Item 1. Financial Statements
Item 1.
Financial Statements (Unaudited)
3
Item 2.
Management’s Discussion and Analysis of Financial Condition and Results of Operations
35
Item 3.
Quantitative and Qualitative Disclosures about Market Risk
52
Item 4.
Controls and Procedures
53
PART II—OTHER INFORMATION
53
Item 1.
Legal Proceedings
53
Item 1A.
Risk Factors
53
Item 2.
Unregistered Sales of Equity Securities
54
Item 5
Other Information
54
Item 6.
Exhibits
55
SIGNATURES
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CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS
Some of the information in this Quarterly Report on Form 10-Q may contain “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). All statements, other than statements of historical fact included in this Quarterly Report on Form 10-Q, regarding our strategy, future operations, financial position, estimated revenues and losses, projected costs, prospects, plans and objectives of management are forward-looking statements. Words such as “may,” “assume,” “forecast,” “position,” “predict,” “strategy,” “expect,” “intend,” “plan,” “estimate,” “anticipate,” “believe,” “project,” “budget,” “potential,” or “continue,” and similar expressions are used to identify forward-looking statements, although not all forward-looking statements contain such identifying words. When considering these forward-looking statements, investors should keep in mind the risk factors and other cautionary statements in this Quarterly Report on Form 10-Q and in our Annual Report on Form 10-K for the year ended December 31, 2024. These forward-looking statements are based on management’s current beliefs, based on currently available information, as to the outcome and timing of future events. Factors that could cause our actual results to differ materially from the results contemplated by such forward-looking statements include:
● natural gas, NGLs and oil prices;
● our ability to execute our business strategy;
● our production and natural gas, natural gas liquids (“NGLs”) and oil reserves;
● our financial strategy, liquidity and capital required for our development program;
● our ability to obtain debt or equity financing on satisfactory terms to fund acquisitions, expansion projects, capital expenditures, working capital requirements and the repayment or refinancing of indebtedness;
● our ability to execute our return of capital program;
● timing and amount of future production of natural gas, NGLs and oil;
● impacts of geopolitical events, including the conflicts in Ukraine and in the Middle East, and world health events;
● our ability to meet minimum volume commitments and to utilize or monetize our firm transportation commitments;
● marketing of natural gas, NGLs and oil;
● our future drilling plans;
● our projected well costs;
● our hedging strategy and results;
● costs of developing our properties;
● uncertainty regarding our future operating results;
● operations of Antero Midstream Corporation (“Antero Midstream”);
● competition;
● government regulations and changes in laws;
● pending legal or environmental matters;
● leasehold or business acquisitions;
● our ability to achieve our greenhouse gas reduction targets and the costs associated therewith;
● general economic conditions;
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● credit markets; and
● our other plans, objectives, expectations and intentions contained in this Quarterly Report on Form 10-Q.
We caution investors that these forward-looking statements are subject to all of the risks and uncertainties incidental to our business, most of which are difficult to predict and many of which are beyond our control. These risks include, but are not limited to, commodity price volatility, inflation, supply chain or other disruption, availability and cost of drilling, completion and production equipment and services, environmental risks, drilling and completion and other operating risks, marketing and transportation risks, regulatory changes or changes in law, the uncertainty inherent in estimating natural gas, NGLs and oil reserves and in projecting future rates of production, cash flows and access to capital, the timing of development expenditures, conflicts of interest among our stockholders, impacts of geopolitical and world health events, cybersecurity risks, the state of markets for, and availability of, verified quality carbon offsets and the other risks described or referenced under the heading “Item 1A. Risk Factors” herein, including the risk factors set forth in our Annual Report on Form 10-K for the year ended December 31, 2024 (the “2024 Form 10-K”), which is on file with the Securities and Exchange Commission (“SEC”).
Reserve engineering is a process of estimating underground accumulations of natural gas, NGLs and oil that cannot be measured in an exact manner. The accuracy of any reserve estimate depends on the quality of available data, the interpretation of such data, and the price and cost assumptions made by reservoir engineers. In addition, the results of drilling, testing and production activities, or changes in commodity prices, may justify revisions of estimates that were made previously. If significant, such revisions would change the schedule of any further production and development drilling. Accordingly, reserve estimates may differ significantly from the quantities of natural gas, NGLs and oil that are ultimately recovered.
Should one or more of the risks or uncertainties described or referenced in this Quarterly Report on Form 10-Q occur, or should underlying assumptions prove incorrect, our actual results and plans could differ materially from those expressed in any forward-looking statements.
All forward-looking statements, expressed or implied, included in this Quarterly Report on Form 10-Q are expressly qualified in their entirety by this cautionary statement. This cautionary statement should also be considered in connection with any subsequent written or oral forward-looking statements that we or persons acting on our behalf may issue.
Except as otherwise required by applicable law, we disclaim any duty to update any forward-looking statements to reflect events or circumstances after the date of this Quarterly Report on Form 10-Q.
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PART I—FINANCIAL INFORMATION
ANTERO RESOURCES CORPORATION
Condensed Consolidated Balance Sheets
(In thousands, except per share amounts)
(Unaudited)
December 31,
September 30,
2024
2025
Assets
Current assets:
Accounts receivable
$
34,413
37,148
Accrued revenue
453,613
356,875
Derivative instruments
1,050
17,423
Prepaid expenses
12,423
9,347
Other current assets
6,047
7,001
Total current assets
507,546
427,794
Property and equipment:
Oil and gas properties, at cost (successful efforts method):
Unproved properties
879,483
883,387
Proved properties
14,395,680
14,892,584
Gathering systems and facilities
5,802
5,802
Other property and equipment
105,871
111,811
15,386,836
15,893,584
Less accumulated depletion, depreciation and amortization
( 5,699,286 )
( 5,979,676 )
Property and equipment, net
9,687,550
9,913,908
Operating leases right-of-use assets
2,549,398
2,266,976
Derivative instruments
1,296
638
Investment in unconsolidated affiliate
231,048
256,496
Other assets
33,212
46,245
Total assets
$
13,010,050
12,912,057
Liabilities and Equity
Current liabilities:
Accounts payable
$
62,213
61,087
Accounts payable, related parties
111,066
104,448
Accrued liabilities
402,591
305,000
Revenue distributions payable
315,932
361,255
Derivative instruments
31,792
—
Short-term lease liabilities
493,894
509,402
Deferred revenue, VPP
25,264
23,946
Other current liabilities
3,175
20,902
Total current liabilities
1,445,927
1,386,040
Long-term liabilities:
Long-term debt
1,489,230
1,307,220
Deferred income tax liability, net
693,341
839,097
Derivative instruments
17,233
24,820
Long-term lease liabilities
2,050,337
1,753,627
Deferred revenue, VPP
35,448
17,870
Other liabilities
62,001
65,776
Total liabilities
5,793,517
5,394,450
Commitments and contingencies
Equity:
Stockholders' equity:
Preferred stock, $ 0.01 par value; authorized - 50,000 shares; none issued
—
—
Common stock, $ 0.01 par value; authorized - 1,000,000 shares; 311,165 and 308,385 shares issued and outstanding as of December 31, 2024 and September 30, 2025, respectively
3,111
3,083
Additional paid-in capital
5,909,373
5,854,090
Retained earnings
1,109,166
1,488,643
Total stockholders' equity
7,021,650
7,345,816
Noncontrolling interests
194,883
171,791
Total equity
7,216,533
7,517,607
Total liabilities and equity
$
13,010,050
12,912,057
See accompanying notes to unaudited condensed consolidated financial statements.
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ANTERO RESOURCES CORPORATION
Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) (Unaudited)
(In thousands, except per share amounts)
Three Months Ended September 30,
2024
2025
Revenue and other:
Natural gas sales
$
425,802
630,887
Natural gas liquids sales
504,200
470,392
Oil sales
52,724
31,351
Commodity derivative fair value gains
18,368
39,243
Marketing
47,160
34,902
Amortization of deferred revenue, VPP
6,812
6,368
Other revenue and income
854
851
Total revenue
1,055,920
1,213,994
Operating expenses:
Lease operating
29,597
32,415
Gathering, compression, processing and transportation
685,183
711,003
Production and ad valorem taxes
47,423
28,884
Marketing
62,144
51,068
Exploration
671
844
General and administrative (including equity-based compensation expense of $ 16,065 and $ 15,501 in 2024 and 2025, respectively)
54,627
56,944
Depletion, depreciation and amortization
189,266
188,778
Impairment of property and equipment
13,455
12,228
Accretion of asset retirement obligations
998
946
Contract termination, loss contingency and settlements
( 1,517 )
12,571
Loss (gain) on sale of assets
( 1,297 )
171
Other operating expense
342
25
Total operating expenses
1,080,892
1,095,877
Operating income (loss)
( 24,972 )
118,117
Other income (expense):
Interest expense, net
( 28,278 )
( 18,232 )
Equity in earnings of unconsolidated affiliate
25,634
29,055
Loss on early extinguishment of debt
( 528 )
—
Total other income (expense)
( 3,172 )
10,823
Income (loss) before income taxes
( 28,144 )
128,940
Income tax benefit (expense)
2,954
( 43,330 )
Net income (loss) and comprehensive income (loss) including noncontrolling interests
( 25,190 )
85,610
Less: net income and comprehensive income attributable to noncontrolling interests
10,157
9,431
Net income (loss) and comprehensive income (loss) attributable to Antero Resources Corporation
$
( 35,347 )
76,179
Net income (loss) per common share—basic
$
( 0.11 )
0.25
Net income (loss) per common share—diluted
$
( 0.11 )
0.24
Weighted average number of common shares outstanding:
Basic
311,025
308,763
Diluted
311,025
311,034
See accompanying notes to unaudited condensed consolidated financial statements.
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ANTERO RESOURCES CORPORATION
Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) (Unaudited)
(In thousands, except per share amounts)
Nine Months Ended September 30,
2024
2025
Revenue and other:
Natural gas sales
$
1,274,503
2,099,645
Natural gas liquids sales
1,511,253
1,512,581
Oil sales
180,899
115,386
Commodity derivative fair value gains
22,229
20,981
Marketing
145,098
94,203
Amortization of deferred revenue, VPP
20,289
18,896
Other revenue and income
2,574
2,502
Total revenue
3,156,845
3,864,194
Operating expenses:
Lease operating
88,477
103,645
Gathering, compression, processing and transportation
2,020,906
2,107,742
Production and ad valorem taxes
147,524
119,013
Marketing
192,764
145,826
Exploration
1,916
2,160
General and administrative (including equity-based compensation expense of $ 49,293 and $ 46,501 in 2024 and 2025, respectively)
169,917
176,572
Depletion, depreciation and amortization
568,374
562,719
Impairment of property and equipment
18,958
24,143
Accretion of asset retirement obligations
2,554
2,827
Contract termination, loss contingency and settlements
3,531
24,859
Loss (gain) on sale of assets
( 1,127 )
142
Other operating expense
370
74
Total operating expenses
3,214,164
3,269,722
Operating income (loss)
( 57,319 )
594,472
Other income (expense):
Interest expense, net
( 91,146 )
( 61,554 )
Equity in earnings of unconsolidated affiliate
69,862
88,279
Loss on early extinguishment of debt
( 528 )
( 3,628 )
Total other income (expense)
( 21,812 )
23,097
Income (loss) before income taxes
( 79,131 )
617,569
Income tax benefit (expense)
14,015
( 145,920 )
Net income (loss) and comprehensive income (loss) including noncontrolling interests
( 65,116 )
471,649
Less: net income and comprehensive income attributable to noncontrolling interests
27,307
30,914
Net income (loss) and comprehensive income (loss) attributable to Antero Resources Corporation
$
( 92,423 )
440,735
Net income (loss) per common share—basic
$
( 0.30 )
1.42
Net income (loss) per common share—diluted
$
( 0.30 )
1.41
Weighted average number of common shares outstanding:
Basic
308,932
310,128
Diluted
308,932
312,741
See accompanying notes to unaudited condensed consolidated financial statements.
