next year an”
| Payments Due by Period | | | | |
| Short-Term | Long-Term | | Total | |
| Debt obligations (a) | $695 | | $7,636 | | $8,331 |
| Interest payments related to debt obligations (b) | 421 | | 4,003 | | 4,424 |
| Operating lease liabilities (c) | 457 | | 889 | | 1,346 |
| Finance lease obligations (c) | 361 | | 3,036 | | 3,397 |
| Other long-term liabilities (d) | — | | 1,793 | | 1,793 |
| Purchase obligations (e) | 13,904 | | 3,349 | | 17,253 |
Table 30 after “The following tables provide information about our debt instruments (dollars in millions), the fair values of which are sensitive to changes”
| December 31, 2025 (a) | | | | | | | | | | | | | | | |
| Expected Maturity Dates | | | | | | | | | | | | | | | |
| 2026 | 2027 | | 2028 | | 2029 | 2030 | | There- after | | Total | Fair Value | | | | |
| Fixed rate | $672 | $564 | | $1,047 | | $439 | $850 | | $4,736 | | $8,308 | $8,167 | | | | |
| Average interest rate | 4.2% | | 2.2% | | | 4.4% | | 4.0% | | | 6.0% | | 5.5% | | 5.0% | |
| Floating rate | $23 | $— | | | $— | | $— | | | $— | | $— | | $23 | | $23 |
| Average interest rate | 7.8% | | —% | | | —% | | —% | | | —% | | —% | | 7.8% | |
Table 31 after “The following tables provide information about our debt instruments (dollars in millions), the fair values of which are sensitive to changes”
| December 31, 2024 (a) | | | | | | | | | | | | | | | |
| Expected Maturity Dates | | | | | | | | | | | | | | | |
| 2025 | 2026 | | 2027 | | 2028 | 2029 | | There- after | | Total | Fair Value | | | | |
| Fixed rate | $441 | $672 | | $564 | | $1,047 | $439 | | $4,935 | | $8,098 | $7,718 | | | | |
| Average interest rate | 3.2% | | 4.2% | | | 2.2% | | 4.4% | | | 4.0% | | 5.6% | | 4.9% | |
| Floating rate | $58 | $— | | | $— | | $— | | | $— | | $— | | $58 | | $58 |
| Average interest rate | 8.4% | | —% | | | —% | | —% | | | —% | | —% | | 8.4% | |
Table 32 after “(millions of dollars, except par value)”
| December 31, | | |
| 2025 | 2024 | |
| ASSETS | | | |
| Current assets: | | | |
| Cash and cash equivalents | $4,688 | | $4,657 |
| Receivables, net | 9,877 | | 10,708 |
| Inventories | 7,591 | | 7,761 |
| Prepaid expenses and other | 1,054 | | 611 |
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Table 33 after “(millions of dollars, except per share amounts)”
| Year Ended December 31, | | | | |
| 2025 | 2024 | | 2023 | |
| Revenues (a) | $122,687 | | $129,881 | | $144,766 |
| Cost of sales: | | | | | |
| Cost of materials and other | 101,096 | | 110,616 | | 117,367 |
| Taxes other than income taxes | 6,720 | | 5,900 | | 5,720 |
| Operating expenses (excluding depreciation and amortizationexpense reflected below) | 6,344 | | 5,831 | | 6,089 |
| Depreciation and amortization expense | 3,095 | | 2,729 | | 2,658 |
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Table 34 after “(millions of dollars)”
| Year Ended December 31, | | | | |
| 2025 | 2024 | | 2023 | |
| Net income | $2,246 | | $3,006 | | $9,149 |
| Other comprehensive income (loss): | | | | | |
| Foreign currency translation adjustment | 659 | | (546) | | 433 |
| Net gain on pensionand other postretirement benefits | 170 | | 207 | | 30 |
| Net gain (loss) on cash flow hedges | 24 | | (87) | | 90 |
| Other comprehensive income (loss) beforeincome tax expense | 853 | | (426) | | 553 |
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Table 35 after “(millions of dollars, except per share amounts)”
| Valero Energy Corporation Stockholders’ Equity | | | | | | | | | | | | |
| Common Stock | Additional Paid-in Capital | | Treasury Stock | Retained Earnings | Accumulated Other Comprehensive Loss | | Total | Non- controlling Interests | Total Equity | | | |
| Balance as of December 31, 2022 | $7 | | $6,863 | | $(20,197) | | $38,247 | | $(1,359) | | $23,561 | $1,907 | $25,468 |
| Net income | — | | — | | — | | 8,835 | | — | | 8,835 | 314 | 9,149 |
| Dividends on common stock($4.08 per share) | — | | — | | — | | (1,452) | | — | | (1,452) | — | (1,452) |
| Stock-based compensation expense | — | | 94 | | — | | — | | — | | 94 | — | 94 |
| Transactions in connection withstock-based compensation plans | — | | (56) | | 63 | | — | | — | | 7 | — | 7 |
| Purchases of common stock fortreasury | — | | — | | (5,188) | | — | | — | | (5,188) | — | (5,188) |
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Table 36 after “(millions of dollars)”
| Year Ended December 31, | | | | |
| 2025 | 2024 | | 2023 | |
| Cash flows from operating activities: | | | | | |
| Net income | $2,246 | | $3,006 | | $9,149 |
| Adjustments to reconcile net income to net cash provided by operating activities: | | | | | |
| Depreciation and amortization expense | 3,158 | | 2,774 | | 2,701 |
| Gain on early retirement of debt, net | — | | — | | (11) |
| Asset impairment loss | 1,131 | | — | | — |
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Table 37 after “Receivables consisted of the following (in millions):”
| December 31, | | |
| 2025 | 2024 | |
| Receivables from contracts with customers | $6,233 | | $5,812 |
| Receivables from certain purchase and sale arrangements | 2,993 | | 3,939 |
| Receivables before allowance for credit losses | 9,226 | | 9,751 |
| Allowance for credit losses | (19) | | (20) |
| Receivables after allowance for credit losses | 9,207 | | 9,731 |
| Income taxes receivable | 236 | | 272 |
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Table 38 after “Inventories consisted of the following (in millions):”
| December 31, | | |
| 2025 | 2024 | |
| Refinery feedstocks | $1,880 | | $2,167 |
| Refined petroleum products and blendstocks | 4,182 | | 4,016 |
| Renewable diesel feedstocks and products | 809 | | 872 |
| Ethanol feedstocks and products | 314 | | 342 |
| Materials and supplies | 406 | | 364 |
| Inventories | $7,591 | | $7,761 |
Table 39 after “Total lease cost was as follows (in millions):”
| Pipelines, Terminals, and Tanks | | Transportation | | Other | Total | | |
| | Marine | | Rail | | | | |
| Year ended December 31, 2025 | | | | | | | | |
| Finance lease cost: | | | | | | | | |
| Amortization of ROU assets | $303 | | | $— | | $3 | $31 | $337 |
| Interest on lease liabilities | 103 | | | — | | 1 | 8 | 112 |
| Operating lease cost | 186 | | | 200 | | 89 | 42 | 517 |
| Variable lease cost | 102 | | | 29 | | 1 | 9 | 141 |
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Table 40 after “The following table presents additional information related to our operating and finance leases (in millions, except for lease terms and dis”
