Delek US Holdings, Inc. 10-K

ITEM 9A. CONTROLS AND PROCEDURES Disclosure Controls and Procedures We maintain disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e)) under the Exchange Act that are designed to provide reasonable assurance that the information that we are required to disclose in the reports we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC's rules and forms, and such information is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure. It should be noted that, because of inherent limitations, our disclosure controls and procedures, however well designed and operated, can provide only reasonable, and not absolute, assurance that the objectives of the disclosure controls and procedures are met. As required by paragraph (b) of Rule 13a-15 under the Exchange Act, we carried out an evaluation under the supervision and with the participation of our management, including our Chief Executive Officer and our Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures as of the end of the period covered by this report. Based on such evaluation, our Chief Executive Officer and our Chief Financial Officer have concluded that our disclosure controls and procedures were effective as of the end of the period covered by this report. Management's Annual Report on Internal Control over Financial Reporting Our management is responsible for establishing and maintaining adequate internal control over financial reporting. Our internal control over financial reporting is a process that is designed under the supervision of our Chief Executive Officer and Chief Financial Officer, and effected by our Board of Directors, management and other personnel, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with GAAP. Our internal control over financial reporting includes those policies and procedures that: • Pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of our assets; • Provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with GAAP and that receipts and expenditures recorded by us are being made only in accordance with authorizations of our management and Board of Directors; and • Provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of our assets that could have a material effect on our financial statements. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies and procedures may deteriorate. Management has conducted its evaluation of the effectiveness of internal control over financial reporting as of December 31, 2023, based on the framework in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. Management's assessment included an evaluation of the design of our internal control over financial reporting and testing the operational effectiveness of our internal control over financial reporting. Management reviewed the results of the assessment with the Audit Committee of the Board of Directors. Based on its assessment and review with the Audit Committee, management concluded that, at December 31, 2023, we maintained effective internal control over financial reporting. Report of Independent Registered Public Accounting Firm Our independent registered public accounting firm, Ernst & Young LLP, has audited the effectiveness of our internal control over financial reporting as of December 31, 2023, as stated in their report, which is included in the section beginning on page F-1. The information required by Item 8 is incorporated by reference to the section beginning on page F-1. Changes in Internal Control over Financial Reporting There has been no change in our internal control over financial reporting (as described in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the quarter ended December 31, 2023 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting. ITEM 9B. OTHER INFORMATION Rule 10b5-1 Trading Plans During the quarter ended December 31, 2023, none of our directors or officers (as defined in Rule 16a-1 under the Exchange Act) adopted , modified or terminated a "Rule 10b5-1 trading arrangement" or "non-Rule 105b-1 trading arrangement" (as those terms are defined in Item 408 of Regulation S-K). ITEM 9C. DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS Not applicable. 96 | Directors, Executive Officers, Corporate Governance and Security Ownership PART III ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE Our Board of Directors Governance Guidelines, our charters for our Audit, Human Capital and Compensation, Technology, Nominating and Corporate Governance and Environmental, Health and Safety Committees and our Code of Business Conduct & Ethics covering all employees, including our principal executive officer, principal financial officer, principal accounting officer and controllers, are available on our website, www.DelekUS.com, under the "About Us - Corporate Governance" caption. A print copy of any of these documents will be mailed upon a written request made by a stockholder to the Corporate Secretary, Delek US Holdings, Inc., 310 Seven Springs Way, Suite 500, Brentwood, Tennessee 37027. We intend to disclose any amendments to or waivers of the Code of Business Conduct & Ethics on behalf of our Chief Executive Officer, Chief Financial Officer and persons performing similar functions on our website, at www.DelekUS.com, under the "Investor Relations" caption, promptly following the date of any such amendment or waiver. The information required by Item 401 of Regulation S-K regarding directors will be included under "Election of Directors" in the definitive Proxy Statement for our Annual Meeting of Stockholders expected to be held May 2, 2024 (the "Definitive Proxy Statement"), and is incorporated herein by reference. The information required by Item 401 of Regulation S-K regarding executive officers will be included under "Corporate Governance" in the Definitive Proxy Statement and is incorporated herein by reference. The information required by Item 405 of Regulation S-K will be included under "Section 16(a) Beneficial Ownership Reporting Compliance" in the Definitive Proxy Statement and is incorporated herein by reference. The information required by Items 406, 407(c)(3), (d)(4), and (d)(5) of Regulation S-K will be included under "Corporate Governance" in the Definitive Proxy Statement and is incorporated herein by reference. Board of Directors • Ezra Uzi Yemin • Avigal Soreq • William J. Finnerty • Richard Marcogliese • Leonardo Moreno • Christine Benson Schwartzstein • Gary M. Sullivan, Jr. • Vasiliki (Vicky) Sutil • Laurie Z. Tolson • Shlomo Zohar Senior Management • Avigal Soreq – President and Chief Executive Officer • Joseph Israel – Executive Vice President, Operations • Reuven Spiegel – Executive Vice President and Chief Financial Officer • Denise McWatters – Executive Vice President, General Counsel and Secretary • Patrick Reilly - Executive Vice President, Chief Commercial Officer • Jared Serff – Executive Vice President and Chief Human Resources Officer • Anthony L. Miller – Executive Vice President – Retail • Sarit Soccary – Managing Partner – DK Innovation • Mark Hobbs – Executive Vice President, Corporate Development • Ido Biger – Executive Vice President, Chief Technology Officer and Chief Data Officer ITEM 11. EXECUTIVE COMPENSATION The information required by Item 402 and paragraphs (e)(4) and (e)(5) of Item 407 of Regulation S-K will be included under "Executive Compensation" and "Corporate Governance" in the Definitive Proxy Statement and is incorporated herein by reference. ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS The information required by Item 201(d) and Item 403 of Regulation S-K will be included under "Equity Compensation Plan Information" and "Security Ownership of Certain Beneficial Owners and Management" in the Definitive Proxy Statement and is incorporated herein by reference. ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR INDEPENDENCE The information required by Item 404 of Regulation S-K will be included under "Certain Relationships and Related Transactions" in the Definitive Proxy Statement and is incorporated herein by reference. The information required by Item 407(a) of Regulation S-K will be included under "Election of Directors" and "Corporate Governance" in the Definitive Proxy Statement and is incorporated herein by reference. 97 | ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES The information required by this item will be included under “Independent Public Accountants” in the Definitive Proxy Statement and is incorporated herein by reference. 98 | Exhibits PART IV ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES Certain Documents Filed as Part of this Annual Report on Form 10-K: 1. Financial Statements. The accompanying Index to Financial Statements on page F-1 of this Annual Report on Form 10-K is provided in response to this item. 2. List of Financial Statement Schedules. All schedules are omitted because the required information is either not present, not present in material amounts, included within the Consolidated Financial Statements or is not applicable. 3. Exhibits - See below. EXHIBIT INDEX Exhibit No. Description 2.1 < Agreement and Plan of Merger dated as of January 2, 2017, among Delek US Holdings, Inc., Delek Holdco, Inc., Dione Mergeco, Inc., Astro Mergeco, Inc. and Alon USA Energy, Inc. (incorporated by reference to Exhibit 2.1 to the Company's Form 8-K filed on January 3, 2017). 2.2 First Amendment to Agreement and Plan of Merger dated as of February 27, 2017, among Delek US Holdings, Inc., Delek Holdco, Inc., Dion Mergeco, Inc., Astro Mergeco, Inc., and Alon USA Energy, Inc. (incorporated by reference to Exhibit 2.6 to the Company’s Form 10-K filed on February 28, 2017). 2.3 Second Amendment to Agreement and Plan of Merger dated as of April 21, 2017, among Delek US Holdings, Inc., Delek Holdco, Inc., Dion Mergeco, Inc., Astro Mergeco, Inc., and Alon USA Energy, Inc. (incorporated by reference to Annex B-2 to the Company’s Proxy Statement/Prospectus filed pursuant to Rule 424(b)(3) on May 30, 2017). 2.4 Agreement and Plan of Merger dated as of November 8, 2017, among Delek US Holdings, Inc., Sugarland Mergeco, LLC, Alon USA Partners, LP, and Alon USA Partners GP, LLC (incorporated by reference to Exhibit 2.1 to the Company’s Form 8-K filed on November 9, 2017). 