What changed in this filing

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Item 1. Financial Statements

2025-11-05 compared with 2025-08-06 · 138 added, 115 removed, 565 unchanged (31% of the section changed)

3 unchanged sentences

(In thousands, except outstanding shares)

September 30,

Current assets:

13 unchanged sentences

Deferred tax asset

Assets held for sale - non-current assets

Other long-term assets

7 unchanged sentences

Asset retirement obligations

Long-term derivative instruments

Operating lease liability

Assets held for sale - non-current liabilities

Other long-term liabilities

4 unchanged sentences

50,000,000 shares authorized;

no shares issued and outstanding at June 30, 2025 and December 31, 2024

no shares issued and outstanding at September 30, 2025 and December 31, 2024

Common stock, $ 0.01 par value:

250,000,000 shares authorized;

40,396,165 and 39,795,138 shares issued and outstanding at June 30, 2025 and December 31, 2024, respectively

40,475,997 and 39,795,138 shares issued and outstanding at September 30, 2025 and December 31, 2024, respectively

Additional paid-in capital

7 unchanged sentences

For the Three Months Ended

For the Six Months Ended

For the Nine Months Ended

September 30,

Oil and natural gas sales

35 unchanged sentences

(In thousands)

For the Six Months Ended

For the Nine Months Ended

September 30,

Cash flows from operating activities:

5 unchanged sentences

Cash settlements (paid) received on expired derivative instruments

Cash settlements received (paid) on terminated derivative instruments

Deferred income tax expense (benefit)

Accretion of asset retirement obligations

(Gain) loss on sale of properties

Share-based compensation (see Note 11)

16 unchanged sentences

Payments on Revolving Credit Facility

Deferred financing costs

Shares withheld for taxes

17 unchanged sentences

Balance at June 30, 2025

Net income (loss)

Share-based compensation expense

Shares withheld for taxes

Balance at September 30, 2025

Stockholders' Equity (Deficit)

8 unchanged sentences

Balance at June 30, 2024

Net income (loss)

Share-based compensation expense

Shares withheld for taxes

Balance at September 30, 2024

See Accompanying Notes to Unaudited Condensed Consolidated Financial Statements.

57 unchanged sentences

For the Three Months Ended

For the Six Months Ended

For the Nine Months Ended

September 30,

(In thousands)

3 unchanged sentences

Accordingly, the Company’s contracts do not give rise to contract assets or liabilities.

Accounts receivable attributable to the Company’s revenue contracts with customers were $ 28.8 million at June 30, 2025 and $ 28.5 million at December 31, 2024.

Accounts receivable attributable to the Company’s revenue contracts with customers were $ 26.5 million at September 30, 2025 and $ 28.5 million at December 31, 2024.

Acquisitions and Divestitures

Assets Held for Sale

On June 30, 2025, the Company approved the plan to sell its non-operated Eagle Ford assets.

On July 1, 2025, OLLC entered into a definitive agreement (the “Purchase and Sale Agreement”) to divest its non-core assets in the Eagle Ford for a contract price of $ 23.0 million, subject to certain post-closing adjustments (the “Asset Sale”).

The assets held for sale are recorded at the lower of their carrying value or fair value less cost to sell.

The Company recognized an impairment expense of approximately $ 8.4 million for both the three and six months ended June 30, 2025 in connection with the planned divestiture.

The disposition did not qualify as discontinued operations.

The major categories of assets and liabilities classified as held for sale were:

June 30, 2025

(In thousands)

Assets classified as held for sale

Property and equipment, at cost:

Oil and natural gas properties, successful efforts method

Accumulated depreciation, depletion, and impairment

Property and equipment, net

Total assets classified as held for sale

Liabilities associated with assets held for sale

Asset retirement obligations

Total liabilities associated with assets held for sale

AMPLIFY ENERGY CORP.