| December 31, 2025 | December 31, 2024 | | | | |
| Operating Leases | Finance Leases | | Operating Leases | Finance Leases | |
| Supplemental balance sheet information | | | | | | |
| ROU assets, net reflected in the followingbalance sheet line items: | | | | | | |
| Property, plant, and equipment, net | $— | $2,078 | | $— | $2,218 | |
| Deferred charges and other assets, net | 1,072 | — | | 1,098 | — | |
| Total ROU assets, net | $1,072 | $2,078 | | $1,098 | $2,218 | |
| Current lease liabilities reflected in thefollowing balance sheet line items: | | | | | | |
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Table 41 after “As of December 31, 2025, the remaining minimum lease payments due under our long-term leases were as follows (in millions):”
| Operating Leases | Finance Leases | |
| 2026 | $457 | | $361 |
| 2027 | 260 | | 312 |
| 2028 | 166 | | 310 |
| 2029 | 100 | | 280 |
| 2030 | 53 | | 257 |
| Thereafter | 310 | | 1,877 |
| Total undiscounted lease payments | 1,346 | | 3,397 |
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Table 42 after “Major classes of property, plant, and equipment, including assets held under finance leases, consisted of the following (in millions):”
| December 31, | | |
| 2025 | 2024 | |
| Land | $509 | | $500 |
| Crude oil processing facilities | 31,542 | | 34,089 |
| Transportation and terminaling facilities | 6,201 | | 6,013 |
| Waste and renewable feedstocks processing facilities | 3,660 | | 3,616 |
| Corn processing facilities | 1,075 | | 1,058 |
| Administrative buildings | 1,082 | | 1,147 |
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Table 43 after ““Deferred charges and other assets, net” consisted of the following (in millions):”
| December 31, | | |
| 2025 | 2024 | |
| Deferred turnaround and catalyst costs, net | $2,751 | | $2,689 |
| Operating lease ROU assets, net (see Note 5) | 1,072 | | 1,098 |
| Investments in nonconsolidated joint ventures | 684 | | 695 |
| Surplus assets in funded pension plans (see Note 13) | 948 | | 724 |
| Purchased compliance credits | — | | 488 |
| Goodwill | 260 | | 260 |
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Table 44 after “Accrued expenses and other long-term liabilities consisted of the following (in millions):”
| Accrued Expenses | Other Long-Term Liabilities | | | | |
| December 31, | December 31, | | | | |
| 2025 | 2024 | | 2025 | 2024 | |
| Operating lease liabilities (see Note 5) | $419 | | $378 | | $665 | $699 |
| Liability for unrecognized tax benefits | — | | — | | 441 | 429 |
| Defined benefit plan liabilities (see Note 13) | 49 | | 73 | | 423 | 423 |
| Environmental liabilities | 32 | | 45 | | 243 | 261 |
| Wage and other employee-related liabilities | 469 | | 307 | | 104 | 102 |
First 8 of 14 rows. The download has all of them.
Table 45 after “Changes in our asset retirement obligations were as follows (in millions):”
| Year Ended December 31, | | | | |
| 2025 | 2024 | | 2023 | |
| Balance as of beginning of year | $38 | | $37 | | $7 |
| Additions to accrual | 337 | | — | | 1 |
| Revisions in estimated cash flows | — | | 2 | | 28 |
| Accretion expense | 15 | | 2 | | 2 |
| Settlements | (8) | | (3) | | (1) |
| Balance as of end of year | $382 | | $38 | | $37 |
Table 46 after “Debt, at stated values, and finance lease obligations consisted of the following (in millions):”
| Final Maturity | | December 31, | | |
| | 2025 | | 2024 | |
| Credit facilities: | | | | | |
| Valero Revolver | 2030 | | $— | | $— |
| Accounts Receivable Sales Facility | 2026 | | — | | — |
| DGD Revolver | 2026 | | — | | — |
| DGD Loan Agreement | 2026 | | — | | — |
| IEnova Revolver | 2028 | | 23 | | 58 |
First 8 of 37 rows. The download has all of them.
Table 47 after “We had outstanding borrowings, letters of credit issued, and availability under our credit facilities as follows (in millions):”
| | | | December 31, 2025 | | | | | | |
| Facility Amount | Maturity Date | | Outstanding Borrowings | | Letters of Credit Issued (a) | Availability | | | |
| Committed facilities: | | | | | | | | | | |
| Valero Revolver | $4,000 | | October 2030 | | $— | | $2 | | | $3,998 |
| Accounts receivable salesfacility | 1,300 | | July 2026 | | — | | n/a | | 1,300 | |
| Committed facilities of VIEs (b): | | | | | | | | | | |
| DGD Revolver | 400 | | June 2026 | | — | | 29 | | | 371 |
| DGD Loan Agreement (c) | 100 | | June 2026 | | — | | n/a | | 100 | |
First 8 of 13 rows. The download has all of them.
Table 48 after “Activity under our credit facilities was as follows (in millions):”
| Year Ended December 31, | | | | |
| 2025 | 2024 | | 2023 | |
| Borrowings: | | | | | |
| Accounts receivable sales facility | $6,250 | | $6,700 | | $1,750 |
| DGD Revolver | 650 | | 310 | | 550 |
| DGD Loan Agreement | 25 | | 100 | | — |
| IEnova Revolver | — | | 27 | | 120 |
| Repayments: | | | | | |
First 8 of 12 rows. The download has all of them.
Table 49 after “In February 2023, we used cash on hand to purchase and retire a portion of the following notes (in millions):”
| Debt Purchased and Retired | Principal Amount |
| 6.625% Senior Notes due 2037 | $62 |
| 3.650% Senior Notes due 2051 | 26 |
| 4.000% Senior Notes due 2052 | 45 |
| Various other Valero and VLP Senior Notes | 66 |
| Total | $199 |
Table 50 after ““Interest and debt expense, net of capitalized interest” was comprised as follows (in millions):”
| Year Ended December 31, | | | | |
| 2025 | 2024 | | 2023 | |
| Interest and debt expense | $576 | | $580 | | $611 |
| Less: Capitalized interest | 20 | | 24 | | 19 |
| Interest and debt expense, net ofcapitalized interest | $556 | | $556 | | $592 |
Table 51 after “Principal maturities for our debt obligations as of December 31, 2025 were as follows (in millions):”
| 2026 (a) | $695 |
| 2027 | 564 |
| 2028 | 1,047 |
| 2029 | 439 |
| 2030 | 850 |
| Thereafter | 4,736 |
| Net unamortized debt issuance costs and other | (70) |
| Total debt | $8,261 |
Table 52 after “Activity in the number of shares of common stock and treasury stock was as follows (in millions):”
| Common Stock | Treasury Stock | |
| Balance as of December 31, 2022 | 673 | | (301) |
| Transactions in connection withstock-based compensation plans | — | | 1 |
| Purchases of common stock for treasury | — | | (40) |
| Balance as of December 31, 2023 | 673 | | (340) |
| Purchases of common stock for treasury | — | | (19) |
| Balance as of December 31, 2024 | 673 | | (359) |
| Transactions in connection withstock-based compensation plans | — | | 1 |
First 8 of 10 rows. The download has all of them.