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ANTERO RESOURCES CORPORATION
Condensed Consolidated Statements of Stockholders’ Equity (Unaudited)
(In thousands)
Additional
Common Stock
Paid-in
Retained
Noncontrolling
Total
Shares
Amount
Capital
Earnings
Interests
Equity
Balances, December 31, 2023
303,544
$
3,035
5,846,541
1,051,940
232,698
7,134,214
Issuance of common stock upon vesting of equity-based compensation awards, net of shares withheld for income taxes
552
6
( 9,030 )
—
—
( 9,024 )
Conversion of 2026 Convertible Notes
6,074
61
25,990
—
—
26,051
Equity-based compensation
—
—
16,077
—
—
16,077
Distributions to noncontrolling interests
—
—
—
—
( 23,617 )
( 23,617 )
Net income and comprehensive income
—
—
—
22,730
11,942
34,672
Balances, March 31, 2024
310,170
3,102
5,879,578
1,074,670
221,023
7,178,373
Issuance of common stock upon vesting of equity-based compensation awards, net of shares withheld for income taxes
818
8
( 17,339 )
—
—
( 17,331 )
Equity-based compensation
—
—
17,151
—
—
17,151
Distributions to noncontrolling interests
—
—
—
—
( 19,282 )
( 19,282 )
Net income (loss) and comprehensive income (loss)
—
—
—
( 79,806 )
5,208
( 74,598 )
Balances, June 30, 2024
310,988
3,110
5,879,390
994,864
206,949
7,084,313
Issuance of common stock upon vesting of equity-based compensation awards, net of shares withheld for income taxes
43
—
( 669 )
—
—
( 669 )
Equity-based compensation
—
—
16,065
—
—
16,065
Distributions to noncontrolling interests
—
—
—
—
( 15,736 )
( 15,736 )
Net income (loss) and comprehensive income (loss)
—
—
—
( 35,347 )
10,157
( 25,190 )
Balances, September 30, 2024
311,031
$
3,110
5,894,786
959,517
201,370
7,058,783
See accompanying notes to unaudited condensed consolidated financial statements.
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ANTERO RESOURCES CORPORATION
Condensed Consolidated Statements of Stockholders’ Equity (Unaudited)
(In thousands)
Additional
Common Stock
Paid-in
Retained
Noncontrolling
Total
Shares
Amount
Capital
Earnings
Interests
Equity
Balances, December 31, 2024
311,165
$
3,111
5,909,373
1,109,166
194,883
7,216,533
Issuance of common stock upon vesting of equity-based compensation awards, net of shares withheld for income taxes
699
7
( 16,305 )
—
—
( 16,298 )
Repurchases and retirements of common stock
( 280 )
( 3 )
( 5,320 )
( 4,771 )
—
( 10,094 )
Equity-based compensation
—
—
15,145
—
—
15,145
Distributions to noncontrolling interests
—
—
—
—
( 15,969 )
( 15,969 )
Net income and comprehensive income
—
—
—
207,971
11,495
219,466
Balances, March 31, 2025
311,584
3,115
5,902,893
1,312,366
190,409
7,408,783
Issuance of common stock upon vesting of equity-based compensation awards, net of shares withheld for income taxes
457
5
( 10,325 )
—
—
( 10,320 )
Repurchases and retirements of common stock
( 2,172 )
( 22 )
( 41,197 )
( 33,653 )
—
( 74,872 )
Equity-based compensation
—
—
15,855
—
—
15,855
Distributions to noncontrolling interests
—
—
—
—
( 21,512 )
( 21,512 )
Net income and comprehensive income
—
—
—
156,585
9,988
166,573
Balances, June 30, 2025
309,869
3,098
5,867,226
1,435,298
178,885
7,484,507
Issuance of common stock upon vesting of equity-based compensation awards, net of shares withheld for income taxes
17
—
( 131 )
—
—
( 131 )
Repurchases and retirements of common stock
( 1,501 )
( 15 )
( 28,506 )
( 22,834 )
—
( 51,355 )
Equity-based compensation
—
—
15,501
—
—
15,501
Distributions to noncontrolling interest
—
—
—
—
( 16,525 )
( 16,525 )
Net income and comprehensive income
—
—
—
76,179
9,431
85,610
Balances, September 30, 2025
308,385
$
3,083
5,854,090
1,488,643
171,791
7,517,607
See accompanying notes to unaudited condensed consolidated financial statements.
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ANTERO RESOURCES CORPORATION
Condensed Consolidated Statements of Cash Flows (Unaudited)
(In thousands)
Nine Months Ended September 30,
2024
2025
Cash flows provided by (used in) operating activities:
Net income (loss) including noncontrolling interests
$
( 65,116 )
471,649
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depletion, depreciation, amortization and accretion
570,928
565,546
Impairment of property and equipment
18,958
24,143
Commodity derivative fair value gains
( 22,229 )
( 20,981 )
Gains (losses) on settled commodity derivatives
11,530
( 18,940 )
Deferred income tax expense (benefit)
( 14,221 )
145,757
Equity-based compensation expense
49,293
46,501
Equity in earnings of unconsolidated affiliate
( 69,862 )
( 88,279 )
Dividends of earnings from unconsolidated affiliate
93,883
93,941
Amortization of deferred revenue
( 20,289 )
( 18,896 )
Amortization of debt issuance costs and other
1,900
913
Settlement of asset retirement obligations
( 3,171 )
( 71 )
Contract termination, loss contingency and settlements
5,143
11,429
Loss (gain) on sale of assets
( 1,127 )
142
Loss on early extinguishment of debt
528
3,628
Changes in current assets and liabilities:
Accounts receivable
16,463
( 2,735 )
Accrued revenue
81,628
96,738
Prepaid expenses and other current assets
8,486
2,122
Accounts payable including related parties
4,277
( 2,679 )
Accrued liabilities
( 63,395 )
( 94,535 )
Revenue distributions payable
( 33,429 )
45,323
Other current liabilities
1,108
( 529 )
Net cash provided by operating activities
571,286
1,260,187
Cash flows provided by (used in) investing activities:
Additions to unproved properties
( 69,033 )
( 89,954 )
Drilling and completion costs
( 509,303 )
( 523,302 )
Additions to other property and equipment
( 10,128 )
( 3,957 )
Acquisitions of oil and gas properties
—
( 241,162 )
Proceeds from asset sales
7,484
15,956
Change in other assets
( 7,271 )
( 11,770 )
Net cash used in investing activities
( 588,251 )
( 854,189 )
Cash flows provided by (used in) financing activities:
Repurchases of common stock
—
( 136,321 )
Repayment of senior notes
—
( 141,733 )
Borrowings on Credit Facility
3,331,800
3,641,800
Repayments on Credit Facility
( 3,222,300 )
( 3,686,800 )
Payment of debt issuance costs
( 6,064 )
( 1,078 )
Distributions to noncontrolling interests in Martica Holdings LLC
( 58,635 )
( 54,006 )
Employee tax withholding for settlement of equity-based compensation awards
( 27,024 )
( 26,749 )
Other
( 812 )
( 1,111 )
Net cash provided by (used in) financing activities
16,965
( 405,998 )
Net increase in cash and cash equivalents
—
—
Cash and cash equivalents, beginning of period
—
—
Cash and cash equivalents, end of period
$
—
—
Supplemental disclosure of cash flow information:
Cash paid during the period for interest
$
109,444
80,909
Decrease in accounts payable, accrued liabilities and other current liabilities for additions to property and equipment
$
( 4,574 )
( 17,248 )
Increase in other current liabilities for acquisitions of oil and gas properties
$
—
15,951
See accompanying notes to unaudited condensed consolidated financial statements.
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ANTERO RESOURCES CORPORATION
Notes to Unaudited Condensed Consolidated Financial Statements
(1) Organization
Antero Resources Corporation (individually referred to as “Antero” and together with its consolidated subsidiaries “Antero Resources,” or the “Company”) is engaged in the development, production, exploration and acquisition of natural gas, NGLs and oil properties in the Appalachian Basin in West Virginia and Ohio. The Company targets large, repeatable resource plays where horizontal drilling and advanced fracture stimulation technologies provide the means to economically develop and produce natural gas, NGLs and oil from unconventional formations. The Company’s corporate headquarters is located in Denver, Colorado.
(2) Summary of Significant Accounting Policies
(a)
Basis of Presentation
These unaudited condensed consolidated financial statements have been prepared pursuant to the rules and regulations of the SEC applicable to interim financial information and should be read in the context of the Company’s December 31, 2024 consolidated financial statements and notes thereto for a more complete understanding of the Company’s operations, financial position and accounting policies. The Company’s December 31, 2024 consolidated financial statements were included in Antero Resources’ 2024 Annual Report on Form 10-K, which was filed with the SEC.
These unaudited condensed consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial information, and, accordingly, do not include all of the information and footnotes required by GAAP for complete consolidated financial statements. In the opinion of management, these unaudited condensed consolidated financial statements include all adjustments (consisting of normal and recurring accruals) considered necessary to present fairly the Company’s financial position as of December 31, 2024 and September 30, 2025, results of operations for the three and nine months ended September 30, 2024 and 2025 and cash flows for the nine months ended September 30, 2024 and 2025. The Company has no items of other comprehensive income or loss; therefore, its net income or loss is equal to its comprehensive income or loss. Operating results for the three and nine months ended September 30, 2025 are not necessarily indicative of the results that may be expected for the full year because of the impact of fluctuations in prices received for natural gas, NGLs and oil, natural production declines, the uncertainty of exploration and development drilling results, fluctuations in the fair value of derivative instruments and other factors.
In the course of preparing our consolidated financial statements for the year ended December 31, 2024, the Company identified an error in the quarterly calculations related to depletion expense of the Company’s proved oil and gas properties. See Note 17—Immaterial Correction of Prior Period Error to the unaudited condensed consolidated financial statements for additional information.
(b)
Principles of Consolidation
The accompanying unaudited condensed consolidated financial statements include the accounts of Antero Resources Corporation, its wholly owned subsidiaries and its variable interest entity (“VIE”), Martica Holdings LLC, (“Martica”), for which the Company is the primary beneficiary. All significant intercompany accounts and transactions have been eliminated in the Company’s unaudited condensed consolidated financial statements.
(c)
Cash and Cash Equivalents
The Company considers all liquid investments purchased with an initial maturity of three months or less to be cash equivalents. The carrying value of cash and cash equivalents approximates fair value due to the short-term nature of these instruments. From time to time, the Company may be in the position of a “book overdraft” in which outstanding checks exceed cash and cash equivalents. The Company classifies book overdrafts in accounts payable and revenue distributions payable within its condensed consolidated balance sheets, and classifies the change in accounts payable associated with book overdrafts as an operating activity within its unaudited condensed consolidated statements of cash flows. As of December 31, 2024, the book overdrafts included within accounts payable and revenue distributions payable were $ 14 million and $ 17 million, respectively. As of September 30, 2025 , the book overdrafts included within accounts payable and revenue distributions payable were each $ 20 million.
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ANTERO RESOURCES CORPORATION
Notes to Unaudited Condensed Consolidated Financial Statements
(d)
Net Income (Loss) Per Common Share
Net income (loss) per common share—basic for each period is computed by dividing net income attributable to Antero by the basic weighted average number of common shares outstanding during the period. Net income (loss) per common share—diluted for each period is computed after giving consideration to the potential dilution from (i) outstanding equity-based awards using the treasury stock method and (ii) shares of common stock issuable upon conversion of the 2026 Convertible Notes (as defined below in Note 7—Long-Term Debt) using the if-converted method. The Company includes restricted stock unit (“RSU”) awards, performance share unit (“PSU”) awards and stock options in the calculation of diluted weighted average common shares outstanding based on the number of common shares that would be issuable if the end of the period was also the end of the performance period required for the vesting of the awards. During periods in which the Company incurs a net loss, diluted weighted average common shares outstanding are equal to basic weighted average common shares outstanding because the effects of all equity-based awards and the 2026 Convertible Notes are anti-dilutive.
