What changed in this filing

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Item 7. Management’s Discussion and Analysis

2026-02-11 compared with 2025-02-12 · 98 added, 85 removed, 270 unchanged (40% of the section changed)

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We believe that our strategically located assets and our relationship with Antero Resources have allowed us to become a leading midstream energy company serving the Appalachian Basin and present opportunities to expand our midstream services to other operators in the Appalachian Basin.

Our assets consist of gathering pipelines, compressor stations and interests in processing and fractionation plants that collect and process production from Antero Resources’ wells in the Appalachian Basin in West Virginia and Ohio.

Our assets consist of gathering pipelines, compressor stations and interests in processing and fractionation plants that collect and process production from the Appalachian Basin in West Virginia and Ohio.

Our assets also include two independent water handling systems that deliver water from the Ohio River and several regional waterways.

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These services are provided by us directly or through third-parties with which we contract.

Asset Acquisition

On May 1, 2024, we acquired certain Marcellus gas gathering and compression assets from Summit for $70 million in cash, before closing adjustments, with an effective date of April 1, 2024.

This acquisition was funded with our operating cash flow.

The acquired assets include 48 miles of high pressure gathering pipelines and two compressor stations with 100 MMcf/d of compression capacity.

These assets were already interconnected to our low pressure and high pressure gas gathering systems at the time of acquisition and service Antero Resources’ production.

Currently, we do not expect to make any significant capital investments related to the acquired assets.

See Note 6—Property and Equipment to our consolidated financial statements for additional information.

Acquisition and Divestiture

HG Acquisition

On December 5, 2025, we entered into a definitive agreement to acquire 100% of the issued and outstanding equity interests of HG Midstream for cash consideration of $1.1 billion, subject to the terms and conditions thereof.

The HG Acquisition includes gathering pipelines and integrated water handling assets in the core of the Marcellus Shale in West Virginia.

Pursuant to the same agreement, Antero Resources agreed to acquire 100% of the issued and outstanding equity interests of HG Production for total cash consideration of $2.8 billion, subject to the terms and conditions thereof.

The HG Upstream Acquisition includes approximately 385,000 net acres in the core of the Marcellus Shale in West Virginia.

These acquisitions closed on February 3, 2026.

The HG Acquisition was funded with net proceeds of the 2034 Notes (as defined below), borrowing under the Credit Facility and restricted cash.

See Note 3—Transactions to our consolidated financial statements for additional information.

We intend to make certain modifications to our existing commercial arrangements with Antero Resources to provide for on-pad compression with respect to certain wells and to provide a transition period through 2026 before certain water services would be provided under the existing agreements with Antero Resources.

Utica Shale Divestiture

On December 5, 2025, we entered into the Utica Shale PSA with the Buyer Parties to sell substantially all of our Utica Shale Property and Equipment in Ohio, for aggregate cash consideration of $400 million, subject to the terms and conditions thereof.

The Utica Shale Property and Equipment includes 118 miles of gathering pipelines, 0.7 Bcfe/d of compression capacity, 85 miles of water pipelines and 12 water impoundments with storage capacity of approximately 2 million barrels.

The Utica Shale Divestiture is expected to close in February 2026, subject to the satisfaction of certain customary closing conditions.

The net proceeds from the Utica Shale Divestiture are expected to be used for the repayment of long-term debt.

See Note 3—Transactions to our consolidated financial statements for additional information.

Financing Highlights

Credit Facility

On July 30, 2024, we entered into an amendment and restatement of our senior secured revolving credit facility with lender commitments of $1.25 billion, which matures on July 30, 2029 (subject to certain terms and conditions related to the outstanding balances to our 2027, 2028 and 2029 notes).

See Note 8—Long-Term Debt to our consolidated financial statements for additional information.

Issuance of Senior Notes

On January 16, 2024, we issued $600 million of 6.625% senior notes due February 1, 2032 (the “2032 Notes”) at par.

Issuance of 2033 Notes

On September 22, 2025, we issued $650 million in aggregate principal amount of 5.75% senior notes due October 15, 2033 (the “2033 Notes”) at par.

The 2033 Notes are unsecured and effectively subordinated to the Credit Facility to the extent of the value of the collateral securing the Credit Facility.

The 2033 Notes rank pari passu to our other outstanding senior notes and are guaranteed on a full and unconditional and joint and several senior unsecured basis by our wholly owned subsidiaries and certain of our future restricted subsidiaries.