Table 53 after “Our Board authorized us to purchase shares of our outstanding common stock under various programs with no expiration dates as follows (in mi”
| Program Name | Authorization Date | Total Cost Authorized | Completion of Authorized Share Purchases | | RemainingAvailable forPurchase as ofDecember 31,2025 | |
| October 2022 Program | October 26, 2022 | $2,500 | | Second quarter of 2023 | | $— |
| February 2023 Program | February 23, 2023 | 2,500 | | Fourth quarter of 2023 | | — |
| September 2023 Program | September 15, 2023 | 2,500 | | Third quarter of 2024 | | — |
| February 2024 Program | February 22, 2024 | 2,500 | | Fourth quarter of 2025 | | — |
| September 2024 Program | September 19, 2024 | 2,500 | | n/a | | 1,739 |
Table 54 after “The tax effects allocated to each component of other comprehensive income (loss) were as follows (in millions):”
| Before-Tax Amount | Tax Expense (Benefit) | | Net Amount | |
| Year ended December 31, 2025 | | | | | |
| Foreign currency translation adjustment | $659 | | $(4) | | $663 |
| Pension and other postretirement benefits: | | | | | |
| Gain (loss) arising during the year related to: | | | | | |
| Net actuarial gain | 170 | | 39 | | 131 |
| Prior service cost | (4) | | (1) | | (3) |
| Miscellaneous gain | — | | (1) | | 1 |
First 8 of 19 rows. The download has all of them.
Table 55 after “NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)”
| Before-Tax Amount | Tax Expense (Benefit) | | Net Amount | |
| Year ended December 31, 2024 | | | | | |
| Foreign currency translation adjustment | $(546) | | $(16) | | $(530) |
| Pension and other postretirement benefits: | | | | | |
| Gain (loss) arising during the year related to: | | | | | |
| Net actuarial gain | 224 | | 51 | | 173 |
| Miscellaneous loss | — | | 1 | | (1) |
| Amounts reclassified into income related to: | | | | | |
First 8 of 36 rows. The download has all of them.
Table 56 after “Changes in accumulated other comprehensive loss by component, net of tax, were as follows (in millions):”
| Foreign Currency Translation Adjustment | Defined Benefit Plans Items | | Gains (Losses) on Cash Flow Hedges | | Total | |
| Balance as of December 31, 2022 | $(1,168) | | $(183) | | $(8) | | $(1,359) |
| Other comprehensive incomebefore reclassifications | 433 | | 42 | | 32 | | 507 |
| Amounts reclassified fromaccumulated other comprehensive loss | — | | (24) | | 3 | | (21) |
| Effect of exchange rates | — | | 3 | | — | | 3 |
| Other comprehensive income | 433 | | 21 | | 35 | | 489 |
| Balance as of December 31, 2023 | (735) | | (162) | | 27 | | (870) |
| Other comprehensive income (loss)before reclassifications | (529) | | 172 | | 12 | | (345) |
First 8 of 17 rows. The download has all of them.
Table 57 after “Gains (losses) reclassified out of accumulated other comprehensive loss and into net income were as follows (in millions):”
| Details about Accumulated Other Comprehensive Loss Components | | | | Affected Line Item in the Statements of Income | | | |
| Year Ended December 31, | | | | | | |
| 2025 | | 2024 | | 2023 | | |
| Amortization of items related to definedbenefit pension plans: | | | | | | | |
| Net actuarial gain | | $16 | | | $9 | $12 | (a) Other income, net |
| Prior service (cost) credit | | (6) | | | 10 | 22 | (a) Other income, net |
| Settlement loss | | (6) | | | (5) | (2) | (a) Other income, net |
| | 4 | | | 14 | 32 | Total before tax |
First 8 of 16 rows. The download has all of them.
Table 58 after “The following table presents summarized balance sheet information for the significant assets and liabilities of the consolidated VIEs, which”
| DGD | Central Mexico Terminals | | Other | Total | |
| December 31, 2025 | | | | | | |
| Assets | | | | | | |
| Cash and cash equivalents | $196 | | $2 | | $30 | $228 |
| Other current assets | 1,106 | | 18 | | 49 | 1,173 |
| Property, plant, and equipment, net | 3,643 | | 619 | | 61 | 4,323 |
| Liabilities | | | | | | |
| Current liabilities, including current portion of debt and finance lease obligations | $297 | | $43 | | $4 | $344 |
First 8 of 9 rows. The download has all of them.
Table 59 after “The following table presents summarized balance sheet information for the significant assets and liabilities of the consolidated VIEs, which”
| December 31, 2024 | | | | |
| Assets | | | | |
| Cash and cash equivalents | $353 | $— | $21 | $374 |
| Other current assets | 976 | 9 | 42 | 1,027 |
| Property, plant, and equipment, net | 3,806 | 647 | 64 | 4,517 |
| Liabilities | | | | |
| Current liabilities, including current portionof debt and finance lease obligations | $304 | $75 | $4 | $383 |
| Debt and finance lease obligations,less current portion | 642 | — | — | 642 |
Table 60 after “, and the funded status of our defined benefit plans as of and for the years ended below were as follows (in millions):”
| Pension Plans | Other Postretirement Benefit Plans | | | | | |
| December 31, | December 31, | | | | | |
| 2025 | 2024 | | 2025 | 2024 | | |
| Changes in benefit obligation | | | | | | | |
| Benefit obligation as of beginning of year | $2,566 | | $2,618 | | $235 | | $266 |
| Service cost | 109 | | 112 | | 3 | | 4 |
| Interest cost | 135 | | 125 | | 12 | | 13 |
| Participant contributions | — | | — | | 27 | | 24 |
First 8 of 26 rows. The download has all of them.