The following is a reconciliation of the Company’s basic weighted average common shares outstanding to diluted weighted average common shares outstanding during the periods presented (in thousands):
Three Months Ended
Nine Months Ended
September 30,
September 30,
2024
2025
2024
2025
Basic weighted average number of common shares outstanding
311,025
308,763
308,932
310,128
Add: Dilutive effect of RSUs
—
872
—
1,152
Add: Dilutive effect of PSUs
—
1,399
—
1,461
Diluted weighted average number of common shares outstanding
311,025
311,034
308,932
312,741
Weighted average number of outstanding securities excluded from calculation of diluted net income (loss) per common share (1) :
RSUs
3,274
6
3,526
2
PSUs
1,675
6
1,790
6
Stock options
257
—
258
97
2026 Convertible Notes
—
—
1,615
—
(1) The potential dilutive effects of these securities were excluded from the computation of net income (loss) per common share—diluted because the inclusion of these securities would have been anti-dilutive.
(e)
Income Taxes
On July 4, 2025, Public Law No. 119-21, commonly referred to as the One Big Beautiful Bill Act (the “OBBB”), was enacted. The OBBB contains a broad range of changes to U.S. federal income tax laws and makes permanent or modifies certain provisions of Public Law No. 115-97, commonly referred to as the Tax Cuts and Jobs Act. These changes include, among others, permanently restoring an earnings before interest, taxes, depreciation and amortization expense based business interest deduction limitation, 100% bonus depreciation for certain property and immediate expensing for certain domestic research and experimental expenditures. All effects of changes in tax laws are recognized in the condensed consolidated financial statements during the period of enactment. As such, the effects of the OBBB are reflected in the Company's provision for income taxes as of and for the three and nine months ended September 30, 2025. The OBBB is not expected to have a material effect on income tax expense for the year ending December 31, 2025.
(f)
Recently Adopted or Issued Accounting Standards
Reportable Segments
In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2023-07, Improvements to Reportable Segment Disclosures (“ASU 2023-07”). ASU 2023-07 is intended to improve reportable segment disclosures primarily through enhanced disclosure of reportable segment expenses. This ASU was effective for annual reporting periods beginning after December 15, 2023, and interim periods within fiscal years beginning
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ANTERO RESOURCES CORPORATION
Notes to Unaudited Condensed Consolidated Financial Statements
after December 15, 2024. The Company adopted ASU 2023-07 in the 2024 Form 10-K for the year ended December 31, 2024, and it did not have a material impact on the Company’s consolidated financial statements.
Income Taxes
In December 2023, the FASB issued ASU No. 2023-09, Improvements to Income Tax Disclosures (“ASU 2023-09”). ASU 2023-09 is intended to improve income tax disclosures primarily through enhanced disclosure of income tax rate reconciliation items, and disaggregation of income (loss) from continuing operations, income tax (expense) benefit and income taxes paid, net disclosures by federal, state and foreign jurisdictions, among others. This ASU is effective for annual reporting periods beginning after December 15, 2024, although early adoption is permitted. ASU 2023-09 should be applied on a prospective basis, although retrospective application is permitted. The Company plans to adopt ASU 2023-09 on a retrospective basis in the Annual Report on Form 10-K for the year ending December 31, 2025. The Company does not expect the adoption of ASU 2023-09 to have a material impact on the Company’s consolidated financial statements.
Disaggregation of Income Statement Expenses
In November 2024, the FASB issued ASU No. 2024-03, Disaggregation of Income Statement Expenses (“ASU 2024-03”). ASU 2024-03 is intended to improve the disclosure about certain operating expenses primarily through enhanced disclosure of cost of sales and selling, general and administrative expenses. This ASU is effective for annual reporting periods beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027. Early adoption is permitted. ASU 2024-03 can be applied on either a prospective or a retrospective basis at the Company’s election. The Company is evaluating the impact that ASU 2024-03 will have on the consolidated financial statements and its plans for adoption, including its transition method and adoption date.
(3) Transactions
(a) 2021-2024 Drilling Partnership
On February 17, 2021, the Company announced the formation of a drilling partnership with QL Capital Partners (“QL”), an affiliate of Quantum Energy Partners, for the Company’s 2021 through 2024 drilling program (“2021-2024 Drilling Partnership”). Under the terms of the arrangement, each year in which QL participated represented an annual tranche, and QL was conveyed a working interest in any wells spud by the Company during such tranche year. For 2021 through 2024, the Company and QL agreed to the estimated internal rate of return (“IRR”) of the Company’s capital budget for each annual tranche, and QL agreed to participate in all four annual tranches. The Company developed and managed the drilling program associated with each tranche, including the selection of wells. Additionally, for each annual tranche, the Company and QL entered into assignments, bills of sale and conveyances pursuant to which QL was conveyed a proportionate working interest percentage in each well spud in that year, which conveyances are not subject to any reversion. Capital costs in excess of, and cost savings below, a specified percentage of budgeted amounts for each annual tranche were for the Company’s account. Subject to the preceding sentence, for any wells included in a tranche, QL is obligated and responsible for its working interest share of costs and liabilities, and is entitled to its working interest share of revenues, associated with such wells for the life of such wells.
Under the terms of the arrangement, QL funded development capital of 20 % for wells spud in 2021 and 2024 and 15 % for wells spud in 2022 and 2023, which funding amounts represented QL’s proportionate working interest in such wells. Additionally, the Company may receive a carry in the form of a one-time payment from QL for each annual tranche if the IRR for such tranche exceeds certain specified returns, which will be determined no earlier than October 31 and no later than December 1 following the end of each tranche year. The Company received carry payments of $ 29 million, $ 29 million and $ 32 million during the fourth quarter of 2022, 2023 and 2024, respectively. The IRR and carry payment, if any, for the 2024 tranche is expected to be determined during the fourth quarter of 2025.
The Company has accounted for the 2021-2024 Drilling Partnership as a conveyance under FASB Accounting Standards Codification (“ASC”) Topic 932, Extractive Activities—Oil and Gas, (“ASC 932”) and such conveyances are recorded in the unaudited condensed consolidated financial statements as QL obtains its proportionate working interest in each well. No gain or loss was recognized for any of the interests conveyed to QL during the term of the 2021-2024 Drilling Partnership.
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ANTERO RESOURCES CORPORATION
Notes to Unaudited Condensed Consolidated Financial Statements
(b) 2025 Drilling Partnership
On December 11, 2024, the Company entered into a drilling partnership with an unaffiliated third-party (“2025 Drilling Partnership”). Under the terms of the arrangement, the third-party will participate in and fund a share of total development capital expenses for wells spud by the Company during the 2025 calendar year. For each well spud during the 2025 calendar year, the third-party will receive a 15 % working interest in such wells and will fund greater than 15 % of total development capital expenses for such wells. Subject to the preceding sentence, for any wells spud in the calendar year 2025, the third-party is obligated and responsible for its working interest share of costs and liabilities, and is entitled to its working interest share of revenues, associated with such wells for the life of such wells. Additionally, for each well in the partnership, the Company will enter into an assignment, bill of sale and conveyance pursuant to which the third-party will be conveyed a proportionate working interest percentage in such well, which conveyances will not be subject to any reversion.
The Company has accounted for the 2025 Drilling Partnership as a conveyance under ASC 932 and such conveyances are recorded in the unaudited condensed consolidated financial statements as the third-party obtains its proportionate working interest in each well. No gain or loss was recognized for any of the interests conveyed during the three and nine months ended September 30, 2025.
(c) Asset Acquisitions
During the three months ended September 30, 2025, the Company acquired additional working and royalty interests in certain Antero-operated producing wells for a total of approximately $ 260 million, before closing adjustments. The Company accounted for these transactions as asset acquisitions and as such, substantially all of the cash consideration was allocated to proved properties in the unaudited condensed consolidated balance sheet.
(4) Revenue
(a)
Disaggregation of Revenue
The table set forth below presents revenue disaggregated by type and reportable segment to which it relates (in thousands). See Note 16—Reportable Segments to the unaudited condensed consolidated financial statements for additional information.
Three Months Ended
Nine Months Ended
September 30,
September 30,
2024
2025
2024
2025
Reportable Segment
Revenues from contracts with customers:
Natural gas sales
$
425,802
630,887
1,274,503
2,099,645
Exploration and production
Natural gas liquids sales (ethane)
58,483
86,279
187,277
259,305
Exploration and production
Natural gas liquids sales (C3+ NGLs)
445,717
384,113
1,323,976
1,253,276
Exploration and production
Oil sales
52,724
31,351
180,899
115,386
Exploration and production
Marketing
47,160
34,902
145,098
94,203
Marketing
Other revenue
276
276
822
819
Exploration and production
Total revenue from contracts with customers
1,030,162
1,167,808
3,112,575
3,822,634
Income from derivatives, deferred revenue and other sources, net
25,758
46,186
44,270
41,560
Total revenue
$
1,055,920
1,213,994
3,156,845
3,864,194
(b)
Transaction Price Allocated to Remaining Performance Obligations
For the Company’s product sales that have a contract term greater than one year, the Company utilized the practical expedient in FASB ASC Topic 606, Revenue from Contracts with Customers (“ASC 606”), which does not require the disclosure of the transaction price allocated to remaining performance obligations if the variable consideration is allocated entirely to a wholly unsatisfied performance obligation. Under the Company’s product sales contracts, each unit of product delivered to the customer represents a separate performance obligation; therefore, future volumes are wholly unsatisfied and disclosure of the transaction price allocated to remaining performance obligations is not required. For the Company’s product sales that have a contract term of one year or less, the Company utilized the practical expedient in ASC 606, which does not
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ANTERO RESOURCES CORPORATION
Notes to Unaudited Condensed Consolidated Financial Statements
require the disclosure of the transaction price allocated to remaining performance obligations if the performance obligation is part of a contract that has an original expected duration of one year or less.
(c)
Contract Balances
Under the Company’s sales contracts, the Company invoices customers after its performance obligations have been satisfied, at which point payment is unconditional. Accordingly, the Company’s contracts do not give rise to contract assets or liabilities. As of December 31, 2024 and September 30, 2025, the Company’s receivables from contracts with customers were $ 454 million and $ 357 million, respectively.
(5) Equity Method Investment
As of December 31, 2024 and September 30, 2025, Antero owned 29 % of Antero Midstream’s common stock, which is reflected in Antero’s unaudited condensed consolidated financial statements using the equity method of accounting.
The following table sets forth a reconciliation of Antero’s investment in unconsolidated affiliate (in thousands):
Balance as of December 31, 2024 (1)
$
231,048
Equity in earnings of unconsolidated affiliate
88,279
Dividends from unconsolidated affiliate
( 93,941 )
Elimination of intercompany profit
31,110
Balance as of September 30, 2025 (1)
$
256,496
(1) The fair value of the Company’s investment in Antero Midstream as of December 31, 2024 and September 30, 2025 was $ 2.1 billion and $ 2.7 billion, respectively, based on the quoted market share price of Antero Midstream.
(6) Accrued Liabilities
Accrued liabilities consisted of the following items (in thousands):
(Unaudited)
December 31,
September 30,
2024
2025
Capital expenditures
$
42,474
35,666
Gathering, compression, processing and transportation expenses
167,915
161,933
Marketing expenses
16,891
18,107
Interest expense, net
29,014
9,054
Production and ad valorem taxes
78,980
3,010
General and administrative expense
37,516
36,395
Derivative settlements payable
1,597
400
Contingencies and other
28,204
40,435
Total accrued liabilities
$
402,591
305,000
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ANTERO RESOURCES CORPORATION
Notes to Unaudited Condensed Consolidated Financial Statements
(7) Long-Term Debt
Long-term debt consisted of the following items (in thousands):
(Unaudited)
December 31,
September 30,
2024
2025
Credit Facility
$
393,200
348,200
8.375 % senior notes due 2026
96,870
—
7.625 % senior notes due 2029
407,115
365,353
5.375 % senior notes due 2030
600,000
600,000
Total principal
1,497,185
1,313,553
Unamortized debt issuance costs
( 7,955 )
( 6,333 )
Long-term debt
$
1,489,230
1,307,220
(a) Credit Facility
Antero Resources has a senior revolving credit facility with a syndicate of bank lenders. References to the (i) “Secured Credit Facility” (defined below) refer to the credit facility in effect for periods prior to July 30, 2024, (ii) “Unsecured Credit Facility” (defined below) refer to the credit facility in effect on or after July 30, 2024 and (iii) “Credit Facility” refer to the Secured Credit Facility and Unsecured Credit Facility, collectively.