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Sale of Non-Operated Eagle Ford Assets

On July 1, 2025, OLLC entered into a definitive agreement (the “Purchase and Sale Agreement”) with Murphy Exploration & Production Company – USA, a Delaware corporation (“Buyer”), the existing operator of the majority of OLLC’s Assets (as defined in the Purchase and Sale Agreement), pursuant to which OLLC sold to Buyer all of OLLC’s Assets, which include, among other things, OLLC’s right, title and interest in and to certain specified oil and gas Properties, Contracts, Equipment and Production (each, as defined in the Purchase and Sale Agreement) within or related to certain designated lands in Karnes County, Texas, for an aggregate cash purchase price of $ 23.0 million, subject to certain post-closing adjustments (the “Asset Sale”).

The Asset Sale closed simultaneously with the execution and delivery of the Purchase and Sale Agreement on July 1, 2025.

Upon the Asset Sale, Amplify no longer holds any assets in the Eagle Ford.

The Purchase and Sale Agreement became effective as of June 15, 2025.

The Company recognized an impairment expense of approximately $ 8.4 million for the nine months ended September 30, 2025 in connection with the divestiture.

East Texas Haynesville Monetization

On January 15, 2025, the Company sold 90 % of its interest in certain units with rights in the Haynesville basin in Harrison County, Texas and purchased a 10 % interest in adjacent acreage, generating $ 6.3 million in net proceeds from the transactions.

On January 15, 2025, the Company sold 90 % of its interest in certain units with rights in the Cotton Valley and Haynesville basins in Harrison County, Texas and purchased a 10 % interest in adjacent acreage, generating $ 6.3 million in net proceeds from the transactions.

These transactions also established an area of mutual interest with the counterparty covering 10,000 gross acres.

1 unchanged sentence

The net proceeds received from the purchase and sale transactions of $ 6.3 million is classified as a (gain) loss on sale of properties in our Unaudited Consolidated Statement of Operations.

On May 1, 2025, the Company sold 90 % of its interest in three additional units with rights in the Haynesville basin in Panola and Shelby Counties, Texas to a third party.

On May 1, 2025, the Company sold 90 % of its interest in three units with rights in the Haynesville basin in Panola and Shelby Counties, Texas to a third party.

Amplify retained a 10 % working interest in the units it divested.

The net proceeds from the transaction of $ 1.5 million are classified as a (gain) loss on sale of properties in our Unaudited Consolidated Statement of Operations.

AMPLIFY ENERGY CORP.

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Contemplated Merger with Juniper Capital

6 unchanged sentences

For the Three Months Ended

For the Six Months Ended

For the Nine Months Ended

September 30,

Fair Value Measurements of Financial Instruments

4 unchanged sentences

All the derivative instruments reflected on the accompanying Unaudited Condensed Consolidated Balance Sheets were considered Level 2.

AMPLIFY ENERGY CORP.

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

The carrying values of accounts receivables, accounts payables (including accrued liabilities), restricted investments and amounts outstanding under long-term debt agreements with variable rates included in the accompanying Unaudited Condensed Consolidated Balance Sheets approximated fair value at June 30, 2025 and December 31, 2024.

The fair value estimates are based upon observable market data and are classified within Level 2 of the fair value hierarchy.

These assets and liabilities are not presented in the following tables.

AMPLIFY ENERGY CORP.

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Assets and Liabilities Measured at Fair Value on a Recurring Basis

The fair market values of the derivative financial instruments reflected on the accompanying Unaudited Condensed Consolidated Balance Sheets as of June 30, 2025 and December 31, 2024 were based on estimated forward commodity prices.

The fair market values of the derivative financial instruments reflected on the accompanying Unaudited Condensed Consolidated Balance Sheets as of September 30, 2025 and December 31, 2024 were based on estimated forward commodity prices.

Financial assets and liabilities are classified based on the lowest level of input that is significant to the fair value measurement in its entirety.

The significance of a particular input to the fair value measurement requires judgment and may affect the valuation of the fair value of assets and liabilities and their placement within the fair value hierarchy levels.