Table 61 after “Amounts recognized in our balance sheets for our pension and other postretirement benefit plans include (in millions):”
| Pension Plans | Other Postretirement Benefit Plans | | | | |
| December 31, | December 31, | | | | |
| 2025 | 2024 | | 2025 | 2024 | |
| Deferred charges and other assets, net | $948 | | $724 | | $— | $— |
| Accrued expenses | (28) | | (51) | | (21) | (22) |
| Other long-term liabilities | (209) | | (210) | | (214) | (213) |
| $711 | | $463 | | $(235) | $(235) |
Table 62 after “The following table presents information for our pension plans with projected benefit obligations in excess of plan assets (in millions):”
| December 31, | | |
| 2025 | 2024 | |
| Projected benefit obligation | $237 | | $260 |
| Fair value of plan assets | — | | — |
Table 63 after “The following table presents information for our pension plans with accumulated benefit obligations in excess of plan assets (in millions):”
| December 31, | | |
| 2025 | 2024 | |
| Accumulated benefit obligation | $200 | | $220 |
| Fair value of plan assets | — | | — |
Table 64 after “Benefit payments that we expect to pay, including amounts related to expected future services that we expect to receive, are as follows for ”
| Pension Benefits | Other Postretirement Benefits | |
| 2026 | $205 | | $21 |
| 2027 | 272 | | 21 |
| 2028 | 204 | | 20 |
| 2029 | 194 | | 20 |
| 2030 | 221 | | 19 |
| 2031-2035 | 1,105 | | 91 |
Table 65 after “The components of net periodic benefit cost related to our defined benefit plans were as follows (in millions):”
| Pension Plans | Other Postretirement Benefit Plans | | | | | | | | |
| Year Ended December 31, | Year Ended December 31, | | | | | | | | |
| 2025 | 2024 | | 2023 | 2025 | 2024 | | 2023 | | |
| Service cost | $109 | | $112 | | $111 | | $3 | | $4 | $4 |
| Interest cost | 135 | | 125 | | 121 | | 12 | | 13 | 13 |
| Expected return on plan assets | (222) | | (214) | | (202) | | — | | — | — |
| Amortization of: | | | | | | | | | | |
| Net actuarial gain | (9) | | (5) | | (6) | | (7) | | (4) | (6) |
First 8 of 11 rows. The download has all of them.
Table 66 after “Pre-tax amounts recognized in other comprehensive income (loss) were as follows (in millions):”
| Pension Plans | Other Postretirement Benefit Plans | | | | | | | | |
| Year Ended December 31, | Year Ended December 31, | | | | | | | | |
| 2025 | 2024 | | 2023 | 2025 | 2024 | | 2023 | | |
| Net gain (loss) arising duringthe year: | | | | | | | | | | |
| Net actuarial gain (loss) | $173 | | $195 | | $87 | | $(3) | | $29 | $(10) |
| Prior service cost | (4) | | — | | (19) | | — | | — | — |
| Net (gain) loss reclassified intoincome: | | | | | | | | | | |
| Net actuarial gain | (9) | | (5) | | (6) | | (7) | | (4) | (6) |
First 8 of 12 rows. The download has all of them.
Table 67 after “The pre-tax amounts in accumulated other comprehensive loss that have not yet been recognized as components of net periodic benefit cost wer”
| Pension Plans | Other Postretirement Benefit Plans | | | | |
| December 31, | December 31, | | | | |
| 2025 | 2024 | | 2025 | 2024 | |
| Net actuarial (gain) loss | $(115) | | $62 | | $(87) | $(96) |
| Prior service cost | 20 | | 22 | | 1 | 1 |
| Total | $(95) | | $84 | | $(86) | $(95) |
Table 68 after “The weighted-average assumptions used to determine the benefit obligations were as follows:”
| Pension Plans | Other Postretirement Benefit Plans | | | | | |
| December 31, | December 31, | | | | | |
| 2025 | 2024 | | 2025 | 2024 | | |
| Discount rate | 5.62% | | 5.72% | | 5.42% | | 5.64% |
| Rate of compensation increase | 3.97% | | 4.04% | | n/a | n/a | |
| Interest crediting rate forcash balance plans | 4.12% | | 4.25% | | n/a | n/a | |
Table 69 after “The weighted-average assumptions used to determine the net periodic benefit cost were as follows:”
| Pension Plans | Other Postretirement Benefit Plans | | | | | | | | | | |
| Year Ended December 31, | Year Ended December 31, | | | | | | | | | | |
| 2025 | 2024 | | 2023 | 2025 | 2024 | | 2023 | | | | |
| Discount rate | 5.72% | | 5.01% | | 5.19% | | 5.64% | | | 5.01% | | 5.20% |
| Expected long-term rate of returnon plan assets | 7.33% | | 7.29% | | 7.31% | | n/a | | n/a | | n/a | |
| Rate of compensation increase | 4.04% | | 3.84% | | 3.76% | | n/a | | n/a | | n/a | |
| Interest crediting rate forcash balance plans | 4.24% | | 3.59% | | 3.76% | | n/a | | n/a | | n/a | |
Table 70 after “The assumed health care cost trend rates were as follows:”
| December 31, | | |
| 2025 | 2024 | |
| Health care cost trend rate assumed for the next year | 8.23% | | 8.13% |
| Rate to which the cost trend rate was assumed to decline(the ultimate trend rate) | 4.97% | | 4.97% |
| Year that the rate reaches the ultimate trend rate | 2038 | 2036 | |
Table 71 after “The following table presents the fair values of the assets of our pension plans (in millions) as of December 31, 2025 and 2024 by level of t”
| 2025 | 2024 | | | | | | | | |
| Level 1 | Level 2 | | Total | Level 1 | Level 2 | | Total | | |
| Equity securities (a) | $597 | | $— | | $597 | | $542 | | $— | $542 |
| Mutual funds | 259 | | — | | 259 | | 233 | | — | 233 |
| Corporate debt instruments | — | | 260 | | 260 | | — | | 261 | 261 |
| Government securities | 122 | | 169 | | 291 | | 81 | | 169 | 250 |
| Common collective trusts (b) | — | | 1,468 | | 1,468 | | — | | 1,337 | 1,337 |
| Pooled separate accounts (c) | — | | 365 | | 365 | | — | | 325 | 325 |
First 8 of 13 rows. The download has all of them.
