What changed in this filing

/stocks — the workspaceLOADING

Item 1. Financial Statements

2026-08-05 compared with 2026-04-29 · 349 added, 203 removed, 710 unchanged (44% of the section changed)

3 unchanged sentences

(In millions, except share and per share data)

March 31, 2026 December 31, 2025

June 30, 2026 December 31, 2025

Current assets:

32 unchanged sentences

Preferred stock, $ 0.01 par value, 10,000,000 shares authorized, no shares issued and outstanding

Common stock, $ 0.01 par value, 110,000,000 shares authorized, 78,793,863 shares and 77,357,447 shares issued at March 31, 2026, and December 31, 2025, respectively

Common stock, $ 0.01 par value, 110,000,000 shares authorized, 78,774,745 shares and 77,357,447 shares issued at June 30, 2026, and December 31, 2025, respectively

Additional paid-in capital 1,267.6 1,290.9

Treasury stock, 17,575,527 shares, at cost, at March 31, 2026, and December 31, 2025, respectively

Treasury stock, 17,575,527 shares, at cost, at June 30, 2026, and December 31, 2025, respectively

( 694.1 ) ( 694.1 )

8 unchanged sentences

(In millions, except share and per share data)

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2026 2025 2026 2025

Net revenues $ 4,087.0 $ 2,764.6 $ 6,740.1 $ 5,406.5

40 unchanged sentences

(In millions)

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2026 2025 2026 2025

Net income (loss) $ 180.1 $ ( 90.1 ) $ ( 10.8 ) $ ( 248.6 )

7 unchanged sentences

(In millions, except share and per share data)

Three Months Ended March 31, 2026

Common Stock Additional Paid-in Capital Accumulated Other Comprehensive Loss Retained Earnings (Deficit) Treasury Shares Non-Controlling Interest in Subsidiaries Total Stockholders' Equity

Three Months Ended June 30, 2026

Common Stock Additional Paid-in Capital Accumulated Other Comprehensive Loss Retained Earnings Treasury Stock Non-Controlling Interest in Subsidiaries Total Stockholders' Equity

Shares Amount Shares Amount

Balance at December 31, 2025 77,357,447 $ 0.8 $ 1,290.9 $ — $ ( 311.1 ) ( 17,575,527 ) $ ( 694.1 ) $ 260.8 $ 547.3

Balance at March 31, 2026

78,793,863 $ 0.8 $ 1,274.4 $ — $ ( 528.6 ) ( 17,575,527 ) $ ( 694.1 ) $ 249.5 $ 302.0

Net income (loss) — — — — 169.5 — — 10.6 180.1

3 unchanged sentences

Equity-based compensation expense — — 6.4 — — — — 0.7 7.1

Repurchase of common stock ( 442,893 ) — ( 7.2 ) — ( 12.8 ) — — — ( 20.0 )

Taxes paid due to the net settlement of equity-based compensation — — ( 7.9 ) — — — — ( 0.8 ) ( 8.7 )

1 unchanged sentence

Other 48,508 — 1.9 — ( 0.3 ) — — ( 1.6 ) —

Balance at June 30, 2026

78,774,745 $ 0.8 $ 1,267.6 $ — $ ( 387.8 ) ( 17,575,527 ) $ ( 694.1 ) $ 236.2 $ 422.7

Three Months Ended June 30, 2025

Common Stock Additional Paid-in Capital Accumulated Other Comprehensive Loss Retained Earnings Treasury Stock Non-Controlling Interest in Subsidiaries Total Stockholders' Equity

Shares Amount Shares Amount

Balance at March 31, 2025

Three Months Ended March 31, 2025

78,208,023 $ 0.8 $ 1,248.2 $ ( 4.1 ) $ ( 395.4 ) ( 17,575,527 ) $ ( 694.1 ) $ 274.0 $ 429.4

Net income (loss) — — — — ( 106.4 ) — — 16.3 ( 90.1 )

Common stock dividends ($ 0.255 per share)

— — — — ( 15.5 ) — — — ( 15.5 )

Distributions to non-controlling interests — — — — — — — ( 21.7 ) ( 21.7 )

Equity-based compensation expense — — 7.1 — — — — 0.6 7.7

Repurchase of common stock ( 685,050 ) — ( 10.9 ) — ( 2.0 ) — — — ( 12.9 )

Taxes paid due to the net settlement of equity-based compensation — — ( 3.2 ) — — — — ( 0.4 ) ( 3.6 )

Exercise of equity-based awards 415,334 — — — — — — — —

Other 64,389 — 2.1 ( 0.1 ) ( 0.5 ) — — 0.1 1.6

Balance at June 30, 2025

78,002,696 $ 0.8 $ 1,243.3 $ ( 4.2 ) $ ( 519.8 ) ( 17,575,527 ) $ ( 694.1 ) $ 268.9 $ 294.9

Financial Statements

Delek US Holdings, Inc.

Condensed Consolidated Statements of Changes in Stockholders' Equity (unaudited)

(In millions, except share and per share data)

Six Months Ended June 30, 2026

Common Stock Additional Paid-in Capital Accumulated Other Comprehensive Loss Retained Earnings (Deficit) Treasury Stock Non-Controlling Interest in Subsidiaries Total Stockholders' Equity

4 unchanged sentences

— — — — ( 31.2 ) — — — ( 31.2 )

Distributions to non-controlling interests — — — — — — — ( 44.3 ) ( 44.3 )

Equity-based compensation expense — — 13.1 — — — — 1.4 14.5

Repurchase of common stock ( 442,893 ) — ( 7.2 ) — ( 12.8 ) — — — ( 20.0 )

Repurchases of non-controlling interests, net of tax — — — — — — — — —

Taxes paid due to the net settlement of equity-based compensation — — ( 32.7 ) — — — — ( 1.1 ) ( 33.8 )

Exercise of equity-based awards 1,792,050 — — — — — — — —

Other 68,141 — 3.5 — ( 0.9 ) — — ( 1.6 ) 1.0

Balance at June 30, 2026 78,774,745 $ 0.8 $ 1,267.6 $ — $ ( 387.8 ) ( 17,575,527 ) $ ( 694.1 ) $ 236.2 $ 422.7

Six Months Ended June 30, 2025

Common Stock Additional Paid-in Capital Accumulated Other Comprehensive Loss Retained Earnings (Deficit) Treasury Stock Non-Controlling Interest in Subsidiaries Total Stockholders' Equity

Shares Amount Shares Amount

Balance at December 31, 2024 80,127,994 $ 0.8 $ 1,215.9 $ ( 4.1 ) $ ( 205.7 ) ( 17,575,527 ) $ ( 694.1 ) $ 262.4 $ 575.2

Net income (loss) — — — — ( 279.1 ) — — 30.5 ( 248.6 )

Common stock dividends ($ 0.510 per share)

— — — — ( 31.4 ) — — — ( 31.4 )

Equity-based compensation expense — — 13.7 — — — — 0.9 14.6

Distributions to non-controlling interests — — — — — — — ( 43.3 ) ( 43.3 )

Equity attributable to issuance of Delek Logistics common units for the Gravity Acquisition, net of tax — — 55.4 — — — — 20.9 76.3

Issuance of Delek Logistics common units for Gravity Acquisition, net of tax — — 55.4 — — — — 20.9 76.3

Taxes paid due to the net settlement of equity-based compensation — — ( 3.6 ) — — — — ( 0.7 ) ( 4.3 )

2 unchanged sentences

Other 92,688 — 3.4 ( 0.1 ) ( 0.7 ) — — ( 1.8 ) 0.8

Balance at March 31, 2025 78,208,023 $ 0.8 $ 1,248.2 $ ( 4.1 ) $ ( 395.4 ) ( 17,575,527 ) $ ( 694.1 ) $ 274.0 $ 429.4

Balance at June 30, 2025 78,002,696 $ 0.8 $ 1,243.3 $ ( 4.2 ) $ ( 519.8 ) ( 17,575,527 ) $ ( 694.1 ) $ 268.9 $ 294.9

See accompanying notes to the condensed consolidated financial statements

3 unchanged sentences

(In millions)

Three Months Ended March 31,

Six Months Ended June 30,

Cash flows from operating activities:

33 unchanged sentences

Payments on long-term revolvers ( 6,013.1 ) ( 5,729.3 )

Proceeds from term debt 1,650.0 700.0

Payments on term debt ( 1,721.5 ) ( 4.8 )

13 unchanged sentences

(In millions)

Three Months Ended March 31,

Six Months Ended June 30,

Supplemental disclosures of cash flow information:

Cash paid during the period for:

Cash paid (received) during the period for:

Interest, net of capitalized interest of $ 5.8 million and $ 7.0 million in the 2026 and 2025 periods, respectively

$ 170.5 163.6

Income taxes, net of refunds $ ( 2.8 ) $ ( 0.3 )

Non-cash investing activities:

3 unchanged sentences

Non-cash lease liability arising from obtaining right-of-use assets during the period $ 12.3 $ 32.5

Non-cash right of use asset decrease due to lease termination during the period $ — $ ( 1.6 )

See accompanying notes to the condensed consolidated financial statements

9 unchanged sentences

These unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and the notes thereto for the year ended December 31, 2025, included in our Annual Report on Form 10-K.

Our condensed consolidated financial statements include Delek Logistics Partners, LP ("Delek Logistics", NYSE:DKL), which is a variable interest entity ("VIE").

Our condensed consolidated financial statements include Delek Logistics Partners, LP ("Delek Logistics", NYSE:DKL), a variable interest entity ("VIE").

As the indirect owner of the general partner of Delek Logistics, we have the ability to direct the activities of this entity that most significantly impact its economic performance.

We are also considered to be the primary beneficiary for accounting purposes for this entity and are Delek Logistics' primary customer.

In the event that Delek Logistics incurs a loss, our operating results will reflect such loss, net of intercompany eliminations, to the extent of our ownership interest in this entity.

We are also considered to be the primary beneficiary for accounting purposes for this entity.

Any losses incurred by Delek Logistics will be reflected in our operating results, net of intercompany eliminations, proportionate to our ownership interest.

In the opinion of management, all adjustments necessary for a fair presentation of the financial condition and the results of operations for the interim periods have been included.

3 unchanged sentences

Accounting Pronouncements Not Yet Adopted

ASU 2026-02, Environmental Credits and Environmental Credit Obligations (Topic 818)

In May 2026, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2026-02 Environmental Credits and Environmental Credit Obligations (Topic 818) ("ASU 2026-02"), which establishes the first comprehensive GAAP framework for recognizing, measuring, presenting and disclosing environmental credits and related compliance obligations.

ASU 2026-02 is effective for fiscal years beginning after December 15, 2027 and interim periods within those fiscal years.

Entities are required to apply the amendments on a retrospective basis through a cumulative-effect adjustment to the opening balance of retained earnings (or other appropriate components of equity or net assets on the balance sheet) as of the beginning of the annual reporting period of adoption.

Early adoption is permitted at the beginning of an annual reporting period.