2.5 Membership Interest Purchase Agreement, dated as of April 8, 2022, by and between 3 Bear Energy – New Mexico LLC and DKL Delaware Gathering, LLC (incorporated by reference to Exhibit 2.1 to the Partnership’s Form 8-K filed on April 11, 2022). 3.1 Second Amended and Restated Certificate of Incorporation of Delek US Holdings, Inc. (incorporated by reference to Exhibit 3.1 of the Company’s Form 10-Q filed on May 9, 2022). 3.2 Fifth Amended and Restated Bylaws of Delek US Holdings, Inc. (incorporated by reference to Exhibit 3.1 of the Company’s Form 10-Q filed on November 8, 2022). 4.1 Indenture, dated as of May 23, 2017, among Delek Logistics, LP, Delek Logistics Finance Corp., the Guarantors named therein and U.S. Bank, National Association, as trustee (incorporated by reference to Exhibit 4.1 to the Partnership's Form 8-K filed on May 24, 2017, SEC File No. 001-35721). 4.2 Form of 6.750% Senior Notes due 2025 (included as Exhibit A in Exhibit 4.1 to the Partnership's Form 8-K filed on May 24, 2017, SEC File No. 001-35721). 4.3 Indenture, dated as of May 24, 2021, among Delek Logistics, Delek Logistics Finance Corp., the Guarantors named therein and U.S. Bank, National Association, as trustee (incorporated by reference to Exhibit 4.1 of Delek Logistics’ Form 8-K filed on May 26, 2021). 4.4 Form of 7.125% Senior Note due 2028 (incorporated by reference to Exhibit 4.2 of the Partnership’s Form 8-K filed on May 26, 2021). 4.5 # Description of Common Stock. 10.1 * Form of Indemnification Agreement for Directors and Officers ((incorporated by reference to Exhibit 10.1 to the Company’s Form 10-K filed on February 25, 2022). 10.2(a) * Delek US Holdings, Inc. 2006 Long-Term Incentive Plan (as amended through May 4, 2010) (incorporated by reference to Exhibit 10.1 to the Company's Form 10-Q filed on May 7, 2010, SEC File No. 001-32868). 10.2(b) * Director Form of Delek US Holdings, Inc. 2006 Long-Term Incentive Plan Stock Appreciation Rights Agreement (incorporated by reference to Exhibit 10.5 to the Company's Form 10-Q filed on August 6, 2010, SEC File No. 001-32868). 10.2(c) * Employee Form of Delek US Holdings, Inc. 2006 Long-Term Incentive Plan Stock Appreciation Rights Agreement (incorporated by reference to Exhibit 10.4 to the Company's Form 10-Q filed on August 6, 2010, SEC File No. 001-32868). 10.3(a) * Delek US Holdings, Inc. 2016 Long-Term Incentive Plan (incorporated by reference to Exhibit 99.1 to the Company's Registration Statement on Form S-8 filed on June 1, 2016). 10.3(b) * First Amendment to the Delek US Holdings, Inc. 2016 Long-Term Incentive Plan, effective May 8, 2018 (incorporated by reference to Exhibit 10.2 to the Company's Registration Statement on Form S-8 filed on May 31, 2018). 10.3(c) * Second Amendment to the Delek US Holdings, Inc. 2016 Long-Term Incentive Plan, effective May 5, 2020 (incorporated by reference to Exhibit 10.3 to the Company's Form 10-Q filed on May 8, 2020). 99 | 10.3(d) * Third Amendment to the Delek US Holdings, Inc. 2016 Long-Term Incentive Plan (incorporated by reference to Exhibit 10.4 of the Company’s Form S-8 filed on June 10, 2021) 10.3(e) * Fourth Amendment to the Delek US Holdings, Inc. 2016 Long-Term Incentive Plan (incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q filed on August 5, 2022). 10.3(f) * Fifth Amendment to the Delek US Holdings, Inc. 2016 Long-Term Incentive Plan (incorporated by reference to Exhibit 10.3 to the Company’s Form 10-Q filed on August 9, 2023). 10.3(g) * General Terms and Conditions for Restricted Stock Unit Awards to Executive Officers and Directors under the 2016 Delek US Holdings, Inc. Long-Term Incentive Plan (incorporated by reference to Exhibit 10.5 to the Company's Form 10-Q filed on August 5, 2016). 10.3(h) * General Terms and Conditions for Stock Appreciation Right Awards to Executive Officers and Directors under the 2016 Delek US Holdings, Inc. Long-Term Incentive Plan (incorporated by reference to Exhibit 10.6 to the Company's Form 10-Q filed on August 5, 2016). 10.3(i) * Form of Delek US Holdings, Inc. 2016 Long-Term Incentive Plan Performance Restricted Stock Unit Agreement (incorporated by reference to Exhibit 10.29(c) to the Company’s Form 10-K filed February 28, 2017). 10.3(j) * Form of Delek US Holdings, Inc. 2016 Long-Term Incentive Plan Restricted Stock Unit Agreement (incorporated by reference to Exhibit 10.29(d) to the Company’s Form 10-K filed February 28, 2017). 10.3(k) * Form of Delek US Holdings, Inc. 2016 Long-Term Incentive Plan Performance-Based Restricted Stock Unit Agreement (Cash Settled) (incorporated by reference to Exhibit 10.9 to the Company’s Form 10-Q filed on May 5, 2022) . 10.3(l) * Form of Delek US Holdings, Inc. 2016 Long-Term Incentive Plan Restricted Stock Unit Agreement (Cash Settled) (incorporated by reference to Exhibit 10.10 to the Company’s Form 10-Q filed on May 5, 2022). 10.4(a) * Alon USA Energy, Inc. Second Amended and Restated 2005 Incentive Compensation Plan (incorporated by reference to Exhibit 10.2 to Alon USA Energy, Inc.’s Form 10-Q filed on May 9, 2012, SEC File No. 001-32567). 10.4(b) * Form of Restricted Stock Award Agreement relating to Director Grants pursuant to Section 12 of the Alon USA Energy, Inc. 2005 Incentive Compensation Plan (incorporated by reference to Exhibit 10.1 to Alon USA Energy, Inc.’s Form 8-K filed on August 5, 2005, SEC File No. 001-32567). 10.4(c) * Form of Restricted Stock Award Agreement relating to Participant Grants pursuant to Section 8 of the Alon USA Energy, Inc. 2005 Incentive Compensation Plan (incorporated by reference to Exhibit 10.1 to Alon USA Energy, Inc.’s Form 8-K filed on August 23, 2005, SEC File No. 001-32567). 10.4(d) * Form II of Restricted Stock Award Agreement relating to Participant Grants pursuant to Section 8 of the Alon USA Energy, Inc. 2005 Incentive Compensation Plan (incorporated by reference to Exhibit 10.3 to Alon USA Energy, Inc.’s Form 8-K filed on November 8, 2005, SEC File No. 001-32567). 10.4(e) * Alon USA Energy, Inc. Form of Restricted Stock Award Agreement (incorporated by reference to Exhibit 10.1 to Alon USA Energy, Inc.’s Form 8-K filed on January 12, 2017, SEC File No. 001-32567). 10.4(f) * Form of Appreciation Rights Award Agreement relating to Participant Grants pursuant Section 7 of the Alon USA Energy, Inc. 2005 Incentive Compensation Plan (incorporated by reference to Exhibit 10.1 to Alon USA Energy, Inc.’s Form 8-K filed on March 12, 2007, SEC File No. 001-32567). 10.4(g) * Form of Amendment to Appreciation Rights Award Agreement relating to Participant Grants pursuant to Section 7 of the Alon USA Energy, Inc. 2005 Incentive Compensation Plan (incorporated by reference to Exhibit 10.2 to Alon USA Energy, Inc.’s Form 8-K filed on January 27, 2010, SEC File No. 001-32567). 10.4(h) * Form of Award Agreement relating to Executive Officer Restricted Stock Grants pursuant to the Alon USA Energy, Inc. 2005 Amended and Restated Incentive Compensation Plan (incorporated by reference to Exhibit 10.2 to Alon USA Energy, Inc.’s Form 8-K filed on May 9, 2011, SEC File No. 001-32567). 10.5 * First Amendment to Amended and Restated Executive Employment Agreement by and between the Company and Ezra Uzi Yemin, dated for reference as of March 27, 2022 (incorporated by reference to Exhibit 10.2 to the Company’s Form 10-Q filed on May 5, 2022). 10.6(a) * Executive Chairman Employment Agreement by and between the Company and Ezra Uzi Yemin, dated for reference as of March 27, 2022 (incorporated by reference to Exhibit 10.3 to the Company’s Form 10-Q filed on May 5, 2022). 10.6b) * First Amendment to Executive Chairman Employment Agreement, by and between Delek US Holdings, Inc. and Ezra Uzi Yemin, dated as of March 1, 2023 (incorporated by reference to Exhibit 10.1 to the Company’s Form 10-Q filed on May 9, 2023). 10.7 * Executive Employment Agreement by and between the Company and Avigal Soreq, dated for reference as of March 28, 2022 (incorporated by reference to Exhibit 10.5 to the Company’s Form 10-Q filed on May 5, 2022). 10.8 * Change in Control Severance Agreement, dated for reference as of June 13, 2022, by and between the Company and Avigal Soreq (incorporated by reference to Exhibit 10.15 to the Company's Form 10-K filed on March 1, 2023). 10.9(a) * Executive Employment Agreement, dated August 1, 2020, by and between Delek US Holdings, Inc. and Reuven Spiegel (incorporated by reference to Exhibit 10.5 of the Company’s Form 10-Q filed on August 7, 2020). 10.9(b) * First Amendment to Executive Employment Agreement, by and between Delek US Holdings, Inc. and Reuven Spiegel, dated as of March 1, 2023 (incorporated by reference to Exhibit 10.2 to the Company’s Form 10-Q filed on May 9, 2023) . 100 | 10.10 * Executive Employment Agreement, effective February 3, 2021, by and between Delek US Holdings, Inc. and Denise McWatters (incorporated by reference to Exhibit 10.25 to the Company’s Form 10-K filed on February 25, 2022). 10.11 * Executive Employment Agreement, by and between Delek US Holdings, Inc. and Joseph Israel, dated as of March 27, 2023 (incorporated by reference to Exhibit 10.3 to the Company’s Form 10-Q filed on May 9, 2023) . 10.12 * Consulting Agreement, dated as of November 3, 2020, by and between Delek US Holdings, Inc. and Frederec Green (incorporated by reference to Exhibit 10.29 to the Company’s Form 10-K filed on March 1, 2021). 10.13 Promissory Note, dated as of November 6, 2023, by and among Delek US Holdings, Inc. and Delek Logistics Partners, LP (incorporated by reference to Exhibit 10.2 of the Company’s Form 10-Q filed on November 8, 2023) 10.14 * Form of Change in Control Severance Agreement for Officers (incorporated by reference to Exhibit 10.8 to the Company’s Form 10-Q filed on May 5, 2022). 10.15 Tyler Throughput and Tankage Agreement, dated July 26, 2013, between Delek Refining, Ltd. and Delek Marketing & Supply, LP (incorporated by reference to Exhibit 10.1 to the Company's Form 8-K filed on August 1, 2013). 10.16 Pipelines and Tankage Agreement, dated November 7, 2012, by and between Delek Refining, Ltd. and Delek Crude Logistics, LLC (incorporated by reference to Exhibit 10.4 to the Company's Form 8-K filed on November 14, 2012, SEC File No. 001-32868). 