Table 72 after “The following table reflects activity related to our stock-based compensation arrangements (in millions):”
| Year Ended December 31, | | | | |
| 2025 | 2024 | | 2023 | |
| Stock-based compensation expense: | | | | | |
| Restricted stock | $73 | | $67 | | $69 |
| Performance awards | 44 | | 33 | | 38 |
| Total stock-based compensation expense | $117 | | $100 | | $107 |
| Tax benefit recognized on stock-based compensation expense | $16 | | $13 | | $14 |
| Tax benefit realized for tax deductions resulting fromexercises and vestings | — | | — | | 2 |
Table 73 after “A summary of the status of our restricted stock awards is presented in the following table:”
| Number ofShares | Weighted- Average Grant-Date Fair Value Per Share | |
| Nonvested shares as of January 1, 2025 | 795,220 | | $126.63 |
| Granted | 473,834 | | 155.18 |
| Vested | (527,122) | | 128.53 |
| Forfeited | (6,835) | | 126.89 |
| Nonvested shares as of December 31, 2025 | 735,097 | | 143.67 |
Table 74 after “The following table reflects activity related to our restricted stock:”
| Year Ended December 31, | | | | |
| 2025 | 2024 | | 2023 | |
| Weighted-average grant-date fair value per share ofrestricted stock granted | $155.18 | | $131.68 | | $125.57 |
| Fair value of restricted stock vested (in millions) | 82 | | 82 | | 99 |
Table 75 after “Income before income tax expense was as follows (in millions):”
| Year Ended December 31, | | | | |
| 2025 | 2024 | | 2023 | |
| U.S. operations | $899 | | $2,685 | | $9,335 |
| Foreign operations | 2,106 | | 1,013 | | 2,433 |
| Income before income tax expense | $3,005 | | $3,698 | | $11,768 |
Table 76 after “Statutory income tax rates applicable to the countries in which we operate during each of the years ended December 31, 2025, 2024, and 2023 ”
| Statutory Income Tax Rates |
| U.S. | 21% |
| Canada | 15% |
| U.K. (a) | 25% |
| Ireland | 13% |
| Mexico | 30% |
| Peru | 30% |
Table 77 after “The following is a reconciliation of income tax expense computed by applying statutory income tax rates to actual income tax expense (dollar”
| Year Ended December 31, | | | | | | | | | |
| 2025 | 2024 | | 2023 | | | | | | |
| Amount | Percent | | Amount | Percent | Amount | | Percent | | |
| U.S. federal statutory income tax rate | $631 | | 21.0% | | $777 | | 21.0% | | $2,471 | 21.0% |
| Domestic federal: | | | | | | | | | | |
| Tax credits | | | | | | | | | | |
| Foreign tax credits | (61) | | (2.0)% | | (46) | | (1.2)% | | (149) | (1.3)% |
| Biofuels tax credits (a) | (4) | | (0.1)% | | (248) | | (6.7)% | | — | —% |
First 8 of 36 rows. The download has all of them.
Table 78 after “Components of income tax expense were as follows (in millions):”
| Year Ended December 31, | | | | |
| 2025 | 2024 | | 2023 | |
| Current tax expense: | | | | | |
| U.S. federal | $574 | | $464 | | $1,804 |
| U.S. state and local | 52 | | 37 | | 157 |
| Foreign | 330 | | 278 | | 555 |
| Total current tax expense | 956 | | 779 | | 2,516 |
| Deferred tax expense (benefit): | | | | | |
First 8 of 17 rows. The download has all of them.
Table 79 after “Income taxes paid, net of any refunds, to U.S. and foreign taxing authorities were as follows (in millions):”
| Year Ended December 31, | | | | |
| 2025 | 2024 | | 2023 | |
| U.S. federal (a) | $287 | | $664 | | $1,985 |
| U.S. state and local | 16 | | 37 | | 173 |
| Foreign: | | | | | |
| Canada | | | | | |
| Federal | 173 | | 66 | | 683 |
| Quebec | 78 | | 34 | | 385 |
First 8 of 12 rows. The download has all of them.
Table 80 after “The tax effects of significant temporary differences representing deferred income tax assets and liabilities were as follows (in millions):”
| December 31, | | |
| 2025 | 2024 | |
| Deferred income tax assets: | | | |
| Tax credit carryforwards | $924 | | $858 |
| Net operating losses (NOLs) | 632 | | 689 |
| Inventories | 159 | | 197 |
| Finance lease obligations | 633 | | 607 |
| Operating lease liabilities | 210 | | 212 |
First 8 of 20 rows. The download has all of them.
Table 81 after “We had the following income tax credit and loss carryforwards as of December 31, 2025 (in millions):”
| Amount | Expiration | |
| U.S. state income tax credits (gross amount) | $84 | | 2026 through 2040 |
| U.S. state income tax credits (gross amount) | 3 | | Unlimited |
| U.S. foreign tax credits | 855 | | 2027 through 2035 |
| U.S. state income tax NOLs (gross amount) | 12,289 | | 2026 through 2040 |
Table 82 after “The following is a reconciliation of the changes in unrecognized tax benefits, excluding related interest and penalties (in millions):”
| Year Ended December 31, | | | | |
| 2025 | 2024 | | 2023 | |
| Balance as of beginning of year | $316 | | $186 | | $284 |
| Additions for tax positions related to the current year | 4 | | 52 | | 18 |
| Additions for tax positions related to prior years | 13 | | 106 | | 4 |
| Reductions for tax positions related to prior years | (12) | | (19) | | (73) |
| Reductions for tax positions related to the lapse ofapplicable statute of limitations | (6) | | (7) | | (9) |
| Settlements | — | | (2) | | (38) |
First 8 of 9 rows. The download has all of them.
Table 83 after “Earnings per common share was computed as follows (dollars and shares in millions, except per share amounts):”
| Year Ended December 31, | | | | |
| 2025 | 2024 | | 2023 | |
| Earnings per common share: | | | | | |
| Net income attributable to Valero stockholders | $2,348 | | $2,770 | | $8,835 |
| Less: Income allocated to participating securities | 7 | | 8 | | 27 |
| Net income available to common stockholders | $2,341 | | $2,762 | | $8,808 |
| Weighted-average common shares outstanding | 309 | | 322 | | 353 |
| Earnings per common share | $7.57 | | $8.58 | | $24.93 |
First 8 of 16 rows. The download has all of them.
Table 84 after “Contract balances were as follows (in millions):”
| December 31, | | |
| 2025 | 2024 | |
| Receivables from contracts with customers,included in receivables, net (see Note 3) | $6,233 | | $5,812 |
| Contract liabilities, included in accrued expenses (see Note 8) | 60 | | 82 |
Table 85 after “The following tables reflect information about our reportable segments and includes the reconciliation to our consolidated income before inc”
| Refining | Renewable Diesel | | Ethanol | Total | |
| Year ended December 31, 2025 | | | | | | |
| Revenues: | | | | | | |
| Revenues from external customers | $116,158 | | $2,508 | | $4,021 | $122,687 |
| Intersegment revenues | 8 | | 2,089 | | 956 | 3,053 |
| 116,166 | | 4,597 | | 4,977 | 125,740 |
| Reconciliation of revenues by segmentto consolidated revenues | | | | | | |
| Elimination of intersegment revenues | | | | | (3,053) | |
First 8 of 29 rows. The download has all of them.