The net proceeds from this offering were used to repay outstanding borrowings on the Credit Facility.

The net proceeds from this offering were used to redeem the 2027 Notes.

See Note 9—Long-Term Debt to our consolidated financial statements for additional information.

Repurchase of Senior Notes

During the year ended December 31, 2024, we repurchased or otherwise fully redeemed $550 million aggregate principal amount of our 7.875% senior notes due May 15, 2026 (the “2026 Notes”) at a weighted average premium of 101.975% of the principal amount thereof, plus accrued and unpaid interest.

The 2026 Notes were retired as of May 16, 2024.

Issuance of 2034 Notes

On December 23, 2025, we issued $600 million in aggregate principal amount of 5.75% senior notes due July 1, 2034 (the “2034 Notes”).

The 2034 Notes are unsecured and effectively subordinated to the Credit Facility to the extent of the value of the collateral securing the Credit Facility.

The 2034 Notes rank pari passu to our other outstanding senior notes and are guaranteed on a full and unconditional and joint and several senior unsecured basis by our wholly owned subsidiaries and certain of our future restricted subsidiaries.

The net proceeds from this offering were used to partially fund the HG Acquisition.

See Note 3—Transactions and Note 9—Long-Term Debt to our consolidated financial statements for additional information.

Redemption of 2027 Notes

During the year ended December 31, 2025, we redeemed $650 million aggregate principal amount of our 5.75% senior notes due March 1, 2027 (the “2027 Notes”) at par, plus accrued and unpaid interest.

The 2027 Notes were retired as of September 23, 2025.

See Note 9—Long-Term Debt to our consolidated financial statements for additional information.

Share Repurchase Program

On February 13, 2024, our Board authorized a share repurchase program that allows us to repurchase up to $500 million of shares of our outstanding common stock.

During the year ended December 31, 2024, we repurchased approximately 2 million shares of our common stock through our share repurchase program for a total cost of $29 million.

As of December 31, 2024, we have $471 million remaining under our share repurchase program.

Through our share repurchase program, during the year ended December 31, 2025, we repurchased and retired approximately 8 million shares of our common stock for a total cost of $135 million.

As of December 31, 2025, we have approximately $336 million of capacity remaining under our share repurchase program.

The shares may be repurchased from time to time in open market transactions, through privately negotiated transactions or by other means in accordance with federal securities laws.

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The exact number of shares to be repurchased by us is not guaranteed and the program may be suspended, modified or discontinued at any time without prior notice.

federal excise tax on certain repurchases of stock by publicly traded U.S.

corporations enacted as part of the Inflation Reduction Act of 2022 applies to our share repurchase program.

Market Conditions and Business Trends

Commodity Markets

Benchmark prices for natural gas decreased significantly, while benchmark prices for oil remained relatively consistent and NGLs increased during the year ended December 31, 2024 as compared to the year ended December 31, 2023.

Benchmark prices for natural gas and ethane increased significantly, while benchmark prices for C3+ NGL’s and oil decreased during the year ended December 31, 2025 as compared to the year ended December 31, 2024.

While substantially all of our revenues are based on fixed-fee contracts that are not directly impacted by changes in commodity prices, commodity price changes do impact the revenues and cash flows of Antero Resources, and Antero Resources’ drilling and development plan does have a direct impact on our gathering, compression and water handling services, revenues and cash flows.

In the current economic environment, we expect that commodity prices for some or all of the commodities produced by Antero Resources could remain volatile.

However, due to Antero Resources’ improved liquidity and leverage position as compared to historical levels, we do not expect to experience significant variability in our throughput volumes resulting from volatile commodity prices.

However, due to Antero Resources’ increased scale, liquidity and leverage position as compared to historical levels together with Antero Resources’ increased commodity derivative portfolio, we do not expect to experience significant variability in our throughput volumes resulting from volatile commodity prices.

Economic Indicators

The economy experienced elevated inflation levels as a result of global supply and demand imbalances, where global demand outpaced supplies beginning in 2021 and continuing through 2024.

For example, CPI for all urban consumers increased 4.1% from the year ended December 31, 2022 to the year ended December 31, 2023 and an additional 2.9% from the year ended December 31, 2023 to the year ended December 31, 2024.

In order to manage the inflation risk present in the United States’ economy, the Federal Reserve utilized monetary policy in the form of interest rate increases beginning in March 2022 in an effort to bring the inflation rate in line with its stated goal of 2% on a long-term basis.