10.17 Pipelines and Storage Facilities Agreement, dated November 7, 2012, by and among Lion Oil Company, Delek Logistics Partners, LP, SALA Gathering Systems, LLC, El Dorado Pipeline Company, LLC, Magnolia Pipeline Company, LLC and J. Aron & Company (incorporated by reference to Exhibit 10.5 to the Company's Form 8-K filed on November 14, 2012, SEC File No. 001-32868). 10.18(a) El Dorado Throughput and Tankage Agreement, executed as of February 10, 2014, between Lion Oil Company and Delek Logistics Operating LLC, and, for limited purposes, J. Aron & Company (incorporated by reference to Exhibit 10.1 to the Company's Form 8-K filed on February 14, 2014). 10.18(b) Amendment to El Dorado Throughput and Tankage Agreement, executed as of July 22, 2016 but effective as of February 11, 2014, between Lion Oil Company and Delek Logistics Operating LLC, and, for limited purposes, J. Aron & Company (incorporated by reference to Exhibit 10.4 to the Company's Form 10-Q filed on August 5, 2016). 10.19(a) Third Amended and Restated Omnibus Agreement, dated as of March 31, 2015, among Delek US Holdings, Inc., Lion Oil Company, Delek Logistics Operating, LLC, Delek Marketing & Supply, LP, Delek Refining, Ltd., Delek Logistics Partners, LP, Paline Pipeline Company, LLC, SALA Gathering Systems, LLC, Magnolia Pipeline Company, LLC, El Dorado Pipeline Company, LLC, Delek Crude Logistics, LLC, Delek Marketing-Big Sandy, LLC, DKL Transportation, LLC and Delek Logistics GP, LLC (incorporated by reference to Exhibit 10.1 to the Company's Form 10-Q filed on May 7, 2015). 10.19(b) First Amendment to Third Amended and Restated Omnibus Agreement, dated as of August 3, 2015, by and among Delek US Holdings, Inc., Lion Oil Company, Delek Logistics Operating, LLC, Delek Marketing & Supply, LP, Delek Refining, Ltd., Delek Logistics Partners, LP, Paline Pipeline Company, LLC, SALA Gathering Systems, LLC, Magnolia Pipeline Company, LLC, El Dorado Pipeline Company, LLC, Delek Crude Logistics, LLC, Delek Marketing-Big Sandy, LLC, DKL Transportation, LLC and Delek Logistics GP, LLC (incorporated by reference to Exhibit 10.5 to the Company's Form 10-Q filed on August 5, 2015). 10.19(c) Third Amendment and Restatement of Schedules to Third Amended and Restated Omnibus Agreement, dated and effective as of May 15, 2020 (incorporated by reference to Exhibit 10.2 of the Company’s Form 8-K filed on May 18, 2020). 10.20 Pipelines, Storage and Throughput Facilities Agreement (Big Spring Refinery Logistics Assets and Duncan Terminal), dated March 20, 2018 and effective as of March 1, 2018, by and among Alon USA, LP, DKL Big Spring, LLC, for the limited purposes specified therein, Delek US, and for the limited purposes specified therein, J. Aron & Company LLC (incorporated by reference to Exhibit 10.1 to the Company's Form 8-K filed on March 26, 2018). 10.21 Marketing Agreement, dated as of March 20, 2018 and effective as of March 1, 2018, by and among Alon USA, LP, DKL Big Spring, LLC, and for the limited purposes specified therein, Delek US (incorporated by reference to Exhibit 10.3 to the Company's Form 8-K filed on March 26, 2018). 10.22 Amended and Restated Term Loan Credit Agreement, dated as of November 18, 2022, by and among Delek US Holdings, Inc., as borrower, the lenders from time to time party thereto, Wells Fargo Bank, National Association, as administrative agent for each member of the Lender Group and the Bank Product Providers, the Subsidiaries of Delek US Holdings, Inc. from time to time party thereto, as guarantors, Wells Fargo Securities, LLC, MUFG Bank, Ltd., and BofA Securities Inc., each as a joint lead arranger and joint book runner, Mizuho Bank, Ltd., PNC Capital Markets LLC, Citizens Bank, N.A., Barclays Bank PLC and Truist Securities, Inc., each as senior co-managers (incorporated by reference to Exhibit 10.1 to the Company’s Form 8-K on November 18, 2022). 10.23(a) Third Amended and Restated Credit Agreement, dated as of October 26, 2022, by and among Delek US Holdings, Inc., as borrower, the lenders from time to time party thereto, Wells Fargo Bank, National Association, as administrative agent for each member of the Lender Group and the Bank Product Providers, the Subsidiaries of Delek US Holdings, Inc. from time to time party thereto, as guarantors, Wells Fargo Bank, National Association, Truist Securities, Inc., PNC Bank, National Association, Bank of America, N.A., MUFG Bank Ltd., Regions Capital Markets, a division of Regions Bank, and Barclays Bank PLC, each as a joint lead arranger and joint book runner, Wells Fargo Bank, National Association, Truist Bank, PNC Bank, National Association, Bank of America, N.A., MUFG Bank Ltd., Regions Capital Markets, a division of Regions Bank, and Barclays Bank PLC, each as a co-syndication agent, and Citizens Bank, N.A. as a documentation agent (incorporated by reference to exhibit 10.1 of the Company’s Form 8-K filed on October 27, 2022). 101 | 10.23(b) Amendment No. 1 to Third Amended and Restated Credit Agreement, dated as of December 22, 2022, by and among Delek US Holdings, Inc., as borrower, the subsidiaries of Delek US Holdings, Inc. party thereto, as guarantors, the lenders party thereto and Wells Fargo Bank, National Association, as administrative agent (incorporated by reference to Exhibit 10.3 of the Company’s Form 8-K filed on December 29, 2022). 10.24 Third Amended and Restated Limited Liability Company Agreement of Wink to Webster Pipeline LLC, a Delaware limited liability company, dated as of July 30, 2019, by and among Delek US Energy, Inc., ExxonMobil Permian Logistics LLC, Plains Pipeline, L.P., MPLX W2W Pipeline Holdings, LLC, Centurion Permian Logistics, LLC, and Rattler Midstream Operating LLC (incorporated by reference to Exhibit 10.1 to the Company's Form 8-K filed on August 5, 2019) . 10.25 Throughput and Deficiency Agreement, dated and effective as of March 31, 2020, by and between Lion Oil Trading & Transportation, LLC and DKL Permian Gathering, LLC (incorporated by reference to Exhibit 10.1 of the Company’s Form 8-K filed on April 6, 2020). 10.26 Transportation Services Agreement, dated May 15, 2020 and effective as of May 1, 2020, between Delek Refining, Ltd., Lion Oil Company and DKL Transportation, LLC (incorporated by reference to Exhibit 10.1 of the Company’s Form 8-K filed on May 18, 2020). 10.27(a) Inventory Intermediation Agreement, dated as of December 22, 2022, by and between Citigroup Energy, Inc. and DK Trading & Supply, LLC (incorporated by reference to Exhibit 10.1 of the Company’s Form 8-K filed on December 29, 2022). 10.27(b) Letter Agreement, dated as of April 6, 2023, by and between Citigroup Energy, Inc. and DK Trading & Supply, LLC (incorporated by reference to Exhibit 10.1 of the Company’s Form 10-Q filed on August 9, 2023). 10.27(c) Letter Agreement, dated as of June 21, 2023, by and between Citigroup Energy, Inc. and DK Trading & Supply, LLC (incorporated by reference to Exhibit 10.2 of the Company’s Form 10-Q filed on August 9, 2023). 10.27(d) Letter Agreement, dated as of September 18, 2023, by and between Citigroup Energy, Inc. and DK Trading & Supply, LLC (incorporated by reference to Exhibit 10.1 of the Company’s Form 10-Q filed on November 8, 2023) . 10.27(e) # Amendment to Inventory Intermediation Agreement, dated as of December 21, 2023, by and between Citigroup Energy, Inc. and DK Trading & Supply, LLC. 10.28 Pledge and Security Agreement, dated as of December 22, 2022, by and between Citigroup Energy, Inc. and DK Trading & Supply, LLC (incorporated by reference to Exhibit 10.2 of the Company’s Form 8-K filed on December 29, 2022). 10.29 Stock Purchase and Cooperation Agreement, dated as of March 7, 2022, by and among Delek US Holdings, Inc., IEP Energy Holding LLC American Entertainment Properties Corp., Icahn Enterprises Holdings L.P. Icahn Enterprises G.P. Inc. Beckton Corp. and Carl C. Icahn (incorporated by reference to Exhibit 10.1 to the Company’s Form 8-K filed on March 7, 2022). 10.30 Assignment and Assumption Agreement and Guaranty, dated as of March 22, 2022, by and among Lion Oil Trading & Transportation, LLC, DK Trading & Supply, LLC, Delek Logistics Operating, LLC, Lion Oil Company, LLC, and Delek US Energy, Inc. (incorporated by reference to Exhibit 10.1 of the Company’s Form 10-Q filed on November 8, 2022). 10.31 Partial Assignment and Assumption Agreement, dated as of March 23, 2022, by and among Lion Oil Company, LLC, DK Trading & Supply, LLC, and the Partnership (incorporated by reference to Exhibit 10.2 of the Company’s Form 10-Q filed on November 8, 2022). 10.32 Omnibus Assignment and Assumption Agreement, dated as of September 12, 2022, by and among Alon USA, LP, DK Trading & Supply, LLC, and the parties set forth on Schedule 1 thereto (incorporated by reference to Exhibit 10.3 of the Company’s Form 10-Q filed on November 8, 2022). 10.33 Omnibus Assignment and Assumption Agreement, dated as of September 12, 2022, by and among Lion Oil Company, LLC, DK Trading & Supply, LLC, and the parties set forth on Schedule 1 thereto (incorporated by reference to Exhibit 10.4 of the Company’s Form 10-Q filed on November 8, 2022) . 10.34 Omnibus Assignment and Assumption Agreement, dated as of September 13, 2022, by and among Delek Refining Ltd., DK Trading & Supply, LLC, and the parties set forth on Schedule 1 thereto (incorporated by reference to Exhibit 10.5 of the Company’s Form 10-Q filed on November 8, 2022). 10.35 Omnibus Assignment and Assumption Agreement, dated as of September 13, 2022, by and among Lion Oil Trading & Transportation, LLC, DK Trading & Supply, LLC, and the parties set forth on Schedule 1 thereto (incorporated by reference to Exhibit 10.6 of the Company’s Form 10 Q filed on November 8, 2022). 21.1 # Subsidiaries of the Registrant 23.1 # Consent of EY 31.1 # Certification of the Company's Chief Executive Officer pursuant to Rule 13a-14(a)/15d-14(a) under the Securities Exchange Act. 31.2 # Certification of the Company's Chief Financial Officer pursuant to Rule 13a-14(a)/15d-14(a) under the Securities Exchange Act. 32.1 ## Certification of the Company's Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. 32.2 ## Certification of the Company's Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. 97 # Delek US Holdings, Inc. Clawback Policy. 