We are currently evaluating the impact that the adoption of ASU 2026-02 will have on our financial position, results of operations, cash flows and related disclosures.

ASU 2025-12, Codification Improvements

In December 2025, The Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2025-12 Codification Improvements ("ASU 2025-12").

This update addresses suggestions received from stakeholders regarding the Accounting Standards Codification ("Codification") and makes other incremental improvements to U.S.

In December 2025, the FASB issued ASU 2025-12 Codification Improvements ("ASU 2025-12").

This update addresses suggestions received from stakeholders regarding the Accounting Standards Codification ("Codification") and makes other incremental improvements to GAAP.

The update represents changes to the Codification that clarify, correct errors in or make other improvements to a variety of topics that are intended to make it easier to understand and apply.

14 unchanged sentences

Determining the Accounting Acquirer in a VIE ("ASU 2025-03").

This standard clarifies the guidance in determining the accounting acquirer in a business combination effected primarily by exchanging equity interests when the acquiree is a VIE that meets the definition of a business.

This standard clarifies the guidance in determining the accounting acquirer in a business combination

Notes to Condensed Consolidated Financial Statements (unaudited)

effected primarily by exchanging equity interests when the acquiree is a VIE that meets the definition of a business.

The standard is effective for fiscal years beginning after December 15, 2026, including interim periods within those fiscal years.

1 unchanged sentence

The adoption of ASU 2025-03 will not affect our financial position or our results of operations, but could impact future business combinations.

Notes to Condensed Consolidated Financial Statements (unaudited)

ASU 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40)

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• our corporate activities;

• results of certain immaterial operating segments, including our Canadian crude trading operations (as discussed in Note 10);

• results of certain immaterial operating segments;

• intercompany eliminations.

27 unchanged sentences

Notes to Condensed Consolidated Financial Statements (unaudited)

Three Months Ended March 31, 2026

Three Months Ended June 30, 2026

Refining Logistics Total

9 unchanged sentences

Other segment items (3)

( 1.6 ) ( 0.2 )

Segment EBITDA attributable to Delek $ 556.0 $ 120.0 $ 676.0

6 unchanged sentences

Net income (loss) attributable to Delek $ 169.5

Three Months Ended March 31, 2026

Three Months Ended June 30, 2026

Refining Logistics Corporate,

6 unchanged sentences

Notes to Condensed Consolidated Financial Statements (unaudited)

Three Months Ended March 31, 2025

Three Months Ended June 30, 2025

Refining Logistics Total

9 unchanged sentences

Other segment items (3)

Segment EBITDA attributable to Delek $ 96.3 $ 96.6 $ 192.9

Reconciling items to net income (loss) attributable to Delek

Corporate expenses, eliminations and other (1)

Proportional interest, taxes, depreciation and amortization of equity-method investments 7.7

Depreciation and amortization 94.1

Interest expense, net 85.9

Income tax expense (benefit) ( 14.1 )

Net income (loss) attributable to Delek $ ( 106.4 )

Three Months Ended June 30, 2025

Refining Logistics Corporate,

Other and Eliminations Consolidated

Depreciation and amortization $ 66.5 $ 30.2 $ ( 2.6 ) $ 94.1

Interest expense, net $ 43.0 $ 18.1 $ 24.8 $ 85.9

Income from equity method investments $ ( 11.7 ) $ ( 10.5 ) $ — $ ( 22.2 )

Capital spending (2)

$ 40.3 $ 119.2 $ 4.5 $ 164.0

Notes to Condensed Consolidated Financial Statements (unaudited)

Six Months Ended June 30, 2026

Refining Logistics Total

Net revenues (excluding intercompany fees and revenues) $ 6,429.4 $ 310.7 $ 6,740.1

Inter-segment fees and revenues 257.1 371.5 628.6

Total segment revenues $ 6,686.5 $ 682.2 $ 7,368.7

Elimination of inter-segment revenue ( 628.6 )

Total consolidated revenues $ 6,740.1

Cost of materials and other 5,750.3 407.6

Operating expenses 306.3 90.4

General and administrative expenses 6.4 7.5

Proportional EBITDA of equity-method investments ( 9.4 ) ( 39.0 )

Other segment items (3)

Segment EBITDA attributable to Delek $ 635.2 $ 214.9 $ 850.1

6 unchanged sentences

Net income (loss) attributable to Delek $ ( 31.8 )

Three Months Ended March 31, 2025

Six Months Ended June 30, 2026

Refining Logistics Corporate,

3 unchanged sentences

Income from equity method investments $ ( 8.2 ) $ ( 26.1 ) $ — $ ( 34.3 )

Capital spending (2)

$ 226.2 $ 110.7 $ 20.1 $ 357.0

Notes to Condensed Consolidated Financial Statements (unaudited)

Six Months Ended June 30, 2025

Refining Logistics Total

Net revenues (excluding intercompany fees and revenues) $ 5,150.6 $ 255.9 $ 5,406.5

Inter-segment fees and revenues 174.5 240.4 414.9

Total segment revenues $ 5,325.1 $ 496.3 $ 5,821.4

Elimination of inter-segment revenue ( 414.9 )

Total consolidated revenues $ 5,406.5

Cost of materials and other 4,949.4 248.4

Operating expenses 308.6 79.1

General and administrative expenses 6.8 17.8

Proportional EBITDA of equity-method investments ( 16.8 ) ( 33.9 )

Other segment items (3)

( 3.4 ) ( 3.9 )

Segment EBITDA attributable to Delek $ 80.5 $ 188.8 $ 269.3

Reconciling items to net income (loss) attributable to Delek

Corporate expenses, eliminations and other (1)

Proportional interest, taxes, depreciation and amortization of equity-method investments 14.8

Depreciation and amortization 195.4

Interest expense, net 170.0

Income tax expense (benefit) ( 50.9 )

Net income (loss) attributable to Delek $ ( 279.1 )

Six Months Ended June 30, 2025

Refining Logistics Corporate,

Other and Eliminations Consolidated

Depreciation and amortization $ 138.4 $ 61.1 $ ( 4.1 ) $ 195.4

Interest expense, net $ 79.1 $ 36.7 $ 54.2 $ 170.0

Income from equity method investments $ ( 15.2 ) $ ( 20.7 ) $ 0.4 $ ( 35.5 )

Capital spending (excluding business combinations) (2)

2 unchanged sentences

Corporate expenses also include certain gains or losses resulting from changes in fair value due to price movements in credits used to satisfy our environmental credit obligations.

“Corporate expenses, eliminations and other” are included in the tables above to reconcile total Segment EBITDA attributable to Delek to the Company’s net (loss) income attributable to Delek.

“Corporate expenses, eliminations and other” are included in the tables above to reconcile total Segment EBITDA attributable to Delek to the Company’s net income (loss) attributable to Delek.

(2) Capital spending includes additions on an accrual basis.

3 unchanged sentences

Basic earnings (loss) per share (or "EPS") is computed by dividing net income (loss) by the weighted average common shares outstanding.

Diluted earnings (loss) per share is computed by dividing net income (loss), as adjusted for changes to income that would result from the assumed settlement of the dilutive equity instruments included in diluted weighted average common shares outstanding, by the diluted weighted average common shares outstanding.

For all periods presented, we have outstanding various equity-based compensation awards that are considered in our diluted EPS calculation (when to do so would be dilutive), and is inclusive of awards disclosed in Note 17 to these condensed consolidated financial statements.

For those instruments that are indexed to our common stock, they are generally dilutive when the market price of the underlying indexed share of common stock is in excess of the exercise price.

Diluted EPS is computed by dividing net income (loss), adjusted for changes in income resulting from the assumed settlement of dilutive equity instrument, by the diluted weighted average common shares outstanding.

For all periods presented, outstanding equity-based compensation awards are included in the diluted EPS calculation when dilutive, including those disclosed in Note 17 to these condensed consolidated financial statements.

Awards indexed to our common stock are generally dilutive when the market price of the underlying common stock exceeds the exercise price.

The following table sets forth the computation of basic and diluted earnings per share.

(In millions, except share and per share data) Three Months Ended March 31,

(In millions, except share and per share data) Three Months Ended June 30, Six Months Ended June 30,

2026 2025 2026 2025

Numerator for EPS - continuing operations

6 unchanged sentences

Income (loss) from discontinued operations, net of tax $ — $ ( 0.8 ) $ ( 0.2 ) $ ( 1.1 )

Weighted average common shares outstanding (denominator for basic EPS) 61,315,020 60,506,943 60,788,126 61,306,915

Dilutive effect of stock-based awards 1,171,316 — — —

Weighted average common shares outstanding, assuming dilution (denominator for diluted EPS) 62,486,336 60,506,943 60,788,126 61,306,915

14 unchanged sentences

Delek Logistics is a publicly traded limited partnership formed by Delek in 2012 that owns and operates crude oil, refined products and natural gas logistics and marketing assets as well as water disposal and recycling assets.

Many of Delek Logistics' assets are integral to Delek’s refining and marketing operations.

As of March 31, 2026, we owned a 63.3 % interest in Delek Logistics, consisting of 33,868,203 common limited partner units and the non-economic general partner interest.

The limited partner interests in Delek Logistics not owned by us are reflected in net income attributable to non-controlling interest in the accompanying condensed consolidated statements of income and in non-controlling interest in subsidiaries in the accompanying condensed consolidated balance sheets.

On January 2, 2025, Delek Logistics completed the Gravity Acquisition in which it acquired water disposal and recycling operations in the Permian Basin and the Bakken Basin for total consideration of $ 300.8 million, subject to customary adjustments for net working capital.

As of June 30, 2026, we owned a 63.0 % interest in Delek Logistics, consisting of 33,508,831 common limited partner units and the non-economic general partner interest.

The remaining limited partner interests are reflected in net income attributable to non-controlling interest in the accompanying condensed consolidated statements of income and in non-controlling interest in subsidiaries in the accompanying condensed consolidated balance sheets.

See Note 2 - Acquisitions for additional information.

1 unchanged sentence

On May 1, 2025, we transferred the Delek Permian Gathering purchasing and blending activities to Delek Logistics.

In connection with the DPG Dropdown, Delek Logistics assumed all of the rights and obligations to purchase crude oil under certain contracts associated with Delek Logistics’ existing Midland Gathering System.

In connection with the DPG Dropdown, Delek Logistics assumed all rights and obligations to purchase crude oil under certain contracts associated with its existing Midland Gathering System.

Total consideration included the cancellation of $ 58.8 million in payables owed to Delek Logistics.

On January 30, 2026, we entered into asset purchase agreements with Delek Logistics, (collectively referred to as “the Intercompany Agreements”), pursuant to which we agreed to acquire a Tyler refinery tank for total consideration of $ 19.0 million (the “Tyler Tank Purchase”) and El Dorado tank and terminal assets for total consideration of $ 66.0 million (the “El Dorado Terminal Purchase”).

The Tyler Tank Purchase closed on April 1, 2026 with consideration paid through transfer of 359,372 Delek Logistics common units, based on a 30-day volume weighted average unit price.

