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Item 8. Financial Statements and Supplementary Data

2024-02-08 compared with 2023-02-09 · 247 added, 329 removed, 1349 unchanged (30% of the section changed)

28 unchanged sentences

The critical audit matter communicated below is a matter arising from the current period audit of the financial statements that was communicated or required to be communicated to the audit committee and that:

(1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective or complex judgments.

The communication of the critical audit matter does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing separate opinions on the critical audit matters or on the account or disclosure to which it relates.

(1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective or complex judgments.

The communication of the critical audit matter does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the account or disclosure to which it relates.

Depreciation, Depletion & Amortization

5 unchanged sentences

Significant judgment is required by the Company’s internal engineering staff in evaluating geological and engineering data when estimating proved oil and natural gas reserves.

Estimating reserves also requires the selection of inputs, including price and operating, and development cost assumptions as well as tax rates by jurisdiction, among others.

Estimating reserves also requires the selection of inputs, including price and operating and development cost assumptions, among others.

Because of the complexity involved in estimating oil and natural gas reserves, management used independent petroleum engineers to audit the estimates prepared by the Company’s internal engineering staff as of December 31, 2023.

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Natural Gas, NGLs and Oil Revenue $ 1,302,218 $ 3,652,112 $ 2,183,929

(Loss) Gain on Commodity Derivative Instruments ( 2,663,775 ) ( 1,632,733 ) 172,982

Gain (Loss) on Commodity Derivative Instruments 1,928,652 ( 2,663,775 ) ( 1,632,733 )

Purchased Gas Revenue 74,218 185,552 99,713

10 unchanged sentences

69,924 185,383 93,776

Impairment of Exploration and Production Properties — — 61,849

Impairment of Goodwill — — 473,045

Selling, General and Administrative Costs

6 unchanged sentences

Gain on Asset Sales and Abandonments, net ( 132,372 ) ( 8,984 ) ( 42,210 )

Loss (Gain) on Debt Extinguishment 22,953 33,737 ( 10,101 )

Loss on Debt Extinguishment — 22,953 33,737

Interest Expense 143,278 127,689 151,156

1 unchanged sentence

Total Costs and Expenses 1,212,023 1,473,158 1,393,305

Loss Before Income Tax ( 211,947 ) ( 636,513 ) ( 602,831 )

Income Tax Benefit ( 69,870 ) ( 137,870 ) ( 174,087 )

Net Loss ( 142,077 ) ( 498,643 ) ( 428,744 )

Net Income Attributable to Noncontrolling Interests — — 55,031

Net Loss Attributable to CNX Resources Shareholders $ ( 142,077 ) $ ( 498,643 ) $ ( 483,775 )

Loss Per Share

Income (Loss) Before Income Tax 2,222,925 ( 211,947 ) ( 636,513 )

Income Tax Expense (Benefit) 502,209 ( 69,870 ) ( 137,870 )

Net Income (Loss) $ 1,720,716 $ ( 142,077 ) $ ( 498,643 )

Earnings (Loss) Per Share

Basic $ 10.59 $ ( 0.75 ) $ ( 2.31 )

7 unchanged sentences

2023 2022 2021

Net Loss $ ( 142,077 ) $ ( 498,643 ) $ ( 428,744 )

Other Comprehensive Income (Loss):

Net Income (Loss) $ 1,720,716 $ ( 142,077 ) $ ( 498,643 )

Other Comprehensive (Loss) Income:

Actuarially Determined Long-Term Liability Adjustments (Net of tax:

1 unchanged sentence

( 788 ) 8,010 661

Comprehensive Loss ( 134,067 ) ( 497,982 ) ( 431,323 )

Comprehensive Income Attributable to Noncontrolling Interests — — 55,031

Comprehensive Loss Attributable to CNX Resources Shareholders $ ( 134,067 ) $ ( 497,982 ) $ ( 486,354 )

Comprehensive Income (Loss) $ 1,719,928 $ ( 134,067 ) $ ( 497,982 )

The accompanying notes are an integral part of these financial statements.

6 unchanged sentences

Accounts and Notes Receivable:

Trade (Note 17)

Trade, net (Note 17)

116,119 348,458

Other Receivables 6,184 8,924

Other Receivables, net 17,872 6,184

Supplies Inventories 19,846 27,156

Recoverable Income Taxes — 72

Derivative Instruments (Note 19)

6 unchanged sentences

Total Property, Plant and Equipment—Net 7,342,633 7,096,509

Other Assets:

Other Non-Current Assets:

Operating Lease Right-of-Use Assets (Note 13)

7 unchanged sentences

Other 48,488 25,376

Total Other Assets 845,460 651,461

Total Other Non-Current Assets 862,236 845,460

TOTAL ASSETS $ 8,626,657 $ 8,515,773

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Current Portion of Finance Lease Obligations (Note 13)

Current Portion of Long-Term Debt (Note 12)

Current Portion of Operating Lease Obligations (Note 13)

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Common Stock Capital in

Value Retained Earnings Accumulated Other Comprehensive Loss Total

CNX Resources Stockholders’ Equity Non- Controlling Interest Total Equity

Value Retained Earnings Accumulated Other Comprehensive Loss Total Equity

December 31, 2020 $ 2,208 $ 2,959,357 $ 1,476,056 $ ( 15,184 ) $ 4,422,437

Net (Loss) Income — — ( 483,775 ) — ( 483,775 ) 55,031 ( 428,744 )

Net Loss — — ( 498,643 ) — ( 498,643 )

Issuance of Common Stock 7 5,080 — — 5,087

3 unchanged sentences

Equity Component of Convertible Senior Notes, net of Issuance Costs — ( 33 ) — — ( 33 )

Purchase of Capped Call — ( 26,351 ) — — ( 26,351 ) — ( 26,351 )

Other Comprehensive Loss — — — ( 2,579 ) ( 2,579 ) — ( 2,579 )

Distributions to CNXM Noncontrolling Interest Holders — — — — — ( 41,987 ) ( 41,987 )

CNXM Merger 371 725,907 — 726,278 ( 815,983 ) ( 89,705 )

Other Comprehensive Income — — — 661 661

December 31, 2021 $ 2,039 $ 2,834,863 $ 877,894 $ ( 14,523 ) $ 3,700,273

5 unchanged sentences

Amortization of Stock-Based Compensation Awards 6 16,369 — — 16,375

Equity Component of Convertible Senior Notes, net of Issuance Costs — ( 33 ) — — ( 33 ) — ( 33 )

Other Comprehensive Income — — — 8,010 8,010

Cumulative Effect of Adoption of New Accounting Standard — ( 78,284 ) 18,947 — ( 59,337 )

December 31, 2022 $ 1,712 $ 2,506,269 $ 448,993 $ ( 6,513 ) $ 2,950,461

Net Loss — — ( 142,077 ) — ( 142,077 ) — ( 142,077 )

Net Income — — 1,720,716 — 1,720,716

Issuance of Common Stock 2 1,758 — — 1,760

2 unchanged sentences

Amortization of Stock-Based Compensation Awards 9 20,226 — — 20,235

Other Comprehensive Income — — — 8,010 8,010 — 8,010

Cumulative Effect of Adoption of New Accounting Standard — ( 78,284 ) 18,947 — ( 59,337 ) — ( 59,337 )

Other Comprehensive Loss — — — ( 788 ) ( 788 )

December 31, 2023 $ 1,548 $ 2,384,910 $ 1,981,860 $ ( 7,301 ) $ 4,361,017

5 unchanged sentences

2023 2022 2021

Net Loss $ ( 142,077 ) $ ( 498,643 ) $ ( 428,744 )

Adjustments to Reconcile Net Loss to Net Cash Provided by Continuing Operating Activities:

Net Income (Loss) $ 1,720,716 $ ( 142,077 ) $ ( 498,643 )

Adjustments to Reconcile Net Income (Loss) to Net Cash Provided by Continuing Operating Activities:

Depreciation, Depletion and Amortization 433,586 461,215 515,118

Amortization of Deferred Financing Costs 9,275 8,456 27,052

Impairment of Exploration and Production Properties — — 61,849

Impairment of Goodwill — — 473,045

Stock-Based Compensation 20,235 16,375 16,560

Gain on Asset Sales and Abandonments, net ( 132,372 ) ( 8,984 ) ( 42,210 )

Loss (Gain) on Debt Extinguishment 22,953 33,737 ( 10,101 )

Loss (Gain) on Commodity Derivative Instruments 2,663,775 1,632,733 ( 172,982 )

(Gain) Loss on Other Derivative Instruments ( 10,348 ) ( 8,485 ) 13,051

Net Cash (Paid) Received in Settlement of Commodity Derivative Instruments ( 1,735,115 ) ( 539,016 ) 461,217

Loss on Debt Extinguishment — 22,953 33,737

(Gain) Loss on Commodity Derivative Instruments ( 1,928,652 ) 2,663,775 1,632,733

Loss (Gain) on Other Derivative Instruments 3,463 ( 10,348 ) ( 8,485 )

Net Cash Received (Paid) in Settlement of Commodity Derivative Instruments 79,523 ( 1,735,115 ) ( 539,016 )

Deferred Income Taxes 497,432 ( 76,058 ) ( 137,887 )

17 unchanged sentences

Cash Flows from Financing Activities:

Net (Payments on) Proceeds from CNX Revolving Credit Facility ( 192,000 ) 31,200 ( 500,200 )

Payments on Miscellaneous Borrowings ( 665 ) ( 2,785 ) ( 7,155 )

Payments on Long-Term Notes — ( 385,719 ) ( 421,467 )

Proceeds from CNXM Revolving Credit Facility Borrowings 333,575 343,900 391,500

Repayments of CNXM Revolving Credit Facility Borrowings ( 382,125 ) ( 375,200 ) ( 497,500 )

Proceeds from CNX Revolving Credit Facility Borrowings 1,588,350 3,332,875 1,725,800

Repayments of CNX Revolving Credit Facility Borrowings ( 1,536,300 ) ( 3,524,875 ) ( 1,694,600 )

Proceeds from Issuance of CNX Senior Notes — 493,750 —

Proceeds from Issuance of CNXM Senior Notes — — 395,000

Net (Payments on) Proceeds from CSG Non-Revolving Credit Facilities — ( 160,544 ) 158,794

Proceeds from Issuance of Convertible Senior Notes — — 334,650

Purchase of Capped Call Related to Convertible Senior Notes — — ( 35,673 )

Net Payments on CNXM Revolving Credit Facility ( 31,300 ) ( 106,000 ) ( 20,750 )

Distributions to CNXM Noncontrolling Interest Holders — — ( 41,987 )

Repayments of CSG Non-Revolving Credit Facility Borrowings — — ( 160,544 )

Payments on Other Debt ( 1,627 ) ( 665 ) ( 2,785 )

Proceeds from Issuance of Common Stock 1,760 1,197 5,087

3 unchanged sentences

Net Cash Used in Financing Activities ( 326,089 ) ( 688,964 ) ( 523,781 )

Net Increase (Decrease) in Cash, Cash Equivalents, and Restricted Cash 17,756 ( 18,034 ) 5,316

Cash, Cash Equivalents, and Restricted Cash at Beginning of Period 3,565 21,599 16,283

Cash, Cash Equivalents, and Restricted Cash at End of Period $ 21,321 $ 3,565 $ 21,599

Net (Decrease) Increase in Cash and Cash Equivalents ( 20,878 ) 17,756 ( 18,034 )

Cash and Cash Equivalents at Beginning of Period 21,321 3,565 21,599

Cash and Cash Equivalents at End of Period $ 443 $ 21,321 $ 3,565

The accompanying notes are an integral part of these financial statements.

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Investments in oil and natural gas producing entities are accounted for under the proportionate consolidation method.

In September 2020, the Merger (as defined in Note 4 – Acquisitions and Dispositions) of CNX Midstream Partners LP (CNXM) was completed.

Prior to the Merger, public unitholders held a 46.9 % equity interest in CNXM and CNX owned the remaining 53.1 % equity interest.

The earnings of CNXM that were attributed to its common units held by the public prior to the Merger are reflected in Net Income Attributable to Noncontrolling Interest in the Consolidated Statements of Income.

There were no changes to our ownership interest in CNXM during the years ended December 31, 2022 or 2021.