Between March 2022 and July 2023, the Federal Reserve increased the federal funds interest rate by 5.25%.

During the second half of 2024, inflation rates began to approach the Federal Reserve’s stated goal of 2%, and the Federal Reserve decreased the federal funds rate by 1.0% between September and December 2024.

While inflationary pressures in the United States’ economy have begun to subside, we continue to be impacted by the increased federal funds interest rate.

See “—Results of Operations” for additional information.

In order to manage the inflation risk present in the United States’ economy, the Federal Reserve utilized monetary policy in the form of interest rate increases beginning in 2022 in an effort to bring the inflation rate in line with its stated goal of 2% on a long-term basis.

Between 2022 and 2023, the Federal Reserve increased the federal funds interest rate by 5.25%.

During the second half of 2024, inflation rates began to approach the Federal Reserve’s stated goal of 2%, and the Federal Reserve decreased the federal funds rate by 1.75% in 2024 and 2025.

While inflationary pressures in the United States’ economy have begun to subside, it is uncertain what impact recent tariff activity by the United States and foreign governments will have on inflation.

The economy also continues to be impacted by global events.

These events have often caused global supply chain disruptions with additional pressure due to trade sanctions on Russia and other global trade restrictions, among others.

However, neither our nor Antero Resources’ supply chain has experienced any significant interruptions due to such events.

These events have often caused global supply chain disruptions with additional pressure due to trade sanctions, tariffs, other global trade restrictions and conflicts, including those in the Middle East, Iran and Venezuela, among others.

While neither our nor Antero Resources’ supply chain has experienced any significant interruptions due to such events, there can be no assurance that we will not experience interruptions in the future.

Inflationary pressures and supply chain disruptions could result in further increases to our operating and capital costs that are not fixed.

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Fresh water operating expenses consist primarily of labor, pigging, monitoring, repair and maintenance and contract services.

Fresh water operating costs vary with the miles of pipeline, number of pumping stations and the number of well completions in the Appalachian Basin for which we deliver fresh water and number of impoundments in our water system.

Fresh water operating costs vary with the miles of pipeline, number of pumping stations and number of well completions in the Appalachian Basin for which we deliver fresh water and number of impoundments in our water system.

Other fluid handling costs relate to contract services performed by us and third parties.

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● Income tax expense .

We are subject to state and federal income taxes but are currently not in a cash tax paying position with respect to state and federal income taxes.

We are subject to state and U.S.

federal income taxes but are currently not in a material cash tax paying position with respect to state and U.S.

federal income taxes.

The difference between our financial statement income tax expense and our current U.S.

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Year Ended December 31, 2024 Compared to Year Ended December 31, 2025

The operating results of our reportable segments were as follows:

The operating results of our reportable segments are as follows:

Year Ended December 31, 2024

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Revenue–third-party

Gathering—low pressure fee rebate

Amortization of customer relationships

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Impairment of property and equipment

Accretion of asset retirement obligations

Loss on settlement of asset retirement obligations

Loss (gain) on asset sale

Other operating expense

Total operating expenses

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Equity in earnings of unconsolidated affiliates

Loss on early extinguishment of debt

Total other income (expense)

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Impairment of property and equipment

Accretion of asset retirement obligations

Loss on asset sale

Loss on long-lived assets

Other operating expense, net

Total operating expenses

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Loss on early extinguishment of debt

Transaction expense

Total other income (expense)

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Total revenues increased by 7%, from $1.1 billion for the year ended December 31, 2024, to $1.2 billion for the year ended December 31, 2025.

Total revenues included amortization of customer relationships of $71 million during each of the years ended December 31, 2023 and 2024.

Total revenues included amortization of customer relationships of $71 million for each of the years ended December 31, 2024 and 2025.

Gathering and processing revenues increased by 7%, from $889 million for the year ended December 31, 2024 to $950 million for the year ended December 31, 2025.

Water handling revenues decreased by 8%, from $237 million for the year ended December 31, 2023 to $217 million for the year ended December 31, 2024.

Water handling revenues increased by 10%, from $217 million for the year ended December 31, 2024 to $238 million for the year ended December 31, 2025.

These fluctuations primarily resulted from the following:

Gathering and Processing

● Low pressure gathering revenue increased $59 million period over period primarily due to lower growth incentive rebates of $52 million due to the expiration of the program on December 31, 2023 and increased low pressure gathering rates as a result of annual CPI-based adjustments, partially offset by decreased throughput volumes of 3 Bcf, or 17 MMcf/d.