The El Dorado Terminal Purchase is expected to close on October 1, 2027, subject to the satisfaction of customary closing conditions.

In addition, pursuant to the Intercompany Agreements, Delek will waive Omnibus fees for an aggregate of $ 4.0 million during the first two quarters of 2026.

On January 30, 2026, we entered into asset purchase agreements with Delek Logistics, (collectively, “the Intercompany Agreements”), to acquire (i) a Tyler refinery tank for total consideration of $ 19.0 million (the “Tyler Tank Purchase”) and (ii) El Dorado tank and terminal assets for total consideration of $ 66.0 million (the “El Dorado Terminal Purchase”).

The Tyler Tank Purchase closed on April 1, 2026, with consideration paid through the transfer of 359,372 Delek Logistics common units, based on a 30-day volume-weighted average unit price.

The El Dorado Terminal Purchase is expected to close on October 1, 2027, subject to customary closing conditions.

Pursuant to the Intercompany Agreements, Delek also agreed to waive Omnibus fees for an aggregate of $ 4.0 million during the first two quarters of 2026.

On May 1, 2025, we entered into a termination agreement with Delek Logistics to terminate, in its entirety, the East Texas Marketing Agreement effective as of January 1, 2026.

On May 1, 2025, in connection with the DPG Dropdown, we amended and restated a throughput agreement with Delek Logistics for the El Dorado rail facility (the “Throughput Agreement”), which includes a minimum volume commitment for refined products until the termination of the Throughput Agreement, which occurred at the closing of the El Dorado Purchase (as defined below).

Additionally, on May 1, 2025, in connection with the DPG Dropdown, we entered into an asset purchase agreement with Delek Logistics (the “El Dorado Purchase Agreement”), where we purchased the related El Dorado rail facility assets from Delek Logistics for cash consideration of $ 25.0 million (the “El Dorado Purchase”).

The transaction closed in January 2026, subject to certain closing conditions as set forth in the El Dorado Purchase Agreement.

We also entered into an amended and restated Omnibus Agreement with Delek Logistics that provides for an increase in the Administrative Fee (as defined therein) which will be phased in over two years beginning July 1, 2025 and a binding obligation for both parties to enter into transition services agreements in the event of a change in control.

These transactions with Delek Logistics have been eliminated in consolidation.

On February 24, 2025, we entered into a Common Unit Purchase Agreement with Delek Logistics (the “Common Unit Purchase Agreement”) whereby Delek Logistics may repurchase common units from time to time from us in one or more transactions for an aggregate purchase price of up to $ 150.0 million through December 31, 2026 (each such repurchase, a “Repurchase”).

The purchase price per common unit in each Repurchase will be the 30-day volume weighted average price of the common units at the close of trading on the day prior to the closing date, subject to certain limitations set forth in the Common Unit Purchase Agreement.

During the three months ended March 31, 2025, 243,075 common units were repurchased from us and cancelled at the time of the transaction for a total of $ 10.0 million.

No common units were repurchased for the three months ended March 31, 2026.

As of March 31, 2026, there was $ 140.0 million of authorization remaining under the Common Unit Repurchase Agreement.

Also on May 1, 2025, in connection with the DPG Dropdown, we (i) amended and restated a throughput agreement with Delek Logistics for the El Dorado rail facility (the “Throughput Agreement”), which includes a minimum volume commitment for refined products until the termination of the Throughput Agreement, which occurred at the closing of the El Dorado Purchase (as defined below), (ii) entered into an asset purchase agreement with Delek Logistics (the “El Dorado Purchase Agreement”) to acquire the El Dorado rail facility assets for cash consideration of $ 25.0 million (the “El Dorado Purchase”).

The El Dorado Purchase closed in January 2026 upon satisfaction of the closing conditions set forth in the El Dorado Purchase Agreement.

We also entered into an amended and restated Omnibus Agreement with Delek Logistics providing for an increase in the Administrative Fee (as defined therein) phased in over two years beginning July 1, 2025 and a binding obligation for both parties to enter into transition services agreements upon a change in control.

All transactions with Delek Logistics have been eliminated in consolidation.

On February 24, 2025, we entered into a Common Unit Purchase Agreement with Delek Logistics (the “Common Unit Purchase Agreement”) pursuant to which Delek Logistics may repurchase common units from time to time from us in one or more transactions for an aggregate purchase price of up to $ 150.0 million through December 31, 2026 (each such repurchase, a “Repurchase”).

The purchase price per common unit in each Repurchase will equal the 30-day volume-weighted average price of the common units at the close of trading on the day prior to the applicable closing date, subject to certain limitations set forth in the Common Unit Purchase Agreement.

During the six months ended June 30, 2025, 243,075 common units were repurchased from us and cancelled at the time of the transaction for an aggregate consideration of $ 10.0 million.

No common units were repurchased for the six months ended June 30, 2026.

As of June 30, 2026, there was $ 140.0 million of authorization remaining under the Common Unit Purchase Agreement.

Notes to Condensed Consolidated Financial Statements (unaudited)

1 unchanged sentence

Delek Logistics is a VIE, as defined under GAAP, and is consolidated into our condensed consolidated financial statements, representing our logistics segment.

The assets of Delek Logistics can only be used to settle its own obligations, and its creditors have no recourse to our assets.

The assets of Delek Logistics may only be used to settle its own obligations, and its creditors have no recourse to our assets.

Exclusive of intercompany balances, which are eliminated in consolidation, the Delek Logistics condensed consolidated balance sheets are included in the condensed consolidated balance sheets of Delek.

The Delek Logistics condensed consolidated balance sheets are presented below (in millions):

As of March 31, 2026

As of June 30, 2026

As of December 31, 2025

25 unchanged sentences

Delek Logistics Investments

Delek Logistics has a 50 % investment in W2W Holdings LLC which includes a 15.6 % indirect interest in the Wink to Webster Pipeline ("WWP") joint venture and related joint venture indebtedness.

W2W Holdings LLC was originally formed by Delek and MPLX Operations LLC ("MPLX") to obtain financing and fund capital calls associated with our collective and contributed interests in the WWP joint venture.

We had previously determined that W2W Holdings LLC is a VIE.

While we have the ability to exert significant influence through participation in board and management committees, we are not the primary beneficiary since we do not have a controlling financial interest in W2W Holdings LLC, and no single party has the power to direct the activities that most significantly impact W2W Holdings LLC's economic performance.

Distributions received from WWP are first applied to service the debt of W2W Holdings LLC's wholly owned finance LLC, with excess distributions made to the W2W Holdings LLC members as provided for in the W2W Holdings LLC Agreement and as allowed for under its debt agreements.

The obligations of the W2W Holdings LLC members under the W2W Holdings LLC Agreement are guaranteed by the parents of the member entities.

As of March 31, 2026, except for the guarantee of member obligations under the joint venture, we do not have other guarantees with or to W2W Holdings LLC, nor any third-party associated with W2W Holdings LLC's contracted work.

Delek Logistics holds a 50 % investment in W2W Holdings LLC, which includes a 15.6 % indirect interest in the Wink to Webster Pipeline ("WWP") joint venture and related joint venture indebtedness.

W2W Holdings LLC was originally formed by Delek and MPLX Operations LLC ("MPLX") to obtain financing and fund capital calls associated with their collective interests in the WWP joint venture.

We have determined that W2W Holdings LLC is a VIE.

Distributions received are first applied to service the debt of W2W Holdings LLC's wholly owned finance subsidiary, with any excess distributed to the W2W Holdings LLC members in accordance with the W2W Holdings LLC Agreement and as its debt agreements.

Member obligations under the W2W Holdings LLC Agreement are guaranteed by the respective parent entities of each member.

As of June 30, 2026, other than for the guarantee of member obligations as described above, we have no other guarantees with respect to W2W Holdings LLC, or any third-party associated with its contracted work.

Delek's maximum exposure to any losses incurred by W2W Holdings LLC is limited to its investment.

As of March 31, 2026, and December 31, 2025, Delek's W2W Holdings LLC investment balance totaled $ 113.8 million and $ 116.4 million, respectively.

As of June 30, 2026, and December 31, 2025, Delek's W2W Holdings LLC investment balance totaled $ 116.7 million and $ 116.4 million, respectively.

Notes to Condensed Consolidated Financial Statements (unaudited)

Delek Logistics has a 33 % membership interest in Red River Pipeline Company LLC (“Red River”), which owns and operates a crude oil pipeline running from Cushing, Oklahoma to Longview, Texas.

As of March 31, 2026, and December 31, 2025, Delek's investment balance in Red River totaled $ 130.1 million and $ 132.1 million, respectively.

As of June 30, 2026, and December 31, 2025, Delek's investment balance in Red River totaled $ 129.8 million and $ 132.1 million, respectively.

In addition, Delek Logistics has two other pipeline joint ventures in which it owns a 50 % membership interest in the entity formed with an affiliate of Plains All American Pipeline, L.P.

to operate one of these pipeline systems and a 33 % membership interest in Andeavor Logistics Rio Pipeline LLC which operates the other pipeline system.

As of March 31, 2026, and December 31, 2025, Delek Logistics' investment balance in these joint ventures was $ 89.9 million and $ 91.6 million, respectively.

As of June 30, 2026, and December 31, 2025, Delek Logistics' investment balance in these joint ventures was $ 89.2 million and $ 91.6 million, respectively.

Other Investments

In addition to our pipeline joint ventures, we also have a 50 % interest in a joint venture that owns asphalt terminals located in the southwestern region of the U.S., as well as a 50 % interest in a joint venture that owns, operates and maintains a terminal consisting of an ethanol unit train facility with an ethanol tank in Arkansas.

As of March 31, 2026, and December 31, 2025, Delek's investment balance in these joint ventures was $ 90.6 million and $ 87.6 million, respectively.

These investments are included in Refining in our segment disclosure.

Crude oil feedstocks, refined products, blendstocks and asphalt inventory for all of our operations are stated at the lower of cost determined using the first-in, first-out basis or net realizable value.

In addition to our pipeline joint ventures, we hold a 50 % interest in a joint venture that owns asphalt terminals located in the southwestern region of the U.S., as well as a 50 % interest in a joint venture that owns, operates and maintains a terminal consisting of an ethanol unit train facility with an ethanol tank in Arkansas.

As of June 30, 2026, and December 31, 2025, Delek's investment balances in these joint ventures were $ 95.2 million and $ 87.6 million, respectively.

These investments are reported within the Refining segment.

Crude oil feedstocks, refined products, blendstocks and asphalt inventory for all of our operations are stated at the lower of cost, determined on a first-in, first-out basis, or net realizable value.

The following table presents the components of inventory for each period presented (in millions):

Titled Inventory Inventory Intermediation Agreement (1)

March 31, 2026

June 30, 2026

Feedstocks, raw materials and supplies $ 377.0 $ 62.8 $ 439.8

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(1) Refer to Note 8 - Inventory Intermediation Obligations for further information.

As of March 31, 2026, inventory balances were inclusive of a pre-tax inventory valuation reserve of $ 0.6 million.