Use of Estimates:

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Actual results could differ from those estimates.

The most significant estimates included in, but not limited to, the preparation of the consolidated financial statements are related to long-lived assets (including intangible assets and goodwill), accounts receivable credit losses, the values of natural gas, NGLs, condensate and oil (collectively “natural gas”) reserves, asset retirement obligations, deferred income tax assets and liabilities, contingencies, fair value of derivative instruments, the fair value of the liability and equity components of the convertible senior notes prior to the adoption of ASU 2020-06 - Accounting for Convertible Instruments and Contracts in an Entity's Own Equity on January 1, 2022, stock-based compensation and salary retirement benefits.

Cash, Cash Equivalents, and Restricted Cash:

Cash and cash equivalents include cash on hand and on deposit at banking institutions as well as all highly liquid short-term securities with original maturities of three months or less.

Restricted cash at December 31, 2020 consisted of cash that the Company was contractually obligated to maintain in accordance with the terms of the Cardinal States Gathering LLC and CSG Holdings II LLC Credit Agreements, each dated March 13, 2020.

During the year ended December 31, 2021, CNX repaid in full the outstanding principal on both of these non-revolving credit facilities and terminated the Credit Agreements (See Note 12 – Long-Term Debt for more information).

The following table provides a reconciliation of cash, cash equivalents, and restricted cash to amounts shown in the statement of cash flows:

2022 2021 2020

The most significant estimates included in, but not limited to, the preparation of the consolidated financial statements are related to long-lived assets (including intangible assets and goodwill), accounts receivable credit losses, the values of natural gas, NGLs, condensate and oil (collectively “natural gas”) reserves, asset retirement obligations, deferred income tax assets and liabilities, contingencies, fair value of derivative instruments, the fair value of the liability and equity components of the convertible senior notes prior to the adoption of Accounting Standards Update (ASU) 2020-06 - Accounting for Convertible Instruments and Contracts in an Entity's Own Equity on January 1, 2022, stock-based compensation and salary retirement benefits.

Cash and Cash Equivalents:

Restricted Cash, Current Portion — — 735

Restricted Cash, Less Current Portion — — 5,247

Total Cash, Cash Equivalents, and Restricted Cash $ 21,321 $ 3,565 $ 21,599

Cash and cash equivalents include cash on hand and on deposit at banking institutions as well as all highly liquid short-term securities with original maturities of three months or less.

Trade Accounts Receivable and Allowance for Credit Losses:

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Expenditures which extend the useful lives of existing plant and equipment are capitalized.

Interest costs applicable to major asset additions are capitalized during the construction

Interest costs applicable to major asset additions are capitalized during the construction period.

Planned major maintenance costs which do not extend the useful lives of existing plant and equipment are expensed as incurred.

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If the carrying amount exceeds the estimated undiscounted future cash flows, a reduction of the carrying amount of the natural gas properties to their estimated fair values is required, which is determined based on discounted cash flow techniques using significant assumptions including projected revenues, future commodity prices and a market-specific weighted average cost of capital which are affected by expectations about future market and economic conditions.

During the year ended December 31, 2020, CNX recognized certain indicators of impairments specific to our Southwest Pennsylvania Coalbed Methane asset group and determined that the carrying value of that asset group was not recoverable.

The fair value of the asset group was estimated by using level 3 inputs which consisted of discounting the estimated future cash flows using discount rates and other assumptions that market participants would use in their estimates of fair value.

As a result, an impairment of $ 61,849 was recognized and is included in Impairment of Exploration and Production Properties in the Consolidated Statements of Income.

The impairment was related to an economic decision to temporarily idle certain wells and the related processing facility during the first quarter.

Impairment of Unproved Properties:

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Impairment of Goodwill:

In connection with the Midstream Acquisition (as defined in Note 4 – Acquisitions and Dispositions), CNX recorded $ 796,359 of goodwill through the application of purchase accounting (See Note 9 – Goodwill and Other Intangible Assets for more information).

The goodwill recorded was allocated in its entirety to the Midstream reporting unit within the Shale segment.

Goodwill is the cost of an acquisition less the fair value of the identifiable net assets of the acquired business.

All goodwill is attributed to the Midstream reporting unit within the Shale segment.

Goodwill is not amortized, but rather it is evaluated for impairment annually during the fourth quarter, or more frequently if recent events or prevailing conditions indicate it is more likely than not that the fair value of a reporting unit is less than its carrying value.

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For the Company’s annual impairment assessment during the fourth quarter of 2023, the Company elected to perform a qualitative impairment test on its goodwill and concluded that it is more likely than not that the fair value exceeded the carrying value and goodwill was not impaired.

In connection with CNX's assessment of goodwill in the first quarter of 2020 in relation to the deteriorating macroeconomic conditions, and the decline in the observable market value of CNXM securities both in relation to the COVID-19 pandemic and the overall decline in the master limited partnership (MLP) market space, an impairment indicator was identified.

CNX bypassed the qualitative assessment and performed a quantitative test that utilized a combination of the

income and market approaches to estimate the fair value of the Midstream reporting unit.

As a result of this assessment, CNX concluded that the carrying value exceeded its estimated fair value, and as a result, an impairment of $ 473,045 was included in Impairment of Goodwill in the Consolidated Statements of Income.

Impairment of Definite-Lived Intangible Assets:

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Asset Retirement Obligations:

CNX accrues the costs to dismantle and remove gas-related facilities upon exhaustion of mineral reserves and related surface reclamation using the accounting treatment prescribed by the Asset Retirement and Environmental Obligations Topic of the FASB Accounting Standards Codification.

CNX accrues the estimated costs to dismantle and remove gas-related facilities upon exhaustion of mineral reserves and related surface reclamation using the accounting treatment prescribed by the Asset Retirement and Environmental Obligations Topic of the Financial Accounting Standards Board (FASB) Accounting Standards Codification.

This topic requires the fair value of an asset retirement obligation be recognized in the period in which it is incurred if a reasonable estimate of fair value can be made.

Estimates are regularly reviewed by management and are revised for changes in future estimated costs and regulatory requirements.

The present value of the estimated asset retirement costs is capitalized as part of the carrying amount of the long-lived asset.

The present value of the estimated asset retirement costs is capitalized as part of the carrying amount

of the long-lived asset.

Amortization of the capitalized asset retirement cost is generally determined on a units-of-production basis.

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CNX has an investment plan that is available to most employees.

Throughout the years ended December 31, 2022, 2021 and 2020, the Company's matching contribution was 6 % of eligible compensation contributed by eligible employees.

Throughout the years ended December 31, 2023, 2022 and 2021, the Company's matching contribution was up to 6 % of eligible compensation contributed by eligible employees.

The Company may also make discretionary contributions to the Plan ranging from 1 % to 6 % of eligible compensation for eligible employees (as defined by the Plan).

2 unchanged sentences

Revenue Recognition:

Revenues are recognized when the recognition criteria of ASC 606 are met, which generally occurs at the point in which title passes to the customers.

Revenues are recognized when the recognition criteria of Accounting Standards Codification (ASC) 606 are met, which generally occurs at the point in which title passes to the customers.

For natural gas, NGL and oil revenue, this occurs at the contractual point of delivery.

2 unchanged sentences

In general, this gas is purchased at market price and re-sold on the same day at market price less a small transaction fee.

These matching buy/sell

transactions include a legal right of offset of obligations and have been simultaneously entered into with the counterparty.

These matching buy/sell transactions include a legal right of offset of obligations and have been simultaneously entered into with the counterparty.

These transactions qualify for netting under the Nonmonetary Transactions Topic of the FASB Accounting Standards Codification and are, therefore, recorded net within the Consolidated Statements of Income in the Purchased Gas Revenue line.

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CNX enters into financial derivative instruments to manage its exposure to commodity price volatility.

Natural gas commodity hedges are accounted for on a mark-to-market basis with changes in fair value recorded in current period earnings.

Commodity hedges are accounted for on a mark-to-market basis with changes in fair value recorded in current period earnings.

None of the Company's counterparty master agreements currently require CNX to post collateral for any of its positions.

8 unchanged sentences

Recent Accounting Pronouncements:

In December 2023, the FASB issued Accounting Standards Update (ASU) 2023-09 - Income Taxes (Topic 740):

Improvements to Income Tax Disclosures, which enhances the transparency and decision usefulness of income tax disclosures.

The amendments address more transparency about income tax information through improvements to income tax disclosures primarily related to the rate reconciliation and income taxes paid information.

The ASU also includes certain other amendments to improve the effectiveness of income tax disclosures.

The amendments in this ASU are effective for public business entities for annual periods beginning after December 15, 2024 on a prospective basis.

Early adoption is permitted.

The Company is currently evaluating the impact of the adoption of this guidance.

In November 2023, the FASB issued ASU 2023-07 - Segment Reporting (Topic 280):

Improvements to Reportable Segment Disclosures.

This ASU updates reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses and information used to assess segment performance.

The amendments in this ASU are effective for public entities for fiscal years beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted.

The Company is still evaluating the effect of the adoption of this guidance.

See Note 12 – Long-Term Debt for the impact of adoption of ASU 2020-06 - Accounting for Convertible Instruments and Contracts in an Entity's Own Equity.

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The Company has evaluated all subsequent events through the date the financial statements were issued.

No material recognized or non-recognizable subsequent events were identified.

The Company has continued repurchasing shares in the open market under the Company’s existing stock repurchase program (See Note 5 – Stock Repurchase), and approximately 2,000,000 additional shares have been repurchased.

No other material recognized or non-recognizable subsequent events were identified.

NOTE 2— EARNINGS PER SHARE:

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The number of additional shares is calculated by assuming that outstanding stock options were exercised, that outstanding restricted stock units and performance share units were released, that the shares that are issuable from the conversion of the Convertible Notes are issued (subject to the considerations discussed further in the paragraph below), and that the proceeds from such activities were used to acquire shares of common stock at the average market price during the reporting period.

In periods when CNX recognizes a net loss, the impact of outstanding stock awards and the potential share settlement impact related to CNX’s Convertible Notes are excluded from the diluted loss per share calculation as their inclusion would have an anti-dilutive effect.

Pursuant to the Merger (See Note 4 – Acquisitions and Dispositions for more information), all outstanding phantom units previously granted under the CNXM long-term incentive plan were converted into the right to receive 0.88 shares of common stock of CNX.

As such, all outstanding phantom units were converted, effective as of the closing of the Merger, into CNX restricted stock units.

Each CNX restricted stock unit is subject to the same vesting, forfeiture and other terms and conditions applicable to the converted CNXM phantom units.

Under Accounting Standards Codification Topic 718, Compensation - Stock Compensation, it was determined that there was no additional compensation cost to record as the conversion of awards did not result in incremental fair value.

CNXM's dilutive units did not have a material impact on the Company's earnings per share calculations for the period from January 1, 2020 through September 30, 2020.

In periods when CNX recognizes a net loss, the impact of outstanding stock awards and the potential share settlement impact related to CNX’s Convertible Notes are excluded

from the diluted loss per share calculation as their inclusion would have an anti-dilutive effect.

The table below sets forth the share-based awards that have been excluded from the computation of diluted earnings per share because their effect would be anti-dilutive:

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The Company expects to settle the principal amount of the Convertible Notes in cash.

ASU 2020-06 amended the diluted earnings per share calculation for convertible instruments by requiring the use of the if-converted method (See Note 12 – Long-Term Debt for more information).

ASU 2020-06 - Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity (“ASU 2020-06”) amended the diluted earnings per share calculation for convertible instruments by requiring the use of the if-converted method (See Note 12 – Long-Term Debt for more information).

The if-converted method assumes the conversion of convertible instruments occurs at the beginning of the reporting period and diluted weighted average shares outstanding includes the common shares issuable upon conversion of the convertible instruments.