102 | 101 The following materials from Delek US Holdings, Inc.’s Annual Report on Form 10-K for the annual period ended December 31, 2023, formatted in iXBRL (Inline eXtensible Business Reporting Language): (i) Consolidated Balance Sheets as of December 31, 2023 and 2022, (ii) Consolidated Statements of Income for the years ended December 31, 2023, 2022 and 2021, (iii) Consolidated Statements of Comprehensive Income for the years ended December 31, 2023, 2022 and 2021, (iv) Consolidated Statements of Changes in Stockholders’ Equity for the years ended December 31, 2023, 2022 and 2021, (v) Consolidated Statements of Cash Flows for the years ended December 31, 2023, 2022 and 2021 and (vi) Notes to Consolidated Financial Statements. 104 # Cover Page Interactive Data File formatted in iXBRL (Inline eXtensible Business Reporting Language) and contained in Exhibit 101. * Management contract or compensatory plan or arrangement. # Filed herewith. ## Furnished herewith. < Certain schedules have been omitted pursuant to Item 601(b)(2) of Regulation S-K. The Company agrees to supplementally furnish a copy of any of the omitted schedules to the United States Securities and Exchange Commission upon request. 103 | Delek US Holdings, Inc. Consolidated Financial Statements As of December 31, 2023 and 2022 and For Each of the Three Years Ended December 31, 2023, 2022 and 2021 INDEX TO FINANCIAL STATEMENTS Reports of Independent Registered Public Accounting Firm (PCAOB ID: 000 42 ) F- 2 Audited Financial Statements: Consolidated Balance Sheets F- 5 Consolidated Statements of Income F- 6 Consolidated Statements of Comprehensive Income (Loss) F- 7 Consolidated Statements of Changes in Stockholders' Equity F- 8 Consolidated Statements of Cash Flows F- 11 Notes to Consolidated Financial Statements F- 12 F-1 | Financial Statements and Schedules Report of Independent Registered Public Accounting Firm To the Board of Directors and Stockholders of Delek US Holdings, Inc. Opinion on the Financial Statements We have audited the accompanying consolidated balance sheets of Delek US Holdings, Inc. (the “Company”) as of December 31, 2023 and 2022, the related consolidated statements of income, comprehensive income (loss), changes in stockholders' equity, and cash flows for each of the three years in the period ended December 31, 2023, and the related notes (collectively referred to as the “consolidated financial statements”). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at December 31, 2023 and 2022, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2023, in conformity with U.S. generally accepted accounting principles. We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of December 31, 2023, based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) and our report dated February 28, 2024 expressed an unqualified opinion thereon. Basis for Opinion These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion. Critical Audit Matter The critical audit matter communicated below is a matter arising from the current period audit of the financial statements that was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective or complex judgments. The communication of the critical audit matter does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates. F-2 | Financial Statements and Schedules Qualitative Goodwill Impairment Assessment Description of the Matter The Company’s consolidated goodwill balance was $729.4 million as of December 31, 2023. As disclosed in Note 16 to the consolidated financial statements $675.3 million relates to the reporting units within the Refining segment. The Company assesses goodwill for impairment testing annually or more frequently if events or changes in circumstances indicate that the carrying value of a reporting unit might be impaired. In evaluating whether it is more likely than not that the fair value of the reporting unit is less than its carrying amount, the Company performed a qualitative assessment of relevant events and circumstances that could impact the fair value of the reporting units within the Refining segment. If, based on the qualitative assessment, it is more likely than not that the fair value of the reporting unit is less than its carrying amount, the Company estimates the fair value of the reporting unit by performing a quantitative goodwill impairment assessment. As a result of the analysis performed during its annual assessment, the Company determined that the fair value of the reporting units in the Refining Segment are not more likely than not less than their carrying values, and no quantitative assessment was necessary. Qualitative factors assessed included financial performance as compared to forecasts, macroeconomic conditions, and market discount rates, which required a higher degree of auditor judgment to evaluate, among other factors. We identified the evaluation of the above qualitative factors as a critical audit matter as the assessment of the potential impact that these qualitative factors have on certain reporting units' fair value required the application of subjective auditor judgment. How We Addressed the Matter in Our Audit We obtained an understanding, evaluated the design and tested the operating effectiveness of controls that address the risks of material misstatement related to the Company's evaluation of the qualitative factors used as part of management’s review of the qualitative assessment, including controls over the qualitative factors identified above. To test the qualitative assessment performed by management, our audit procedures included, among others, an assessment of the factors described above with consideration of the Company’s last quantitative assessment performed. We performed a comparison of the actual results to the projected results for the respective period. We also evaluated information from macroeconomic and market considerations and, whether there were other significant adverse considerations that would impact the reporting units. /s/ Ernst & Young LLP We have served as the Company’s auditor since 2002. Nashville, Tennessee February 28, 2024 F-3 | Financial Statements and Schedules Report of Independent Registered Public Accounting Firm To the Board of Directors and Stockholders of Delek US Holdings, Inc. Opinion on Internal Control over Financial Reporting We have audited Delek US Holdings, Inc.’s internal control over financial reporting as of December 31, 2023, based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the COSO criteria). In our opinion, Delek US Holdings, Inc. (the Company) maintained, in all material respects, effective internal control over financial reporting as of December 31, 2023, based on the COSO criteria. We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of Delek US Holdings, Inc. as of December 31, 2023 and 2022, the related consolidated statements of income, comprehensive income (loss), changes in stockholders' equity and cash flows for each of the three years in the period ended December 31, 2023, and the related notes, and our report dated February 28, 2024 expressed an unqualified opinion thereon. Basis for Opinion The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting included in the accompanying Management’s Annual Report on Internal Control over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion. Definition and Limitations of Internal Control Over Financial Reporting A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. /s/ Ernst & Young LLP Nashville, Tennessee February 28, 2024 F-4 | Financial Statements and Schedules Delek US Holdings, Inc. Consolidated Balance Sheets (In millions, except share and per share data) December 31, 2023 December 31, 2022 ASSETS Current assets: Cash and cash equivalents $ 822.2 $ 841.3 Accounts receivable, net 783.7 1,234.4 Inventories, net of inventory valuation reserves 981.9 1,518.5 Other current assets 78.2 122.7 Total current assets 2,666.0 3,716.9 Property, plant and equipment: Property, plant and equipment 4,690.7 4,349.0 Less: accumulated depreciation ( 1,845.5 ) ( 1,572.6 ) Property, plant and equipment, net 2,845.2 2,776.4 Operating lease right-of-use assets 148.2 179.5 Goodwill 729.4 744.3 Other intangibles, net 296.2 315.6 Equity method investments 360.7 359.7 Other non-current assets 126.1 100.4 Total assets $ 7,171.8 $ 8,192.8 LIABILITIES AND STOCKHOLDERS’ EQUITY Current liabilities: Accounts payable $ 1,814.3 $ 1,745.6 Current portion of long-term debt 44.5 74.5 Current portion of obligation under Inventory Intermediation Agreement 0.4 49.9 Current portion of operating lease liabilities 54.7 49.6 Accrued expenses and other current liabilities 771.2 1,166.8 Total current liabilities 2,685.1 3,086.4 Non-current liabilities: Long-term debt, net of current portion 2,555.3 2,979.2 Obligation under Inventory Intermediation Agreement 407.2 491.8 Environmental liabilities, net of current portion 110.9 111.5 Asset retirement obligations 43.3 41.8 Deferred tax liabilities 264.1 266.5 Operating lease liabilities, net of current portion 111.2 122.4 Other non-current liabilities 35.0 23.7 Total non-current liabilities 3,527.0 4,036.9 Stockholders’ equity: 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, 81,539,871 shares and 84,509,517 shares issued at December 31, 2023 and December 31, 2022, respectively 0.8 0.9 Additional paid-in capital 1,113.6 1,134.1 Accumulated other comprehensive loss ( 4.8 ) ( 5.2 ) Treasury stock, 17,575,527 shares, at cost, at December 31, 2023 and December 31, 2022, respectively ( 694.1 ) ( 694.1 ) Retained earnings 430.0 507.9 Non-controlling interests in subsidiaries 114.2 125.9 Total stockholders’ equity 959.7 1,069.5 Total liabilities and stockholders’ equity $ 7,171.8 $ 8,192.8 See accompanying notes to the consolidated financial statements F-5 | Financial Statements Delek US Holdings, Inc. Consolidated Statements of Income (In millions, except share and per share data) Year Ended December 31, 2023 2022 2021 Net revenues $ 16,917.4 $ 20,245.8 $ 10,648.2 Cost of sales: Cost of materials and other 15,112.0 18,355.6 9,643.9 Operating expenses (excluding depreciation and amortization presented below) 770.6 718.1 514.2 Depreciation and amortization 322.8 263.8 239.6 Total cost of sales 16,205.4 19,337.5 10,397.7 Insurance proceeds ( 20.3 ) ( 31.2 ) ( 23.3 ) Operating expenses related to retail and wholesale business (excluding depreciation and amortization presented below) 106.5 106.8 110.4 General and administrative expenses 286.4 332.5 200.4 Depreciation and amortization 28.8 23.2 25.0 