At December 31, 2025, inventory balances were inclusive of a pre-tax inventory valuation reserve of $ 1.6 million.

For the three months ended March 31, 2026 and 2025, we recognized a net reduction (increase) in cost of materials and other in the accompanying condensed consolidated statements of income related to the change in pre-tax inventory valuation of $ 1.0 million and $( 0.2 ) million, respectively.

As of June 30, 2026 and December 31, 2025, inventory balances included pre-tax inventory valuation reserves of $ 2.8 million and $ 1.6 million, respectively.

The related change in these reserves resulted in a net reduction (increase) to cost of materials and other in the accompanying condensed consolidated statements of income of $( 2.2 ) million and $( 1.2 ) million for the three and six months ended June 30, 2026 respectively, and a nominal amount and $( 0.1 ) million for the three and six months ended June 30, 2025, respectively.

Notes to Condensed Consolidated Financial Statements (unaudited)

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The following table summarizes our outstanding obligations under our Inventory Intermediation Agreement (as defined below) (in millions):

As of March 31, 2026 As of December 31, 2025

As of June 30, 2026 As of December 31, 2025

Obligations under Inventory Intermediation Agreement

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The following table summarizes these fees (in millions):

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2026 2025 2026 2025

Net fees and expenses:

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("Citi") in connection with DK Trading & Supply, LLC ("DKTS"), an indirect subsidiary of Delek.

Pursuant to the Inventory Intermediation Agreement, Citi will (i) purchase from and sell to DKTS crude oil and other petroleum feedstocks in connection with refining processing operations at El Dorado, Big Spring, and Krotz Springs, (ii) purchase from and sell to DKTS all refined products produced by such refineries other than certain excluded products and (iii) in connection with such purchases and sales, DKTS will enter into certain market risk hedges in each case, on the terms and subject to certain conditions.

Under the Inventory Intermediation Agreement, Citi will (i) purchase from and sell to DKTS crude oil and other petroleum feedstocks in connection with refining processing operations at El Dorado, Big Spring, and Krotz Springs, (ii) purchase from and sell to DKTS all refined products produced by such refineries other than certain excluded products and (iii) in connection with such purchases and sales, DKTS will enter into certain market risk hedges in each case, on the terms and subject to certain conditions.

The Inventory Intermediation Agreement provides for the lease to Citi of crude oil and refined product storage facilities.

At the inception of the Inventory Intermediation Agreement, we transferred title to a certain number of barrels of crude and other inventories to Citi, and the Inventory Intermediation Agreement requires the repurchase of the remaining inventory (including certain "Base Layer Volumes") at termination.

At inception, we transferred title to a certain number of barrels of crude and other inventories to Citi, upon termination, the Inventory Intermediation Agreement requires repurchase of the remaining inventory, including certain "Base Layer Volumes".

The Inventory Intermediation Agreement is accounted for as an inventory financing arrangement under the fair value election provided by ASC 815 Derivatives and Hedging ("ASC 815") and ASC 825, Financial Instruments ("ASC 825").

Therefore, the crude oil and refined products barrels subject to the Inventory Intermediation Agreement will continue to be reported in our condensed consolidated balance sheets until processed and sold to a third party.

Accordingly, crude oil and refined products barrels subject to the agreement continue to be reported on our condensed consolidated balance sheets until processed and sold to a third party.

At each reporting period, we record a liability equal to the repurchase obligation to Citi at current market prices.

The repurchase obligations associated with the Base Layer Volumes are reflected as non-current liabilities on our condensed consolidated balance sheets to the extent that they are not contractually due within twelve months.

The remaining obligation resulting from our monthly activity, including long and short inventory positions valued at market-indexed pricing, are included in current liabilities (or receivables) on our condensed consolidated balance sheets.

On December 21, 2023, DKTS amended the Inventory Intermediation Agreement to among other things, (i) reduce Citi’s unilateral term extension option from a twelve month extension period to a six month extension period and (ii) increase the amount of the payment deferral mechanism from $ 70 million to $ 250 million.

On February 21, 2025, DKTS amended the Inventory Intermediation Agreement to, among other things, (i) extend the term of the Inventory Intermediation Agreement from January 31, 2026 to January 31, 2027 and (ii) include a mechanism for DKTS to nominate each month whether to include volumes related to the Krotz Springs refinery for funding under the Inventory Intermediation Agreement.

On December 18, 2025, DKTS amended the Inventory Intermediation Agreement to, among other things, (i) extend the term of the Inventory Intermediation Agreement from January 31, 2027 to January 31, 2028, (ii) reduce certain commitment fees, and (iii) include a mechanism for DKTS to nominate each month whether to include volumes related to the El Dorado and Big Spring refinery for funding under the Inventory Intermediation Agreement.

As of March 31, 2026, and December 31, 2025, the volumes subject to the Inventory Intermediation Agreement totaled 1.8 million barrels and 1.8 million barrels, including Base Layer Volumes associated with our non-current inventory intermediation obligation.

As of March 31, 2026, and December 31, 2025, we had letters of credit outstanding of $ 170.0 million and $ 250.0 million, respectively, supporting the Inventory Intermediation Agreement.

Notes to Condensed Consolidated Financial Statements (unaudited)

Repurchase obligations associated with the Base Layer Volumes are classified as non-current liabilities on our condensed consolidated balance sheets to the extent they are not contractually due within twelve months.

The remaining obligations arising from monthly activity, including long and short inventory positions valued at market-indexed pricing, are included in current liabilities (or receivables) on our condensed consolidated balance sheets.

On December 21, 2023, DKTS amended the Inventory Intermediation Agreement to among other things, (i) reduce Citi’s unilateral term extension option from twelve months to six months and (ii) increase the amount of the payment deferral mechanism from $ 70 million to $ 250 million.

On February 21, 2025, DKTS further amended the Inventory Intermediation Agreement to, among other things, (i) extend the term from January 31, 2026 to January 31, 2027 and (ii) include a mechanism for DKTS to nominate each month whether to include volumes related to the Krotz Springs refinery for funding under the agreement.

On December 18, 2025, DKTS again amended the Inventory Intermediation Agreement to, among other things, (i) extend the term from January 31, 2027 to January 31, 2028, (ii) reduce certain commitment fees, and (iii) expand the monthly mechanism for DKTS to nominate volumes related to the El Dorado and Big Spring refinery for funding under the agreement.

As of June 30, 2026, and December 31, 2025, the volumes subject to the Inventory Intermediation Agreement totaled 1.8 million barrels for both periods, including Base Layer Volumes associated with our non-current inventory intermediation obligation.

As of June 30, 2026, and December 31, 2025, we had letters of credit outstanding of $ 170.0 million and $ 250.0 million, respectively, supporting the Inventory Intermediation Agreement.

Gains (losses) related to changes in fair value due to commodity-index price are recorded as a component of cost of materials and other in the condensed consolidated statements of income.

With respect to the repurchase obligation, we recognized gains (losses) attributable to changes in the fair value due to commodity-index price totaling $( 144.0 ) million and $ 3.3 million during the three months ended March 31, 2026 and 2025, respectively.

With respect to the repurchase obligation, we recognized gains (losses) attributable to changes in the fair value due to commodity-index price totaling $ 142.6 million and $( 1.4 ) million during the three and six months ended June 30, 2026, respectively, and $ 26.7 million and $ 30.0 million during the three and six months ended June 30, 2025, respectively.

See Note 11 for discussion of gains and losses recognized from changes in fair value.

Notes to Condensed Consolidated Financial Statements (unaudited)

Long-Term Obligations

Outstanding borrowings under debt instruments are as follows (in millions):

March 31, 2026 December 31, 2025

June 30, 2026 December 31, 2025

Delek Term Loan Credit Facility $ 850.0 $ 921.5

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Delek Logistics 2033 Notes 700.0 700.0

Delek Logistics 2034 Notes 800.0 —

Principal amount of long-term debt 3,248.1 3,283.3

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On November 18, 2022, Delek entered into an amended and restated term loan credit agreement (the "Delek Term Loan Credit Facility") providing for a senior secured term loan facility with an initial principal of $ 950.0 million at a discount of 4.00 %.

This senior secured facility allows for $ 400.0 million in incremental loans subject to certain restrictions.

Repayment terms include quarterly principal payments of $ 2.4 million with the balance of principal due on November 19, 2029.

At Delek’s option, borrowings bear interest at either the Adjusted Term Secured Overnight Financing Rate ("SOFR") or base rate as defined by the agreement, plus an applicable margin of 2.50 % per annum with respect to base rate borrowings and 3.50 % per annum with respect to SOFR borrowings.

At March 31, 2026, and December 31, 2025, the weighted average borrowing rate was approximately 7.08 % and 7.08 %, respectively.

The effective interest rate was 8.21 % as of March 31, 2026.

On May 15, 2026, Delek entered into an amendment (“Amendment No.

1”) to the Delek Term Loan Credit Facility, using proceeds and available cash to refinance its existing term loan facility.

As a result, the outstanding principal balance was reduced to $ 850.0 million.

Amendment No.

1, among other modifications, (i) extended the maturity of the Delek Term Credit Facility to May 15, 2032, (ii) reduced the rate of interest on borrowings, at the Company’s election, to either term SOFR plus 300 basis points or base rate plus 200 basis points, and (iii) permits up to 750.0 million in incremental loans subject to certain restrictions.

At June 30, 2026, and December 31, 2025, the weighted average borrowing rate was approximately 6.44 % and 7.08 %, respectively.

The effective interest rate was 7.36 % as of June 30, 2026.

Revolving Credit Facilities

Delek Revolving Credit Facility

As of March 31, 2026, Delek had no outstanding borrowings under Delek Revolving Credit Facility.

On April 9, 2026, the Company entered into Amendment No.

4 to Third Amended and Restated Credit Agreement (“Amendment No.

4 to the Third Amended and Restated Credit Agreement (“Amendment No.

4” and, as amended, the "ABL Credit Agreement"), amending the existing Third Amended and Restated Credit Agreement, dated as of October 26, 2022 (the “Existing ABL Credit Agreement”).

Amendment No.

4, among other modifications, (i) increases the revolving loan commitments from $ 1,100.0 million to $ 1,250.0 million, (ii) extends the maturity date of the Delek Revolving Credit Facility from October 26, 2027 to April 9, 2031 (subject to a springing maturity date that is 90 days prior to the maturity of the Company’s term loan credit facility if, on such date, the outstanding principal amount of the term loan exceeds $ 500.0 million), (iii) reduces the interest rate margins applicable to the Delek Revolving Credit Facility by 0.25 % and (iv) amends certain thresholds for obligations under the Existing ABL Credit Agreement.

4, among other modifications, (i) increased the revolving loan commitments from $ 1,100.0 million to $ 1,250.0 million, (ii) extended the maturity date of the Delek Revolving Credit Facility from October 26, 2027 to April 9, 2031 (subject to a springing maturity date that is 90 days prior to the maturity of the Company’s term loan credit facility if, on such date, the outstanding principal amount of the term loan exceeds $ 500.0 million), (iii) reduced the interest rate margins applicable to the Delek Revolving Credit Facility by 0.25 % and (iv) amended certain thresholds for obligations under the Existing ABL Credit Agreement.