Senior Unsecured Revolving Credit Facility
On July 30, 2024, Antero Resources entered into an amendment and restatement of its senior revolving credit facility with a syndicate of bank lenders (“Unsecured Credit Facility”). Borrowings are unsecured and are not guaranteed by any of Antero Resources’ subsidiaries. As of September 30, 2025, the Unsecured Credit Facility had lender commitments of $ 1.65 billion and available borrowing capacity of $ 1.3 billion. The Unsecured Credit Facility was originally scheduled to mature on July 30, 2029 (the “Maturity Date”); however, Antero Resources may request two one-year extensions of the Maturity Date, subject to satisfaction of certain conditions and consent of the extending lenders. Effective July 30, 2025, Antero Resources obtained the consent of each of the lenders party to the Unsecured Credit Facility to extend the Maturity Date to July 30, 2030. Commitments under the Unsecured Credit Facility may be increased by up to $ 500 million subject to the agreement of Antero Resources, the increasing lenders, and with respect to the addition of new lenders, the consent of the Administrative Agent under the Unsecured Credit Facility and the lenders with commitments to issue letters of credit under the Unsecured Credit Facility.
The Unsecured Credit Facility contains one financial covenant requiring Antero Resources to maintain a ratio on a consolidated basis of total indebtedness to capitalization of 65 % or less at the end of each fiscal quarter and other affirmative and negative covenants applicable to Antero Resources and its subsidiaries that are customary for credit facilities of this type, including, among other things, limitations on: fundamental changes such as mergers, consolidations, liquidations and dissolutions; liens; certain indebtedness; restricted payments such as dividends, distributions and equity repurchases; and material non-arms’-length transactions with its affiliates. Antero Resources was in compliance with the financial covenant under the Unsecured Credit Facility as of September 30, 2025.
The Unsecured Credit Facility provides for borrowing at Secured Overnight Financing Rate (“SOFR”) or an Alternate Base Rate, in each case, plus an Applicable Rate (each as defined in the Unsecured Credit Facility). There is a 0.10 % credit adjustment spread on SOFR and a 0.00 % floor. The Unsecured Credit Facility does not amortize. Interest under the Unsecured Credit Facility is payable at a variable rate based on SOFR or the Alternate Base Rate, determined by election at the time of borrowing and at the end of each applicable interest period in respect of a borrowing, plus an Applicable Rate. The Applicable Rate is determined with reference to Antero Resources’ then-current senior unsecured long-term debt rating ranging from 1.125 % to 2.00 % for SOFR loans. Commitment fees on the unused portion of the Unsecured Credit Facility are due quarterly at rates ranging from 0.125 % to 0.300 %, determined with reference to Antero Resources’ then-current senior unsecured long-term debt ratings.
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ANTERO RESOURCES CORPORATION
Notes to Unaudited Condensed Consolidated Financial Statements
The proceeds of the loans made under the Unsecured Credit Facility may be used (i) to pay fees and expenses incurred in connection with the transactions related thereto and the refinancing of the Secured Credit Facility (defined below), (ii) to finance working capital needs and (iii) for other general corporate purposes, in each case of Antero Resources and its subsidiaries.
As of December 31, 2024, Antero Resources had an outstanding balance under the Unsecured Credit Facility of $ 393 million, with a weighted average interest rate of 5.9 %, and outstanding letters of credit of $ 13 million. As of September 30, 2025, Antero Resources had an outstanding balance under the Unsecured Credit Facility of $ 348 million, with a weighted average interest rate of 5.8 %, and outstanding letters of credit of $ 13 million.
Senior Secured Revolving Credit Facility
On October 26, 2021, Antero Resources entered into an amended and restated senior secured revolving credit facility with a syndicate of bank lenders (“Secured Credit Facility”). Borrowings were secured by substantially all of the assets of Antero Resources and certain of its subsidiaries, were subject to borrowing base limitations based on the collateral value of Antero Resources’ assets and were subject to regular semi-annual redeterminations. The Secured Credit Facility was refinanced in full and terminated upon the closing of the Unsecured Credit Facility on July 30, 2024.
The Secured Credit Facility provided for borrowing at either an Adjusted Term SOFR, an Adjusted Daily Simple SOFR or an Alternate Base Rate, in each case, plus an Applicable Margin (each as defined in the Secured Credit Facility). The Secured Credit Facility provided for interest only payments until maturity at which time all outstanding borrowings would be due. Interest was payable at a variable rate based on SOFR or the Alternate Base Rate, determined by election at the time of borrowing, plus an Applicable Margin under the Secured Credit Facility. The Applicable Margin was determined with reference to Antero Resources’ then-current leverage ratio subject to certain exceptions, which for SOFR loans ranged from 1.75 % to 2.75 % during a non-investment grade period (based on utilization of the Secured Credit Facility) and 1.25 % and 1.875 % during an investment grade period (based on a ratings grid). Commitment fees on the unused portion of the Secured Credit Facility were due quarterly at rates ranging from 0.375 % to 0.500 % with respect to the Secured Credit Facility, determined with reference to borrowing base utilization, subject to certain exceptions based on the leverage ratio then in effect. The Secured Credit Facility included fall away covenants, lower interest rates and reduced collateral requirements that Antero Resources could elect if Antero Resources was assigned an Investment Grade Rating (as defined in the Secured Credit Facility).
(b) 8.375 % Senior Notes Due 2026
On January 4, 2021, Antero Resources issued $ 500 million of 8.375 % senior notes due July 15, 2026 (the “2026 Notes”) at par . The Company redeemed $ 175 million principal amount of the 2026 Notes on July 1, 2021 and redeemed or otherwise repurchased $ 228 million principal amount of the 2026 Notes during the year ended December 31, 2022. On March 5, 2025, the Company redeemed the remaining $ 97 million principal amount of the 2026 Notes at 102.094 % of the principal amount thereof, plus accrued and unpaid interest, and the 2026 Notes were fully retired on such date. Interest on the 2026 Notes was payable on January 15 and July 15 of each year.
(c) 7.625 % Senior Notes Due 2029
On January 26, 2021, Antero Resources issued $ 700 million of 7.625 % senior notes due February 1, 2029 (the “2029 Notes”) at par. The Company redeemed or otherwise repurchased $ 293 million principal amount of the 2029 Notes during 2021 and 2022. During the nine months ended September 30, 2025, the Company repurchased $ 42 million principal amount of the 2029 Notes through open market transactions at a weighted average price of approximately 103 % of the principal amount thereof, plus accrued and unpaid interest. As of September 30, 2025, $ 365 million principal amount of the 2029 Notes remained outstanding. The 2029 Notes are unsecured and rank pari passu to Antero Resources’ Unsecured Credit Facility and other outstanding senior notes. As of July 30, 2024, the 2029 Notes are not guaranteed by any of Antero Resources’ subsidiaries. Interest on the 2029 Notes is payable on February 1 and August 1 of each year. Antero Resources may redeem all or part of the 2029 Notes at any time at redemption prices ranging from 102.542 % as of September 30, 2025 to 100.00 % on or after February 1, 2027. If Antero Resources undergoes a change of control followed by a rating decline, the holders of the 2029 Notes will have the right to require Antero Resources to repurchase all or a portion of the notes at a price equal to 101 % of the principal amount of the 2029 Notes, plus accrued and unpaid interest.
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ANTERO RESOURCES CORPORATION
Notes to Unaudited Condensed Consolidated Financial Statements
(d) 5.375 % Senior Notes Due 2030
On June 1, 2021, Antero Resources issued $ 600 million of 5.375 % senior notes due March 1, 2030 (the “2030 Notes”) at par . The 2030 Notes are unsecured and rank pari passu to Antero Resources’ Unsecured Credit Facility and other outstanding senior notes. As of July 30, 2024, the 2030 Notes are not guaranteed by any of Antero Resources’ subsidiaries. Interest on the 2030 Notes is payable on March 1 and September 1 of each year. Antero Resources may redeem all or part of the 2030 Notes at any time at redemption prices ranging from 102.688 % as of September 30, 2025 to 100.00 % on or after March 1, 2028. If Antero Resources undergoes a change of control followed by a rating decline, the holders of the 2030 Notes will have the right to require Antero Resources to repurchase all or a portion of the notes at a price equal to 101 % of the principal amount of the 2030 Notes, plus accrued and unpaid interest.
(e) 4.25 % Convertible Senior Notes Due 2026
On August 21, 2020, Antero Resources issued $ 250 million in aggregate principal amount of 4.25 % convertible senior notes due September 1, 2026 (the “2026 Convertible Notes”). On September 2, 2020, Antero Resources issued an additional $ 37.5 million of the 2026 Convertible Notes. Proceeds from the issuance of the 2026 Convertible Notes totaled $ 278.5 million, net of initial purchasers’ fees and issuance cost of $ 9 million. Transaction costs related to the 2026 Convertible Notes were recorded within debt issuance costs on the condensed consolidated balance sheet and were amortized over the term of the 2026 Convertible Notes using the effective interest method.
The Company extinguished $ 206 million principal amount of the 2026 Convertible Notes in 2021. In addition, between 2022 and the first quarter of 2024, $ 81 million aggregate principal amount of the 2026 Convertible Notes were converted pursuant to their terms or induced into conversion by the Company, and as of March 14, 2024, no 2026 Convertible Notes remained outstanding. See “—Conversions” below for additional information.
The 2026 Convertible Notes bore interest at a fixed rate of 4.25 % per annum, payable semi-annually in arrears on March 1 and September 1 of each year, commencing on March 1, 2021. The initial conversion rate was 230.2026 shares of Antero Resources’ common stock per $1,000 principal amount of 2026 Convertible Notes, and such conversion rate was not adjusted during the term for which the 2026 Convertible Notes were outstanding. The noteholders had the right to convert their 2026 Convertible Notes only upon the occurrence of certain events pursuant to the terms and conditions provided in the indenture governing the 2026 Convertible Notes. Upon conversion, Antero Resources could satisfy its conversion obligation by paying and/or delivering, as the case may be, cash, shares of Antero Resources’ common stock or a combination of cash and shares of Antero Resources’ common stock, at Antero Resources’ election, in the manner and subject to the terms and conditions provided in the indenture governing the 2026 Convertible Notes.
Conversions
On March 11, 2024, the Company called the $ 26 million aggregate principal amount of the 2026 Convertible Notes that remained outstanding for redemption on April 1, 2024, at a redemption price equal to 100 % of the principal amount thereof, plus accrued and unpaid interest. The Company’s election to call the remaining 2026 Convertible Notes allowed holders of the 2026 Convertible Notes to exercise their conversion right through March 28, 2024. During the first quarter of 2024, all remaining $ 26 million aggregate principal amount of the 2026 Convertible Notes converted pursuant to their terms. The Company elected to settle these conversions by issuing 6 million shares of common stock to the noteholders.
(8) Asset Retirement Obligations
The following table presents a reconciliation of the Company’s asset retirement obligations (in thousands):
Asset retirement obligations—December 31, 2024
$
62,001
Obligations incurred
939
Accretion expense
2,827
Settlement of obligations
( 71 )
Revisions to prior estimates
80
Asset retirement obligations—September 30, 2025
$
65,776
Asset retirement obligations are included in other liabilities on the Company’s condensed consolidated balance sheets.
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ANTERO RESOURCES CORPORATION
Notes to Unaudited Condensed Consolidated Financial Statements
(9) Equity-Based Compensation
On June 5, 2024, the Company’s stockholders approved the Amended and Restated Antero Resources Corporation 2020 Long Term Incentive Plan (the “AR LTIP”). The AR LTIP provides for grants of stock options (including incentive stock options), stock appreciation rights, restricted stock awards, RSU awards, vested stock awards, dividend equivalent awards and other stock-based and cash awards. The terms and conditions of the awards granted are established by the Compensation Committee of Antero Resources’ Board of Directors (the “Board”). Employees, officers, non-employee directors and other service providers of the Company and its affiliates are eligible to receive awards under the AR LTIP.