Asset impairment 37.9 — — Other operating income, net ( 7.2 ) ( 12.5 ) ( 27.3 ) Total operating costs and expenses 16,637.5 19,756.3 10,682.9 Operating income (loss) 279.9 489.5 ( 34.7 ) Interest expense, net 318.2 195.3 136.7 Income from equity method investments ( 86.2 ) ( 57.7 ) ( 18.3 ) Other income, net ( 3.9 ) ( 2.5 ) ( 15.8 ) Total non-operating expense, net 228.1 135.1 102.6 Income (loss) before income tax expense (benefit) 51.8 354.4 ( 137.3 ) Income tax expense (benefit) 5.1 63.9 ( 42.0 ) Net income (loss) 46.7 290.5 ( 95.3 ) Net income attributed to non-controlling interests 26.9 33.4 33.0 Net income (loss) attributable to Delek $ 19.8 $ 257.1 $ ( 128.3 ) Basic income (loss) per share $ 0.30 $ 3.63 $ ( 1.73 ) Diluted income (loss) per share $ 0.30 $ 3.59 $ ( 1.73 ) Weighted average common shares outstanding: Basic 65,406,089 70,789,458 73,984,104 Diluted 65,975,301 71,516,361 73,984,104 See accompanying notes to the consolidated financial statements F-6 | Financial Statements Delek US Holdings, Inc. Consolidated Statements of Comprehensive Income (Loss) (In millions) Year Ended December 31, 2023 2022 2021 Net income (loss) $ 46.7 $ 290.5 $ ( 95.3 ) Other comprehensive (loss) income: Commodity contracts designated as cash flow hedges: Comprehensive loss on commodity contracts designated as cash flow hedges, net of taxes — — ( 0.2 ) Postretirement benefit plans: Unrealized gain (loss) arising during the year related to: Net actuarial gain (loss) 0.7 ( 1.9 ) 4.7 Reclassified to other (income) expense, net: Amortization of net actuarial gain ( 0.2 ) — — Net change related to postretirement benefit plans 0.5 ( 1.9 ) 4.7 Income tax expense (benefit) 0.1 ( 0.5 ) 1.1 Net comprehensive gain (loss) on postretirement benefit plans 0.4 ( 1.4 ) 3.6 Total other comprehensive income (loss) 0.4 ( 1.4 ) 3.4 Comprehensive income (loss) $ 47.1 $ 289.1 $ ( 91.9 ) Comprehensive income attributable to non-controlling interest 26.9 33.4 33.0 Comprehensive income (loss) attributable to Delek $ 20.2 $ 255.7 $ ( 124.9 ) See accompanying notes to the consolidated financial statements F-7 | Financial Statements Delek US Holdings, Inc. Consolidated Statements of Changes in Stockholders' Equity (In millions, except share and per share data) Common Stock Additional Paid-in Capital Accumulated Other Comprehensive Income (Loss) Retained Earnings Treasury Shares Non-Controlling Interest in Subsidiaries Total Stockholders' Equity Shares Amount Shares Amount Balance at December 31, 2020: 91,356,868 $ 0.9 $ 1,185.1 $ ( 7.2 ) $ 513.3 ( 17,575,527 ) $ ( 694.1 ) $ 118.4 $ 1,116.4 Net (loss) income — — — — ( 128.3 ) — — 33.0 ( 95.3 ) Other comprehensive loss related to commodity contracts, net — — — ( 0.2 ) — — — — ( 0.2 ) Other comprehensive gain related to postretirement benefit plans, net — — — 3.6 — — — — 3.6 Equity-based compensation expense — — 24.4 — — — — 0.2 24.6 Distribution to non-controlling interest — — — — — — — ( 32.4 ) ( 32.4 ) Sale of Delek Logistics common limited partner units, net — — 1.1 — — — — 0.6 1.7 Taxes paid due to the net settlement of equity-based compensation — — ( 4.2 ) — — — — — ( 4.2 ) Exercise of equity-based awards 415,212 — — — — — — — — Other — — 0.1 — ( 0.3 ) — — — ( 0.2 ) Balance at December 31, 2021 91,772,080 $ 0.9 $ 1,206.5 $ ( 3.8 ) $ 384.7 ( 17,575,527 ) $ ( 694.1 ) $ 119.8 $ 1,014.0 F-8 | Financial Statements Delek US Holdings, Inc. Consolidated Statements of Changes in Stockholders' Equity (Continued) (In millions, except share and per share data) 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, 2021 91,772,080 $ 0.9 $ 1,206.5 $ ( 3.8 ) $ 384.7 ( 17,575,527 ) $ ( 694.1 ) $ 119.8 $ 1,014.0 Net income — — — — 257.1 — — 33.4 290.5 Other comprehensive loss related to postretirement benefit plans, net — — — ( 1.4 ) — — — — ( 1.4 ) Common stock dividends ($ 0.610 per share) — — — — ( 42.8 ) — — — ( 42.8 ) Equity-based compensation expense — — 28.6 — — — — 0.5 29.1 Distributions to non-controlling interests — — — — — — — ( 36.0 ) ( 36.0 ) Sale of Delek Logistics common limited partner units, net — — 8.5 — — — — 5.1 13.6 Repurchase of common stock ( 4,261,185 ) — ( 56.9 ) — ( 72.7 ) — — — ( 129.6 ) Purchase of Delek common stock from IEP Energy Holding LLC ( 3,497,268 ) — ( 46.0 ) — ( 18.0 ) — — — ( 64.0 ) Issuance of Delek Logistic common limited partner units, net — — — — — — — 3.1 3.1 Taxes paid due to the net settlement of equity-based compensation — — ( 6.5 ) — — — — — ( 6.5 ) Exercise of equity-based awards 457,405 — — — — — — — — Other 38,485 — ( 0.1 ) — ( 0.4 ) — — — ( 0.5 ) Balance at December 31, 2022 84,509,517 $ 0.9 $ 1,134.1 $ ( 5.2 ) $ 507.9 ( 17,575,527 ) $ ( 694.1 ) $ 125.9 $ 1,069.5 F-9 | Financial Statements Delek US Holdings, Inc. Consolidated Statements of Changes in Stockholders' Equity (Continued) (In millions, except share and per share data) Common Stock Additional Paid-in Capital Accumulated Other Comprehensive Income (Loss) Retained Earnings Treasury Shares Non-Controlling Interest in Subsidiaries Total Stockholders' Equity Shares Amount Shares Amount Balance at December 31, 2022 84,509,517 $ 0.9 $ 1,134.1 $ ( 5.2 ) $ 507.9 ( 17,575,527 ) $ ( 694.1 ) $ 125.9 $ 1,069.5 Net income — — — — 19.8 — — 26.9 46.7 Other comprehensive gain related to postretirement benefit plans, net — — — 0.4 — — — — 0.4 Common stock dividends ($ 0.925 per share) — — — — ( 60.3 ) — — — ( 60.3 ) Distributions to non-controlling interests — — — — — — — ( 38.6 ) ( 38.6 ) Equity-based compensation expense — — 26.8 — — — — 0.7 27.5 Repurchase of common stock ( 3,562,767 ) ( 0.1 ) ( 48.1 ) — ( 37.2 ) — — — ( 85.4 ) Taxes paid due to the net settlement of equity-based compensation — — ( 4.5 ) — — — — ( 0.7 ) ( 5.2 ) Exercise of equity-based awards 450,123 — — — — — — — — Other 142,998 — 5.3 — ( 0.2 ) — — — 5.1 Balance at December 31, 2023 81,539,871 $ 0.8 $ 1,113.6 $ ( 4.8 ) $ 430.0 ( 17,575,527 ) $ ( 694.1 ) $ 114.2 $ 959.7 See accompanying notes to the consolidated financial statements F-10 | Financial Statements Delek US Holdings, Inc. Consolidated Statements of Cash Flows (In millions) Year Ended December 31, 2023 2022 2021 Cash flows from operating activities: Net income (loss) $ 46.7 $ 290.5 $ ( 95.3 ) Adjustments to reconcile net income (loss) to net cash provided by operating activities: Depreciation and amortization 351.6 287.0 264.6 Non-cash lease expense 61.9 62.6 60.6 Deferred income taxes ( 1.6 ) 61.6 ( 38.9 ) Asset impairment 37.9 — — Income from equity method investments ( 86.2 ) ( 57.7 ) ( 18.3 ) Dividends from equity method investments 61.0 32.3 29.2 Non-cash lower of cost or market/net realizable value adjustment 0.4 1.9 8.3 Equity-based compensation expense 27.5 29.1 24.6 Other 4.8 14.9 ( 11.2 ) Changes in assets and liabilities: Accounts receivable 460.0 ( 428.9 ) ( 253.3 ) Inventories and other current assets 557.9 ( 254.4 ) ( 468.6 ) Fair value of derivatives 4.0 ( 4.6 ) 39.6 Accounts payable and other current liabilities ( 303.3 ) 298.7 702.5 Obligation under Inventory Intermediation Agreements ( 192.1 ) 102.3 139.8 Non-current assets and liabilities, net ( 16.9 ) ( 10.0 ) ( 12.2 ) Net cash provided by operating activities 1,013.6 425.3 371.4 Cash flows from investing activities: Acquisition of 3 Bear — ( 625.6 ) — Equity method investment contributions — ( 0.1 ) ( 1.7 ) Distributions from equity method investments 14.9 9.9 10.3 Purchases of property, plant and equipment ( 419.6 ) ( 311.4 ) ( 222.2 ) Purchase of equity securities ( 11.9 ) — — Purchases of intangible assets ( 4.3 ) ( 5.6 ) ( 1.0 ) Proceeds from sale of property, plant and equipment 2.6 1.2 11.9 Insurance proceeds 10.3 — 7.0 Contract termination recoveries of capital expenditures — — 17.3 Net cash used in investing activities ( 408.0 ) ( 931.6 ) ( 178.4 ) Cash flows from financing activities: Proceeds from long-term revolvers 3,545.8 3,385.3 1,339.3 Payments on long-term revolvers ( 3,980.8 ) ( 2,472.8 ) ( 1,827.9 ) Proceeds from term debt — 1,250.0 400.0 Payments on term debt ( 28.2 ) ( 1,289.1 ) ( 43.4 ) Proceeds from product and other financing agreements 1,187.3 994.6 916.1 Repayments of product and other financing agreements ( 1,212.7 ) ( 1,006.9 ) ( 877.6 ) Proceeds from Inventory Intermediation Agreement 32.2 538.8 — Proceeds from termination of Supply & Offtake Obligation 25.8 ( 586.9 ) — Taxes paid due to the net settlement of equity-based compensation ( 5.2 ) ( 6.5 ) ( 4.2 ) Repurchase of common stock ( 85.4 ) ( 129.6 ) — Distribution to non-controlling interest ( 38.6 ) ( 36.0 ) ( 32.4 ) Proceeds from sale of Delek Logistics common limited partner units — 16.4 2.1 Proceeds from issuance of Delek Logistic common limited partner units, net — 3.1 — Purchase of Delek common stock from IEP Energy Holding LLC — ( 64.0 ) — Dividends paid ( 60.3 ) ( 42.8 ) — Financing commitment cancellation proceeds — — 10.2 Deferred financing costs paid ( 4.6 ) ( 62.5 ) ( 6.2 ) Net cash (used in) provided by financing activities ( 624.7 ) 491.1 ( 124.0 ) Net (decrease) increase in cash and cash equivalents ( 19.1 ) ( 15.2 ) 69.0 Cash and cash equivalents at the beginning of the period 841.3 856.5 787.5 Cash and cash equivalents at the end of the period $ 822.2 $ 841.3 $ 856.5 Delek US Holdings, Inc. Consolidated Statements of Cash Flows (Continued) (In millions) Year Ended December 31, 2023 2022 2021 Supplemental disclosures of cash flow information: Cash paid during the period for: Interest, net of capitalized interest of $ 5.5 million, $ 2.1 million and $ 0.9 million in the 2023, 2022 and 2021 periods, respectively $ 323.5 186.7 125.3 Income taxes $ 10.8 $ 27.6 $ 4.2 Non-cash investing activities: (Decrease) increase in accrued capital expenditures $ ( 30.3 ) $ 31.8 $ 4.9 Non-cash financing activities: Non-cash lease liability arising from obtaining right-of-use assets during the period $ 57.1 $ 28.6 $ 102.8 See accompanying notes to the consolidated financial statements F-11 | Notes to Consolidated Financial Statements Delek US Holdings, Inc. Notes to Consolidated Financial Statements 1. General Delek US Holdings, Inc. operates through its consolidated subsidiaries, which include Delek US Energy, Inc. ("Delek Energy") (and its subsidiaries) and Alon USA Energy, Inc. ("Alon") (and its subsidiaries). Unless otherwise noted or the context requires otherwise, the terms "we," "our," "us," "Delek" and