The following tables present the gross derivative assets and liabilities that are measured at fair value on a recurring basis at June 30, 2025 and December 31, 2024 for each of the fair value hierarchy levels:

Fair Value Measurements at June 30, 2025

The following tables present the gross derivative assets and liabilities that are measured at fair value on a recurring basis at September 30, 2025 and December 31, 2024 for each of the fair value hierarchy levels:

Fair Value Measurements at September 30, 2025

Quoted Prices in

32 unchanged sentences

The unobservable inputs used to determine fair value include, but are not limited to, estimates of proved reserves, estimates of probable reserves, future commodity prices, the timing of future production and capital expenditures and a discount rate commensurate with the risk reflective of the lives remaining for the respective oil and natural gas properties (some of which are Level 3 inputs within the fair value hierarchy).

● The Company recorded an impairment expense of $ 8.4 million for both the three and six months ended June 30, 2025 to reduce the net book value of our non-operated Eagle Ford assets to fair value less costs to sell.

See additional information regarding Asset Sale in Note 4 and Note 18.

No impairment expense was recorded on proved oil and natural gas properties during the three and six months ended June 30, 2024.

o The Company recorded an impairment expense of $ 34.0 million and $ 42.5 million for the three and nine months ended September 30, 2025, respectively.

The Company recognized an impairment charge due to the carrying value of the assets exceeding the fair market value of the assets.

o No impairment expense was recorded on proved oil and natural gas properties during the three and nine months ended September 30, 2024.

Risk Management and Derivative Instruments

10 unchanged sentences

The terms of the ISDA Agreements provide the Company and each of its counterparties with rights of set-off upon the occurrence of defined acts of default by either the Company or its counterparty to a derivative, whereby the party not in default may set-off all liabilities owed to the defaulting party against all net derivative asset receivables from the defaulting party.

As a result, had certain counterparties failed completely to perform according to the terms of the existing contracts, the Company would have the right to offset $ 9.9 million against amounts outstanding under the Revolving Credit Facility at June 30, 2025.

As a result, had certain counterparties failed completely to perform according to the terms of the existing contracts, the Company would have the right to offset $ 11.3 million against amounts outstanding under the Revolving Credit Facility at September 30, 2025.

See Note 8 for additional information regarding the Company’s Revolving Credit Facility.

6 unchanged sentences

The Company also enters into oil derivative contracts indexed to NYMEX-WTI.

At June 30, 2025, the Company had the following open commodity positions:

At September 30, 2025, the Company had the following open commodity positions:

Natural Gas Derivative Contracts:

11 unchanged sentences

Weighted-average fixed price

Collar contracts:

Two-way collars

Average monthly volume (Bbls)

Weighted-average floor price

Weighted-average ceiling price

AMPLIFY ENERGY CORP.

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Balance Sheet Presentation

The following table summarizes both:

(i) the gross fair value of derivative instruments by the appropriate balance sheet classification even when the derivative instruments are subject to netting arrangements and qualify for net presentation in the balance sheet and (ii) the net recorded fair value as reflected on the balance sheet at June 30, 2025 and December 31, 2024.

There was no cash collateral received or pledged associated with the Company’s derivative instruments since most of its counterparties, or certain of its affiliates, to its derivative contracts are lenders under its Revolving Credit Facility.

September 30,

Balance Sheet Location

16 unchanged sentences

Long-term derivative instruments

AMPLIFY ENERGY CORP.

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Loss (Gain) on Derivative Instruments

3 unchanged sentences

For the Three Months Ended

For the Six Months Ended

For the Nine Months Ended

Statements of

September 30,

Operations Location

3 unchanged sentences

The Company’s asset retirement obligations primarily relate to the Company’s portion of future plugging and abandonment costs for wells and related facilities.

The following table presents the changes in the asset retirement obligations for the six months ended June 30, 2025 (in thousands):

The following table presents the changes in the asset retirement obligations for the nine months ended September 30, 2025 (in thousands):

Asset retirement obligations at beginning of period

6 unchanged sentences

Current portion

Long-term portion - assets held for sale

Asset retirement obligations - long-term portion

AMPLIFY ENERGY CORP.

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Long-Term Debt

The following table presents the Company’s consolidated debt obligations at the dates indicated:

September 30,

(In thousands)

7 unchanged sentences

KeyBank National Association is the administrative agent.