The AR LTIP provides for the reservation of 14,916,100 shares of the Company’s common stock, plus the number of certain shares that become available again for delivery in accordance with the share recycling provisions described below. The share recycling provisions allow for all or any portion of an award (including an award granted under a predecessor plan to the AR LTIP that was outstanding as of June 17, 2020) that expires or is cancelled, forfeited, exchanged, settled for cash or otherwise terminated without the actual delivery of shares to be considered not delivered and thus, available for new awards under the AR LTIP. Further, any shares withheld or surrendered in payment of any taxes relating to awards that were outstanding under a predecessor plan to the AR LTIP as of June 17, 2020 or are granted under the AR LTIP or its predecessor plan (other than stock options and stock appreciation rights), will again be available for new awards under the AR LTIP.
A total of 10,316,128 shares were available for future grant under the AR LTIP as of September 30, 2025.
The Company’s equity-based compensation expense, by type of award, is as follows (in thousands):
Three Months Ended September 30,
Nine Months Ended September 30,
2024
2025
2024
2025
RSU awards
$
11,499
10,363
31,908
32,501
PSU awards
4,190
4,762
16,257
12,781
Equity awards issued to directors
376
376
1,128
1,219
Total expense
$
16,065
15,501
49,293
46,501
(a) Restricted Stock Unit Awards
A summary of RSU award activity is as follows:
Weighted
Average
Number
Grant Date
of Units
Fair Value
Total awarded and unvested—December 31, 2024
3,035,362
$
26.05
Granted
1,125,728
33.65
Vested
( 1,492,711 )
24.57
Forfeited
( 104,327 )
29.75
Total awarded and unvested—September 30, 2025
2,564,052
$
30.10
As of September 30, 2025, there was $ 51 million of unamortized equity-based compensation expense related to unvested RSUs. That expense is expected to be recognized over a weighted average period of 1.9 years.
(b)
Performance Share Unit Awards
Performance Share Unit Awards Based on Total Shareholder Return
In April 2022, the Company granted PSU awards to certain of its senior management and executive officers that vest based on Antero Resources’ absolute total shareholder return (“TSR”) determined as of the last day of each of three one-year performance periods ending on April 15, 2023, April 15, 2024 and April 15, 2025, and one cumulative three-year performance period ending on April 15, 2025, in each case, subject to certain continued employment criteria (“2022 Absolute TSR PSUs”). The number of shares of common stock that could ultimately be earned following the end of the cumulative three-year performance period with respect to the 2022 Absolute TSR PSUs ranged from zero to 200 % of the target number of 2022 Absolute TSR PSUs originally granted. The performance conditions for the performance periods ended April 15, 2023, 2024
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ANTERO RESOURCES CORPORATION
Notes to Unaudited Condensed Consolidated Financial Statements
and 2025 were met cumulatively at 110 % of target. During the second quarter of 2025, the 2022 Absolute TSR PSUs vested and converted into approximately 0.2 million shares of common stock.
In March 2025, the Company granted PSU awards to certain of its senior management and executive officers that vest based on Antero Resources’ absolute TSR determined as of the last day of each of three one-year performance periods ending on March 7, 2026, March 7, 2027 and March 7, 2028, and one cumulative three-year performance period ending on March 7, 2028, in each case, subject to certain continued employment criteria for each performance period (“2025 Absolute TSR PSUs”). The 2025 Absolute TSR PSUs will be settled following the end of each performance period. The aggregate number of shares of common stock that may ultimately be earned with respect to the 2025 Absolute TSR PSUs ranges from zero to 200 % of the target number of 2025 Absolute TSR PSUs originally granted. Expense related to these PSUs is recognized on a graded-vested basis over the term of each performance period. Forfeitures are accounted for as they occur by reversing the expense previously recognized for awards that were forfeited during the period.
The following table presents the assumptions used in the Monte Carlo valuation model and the grant date fair value information for the 2025 Absolute TSR PSUs:
Dividend yield
—
%
Volatility
48
%
Risk-free interest rate
3.97
%
Weighted average fair value of awards granted
$
35.01
Performance Share Unit Awards Based on Leverage Ratio
In April 2022, the Company granted PSUs to certain of its senior management and executive officers that vest based on the Company’s total debt less cash and cash equivalents divided by the Company’s Adjusted EBITDAX (as defined in the award agreement) (“Net Debt to EBITDAX”) determined as of the last day of each of three one-year performance periods ended on December 31, 2022, December 31, 2023, and December 31, 2024, in each case, subject to certain continued employment criteria (“2022 Leverage Ratio PSUs”). The number of shares of common stock that could ultimately be earned ranged from zero to 200 % of the target number of PSUs granted. The performance conditions for the performance periods ended December 31, 2022, 2023 and 2024 were met cumulatively at 194 % of target. During the first quarter of 2025, the 2022 Leverage Ratio PSUs vested and converted into approximately 0.3 million shares of common stock.
In March 2025, the Company granted PSUs to certain of its senior management and executive officers that vest based on the Company’s Net Debt to EBITDAX (as defined in the award agreement) determined as of the last day of each of three one-year performance periods ending on December 31, 2025, December 31, 2026 and December 31, 2027, in each case, subject to certain continued employment criteria for each performance period (“2025 Leverage Ratio PSUs”). The 2025 Leverage Ratio PSUs will be settled following the end of each performance period. The aggregate number of shares of common stock that may ultimately be earned with respect to the 2025 Leverage Ratio PSUs ranges from zero to 200 % of the target number of 2025 Leverage Ratio PSUs originally granted. Expense related to the 2025 Leverage Ratio PSUs is recognized on a graded-vested basis over the term of each performance period that reflects the number of shares of common stock that are expected to be issued at the end of each measurement period, and such expense is reversed if the likelihood of achieving the performance condition becomes improbable. As of September 30, 2025, the likelihood of achieving the performance conditions related to the 2025 Leverage Ratio PSUs was probable.
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ANTERO RESOURCES CORPORATION
Notes to Unaudited Condensed Consolidated Financial Statements
Summary Information for Performance Share Unit Awards
A summary of PSU activity is as follows:
Weighted
Average
Number
Grant Date
of Units
Fair Value
Total awarded and unvested—December 31, 2024
1,351,295
$
35.27
Granted
289,370
34.33
Vested
( 281,318 )
41.41
Total awarded and unvested—September 30, 2025
1,359,347
$
33.80
As of September 30, 2025, there was $ 14 million of unamortized equity-based compensation expense related to unvested PSUs. That expense is expected to be recognized over a weighted average period of 1.4 years.
(c)
Stock Options
A summary of the stock option activity is as follows:
Weighted
Weighted
Average
Average
Remaining
Intrinsic
Number
Exercise
Contractual
Value
of Options
Price
Life
(in thousands) (1)
Outstanding—December 31, 2024
252,451
$
50.00
0.3
$
—
Expired
( 252,451 )
50.00
—
—
Outstanding—September 30, 2025
—
$
—
—
—
Vested—September 30, 2025
—
$
—
—
$
—
Exercisable—September 30, 2025
—
$
—
—
$
—
(1) Intrinsic values are based on the exercise price of the options and the closing price of Antero Resources’ common stock on the referenced dates.
(10) Fair Value
The carrying values of accounts receivable and accounts payable as of December 31, 2024 and September 30, 2025 approximated fair value because of their short-term nature. The carrying values of the amounts outstanding under the Credit Facility as of December 31, 2024 and September 30, 2025 approximated fair value because the variable interest rates are reflective of current market conditions.
The following table sets forth the fair value and carrying value of the senior notes (in thousands):
(Unaudited)
December 31, 2024
September 30, 2025
Fair
Carrying
Fair
Carrying
Value (1)
Value (2)
Value (1)
Value (2)
2026 Notes
$
98,924
96,599
—
—
2029 Notes
417,211
404,055
372,295
363,052
2030 Notes
579,660
595,376
603,000
595,968
Total
$
1,095,795
1,096,030
975,295
959,020
(1) Fair values are based on Level 2 market data inputs.
(2) Carrying values are presented net of unamortized debt issuance costs.
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ANTERO RESOURCES CORPORATION
Notes to Unaudited Condensed Consolidated Financial Statements
See Note 9—Equity-Based Compensation and Note 11—Derivative Instruments to the unaudited condensed consolidated financial statements for information regarding the fair value of equity-based awards and derivative financial instruments, respectively.
(11) Derivative Instruments
The Company is exposed to certain risks relating to its ongoing business operations, and it may use derivative instruments to manage its commodity price risk. In addition, the Company periodically enters into contracts that contain embedded features that are required to be bifurcated and accounted for separately as derivatives.
(a) Commodity Derivative Positions
The Company periodically enters into natural gas, NGLs and oil derivative contracts with counterparties to hedge the price risk associated with its production. These derivatives are not entered into for trading purposes. To the extent that changes occur in the market prices of natural gas, NGLs and oil, the Company is exposed to market risk on these open contracts. This market risk exposure is generally offset by the change in market prices of natural gas, NGLs and oil recognized upon the ultimate sale of the Company’s production.
The Company was party to various commodity derivative contracts that settled during the three and nine months ended September 30, 2024 and 2025. The Company enters into derivative contracts when management believes that favorable future sales prices for the Company’s production can be secured. Under the Company’s swap agreements, when actual commodity prices upon settlement exceed the fixed price provided by the swap contracts, the Company pays the difference to the counterparty. When actual commodity prices upon settlement are less than the contractually provided fixed price, the Company receives the difference from the counterparty. Under the Company’s collar agreements, when actual commodity prices upon settlement are below the floor price provided by the contract, the Company receives the difference from the counterparty. When actual commodity prices upon settlement are above the ceiling price, the Company pays the difference to the counterparty.
The Company’s derivative contracts have not been designated as hedges for accounting purposes; therefore, all gains and losses are recognized in the Company’s unaudited condensed consolidated statements of operations and comprehensive income (loss).
As of September 30, 2025, the Company’s fixed price swap positions were as follows:
Weighted
Average
Commodity / Settlement Period
Index
Contracted Volume
Price
Natural Gas
October-December 2025
Henry Hub
559,891
MMBtu/day
$
3.66
/MMBtu
January-December 2026
Henry Hub
470,000
MMBtu/day
3.78
/MMBtu
January-December 2027
Henry Hub
80,000
MMBtu/day
3.92
/MMBtu
As of September 30, 2025, the Company’s collar contract positions were as follows:
Weighted
Weighted
Average
Average
Commodity / Settlement Period
Index
Contracted Volume
Ceiling Price
Floor Price
Natural Gas
January-December 2026
Henry Hub
500,000
MMBtu/day
$
5.83
/MMBtu
$
3.22
/MMBtu
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ANTERO RESOURCES CORPORATION
Notes to Unaudited Condensed Consolidated Financial Statements
The Company has a call option and an embedded put option tied to NYMEX pricing for the production volumes associated with the Company’s retained interest in the volumetric production payment transaction (“VPP”) properties. The put option was embedded within another contract, and since the embedded put option was not clearly and closely related to its host contract, the Company bifurcated this derivative instrument and reflects it at fair value in the unaudited condensed consolidated financial statements. As of September 30, 2025, the Company’s call option and embedded put option arrangements were as follows:
Embedded
Call Option
Put Option
Commodity / Settlement Period
Index
Contracted Volume
Strike Price
Strike Price
Natural Gas
October-December 2025
Henry Hub
44,000
MMBtu/day
$
2.56
/MMBtu
$
2.56
/MMBtu
January-December 2026
Henry Hub
32,000
MMBtu/day
2.63
/MMBtu
2.63
/MMBtu
During the three months ended March 31, 2025, all of Martica’s derivative contracts expired. As of September 30, 2025, Martica had no derivative instruments.
(b) Summary
The table below presents a summary of the fair values of the Company’s derivative instruments and where such values are recorded in the condensed consolidated balance sheets (in thousands).
(Unaudited)
December 31,
September 30,
Balance Sheet Location
2024
2025
Asset derivatives not designated as hedges for accounting purposes:
Commodity derivatives—current
Derivative instruments
$
—
16,535
Embedded derivatives—current
Derivative instruments
1,050
888
Commodity derivatives—noncurrent
Derivative instruments
—
332
Embedded derivatives—noncurrent
Derivative instruments
1,296
306
Total asset derivatives (1)
2,346
18,061
Liability derivatives not designated as hedges for accounting purposes:
Commodity derivatives—current (2)
Derivative instruments
31,792
—
Commodity derivatives—noncurrent
Derivative instruments
17,233
24,820
Total liability derivatives (1)
49,025
24,820
Net derivatives liability (1)
$
( 46,679 )
( 6,759 )
(1) The fair value of derivative instruments was determined using Level 2 inputs.