the "Company" are used in this report to refer to Delek and its consolidated subsidiaries for all periods presented. Delek's Common Stock is listed on the New York Stock Exchange ("NYSE") under the symbol "DK." 2. Accounting Policies Basis of Presentation Our consolidated financial statements include the accounts of Delek and its subsidiaries. All significant intercompany transactions and account balances have been eliminated in consolidation. We have evaluated subsequent events through the filing of this Form 10-K. Any material subsequent events that occurred during this time have been properly recognized or disclosed in our financial statements. Our consolidated financial statements include Delek Logistics Partners, LP ("Delek Logistics", NYSE:DKL), which is 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. If 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. Use of Estimates The preparation of financial statements in conformity with United States ("U.S.") Generally Accepted Accounting Principles ("GAAP") and in accordance with the rules and regulations of the Securities and Exchange Commission ("SEC") requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Reclassifications Certain immaterial reclassifications have been made to prior period presentation in order to conform to the current year presentation. Segment Reporting Delek is an integrated downstream energy business based in Brentwood, Tennessee, and has three primary lines of business: petroleum refining and crude oil operations; the transportation, storage and wholesale distribution of crude oil, natural gas, intermediate and refined products and water disposal and recycling; and convenience store retailing. For the periods presented, we have aggregated our operating segments into three reportable segments: Refining, Logistics and Retail. Operations that are not specifically included in the reportable segments are included in Corporate, Other and Eliminations, which primarily consists of the following: • our corporate activities; • results of certain immaterial operating segments, including our Canadian crude trading operations (as discussed in Note 11); and • intercompany eliminations. Segment reporting is more fully discussed in Note 4. Cash and Cash Equivalents Delek maintains cash and cash equivalents in accounts with large, U.S. or multi-national financial institutions. All highly liquid investments purchased with a term of three months or less are considered to be cash equivalents. As of December 31, 2023 and 2022, these cash equivalents consisted primarily of bank money market accounts and bank certificates of deposit, as well as overnight investments in U.S. Government or its agencies' obligations and bank repurchase obligations collateralized by U.S. Government or its agencies' obligations. F-12 | Accounts Receivable Accounts receivable primarily consists of trade receivables generated in the ordinary course of business, but may also include receivables on commodity sales contracts that are part of crude optimization and are, therefore, related to transactions that are reflected as reductions of cost of materials and other, rather than revenue. Such other receivables are with the same or similar customers as our trade receivables, and are subject to the same characteristics regarding the nature, timing, pricing and risk. Delek recorded an allowance for doubtful accounts related to accounts receivable of $ 5.8 million and $ 6.8 million as of December 31, 2023 and 2022, respectively. Credit is extended based on evaluation of the customer’s financial condition. We perform ongoing credit evaluations of our customers and require letters of credit, prepayments or other collateral or guarantees as management deems appropriate. Allowance for doubtful accounts is based on a combination of historical experience and specific identification methods. Credit risk is minimized as a result of the ongoing credit assessment of our customers and a lack of concentration in our customer base. Credit losses are charged to allowance for doubtful accounts when deemed uncollectible. Our allowance for doubtful accounts is reflected as a reduction of accounts receivable in the consolidated balance sheets. One customer accounted for more than 10 % of our consolidated accounts receivable balance as of December 31, 2023 and two customers as of December 31, 2022. One customer accounted for $ 4.0 billion and $ 3.9 billion of net sales which was more than 10 % of consolidated net sales for the years ended December 31, 2023 and December 31, 2022, respectively, and was recognized in the Refining segment. No customer exceeded more than 10% of consolidated net sales for the year ended December 31, 2021. Inventory Crude oil, work-in-process, refined products, blendstocks and asphalt inventory for all of our operations, excluding merchandise inventory in our Retail segment, are stated at the lower of cost determined using the first-in, first-out ("FIFO") basis or net realizable value. Retail merchandise inventory consists of cigarettes, beer, convenience merchandise and food service merchandise and is stated at estimated cost as determined by the retail inventory method. We are not subject to concentration risk with specific suppliers, since our crude oil and refined products inventory purchases are commodities that are readily available from a large selection of suppliers. Investment Commodities Investment commodities represent those commodities (generally crude oil) physically on hand as a result of trading activities with physical forward contracts where such crude will not be used (either directly in production or indirectly through inventory optimization) in the normal course of our refining business. Such investment commodities are maintained on a weighted average cost basis for determining realized gains and losses on physical purchases and sales under forward contracts, and ending balances are adjusted to fair value at each reporting date using published market prices of the commodity on the applicable exchange. The investment commodities are included in other current assets on the accompanying consolidated balance sheets and changes in fair value are recorded in other operating income in the accompanying consolidated statements of income. Property, Plant and Equipment Assets acquired by Delek in conjunction with business acquisitions are recorded at estimated fair value at the acquisition date in accordance with the purchase method of accounting as prescribed in Accounting Standards Codification ("ASC") 805, Business Combinations ("ASC 805"). Other acquisitions of property and equipment are carried at cost. Betterments, renewals and extraordinary repairs that extend the life of an asset are capitalized. Delek capitalizes interest on capital projects associated with the refining and logistics segments. Maintenance and repairs are charged to expense as incurred. Delek owns certain fixed assets on leased locations and depreciates these assets and asset improvements over the lesser of management's estimated useful lives of the assets or the remaining lease term. Depreciation is computed using the straight-line method over management's estimated useful lives of the related assets, which are as follows: Years Building and building improvements 15 - 40 Refinery machinery and equipment 5 - 40 Pipelines and terminals 10 - 40 Retail store equipment and site improvements 7 - 40 Refinery turnaround costs 4 - 6 Automobiles 3 - 10 Computer equipment and software 3 - 10 Furniture and fixtures 5 - 15 Asset retirement obligation assets 15 - 50 F-13 | Other Intangible Assets Other intangible assets acquired in a business combination and determined to be finite-lived are amortized over their respective estimated useful lives. The finite-lived intangible assets are amortized on straight-line basis over the estimated useful lives of 8 to 35 years. The amortization expense is included in depreciation and amortization on the accompanying consolidated statements of income. Acquired intangible assets determined to have an indefinite useful life are not amortized, but are instead tested for impairment in connection with our evaluation of long-lived assets as events and circumstances indicate that the asset might be impaired. Long-Lived Assets and Other Intangibles Impairment Long-lived assets held and used and other intangibles are evaluated for impairment whenever indicators of impairment exist. In accordance with ASC 360, Property, Plant and Equipmen t ("ASC 360") and ASC 350, Intangibles - Goodwill and Other ("ASC 350"), Delek evaluates the realizability of these long-lived assets as events occur that might indicate potential impairment. In doing so, Delek assesses whether the carrying amount of the asset is recoverable by estimating the sum of the future cash flows expected to result from the asset, undiscounted and without interest charges. If the carrying amount is more than the recoverable amount, an impairment charge must be recognized based on the fair value of the asset. These impairment charges are included in asset impairment in our consolidated statements of income. There was a $ 23.1 million impairment related to right-of-use assets for the year ended December 31, 2023. There were no impairment charges for the years ended December 31, 2022 or 2021. See Note 23 for further information on our right-of-use assets impairment. Equity Method Investments For equity investments that are not required to be consolidated under the variable or voting interest model, we evaluate the level of influence we are able to exercise over an entity’s operations to determine whether to use the equity method of accounting. Our judgment regarding the level of influence over an equity method investment includes considering key factors such as our ownership interest, participation in policy-making and other significant decisions and material intercompany transactions. Equity investments for which we determine we have significant influence are accounted for as equity method investments. Amounts recognized for equity method investments are included in equity method investments in our consolidated balance sheets and adjusted for our share of the net earnings and losses of the investee and cash distributions, which are separately stated in our consolidated statements of