4 unchanged sentences

2023 2022 2021

Net Loss $ ( 142,077 ) $ ( 498,643 ) $ ( 428,744 )

Net Income Attributable to Non-Controlling Interest — — 55,031

Net Loss Attributable to CNX Resources Shareholders $ ( 142,077 ) $ ( 498,643 ) $ ( 483,775 )

Net Income (Loss) $ 1,720,716 $ ( 142,077 ) $ ( 498,643 )

Basic Earnings (Loss) Available to Shareholders $ 1,720,716 $ ( 142,077 ) $ ( 498,643 )

Effect of Dilutive Securities:

Add Back Interest on Convertible Notes (Net of Tax) 5,758 — —

Diluted Earnings Available to Shareholders $ ( 142,077 ) $ ( 498,643 ) $ ( 483,775 )

Diluted Earnings (Loss) Available to Shareholders $ 1,726,474 $ ( 142,077 ) $ ( 498,643 )

Weighted-Average Shares of Common Stock Outstanding 162,490,245 189,507,682 215,971,381

5 unchanged sentences

Weighted-Average Diluted Shares of Common Stock Outstanding 192,013,989 189,507,682 215,971,381

Loss Per Share:

Earnings (Loss) Per Share:

Basic $ 10.59 $ ( 0.75 ) $ ( 2.31 )

7 unchanged sentences

Retirement of Common Stock (2) ( 17,564,524 ) ( 33,526,226 ) ( 18,284,598 )

Issuance Related to CNXM Merger — — 37,054,223

Balance, End of Year 154,382,880 170,841,164 203,531,320

8 unchanged sentences

In these situations, the Company has not identified a standalone selling price because the terms of the variable payments relate specifically to the Company’s efforts to satisfy the performance obligations.

A portion of the contracts contain fixed consideration (i.e.

fixed price contracts or contracts with a fixed differential to NYMEX or index prices).

The fixed consideration is allocated to each performance obligation on a relative standalone selling price basis, which requires judgment from management.

For these contracts, the Company generally concludes that the fixed price or fixed differentials in the

contracts are representative of the standalone selling price.

A portion of the contracts contain fixed consideration (i.e., fixed price contracts or contracts with a fixed differential to NYMEX or index prices).

The fixed consideration is allocated to each performance obligation on a relative standalone selling price basis.

For these contracts, the Company generally concludes that the fixed price or fixed differentials in the contracts are representative of the standalone selling price.

Revenue associated with natural gas, NGL and oil as presented on the accompanying Consolidated Statements of Income represent the Company’s share of revenues net of royalties and excluding revenue interests owned by others.

When selling natural gas, NGL and oil on behalf of royalty owners or working interest owners, the Company is acting as an agent and thus reports the revenue on a net basis.

Included in Other Revenue and Operating Income in the Consolidated Statements of Income and in the below table are revenues generated from natural gas gathering services provided to third parties.

Included in Other Revenue and Operating Income in the Consolidated Statements of Income and in the below table are revenues generated from natural gas gathering services provided to third parties and sales of environmental attributes.

The gas gathering services are interruptible in nature and include charges for the volume of gas actually gathered and do not guarantee access to the system.

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Payment terms for these contracts typically require payment within 25 days of the end of the calendar month in which the hydrocarbons are gathered.

All sales of environmental attributes (which includes items such as (but are not limited to):

carbon credits, air quality credits, renewable or alternative energy credits, methane capture credits, methane performance certificates, emission reductions, offsets and/or allowances) were under short-term contracts, and revenue is recognized when the environmental attribute is transferred to a third party.

Disaggregation of Revenue

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Other Sources of Revenue and Other Operating Income:

(Loss) Gain on Commodity Derivative Instruments ( 2,663,775 ) ( 1,632,733 ) 172,982

Gain (Loss) on Commodity Derivative Instruments 1,928,652 ( 2,663,775 ) ( 1,632,733 )

Other Revenue and Operating Income 129,860 87,322 105,883

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CNX invoices its customers once a performance obligation has been satisfied, at which point payment is unconditional.

Accordingly, CNX's contracts with customers do not give rise to material contract assets or liabilities under Accounting Standards Codification (ASC) 606.

Accordingly, CNX's contracts with customers do not give rise to material contract assets or liabilities under ASC 606.

The Company has no contract assets recognized from the costs to obtain or fulfill a contract with a customer.

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For revenue associated with contract terms greater than one year, a significant portion of the consideration in those contracts is variable in nature and the Company allocates the variable consideration in its contract entirely to each specific performance obligation to which it relates.

Therefore, any remaining variable consideration in the transaction price is allocated

entirely to wholly unsatisfied performance obligations.

Therefore, any remaining variable consideration in the transaction price is allocated entirely to wholly unsatisfied performance obligations.

As such, the Company has not disclosed the value of unsatisfied performance obligations pursuant to the practical expedient.

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The Company has existing internal controls for its revenue estimation process and the related accruals, and any identified differences between its revenue estimates and the actual revenue received historically have not been significant.

For each of the years ended December 31, 2022, 2021, and 2020, revenue recognized in the current reporting period related to performance obligations satisfied in prior a reporting period was not material.

For each of the years ended December 31, 2023, 2022, and 2021, revenue recognized in the current reporting period related to performance obligations satisfied in a prior reporting period was not material.

NOTE 4— ACQUISITIONS AND DISPOSITIONS:

On July 26, 2020, CNX entered into an Agreement and Plan of Merger (the “Merger Agreement”) with CNXM, CNX Midstream GP LLC (the “General Partner”) and CNX Resources Holding LLC., a wholly owned subsidiary of CNX (“Merger Sub”), pursuant to which Merger Sub merged with and into CNXM with CNXM surviving as an indirect wholly owned subsidiary of CNX (the “Merger”).

On September 28, 2020, the Merger was completed and CNX issued 37,054,223 shares of common stock to acquire the 42,107,071 common units of CNXM not owned by CNX prior to the Merger at a fixed exchange ratio of 0.88 shares of CNX common stock for each CNXM common unit, for total implied consideration of $ 384,623 .

As a result of the Merger, CNXM’s common units are no longer publicly traded.

Except for the Class B units of CNXM, which were automatically canceled immediately prior to the effective time of the Merger for no consideration in accordance with CNXM’s partnership agreement, the interests in CNXM owned by CNX and its subsidiaries remain outstanding as limited partner interests in the surviving entity.

The General Partner will continue to own the non-economic general partner interest in the surviving entity.

Because CNX controlled CNXM prior to the Merger and continues to control CNXM after the Merger, CNX accounted for the change in its ownership interest in CNXM as an equity transaction which was reflected as a reduction of noncontrolling interest with corresponding increases to common stock and capital in excess of par value.

No gain or loss was recognized in its condensed consolidated statements of operations as a result of the Merger.

The tax effects of the Merger were reported as adjustments to deferred income taxes and capital in excess of par value.

Prior to the effective time of the Merger on September 28, 2020, public unitholders held a 46.9 % equity interest in CNXM and CNX owned the remaining 53.1 % equity interest.

There were no changes in CNX's ownership interest in CNXM during the years ended December 31, 2022 or 2021.

CNXM’s revolving credit facility (See Note 10 – Revolving Credit Facilities) and the CNXM Senior Notes due March 2026 (See Note 12 – Long-Term Debt) were not impacted by the Merger.

The Company incurred $ 11,271 of transaction costs directly attributable to the Merger during the year ended December 31, 2020, including financial advisory, legal service and other professional fees, which were recorded to Other Expense in the Consolidated Statements of Income.

On June 29, 2023, CNX closed on the sale of various non-operated producing oil and gas assets primarily located in the Appalachian Basin to a third party.

The transaction was subject to customary adjustments in accordance with the terms and conditions of the purchase and sales agreement and was completed on September 29, 2023.

Net cash proceeds of $ 124,600 are included in Proceeds from Asset Sale in the Consolidated Statements of Cash Flows for the year ended December 31, 2023.

The net gain on the transaction was $ 99,516 and is included in Gain on Asset Sales and Abandonments, net in the Consolidated Statements of Income for the year ended December 31, 2023.

Additionally, Gain on Asset Sales and Abandonments, net in the Consolidated Statements of Income and Proceeds from Asset Sales in the Consolidated Statements of Cash Flows for the years ended December 31, 2023, 2022 and 2021 include the sale of various non-core assets (rights-of-way, surface acreage and other non-care oil and gas interests), none of which were individually material .

NOTE 5— STOCK REPURCHASE:

On January 26, 2021, the Company’s Board of Directors approved an increase in the aggregate amount of the previous $ 750,000 stock repurchase program plan to $ 900,000 , and on October 25, 2021, the Board of Directors approved an additional increase in the aggregate amount of the stock repurchase program to $ 1,900,000 .

On each of January 26, 2021, October 25, 2021 and July 25, 2023, the Company’s Board of Directors approved increases in the aggregate amount of the Company’s previously approved $ 750,000 stock repurchase program plan to $ 900,000 , $ 1,900,000 , and $ 2,900,000 , respectively.

As of December 31, 2023 the amount available under the stock repurchase program is $ 1,128,119 and is not subject to an expiration date.

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NOTE 6— INCOME TAXES:

Income tax benefit provided on earnings consisted of:

Income tax expense (benefit) provided on earnings consisted of:

For the Years Ended December 31,

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497,432 ( 76,058 ) ( 137,887 )

Total Income Tax Benefit $ ( 69,870 ) $ ( 137,870 ) $ ( 174,087 )

Total Income Tax Expense (Benefit) $ 502,209 $ ( 69,870 ) $ ( 137,870 )

The components of the net deferred taxes are as follows:

Deferred Tax Assets:

Gas Derivatives $ 461,952 $ 262,658

Net Operating Loss- Federal

$ 160,405 $ 187,154

Section 174 Expenses 92,414 26,397

Net Operating Loss - State

76,259 82,189

Operating Lease Liabilities 45,427 14,322

Federal Tax Credits 45,619 34,317

Section 174 Expenses 26,397 —

Gas Well Closing 25,045 25,682

Interest Limitation 36,451 14,618

Operating Lease Liabilities 36,297 45,427

Gas Well Closing 24,652 25,045

State Deferred Tax Adjustment 15,983 —

Gas Derivatives 14,466 461,952

Salary Retirement 8,488 8,167

Foreign Tax Credit 7,738 39,404

Convertible Note Amortization 5,080 —

Equity Compensation 5,419 4,474

Convertible Note Amortization 3,628 5,080

Foreign Tax Credit — 7,738

Total Deferred Tax Assets

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( 1,177,773 ) ( 850,095 )

Investment in Partnership

( 163,483 ) ( 133,287 )

Operating Lease Right-of-Use Assets ( 35,321 ) ( 44,238 )

Investment in Partnerships ( 2,303 ) ( 163,483 )

Advance Gas Royalties ( 404 ) ( 286 )

Discount on Convertible Notes — ( 15,864 )

( 559 ) ( 523 )

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Negative evidence includes financial and tax losses generated in prior periods and the inability to achieve forecasted results for those periods.

On December 31, 2023, the Company made a state law conversion of a subsidiary from a corporation to a limited liability company.

The conversion effectively terminates the tax partnership treatment of CNX Midstream Partners LP for federal and state income tax purposes.

As such as of December 31, 2023, the deferred tax assets and liabilities are separately stated in the underlying deferred tax asset and liability categories, primarily Property, Plant and Equipment.

As of December 31, 2023, the Company has a deferred tax asset related to federal net operating losses of $ 160,405 .

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These credits expire between 2032 and 2043.

A valuation allowance on foreign tax credits of $ 7,738 and $ 39,404 has also been recorded at December 31, 2022 and 2021, respectively.

These credits are fully valued because the Company does not expect income of the correct character to use

the credits before they expire.

The valuation allowance was decreased by $ 31,666 in 2022 due to the expiration of a portion of the credits.

The remaining foreign tax credits expire in 2023.

A valuation allowance on foreign tax credits of $ 7,738 was recorded at December 31, 2022.

The valuation allowance was decreased by $ 7,738 in 2023 due to the expiration of the remaining foreign tax credits.

CNX has, on an after federal tax basis, a deferred tax asset related to state operating losses of $ 76,259 with a related valuation allowance of $ 39,264 at December 31, 2023.

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A review of positive and negative evidence regarding these state tax attributes concluded that the valuation allowances for various CNX subsidiaries was warranted.

West Virginia enacted legislation in March 2023 for public companies which allows for a deduction for the deferred tax adjustment as of January 1, 2022 resulting from the change in state apportionment methodology from three factor to single sales factor and elimination of the throw-out rule if the change results in an aggregate increase in net deferred tax liabilities, decrease in net deferred tax assets, or change from a net deferred tax asset to a net deferred tax liability.