Table 86 after “NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)”
| Refining | Renewable Diesel | | Ethanol | Total | |
| Year ended December 31, 2024 | | | | | | |
| Revenues: | | | | | | |
| Revenues from external customers | $123,853 | | $2,410 | | $3,618 | $129,881 |
| Intersegment revenues | 10 | | 2,656 | | 868 | 3,534 |
| 123,863 | | 5,066 | | 4,486 | 133,415 |
| Reconciliation of revenues by segmentto consolidated revenues | | | | | | |
| Elimination of intersegment revenues | | | | | (3,534) | |
First 8 of 28 rows. The download has all of them.
Table 87 after “NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)”
| Refining | Renewable Diesel | | Ethanol | Total | |
| Year ended December 31, 2023 | | | | | | |
| Revenues: | | | | | | |
| Revenues from external customers | $136,470 | | $3,823 | | $4,473 | $144,766 |
| Intersegment revenues | 18 | | 3,168 | | 1,086 | 4,272 |
| 136,488 | | 6,991 | | 5,559 | 149,038 |
| Reconciliation of revenues by segmentto consolidated revenues | | | | | | |
| Elimination of intersegment revenues | | | | | (4,272) | |
First 8 of 28 rows. The download has all of them.
Table 88 after “Total assets by reportable segments reconciled to our consolidated assets were as follows (in millions):”
| December 31, | | |
| 2025 | 2024 | |
| Total assets for reportable segments | $51,316 | | $53,954 |
| Corporate assets | 6,938 | | 6,565 |
| Elimination of intercompany receivables and other assets | (266) | | (376) |
| Total consolidated assets | $57,988 | | $60,143 |
Table 89 after “Expenditures for long-lived assets by reportable segments reconciled to our consolidated expenditures for long-lived assets were as follows ”
| Year Ended December 31, | | | | |
| 2025 | 2024 | | 2023 | |
| Expenditures for long-lived assets for reportable segments | $1,815 | | $1,990 | | $1,825 |
| Corporate expenditures for long-lived assets | 70 | | 67 | | 91 |
| Total consolidated expenditures for long-lived assets | $1,885 | | $2,057 | | $1,916 |
Table 90 after “The following table provides a disaggregation of revenues from external customers for our principal products by reportable segment (in milli”
| Year Ended December 31, | | | | |
| 2025 | 2024 | | 2023 | |
| Refining: | | | | | |
| Gasolines and blendstocks | $50,917 | | $56,014 | | $61,538 |
| Distillates | 55,077 | | 55,636 | | 63,664 |
| Other product revenues | 10,164 | | 12,203 | | 11,268 |
| Total Refining revenues | 116,158 | | 123,853 | | 136,470 |
| Renewable Diesel: | | | | | |
First 8 of 17 rows. The download has all of them.
Table 91 after “Revenues by geographic area are shown in the following table (in millions). The geographic area is based on the location of the customer, an”
| Year Ended December 31, | | | | |
| 2025 | 2024 | | 2023 | |
| U.S. | $87,819 | | $93,311 | | $104,208 |
| Canada | 8,137 | | 8,577 | | 10,107 |
| U.K. and Ireland | 15,830 | | 15,236 | | 16,148 |
| Mexico and Peru | 5,168 | | 5,405 | | 6,438 |
| Other countries | 5,733 | | 7,352 | | 7,865 |
| Revenues | $122,687 | | $129,881 | | $144,766 |
Table 92 after “Long-lived assets by geographic area consisted of the following (in millions):”
| December 31, | | |
| 2025 | 2024 | |
| U.S. | $26,544 | | $28,359 |
| Canada | 1,567 | | 1,414 |
| U.K. and Ireland | 1,512 | | 1,484 |
| Mexico and Peru | 785 | | 798 |
| Total long-lived assets | $30,408 | | $32,055 |
Table 93 after “In order to determine net cash provided by operating activities, net income is adjusted by, among other things, changes in current assets an”
| Year Ended December 31, | | | | |
| 2025 | 2024 | | 2023 | |
| Decrease (increase) in current assets: | | | | | |
| Receivables, net | $1,125 | | $1,562 | | $(387) |
| Inventories | 362 | | (286) | | (684) |
| Prepaid expenses and other | 99 | | 320 | | (34) |
| Increase (decrease) in current liabilities: | | | | | |
| Accounts payable | (2,016) | | (430) | | (169) |
First 8 of 12 rows. The download has all of them.
Table 94 after “Cash flows related to interest and income taxes were as follows (in millions):”
| Year Ended December 31, | | | | |
| 2025 | 2024 | | 2023 | |
| Interest paid in excess of amount capitalized,including interest on finance leases | $533 | | $556 | | $562 |
| Income taxes paid, net (see Note 15) | 699 | | 843 | | 3,494 |
Table 95 after “Supplemental cash flow information related to our operating and finance leases was as follows (in millions):”
| Year Ended December 31, | | | | | | | | | |
| 2025 | 2024 | | 2023 | | | | | | |
| Operating Leases | Finance Leases | | Operating Leases | Finance Leases | Operating Leases | | Finance Leases | | |
| Cash paid for amounts included in the measurement of lease liabilities: | | | | | | | | | | |
| Operating cash flows | $527 | | $112 | | $527 | | $116 | | $428 | $107 |
| Investing cash flows | — | | — | | 1 | | — | | — | — |
| Financing cash flows | — | | 268 | | — | | 245 | | — | 250 |
| Changes in lease balances resulting from new and modified leases | 477 | | 237 | | 448 | | 318 | | 396 | 157 |
Table 96 after “We have elected to offset the fair value amounts recognized for multiple similar derivative contracts executed with the same counterparty, i”
| December 31, 2025 | | | | | | | | | | | | | | |
| | | | | Total Gross Fair Value | Effect of Counter- party Netting | | Effect of Cash Collateral Netting | Net Carrying Value on Balance Sheet | Cash Collateral Paid or Received Not Offset | | | | | |
| Fair Value Hierarchy | | | | | | | | | | | | | | |
| Level 1 | Level 2 | | Level 3 | | | | | | | | | | | |
| Assets | | | | | | | | | | | | | | | |
| Commodity derivativecontracts | $490 | | $— | | $— | | $490 | | $(448) | | $(7) | | $35 | | $— |
| Physical purchasecontracts | — | | 1 | | — | | 1 | | n/a | n/a | | 1 | | n/a | |
| Clean fuel productioncredits | — | | — | | 55 | | 55 | | n/a | n/a | | 55 | | n/a | |
First 8 of 17 rows. The download has all of them.