income and our consolidated statements of cash flows. We evaluate our equity method investments presented for impairment whenever events or changes in circumstances indicate that the carrying amounts of such investments may be impaired. There were no impairment losses recorded on equity method investments for the years ended December 31, 2023, 2022 or 2021. See Note 7 for further information on our equity method investments. Variable Interest Entities Our consolidated financial statements include the financial statements of our subsidiaries and variable interest entities, of which we are the primary beneficiary. We evaluate all legal entities in which we hold an ownership or other pecuniary interest to determine if the entity is a VIE. Variable interests can be contractual, ownership or other pecuniary interests in an entity that change with changes in the fair value of the VIE’s assets. If we are not the primary beneficiary, the general partner or another limited partner may consolidate the VIE, and we record the investment as an equity method investment. Refinery Turnaround Costs Refinery turnaround costs are incurred in connection with planned shutdowns and inspections of our refineries' major units to perform necessary repairs and replacements. Refinery turnaround costs are deferred when incurred, classified as property, plant and equipment and amortized on a straight-line basis over that period of time estimated to lapse until the next planned turnaround occurs. Refinery turnaround costs include, among other things, the cost to repair, restore, refurbish or replace refinery equipment such as vessels, tanks, reactors, piping, rotating equipment, instrumentation, electrical equipment, heat exchangers and fired heaters. Goodwill and Impairment Goodwill in an acquisition represents the excess of the aggregate purchase price over the fair value of the identifiable net assets. Goodwill is reviewed at least annually during the fourth quarter for impairment, or more frequently if indicators of impairment exist, such as disruptions in our business, unexpected significant declines in operating results or a sustained market capitalization decline. Goodwill is evaluated for impairment by comparing the carrying amount of the reporting unit to its estimated fair value. In accordance with Accounting Standards Updates ("ASU") 2017-04, Goodwill and Other (Topic 350); Simplifying the Test for Goodwill Impairment , a goodwill impairment charge is recognized for the amount that the carrying amount of a reporting unit, including goodwill, exceeds its fair value, limited to the total amount of goodwill allocated to that reporting unit. F-14 | In assessing the recoverability of goodwill, assumptions are made with respect to future business conditions and estimated expected future cash flows to determine the fair value of a reporting unit. We may consider inputs such as a market participant weighted average cost of capital, gross margin, future volumes, capital expenditures and long-term growth rates based on historical information and our best estimate of future forecasts, all of which are subject to significant judgment and estimates. We may also consider a market approach in determining or corroborating the fair values of the reporting units using a multiple of expected future cash flows, such as those used by third-party analysts, which is also subject to significant judgment and estimates. If these estimates and assumptions change in the future, due to factors such as a decline in general economic conditions, competitive pressures on sales and margins and other economic and industry factors beyond management's control, an impairment charge may be required. A significant risk to our future results and the potential future impairment of goodwill is the volatility of the crude oil and the refined product markets which is often unpredictable and may negatively impact our results of operations in ways that cannot be anticipated and that are beyond management's control. We may also elect to perform a qualitative impairment assessment of goodwill balances. The qualitative assessment permits companies to assess whether it is more likely than not (i.e., a likelihood of greater than 50%) that the fair value of a reporting unit is less than its carrying amount. If a company concludes that, based on the qualitative assessment, it is more likely than not that the fair value of a reporting unit is less than its carrying amount, the company is required to perform the quantitative impairment test. Alternatively, if a company concludes based on the qualitative assessment that it is not more likely than not that the fair value of a reporting unit is less than its carrying amount, it has completed its goodwill impairment test and does not need to perform the quantitative impairment test. Our annual assessment of goodwill resulted in an impairment of $ 14.8 million during the year ended December 31, 2023. There was no impairment during the years ended December 31, 2022 and 2021. Details of remaining goodwill balances by segment are included in Note 16. Business Combinations We recognize and measure the assets acquired and liabilities assumed in a business combination based on their estimated fair values at the acquisition date in accordance with the provisions of ASC 805. Any excess or surplus of the purchase consideration when compared to the fair value of the net tangible assets acquired, if any, is recorded as goodwill or gain from a bargain purchase. The fair value of assets and liabilities as of the acquisition date are often estimated using a combination of approaches, including the income approach, which requires us to project future cash flows and apply an appropriate discount rate; the cost approach, which requires estimates of replacement costs and depreciation and obsolescence estimates; and the market approach which uses market data and adjusts for entity-specific differences. We use all available information to make these fair value determinations and engage third-party consultants for valuation assistance. The estimates used in determining fair values are based on assumptions believed to be reasonable, but which are inherently uncertain. Accordingly, actual results may differ materially from the projected results used to determine fair value. Derivatives Delek records all derivative financial instruments, including any interest rate swap and cap agreements, fuel-related derivatives, over the counter future swaps, forward contracts and future RIN purchase and sales commitments that qualify as derivative instruments, at estimated fair value in accordance with the provisions of ASC 815, Derivatives and Hedging ("ASC 815"). Changes in the fair value of the derivative instruments are recognized in operations, unless we elect to apply and qualify for the hedging treatment permitted under the provisions of ASC 815 allowing such changes to be classified as other comprehensive income for cash flow hedges. We determine the fair value of all derivative financial instruments utilizing exchange pricing and/or price index developers such as Platts, Argus or OPIS. On a regular basis, Delek enters into commodity contracts with counterparties for the purchase or sale of crude oil, blendstocks, and various finished products. We evaluate these contracts under ASC 815 and do not measure at fair value if they qualify for, and we elect, the normal purchase / normal sale ("NPNS") exception. Delek's policy under the guidance of ASC 815-10-45, Derivatives and Hedging - Other Presentation Matters ("ASC 815-10-45"), is to net the fair value amounts recognized for multiple derivative instruments executed with the same counterparty and offset these values against the cash collateral arising from these derivative positions. Fair Value of Financial Instruments The fair values of financial instruments are estimated based upon current market conditions and quoted market prices for the same or similar instruments. Management estimates that the carrying value approximates fair value for all of Delek's assets and liabilities that fall under the scope of ASC 825, Financial Instruments ("ASC 825"). Delek also applies the provisions of ASC 825 as it pertains to the fair value option with respect to certain financial instruments. This option permits the election to carry financial instruments and certain other items similar to financial instruments at fair value on the balance sheet, with all changes in fair value reported in earnings. F-15 | Delek applies the provisions of ASC 820, Fair Value Measurements and Disclosure ("ASC 820"), which defines fair value, establishes a framework for its measurement and expands disclosures about fair value measurements. ASC 820 applies to our commodity and other derivatives that are measured at fair value on a recurring basis, and to our inventory intermediation agreement that is accounted for under the fair value election. ASC 820 also applies to the measurement of our equity method investment, goodwill and long-lived tangible and intangible assets when determining whether or not an impairment exists, when circumstances require evaluation. This standard also requires that we assess the impact of nonperformance risk on our derivatives. Nonperformance risk is not considered material to our financial statements as of December 31, 2023 and 2022. Inventory Intermediation Obligations Delek has an inventory intermediation agreement ("Inventory Intermediation Agreement") with Citigroup Energy Inc. ("Citi") in connection with DK Trading & Supply, LLC (“DKTS”), an indirect subsidiary of Delek, which provide a financing mechanism on contractual baseline inventory volumes and also revolving over and short volumes. We account for the market-indexed obligations under our Intermediation Agreements as product (in this case, crude oil and refined product inventory) financing arrangements under the fair value option pursuant to ASC 825 and the fair value guidance provided by ASC 820, and recognize all changes in the fair value in cost of materials and other in the accompanying statements of income. Prior to December 30, 2022, Delek had Supply and Offtake Agreements (the "Supply and Offtake Agreements" or the "J. Aron Agreements") with J. Aron & Company ("J. Aron") with similar terms. See Notes 9 and 12 for further