The deduction is available over a ten year period beginning with the first tax year on or after January 1, 2033.

The Company has recorded an income tax benefit of $ 15,983 in the Consolidated Statements of Income to reflect the recent legislative change resulting in a decrease to deferred tax liabilities in the Consolidated Balance Sheets.

Pennsylvania enacted legislation in July 2022 that, among other things, gradually reduced the corporate net income tax rate over the next several years beginning in 2023 to 8.99% to ultimately 4.99% in 2031.

The Company revised the deferred state income tax rates and apportionment factors for several states to reflect, among other things, the recent Pennsylvania rate reduction resulting in a benefit to income tax expense in the Consolidated Statements of Income.

The deferred tax benefit is also offset by an increase in deferred taxes relating to valuation allowance assertions against various state net operating losses due to the tax accounting treatment of unrealized losses on commodity derivative instruments.

In 2022, the Company revised the deferred state income tax rates and apportionment factors for several states to reflect, among other things, the recent PA rate reduction resulting in a benefit to deferred tax expense in the Consolidated Statements of Income.

Deferred taxes also include changes relating to valuation allowance assertions against various state net operating losses due to the tax accounting treatment of unrealized gains and losses on commodity derivatives.

Management will continue to assess the potential for realized deferred tax assets based upon income forecast data and the feasibility of future tax planning strategies and may record adjustments to valuation allowances against deferred tax assets in future periods, as appropriate, that could materially impact net income.

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Net Effect of State Income Taxes 83,379 3.8 ( 5,817 ) 2.8 ( 36,300 ) 5.7

Non-Controlling Interest — — — — ( 11,556 ) 1.9

Uncertain Tax Positions 17,673 0.8 14,440 ( 6.8 ) 35,914 ( 5.6 )

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Other 428 — 2,406 ( 1.1 ) 234 —

Income Tax Benefit / Effective Rate $ ( 69,870 ) 33.0 % $ ( 137,870 ) 21.7 % $ ( 174,087 ) 28.9 %

Income Tax Expense (Benefit) / Effective Rate $ 502,209 22.6 % $ ( 69,870 ) 33.0 % $ ( 137,870 ) 21.7 %

The effective tax rate for the year ended December 31, 2023 differs from the U.S.

federal statutory rate primarily due to federal income tax credits, offset by uncertain tax positions, state taxes (West Virginia tax law change), equity compensation, and the decrease in certain state valuation allowance assertions as a result of a higher-than-expected unrealized gain on commodity derivative instruments generated during 2023.

The effective tax rate for the year ended December 31, 2022 differs from the U.S.

federal statutory rate primarily due to federal income tax credits, offset by uncertain tax positions, state taxes, equity compensation, and the decrease in certain state valuation allowance assertions as a result of a reduction in the Pennsylvania corporate income tax rate applied to deferred taxes and a higher-than-expected unrealized loss on commodity derivative instruments generated during 2022.

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federal statutory rate primarily due to federal income tax credits, offset by uncertain tax positions, state taxes, equity compensation, and the increase in certain state valuation allowance assertions as a result of a higher-than-expected unrealized loss on commodity derivative instruments generated during 2021.

The effective tax rate for the year ended December 31, 2020 differs from the U.S.

federal statutory rate primarily due to state taxes, equity compensation, and the decrease in certain state valuation allowances as a result of the Merger transaction with CNXM (See Note 4 – Acquisitions and Dispositions) partially offset by the benefit from non-controlling interest.

As a result of the Midstream Acquisition on January 3, 2018, the Company obtained a controlling interest in CNX Gathering LLC and, through CNX Gathering's ownership of the general partner, control over CNXM.

The financial results for 2020 reflect full consolidation of CNXM’s assets and liabilities.

The effective tax rate for the year ended December 31, 2020 reflects a $ 11,556 reduction in income tax expense due to the non-controlling interest in CNXM’s earnings.

A reconciliation of the beginning and ending gross amounts of unrecognized tax benefits is as follows:

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Balance at Beginning of Period $ 82,245 $ 67,805

Increase in Unrecognized Tax Benefits Resulting from Tax Positions Taken During Current Period 11,229 —

Increase in Unrecognized Tax Benefits Resulting from Tax Positions Taken During Prior Periods

14,440 38,735

Reduction in Unrecognized Tax Benefits Because of the Lapse of the Applicable Statute of Limitations — ( 2,821 )

Balance at End of Period $ 99,918 $ 82,245

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In 2023 and 2022, CNX recognized an increase in unrecognized tax benefits of $ 6,444 and $ 14,440 , respectively, for tax benefits resulting from tax positions taken on our 2022 and 2021 federal tax returns for additional federal tax credits.

CNX also recognized a reduction to unrecognized tax benefits in 2021of $ 2,821 due to the expiration of the statute of limitations from a position taken on a previously filed federal income tax return.

CNX also recognized an increase in unrecognized tax benefits in 2023 of $ 11,229 for tax benefits resulting from tax positions expected to be taken on our 2023 federal tax returns for additional federal tax credits.

CNX recognizes accrued interest related to unrecognized tax benefits in its interest expense.

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CNX and its subsidiaries file federal income tax returns with the United States and income tax returns within various states.

With few exceptions, the Company is no longer subject to United States federal, state, local or non-U.S.

income tax examinations by tax authorities for the years before 2019.

With few exceptions, the Company is no longer subject to United States federal, state, or local income tax examinations by tax authorities for the years before 2020.

NOTE 7— ASSET RETIREMENT OBLIGATIONS:

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Gas Gathering Equipment 2,631,110 2,542,587

Proved Gas Properties 1,345,114 1,312,706

Gas Wells and Related Equipment 1,513,945 1,342,719

Proved Gas Properties 1,374,685 1,345,114

Unproved Gas Properties 724,401 734,890

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NOTE 9— GOODWILL AND OTHER INTANGIBLE ASSETS:

In December 2017, CNX Gas, a wholly-owned subsidiary of the Company, entered into a purchase agreement with Noble Energy, LLC (“Noble”) pursuant to which it acquired Noble’s 50 % membership interest in CNX Gathering, LLC (then named CONE Gathering LLC) (“CNX Gathering”), for a cash purchase price of $ 305,000 (the “Midstream Acquisition”).

Prior to the Midstream Acquisition, the Company accounted for its 50 % interest in CNX Gathering as an equity method investment as the Company had the ability to exercise significant influence, but not control, over the operating and financial policies of the midstream operations.

In conjunction with the Midstream Acquisition, the Company obtained a controlling interest in CNX Gathering and control over CNXM.

Accordingly, the Midstream Acquisition was accounted for as a business combination using the acquisition method of accounting pursuant to ASC Topic 805, Business Combinations, or ASC 805.

ASC 805 requires that, in circumstances where a business combination is achieved in stages (or step acquisition), previously held equity interests are remeasured at fair value.

The fair value assigned to the previously held equity interest in CNX Gathering and CNXM was $ 799,033 and was determined using the income approach, based on a discounted cash flow methodology.

As part of the allocation of purchase price and in connection with the fair value of consideration transferred at closing on January 3, 2018, CNX recorded $ 796,359 of goodwill and $ 128,781 of other intangible assets which are comprised of customer relationships.

Impairment of Goodwill:

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If CNX chooses to bypass the qualitative assessment, or if it chooses to perform a qualitative assessment but is unable to qualitatively conclude that no impairment has occurred, then CNX will perform a quantitative assessment.

If the estimated fair value of a reporting unit is less than its carrying value, an impairment charge is recognized for the excess of the reporting unit's carrying value over its fair

If the estimated fair value of a reporting unit is less

than its carrying value, an impairment charge is recognized for the excess of the reporting unit's carrying value over its fair value.

The Company uses a combination of the income approach (generally a discounted cash flow method) and market approach (which may include the guideline public company method and/or the guideline transaction method) to estimate the fair value of a reporting unit.

During the first quarter of 2020, the Company identified indicators of impairment in the form of deteriorating macroeconomic conditions, and the decline in the observable market value of CNXM securities both in relation to the COVID-19 pandemic and the overall decline in the MLP market space.

Management concluded that these factors presented indications that the fair value of the Midstream reporting unit was more likely than not below the reporting unit’s carrying value.

CNX bypassed the qualitative assessment and performed a quantitative test that utilized a combination of the income and market approaches as described above to estimate the fair value of the Midstream reporting unit.

As a result of this assessment, CNX concluded that the carrying value exceeded its estimated fair value, and a corresponding impairment of $ 473,045 was included in Impairment of Goodwill in the accompanying Consolidated Statements of Income.

Any additional adverse changes in the future could reduce the underlying cash flows used to estimate fair values and could result in a decline in fair value that could trigger future impairment charges.

In estimating the fair value of the Midstream reporting unit, the Company used the income approach’s discounted cash flow method, which applies significant inputs not observable in the public market (Level 3), including estimates and assumptions related to the use of an appropriate discount rate, future throughput volumes, operating costs and capital spending, discounted to present value using an industry rate adjusted for company-specific risk, which management feels reflects the overall level of inherent risk of the reporting unit.

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The customer relationship intangible asset is being amortized on a straight-line basis over approximately 17 years.

Amortization expense related to other intangible assets was $ 6,553 for the year ended December 31, 2022 and $ 6,552 for each of the years ended December 31, 2021 and 2020.

Amortization expense related to other intangible assets was $ 6,552 for the year ended December 31, 2023, $ 6,553 for the year ended December 31, 2022 and $ 6,552 for the year ended December 31, 2021.

The estimated annual amortization expense is expected to approximate $ 6,552 per year for each of the next five years.

NOTE 10— REVOLVING CREDIT FACILITIES:

On May 5, 2022, CNX amended its Third Amended and Restated Credit Agreement dated October 6, 2021, which provides for a senior secured revolving credit facility (as amended, the “CNX Credit Agreement”).

Revisions were made to replace LIBOR as a benchmark interest rate with SOFR, or the secured overnight financing rate.

Following the amendment, CNX remains the borrower and certain of its subsidiaries (not including CNXM, its subsidiaries or general partner) as guarantor loan parties on the CNX Credit Agreement.

On each of May 10, 2023 and May 5, 2022, CNX amended its Third Amended and Restated Credit Agreement dated October 6, 2021 (as amended, the “CNX Credit Agreement”), which provides for a senior secured revolving credit facility (the “CNX Credit Facility”).

In 2022, revisions were made to replace LIBOR as a benchmark interest rate with SOFR, or the secured overnight financing rate.

In 2023, the elected commitments of the CNX Credit Agreement were increased from $ 1,300,000 to $ 1,350,000 .

Following the amendments, CNX remains the borrower and certain of its subsidiaries (not including CNX Midstream Partners LP (CNXM), its subsidiaries or general partner) as guarantor loan parties on the CNX Credit Agreement.

The CNX Credit Agreement replaced the prior CNX revolving credit facility and remains subject to semi-annual redetermination.

The CNX Credit Agreement has a $ 2,250,000 borrowing base and $ 1,300,000 in elected commitments, including borrowings and letters of credit.

The CNX Credit Agreement has a $ 2,250,000 borrowing base and $ 1,350,000 in elected commitments,

including borrowings and letters of credit.

The CNX Credit Agreement matures on October 6, 2026, provided that if at any time on or after January 30, 2026 availability under the CNX Credit Agreement minus the aggregate principal amount of any and all such outstanding Convertible Notes is less than 20 % of the aggregate commitments under the CNX Credit Agreement (the first such date, the “Springing Maturity Date”), then the CNX Credit Agreement will mature on the Springing Maturity Date.

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• the highest of (i) PNC Bank, National Association’s prime rate, (ii) the federal funds open rate plus 0.50 %, and (iii) the one-month SOFR rate plus 1.0 %, in each case, plus a margin ranging from 0.75 % to 1.75 %;

• the SOFR rate plus a margin ranging from 1.85 % to 2.85 %.

• the one-month SOFR rate plus a margin ranging from 1.85 % to 2.85 %.

The availability under the CNX Credit Agreement, including availability for letters of credit, is generally limited to a borrowing base, which is determined by the required number of lenders in good faith by calculating a loan value of the Company’s proved reserves.

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CNX was in compliance with all financial covenants as of December 31, 2023.