Low pressure gathering volumes decreased between periods primarily due to natural production decline from wells connected to our system, partially offset by 51 additional wells being connected to our system since December 31, 2023 .

● Compression revenue increased $6 million period over period due to increased throughput volumes of 7 Bcf, or 9 MMcf/d, and increased compression rates as a result of annual CPI-based adjustments.

Compression volumes increased between periods primarily due to 51 additional wells connected to our system since December 31, 2023 and two compressor stations that were acquired during the second quarter of 2024.

● High pressure gathering revenue increased $19 million period over period primarily due to increased throughput volumes of 34 Bcf, or 86 MMcf /d, our acquisition of 48 miles of high pressure gathering lines during the second quarter of 2024 and increased high pressure gathering rates as a result of an annual CPI-based adjustment.

The high pressure gathering volumes increased period over period primarily due to 51 additional wells being connected to our high pressure system since December 31, 2023.

● Low pressure gathering revenue increased $24 million period over period primarily due to increased throughput volumes of 48 Bcf, or 141 MMcf/d, and increased low pressure gathering rates as a result of annual CPI-based adjustments.

Low pressure gathering volumes increased between periods primarily due to 78 additional wells being connected to our system since December 31, 2024, partially offset by natural production decline of the wells connected to our system between periods .

● Compression revenue increased $16 million period over period primarily due to increased throughput volumes of 50 Bcf, or 146 MMcf/d, and increased compression rates as a result of annual CPI-based adjustments.

Compression volumes increased between periods primarily due to 78 additional wells being connected to our system since December 31, 2024, partially offset by natural production decline of the wells connected to our system between periods .

● High pressure gathering revenue increased $21 million period over period primarily due to increased throughput volumes of 55 Bcf, or 160 MMcf /d, and increased high pressure gathering rates as a result of annual CPI-based adjustments.

High pressure gathering volumes increased between periods primarily due to 78 additional wells being connected to our system since December 31, 2024, partially offset by natural production decline of the wells connected to our system between periods.

Water Handling

● Fresh water delivery revenue decreased $16 million period over period primarily due to decreased fresh water delivery volumes of 4 MMBbl , or 12 MBbl/d, partially offset by an increase to the fresh water delivery rate for our long-term contract with Antero Resources as a result of the annual CPI-based adjustment.

Fresh water delivery volumes decreased between periods due to fewer wells serviced by our fresh water delivery system as a result of the timing of well completions by Antero Resources.

● Other fluid handling services revenue decreased $4 million period over period primarily due to decreased wastewater handling services and lower high rate transfer volumes during the year ended December 31, 2024, partially offset by higher blending cost of service fees between periods.

● Fresh water delivery revenue increased $5 million period over period primarily due to increased fresh water delivery volumes of 1 MMBbl , or 2 MBbl/d, and an increase to the fresh water delivery rate as a result of an annual CPI-based adjustment.

Fresh water delivery volumes increased between periods due to the increase in wells serviced by our fresh water delivery system as a result of the timing of well completions by Antero Resources.

● Other fluid handling services revenue increased $16 million period over period primarily due to increased other fluid handling volumes of 1 MMBbl, or 3 MBbl/d, as a result of higher wastewater trucking and blending volumes, as well as higher costs that are billed at cost plus 3% and blending cost of service fees between periods.

Direct operating expenses.

Direct operating expenses increased by 6% , from $ 218 million for the year ended December 31, 2024 to $232 million for the year ended December 31, 2025.

Gathering and processing direct operating expenses increased by 8% from $ 96 million for the year ended December 31, 2023 to $103 million for the year ended December 31, 2024 primarily due to increased high pressure gathering and compression volumes between periods and our acquisition of two compressor stations and 48 miles of high pressure gathering lines during the second quarter of 2024.

Water handling direct operating expenses decreased by 2% , from $ 117 million for the year ended December 31, 2023 to $115 million for the year ended December 31, 2024 primarily due to decreased fresh water and other fluid handling volumes between periods, partially offset by increased pipeline maintenance, repair and monitoring activities.

Gathering and processing direct operating expenses increased by 5% from $ 103 million for the year ended December 31, 2024 to $108 million for the year ended December 31, 2025 primarily due to increased gathering and compression volumes, higher costs for the two compressor stations and 48 miles of high pressure gathering lines acquired during the second quarter of 2024 and increased heavy maintenance expense between periods.