Table 97 after “NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)”
| December 31, 2024 | | | | | | | | | | | | | | |
| | Total Gross Fair Value | | Effect of Counter- party Netting | Effect of Cash Collateral Netting | Net Carrying Value on Balance Sheet | | Cash Collateral Paid or Received Not Offset | | | | | | | |
| Fair Value Hierarchy | | | | | | | | | | | | | | |
| Level 1 | Level 2 | | Level 3 | | | | | | | | | | | |
| Assets | | | | | | | | | | | | | | | |
| Commodity derivativecontracts | $402 | | $— | | $— | | $402 | | $(402) | | $— | | $— | | $— |
| Physical purchase contracts | — | | 2 | | — | | 2 | | n/a | n/a | | 2 | | n/a | |
| Investments of certain benefit plans | 89 | | — | | 4 | | 93 | | n/a | n/a | | 93 | | n/a | |
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Table 98 after “The following table presents information (in millions) about our nonfinancial assets measured at fair value on a nonrecurring basis during t”
| March 31, 2025 | | | | | | | | | |
| Fair Value Measurements Using | | | | | | | | | |
| Quoted Prices in Active Markets (Level 1) | Significant Other Observable Inputs (Level 2) | | Significant Unobservable Inputs (Level 3) | Fair Value | Carrying Value as of December 31, 2025 (a) | | Loss Recognized (b) | | |
| Assets | | | | | | | | | | |
| Long-lived assets ofthe Benicia Refinery | $— | | $— | | $722 | | $722 | | $304 | $901 |
| Long-lived assets ofthe WilmingtonRefinery | — | | — | | 847 | | 847 | | 788 | 230 |
| Total | $— | | $— | | $1,569 | | $1,569 | | $1,092 | $1,131 |
Table 99 after “The estimated fair values of cash and cash equivalents, restricted cash, receivables, payables, and operating and finance lease obligations ”
| | December 31, 2025 | December 31, 2024 | | | | |
| Fair Value Hierarchy | Carrying Amount | Fair Value | | Carrying Amount | Fair Value | |
| Financial liabilities: | | | | | | | |
| Debt (excluding finance leaseobligations) | Level 2 | $8,261 | | $8,190 | | $8,085 | $7,776 |
Table 100 after “As of December 31, 2025, we had the following outstanding commodity derivative instruments that were used as cash flow hedges and economic h”
| Notional Contract Volumes by Year of Maturity |
| 2026 |
| Derivatives designated as cash flow hedges: | |
| Refined petroleum products: | |
| Futures – short | 2,720 |
| Derivatives designated as economic hedges: | |
| Crude oil and refined petroleum products: | |
| Futures – long | 93,157 |
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Table 101 after “As indicated in Note 19, we net fair value amounts recognized for multiple similar derivative contracts executed with the same counterparty ”
| Balance Sheet Location | | December 31, 2025 | | December 31, 2024 | | | | |
| | Asset Derivatives | | Liability Derivatives | | Asset Derivatives | Liability Derivatives | | |
| Derivatives designated as hedging instruments: | | | | | | | | | |
| Commodity contracts | Receivables, net | | $31 | | | $7 | | $12 | $13 |
| Derivatives not designatedas hedging instruments: | | | | | | | | | |
| Commodity contracts | Receivables, net | | $459 | | | $446 | | $390 | $435 |
| Physical purchase contracts | Inventories | | 1 | | | 4 | | 2 | 3 |
| Foreign currency contracts | Receivables, net | | — | | | — | | 6 | — |
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Table 102 after “The following table provides information about the gain (loss) recognized in income and other comprehensive income (loss) due to fair value ”
| Derivatives in Cash Flow Hedging Relationships | Location of Gain (Loss)Recognized in Incomeon Derivatives | Year Ended December 31, | | |
| 2025 | 2024 | 2023 | | |
| Commodity contracts: | | | | |
| Gain recognized inother comprehensiveincome (loss) | n/a | $3 | $30 | $82 |
| Gain (loss) reclassifiedfrom accumulated other comprehensiveloss into income | Revenues | (21) | 117 | (8) |
Table 103 after “The following table provides information about the gain (loss) recognized in income on our derivative instruments with respect to our econom”
| Derivatives Not Designated as Hedging Instruments | Location of Gain (Loss)Recognized in Incomeon Derivatives | Year Ended December 31, | | | |
| 2025 | 2024 | 2023 | | |
| Commodity contracts | Revenues | $(10) | | $(18) | $(27) |
| Commodity contracts | Cost of materials and other | (19) | | (86) | 208 |
| Commodity contracts | Operating expenses (excluding depreciation and amortization expense) | — | | — | 1 |
| Foreign currency contracts | Cost of materials and other | (12) | | 36 | (34) |
Table 104 after “” of this Form 10-K:”
| Page |
| Management’s Report on Internal Control Over Financial Reporting | 68 |
| Reports of Independent Registered Public Accounting Firm (PCAOB ID: 185) | 69 |
| Consolidated Balance Sheets as of December 31, 2025 and 2024 | 74 |
| Consolidated Statements of Income for the years ended December 31, 2025, 2024, and 2023 | 75 |
| Consolidated Statements of Comprehensive Income for the years ended December 31, 2025, 2024, and 2023 | 76 |
| Consolidated Statements of Equity for the years ended December 31, 2025, 2024, and 2023 | 77 |
| Consolidated Statements of Cash Flows for the years ended December 31, 2025, 2024, and 2023 | 78 |
First 8 of 9 rows. The download has all of them.
Table 105 after “. Filed as part of this Form 10-K are the following exhibits:”
| Index to Exhibits | | |
| 3.01 | — | Amended and Restated Certificate of Incorporation of Valero Energy Corporation, formerly known as Valero Refining and Marketing Company–incorporated by reference to Exhibit 3.1 to Valero’s Registration Statement on Form S-1 (SEC File No. 333-27013) filed May 13, 1997. |
| 3.02 | — | Certificate of Amendment (July 31, 1997) to Restated Certificate of Incorporation of Valero Energy Corporation–incorporated by reference to Exhibit 3.02 to Valero’s annual report on Form 10-K for the year ended December 31, 2003 (SEC File No. 001-13175). |
| 3.03 | — | Certificate of Merger of Ultramar Diamond Shamrock Corporation with and into Valero Energy Corporation dated December 31, 2001–incorporated by reference to Exhibit 3.03 to Valero’s annual report on Form 10-K for the year ended December 31, 2003 (SEC File No. 001-13175). |
| 3.04 | — | Amendment (effective December 31, 2001) to Restated Certificate of Incorporation of Valero Energy Corporation–incorporated by reference to Exhibit 3.1 to Valero’s current report on Form 8-K dated December 31, 2001, and filed January 11, 2002 (SEC File No. 001-13175). |
| 3.05 | — | Second Certificate of Amendment (effective September 17, 2004) to Restated Certificate of Incorporation of Valero Energy Corporation–incorporated by reference to Exhibit 3.04 to Valero’s quarterly report on Form 10-Q for the quarter ended September 30, 2004 (SEC File No. 001-13175). |
| 3.06 | — | Certificate of Merger of Premcor Inc. with and into Valero Energy Corporation effective September 1, 2005–incorporated by reference to Exhibit 2.01 to Valero’s quarterly report on Form 10-Q for the quarter ended September 30, 2005 (SEC File No. 001-13175). |
| 3.07 | — | Third Certificate of Amendment (effective December 2, 2005) to Restated Certificate of Incorporation of Valero Energy Corporation–incorporated by reference to Exhibit 3.07 to Valero’s annual report on Form 10-K for the year ended December 31, 2005 (SEC File No. 001-13175). |
First 8 of 9 rows. The download has all of them.