At December 31, 2022, the CNX Credit Facility had no borrowings outstanding and $ 171,272 of letters of credit outstanding, leaving $ 1,128,728 of unused capacity.

At December 31, 2021, the CNX Credit Facility had $ 192,000 of borrowings outstanding and $ 184,131 of letters of credit outstanding, leaving $ 923,869 of unused capacity.

CNX Midstream Partners LP (CNXM):

On May 5, 2022, CNXM amended its Amended and Restated Credit Agreement dated October 6, 2021, which provides for a $ 600,000 senior secured revolving credit facility (as amended, the “CNXM Credit Agreement”) that matures on October 6, 2026.

Revisions were made to replace LIBOR as a benchmark interest rate with SOFR, or the secured overnight financing rate.

CNXM remains the borrower and certain of its subsidiaries remain as guarantor loan parties on the Amended and Restated Credit Agreement.

At December 31, 2023, the CNX Credit Agreement had $ 52,050 borrowings outstanding, with a weighted average interest rate of 7.64 % and $ 43,684 of letters of credit outstanding, leaving $ 1,254,266 of unused capacity.

At December 31, 2022, the CNX Credit Agreement had no borrowings outstanding and $ 171,272 of letters of credit outstanding, leaving $ 1,128,728 of unused capacity.

On May 5, 2022, CNXM amended its Amended and Restated Credit Agreement dated October 6, 2021 (as amended, the “CNXM Credit Agreement”), which provides for a $ 600,000 senior secured revolving credit facility (“CNXM Credit Facility”) that matures on October 6, 2026.

Revisions were made to replace LIBOR as a benchmark interest rate with SOFR.

CNXM remains the borrower and certain of its subsidiaries remain as guarantor loan parties on the CNXM Credit Agreement.

The CNXM Credit Agreement replaced the prior CNXM revolving credit facility and is not subject to semi-annual redetermination.

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• the SOFR rate plus a margin ranging from 2.10 % to 3.10 %.

• the one-month SOFR rate plus a margin ranging from 2.10 % to 3.10 %.

In addition, CNXM is obligated to maintain at the end of each fiscal quarter (x) a maximum net leverage ratio of no greater than between 5.00 to 1.00 ranging to no greater than 5.25 to 1.00 in certain circumstances;

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CNXM was in compliance with all financial covenants as of December 31, 2023.

At December 31, 2022, the CNXM Credit Facility had $ 153,700 of borrowings outstanding and $ 30 of letters of credit outstanding, leaving $ 446,270 of unused capacity.

At December 31, 2021, the CNXM Credit Facility had $ 185,000 of borrowings outstanding and $ 30 of letters of credit outstanding, leaving $ 414,970 of unused capacity.

At December 31, 2023, the CNXM Credit Agreement had $ 105,150 of borrowings outstanding, with a weighted avera ge interest rate of 7.50 % and no letters of credit outstanding, leaving $ 494,850 of unused capacity.

At December 31, 2022, the CNXM Credit Agreement had $ 153,700 of borrowings outstanding, with a weighted average interest rate of 6.45 % and $ 30 of letters of credit outstanding, leaving $ 446,270 of unused capacity.

NOTE 11— OTHER ACCRUED LIABILITIES:

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Accrued Interest 44,227 36,744

Transportation Charges 17,824 12,808

Deferred Revenue 15,831 22,095

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Accrued Other Taxes 9,343 14,067

Transportation Charges 12,808 15,808

Accrued Payroll & Benefits 6,619 6,318

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$ 500,000 $ 500,000

Senior Notes due January 2031 at 7.375 % (Principal of $ 500,000 less Unamortized Discount of $ 6,061 at December 31, 2022)

Senior Notes due January 2031 at 7.375 % (Principal of $ 500,000 less Unamortized Discount of $ 5,308 and $ 6,061 , respectively)

494,692 493,939

CNX Midstream Partners LP Senior Notes due April 2030 at 4.75 % (Principal of $ 400,000 less Unamortized Discount of $ 3,654 and $ 4,231 , respectively)*

396,346 395,769

Senior Notes due March 2027 at 7.25 % (Principal of $ 350,000 and $ 700,000 plus Unamortized Premium of $ 2,266 and $ 5,609 , respectively)

Senior Notes due March 2027 at 7.25 % (Principal of $ 350,000 plus Unamortized Premium of $ 1,728 and $ 2,266 , respectively)

351,728 352,266

Convertible Senior Notes due May 2026 at 2.25 % (Principal of $ 330,654 and $ 345,000 less Unamortized Discount and Issuance Costs of $ 6,460 and $ 91,284 , respectively)

Convertible Senior Notes due May 2026 at 2.25 % (Principal of $ 330,654 less Unamortized Discount and Issuance Costs of $ 4,586 and $ 6,460 , respectively)

326,068 324,194

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Unamortized Debt Issuance Costs 11,660 14,133

$ 2,214,374 $ 2,205,735

Current Portion 325,668 —

Long-Term Debt $ 1,888,706 $ 2,205,735

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Total Long-Term Debt Maturities $ 2,237,854

During the year ended December 31, 2022, CNX completed a private offering of $ 500,000 in aggregate principal of 7.375 % Senior Notes due January 2031 (the “Senior Notes due January 2031”) less an unamortized discount of $ 6,250 which accrue interest from September 26, 2022 at a rate of 7.375 % per year.

accrue interest from September 26, 2022 at a rate of 7.375 % per year.

Interest is payable semi-annually in arrears on January 15 and July 15 of each year, beginning on July 15, 2023.

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During the year ended December 31, 2022, CNX purchased and retired $ 350,000 of its outstanding 7.25 % Senior Notes due March 2027.

As part of the transaction, a loss of $ 9,972 was included in Loss (Gain) on Debt Extinguishment in the Consolidated Statements of Income.

As part of the transaction, a loss of $ 9,972 was included in Loss on Debt Extinguishment in the Consolidated Statements of Income.

During the year ended December 31, 2022, CNX purchased $ 14,346 of its outstanding Convertible Notes.

As part of this transaction, a loss of $ 12,981 was included in Loss (Gain) on Debt Extinguishment in the Consolidated Statements of Income.

As part of this transaction, a loss of $ 12,981 was included in Loss on Debt Extinguishment in the Consolidated Statements of Income.

During the year ended December 31, 2021, CNXM completed a private offering of $ 400,000 aggregate principal amount of 4.75 % CNXM Senior Notes due April 2030 (the “CNXM Senior Notes due April 2030”) less an unamortized bond discount of $ 5,000 .

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During the year ended December 31, 2021, CNXM purchased and retired $ 400,000 aggregate principal amount of its outstanding 6.50 % Senior Notes due March 2026.

As part of this transaction, a loss of $ 25,727 was included in Loss (Gain) on Debt Extinguishment in the Consolidated Statements of Income.

As part of this transaction, a loss of $ 25,727 was included in Loss on Debt Extinguishment in the Consolidated Statements of Income.

During the year ended December 31, 2021, CNX’s wholly owned subsidiary Cardinal States Gathering Company LLC (“Cardinal States”) repaid in full the outstanding principal of $ 107,705 of its non-revolving credit facility and terminated the facility.

As part of this transaction, a loss of $ 5,763 was included in Loss (Gain) on Debt Extinguishment in the Consolidated Statements of Income.

As part of this transaction, a loss of $ 5,763 was included in Loss on Debt Extinguishment in the Consolidated Statements of Income.

Additionally, during the year ended December 31, 2021, CNX’s wholly owned subsidiary CSG Holdings II LLC (“CSG Holdings”) repaid in full the outstanding principal of $ 39,726 on its non-revolving credit facility and terminated the facility.

As part of this transaction, a loss of $ 2,247 was included in Loss (Gain) on Debt Extinguishment in the Consolidated Statements of Income.

During the year ended December 31, 2020, CNX purchased and retired the remaining $ 894,307 of its outstanding 5.875 % Senior Notes due April 2022.

As part of this transaction, a gain of $ 10,101 was included in Loss (Gain) on Debt Extinguishment in the Consolidated Statements of Income.

During the year ended December 31, 2020, CNX completed a private offering of $ 500,000 aggregate principal amount of 6.00 % Senior Notes due January 2029 (the “Senior Notes due January 2029”).

The Senior Notes due January 2029, along with the related guarantees, were issued pursuant to an indenture, dated November 30, 2020, among the Company, the subsidiary

guarantors party thereto and UMB Bank, N.A., as trustee.

The Senior Notes due January 2029 accrue interest from November 30, 2020 at a rate of 6.00 % per year.

Interest is payable semi-annually in arrears on January 15 and July 15 of each year, beginning July 15, 2021.

The Senior Notes due January 2029 mature on January 15, 2029, subject to adjustment upon the occurrence of specified events.

The Senior Notes due January 2029 rank equally in right of payment with all of the Company’s existing and future senior indebtedness and senior to any subordinated indebtedness that the Company may incur.

The Senior Notes due January 2029 are guaranteed by most of CNX's subsidiaries but does not include CNXM (or its subsidiaries or general partner).

During the year ended December 31, 2020, CNX completed a private offering of $ 200,000 of 7.25 % Senior Notes due March 2027 (the “Senior Notes due March 2027”) plus $ 7,000 of unamortized bond premium at a price of 103.5 % of par with an effective yield of 6.34 %.

The Senior Notes due March 2027, along with the related guarantees, were issued pursuant to an indenture, dated March 14, 2019.

The Senior Notes due March 2027 accrue interest from September 14, 2020 at a rate of 7.25 % per year.

Interest is payable semi-annually in arrears on March 14 and September 14 of each year, beginning March 14, 2021.

The Senior Notes due March 2027 mature on March 14, 2027.

The Senior Notes due March 2027 rank equally in right of payment with all of the Company’s existing and future senior indebtedness and senior to any subordinated indebtedness that the Company may incur.

The Senior Notes due March 2027 are guaranteed by most of CNX's subsidiaries but does not include CNXM (or its subsidiaries or general partner).

As part of this transaction, a loss of $ 2,247 was included in Loss on Debt Extinguishment in the Consolidated Statements of Income.

In April 2020, CNX issued $ 345,000 in aggregate principal amount of Convertible Notes due May 2026 ("Convertible Notes") in a private offering to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended, including $ 45,000 aggregate principal amount of Convertible Notes issued pursuant to the exercise in full of the initial purchasers’ option to purchase additional Convertible Notes.

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• during any calendar quarter (and only during such calendar quarter) commencing after June 30, 2020, if the Last Reported Sale Price per share of Common Stock exceeds one hundred and thirty percent ( 130 %) of the Conversion Price for each of at least twenty ( 20 ) Trading Days (whether or not consecutive) during the thirty ( 30 ) consecutive Trading Days ending on, and including, the last Trading Day of the immediately preceding calendar quarter;

• during the five ( 5 ) consecutive Business Days immediately after any ten ( 10 ) consecutive trading day period (such ten ( 10 ) consecutive Trading Day period, the “Measurement Period”) if the trading Price per $1,000 principal amount of Notes, as determined following a request by a Holder in accordance with the procedures set forth below, for each trading day of the Measurement Period was less than ninety eight percent ( 98 %) of the product of the last reported sale price per share of common stock on such trading day and the conversion rate on such trading day;

each trading day of the Measurement Period was less than ninety eight percent ( 98 %) of the product of the last reported sale price per share of common stock on such trading day and the conversion rate on such trading day;

• if CNX calls any or all of the Convertible Notes for redemption, at any time prior to the close of business on the scheduled trading day immediately preceding the redemption date;

4 unchanged sentences

In addition, following certain corporate events, as described in the indenture governing the Convertible Notes, that occur prior to the maturity date, the Company will increase the conversion rate, in certain circumstances, for a holder who elects to convert its Convertible Notes in connection with such a corporate event.

The Company will settle conversions by paying or delivering, as applicable, cash, shares of its common stock or a

combination of cash and shares of its common stock, at the Company’s election.

The Company’s current intent is to settle the principal amount of the Convertible Notes in cash upon conversion.

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The definition of Fundamental Change includes certain business combination transactions involving the Company and certain de-listing events with respect to the Company’s common stock.

At December 31, 2022, the conditions allowing holders of the Convertible Notes to exercise their conversion right were not met and as of December 31, 2022, the Convertible Notes were not convertible.