Amendment No.

4 also amends the incremental facility under the Delek Revolving Credit Facility to allow the Company to increase the available revolving borrowings by an aggregate amount not to exceed the greatest of (i) $ 750.0 million, (ii) 1.00 % of EBITDA (as defined in the ABL Credit Agreement) as of the most recently ended fiscal quarter, and (iii) adjusted availability plus any suppressed availability under the ABL Credit Agreement, subject to the satisfaction of certain conditions under the ABL Credit Agreement.

The ABL Credit Agreement contains customary affirmative and negative covenants, including, among other things, limitations on indebtedness, liens, restricted payments, investments, dispositions of assets, and transactions with affiliates.

Notes to Condensed Consolidated Financial Statements (unaudited)

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The Delek Logistics Revolving Facility replaced Delek Logistics’ previous revolving credit facility and term loan facility under the Fourth Amended and Restated Credit Agreement.

The maturity date for the Delek Logistics Revolving Facility is the earliest of (i) March 26, 2031, (ii) the date that is 180 days prior to the earliest maturity date of the Delek Logistic 2029 Notes (as defined below) to the extent that on such date, no less than $ 500.0 million of aggregate principal amount of theses notes remains outstanding, and (iii) such date on which the Delek Logistics Revolving Credit Commitments (as defined in the New Credit Agreement) are terminated in whole due to voluntary termination or certain events of default.

In connection with the New Credit Agreement, the Partnership recorded $ 10.2 million of debt issuance costs, which are being amortized over the term of the Delek Logistics Revolving Facility.

In addition, the Partnership recognized a loss on extinguishment of debt of $ 1.6 million related to the write-off of unamortized deferred issuance costs associated with the previous facility, which is recorded in interest expense in the accompanying condensed consolidated statements of income.The maturity date for the Delek Logistics Revolving Facility is the earliest of (i) March 26, 2031, (ii) the date that is 180 days prior to the earliest maturity date of the Delek Logistic 2029 Notes (as defined below) to the extent that on such date, no less than $ 500.0 million of aggregate principal amount of these notes remains outstanding, and (iii) such date on which the Delek Logistics Revolving Credit Commitments (as defined in the New Credit Agreement) are terminated in whole due to voluntary termination or certain events of default.

Borrowings under the Delek Logistics Revolving Facility bear interest at either (i) a base rate (equal to the highest of the Prime Rate, the Federal Funds Rate plus 0.50 %, Term SOFR for a one-month interest period plus 1.00 %, and 1.00 %) plus an applicable margin ranging from 0.50 % to 1.00 % per annum, or (ii) a term SOFR-based tranche rate (subject to a 0.00 % floor) plus an applicable margin ranging from 1.50 % to 2.50 % per annum, in each case depending on the Delek Logistics' Total Leverage Ratio (as defined in the New Credit Agreement).

1 unchanged sentence

The New Credit Agreement contains affirmative and negative covenants and events of default which the Partnership considers customary and are similar to, but allow additional flexibility to the Partnership and its restricted subsidiaries as compared with, those in our prior credit agreement.

Available capacity and amounts outstanding for each of our revolving credit facilities as of March 31, 2026 are shown below (in millions):

Available capacity and amounts outstanding for each of our revolving credit facilities as of June 30, 2026 are shown below (in millions):

Total Capacity

4 unchanged sentences

Delek Revolving Credit Facility (1)

$ 1,100.0 $ — $ 296.0 $ 804.0 October 26, 2027

$ 1,250.0 $ — $ 453.3 $ 796.7 April 9, 2031

Delek Logistics Revolving Facility (2)

$ 1,300.0 $ 248.1 $ — $ 1,051.9 March 26, 2031

(1) Based on credit facility in place as of March 31, 2026.

(1) Total capacity includes letters of credit up to $ 625.0 million.

3 unchanged sentences

Unused revolving commitments under the Delek Logistics Revolving Facility incur a commitment fee that ranges from 0.30 % to 0.50 % per annum depending on the Delek Logistics' Total Leverage Ratio.

As of March 31, 2026, the weighted average interest rate was 5.99 % and as of December 31, 2025, the weighted average interest rate was 6.58 %, based on the previous credit facility.

As of June 30, 2026, the weighted average interest rate was 6.05 % and as of December 31, 2025, the weighted average interest rate was 6.58 %, based on the previous credit facility.

Delek Logistics 2034 Notes

On June 30, 2025, Delek Logistics and its wholly owned subsidiary Delek Logistics Finance Corp.

(“Finance Corp.” and together with Delek Logistics, the “Co-issuers”), sold $ 700.0 million in aggregate principal amount of the Co-issuers 7.33 % Senior Notes due 2033 (the “Delek Logistics 2033 Notes”), at par, pursuant to an indenture with U.S.

On May 14, 2026, Delek Logistics and its wholly owned subsidiary Delek Logistics Finance Corp.

(“Finance Corp.” and together with Delek Logistics, the “Co-issuers”), issued $ 800.0 million in aggregate principal amount of the Co-issuers 6.875 % Senior Notes due 2034 (the “Delek Logistics 2034 Notes”).

Net proceeds were used to redeem the 2028 Notes including accrued interest and a portion of the 2029 Notes including accrued interest.

The Delek Logistics 2034 Notes are general unsecured senior obligations of the Co-issuers and are unconditionally guaranteed jointly and severally on a senior unsecured basis by the Delek Logistics’ subsidiaries other than Finance Corp.

and will be unconditionally guaranteed on the same basis by certain of Delek Logistics' future subsidiaries.

The Delek Logistics 2034 Notes rank equal in right of payment with all existing and future senior indebtedness of the Co-issuers, and senior in right of payment to any future subordinated indebtedness of the Co-issuers.

The Delek Logistics 2034 Notes will mature on June 1, 2034, with interest payable semi-annually in arrears on each June 1 and December 1 of each year.

At any time prior to June 1, 2029, the Co-issuers may redeem up to 35 % of the aggregate principal amount of the Delek Logistics 2034 Notes at a redemption price of 106.875 % of the redeemed principal amount, plus accrued and unpaid interest, if any, subject to certain conditions and limitations.

Prior to June 1, 2029, the Co-issuers may also redeem all or part of the Delek Logistics 2034 Notes at a redemption price of the principal amount plus accrued and unpaid interest, if any, plus a "make whole" premium, subject to certain conditions and limitations.

In addition, beginning on June 1, 2029, the Co-issuers may, subject to certain conditions and limitations, redeem all or part of the Delek Logistics 2034 Notes, at a redemption price of 103.438 % of the redeemed principal for the twelve-month period beginning on June 1, 2030, 101.719 % and 100.00 % beginning on June 1, 2031 and thereafter, plus accrued and unpaid interest, if any.

The Co-issuers may also redeem all (but not a portion of) the Delek Logistics 2034 Notes under certain circumstances if 90.00 % or more of the outstanding aggregate principal amount is purchased in connection with a change of control or alternate offer.

In the event of a change of control, accompanied or followed by a ratings downgrade within a certain period of time, subject to certain conditions and limitations, the Co-issuers will be required to offer to purchase the Delek Logistics 2034 Notes from holders at a price equal to 101.00 % of the principal amount, plus accrued and unpaid interest.

Notes to Condensed Consolidated Financial Statements (unaudited)

We recorded $ 13.5 million of debt issuance costs which are being amortized over the term of the Delek Logistics 2034 Notes and included in interest expense in the condensed consolidated statements of income.

As of June 30, 2026, the effective interest rate was 7.15 %.

Delek Logistics 2033 Notes

On June 30, 2025, Delek Logistics and Finance Corp.

sold $ 700.0 million in aggregate principal amount of the Co-issuers 7.38 % Senior Notes due 2033 (the “Delek Logistics 2033 Notes”), at par, pursuant to an indenture with U.S.

Bank Trust Company, National Association as trustee.

4 unchanged sentences

The Delek Logistics 2033 Notes will mature on June 30, 2033, and interest is payable semi-annually in arrears on each June 30 and December 30.

As of March 31, 2026, the effective interest rate was 7.63 %.

The estimated fair value of the Delek Logistics 2033 Notes was $ 707.2 million as of March 31, 2026, measured based upon quoted market prices in an active market, defined as Level 2 in the fair value hierarchy.

See Note 11 for further information.

As of June 30, 2026, the effective interest rate was 7.63 %.

Delek Logistics 2029 Notes

1 unchanged sentence

Bank Trust Company, National Association as trustee.

Net proceeds were used to redeem Delek Logistics' general unsecured senior obligations comprised of $ 250.0 million in aggregate principal maturing on May 15, 2025 plus accrued interest, pay off the Delek Logistics' senior secured term loan with an outstanding balance of $ 281.3 million plus accrued interest and to repay a portion of the outstanding borrowings under the Delek Logistics Revolving Facility.

On April 17, 2024, the Co-issuers sold $ 200.0 million in aggregate principal amount of additional 8.63 % senior notes due 2029 at 101.25 % and on August 16, 2024, the Co-issuers sold $ 200.0 million in aggregate principal amount of additional 8.63 % senior notes due 2029, at 103.25 % (collectively, the "Additional 2029 Notes").

The Additional 2029 Notes were issued under the same indenture as the Delek Logistics 2029 Notes

Notes to Condensed Consolidated Financial Statements (unaudited)

and formed a part of the same series of notes as the Delek Logistics 2029 Notes.

The net proceeds were used to repay a portion of the outstanding borrowings under the Delek Logistics Revolving Facility.

The Additional 2029 Notes were issued under the same indenture as the Delek Logistics 2029 Notes and formed a part of the same series of notes as the Delek Logistics 2029 Notes.

The Delek Logistics 2029 Notes are general unsecured senior obligations of the Co-issuers and are unconditionally guaranteed jointly and severally on a senior unsecured basis by Delek Logistics’ subsidiaries other than Finance Corp.

2 unchanged sentences

The Delek Logistics 2029 Notes will mature on March 15, 2029, and interest is payable semi-annually in arrears on each March 15 and September 15.

As of March 31, 2026, the effective interest rate was 8.80 %.

The estimated fair value of the Delek Logistic 2029 Notes was $ 1,088.4 million as of March 31, 2026, measured based upon quoted market prices in an active market, defined as Level 2 in the fair value hierarchy.

See Note 11 for further information.

Concurrent with the issuance of the Delek Logistics 2034 Notes, Delek Logistics issued a conditional notice of partial redemption of the Delek Logistics 2029 Notes at a redemption price of 104.313 % of the principal for $ 400.0 million plus accrued interest.

As a result, the Partnership recognized a loss on extinguishment of debt of $ 19.0 million, which is recorded in interest expense, net in the accompanying condensed consolidated statements of income.

As of June 30, 2026, the effective interest rate was 8.80 %.

Delek Logistics 2028 Notes

On May 24, 2021, Delek Logistics and Finance Corp.

issued general unsecured senior obligations comprised of $ 400.0 million in aggregate principal amount of 7.13 % senior notes maturing June 1, 2028 ("the Delek Logistics 2028 Notes").