(2) As of December 31, 2024, $ 2 million of current commodity derivative liabilities are attributable to the Company’s consolidated VIE, Martica.
The following table sets forth the gross values of recognized derivative assets and liabilities, the amounts offset under master netting arrangements with counterparties, and the resulting net amounts presented in the condensed consolidated balance sheets as of the dates presented, all at fair value (in thousands):
(Unaudited)
December 31, 2024
September 30, 2025
Net Amounts of
Net Amounts of
Gross
Gross
Assets
Gross
Gross
Assets
Amounts
Amounts Offset
(Liabilities) on
Amounts
Amounts Offset
(Liabilities) on
Recognized
Recognized
Balance Sheet
Recognized
Recognized
Balance Sheet
Commodity derivative assets
$
3,482
( 3,482 )
—
84,296
( 67,429 )
16,867
Embedded derivative assets
2,346
—
2,346
1,194
—
1,194
Commodity derivative liabilities
( 52,507 )
3,482
( 49,025 )
( 92,249 )
67,429
( 24,820 )
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ANTERO RESOURCES CORPORATION
Notes to Unaudited Condensed Consolidated Financial Statements
The following table sets forth a summary of derivative fair value gains and losses and where such values are recorded in the unaudited condensed consolidated statements of operations and comprehensive income (loss) (in thousands):
Statement of
Three Months Ended
Nine Months Ended
Operations
September 30,
September 30,
Location
2024
2025
2024
2025
Commodity derivative fair value gains (1)
Revenue
$
18,004
39,374
22,726
22,133
Embedded derivative fair value gains (losses) (1)
Revenue
364
( 131 )
( 497 )
( 1,152 )
(1) The fair value of derivative instruments was determined using Level 2 inputs .
(12) Leases
The Company leases certain office space, processing plants, drilling rigs and completion services, gas gathering lines, compressor stations, and other office and field equipment. Leases with an initial term of 12 months or less are considered short-term and are not recorded on the balance sheet. Instead, the short-term leases are recognized in expense on a straight-line basis over the lease term.
Most leases include one or more options to renew, with renewal terms that can extend the lease from one to 20 years or more. The exercise of the lease renewal options is at the Company’s sole discretion. The depreciable lives of the leased assets are limited by the expected lease term, unless there is a transfer of title or purchase option reasonably certain of exercise.
Certain of the Company’s lease agreements include minimum payments based on a percentage of produced volumes over contractual levels and others include rental payments adjusted periodically for inflation.
The Company considers all contracts that have assets specified in the contract, either explicitly or implicitly, that the Company has substantially all of the capacity of the asset, and has the right to obtain substantially all of the economic benefits of that asset, without the lessor’s ability to have a substantive right to substitute that asset, as leased assets. For any contract deemed to include a leased asset, that asset is capitalized on the condensed consolidated balance sheet as a right-of-use asset and a corresponding lease liability is recorded at the present value of the known future minimum payments of the contract using a discount rate on the date of commencement. The leased asset classification is determined at the date of recording as either operating or financing, depending upon certain criteria of the contract.
The discount rate used for present value calculations is the discount rate implicit in the contract. If an implicit rate is not determinable, a collateralized incremental borrowing rate is used at the date of commencement. As new leases commence or previous leases are modified, the discount rate used in the present value calculation is the current period applicable discount rate.
The Company has made an accounting policy election to adopt the practical expedient for combining lease and non-lease components on an asset class basis. This expedient allows the Company to combine non-lease components such as real estate taxes, insurance, maintenance and other operating expenses associated with the leased premises with the lease component of a lease agreement on an asset class basis when the non-lease components of the agreement cannot be easily bifurcated from the lease payment. Currently, the Company is only applying this expedient to certain office space agreements.
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ANTERO RESOURCES CORPORATION
Notes to Unaudited Condensed Consolidated Financial Statements
(a) Supplemental Balance Sheet Information Related to Leases
The Company’s lease assets and liabilities consisted of the following items (in thousands):
(Unaudited)
December 31,
September 30,
Leases
Balance Sheet Classification
2024
2025
Operating Leases
Operating lease right-of-use assets:
Processing plants
Operating lease right-of-use assets
$
1,365,582
1,190,677
Drilling rigs and completion services
Operating lease right-of-use assets
—
21,189
Gas gathering lines and compressor stations (1)
Operating lease right-of-use assets
1,149,981
1,023,286
Office space
Operating lease right-of-use assets
33,345
29,687
Office, field and other equipment
Operating lease right-of-use assets
490
2,137
Total operating lease right-of-use assets
$
2,549,398
2,266,976
Operating lease liabilities:
Short-term operating lease liabilities
Short-term lease liabilities
$
492,624
507,711
Long-term operating lease liabilities
Long-term lease liabilities
2,048,942
1,751,670
Total operating lease liabilities
$
2,541,566
2,259,381
Finance Leases
Finance lease right-of-use assets:
Vehicles
Other property and equipment
$
2,665
3,648
Total finance lease right-of-use assets (2)
$
2,665
3,648
Finance lease liabilities:
Short-term finance lease liabilities
Short-term lease liabilities
$
1,270
1,691
Long-term finance lease liabilities
Long-term lease liabilities
1,395
1,957
Total finance lease liabilities
$
2,665
3,648
(1) Gas gathering lines and compressor stations relate to Antero Midstream. See “—Related Party Lease Disclosure” for additional discussion.
(2) Financing lease assets are recorded net of accumulated amortization of $ 3 million as of December 31, 2024 and September 30, 2025 .
The processing plants, gathering lines and compressor stations that are classified as lease liabilities are classified as such under FASB ASC Topic 842, Leases , because Antero (i) is the sole customer of the assets and (ii) makes the decisions that most impact the economic performance of the assets.
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ANTERO RESOURCES CORPORATION
Notes to Unaudited Condensed Consolidated Financial Statements
(b) Supplemental Information Related to Leases
Costs associated with operating and finance leases were included in the unaudited condensed consolidated statement of operations and comprehensive income (loss) (in thousands):
Three Months Ended September 30,
Nine Months Ended September 30,
Cost
Classification
Location
2024
2025
2024
2025
Operating lease cost
Statement of operations
Gathering, compression, processing and transportation
$
435,308
407,395
1,283,302
1,208,756
Operating lease cost
Statement of operations
General and administrative
3,164
3,201
9,233
9,660
Operating lease cost
Statement of operations
Lease operating
28
275
76
802
Operating lease cost
Balance sheet
Proved properties (1)
30,864
6,306
92,990
19,972
Total operating lease cost
$
469,364
417,177
1,385,601
1,239,190
Finance lease cost:
Amortization of right-of-use assets
Statement of operations
Depletion, depreciation and amortization
$
405
456
1,253
1,287
Interest on lease liabilities
Statement of operations
Interest expense
125
141
410
386
Total finance lease cost
$
530
597
1,663
1,673
Short-term lease payments
$
26,636
39,282
84,307
129,559
(1) Capitalized costs related to drilling and completion activities.
(c) Supplemental Cash Flow Information Related to Leases
The following table presents the Company’s supplemental cash flow information related to leases (in thousands):
Nine Months Ended September 30,
2024
2025
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases
$
1,098,799
1,201,548
Operating cash flows from finance leases
410
386
Investing cash flows from operating leases
78,275
11,179
Financing cash flows from finance leases
811
1,113
Noncash activities:
Right-of-use assets obtained in exchange for new operating lease obligations
$
97,720
127,187
Decrease to existing right-of-use assets and lease obligations from operating lease modifications, net (1)
$
( 1,472 )
( 14,453 )
(1) During the nine months ended September 30, 2024, the weighted average discount rate for remeasured operating leases decreased from 6.5 % as of December 31, 2023 to 6.0 % as of September 30, 2024. During the nine months ended September 30, 2025, the weighted average discount rate for remeasured operating leases increased from 5.5 % as of December 31, 2024 to 5.8 % as of September 30, 2025.
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ANTERO RESOURCES CORPORATION
Notes to Unaudited Condensed Consolidated Financial Statements
(d) Maturities of Lease Liabilities
The table below is a schedule of future minimum payments for operating and financing lease liabilities as of September 30, 2025 (in thousands):
Operating Leases
Financing Leases
Total
Remainder of 2025
$
160,060
547
160,607
2026
602,332
1,905
604,237
2027
487,023
904
487,927
2028
406,177
730
406,907
2029
322,110
239
322,349
Thereafter
657,786
—
657,786
Total lease payments
2,635,488
4,325
2,639,813
Less: imputed interest
( 376,107 )
( 677 )
( 376,784 )
Total
$
2,259,381
3,648
2,263,029
(e) Lease Term and Discount Rate
The following table sets forth the Company’s weighted average remaining lease term and discount rate:
(Unaudited)
December 31, 2024
September 30, 2025
Operating Leases
Finance Leases
Operating Leases
Finance Leases
Weighted average remaining lease term
6.0 years
2.1 years
5.7 years
2.7 years
Weighted average discount rate
5.5
%
8.4
%
5.6
%
8.5
%
(f) Related Party Lease Disclosure
The Company has gathering and compression service agreements with Antero Midstream that include: (i) the second amended and restated gathering and compression agreement dated December 8, 2019 (the “2019 gathering and compression agreement”), (ii) a gathering and compression agreement from Antero Midstream’s acquisition in 2022 of certain Marcellus gathering and compression assets in an area of dedication (the “Marcellus gathering and compression agreement”) and (iii) a compression agreement from Antero Midstream’s acquisition in 2022 of certain Utica compressors (the “Utica compression agreement”) and (iv) a gathering and compression agreement from Antero Midstream’s acquisition in the second quarter of 2024 of certain central Marcellus gathering and compression assets (the “Mountaineer gathering and compression agreement,” and together with the 2019 gathering and compression agreement, Marcellus gathering and compression agreement and the Utica compression agreement, the “gathering and compression agreements”). Pursuant to the gathering and compression agreements with Antero Midstream, the Company has dedicated substantially all of its current and future acreage in West Virginia, Ohio and Pennsylvania to Antero Midstream for gathering and compression services. The 2019 gathering and compression agreement, Marcellus gathering and compression agreement and Mountaineer gathering and compression agreement have initial terms through 2038, 2031 and 2026, respectively, and the Utica compression agreement has one remaining acreage dedication that expires in 2030. Upon expiration of the Marcellus gathering and compression agreement, Utica compression agreement and Mountaineer gathering and compression agreement, Antero Midstream will continue to provide gathering and compression services under the 2019 gathering and compression agreement.
Under the gathering and compression agreements, Antero Midstream receives a low pressure gathering fee per Mcf, a high pressure gathering fee per Mcf and a compression fee per Mcf, as applicable, subject to annual Consumer Price Index (“CPI”)-based adjustments. If and to the extent the Company requests that Antero Midstream construct new low pressure lines, high pressure lines and compressor stations, the 2019 gathering and compression agreement contains options at Antero Midstream’s election for either (i) minimum volume commitments that require Antero Resources to utilize or pay for 75 % of the high pressure gathering capacity and 70 % of the compression capacity of the requested capacity of such new construction for 10 years or (ii) a cost of service fee that allows the Antero Midstream to earn a 13 % rate of return on such new construction over seven years . The Marcellus gathering and compression agreement provides for a minimum volume commitment that requires the Company to utilize or pay for 25 % of the compression capacity for a period of 10 years from the in-service date. The Mountaineer gathering and compression agreement provides for monthly minimum compression and gathering fees for each compressor station or high pressure gathering line, respectively, for a period of 12 years commencing 90 days after such
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ANTERO RESOURCES CORPORATION
Notes to Unaudited Condensed Consolidated Financial Statements
asset’s in-service date. As of September 30, 2025, the minimum volume commitments for the 2019 gathering and compression agreement end in 2035, and the minimum compression and gathering fees for the Mountaineer gathering and compression agreement end in 2026. As of January 1, 2025, there were no minimum volume commitments under the Marcellus gathering and compression agreement.