The aggregate principal amount of loans outstanding under the Revolving Credit Facility as of June 30, 2025, was $ 130.0 million.

As of June 30, 2025, the borrowing base under the facility was $ 145.0 million with elected commitments of $ 145.0 million.

The aggregate principal amount of loans outstanding under the Revolving Credit Facility as of September 30, 2025, was $ 123.0 million.

As of September 30, 2025, the borrowing base under the facility was $ 135.0 million with elected commitments of $ 135.0 million.

The Revolving Credit Facility borrowing base is subject to redetermination on at least a semi-annual basis, primarily based on a reserve engineering report.

AMPLIFY ENERGY CORP.

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Certain key terms and conditions under the Revolving Credit Facility include (but are not limited to):

7 unchanged sentences

● Initial minimum hedging requirements covering 75 % of the reasonably projected monthly production of hydrocarbons from proved developed producing reserves for the 24-month period following the effective date of the Revolving Credit Facility (the “First Period”) and (ii) 50 % for the 12-month period immediately following the First Period.

AMPLIFY ENERGY CORP.

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

On May 29, 2025, the Company completed the spring redetermination which affirmed the borrowing base at $ 145.0 million.

The next regularly schedule borrowing base redetermination is expected to occur in the fourth quarter of 2025.

As noted above, the Company is required to maintain a minimum current ratio of 1.00 to 1.00, which is measured on the last day of each quarter.

On June 30, 2025, the Company’s current ratio was 0.90 to 1.00.

On July 31, 2025, the Company received a letter agreement from its lenders waiving any default or event of default as a result of such noncompliance related to the minimum current ratio requirement for the quarter ended June 30, 2025.

As a result, the Company was in compliance with all financial covenants as of June 30, 2025.

Subsequent Event .

On July 2, 2025, subsequent to the Asset Sale, the Company’s borrowing base was reduced to $ 135.0 million.

As of September 30, 2025, the Company was in compliance with all the financial covenants (current ratio and total leverage ratio) and nonfinancial covenants associated with the Revolving Credit Facility.

Weighted-Average Interest Rates

1 unchanged sentence

For the Three Months Ended

For the Six Months Ended

For the Nine Months Ended

September 30,

Revolving Credit Facility

Letters of Credit

At June 30, 2025, the Company had no letters of credit outstanding.

At September 30, 2025, the Company had no letters of credit outstanding.

Unamortized Deferred Financing Costs

Unamortized deferred financing costs associated with the Company’s Revolving Credit Facility were $ 2.6 million at June 30, 2025.

Unamortized deferred financing costs associated with the Company’s Revolving Credit Facility were $ 2.2 million at September 30, 2025.

AMPLIFY ENERGY CORP.

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

The Company’s authorized capital stock includes 250,000,000 shares of Common Stock.

The following is a summary of the changes in the Company’s Common Stock issued for the six months ended June 30, 2025:

The following is a summary of the changes in the Company’s Common Stock issued for the nine months ended September 30, 2025:

Balance, December 31, 2024

2 unchanged sentences

Shares withheld for taxes (1)

Balance, June 30, 2025

Balance, September 30, 2025

(1) Represents the net settlement on vesting of restricted stock to satisfy tax withholding requirements.

AMPLIFY ENERGY CORP.

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Earnings (Loss) per Share

1 unchanged sentence

For the Three Months Ended

For the Six Months Ended

For the Nine Months Ended

September 30,

Net income (loss)

13 unchanged sentences

The 2024 EIP is administered by the board of directors of the Company.

AMPLIFY ENERGY CORP.

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Restricted Stock Units

5 unchanged sentences

Changes in the fair value of liability-classified awards are recorded to general administrative expense and are remeasured at fair value each reporting period.

As of June 30, 2025, TSU grants are accounted for as equity-classified awards.

As of September 30, 2025, TSU grants are accounted for as equity-classified awards.

The grant-date fair value is recognized as compensation cost on a straight-line basis over the requisite service period and forfeitures are accounted for as they occur.