Table 106 after “Table of Contents”
| 3.09 | — | Fifth Certificate of Amendment (effective May 13, 2016) to Restated Certificate of Incorporation of Valero Energy Corporation–incorporated by reference to Exhibit 3.02 to Valero’s current report on Form 8-K dated May 12, 2016, and filed May 18, 2016 (SEC File No. 001-13175). |
| 3.10 | — | Amended and Restated Bylaws of Valero Energy Corporation–incorporated by reference to Exhibit 3.01 to Valero’s current report on Form 8-K dated March 15, 2022 and filed March 18, 2022 (SEC File No. 001-13175). |
| 4.01 | — | Indenture dated as of December 12, 1997 between Valero Energy Corporation and The Bank of New York–incorporated by reference to Exhibit 3.4 to Valero’s Registration Statement on Form S-3 (SEC File No. 333-56599) filed June 11, 1998. |
| 4.02 | — | Indenture (Senior Indenture) dated as of June 18, 2004 between Valero Energy Corporation and Bank of New York–incorporated by reference to Exhibit 4.7 to Valero’s Registration Statement on Form S-3 (SEC File No. 333-116668) filed June 21, 2004. |
| 4.03 | — | Form of Indenture related to subordinated debt securities–incorporated by reference to Exhibit 4.8 to Valero’s Registration Statement on Form S-3 (SEC File No. 333-116668) filed June 21, 2004. |
| 4.04 | — | Indenture dated as of March 10, 2015 between Valero Energy Corporation and U.S. Bank Trust Company, National Association, as successor in interest to U.S. Bank National Association–incorporated by reference to Exhibit 4.1 to Valero’s Registration Statement on Form S-3 (SEC File No. 333-202635) filed March 10, 2015. |
| 4.05 | — | Indenture, dated as of November 30, 2016, between Valero Energy Partners LP, as issuer, and U.S. Bank Trust Company, National Association, as successor in interest to U.S. Bank National Association, as trustee–incorporated by reference to Exhibit 4.1 to Valero Energy Partners LP’s Post-Effective Amendment No. 1 to Registration Statement on Form S-3 (Registration File No. 333-208052) filed November 30, 2016. |
| 4.06 | — | First Supplemental Indenture (with Parent Guarantee), dated as of January 10, 2019, among Valero Energy Partners LP, as issuer; Valero Energy Corporation, as parent guarantor; and U.S. Bank Trust Company, National Association, as successor in interest to U.S. Bank National Association, as trustee–incorporated by reference to Exhibit 4.2 to Valero’s current report on Form 8-K dated and filed January 10, 2019 (SEC File No. 001-13175). |
First 8 of 16 rows. The download has all of them.
Table 107 after “Table of Contents”
| +10.06 | — | Valero Energy Corporation Excess Pension Plan, as amended and restated effective December 31, 2011–incorporated by reference to Exhibit 10.10 to Valero’s annual report on Form 10-K for the year ended December 31, 2011 (SEC File No. 001-13175). |
| +10.07 | — | Form of Change of Control Severance Agreement (Tier II-A) between Valero Energy Corporation and executive officer–incorporated by reference to Exhibit 10.02 to Valero’s current report on Form 8-K dated November 2, 2016, and filed November 7, 2016 (SEC File No. 001-13175). |
| +10.08 | — | Schedule of Tier II-A Change of Control Agreements–incorporated by reference to Exhibit 10.10 to Valero’s annual report on Form 10-K for the year ended December 31, 2020 (SEC File No. 001-13175). |
| +10.09 | — | Form of Amendment (dated January 17, 2017) to Change of Control Severance Agreements, amending Section 9 thereof–incorporated by reference to Exhibit 10.01 to Valero’s current report on Form 8-K dated and filed January 17, 2017 (SEC File No. 001-13175). |
| 10.10 | — | Amended and Restated Revolving Credit Agreement, dated as of October 16, 2025, among Valero Energy Corporation, as Borrower, JPMorgan Chase Bank, N.A., as Administrative Agent, and the other financial institutions from time to time party thereto–incorporated by reference to Exhibit 10.1 to Valero’s current report on Form 8-K dated and filed October 16, 2025 (SEC File No. 001-13175). |
| +10.11 | — | Form of Stock Unit Award Agreement for Non-Employee Directors (standard)–incorporated by reference to Exhibit 10.01 to Valero’s current report on Form 8-K dated April 30, 2019, and filed May 1, 2019 (SEC File No. 001-13175). |
| +10.12 | — | Form of Stock Unit Award Agreement for Non-Employee Directors (with one-year hold provision)–incorporated by reference to Exhibit 10.01 to Valero’s current report on Form 8-K dated May 15, 2024, and filed May 20, 2024 (SEC File No. 001-13175). |
| +10.13 | — | Form of Restricted Stock Agreement (2022, 2023, and 2024 grants and current)–incorporated by reference to Exhibit 10.26 to Valero’s annual report on Form 10-K for the year ended December 31, 2021 (SEC File No. 001-13175). |
First 8 of 20 rows. The download has all of them.
Table 108 after “Table of Contents”
| 97.01 | — | Executive Compensation Clawback Policy–incorporated by reference to Exhibit 97.01 to Valero’s annual report on Form 10-K for the year ended December 31, 2023 (SEC File No. 001-13175). |
| ***101.INS | — | Inline XBRL Instance Document–the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. |
| ***101.SCH | — | Inline XBRL Taxonomy Extension Schema Document. |
| ***101.CAL | — | Inline XBRL Taxonomy Extension Calculation Linkbase Document. |
| ***101.DEF | — | Inline XBRL Taxonomy Extension Definition Linkbase Document. |
| ***101.LAB | — | Inline XBRL Taxonomy Extension Label Linkbase Document. |
| ***101.PRE | — | Inline XBRL Taxonomy Extension Presentation Linkbase Document. |
| ***104 | — | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101). |
Table 109 after “Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of”
| Signature | Title | Date |
| /s/ R. Lane Riggs | Chairman of the Board, Chief Executive Officer and President (Principal Executive Officer) | February 25, 2026 |
| (R. Lane Riggs) | | |
| /s/ Homer S. Bhullar | Senior Vice President and Chief Financial Officer (Principal Financial and Accounting Officer) | February 25, 2026 |
| (Homer S. Bhullar) | | |
| /s/ Fred M. Diaz | Director | February 25, 2026 |
| (Fred M. Diaz) | | |
| /s/ H. Paulett Eberhart | Director | February 25, 2026 |
First 8 of 23 rows. The download has all of them.