Upon completion of the initial contract term, the 2019 gathering and compression agreement will continue in effect from year to year until such time as the agreement is terminated, effective upon an anniversary of the effective date of the agreement, by notice from either the Company or Antero Midstream to the other party on or before the 180 th day prior to the anniversary of such agreement.
Gathering and compression fees paid by the Company related to these agreements were $ 207 million and $ 212 million for the three months ended September 30, 2024 and 2025, respectively. For the nine months ended September 30, 2024 and 2025, gathering and compression fees paid by the Company related to this agreement were $ 608 million and $ 629 million, respectively. As of December 31, 2024 and September 30, 2025, $ 79 million and $ 82 million, respectively, was included within accounts payable, related parties on the condensed consolidated balance sheets as due to Antero Midstream related to these agreements.
(13) Commitments
The following table sets forth a schedule of future minimum payments for the Company’s contractual obligations, which include leases that have a lease term in excess of one year as of September 30, 2025 (in thousands):
Processing,
Gathering,
Firm
Compression
Operating and
Imputed Interest
Transportation
and Water Service
Financing Leases
for Leases
Other
(a)
(b)
(c)
(c)
(d)
Total
Remainder of 2025
$
303,547
7,970
129,469
31,139
3,274
475,399
2026
1,202,893
31,882
497,632
106,605
14,071
1,853,083
2027
1,197,338
30,593
407,224
80,702
5,882
1,721,739
2028
1,135,584
29,261
347,604
59,304
2,578
1,574,331
2029
783,964
28,752
280,889
41,460
68
1,135,133
Thereafter
3,681,817
79,376
600,211
57,574
—
4,418,978
Total
$
8,305,143
207,834
2,263,029
376,784
25,873
11,178,663
(a) Firm Transportation
The Company has entered into firm transportation agreements with various pipelines in order to facilitate the delivery of its production to market. These contracts commit the Company to transport minimum daily natural gas or NGLs volumes at negotiated rates or pay for any deficiencies at specified reservation fee rates. The amounts in this table are based on the Company’s minimum daily volumes at the reservation fee rate. The values in the table represent the gross amounts that the Company is committed to pay; however, the Company will record in the unaudited condensed consolidated financial statements its proportionate share of costs based on its working interest.
(b) Processing, Gathering, Compression and Water Service Commitments
The Company has entered into various long- term gas processing, gathering, compression and water service agreements. Certain of these agreements were determined to be leases. The minimum payment obligations under the agreements that are not leases are presented in this column.
The values in the table represent the gross amounts that the Company is committed to pay; however, the Company will record in the unaudited condensed consolidated financial statements its proportionate share of costs based on its working interest.
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ANTERO RESOURCES CORPORATION
Notes to Unaudited Condensed Consolidated Financial Statements
(c) Operating and Finance Leases, including Imputed Interest
The Company has obligations under contracts for services provided by drilling rigs and completion fleets, processing, gathering, and compression services agreements, and office and equipment leases. The values in the table represent the gross amounts that Antero Resources is committed to pay; however, the Company will record in its financial statements its proportionate share of costs based on its working interests. See Note 12—Leases to the unaudited condensed consolidated financial statements for additional information.
(d)
Other
The Company has entered into various land acquisition and sand supply agreements. Certain of these agreements contain minimum payment obligations over various terms. The values in the table represent the minimum payments due under these arrangements. None of these agreements were determined to be leases.
(e)
Contract Terminations
The Company incurs costs associated with the delay or cancellation of certain contracts with third-parties. These costs are recorded in contract termination, loss contingency and settlements in the unaudited condensed consolidated statements of operations and comprehensive income (loss). There are no remaining payment obligations related to any delayed or cancelled contracts as of September 30, 2025.
(14) Contingencies
(a) Environmental
In June 2018, the Company received a Notice of Violation (“NOV”) from the U.S. Environmental Protection Agency (“EPA”) Region III for alleged violations of the federal Clean Air Act and the West Virginia State Implementation Plan. The NOV alleges that combustion devices at these facilities did not meet applicable air permitting requirements. Separately, in June 2018, the Company received an information request from the EPA Region III pursuant to Section 114(a) of the Clean Air Act relating to the facilities that were inspected in September 2017 as well as additional Antero Resources facilities for the purpose of determining if the additional facilities have the same alleged compliance issues that were identified during the September 2017 inspections. Subsequently, the West Virginia Department of Environmental Protection (“WVDEP”) and the EPA Region V (covering Ohio facilities) each conducted its own inspections, and the Company has separately received NOVs from WVDEP and EPA Region V related to similar issues being investigated by the EPA Region III. The Company continues to negotiate with the EPA and WVDEP to resolve the issues alleged in the NOVs and the information request. The Company’s operations at these facilities are not suspended, and management does not expect these matters to have a material adverse effect on the Company’s financial condition, results of operations or cash flows.
(b) Production Taxes
The Company is subject to production taxes in the states in which it operates. The Company’s production tax filings in West Virginia for 2018 to 2020 tax years were subject to audit by the State of West Virginia. All assessments received in conjunction with this audit were recorded in the consolidated statement of operations and comprehensive income during the year ended December 31, 2024; however, the Company has filed an appeal with regard to such assessments. At this time, the Company believes the outcome of this matter will not have a material adverse effect on the Company’s financial position, results of operations or cash flows.
(c) Other
The Company is party to various legal proceedings and claims in the ordinary course of its business. The Company evaluates its legal proceedings on a regular basis and accrues a liability for such matters when the Company believes that a loss is probable and the amount of the loss can be reasonably estimated. Any such accruals are adjusted thereafter to reflect changed circumstances. In the event the Company determines that (i) a loss to the Company is probable but the amount of the loss cannot be reasonably estimated, or (ii) a loss to the Company is less likely than probable but is reasonably possible, then the Company is required to disclose the matter herein, although the Company is not required to accrue such loss.
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ANTERO RESOURCES CORPORATION
Notes to Unaudited Condensed Consolidated Financial Statements
When able, the Company determines an estimate of reasonably possible losses or ranges of reasonably possible losses, whether in excess of any related accrued liability or where there is no accrued liability, for legal proceedings. In instances where such estimates can be made, any such estimates are based on the Company's analysis of currently available information and are subject to significant judgment and a variety of assumptions and uncertainties and may change as new information is obtained. The Company could also be responsible for interest on any amount the Company may be determined to owe, the amount of which is not determinable or estimable. The ultimate outcome of the matters described above, such as whether the likelihood of loss is remote, reasonably possible, or probable, or if and when the range of loss is reasonably estimable, is inherently uncertain. Furthermore, due to the inherent subjectivity of the assessments and unpredictability of outcomes of legal proceedings, any amounts accrued or estimated as possible losses may not represent the ultimate loss to the Company from the legal proceedings in question and the Company's exposure and ultimate losses may be higher than the amounts accrued or estimated.
The Company has been named in various lawsuits alleging royalty underpayments, some of which seek class action certification. Pending litigation against the Company and other peer operators could have an impact on the methods for determining royalty payments due to lessors under oil and gas leases, including the amount of permitted post-production costs and types of costs that have been, and may be, deducted from royalty payments, among other things. While the amounts claimed could be material, many of these proceedings are in early stages, involve multiple lease forms with varying royalty provisions and seek or may seek damages the amount of which is currently indeterminate. In a class action lawsuit to which the Company is a party, Jacklin Romeo, et al. v. Antero Resources Corporation , the U.S. District Court for the Northern District of West Virginia certified certain questions to the West Virginia Supreme Court (the “WVSC”) with respect to the interpretation of West Virginia’s implied duty to market gas where a lease lacks any express language regarding the allocation of post-production costs and the treatment of NGLs. The WVSC answered the certified questions in November 2024; however, in December 2024, Antero petitioned the WVSC for rehearing on the certified questions, which stayed the issuance of the mandate required for the November 2024 opinion to take effect. The petition for rehearing was granted by the WVSC on December 31, 2024, and oral argument on the matter was held before the WVSC on April 22, 2025. On June 11, 2025, the WVSC answered the certified questions, the effect of which broadens the scope of products for which the Company will pay royalties and limits the amount of post-production costs the Company deducts from royalty payments, in each case, under leases that do not contain language to the contrary. With respect to the Romeo matter, the Company has accrued an immaterial amount as of September 30, 2025 for estimated damages that is recorded in contract termination, loss contingency and settlements in the unaudited condensed consolidated statements of operations and comprehensive income (loss).
The WVSC’s answers to the certified questions in the Romeo matter could also impact past royalty payments made by the Company, as well as royalty payments owed in the future, under certain of the Company’s other leases that are not at issue in the Romeo matter. While the Company cannot predict with certainty the timing and ultimate outcome of any other currently pending claims or potential other claims relating to royalty payments under such other leases, the Company currently estimates the amount of losses that are reasonably possible associated with such other leases, could be up to $ 400 million.
Rulings were also previously received in two other cases to which the Company is a party, and where the plaintiffs alleged, and the court found, that certain post-production costs may not be deducted based on interpretation of specific language in the applicable leases: a non-class action lawsuit in West Virginia and a class action lawsuit in Ohio. In each case, the alleged damages were not material. The Company will continue to challenge the legal conclusions reached in each of these cases, and continues to analyze how these decisions may impact other cases to which the Company is a party. At this time, the Company cannot predict how and when the foregoing issues may ultimately be resolved, and therefore is also unable to estimate potential damages, if any, that may result.
(15) Related Parties
Substantially all of Antero Midstream’s revenues were and are derived from transactions with Antero Resources. See Note 16—Reportable Segments to the unaudited condensed consolidated financial statements for the operating results of the Company’s reportable segments.
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ANTERO RESOURCES CORPORATION
Notes to Unaudited Condensed Consolidated Financial Statements
(16) Reportable Segments
The Company’s operations, which are located in the United States, are organized into three reportable segments: (i) the exploration, development and production of natural gas, NGLs and oil; (ii) marketing and utilization of excess firm transportation capacity and (iii) midstream services through the Company’s equity method investment in Antero Midstream. These segments are monitored separately by management for performance and are consistent with internal financial reporting. These segments have been identified based on the differing products and services (including the expertise required for these operations), production processes and distribution methods. The Company’s Chief Executive Officer and President was determined to be the Company’s chief operating decision maker (“CODM”). The CODM evaluates the performance of the Company’s business segments based on operating income (loss). The CODM considered the Company’s actual operating income (loss) as compared to the operating income (loss) for (i) the relevant prior period actual results, (ii) budget and (iii) guidance on a monthly basis for purposes of evaluating performance of each segment and making decisions about allocating capital and other resources to each segment. Accounting policies for each segment are the same as the Company’s accounting policies described in Note 2—Summary of Significant Accounting Policies.
The operating results and assets of the Company’s reportable segments were as follows (in thousands):
Three Months Ended September 30, 2024
Equity Method
Exploration
Investment in
Elimination of
and
Antero
Unconsolidated
Consolidated
Production
Marketing
Midstream (1)
Affiliate
Total
Sales and revenues:
Third-party
$
1,008,182
47,160
397
( 397 )
1,055,342
Intersegment
578
—
269,473
( 269,473 )
578
Total revenue
1,008,760
47,160
269,870
( 269,870 )
1,055,920
Operating expenses:
Lease operating
29,597
—
—
—
29,597
Gathering and compression
226,224
—
24,516
( 24,516 )
226,224
Processing
276,569
—
—
—
276,569
Transportation
182,390
—
—
—
182,390
Water handling
—
—
27,208
( 27,208 )
—
Production and ad valorem taxes
47,423
—
—
—
47,423
Marketing
—
62,144
—
—
62,144
General and administrative (excluding equity-based compensation)
38,562
—
10,927
( 10,927 )
38,562
Equity-based compensation
16,065
—
11,945
( 11,945 )
16,065
Facility idling
—
—
405
( 405 )
—
Depletion, depreciation and amortization
189,266
—
32,534
( 32,534 )
189,266
Impairment of property and equipment
13,455
—
332
( 332 )
13,455
Other (2)
( 803 )
—
( 424 )
424
( 803 )
Total operating expenses
1,018,748
62,144
107,443
( 107,443 )
1,080,892
Operating income (loss)
$
( 9,988 )
( 14,984 )
162,427
( 162,427 )
( 24,972 )
Equity in earnings of unconsolidated affiliates
$
25,634
—
27,668
( 27,668 )
25,634
Capital expenditures for segment assets
$
173,630
—
55,535
( 55,535 )
173,630
(1) Amounts reflect those recorded in Antero Midstream’s unaudited condensed consolidated financial statements.