The unrecognized cost associated with the TSUs was $ 7.2 million at June 30, 2025.

The unrecognized cost associated with the TSUs was $ 6.3 million at September 30, 2025.

The Company expects to recognize the unrecognized compensation cost for these awards over a weighted average period of approximately 1.7 years.

AMPLIFY ENERGY CORP.

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

The following table summarizes information regarding the TSUs activity for the period presented:

2 unchanged sentences

TSUs outstanding at December 31, 2024

TSUs outstanding at June 30, 2025

TSUs outstanding at September 30, 2025

(1) Determined by dividing the aggregate grant-date fair value of awards by the number of awards issued.

(2) The aggregate grant-date fair value of TSUs issued for the six months ended June 30, 2025 was $ 4.4 million based on a grant-date market price of $ 5.34 per share.

(2) The aggregate grant-date fair value of TSUs issued for the nine months ended September 30, 2025 was $ 4.9 million based on a grant-date market price ranging from $ 3.28 per share to $ 5.34 per share.

Restricted Stock Units with Market and Service Vesting Conditions

9 unchanged sentences

The three-year performance period for the 2025 awards is January 1, 2025 through December 31, 2027.

AMPLIFY ENERGY CORP.

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

In connection with Mr.

Daniel Furbee’s appointment as Chief Executive Officer, he received a grant of 100,000 PSUs (the “Target PSUs”) on July 22, 2025.

The Target PSUs are subject to a performance period that began on July 22, 2025 and ends on March 31, 2028 (the “Performance Period”).

The Target PSUs will vest, subject to Mr.

Furbee’s continued employment through the settlement date, as follows:

(i) 50 % of the Target PSUs will vest if the 20 -day volume-weighted average closing price (“VWAP”) of a share of Company common stock for the 20 consecutive trading days immediately preceding the end of the Performance Period equals at least $ 6.00 but less than $ 8.00 , (ii) 100 % of the Target PSUs will vest if the 20 -day VWAP of a share of Company common stock for the 20 consecutive trading days immediately preceding the end of the Performance Period equals at least $ 8.00 , but less than $ 10.00 , and (iii) 200 % of the Target PSUs will vest if the 20 -day VWAP of a share of the Company’s common stock for the 20 consecutive trading days immediately preceding the end of the Performance Period equals at least $ 10.00 , with linear interpolation to apply for actual performance achieved between the foregoing thresholds.

Compensation costs related to PSU awards are recorded as general and administrative expense.

The unrecognized cost associated with PSU awards was $ 4.2 million at June 30, 2025.

The unrecognized cost associated with PSU awards was $ 3.4 million at September 30, 2025.

The Company expects to recognize the unrecognized compensation cost for PSU awards over a weighted-average period of approximately 1.8 years.

4 unchanged sentences

Risk-free interest rate

AMPLIFY ENERGY CORP.

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

The following table summarizes information regarding the PSU activity for the period presented:

1 unchanged sentence

Date Fair Value

PRSUs outstanding at December 31, 2024

PRSUs outstanding at June 30, 2025

PSUs outstanding at December 31, 2024

PSUs outstanding at September 30, 2025

(1) Determined by dividing the aggregate grant-date fair value of awards by the number of awards issued.

(2) The aggregate grant-date fair value of PSUs issued for the six months ended June 30, 2025 was $ 3.4 million based on a calculated fair value price ranging from $ 6.20 to $ 7.05 per share.

(2) The aggregate grant-date fair value of PSUs issued for the nine months ended September 30, 2025 was $ 3.8 million based on a calculated fair value price ranging from $ 3.68 to $ 7.05 per share.

Compensation Expense

1 unchanged sentence

For the Three Months Ended

For the Six Months Ended

For the Nine Months Ended

September 30,

Share-based compensation costs

AMPLIFY ENERGY CORP.

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

The Company has leases for office space, warehouse space and equipment in its corporate office and operating regions as well as vehicles, compressors and surface rentals related to its business operations.

4 unchanged sentences

Additionally, the Company elected the short-term practical expedient to exclude leases with a term of twelve months or less.