The Convertible Notes are therefore classified as long-term debt at December 31, 2022.

On January 1, 2022, the Company adopted Accounting Standards Update (ASU) 2020-06 - Accounting for Convertible Instruments and Contracts in an Entity's Own Equity using the modified transition approach with the cumulative effect recognized as an adjustment to the opening balance of retained earnings.

This guidance is applicable to the Convertible Senior Notes that were issued in April 2020, for which the embedded conversion option was required to be separately accounted for as a component of stockholders’ equity.

Pursuant to the terms of the Convertible Notes indenture, the Sale Price per share of Common Stock condition for conversion of the Convertible Notes was satisfied as of December 31, 2023, and, accordingly, holders of Convertible Notes are permitted to convert any of their Convertible Notes, at their option, at any time during the quarter beginning on January 1, 2024 and ending on March 31, 2024, subject to all terms and conditions set forth in the Convertible Notes indenture.

At December 31, 2023, the conditions of allowing holders of the Convertible Notes to exercise their conversion right were met and as of December 31, 2023, the Convertible Notes were convertible.

The Convertible Notes are therefore classified as short-term debt at December 31, 2023.

On January 1, 2022, the Company adopted ASU 2020-06 using the modified transition approach with the cumulative effect recognized as an adjustment to the opening balance of retained earnings.

This guidance is applicable to the Convertible Notes, for which the embedded conversion option was required to be separately accounted for as a component of stockholders’ equity.

Upon adoption on January 1, 2022, long-term debt increased by $ 82,327 representing the net impact of two adjustments:

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Also, as required by the new accounting guidance, the Company will use the if-converted method instead of the treasury stock method for the assumed conversion of the Convertible Notes on a prospective basis when calculating diluted earnings per share.

Prior to the adoption of ASU 2020-06 - Accounting for Convertible Instruments and Contracts in an Entity's Own Equity, the Convertible Notes were separated into liability and equity components.

Prior to the adoption of ASU 2020-06, the Convertible Notes were separated into liability and equity components.

The carrying amount of the liability component was calculated by measuring the fair value of a similar debt instrument that does not have an associated conversion feature.

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Principal $ 330,654 $ 330,654

Unamortized Discount — ( 85,950 )

Unamortized Issuance Costs $ ( 4,586 ) $ ( 6,460 )

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Fair Value Hierarchy Level 2 Level 2

Equity Component, net of Purchase Discounts and Issuance Costs $ — $ 78,284

Interest expense related to the Convertible Notes is as follows:

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Contractual Interest Expense $ 7,440 $ 7,577

Amortization of Debt Discount — 15,417

Amortization of Issuance Costs 1,873 1,871

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The cost of $ 35,673 incurred in connection with the Capped Calls was recorded as a reduction to Capital in Excess of Par Value.

During the year ended December 31, 2020, CNX's wholly-owned subsidiary Cardinal States entered into a $ 125,000 non-revolving credit facility agreement (the “Cardinal States Facility”).

The Cardinal States Facility was set to mature in 2028, and was secured by substantially all of the Cardinal States assets, required a minimum level of hedging of the variable interest rate exposure and was non-recourse to CNX.

The Cardinal States Facility was repaid in full and terminated during the year ended December 31, 2021 per above.

Additionally, during the year ended December 31, 2020, CNX's wholly-owned subsidiary CSG Holdings entered into a $ 50,000 non-revolving credit facility agreement (the “CSG Holdings Facility”).

The CSG Holdings Facility was set to mature in 2027.

The facility was secured by substantially all of the CSG Holding assets, required a minimum level of hedging of the variable interest rate exposure and was non-recourse to CNX.

The CSG Holdings Facility was repaid in full and terminated during the year ended December 31, 2021 per above.

NOTE 13— LEASES:

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In accordance with ASC 842, it is the Company’s policy to exclude leases with a term of 12 months or less and to not separate lease components from non-lease components for any asset class.

On August 26, 2022, CNX entered into a new lease for electric powered air drilling equipment that is expected to result in an operating lease ROU asset and operating lease obligation of approximately $ 7,481 when the lease commences in May 2023.

On October 18, 2022, CNX entered into a new lease for an electric-powered drilling system that is expected to result in a finance lease asset, to be included within property, plant and equipment, and as a finance lease obligation of $ 12,831 in May 2023 which is when the lease is expected to commence.

On May 26, 2023, CNX entered into a new lease for office space that is expected to result in an operating lease ROU asset of approximately $ 5,270 and an operating lease obligation of approximately $ 4,370 in April 2024, which is when the lease is expected to commence.

On January 2, 2024, CNX entered into a new lease for an electric-powered drilling system that is expected to result in a finance lease asset, to be included within property, plant and equipment, and as a finance lease obligation of $ 18,823 in March 2024, which is when the lease is expected to commence.

The components of lease cost were as follows:

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Interest Cost

Actuarial Gain ( 10,006 ) ( 161 )

Actuarial Loss (Gain) 1,442 ( 10,006 )

Benefits and Other Payments

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Components of Net Periodic Benefit Cost:

$ — $ — $ 247

Interest Cost

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The yield curve models parallel the plans' projected cash flows, and the underlying cash flows of the bonds included in the models exceed the cash flows needed to satisfy the Company plans.

The increase in discount rate compared to the prior year caused a significant actuarial gain in the current year.

The increase in discount rate during 2022 compared to the prior year caused a significant actuarial gain during the year ended December 31, 2022.

The weighted-average assumptions used to determine net periodic benefit cost are as follows:

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At December 31, 2023, 7,853,582 shares of common stock remained available for grant under the plan.

The Equity Incentive Plan provides that the aggregate number of shares available for issuance will be reduced by one share for each share relating to stock options and by

1.62 for each share relating to Performance Share Units (PSUs) or Restricted Stock Units (RSUs).

The Equity Incentive Plan provides that the aggregate number of shares available for issuance will be reduced by one share for each share relating to stock options and by 1.62 for each share relating to Performance Share Units (PSUs) or Restricted Stock Units (RSUs).

No award of stock options may be exercised under the Equity Incentive Plan after the tenth anniversary of the grant date of the award.

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Options and RSUs vest over a three-year term.

PSUs granted in 2018-2019 vest over a five-year term and PSUs granted in 2020-2022 vest over a three-year term subject to performance conditions.

PSUs granted in 2019 vest over a five-year term and PSUs granted in 2020-January 2023 vest over a three-year term subject to performance conditions.

PSUs granted in August 2023 vest over a seven-year term.

If an employee leaves the Company, all unvested shares are forfeited.

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There were no options granted during the year ended December 31, 2021.

2022 2021 2020

Weighted Average Fair Value of Grants $ 7.06 $ 10.60

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Exercised ( 193,264 ) $ 9.10

Forfeited ( 10,943 ) $ 10.53

Expired ( 565,452 ) $ 31.17

Outstanding at December 31, 2023 2,085,870 $ 8.55 2.72 $ 23,890

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Compensation expense is recognized over the performance measurement period of the units in accordance with the provisions of the Stock Compensation Topic of the FASB Accounting Standards Codification for awards with market and performance vesting conditions.

fair value of performance share units granted during the years ended December 31, 2022, 2021 and 2020 was $ 7,726 , $ 7,634 and $ 3,826 , respectively.

The total fair value of performance share units granted during the years ended December 31, 2023, 2022 and 2021 was $ 18,383 , $ 7,726 and $ 7,634 , respectively.

The total fair value of performance share units vested during the years ended December 31, 2023, 2022 and 2021 was $ 4,563 , $ 949 and $ 6,206 , respectively.

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$ 116,119 $ 348,458

As of December 31, 2022, a receivable of $ 33,322 due from Direct Energy Business Marketing LLC was included in the Gas Wholesalers balance above.

As of December 31, 2021, receivables of $ 38,814 and $ 36,595 due from Direct Energy Business Marketing LLC and Citadel Energy Marketing LLC, respectively, were included.

As of December 31, 2023, receivables of $ 13,416 due from NRG Business Marketing LLC (formerly Direct Energy Business Marketing LLC) and $ 11,611 due from DTE Energy were included in the Gas Wholesalers balance above.

As of December 31, 2022, a receivable of $ 33,322 due from Direct Energy Business Marketing LLC was included.

No other customers made up more than 10% of the total balances.

During the year ended December 31, 2023, sales to Citadel Energy Marketing LLC were $ 180,039 and sales to NRG Business Marketing LLC (formerly Direct Energy Business Marketing LLC) were $ 165,465 , each of which comprised over 10 % of the Company's revenue from contracts with external customers for the period.

During the year ended December 31, 2022, sales to Direct Energy Business Marketing LLC were $ 453,501 , which comprised over 10 % of the Company's revenue from contracts with external customers for the period.

During the year ended December 31, 2021, sales to Citadel Energy Marketing LLC were $ 334,407 and sales to Direct Energy Business Marketing LLC were $ 235,760 , each of which comprised over 10 % of the Company's revenue from contracts with external customers for the period.

During the year ended December 31, 2020, sales to Direct Energy Business Marketing LLC were $ 167,390 , which comprised over 10% of the Company's revenue from contracts with external customers for the period.

NOTE 18— FAIR VALUE OF FINANCIAL INSTRUMENTS:

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Description Level 1 Level 2 Level 3 Level 1 Level 2 Level 3

Gas Derivatives $ — $ ( 1,904,830 ) * $ — $ — $ ( 976,170 ) $ —

Commodity Derivatives $ — $ ( 55,701 ) * $ — $ — $ ( 1,904,830 ) ** $ —

Interest Rate Swaps $ — $ 1,099 $ — $ — $ 4,561 $ —

*Includes $ 6,741 of derivatives that have been settled but not received and $ 900 that have been settled but not paid.

**Includes $ 77,662 of gas derivatives that have been settled but not paid .

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The portion of the Company’s debt obligations that is not actively traded is valued through reference to the applicable underlying benchmark rate and, as a result, constitute Level 2 fair value measurements.

*On January 1, 2022, the Company adopted ASU 2020-06 - Accounting for Convertible Instruments and Contracts in an Entity's Own Equity using the modified transition approach with the cumulative effect recognized as an adjustment to the opening balance of retained earnings (See Note 12 – Long-Term Debt for more information) .

NOTE 19— DERIVATIVE INSTRUMENTS:

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The change in fair value of the interest rate swap agreements is accounted for on a mark-to-market basis with the changes in fair value recorded in current period earnings.

In March 2020, CNX entered into interest rate swaps related to $ 175,000 of borrowings under the Cardinal States Facility and CSG Holdings Facility.

In order to manage exposure to interest rate volatility, each respective entity entered into an interest rate swap for the full outstanding principal amounts inclusive of a put option at 25 basis points.

The underlying notional for each swap and put option reduced over time based upon the expected amortization profile for each respective credit facility.

addition, CSG Holdings entered into a call option commencing March 31, 2023.

In August 2021, these swaps were terminated in conjunction with the repayment and termination of both the Cardinal States Facility and the CSG Holdings Facility.

In March 2020, CNX entered into an interest rate swap agreement, inclusive of a put option at zero basis points, related to $ 160,000 of borrowings under the CNX Credit Facility which has the economic effect of modifying the variable-interest obligation into a fixed-interest obligation over a four-year period.

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Consistent with the previous interest rate swap agreements, the $ 250,000 interest rate swaps were entered into to manage CNX's exposure to interest rate volatility.

CNX enters into financial derivative instruments (over-the-counter swaps) to manage its exposure to natural gas price fluctuations.

CNX enters into financial derivative instruments (over-the-counter swaps) to manage its exposure to natural gas and NGL price fluctuations.

Typically, CNX "sells" swaps under which it receives a fixed price from counterparties and pays a floating market price.

In order to lock in certain margins while balancing its basis hedges, during the first quarter of 2022, CNX purchased, rather than sold, financial swaps for the period April through October of 2022.

In order to enhance production flexibility, during the first quarter of 2021, CNX purchased, rather than sold, financial swaps for the period April through October of 2021.

In order to lock in certain margins while balancing its basis hedges, during the first quarter of 2022, CNX purchased, rather than sold, financial natural gas swaps for the period April through October of 2022.

Under these purchased financial swaps, CNX pays a fixed price to, and receives a floating price from, its hedge counterparties.