Water handling direct operating expenses increased by 8% , from $ 115 million for the year ended December 31, 2024 to $124 million for the year ended December 31, 2025 primarily due to increased other fluid handling volumes, higher wastewater trucking and disposal costs, and increased blending costs between periods.

General and administrative (excluding equity-based compensation) expenses.

General and administrative expenses (excluding equity-based compensation expense) increased by 6% , from $ 39 million for the year ended December 31, 2023 to $42 million for the year ended December 31, 2024 primarily due to higher costs allocated to us from Antero Resources.

General and administrative expenses (excluding equity-based compensation expense) remained consistent at $42 million for the year ended December 31, 2024 and 2025, respectively.

Equity-based compensation expenses.

Equity-based compensation expenses increased by 40% from $32 million for the year ended December 31, 2023 to $44 million for the year ended December 31, 2024 primarily due to annual equity-based awards granted during the first quarter of 2024.

Our equity-based awards vest over three or four year service periods.

Equity-based compensation expenses remained relatively consistent at $44 million and $46 million for the year ended December 31, 2024 and 2025, respectively.

See Note 11—Equity-Based Compensation to our consolidated financial statements for additional information.

Depreciation expense.

Depreciation expense increased by 3% from $136 million for the year ended December 31, 2023 to $140 million for the year ended December 31, 2024.

This increase was primarily due to $5 million related to assets placed in service between periods and $1 million for our assets acquired during the second quarter of 2024, partially offset by $2 million of lower expense between periods related to our program to repurpose underutilized compressor units to expand existing or construct new compressor stations.

Loss on asset sale.

Loss on asset sale of $6 million and $1 million for the years ended December 31, 2023 and 2024, respectively, was primarily due to sales of miscellaneous equipment.

Depreciation expense decreased by 4%, from $140 million for the year ended December 31, 2024 to $134 million for the year ended December 31, 2025 primarily due to lower depreciation expense of $11 million related to our program to repurpose underutilized compressor units to expand existing or construct new compressor stations between periods, partially offset by depreciation expense of $4 million related to assets placed in service between periods and higher depreciation expense of $1 million for our assets acquired during the second quarter of 2024.

Loss on long-lived assets.

During the year ended December 31, 2025, we recognized a loss on long-lived assets of $87 million related to the write-down of our Utica Shale net assets held for sale to the cash consideration expected to be received in the Utica Shale Divestiture less costs to sell.

There was no loss on long-lived assets during the year ended December 31, 2024.

See Note 3—Transactions to our consolidated financial statements for additional information.

Interest expense.

Interest expense decreased by 5%, from $217 million for the year ended December 31, 2023 to $207 million for the year ended December 31, 2024 primarily due to lower Credit Facility borrowings between periods and the repurchase and redemption of $550 million principal amount of the 2026 Notes during the year ended December 31, 2024, partially offset by the issuance of $600 million principal amount of 2032 Notes during the year ended December 31, 2024.

Interest expense decreased by 8%, from $207 million for the year ended December 31, 2024 to $190 million for the year ended December 31, 2025 primarily due to lower interest expense on our senior notes due to the repurchase and redemption of the 7.875% senior notes due May 15, 2026 (the “2026 Notes”) during the year ended December 31, 2024, and the redemption of the 2027 Notes during the year ended December 31, 2025, as well as lower interest rates on our Credit Facility between periods, partially offset by the issuances of the 6.625% senior notes due February 1, 2032 (the “2032 Notes”), 2033 Notes and 2034 Notes and higher average borrowing on our Credit Facility between periods.

See Note 9—Long-Term Debt to our consolidated financial statements for additional information.

Equity in earnings of unconsolidated affiliates.

Equity in earnings in unconsolidated affiliates increased by 5%, from $105 million for the year ended December 31, 2023 to $111 million for the year ended December 31, 2024 primarily due to increased processing and fractionation volumes and higher processing and fractionation fees as a result of annual CPI-based adjustments between periods .

Equity in earnings in unconsolidated affiliates increased by 5%, from $111 million for the year ended December 31, 2024 to $116 million for the year ended December 31, 2025 primarily due to increased processing volumes and higher processing and fractionation fees as a result of annual CPI-based adjustments between periods .

Loss on early extinguishment of debt.