For the quarter ended June 30, 2025, all of the Company’s leases qualified as operating leases, and it did not have any existing or new leases qualifying as financing leases or variable leases.

For the quarter ended September 30, 2025, all of the Company’s leases qualified as operating leases, and it did not have any existing or new leases qualifying as financing leases or variable leases.

The Company’s corporate office lease does not provide an implicit rate.

2 unchanged sentences

The Company uses a reasonable market interest rate for its office equipment and vehicle leases.

For the six months ended June 30, 2025 and 2024, the Company recognized approximately $ 1.1 million and $ 1.0 million, respectively, of costs relating to the operating leases in the Unaudited Condensed Consolidated Statements of Operations.

AMPLIFY ENERGY CORP.

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

For the nine months ended September 30, 2025 and 2024, the Company recognized approximately $ 1.6 million and $ 1.5 million, respectively, of costs relating to the operating leases in the Unaudited Condensed Consolidated Statements of Operations.

Supplemental cash flow information related to the Company’s lease liabilities is included in the table below:

For the Six Months Ended

For the Nine Months Ended

September 30,

(In thousands)

2 unchanged sentences

The following table presents the Company’s right-of-use assets and lease liabilities for the period presented:

September 30,

(In thousands)

4 unchanged sentences

Total lease liability

AMPLIFY ENERGY CORP.

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

The following table reflects the Company’s maturity analysis of the minimum lease payment obligations under non-cancelable operating leases with a remaining term in excess of one year (in thousands):

4 unchanged sentences

The weighted average remaining lease terms and discount rate for all of the Company’s operating leases for the period presented:

September 30,

Weighted average remaining lease term (years):

9 unchanged sentences

Current accrued liabilities consisted of the following at the dates indicated (in thousands):

September 30,

Accrued lease operating expense

11 unchanged sentences

Accounts receivable consisted of the following at the dates indicated (in thousands):

September 30,

Oil and natural gas receivables

6 unchanged sentences

Supplemental cash flows for the periods presented (in thousands):

For the Six Months Ended

For the Nine Months Ended

September 30,

Supplemental cash flows:

7 unchanged sentences

Related Party Agreements

There have been no transactions between the Company and any related person in which the related person had a direct or indirect material interest for the three and six months ended June 30, 2025 and 2024.

There have been no transactions between the Company and any related person in which the related person had a direct or indirect material interest for the three and nine months ended September 30, 2025 and 2024.

Segment Reporting

8 unchanged sentences

For the Three Months Ended

For the Six Months Ended

For the Nine Months Ended

September 30,

(In thousands)

16 unchanged sentences

In accruing for environmental remediation liabilities, costs of future expenditures for environmental remediation are not discounted to their present value, unless the amount and timing of the expenditures are fixed or reliably determinable.

At June 30, 2025 and December 31, 2024, the Company had no environmental reserves recorded in its Unaudited Condensed Consolidated Balance Sheet.

At September 30, 2025 and December 31, 2024, the Company had no environmental reserves recorded in its Unaudited Condensed Consolidated Balance Sheet.

Termination of Contemplated Merger with Juniper Capital

6 unchanged sentences

There have been no material changes to the legal proceedings, insurance receivables and costs associated with the incident that occurred at our producing oil property located at Beta (the “Incident”) as described in the Company’s annual financial statements included in its 2024 Form 10-K, except with respect to that disclosed below:

On June 30, 2025, and December 31, 2024, the Company’s insurance receivables were $ 0.4 million and $ 4.7 million, respectively.

Excluding the costs associated with the resolution of the federal and state matters discussed in the 2024 Form 10-K, for the six months ended June 30, 2025, the Company incurred legal fees, loss load and other non-reimbursable expenses of $ 0.6 million that are classified as “Pipeline Incident Loss” on the Company’s Unaudited Condensed Consolidated Statements of Operations.

On September 30, 2025, and December 31, 2024, the Company’s insurance receivables were $ 0.4 million and $ 4.7 million, respectively.