The Delek Logistics 2028 Notes are unconditionally guaranteed jointly and severally on a senior unsecured basis by Delek Logistics’ subsidiaries (other than Finance Corp.) and will be unconditionally guaranteed on the same basis by certain of Delek Logistics’ future subsidiaries.

Interest is payable semi-annually in arrears on June 1 and December 1.

As of March 31, 2026, the effective interest rate was 7.37 %.

The estimated fair value of the Delek Logistics 2028 Notes was $ 401.3 million as of March 31, 2026, measured based upon quoted market prices in an active market, defined as Level 2 in the fair value hierarchy.

See Note 11 for further information

issued general unsecured senior obligations comprised of $ 400.0 million in aggregate principal amount of 7.13 % senior notes with an original maturity date of June 1, 2028 ("the Delek Logistics 2028 Notes").

The Delek Logistics 2028 Notes were unconditionally guaranteed jointly and severally on a senior unsecured basis by Delek Logistics’ subsidiaries (other than Finance Corp.).

On May 11, 2026, Delek Logistics made a cash tender offer to purchase any and all of their Delek Logistics 2028 Notes, receiving tenders from holders of approximately $ 270.7 million in aggregate principal amount.

All the remaining Delek Logistics 2028 Notes were redeemed by June 8, 2026, pursuant to the notice of conditional redemption, resulting in full extinguishment of the $ 400.0 million in aggregate principal.

The Partnership recognized a loss on extinguishment of debt of $ 2.4 million, which is recorded in interest expense, net in the accompanying condensed consolidated statements of income.

Guarantees Under Revolver and Term Facilities

2 unchanged sentences

The obligations under the Delek Logistics Revolving Facility are secured by first priority liens on substantially all of Delek Logistics' tangible and intangible assets.

Notes to Condensed Consolidated Financial Statements (unaudited)

Restrictive Terms and Covenants

1 unchanged sentence

Certain of our debt facilities contain limitations on future transactions such as incurrence of additional indebtedness, investments, affiliate transactions, asset acquisitions or dispositions, and dividends or distributions.

As of March 31, 2026, we were in compliance with covenants on all of our debt instruments.

As of June 30, 2026, we were in compliance with covenants on all of our debt instruments.

Some of Delek's subsidiaries have restrictions in their respective credit facilities limiting their use of assets.

As of March 31, 2026, we had no subsidiaries with restricted net assets which would prohibit earnings from being transferred to the parent company for its use.

As of June 30, 2026, we had no subsidiaries with restricted net assets which would prohibit earnings from being transferred to the parent company for its use.

Derivative Instruments

1 unchanged sentence

As such, our use of derivative contracts is aimed at:

• limiting our exposure to commodity price fluctuations on inventory above or below target levels (where appropriate) within each of our segments;

• managing our exposure to commodity price risk associated with the purchase or sale of crude oil, feedstocks/intermediates and finished grade fuel within each of our segments;

• managing our exposure to market crack spread fluctuations;

• limiting exposure to commodity price fluctuations on inventory above or below target levels (where appropriate) within each of our segments;

• managing exposure to commodity price risk associated with the purchase or sale of crude oil, feedstocks/intermediates and finished-grade fuel within each of our segments;

• managing exposure to market crack spread fluctuations;

• managing the cost of our Renewable Identification Numbers ("RINs") credits required by the U.S.

Environmental Protection Agency ("EPA") to blend biofuels into fuel products ("RINs Obligation") using future commitments to purchase or sell RINs at fixed prices and quantities;

• limiting the exposure to interest rate fluctuations on our floating rate borrowings.

We primarily utilize commodity swaps, futures, forward contracts, and options contracts, generally with maturity dates of three years or less, and from time to time interest rate swaps or caps to achieve these objectives.

Futures contracts are standardized agreements, traded on a futures exchange, to buy or sell the commodity at a predetermined price and location at a specified future date.

Options provide the right, but not the obligation to buy or sell a commodity at a specified price in the future.

Commodity swaps and futures contracts require cash settlement for the commodity based on the difference between a fixed or floating price and the market price on the settlement date, and options require payment/receipt of an upfront premium.

Because these derivatives are entered into to achieve objectives specifically related to our inventory and

Notes to Condensed Consolidated Financial Statements (unaudited)

production risks, such gains and losses (to the extent not designated as accounting hedges and recognized on an unrealized basis in other comprehensive income) are recognized in cost of materials and other.

On August 20, 2024 and May 2, 2025, we entered into interest rate swap agreements to hedge floating rate debt by exchanging interest rate cash flows, based on a notional amount from a floating rate to a fixed rate, which effectively fixed the variable SOFR interest component of the Delek Term Loan Credit Facility.

The aggregate notional amount under the agreements cover $ 700.0 million of the outstanding principal throughout the duration of the interest rate swaps.

Because the swaps were entered into to achieve objectives specifically related to our interest expense, such gains and losses are recognized in interest expense, net on the condensed consolidated statements of income.

On April 1, 2026, we entered into an interest rate swap agreement to hedge floating rate debt by exchanging interest rate cash flows, based on a notional amount from a floating rate to a fixed rate, which effectively fixed the variable SOFR interest component of the Delek Term Loan Credit Facility.

The aggregate notional amount under this agreement covers $ 200.0 million of the outstanding principal with an effective date of April 3, 2026 and termination date of April 3, 2028.

• limiting exposure to interest rate fluctuations on our floating rate borrowings.

To achieve these objectives, we primarily utilize commodity swaps, futures, forward contracts, and options contracts, generally with maturity dates of three years or less, and from time to time interest rate swaps or caps.

Futures contracts are standardized exchange-traded agreements, to buy or sell the commodity at a predetermined price and location at a specified future date.

Options grant the right, but not the obligation, to buy or sell a commodity at a specified price in the future.

Because these derivatives are entered into to manage inventory and production risks, related gains and losses (to the extent not designated as accounting hedges and recognized on an unrealized basis in other comprehensive income) are recognized in cost of materials and other.

On August 20, 2024, May 2, 2025 and April 1, 2026 we entered into interest rate swap agreements to hedge floating rate debt by exchanging interest rate cash flows, based on a notional amount from a floating rate to a fixed rate, effectively fixing the variable SOFR interest component on certain Delek debt.

The aggregate notional amount under the agreements covers $ 900.0 million of the outstanding principal throughout the duration of the interest rate swaps.

Because the swaps were entered into to achieve objectives specifically related to our interest expense, related gains and losses are recognized in interest expense, net on the condensed consolidated statements of income.

Forward contracts are agreements to buy or sell a commodity at a predetermined price at a specified future date, and for our transactions, generally require physical delivery.

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Commodity forward contracts accounted for as derivative instruments are recorded at fair value with changes in fair value recognized in earnings in the period of change.

Our Canadian crude trading operations are accounted for as derivative instruments, and the related unrealized and realized gains and losses are recognized in other operating income, net on the condensed consolidated statements of income.

Additionally, as of and for the three months ended March 31, 2026, other forward contracts accounted for as derivatives that are specific to managing crude costs rather than for trading purposes are recognized in cost of materials and other on the condensed consolidated statements of income in our refining segment, and are included in our disclosures of commodity derivatives in the tables below.

Futures, swaps or other commodity related derivative instruments that are utilized to specifically provide economic hedges on our Canadian forward contract or investment positions are recognized in other operating income, net because that is where the related underlying transactions are reflected.

As of and for the three and six months ended June 30, 2026, other forward contracts accounted for as derivatives that are specific to managing crude costs rather than for trading purposes are recognized in cost of materials and other on the condensed consolidated statements of income in our refining segment, and are included in our disclosures of commodity derivatives in the tables below.

Notes to Condensed Consolidated Financial Statements (unaudited)

From time to time, we also enter into future commitments to purchase or sell RINs at fixed prices and quantities, which are used to manage the costs associated with our RINs Obligation.

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Changes in the fair value of these future RINs commitment contracts are recorded in cost of materials and other on the condensed consolidated statements of income.

As of March 31, 2026, we do not believe there is any material credit risk with respect to the counterparties to any of our derivative contracts.

The following table presents the fair value of our derivative instruments as of March 31, 2026, and December 31, 2025.

As of June 30, 2026, we do not believe there is any material credit risk with respect to the counterparties to any of our derivative contracts.

In April 2026, DK entered into a contract to exchange crude oil barrels.

Under the arrangement, the counterparty agreed to deliver 1.0 million barrels to DK in the second quarter of 2026, with a return of approximately 1.2 million barrels in 2028.

The arrangement is accounted for as a derivative, indexed to forward crude pricing.

Changes in the fair value of the derivative are recorded in cost of materials and other on the condensed consolidated statements of income.

The following table presents the fair value of our derivative instruments as of June 30, 2026, and December 31, 2025.

The fair value amounts below are presented on a gross basis and do not reflect the netting of asset and liability positions permitted under our master netting arrangements, including cash collateral on deposit with our counterparties.

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See Note 11 for further information regarding the fair value of derivative instruments (in millions).

March 31, 2026 December 31, 2025

June 30, 2026 December 31, 2025

Derivative Type Balance Sheet Location Assets Liabilities Assets Liabilities

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Commodity derivatives (1)

Other long-term assets 2.1 ( 1.1 ) — —

Other long-term liabilities — ( 5.0 ) — —

RINs commitment contracts (2)

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Interest rate swap derivatives Other long-term liabilities — ( 3.9 ) — ( 2.3 )

Crude exchange contract Other long-term liabilities — ( 80.0 ) — —

Total gross fair value of derivatives 89.4 ( 172.5 ) 15.0 ( 21.7 )

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Total net fair value of derivatives $ 8.3 $ ( 88.9 ) $ 0.7 $ ( 5.0 )

(1) As of March 31, 2026, and December 31, 2025, we had open derivative positions representing 31,373,000 and 8,950,000 barrels, respectively, of crude oil and refined petroleum products.

As of March 31, 2026 and December 31, 2025, we had no open derivative positions representing natural gas products.

(2) As of March 31, 2026, and December 31, 2025, we had open RINs commitment contracts representing 20,636,802 and 112,250,000 RINs, respectively.

(3) As of March 31, 2026, and December 31, 2025, $ 39.2 million and $ 2.4 million, respectively, of cash collateral held by counterparties has been netted with the derivatives with each counterparty.

Notes to Condensed Consolidated Financial Statements (unaudited)

(1) As of June 30, 2026, and December 31, 2025, we had open derivative positions representing 22,536,000 and 8,950,000 barrels, respectively, of crude oil and refined petroleum products.

As of June 30, 2026 and December 31, 2025, we had no open derivative positions representing natural gas products.

(2) As of June 30, 2026, and December 31, 2025, we had open RINs commitment contracts representing 15,460,000 and 112,250,000 RINs, respectively.

(3) As of June 30, 2026, and December 31, 2025, $ 2.5 million and $ 2.4 million, respectively, of cash collateral held by counterparties has been netted with the derivatives with each counterparty.