During the year ended December 31, 2024, we repurchased or otherwise fully redeemed the $550 million aggregate principal amount of our 2026 Notes at a weighted average premium of 101.975% of the principal amount thereof, plus accrued and unpaid interest, and recognized a loss on early debt extinguishment of $14 million.

There was no loss on early extinguishment of debt for the year ended December 31, 2023.

During the year ended December 31, 2024, we recognized a loss on early extinguishment of debt of $14 million related to the premium paid to repurchase or otherwise fully redeem all of our 2026 Notes at a weighted average premium of 101.975% of the principal amount thereof, plus accrued and unpaid interest, as well as the write-off of unamortized deferred financing costs.

During the year ended December 31, 2025, we recognized a loss on early extinguishment of debt of $1 million related to the write-off of unamortized deferred financing costs and premium attributable to our 2027 Notes that were fully redeemed at par, plus accrued and unpaid interest.

See Note 9—Long-Term Debt to our consolidated financial statements for additional information.

Transaction expense.

During the year ended December 31, 2025, we incurred $5 million of transaction expense related to the HG Acquisition.

There were no transaction expenses during the year ended December 31, 2024.

See Note 3—Transactions to our consolidated financial statements for additional information.

Income tax expense.

Income tax expense increased by 2%, from $148 million for the year ended December 31, 2024 to $151 million for the year ended December 31, 2025, which reflects effective tax rates of 26.9% and 26.8%, respectively.

This income tax expense increase was primarily due to higher pre-tax income between periods.

The increase in our effective tax rate between periods was primarily due to changes in apportionment of state income taxes during the year ended December 31, 2024.

This income tax expense increase was primarily due to higher income before income taxes between periods.

See Note 8—Income Taxes to our consolidated financial statement for additional information.

Year Ended December 31, 2023 Compared to Year Ended December 31, 2024

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Sources and Uses of Cash

Capital resources and liquidity are provided by operating cash flows, available borrowings under our Credit Facility and capital market transactions.

See Note 8—Long-Term Debt to our consolidated financial statements for additional information.

Capital resources and liquidity are provided by operating cash flows, available borrowings under our Credit Facility, our Utica Shale Divestiture and capital market transactions.

See Note 3—Transactions and Note 9—Long-Term Debt to our consolidated financial statements for additional information.

We expect that the combination of these capital resources will be adequate to meet our working capital requirements, capital expenditures program and expected quarterly cash dividends for at least the next 12 months.

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See Note 12—Cash Dividends and Note 13—Equity and Net Income Per Common Share to our consolidated financial statements for additional information.

We expect our future cash requirements relating to working capital, capital expenditures, acquisitions and quarterly cash dividends to our stockholders will be funded from cash flows internally generated from our operations or borrowings under the Credit Facility.

As of December 31, 2025, we did not have any off-balance sheet arrangements.

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Net cash used in financing activities

Net increase (decrease) in cash and cash equivalents

Net increase (decrease) in cash, cash equivalents and restricted cash

Year Ended December 31, 2024 Compared to Year Ended December 31, 2025

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Net cash provided by operating activities was $844 million and $932 million for the years ended December 31, 2024 and 2025, respectively.

The increase in cash provided by operations between periods was primarily due to higher gathering and processing revenues and increased distributions from our equity method investments during the year ended December 31, 2024, partially offset by lower water handling revenues between periods.

Management’s Discussion and Analysis of Financial Condition and Results of Operations —Results of Operations” for additional information on the period over period changes in our gathering and processing and water handling revenues.

This increase in cash flows provided by operating activities between periods was primarily due to higher gathering and processing and water handling revenues and changes in working capital, partially offset by increased direct operating expenses between periods.

Investing activities.

Net cash used in investing activities was $183 million and $243 million for the years ended December 31, 2023 and 2024, respectively.

The increase in cash used in investing activities between periods was primarily due to our acquisition of gathering and compression assets during the second quarter of 2024 of $70 million, before closing adjustments, and increased capital spending for our gathering systems and facilities of $12 million, partially offset by decreased capital spending for our water handling systems of $23 million between periods.

During the year ended December 31, 2023, we expanded our gathering systems and facilities by building 17 miles of pipeline and adding capacity to one existing compressor station and water handling systems by building buried and surface pipelines of 6 miles and 9 miles, respectively.

During the year ended December 31, 2024, we expanded our gathering systems and facilities by building 29 miles of pipeline and one new compressor station and water handling systems by building buried and surface pipelines of 1 mile and 17 miles, respectively.