Excluding the costs associated with the resolution of the federal and state matters discussed in the 2024 Form 10-K, for the nine months ended September 30, 2025, the Company incurred legal fees, loss load and other non-reimbursable expenses of $ 0.6 million that are classified as “Pipeline Incident Loss” on the Company’s Unaudited Condensed Consolidated Statements of Operations.

For more information, please see the 2024 Form 10-K.

3 unchanged sentences

The obligation to fund ceases when the aggregate value of the account reaches $ 4.3 million.

As of June 30, 2025, the account balance included in restricted investments was approximately $ 4.6 million.

As of September 30, 2025, the account balance included in restricted investments was approximately $ 4.6 million.

Supplemental Bond for Decommissioning Liabilities Trust Agreement

7 unchanged sentences

The obligation for these agreements ceases when the total aggregate value of the escrow accounts reaches $ 172.6 million.

The below table outlines the updated funding commitment for these agreements at June 30, 2025 (in thousands):

The below table outlines the updated funding commitment for these agreements at September 30, 2025 (in thousands):

Payment Due by Period

6 unchanged sentences

(1) The remaining payments will be made during the years 2030 through 2042.

As of June 30, 2025, the Company has funded $ 30.5 million into the escrow accounts which is reflected in “Restricted investments” on the Unaudited Condensed Consolidated Balance Sheet.

The Company’s current income tax benefit (expense) was ($ 0.5 ) million for each of the three and six months ended June 30, 2025.

The Company’s current income tax benefit (expense) was ($ 0.6 ) million and ($ 2.0 ) million for the three and six months ended June 30, 2024, respectively.

The Company’s deferred income tax benefit (expense) was ($ 1.4 ) million and $ 0.1 million for the three and six months ended June 30, 2025, respectively.

The Company’s deferred income tax benefit (expense) was ($ 2.1 ) million and $ 2.6 million for the three and six months ended June 30, 2024, respectively.

The effective tax rates for the three and six months ended June 30, 2025 were 23.1 % and 42.0 %, respectively.

The effective tax rates for the three and six months ended June 30, 2024 were 27.4 % and 21.3 %, respectively.

As of September 30, 2025, the Company has funded $ 33.1 million into the escrow accounts which is reflected in “Restricted investments” on the Unaudited Condensed Consolidated Balance Sheet.

The Company’s current income tax benefit (expense) was $ 0.1 million and ($ 0.4 ) million for the three and nine months ended September 30, 2025.

The Company’s current income tax benefit (expense) was ($ 0.4 ) million and ($ 2.4 ) million for the three and nine months ended September 30, 2024, respectively.

The Company’s deferred income tax benefit (expense) was $ 9.2 million and $ 9.3 million for the three and nine months ended September 30, 2025, respectively.

The Company’s deferred income tax benefit (expense) was ($ 5.7 ) million and ($ 3.1 ) million for the three and nine months ended September 30, 2024, respectively.

The effective tax rates for the three and nine months ended September 30, 2025 were 30.8 % and 30.5 %, respectively.

The effective tax rates for the three and nine months ended September 30, 2024 were both 21.1 %.

The difference between the statutory U.S.

federal income tax rate of 21 % and the effective tax rate for the three and six months ended June 30, 2025 was primarily from higher discrete realized hedging income tax expense and lower book income in the second quarter of 2025.

federal income tax rate of 21 % and the effective tax rate for the three and nine months ended September 30, 2025 was primarily attributable to increased estimated marginal well production credits and higher book losses for 2025.

Both items represent negative income drivers and moved in the same direction, resulting in an effective tax rate that exceeded the statutory rate.

The difference between the statutory U.S.

federal income tax rate of 21 % and the effective tax rate for the three and six months ended June 30, 2024 was due to higher income earned in the second quarter of 2024.

federal income tax rate of 21 % and the effective tax rate for the three and nine months ended September 30, 2024 was caused by higher state taxes, partially offset by marginal well tax credits pursuant to Section 45I of the Internal Revenue Code and a windfall tax benefit from stock compensation.

On July 4, 2025, the President signed into law the One Big Beautiful Bill Act (“OBBBA”), which introduces significant changes to U.S.