(2) Amounts include charges for exploration, accretion of asset retirement obligations, loss on settlement of asset retirement obligations, contract termination, loss contingency and settlements, loss (gain) on sale of assets and other operating expenses, as applicable, which represent segment operating expenses that are not considered significant.
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ANTERO RESOURCES CORPORATION
Notes to Unaudited Condensed Consolidated Financial Statements
Three Months Ended September 30, 2025
Equity Method
Exploration
Investment in
Elimination of
and
Antero
Unconsolidated
Consolidated
Production
Marketing
Midstream (1)
Affiliate
Total
Sales and revenues:
Third-party
$
1,178,517
34,902
533
( 533 )
1,213,419
Intersegment
575
—
294,288
( 294,288 )
575
Total revenue
1,179,092
34,902
294,821
( 294,821 )
1,213,994
Operating expenses:
Lease operating
32,415
—
—
—
32,415
Gathering and compression
231,413
—
29,077
( 29,077 )
231,413
Processing
289,035
—
—
—
289,035
Transportation
190,555
—
—
—
190,555
Water handling
—
—
28,809
( 28,809 )
—
Production and ad valorem taxes
28,884
—
—
—
28,884
Marketing
—
51,068
—
—
51,068
General and administrative (excluding equity-based compensation)
41,443
—
10,290
( 10,290 )
41,443
Equity-based compensation
15,501
—
11,026
( 11,026 )
15,501
Facility idling
—
—
445
( 445 )
—
Depletion, depreciation and amortization
188,778
—
34,465
( 34,465 )
188,778
Impairment of property and equipment
12,228
—
167
( 167 )
12,228
Other (2)
14,557
—
49
( 49 )
14,557
Total operating expenses
1,044,809
51,068
114,328
( 114,328 )
1,095,877
Operating income (loss)
$
134,283
( 16,166 )
180,493
( 180,493 )
118,117
Equity in earnings of unconsolidated affiliates
$
29,055
—
29,688
( 29,688 )
29,055
Capital expenditures for segment assets
$
202,659
—
46,175
( 46,175 )
202,659
(1) Amounts reflect those recorded in Antero Midstream’s unaudited condensed consolidated financial statements.
(2) Amounts include charges for exploration, accretion of asset retirement obligations, loss on settlement of asset retirement obligations, contract termination, loss contingency and settlements, loss (gain) on sale of assets and other operating expenses, as applicable, which represent segment operating expenses that are not considered significant.
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ANTERO RESOURCES CORPORATION
Notes to Unaudited Condensed Consolidated Financial Statements
Nine Months Ended September 30, 2024
Equity Method
Exploration
Investment in
Elimination of
and
Antero
Unconsolidated
Consolidated
Production
Marketing
Midstream (1)
Affiliate
Total
Sales and revenues:
Third-party
$
3,009,995
145,098
1,482
( 1,482 )
3,155,093
Intersegment
1,752
—
817,234
( 817,234 )
1,752
Total revenue
3,011,747
145,098
818,716
( 818,716 )
3,156,845
Operating expenses:
Lease operating
88,477
—
—
—
88,477
Gathering and compression
671,893
—
76,849
( 76,849 )
671,893
Processing
802,349
—
—
—
802,349
Transportation
546,664
—
—
—
546,664
Water handling
—
—
85,202
( 85,202 )
—
Production and ad valorem taxes
147,524
—
—
—
147,524
Marketing
—
192,764
—
—
192,764
General and administrative (excluding equity-based compensation)
120,624
—
32,441
( 32,441 )
120,624
Equity-based compensation
49,293
—
32,871
( 32,871 )
49,293
Facility idling
—
—
1,339
( 1,339 )
—
Depletion, depreciation and amortization
568,374
—
107,205
( 107,205 )
568,374
Impairment of property and equipment
18,958
—
332
( 332 )
18,958
Other (2)
7,244
—
1,046
( 1,046 )
7,244
Total operating expenses
3,021,400
192,764
337,285
( 337,285 )
3,214,164
Operating income (loss)
$
( 9,653 )
( 47,666 )
481,431
( 481,431 )
( 57,319 )
Equity in earnings of unconsolidated affiliates
$
69,862
—
82,795
( 82,795 )
69,862
Capital expenditures for segment assets
$
588,464
—
134,007
( 134,007 )
588,464
(1) Amounts reflect those recorded in Antero Midstream’s unaudited condensed consolidated financial statements.
(2) Amounts include charges for exploration, accretion of asset retirement obligations, loss on settlement of asset retirement obligations, contract termination, loss contingency and settlements, loss (gain) on sale of assets and other operating expenses, as applicable, which represent segment operating expenses that are not considered significant.
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ANTERO RESOURCES CORPORATION
Notes to Unaudited Condensed Consolidated Financial Statements
Nine Months Ended September 30, 2025
Equity Method
Exploration
Investment in
Elimination of
and
Antero
Unconsolidated
Consolidated
Production
Marketing
Midstream (1)
Affiliate
Total
Sales and revenues:
Third-party
$
3,768,308
94,203
1,504
( 1,504 )
3,862,511
Intersegment
1,683
—
889,918
( 889,918 )
1,683
Total revenue
3,769,991
94,203
891,422
( 891,422 )
3,864,194
Operating expenses:
Lease operating
103,645
—
—
—
103,645
Gathering and compression
704,377
—
80,932
( 80,932 )
704,377
Processing
834,230
—
—
—
834,230
Transportation
569,135
—
—
—
569,135
Water handling
—
—
96,898
( 96,898 )
—
Production and ad valorem taxes
119,013
—
—
—
119,013
Marketing
—
145,826
—
—
145,826
General and administrative (excluding equity-based compensation)
130,071
—
31,630
( 31,630 )
130,071
Equity-based compensation
46,501
—
34,835
( 34,835 )
46,501
Facility idling
—
—
1,263
( 1,263 )
—
Depletion, depreciation and amortization
562,719
—
100,577
( 100,577 )
562,719
Impairment of property and equipment
24,143
—
984
( 984 )
24,143
Other (2)
30,062
—
143
( 143 )
30,062
Total operating expenses
3,123,896
145,826
347,262
( 347,262 )
3,269,722
Operating income (loss)
$
646,095
( 51,623 )
544,160
( 544,160 )
594,472
Equity in earnings of unconsolidated affiliates
$
88,279
—
87,724
( 87,724 )
88,279
Capital expenditures for segment assets
$
617,213
—
113,437
( 113,437 )
617,213
(1) Amounts reflect those recorded in Antero Midstream’s unaudited condensed consolidated financial statements.
(2) Amounts include charges for exploration, accretion of asset retirement obligations, loss on settlement of asset retirement obligations, contract termination, loss contingency and settlements, loss (gain) on sale of assets and other operating expenses, as applicable, which represent segment operating expenses that are not considered significant.
The summarized assets of the Company’s reportable segments are as follows (in thousands):
As of December 31, 2024
Equity Method
Exploration
Investment in
Elimination of
and
Antero
Unconsolidated
Consolidated
Production
Marketing
Midstream (1)
Affiliate
Total
Investments in unconsolidated affiliates
$
231,048
—
603,956
( 603,956 )
231,048
Total assets
12,999,930
10,120
5,761,748
( 5,761,748 )
13,010,050
(1) Amounts reflect those recorded in Antero Midstream’s condensed consolidated financial statements.
(Unaudited)
As of September 30, 2025
Equity Method
Exploration
Investment in
Elimination of
and
Antero
Unconsolidated
Consolidated
Production
Marketing
Midstream (1)
Affiliate
Total
Investments in unconsolidated affiliates
$
256,496
—
592,238
( 592,238 )
256,496
Total assets
12,898,583
13,474
5,717,088
( 5,717,088 )
12,912,057
(1) Amounts reflect those recorded in Antero Midstream’s unaudited condensed consolidated financial statements .
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ANTERO RESOURCES CORPORATION
Notes to Unaudited Condensed Consolidated Financial Statements
(17) Immaterial Correction of Prior Period Error
In the course of preparing our consolidated financial statements for the year ended December 31, 2024, the Company identified an error in the quarterly calculations related to depletion expense of the Company’s proved oil and gas properties. This error had the effect of incorrectly reporting depletion expense amounts in prior periods, which resulted in incorrectly reporting depletion, depreciation and amortization expense and income tax (expense) benefit in prior periods.
After considering the guidance in Staff Accounting Bulletin (“SAB”) No. 99, Materiality, and FASB ASC Topic 250, Accounting Changes and Error Corrections, the Company evaluated the materiality of these amounts quantitatively and qualitatively and concluded that the error was not material to any of the Company’s prior annual or interim period financial statements. The unaudited condensed consolidated financial statements for the three and nine months ended September 30, 2024 in this Quarterly Report on Form 10-Q, have been revised in accordance with SAB No. 108, Considering the Effects of Prior Year Misstatements when Quantifying Misstatements in Current Year Financial Statements, in order to reflect these corrections. The corrections reflect the adjustments to depletion, depreciation and amortization expense and income tax (expense) benefit described above, as well as the resulting adjustments to accumulated depletion, depreciation and amortization, deferred income tax liabilities, net and retained earnings (accumulated deficit). Retained earnings as of December 31, 2023 reflected in the accompanying consolidated statements of equity has been decreased by $ 80 million from its previously reported balance of $ 1.1 billion to the corrected balance of $ 1.1 billion to reflect the impact of correcting this error for the years ended December 31, 2021, 2022 and 2023. The correction of this error also impacted certain non-cash line items within the operating activities section of the consolidated statements of cash flows; however, these corrections did not change previously reported net cash provided by operating activities for any period.
In addition to correcting the unaudited condensed consolidated financial statements, we have also corrected the following notes to the unaudited condensed consolidated financial statements for the effects of this error: (i) Note 2 — Summary of Significant Accounting Policies and (ii) Note 16 — Reportable Segments.
The following table presents the effect of the corrections on selected line items from the previously reported unaudited condensed consolidated financial statements as of September 30, 2024 (in thousands, except per share amounts):
Statement of Operations and Comprehensive Loss
Three Months Ended September 30, 2024
As Previously
As
Reported
Corrections
Corrected
Depletion, depreciation and amortization
$
170,197
19,069
189,266
Total operating expenses
1,061,823
19,069
1,080,892
Operating loss
( 5,903 )
( 19,069 )
( 24,972 )
Loss before income taxes
( 9,075 )
( 19,069 )
( 28,144 )
Income tax benefit (expense)
( 1,212 )
4,166
2,954
Net loss, including noncontrolling interest
( 10,287 )
( 14,903 )
( 25,190 )
Net loss and comprehensive loss attributable to Antero Resources Corporation
( 20,444 )
( 14,903 )
( 35,347 )
Loss per common share—basic
$
( 0.07 )
( 0.04 )
( 0.11 )
Loss per common share—diluted
$
( 0.07 )
( 0.04 )
( 0.11 )
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ANTERO RESOURCES CORPORATION
Notes to Unaudited Condensed Consolidated Financial Statements
Statement of Operations and Comprehensive Loss
Nine Months Ended September 30, 2024
As Previously
As
Reported
Corrections
Corrected
Depletion, depreciation and amortization
$
513,787
54,587
568,374
Total operating expenses
3,159,577
54,587
3,214,164
Operating loss
( 2,732 )
( 54,587 )
( 57,319 )
Loss before income taxes
( 24,544 )
( 54,587 )
( 79,131 )
Income tax benefit
2,089
11,926
14,015
Net loss, including noncontrolling interest
( 22,455 )
( 42,661 )
( 65,116 )
Net loss and comprehensive loss attributable to Antero Resources Corporation
( 49,762 )
( 42,661 )
( 92,423 )
Loss per common share—basic
$
( 0.16 )
( 0.14 )
( 0.30 )
Loss per common share—diluted
$
( 0.16 )
( 0.14 )
( 0.30 )
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Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.