Purchased swaps have the effect of reducing total hedged volumes for the period of the swap.

Natural gas commodity hedges are accounted for on a mark-to-market basis with changes in fair value recorded in current period earnings.

Commodity hedges are accounted for on a mark-to-market basis with changes in fair value recorded in current period earnings.

CNX is exposed to credit risk in the event of non-performance by counterparties.

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None of the Company's counterparty master agreements currently require CNX to post collateral for any of its positions.

However, as stated in the applicable counterparty master agreements, if CNX's obligations with any of its counterparties cease to be secured on the same basis as similar obligations with the other lenders under the credit facility, CNX would have to post collateral for instruments in a liability position in excess of defined thresholds.

All of the Company's derivative instruments are subject to master netting arrangements with our counterparties.

However, as stated in the applicable counterparty master agreements, if CNX's obligations with one of its counterparties cease to be secured on the same basis as similar obligations with the other lenders under the credit facility, CNX would have to post collateral for instruments in a liability position in excess of defined thresholds.

All of the Company's derivative instruments are

subject to master netting arrangements with our counterparties.

CNX recognizes all financial derivative instruments as either assets or liabilities at fair value in the Consolidated Balance Sheets on a gross basis.

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Natural Gas Basis Swaps (Bcf) 760.3 1,023.7 2027

Propane Commodity Swaps (Mbbls) 81.0 $ — 2024

Interest Rate Swaps $ 410,000 $ 410,000 2024

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Commodity Swaps $ 168,532 $ 21,759

Propane Swaps 1,003 —

Basis Only Swaps 77,540 118,115

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2023 2022 2021

Realized (Loss) Gain on Commodity Derivative Instruments:

Commodity Swaps $ ( 1,971,287 ) $ ( 596,619 ) $ 390,547

Basis Swaps 158,510 57,603 70,670

Total Realized (Loss) Gain on Commodity Derivative Instruments ( 1,812,777 ) ( 539,016 ) 461,217

Unrealized (Loss) Gain on Commodity Derivative Instruments:

Commodity Swaps ( 922,424 ) ( 1,240,827 ) ( 407,308 )

Basis Swaps 71,426 147,110 119,073

Total Unrealized Loss on Commodity Derivative Instruments ( 850,998 ) ( 1,093,717 ) ( 288,235 )

(Loss) Gain on Commodity Derivative Instruments:

Commodity Swaps ( 2,893,711 ) ( 1,837,446 ) ( 16,761 )

Basis Swaps 229,936 204,713 189,743

Total (Loss) Gain on Commodity Derivative Instruments $ ( 2,663,775 ) $ ( 1,632,733 ) $ 172,982

Realized Gain (Loss) on Commodity Derivative Instruments:

Natural Gas Commodity Swaps $ 62,567 $ ( 1,971,287 ) $ ( 596,619 )

Natural Gas Basis Swaps 98,582 158,510 57,603

Propane Swaps 1,877 — —

Total Realized Gain (Loss) on Commodity Derivative Instruments 163,026 * ( 1,812,777 ) ** ( 539,016 )

Unrealized Gain (Loss) on Commodity Derivative Instruments:

Natural Gas Commodity Swaps 1,858,060 ( 922,424 ) ( 1,240,827 )

Natural Gas Basis Swaps ( 93,222 ) 71,426 147,110

Propane Swaps 788 — —

Total Unrealized Gain (Loss) on Commodity Derivative Instruments 1,765,626 ( 850,998 ) ( 1,093,717 )

Gain (Loss) on Commodity Derivative Instruments:

Natural Gas Commodity Swaps 1,920,627 ( 2,893,711 ) ( 1,837,446 )

Natural Gas Basis Swaps 5,360 229,936 204,713

Propane Swaps 2,665 — —

Total Gain (Loss) on Commodity Derivative Instruments $ 1,928,652 $ ( 2,663,775 ) $ ( 1,632,733 )

* Includes $ 6,741 of derivatives that have been settled but not received and $ 900 that have been settled but not paid at December 31, 2023, and excludes $ 77,662 of gas derivatives that were settled but not paid at December 31, 2022.

** Includes $ 77,662 of gas derivatives that were settled but not paid at December 31, 2022.

The effect of interest rate swaps on Interest Expense in the Company's Consolidated Statements of Income was as follows:

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2023 2022 2021

Cash Paid in Settlement of Interest Rate Swaps $ ( 1,572 ) $ ( 5,574 ) $ ( 3,141 )

Unrealized Gain (Loss) on Interest Rate Swaps 10,348 8,485 ( 13,051 )

Gain (Loss) on Interest Rate Swaps $ 8,776 $ 2,911 $ ( 16,192 )

Cash Received in Settlement of Commodity Derivative Instruments for the year ended December 31, 2020 includes $ 54,982 related to the monetization of certain NYMEX commodity swaps.

The monetization resulted from reducing the contract swap prices of certain 2022, 2023 and 2024 NYMEX natural gas swap contracts.

The notional quantities of the contracts were not changed by this monetization .

Net proceeds received from the monetization are classified as operating cash flows in the Consolidated Statements of Cash Flows.

Cash Received (Paid) in Settlement of Interest Rate Swaps $ 4,207 $ ( 1,572 ) $ ( 5,574 )

Unrealized (Loss) Gain on Interest Rate Swaps ( 3,463 ) 10,348 8,485

Gain on Interest Rate Swaps $ 744 $ 8,776 $ 2,911

The Company also enters into fixed price natural gas sales agreements that are satisfied by physical delivery.

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however, such amounts cannot be reasonably estimated.

The 1992 Coal Industry Retiree Health Benefit Act ("Coal Act"), in Section 9711, requires coal companies that were providing health benefits to United Mine Workers of America ("UMWA") retirees as of February 1993 to continue providing health benefits to such individuals, in substantially the same coverages, for as long as the last signatory operator remains in

Section 9711 also requires any "related person" to be joint and severally liable for the provision of these health benefits.

On May 1, 2020, the court in the Murray Energy Corporation ("Murray") bankruptcy proceedings approved a settlement agreement between Murray and the UMWA that transferred to the UMWA 1992 Benefit Plan the Coal Act liabilities for retirees in Murray’s Section 9711 plan.

The retirees transferred by Murray to the 1992 Benefit Plan include approximately 2,159 retirees allegedly traced to the December 2013 sale by CONSOL Energy Inc.

The retirees transferred by Murray to the 1992 Benefit Plan include approximately

2,159 retirees allegedly traced to the December 2013 sale by CONSOL Energy Inc.

to Murray Energy of the following possible last signatory operators:

Consolidation Coal Company, McElroy Coal Company, Southern Ohio Coal Company, Central Ohio Coal Company, Keystone Coal Mining Corp., and Eight-Four Coal Mining Company (the "Sold Subsidiaries").

Consolidation Coal Company, McElroy Coal Company, Southern Ohio Coal Company, Central Ohio Coal Company, Keystone Coal Mining Corp., and Eighty-Four Mining Company (the "Sold Subsidiaries").

On May 2, 2020, the Trustees of the UMWA 1992 Benefit Plan sued CNX and CONSOL Energy Inc.

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Environmental 11,449 11,449 — — —

Firm Transportation 126,336 126,336 — — —

Financial Guarantees 72,720 72,720 — — —

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CNX enters into long-term unconditional purchase obligations to procure major equipment purchases, natural gas firm transportation, gas drilling services and other operating goods and services.

These purchase obligations are not recorded in the Consolidated Balance Sheets.

These purchase obligations are not recorded in the

Consolidated Balance Sheets.

As of December 31, 2023, the purchase obligations for each of the next five years and beyond are as follows:

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Certain expenses are managed outside the reportable segments and therefore are not allocated.

These expenses include, but are not limited to, interest expense, impairment of exploration and production properties, impairment of goodwill and other corporate expenses such as selling, general and administrative costs.

These expenses include, but are not limited to, interest expense and other corporate expenses such as selling, general and administrative costs.

CNX's principal activity is to produce pipeline quality natural gas for sale primarily to gas wholesalers and the Company has two reportable segments that conducts those operations:

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The Other Segment includes nominal shallow oil and gas production which is not significant to the Company.

It also includes the Company's purchased gas activities, unrealized gain or loss on commodity derivative instruments, realized gain on commodity derivative instruments that were monetized prior to their settlement dates, exploration and production related other costs, impairments of exploration and production properties, new technologies, as well as various other expenses that are managed outside the reportable segments as discussed above.

It also includes the Company's purchased gas activities, unrealized gain or loss on commodity derivative instruments, exploration and production related other costs, New Technologies, as well as various other expenses that are managed outside the reportable segments as discussed above.

Operating profit for each segment is based on sales less identifiable operating and non-operating expenses.

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Purchased Gas Revenue — — 74,218 74,218

Loss on Commodity Derivative Instruments ( 1,672,974 ) ( 139,131 ) ( 851,670 ) ( 2,663,775 )

Gain on Commodity Derivative Instruments 151,408 11,554 1,765,690 1,928,652

Other Revenue and Operating Income 66,559 — 63,301 129,860 (B)

Total Revenue and Other Operating Income (Loss) $ 1,731,321 $ 175,564 $ ( 645,674 ) $ 1,261,211

Total Revenue and Other Operating Income $ 1,388,360 $ 142,317 $ 1,904,271 $ 3,434,948

Total Operating Expense $ 746,050 $ 141,708 $ 304,351 $ 1,192,109

Earnings (Loss) Before Income Tax $ 940,361 $ 44,138 $ ( 1,196,446 ) $ ( 211,947 )

Earnings Before Income Tax $ 642,310 $ 609 $ 1,580,006 $ 2,222,925

Segment Assets $ 6,656,655 $ 948,795 $ 1,021,207 $ 8,626,657 (C)

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Capital Expenditures $ 629,631 $ 36,804 $ 12,969 $ 679,404

(A) Included in Total Natural Gas, NGLs and Oil Revenue are sales of $ 453,501 to Direct Energy Business Marketing LLC, which comprises over 10% of revenue from contracts with external customers for the period.

(A) Included in Total Natural Gas, NGLs and Oil Revenue are sales of $ 180,039 to Citadel Energy Marketing LLC and $ 165,465 to NRG Business Marketing LLC (formerly Direct Energy Business Marketing LLC), each of which comprises over 10 % of revenue from contracts with external customers for the period.

(B) Includes midstream revenue of $ 66,559 and equity in earnings of unconsolidated affiliates of $ 2,942 for Shale and Other, respectively.

Other also includes sales of environmental attributes of $ 40,685 .

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Loss on Commodity Derivative Instruments ( 1,672,974 ) ( 139,131 ) ( 851,670 ) ( 2,663,775 )

( 492,526 ) ( 46,304 ) ( 1,093,903 ) ( 1,632,733 )

Other Revenue and Operating Income 69,618 — 17,704 87,322 (E)

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Capital Expenditures $ 544,914 $ 15,043 $ 5,797 $ 565,754

(D) Included in Total Natural Gas, NGLs and Oil Revenue are sales of $ 334,407 to Citadel Energy Marketing LLC and $ 235,760 to Direct Energy Business Marketing LLC, each of which comprises over 10% of revenue from contracts with external customers for the period.

(D) Included in Total Natural Gas, NGLs and Oil Revenue are sales of $ 453,501 to Direct Energy Business Marketing LLC, which comprises over 10 % of revenue from contracts with external customers for the period.

(E) Includes midstream revenue of $ 69,618 and equity in earnings of unconsolidated affiliates of $ 1,412 for Shale and Other, respectively.

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Purchased Gas Revenue — — 99,713 99,713

Gain (Loss) on Commodity Derivative Instruments

337,269 39,884 ( 204,171 ) 172,982 (H)

Other Revenue and Operating Income 64,710 — 17,749 82,459 (I)

Loss on Commodity Derivative Instruments ( 492,526 ) ( 46,304 ) ( 1,093,903 ) ( 1,632,733 )

Other Revenue and Operating Income 81,267 — 24,616 105,883 (H)

Total Revenue and Other Operating Income (Loss) $ 1,577,734 $ 147,274 $ ( 968,216 ) $ 756,792

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Earnings (Loss) Before Income Tax $ 773,730 $ 29,374 $ ( 1,439,617 ) $ ( 636,513 )

Segment Assets $ 6,068,933 $ 1,095,816 $ 877,015 $ 8,041,764 (J)

Segment Assets $ 6,071,495 $ 1,047,851 $ 981,405 $ 8,100,751 (I)

Depreciation, Depletion and Amortization

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Capital Expenditures $ 453,603 $ 10,880 $ 1,378 $ 465,861

(G) Included in Total Natural Gas, NGLs and Oil Revenue are sales of $ 167,390 to Direct Energy Business Marketing LLC, which comprises over 10% of revenue from contracts with external customers for the period.