1 unchanged sentence

Key provisions of the legislation include modifications to the limitation on the deductibility of business interest expense, changes to the treatment of research and development expenditures, full expensing of qualified capital expenditures, and modifications to the international tax framework.

The Company is currently evaluating the impact of the OBBBA on its consolidated financial statements.

The Company is still evaluating the impact of the OBBBA on its consolidated financial statements.

While the full effects are still being assessed, the Company anticipates a reduction in current income tax expense for the year with no material impact to the effective tax rate.

2 unchanged sentences

Subsequent Events

Sale of Non-Operated Eagle Ford Assets and Borrowing Base Redetermination

On July 1, 2025, OLLC entered into the Purchase and Sale Agreement with Murphy Exploration & Production Company – USA, a Delaware corporation (“Buyer”), the existing operator of the majority of OLLC’s Assets (as defined in the Purchase and Sale Agreement), pursuant to which OLLC sold to Buyer all of OLLC’s Assets, which include, among other things, OLLC’s right, title and interest in and to certain specified oil and gas Properties, Contracts, Equipment and Production (each, as defined in the Purchase and Sale Agreement) within or related to certain designated lands in Karnes County, Texas, for an aggregate cash purchase price of $ 23.0 million, subject to certain post-closing adjustments.

The Asset Sale closed simultaneously with the execution and delivery of the Purchase and Sale Agreement on July 1, 2025.

The Purchase and Sale Agreement became effective as of June 15, 2025.

Additionally, see Note 8 for additional information relating to the reduction in the Company’s borrowing base in connection with the Asset Sale.

East Texas Haynesville Monetization

On October 2, 2025, the Company entered into a purchase and sale agreement to sell its remaining interest in certain units with rights in the Cotton Valley and Haynesville basins in Harrison County, Texas, generating $ 5.5 million in net proceeds from the transactions.

The sale closed on October 24, 2025 and has an effective date of October 1, 2025.

EQV Purchase and Sale Agreement

On October 28, 2025, OLLC and Magnify Energy Services LLC, a Delaware limited liability company and indirect, wholly owned subsidiary of the Company (“Magnify” and together with OLLC, the “EQV Sellers”), entered into a purchase and sale agreement (the “EQV Purchase and Sale Agreement”) with EQV Alpha LLC, a Delaware limited liability company (“Alpha”), pursuant to which the EQV Sellers sold to Alpha certain assets of the EQV Sellers, which include, among other things, the EQV Sellers’ right, title and interest in and to certain specified oil and gas Properties and Equipment (each as defined in the EQV Purchase and Sale Agreement) within or related to certain designated lands in East Texas and Louisiana (the “EQV Asset Sale”) for a cash purchase price of $ 122.0 million, which remains subject to customary adjustments under the EQV Purchase and Sale Agreement.

The EQV Asset Sale contemplated by the EQV Purchase and Sale Agreement is expected to close in December 2025 with an effective date of October 1, 2025.

Revolution Purchase and Sale Agreement

On November 4, 2025, Amplify Oklahoma Operating LLC, a Delaware limited liability company and indirect, wholly owned subsidiary of the Company (“Amplify Oklahoma”), Magnify (together with Amplify Oklahoma, the “Revolution Sellers”) and OLLC, for certain limited purposes, entered into a purchase and sale agreement (the “Revolution Purchase and Sale Agreement”) with Revolution Resources III, LLC, a Delaware limited liability company (“Revolution”), pursuant to which the Revolution Sellers sold to Revolution certain assets of the Revolution Sellers, which include, among other things, the Revolution Sellers’ right, title and interest in and to certain specified oil and gas Properties and Equipment (each as defined in the Revolution Purchase and Sale Agreement) within or related to certain designated lands in Oklahoma (the “Revolution Asset Sale”) for a cash purchase price of $ 92.5 million, which remains subject to customary adjustments under the Revolution Purchase and Sale Agreement.

The Revolution Asset Sale contemplated by the Revolution Purchase and Sale Agreement is expected to close in December 2025 with an effective date of October 1, 2025.

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-Q

Item 1. Financial Statements