Total gains (losses) on our non-trading commodity derivatives and RINs commitment contracts recorded in the condensed consolidated statements of income are as follows (in millions):

Three Months Ended March 31,

Gains (losses) on hedging derivatives not designated as hedging instruments recognized in cost of materials and other (1)

Three Months Ended June 30, Six Months Ended June 30,

2026 2025 2026 2025

Gains (losses) on derivatives not designated as hedging instruments recognized in cost of materials and other (1)

$ 2.0 $ ( 3.3 ) $ ( 63.7 ) $ 12.0

Gains (losses) on interest rate derivatives not designated as hedging instruments recognized in interest expense, net (2)

1.9 ( 0.6 ) 3.8 ( 2.9 )

Total gains (losses) $ 3.9 ( 3.9 ) $ ( 59.9 ) $ 9.1

(1) Gains (losses) on commodity derivatives that are economic hedges but not designated as hedging instruments include unrealized gains (losses) of $( 23.3 ) million and $ 1.6 million for the three months ended March 31, 2026 and 2025, respectively.

(2) Gains (losses) on interest rate derivatives that are economic hedges but not designated as hedging instruments include unrealized gains (losses) of $ 1.4 million and $( 3.4 ) million for the three months ended March 31, 2026 and 2025, respectively.

(1) Gains (losses) on commodity derivatives that are economic hedges but not designated as hedging instruments include unrealized gains (losses) of $ 22.4 million and $( 1.0 ) million for the three and six months ended June 30, 2026, respectively, and $( 6.3 ) million and $( 4.7 ) million for the three and six months ended June 30, 2025, respectively.

(2) Gains (losses) on interest rate derivatives that are economic hedges but not designated as hedging instruments include unrealized gains (losses) of $ 1.5 million and $ 2.9 million for the three and six months ended June 30, 2026, respectively, and $( 1.8 ) million and $( 5.2 ) million for the three and six months ended June 30, 2025, respectively.

Notes to Condensed Consolidated Financial Statements (unaudited)

Fair Value Measurements

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Our commodity derivative contracts, which consist of commodity swaps, exchange-traded futures, options and physical commodity forward purchase and sale contracts (that do not qualify for the NPNS exception under ASC 815), are valued based on exchange pricing and/or price index developers such as Platts or Argus and are, therefore, classified as Level 2.

Our crude exchange contract is valued based on forward crude prices that are observable market inputs, and therefore classified as Level 2.

Our interest rate swaps are valued based on discounted cash flow models that incorporate the cash flows of the derivatives, as well as the current SOFR rate and a forward SOFR curve, along with other observable market inputs and are, therefore, classified as Level 2.

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When there is a Consolidated Net RIN surplus, we value the asset at historical cost under the inventory method.

With respect to our Consolidated Net RINs Obligation, we recognized losses of $( 180.8 ) million and $( 1.1 ) million on changes in fair value for the three months ended March 31, 2026 and 2025, respectively, primarily attributable to movements in the market prices of RINs that occurred during the period.

With respect to our Consolidated Net RINs Obligation, we recognized losses of $( 151.2 ) million and $( 332.0 ) million on changes in fair value for the three and six months ended June 30, 2026, respectively, primarily attributable to movements in the market prices of RINs that occurred during the period.

There were losses of $( 5.2 ) million and $( 6.3 ) million on changes in fair value for the three and six months ended June 30, 2025, respectively.

Our RINs commitment contracts, which are forward contracts accounted for as derivatives (see Note 10 and Note 15), are future commitments to purchase or sell RINs at fixed prices and quantities.

The RINs commitment contracts are categorized as Level 2, and are measured at fair value based on quoted prices from an independent pricing service.

Notes to Condensed Consolidated Financial Statements (unaudited)

Inventory Intermediation

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See Note 8 for discussion of gains and losses recognized from changes in fair value.

The fair value of the Delek Logistics 2028 Notes is measured based on quoted market prices in an active market, defined as Level 2 in the fair value hierarchy.

The carrying value (excluding unamortized debt issuance costs) and estimated fair value of these notes was $ 400.0 million and $ 401.3 million, respectively, as of March 31, 2026, and $ 400.0 million and $ 402.7 million, respectively, at December 31, 2025.

In addition, the fair value of the Delek Logistics 2029 Notes is measured based on quoted market prices in an active market, defined as Level 2 in the fair value hierarchy.

The carrying value (excluding unamortized debt issuance costs) and estimated fair value of these notes was $ 1,050.0 million and $ 1,088.4 million, respectively, as of March 31, 2026, and $ 1,050.0 million and $ 1,100.4 million, respectively, at December 31, 2025.

Also, the fair value of the Delek Logistics 2033 Notes is measured based on quoted market prices in an active market, defined as Level 2 in the fair value hierarchy.

The carrying value (excluding unamortized debt issuance costs) and estimated fair value of these notes was $ 700.0 million and $ 707.2 million, respectively, as of March 31, 2026, and $ 700.0 million and $ 716.4 million, respectively, at December 31, 2025.

Notes to Condensed Consolidated Financial Statements (unaudited)

The fair values of the Delek Logistics 2029 Notes, 2033 Notes, and 2034 Notes are each measured using quoted market prices in an active market (Level 2 in the fair value hierarchy).

The carrying values (excluding unamortized debt issuance costs) and estimated fair values of these notes were as follows (in millions):

Balance at June 30, 2026 Balance at December 31, 2025

Carrying Value Fair Value Carrying Value Fair Value

Delek Logistics 2029 Notes (1)

$ 650.0 $ 676.6 $ 1,050.0 $ 1,100.4

Delek Logistics 2033 Notes $ 700.0 $ 714.4 $ 700.0 $ 716.4

Delek Logistics 2034 Notes $ 800.0 $ 797.3 N/A N/A

(1) The carrying value of the Delek Logistics 2029 Notes decreased as a result of a conditional notice of partial redemption of $ 400.0 million in principal, issued concurrently with the offering of the Delek Logistics 2034 Notes.

The fair value approximates the historical or amortized cost basis comprising our carrying value for all other financial instruments and therefore are not included in the table below.

The fair value hierarchy for our financial assets and liabilities accounted for at fair value on a recurring basis was as follows (in millions):

As of March 31, 2026

As of June 30, 2026

Level 1 Level 2 Level 3 Total

5 unchanged sentences

Interest rate swap derivatives — ( 3.9 ) — ( 3.9 )

RINs commitment contracts — ( 3.1 ) — ( 3.1 )

Consolidated Net RINs deficit — ( 822.5 ) — ( 822.5 )

Crude exchange contract — ( 80.0 ) — ( 80.0 )

Inventory Intermediation Agreement obligation — ( 95.2 ) — ( 95.2 )

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Net liabilities $ — $ ( 1,000.8 ) $ — $ ( 1,000.8 )

Notes to Condensed Consolidated Financial Statements (unaudited)

As of December 31, 2025

5 unchanged sentences

RINs commitment contracts — ( 2.7 ) — ( 2.7 )

Environmental credits obligation deficit — ( 107.4 ) — ( 107.4 )

Consolidated Net RINs deficit — ( 107.4 ) — ( 107.4 )

Inventory Intermediation Agreement obligation — ( 119.5 ) — ( 119.5 )

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This differs from the presentation in the financial statements which reflects our policy, wherein we have elected to offset the fair value amounts recognized for multiple derivative instruments executed with the same counterparty and where the legal right of offset exists.

As of March 31, 2026, and December 31, 2025, $ 39.2 million and $ 2.4 million, respectively, of cash collateral was held by counterparty brokerage firms and has been netted with the net derivative positions with each counterparty.

As of June 30, 2026, and December 31, 2025, $ 2.5 million and $ 2.4 million, respectively, of cash collateral was held by counterparty brokerage firms and has been netted with the net derivative positions with each counterparty.

See Note 10 for further information regarding derivative instruments.

The aggregate notional amount under this agreement covers $ 200.0 million of the outstanding principal with an effective date of April 3, 2026 and termination date of April 3, 2028.

Notes to Condensed Consolidated Financial Statements (unaudited)

Non-Recurring Fair Value Measurements

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Numerous permits or other authorizations are required under these laws and regulations for the operation of our refineries, renewable fuels facilities, terminals, pipelines, underground storage tanks, trucks, rail cars, and related operations, and may be subject to revocation, modification, and renewal.

These laws and permits raise potential exposure to future claims and lawsuits involving environmental and safety matters which could include soil and water contamination, air pollution, personal injury and property damage allegedly caused by substances which we manufactured, handled, used, released or disposed of, transported, or that relate to pre-existing conditions for which we have assumed responsibility.

These laws and permits raise potential exposure to future claims and lawsuits involving environmental and safety matters which could include soil and water contamination, air pollution, personal injury and property damage allegedly caused by substances that we manufactured, handled, used, released or disposed of, transported, or that relate to pre-existing conditions for which we have assumed responsibility.

We believe that our current operations are in substantial compliance with existing environmental and safety requirements.

However, there have been and will continue to be ongoing discussions about environmental and safety matters between us and federal and state authorities, including notices of violations, citations and other enforcement actions, some of which have resulted or may result in changes to operating procedures and in capital expenditures.

While it is often difficult to quantify future environmental or safety related expenditures, we anticipate

Notes to Condensed Consolidated Financial Statements (unaudited)

that continuing capital investments and changes in operating procedures will be required for the foreseeable future to comply with existing and new requirements, as well as evolving interpretations and more strict enforcement of existing laws and regulations.

As of March 31, 2026, we have recorded an environmental liability of approximately $ 35.6 million, primarily related to the estimated probable costs of remediating or otherwise addressing certain environmental issues of a non-capital nature at our refineries, as well as terminals, some of which we no longer own.

While it is often difficult to quantify future environmental or safety related expenditures, we anticipate that continuing capital investments and changes in operating procedures will be required for the foreseeable future to comply with existing and new requirements, as well as evolving interpretations and more strict enforcement of existing laws and regulations.

As of June 30, 2026, we have recorded an environmental liability of approximately $ 35.2 million, primarily related to the estimated probable costs of remediating or otherwise addressing certain environmental issues of a non-capital nature at our refineries, as well as terminals, some of which we no longer own.

This liability includes estimated costs for ongoing investigation and remediation efforts for known contamination of soil and groundwater.

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Delek Logistics has entered into an arrangement with a third party to construct, own, and subsequently lease to us certain sour gas gathering equipment near our Libby gas processing plant.

The construction is expected to be completed in the second quarter of 2026, at which time we have committed to enter into a finance lease for the equipment.

During construction, we are not deemed to control the assets and are not obligated to fund construction costs;

therefore, we have not recognized the assets or related obligations on our balance sheet as of March 31, 2026.

Construction is expected to be completed in the second half of 2026, at which time we are committed to enter into a finance lease for the equipment.

As we do not control the assets during construction and have no obligation to fund construction costs, no assets or related obligations have been recognized on the condensed consolidated balance sheets as of June 30, 2026.