(H) Included in Other is a realized gain on commodity derivative instruments of $ 83,997 related to the monetization of hedges (see Note 19 – Derivative Instruments for more information).

(I) Includes midstream revenue of $ 64,710 and equity in losses of unconsolidated affiliates of $ 688 for Shale and Other, respectively.

(J) Includes investments in unconsolidated equity affiliates of $ 16,022 .

(G) Included in Total Natural Gas, NGLs and Oil Revenue are sales of $ 334,407 to Citadel Energy Marketing LLC and $ 235,760 to Direct Energy Business Marketing LLC, each of which comprises over 10 % of revenue from contracts with external customers for the period.

(H) Includes midstream revenue of $ 81,267 and equity in earnings of unconsolidated affiliates of $ 5,780 for Shale and Other, respectively.

(I) Includes investments in unconsolidated equity affiliates of $ 17,301 .

Reconciliation of Segment Information to Consolidated Amounts:

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Total Segment Revenue from Contracts with External Customers $ 1,442,995 $ 3,907,282 $ 2,364,909

(Loss) Gain on Commodity Derivative Instruments ( 2,663,775 ) ( 1,632,733 ) 172,982

Gain (Loss) on Commodity Derivative Instruments 1,928,652 ( 2,663,775 ) ( 1,632,733 )

Other Operating Income 63,301 17,704 24,616

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Natural Gas, NGLs and Oil Revenue $ 1,302,218 $ 3,652,112 $ 2,183,929

Realized (Loss) Gain on Commodity Derivative Instruments ( 1,812,777 ) ( 539,016 ) 461,217

Unrealized Loss on Commodity Derivative Instruments ( 850,998 ) ( 1,093,717 ) ( 288,235 )

Realized Gain (Loss) on Commodity Derivative Instruments 163,026 ( 1,812,777 ) ( 539,016 )

Unrealized Gain (Loss) on Commodity Derivative Instruments 1,765,626 ( 850,998 ) ( 1,093,717 )

Purchased Gas Revenue 74,218 185,552 99,713

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Purchased Gas Costs 69,924 185,383 93,776

Impairment of Exploration and Production Properties — — 61,849

Exploration Costs 10,447 8,298 20,626

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There were no net dry development wells in 2023, 2022 or 2021.

There were no net exploratory wells drilled during the years ended December 31, 2022 and 2021.

There were 2.0 net exploratory wells drilled during the year ended December 31, 2020.

There were no net exploratory wells drilled during the years ended December 31, 2023, 2022 or 2021.

There were no net dry exploratory wells in 2023, 2022 or 2021.

As o f December 31, 2022 , there were 13.0 net development wells and no exploratory wells drilled but uncompleted.

As of December 31, 2023, there were 13.8 net development wells and no explo ratory wells drilled but uncompleted.

CNX is committed to provide 470.9 Bcf of gas under existing sales contracts or agreements over the course of the next four years.

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The technical person primarily responsible for overseeing the audit of the Company's reserves is a registered professional engineer in the state of Texas with over 11 years of experience in the oil and gas industry.

The gas reserves estimates are as follows:

The oil and gas reserves estimates are as follows:

Condensate Consolidated

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Price Changes 82,248 692 22 86,532

Extensions and Discoveries (c) 2,188,773 9,299 400 2,246,968

Extensions and Discoveries (e) 832,696 12,047 294 906,738

Production ( 551,988 ) ( 5,976 ) ( 400 ) ( 590,248 )

Balance December 31, 2021 (a) 8,987,807 102,285 4,036 9,625,730

Revisions (d) ( 409,215 ) 13,655 39 ( 327,050 )

Revisions (c) ( 339,878 ) ( 6,140 ) ( 1,768 ) ( 387,320 )

Price Changes 24,795 17 1 24,904

Extensions and Discoveries (c) 832,696 12,047 294 906,738

Extensions and Discoveries (e) 1,055,250 10,324 1,092 1,123,745

Production ( 540,696 ) ( 6,333 ) ( 246 ) ( 580,169 )

Balance December 31, 2022 (a) 9,187,278 100,153 3,115 9,806,890

Revisions (e) ( 339,878 ) ( 6,140 ) ( 1,768 ) ( 387,320 )

Revisions (d) ( 698,397 ) 41,119 ( 453 ) ( 454,409 )

Price Changes ( 382,311 ) ( 12,733 ) ( 1,101 ) ( 465,314 )

Extensions and Discoveries (c) 1,055,250 10,324 1,092 1,123,745

Extensions and Discoveries (e) 478,026 16,778 589 582,229

Production ( 514,668 ) ( 7,410 ) ( 206 ) ( 560,366 )

Sales of Reserves In-Place ( 146,936 ) ( 3,196 ) ( 363 ) ( 168,288 )

Balance December 31, 2023 (a) 7,922,992 134,711 1,581 8,740,742

12 unchanged sentences

Proved developed reserves are reserves expected to be recovered through existing wells, with existing equipment and operating methods.

(b) Upward revisions in 2020 are due to performance revisions of 579 Bcfe related to production performance and an 853 Bcfe increase in reserves due to a decrease in operating costs in 2020.

These upward revisions were partially offset by negative revisions of 677 Bcfe due to changes in our development plan related to the removal of four Utica wells and 23 Marcellus wells from our development plan.

(c) Extensions and Discoveries in 2020, 2021, and 2022 are due to the addition of wells on the Company’s Shale acreage more than one offset location away with continued use of reliable technology.

The Company uses reliable technologies when assigning reserves to undeveloped locations, including wire line open-hole log data, performance data, geological log cross sections, core data and statistical analysis.

The statistical methods use production performance of analog wells and include data from operated and competitor wells.

We also use geophysical data that includes data from our wells, published documents, state data-sites and data exchanges to confirm continuity of the formation.

Total proved extensions and discoveries are a combination of proved developed and proved undeveloped reserves;

and, extensions and discoveries for proven developed reserves are associated with non-operated assets and exploratory wells.

In 2022, 2021, and 2020, the Company added 23 Bcfe, 26 Bcfe and 70 Bcfe, respectively, related to exploratory and non-operated wells.

(d) The downward revisions in 2021 are partly due to changes in our five-year development plan that are driven by acreage consolidation initiatives.

(b) The downward revisions in 2021 are partly due to changes in our five-year development plan that were driven by acreage consolidation initiatives.

These initiatives resulted in 267 Bcfe being removed.

3 unchanged sentences

Offsetting these negative revisions are positive performance revisions of 46 Bcfe associated with Proved Developed Producing assets and 331 Bcfe related to increase performance in Proved Undeveloped assets.

(e) The downward revisions in 2022 are partly due to changes in our five-year development plan that are driven by our continued focus on optimizing the development timing of our assets.

(c) The downward revisions in 2022 are partly due to changes in our five-year development plan that were driven by our continued focus on optimizing the development timing of our assets.

These initiatives resulted in 298 Bcfe being removed.

1 unchanged sentence

Additionally, there was a 24 Bcfe reduction as a result of net performance revisions.

(d) The downward revisions in 2023 are partly due to changes in our five-year development plan that were driven by development optimization initiatives where wells were shifted into the future.

These initiatives resulted in 169 Bcfe being

Additional downward revisions of 710 Bcfe are due to the wells not being developed within five years of their original booking.

The remaining negative revisions of 43 Bcfe are due to plugging and abandoning of wells due to mining and performance.

These are partially offset by positive performance revisions of 467 Bcfe for proved undeveloped assets.

The 467 Bcfe contains 146 Bcfe of reserves associated with wells that fell out due to price and were uneconomic, but are in 2023 due to improved performance.

(e) Extensions and Discoveries in 2021, 2022, and 2023 are due to the addition of wells on the Company’s Shale acreage more than one offset location away with continued use of reliable technology.

The statistical methods use production performance of analog wells and include data from operated and competitor wells.

We also use geophysical data that includes data from our wells, published documents, state data-sites and data exchanges to confirm continuity of the formation.

Total proved extensions and discoveries are a combination of proved developed and proved undeveloped reserves;

and, extensions and discoveries for proven developed reserves are associated with non-operated assets and exploratory wells.

In 2023, 2022, and 2021, the Company added 42 Bcfe, 23 Bcfe and 26 Bcfe, respectively, related to exploratory and non-operated wells.

Proved Undeveloped Reserves (MMcfe)

4 unchanged sentences

Revisions Due to Changes Related to Well Performance (c) 466,730

Revisions Due to 5 Year Rule ( 709,561 )

Extension and Discoveries (d) 540,345

4 unchanged sentences

These initiatives resulted in 169 Bcfe being removed.

Additional downward revisions of 66 Bcfe are primarily the result of the plugging of a Shale well.

(d) Extensions and discoveries are due mainly to the addition of 724 Bcfe related to 46 Marcellus wells within our Southwest Pennsylvania, Central Pennsylvania and West Virginia operations and 377 Bcfe of 14 Utica wells within our Central Pennsylvania and Southwest Pennsylvania operations.

(c) The upward revisions of 467 Bcfe are from increased production performance related to producing offset locations, leasing activities and performance revisions related to wells that fell out for price, but performance resulted in them being in our 2023 reserves.

(d) Extensions and discoveries are due mainly to the addition of 336 Bcfe related to 16 Marcellus wells within our Southwest Pennsylvania and Central Pennsylvania operations and 204 Bcfe related to 9 Utica wells within our Central Pennsylvania and Southwest Pennsylvania operations.

1 unchanged sentence

We also use geophysical data that includes data from our wells, published documents, state data-sites and data exchanges to confirm continuity of the formation.

(e) Included in proved undeveloped reserves at December 31, 2022 are approximately 290 MMcfe of reserves that have been reported for more than five years.

(e) Included in proved undeveloped reserves at December 31, 2023 are approximately 290 Bcfe of reserves that have been reported for more than five years .

These reserves are all attributable to acreage within the current operating plan identified by the life-of-mine timing maps for the Buchanan mine.

11 unchanged sentences

Balance, End of Period $ — $ — $ —

At December 31, 2020 there was one well pending the determination of proved reserves.

During the year-ended December 31, 2021, the Company determined it would be more economical to access the underlying reserves from a different location and the costs associated with this well were recorded to Exploration and Production Related Other Costs in the Consolidated Statements of Income.

1 unchanged sentence

Standardized Measure of Discounted Future Net Cash Flows:

The following information has been prepared in accordance with the provisions of the Financial Accounting Standards Board's Accounting Standards Update No.

The following information has been prepared in accordance with the provisions of the FASB Accounting Standards Update No.

2010-03, “Extractive Activities-Oil and Gas (Topic 932).” This topic requires the standardized measure of discounted future net cash flows to be based on the average, first-day-of-the-month price for the year.

24 unchanged sentences

For 2021, this adjusted natural gas price was $ 3.19 per Mcf, the adjusted oil/condensate price was $ 55.72 per barrel and the adjusted NGL price was $ 28.44 per barrel.

In 2020, as the result of the CNXM take-in transaction (See Note 4 – Acquisitions and Dispositions), there was a change in production costs and development costs.

Historically the production costs included contractual CNXM rates but in 2020 this was replaced with actual operating costs of the midstream infrastructure.

Additionally, our development costs in 2020 include capital related to connecting undeveloped Shale wells to the midstream gathering systems;

in prior years this was captured within the CNXM contractual rate within production costs.

These changes resulted in an increase of $ 932 million to the prior year Standardized Measure of Discounted Net Cash Flows.

(b) Development costs for 2023 include $ 534,853 of plugging and abandonment costs and $ 210,322 of midstream and water capital on an undiscounted pre-tax basis.

21 unchanged sentences

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

What changed 10-K

Item 8. Financial Statements and Supplementary Data