Net cash flows used in investing activities was $243 million and $169 million for the years ended December 31, 2024 and 2025, respectively.

The decrease in cash flows used in investing activities between periods was primarily due to our acquisition of gathering and compression assets during the second quarter of 2024 of $70 million, before closing adjustments, and lower capital spending related to our gathering systems and facilities of $50 million, partially offset by higher capital spending on our water handling systems of $40 million and additional investment in Stonewall of $4 million between periods.

The decreased capital spending for our gathering systems and facilities is primarily due to decreased high pressure pipeline projects of 7 miles in West Virginia.

The increased capital spending for our water handling systems is primarily due to increased surface pipeline projects of 8 miles in West Virginia.

Financing activities.

Net cash used in financing activities was $601 million and $500 million for the years ended December 31, 2024 and 2025, respectively.

The increase in cash used in financing activities between periods was primarily due to our repurchases and redemption of the 2026 Notes of $561 million, repurchases of approximately 2 million shares of our common stock for $29 million and payments for the 2032 Notes and New Credit Facility deferred financing costs of $13 million during the year ended December 31, 2024, partially offset by the issuance of the 2032 Notes of $600 million during the year ended December 31, 2024.

The decrease in cash flows used in financing activities between periods was primarily due to the issuance of our 2034 Notes of $600 million for the HG Acquisition, partially offset by increased net repayments on our Credit Facility of $339 million, increased repurchases of common stock of $106 million, lower cash provided from the refinancing of our 2026 Notes with our 2032 Notes of $39 million and higher employee tax withholdings for the settlement of equity-based compensation awards of $13 million.

Year Ended December 31, 2023 Compared to Year Ended December 31, 2024

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On February 11, 2026, we announced a 2026 capital budget with a range of $190 million to $220 million.

This capital budget supports Antero Resources’ maintenance capital program for 2025.

Our capital budget reflects the closing of the HG Acquisition on February 3, 2026 and assumes the closing of the Utica Shale Divestiture during February 2026.

Our capital budgets may be adjusted as business conditions warrant.

If natural gas, NGLs and oil prices decline to levels below acceptable levels or costs increase to levels above acceptable levels, Antero Resources could choose to defer a significant portion of its budgeted capital expenditures until later periods.

As a result, we may also defer a significant portion of our budgeted capital expenditures to achieve the desired balance between sources and uses of liquidity and prioritize capital projects that we believe have the highest expected returns and potential to generate consistent cash flows.

We routinely monitor and adjust our capital expenditures in response to changes in Antero Resources’ development plans, changes in prices, availability of financing, acquisition costs, industry conditions, the timing of regulatory approvals, success or lack of success in Antero Resources’ drilling activities, contractual obligations, internally generated cash flows and other factors both within and outside our control.

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Debt Agreements

We may, from time to time, seek to retire or purchase our outstanding debt through cash purchases and/or exchanges for equity securities, open market purchases, privately negotiated transactions or otherwise.

We may, from time to time, seek to retire or purchase our outstanding debt through cash purchases, open market purchases, privately negotiated transactions or otherwise.

Any such repurchases will depend on prevailing market conditions, our liquidity requirements, contractual restrictions and other factors.

The amounts involved could be material.

We were in compliance with all covenants and ratios applicable to our debt agreements as of December 31, 2024 and 2025.

The amounts involved could be material.

See Note 9—Long-Term Debt to our consolidated financial statements for additional information.

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We evaluate our estimates and assumptions on a regular basis.

We base our estimates on historical experience and various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the reported amounts in our consolidated financial statements that are not readily apparent from other sources.

We base our estimates on historical experience and various other assumptions that are believed to

be reasonable under the circumstances, the results of which form the basis for making judgments about the reported amounts in our consolidated financial statements that are not readily apparent from other sources.

Actual results may differ from these estimates and assumptions used in preparation of our financial statements.

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We record a deferred income tax benefit to the extent our deferred income tax assets exceed our deferred income tax liabilities.

We are subject to state and federal income taxes, but are currently not in a cash tax paying position with respect to federal income taxes.

We are subject to state and U.S.

federal income taxes, but are currently not in a cash tax paying position with respect to U.S.

federal income taxes.

We record a valuation allowance when we believe all or a portion of our deferred income tax assets will not be realized.

8 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 7. Management’s Discussion and Analysis