The total estimated project cost is approximately $ 60.0 million.

Upon lease commencement, we will recognize a right-of-use asset and lease liability in accordance with ASC 842, Leases ("ASC 842").

Upon lease commencement, we will recognize a right-of-use asset and corresponding lease liability in accordance with ASC 842, Leases ("ASC 842").

Under ASC 740, Income Taxes (“ASC 740”), we generally use an estimated annual tax rate to record income taxes.

For interim financial reporting, except in specified cases, the quarterly income tax provision aligns with the estimated annual tax rate, updated each quarter based on revised full-year pre-tax book earnings.

Our effective tax rate for continuing operations was 23.4 % and 18.9 % for the three months ended March 31, 2026 and 2025, respectively.

The difference between the effective tax rate and the statutory rate is generally attributable to permanent differences and discrete items.

The change in our effective tax rate for the three months ended March 31, 2026 as compared to the three months ended March 31, 2025 was primarily due to a decrease in quarter-to-date pre-tax earnings, the impact of fixed dollar favorable permanent adjustments, and changes in valuation allowances on the quarter.

Our effective tax rate for continuing operations was 18.8 % and 60.7 % for the three and six months ended June 30, 2026, respectively, and 13.6 % and 17.1 % for the three and six months ended June 30, 2025, respectively.

The difference between our effective tax rate and the statutory rate is generally attributable to permanent differences and discrete items.

The change in our effective tax rate for the three and six months ended June 30, 2026 as compared to the three and six months ended June 30, 2025 was

Notes to Condensed Consolidated Financial Statements (unaudited)

primarily due to an increase in quarter-to-date pre-tax earnings, the impact of fixed dollar favorable permanent adjustments and changes in valuation allowance on the quarter.

Related Party Transactions

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Transactions with our related parties were as follows for the periods presented (in millions):

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2026 2025 2026 2025

$ 30.6 $ 36.3 $ 49.5 $ 57.4

Cost of materials and other (2)

4 unchanged sentences

The detail of other current assets is as follows (in millions):

Other Current Assets March 31, 2026 December 31, 2025

Other Current Assets June 30, 2026 December 31, 2025

Prepaid expenses $ 95.2 $ 55.8

3 unchanged sentences

Total $ 108.7 $ 67.5

Notes to Condensed Consolidated Financial Statements (unaudited)

The detail of accrued expenses and other current liabilities is as follows (in millions):

Accrued Expenses and Other Current Liabilities March 31, 2026 December 31, 2025

Accrued Expenses and Other Current Liabilities June 30, 2026 December 31, 2025

Consolidated Net RINs deficit (1) (see Note 11)

2 unchanged sentences

Product financing agreements 174.6 243.8

Deferred revenue 68.4 71.0

Income and other taxes payable 134.7 86.5

Employee costs 60.9 73.3

Deferred revenue 8.5 71.0

Short-term derivative liabilities (see Note 10)

1 unchanged sentence

Total $ 1,522.6 $ 858.9

(1) Inclusive of a RIN lower of cost or market reserve of $ 7.7 million as of December 31, 2025.

(1) Inclusive of a RIN lower of cost or market reserve of $ 2.4 million and $ 7.7 million as of June 30, 2026 and December 31, 2025, respectively.

Notes to Condensed Consolidated Financial Statements (unaudited)

Restructuring and Other Charges

2 unchanged sentences

The detail of restructuring costs is as follows (in millions):

Three Months Ended March 31, 2026

Three Months Ended June 30, 2026

Type of Costs Statement of Income Location Refining Logistics Corporate,

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Total $ — $ — $ 10.9 $ 10.9

Three Months Ended March 31, 2025

Three Months Ended June 30, 2025

Type of Costs Statement of Income Location Refining Logistics Corporate,

3 unchanged sentences

Total $ — $ — $ 25.5 $ 25.5

Six Months Ended June 30, 2026

Type of Costs Statement of Income Location Refining Logistics Corporate,

Other and Eliminations Consolidated

Consulting fees, severance costs, and equity-based compensation General and administrative expenses $ — $ — $ 8.1 $ 8.1

Severance costs and equity-based compensation Operating expenses — — 5.5 5.5

Total $ — $ — $ 13.6 $ 13.6

Six Months Ended June 30, 2025

Type of Costs Statement of Income Location Refining Logistics Corporate,

Other and Eliminations Consolidated

Consulting fees, severance costs and equity-based compensation General and administrative expenses $ — $ — $ 29.6 $ 29.6

Severance costs and equity-based compensation Operating expenses 0.3 — 4.0 4.3

Total $ 0.3 $ — $ 33.6 $ 33.9

Accumulated Restructuring Costs

The following table summarizes (in millions) the restructuring costs recognized in the Company's condensed consolidated statements of income since inception of the the restructuring plan in fiscal year 2022 through the period ended March 31, 2026, excluding discontinued operations:

The following table summarizes (in millions) the restructuring costs recognized in the Company's condensed consolidated statements of income since inception of the restructuring plan in fiscal year 2022 through the period ended June 30, 2026, excluding discontinued operations:

Type of Costs Statement of Income Location Refining Logistics Corporate,

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The following table presents the movement of the restructuring liability, within the condensed consolidated balance sheets (in millions):

Type of Costs Statement of Income Location Balance at December 31, 2025 Expense Payments Other Balance at March 31, 2026

Type of Costs Statement of Income Location Balance at December 31, 2025 Expense Payments Other Balance at June 30, 2026

Consulting fees, severance costs, and equity-based compensation General and administrative expenses $ 0.2 $ 8.1 $ ( 2.0 ) $ ( 1.7 ) $ 4.6

3 unchanged sentences

Delek US Holdings, Inc.

2006 and 2016 and Alon USA Energy, Inc.

2005 Long-Term Incentive Plans (collectively, the "Incentive Plans")

Compensation expense related to equity-based awards granted under the Incentive Plans amounted to $ 5.5 million and $ 5.9 million for the three months ended March 31, 2026 and 2025, respectively.

These amounts are included in general and administrative expenses and operating expenses in the accompanying condensed consolidated statements of income.

As of March 31, 2026, there was $ 27.4 million of total unrecognized compensation cost related to non-vested share-based compensation arrangements, which is expected to be recognized over a weighted-average period of 1.8 years.

We issued net shares of common stock of 1,416,783 and 61,150 as a result of exercised or vested equity-based awards during the three months ended March 31, 2026 and 2025, respectively.

These amounts are net of 792,055 and 25,730 shares withheld to satisfy employee tax obligations related to the exercises and vesting during the three months ended March 31, 2026 and 2025, respectively.

On April 20, 2026, the stockholders of the Company approved the 2026 Long-Term Incentive Plan (the “2026 Plan”).The 2026 Plan replaces the Company’s 2016 Long-Term Incentive Plan.

Participants may be granted awards under the 2026 Plan in the form of options to purchase shares of Delek common stock, stock appreciation right awards, restricted stock awards, restricted stock units ("RSUs") awards, performance-based RSUs, and other forms of stock-based awards.

No further awards will be made under the 2016 Long-Term Incentive Plan.

2026 and 2016 Long-Term Incentive Plans (collectively, the "Incentive Plans")

On April 20, 2026 (the "Effective Date"), the Company's stockholders approved the 2026 Long-Term Incentive Plan (the “2026 Plan”), replacing the 2016 Long-Term Incentive Plan (the “Prior Plan”), under which no further awards will be made.

The 2026 Plan permits grants of stock options, stock appreciation rights, restricted stock awards, restricted stock units ("RSUs"), performance-based RSUs, and other forms of stock-based awards.

Shares available for grant under the 2026 Plan consist of (i) 1,300,000 shares of common stock, (ii) 3,738,087 shares remaining available under the Prior Plan as of the Effective Date, and (iii) any shares subject to outstanding Prior Plan awards that are subsequently forfeited, terminated, expired, lapsed without exercise (as applicable), or settled in cash.

Compensation expense related to equity-based awards granted under the Incentive Plans was $ 5.2 million and $ 10.7 million for the three and six months ended June 30, 2026, respectively, compared to $ 6.1 million and $ 12.0 million for the three and six months ended June 30, 2025, respectively, and is included in general and administrative expenses and operating expenses in the accompanying condensed consolidated statements of income.

As of June 30, 2026, there was $ 34.9 million of total unrecognized compensation cost related to non-vested share-based compensation arrangements, which is expected to be recognized over a weighted-average period of 2.0 years.

During the three and six months ended June 30, 2026, we issued 375,267 and 1,792,050 net shares of common stock, respectively, as a result of exercised or vested equity-based awards, compared to 415,334 and 476,484 for the three and six months ended June 30, 2025, respectively.

These amounts are net of 212,083 and 1,004,138 shares withheld to satisfy employee tax obligations related to the exercises and vesting during the three and six months ended June 30, 2026, respectively, and 167,910 and 193,640 shares during the three and six months ended June 30, 2025, respectively.

Shareholders' Equity

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April 20, 2026 $ 0.255 May 1, 2026 May 8, 2026

July 23, 2026 $ 0.255 August 3, 2026 August 10, 2026

Stock Repurchase Program

Our Board of Directors has authorized a share repurchase program under which repurchases of Delek common stock may be executed through open market transactions or privately negotiated transactions, in accordance with applicable securities laws.

The timing, price, and size of repurchases are made at the discretion of management and will depend on prevailing share prices, general economic and market conditions, and other considerations.

The authorization has no expiration date.

During the three months ended March 31, 2025, 2,009,420 shares of our common stock were repurchased and cancelled at the time of the transaction for a total of $ 31.5 million.

No shares were repurchased for the three months ended March 31, 2026.

As of March 31, 2026, there was $ 464.2 million of authorization remaining under Delek's aggregate stock repurchase program.

Our Board of Directors has authorized a share repurchase program permitting repurchases of Delek common stock through open market or privately negotiated transactions, in accordance with applicable securities laws.

Repurchase timing, price, and size are at management's discretion and depend on prevailing share prices, general economic and market conditions, and other relevant factors.

The authorization has no expiration date, and as of June 30, 2026, had $ 444.2 million remaining.

During the three and six months ended June 30, 2026, we repurchased and cancelled 442,893 shares of common stock for aggregate consideration of $ 20.0 million, compared to 685,050 and 2,694,470 shares for aggregate consideration of $ 12.9 million and $ 44.4 million for the same periods in 2025.

Notes to Condensed Consolidated Financial Statements (unaudited)

Subsequent Events

On August 3, 2026, the U.S.

Environmental Protection Agency (“EPA”) announced its final action on certain petitions for small refinery exemptions under the Renewable Fuel Standard program, which included the petition submitted for the Krotz Springs refinery for the 2024 compliance year.

In connection with that action, the EPA granted a full exemption with respect to the Krotz Springs refinery’s 2024 Renewable Fuel Standard obligations.

The EPA’s action follows the D.C.

Court of Appeals’ April 7, 2026 decision vacating the EPA’s prior denial of the 2024 exemption application.

Management's Discussion and Analysis

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

What changed 10-Q

Item 1. Financial Statements