discussion. Environmental Credits and Related Regulatory Obligations As part of our refining operations, we generate certain regulatory environmental credit obligations due to the U.S. Environmental Protection Agency (“EPA”) or other regulatory agencies. Additionally, we may generate, during the operation of our refining or other activities, or purchase on a market, environmental credits for purposes of ultimately meeting expected environmental credit obligations. These resultant net environmental credit obligations are accounted for under ASC 825. For those net credit obligations where (1) there are consistently available observable market inputs or market-corroborated inputs; and (2) there continues to be (or is reasonably expected to be) sustained liquidity in the applicable credits market, we generally apply the fair value option, as available pursuant to ASC 825. We recognize a current liability at the end of each reporting period in which we do not have sufficient environmental credits to cover the current environmental credits obligation (a “deficit”), and we recognize a current asset at the end of each reporting period in which we have generated or acquired environmental credits meeting our recognition criteria in excess of our current environmental credits obligation (a “surplus”). Any obligation would be measured at fair value either directly through the observable inputs or indirectly through the market-corroborated inputs. The net cost of environmental credits used each period as well as changes to fair value attributable to our environmental credit obligations are charged to cost of materials and other in the consolidated statements of income. Our environmental credit obligations predominantly relate to EPA’s Renewable Fuel Standard - 2 ("RFS-2"), which requires that certain refiners generate environmental credits, called Renewable Identification Numbers ("RINs"), by blending renewable fuels into the fuel products they produce, or else purchasing RINs on the market, and that such RINs shall be used to satisfy the related environmental credit obligation. Each of our refineries is an obligated party under RFS-2. To the extent that any of our refineries is unable to blend or produce renewable fuels or generate or obtain sufficient RINs, it must purchase RINs to satisfy its annual requirement ("RINs Obligation"). To the extent that we have purchased RINs or transferred RINs to our refineries, each refinery’s RINs Obligation may be a surplus or deficit at the end of each reporting period (their respective “Net RINs Obligation”). Because our Net RINs Obligations exceed the RINs we are able to generate annually on a consolidated basis, and because we have the legal ability to transfer RINs generated or purchased through any of our entities to our obligated parties as needed, we view and manage the Company’s individual Net RINs Obligations, as well as any non-obligated party RINs holdings, on a consolidated basis. Therefore, the sum of our individual obligated parties’ Net RINs Obligations as well as RINs held by our non-obligated parties which meet our recognition criteria, comprises the Company’s “Consolidated Net RINs Obligation.” For all periods presented in these consolidated financial statements, the individual obligation relating to a specific category and vintage requirements under RFS-2 comprising our Consolidated Net RINs Obligation are subject to market risk and meet the criteria set forth above. Therefore, we have elected to apply the fair value option to our Consolidated Net RIN Obligation, using the fair value guidance provided by ASC 820. Recognition of production-related RINs Obligation expense reflects the accrual of our RINs Obligation based on the current period production using current market price of RINs. We record fair value adjustments to the RINs Obligation to reflect the ending market price of the underlying RINs relating to RINs Obligation incurred on previous production that is still outstanding. We also may have changes in fair value attributable to changes in other observable market inputs, such as changes in volumetric expectations for obligation years where the volumetric rates have not yet been enacted. Therefore, fair value adjustments represent adjustments for changes in observable inputs from what they were when we initially incurred and recorded the obligation. Other Related Transactions From time to time, Delek enters 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. These future RINs commitment contracts meet the definition of derivative instruments under ASC 815, and are measured at fair value based on quoted prices from an independent pricing service. Changes in the fair value of these future RINs commitment contracts are recorded in cost of materials and other on the consolidated statements of income. See Note 11 for further information. F-16 | Additionally, from time to time, we may elect to sell surplus environmental credits and contemporaneously enter into a corresponding obligation to repurchase substantially identical environmental credits at a future date to provide an additional source of short-term financing and to take advantage of market liquidity for holdings that are not currently required for operations. We account for such transactions as product financing arrangements. In such cases, the sale is not recognized, but rather the proceeds are treated as product financing proceeds where a corresponding product financing obligation is recorded, while the subsequent repurchase is treated as repayment of the product financing obligation, with the difference recorded as interest expense over the intervening period. Such transactions are included in our cash flows from financing transactions. Self-Insurance Reserves Delek has varying deductibles or self-insured retentions on our workers’ compensation, general liability, automobile liability insurance and medical claims for certain employees with coverage above the deductibles or self-insured retentions in amounts management considers adequate. We maintain an accrual for these costs based on claims filed and an estimate of claims incurred but not reported. Differences between actual settlements and recorded accruals are recorded in the period such differences are identified. Environmental Expenditures It is Delek's policy to accrue environmental and clean-up related costs of a non-capital nature when it is both probable that a liability has been incurred and the amount can be reasonably estimated. Environmental liabilities represent the current estimated costs to investigate and remediate contamination at sites where we have environmental exposure. This estimate is based on assessments of the extent of the contamination, the selected remediation technology and review of applicable environmental regulations, typically considering estimated activities and costs for 15 years, and up to 30 years if a longer period is believed reasonably necessary. Such estimates may require judgment with respect to costs, time frame and extent of required remedial and clean-up activities. Accruals for estimated costs from environmental remediation obligations generally are recognized no later than completion of the remedial feasibility study and include, but are not limited to, costs to perform remedial actions and costs of machinery and equipment that are dedicated to the remedial actions and that do not have an alternative use. Such accruals are adjusted as further information develops or circumstances change. We discount environmental liabilities to their present value if payments are fixed or reliably determinable. Expenditures for equipment necessary for environmental issues relating to ongoing operations are capitalized. Provisions for environmental liabilities generally are recognized in operating expenses. Changes in laws and regulations and actual remediation expenses compared to historical experience could significantly impact our results of operations and financial position. We believe the estimates selected, in each instance, represent our best estimate of future outcomes, but the actual outcomes could differ from the estimates selected. Asset Retirement Obligations Delek initially recognizes liabilities which represent the fair value of a legal obligation to perform asset retirement activities, including those that are conditional on a future event, when the amount can be reasonably estimated. If a reasonable estimate cannot be made at the time the liability is incurred, we record the liability when sufficient information is available to estimate the liability’s fair value. In the refining segment, we have asset retirement obligations with respect to our refineries due to various legal obligations to clean and/or dispose of these assets at the time they are retired. In the logistics segment, these obligations relate to the required cleanout of the pipeline and terminal tanks and removal of certain above-grade portions of the pipeline situated on right-of-way property. In the retail segment, we have asset retirement obligations related to the removal of underground storage tanks and the removal of brand signage at owned and leased retail sites which are legally required under the applicable leases. The asset retirement obligation for storage tank removal on leased retail sites is accreted over the expected life of the owned retail site or the average retail site lease term. In order to determine fair value, management must make certain estimates and assumptions including, among other things, projected cash flows, a credit-adjusted risk-free rate and an assessment of market conditions that could significantly impact the estimated fair value of the asset retirement obligations. We believe the estimates selected, in each instance, represent our best estimate of future outcomes, but the actual outcomes could differ from the estimates selected. Guarantees We account for guarantees pursuant to the guidance in ASC 460, Guarantees . The fair value of a noncontingent guarantee is determined and recorded as a liability at the time the guarantee is contractually executed, and the initial liability is subsequently reduced as we are released from exposure under the guarantee. We may amortize the noncontingent guarantee liability over the relevant time period, if one exists, based on the facts and circumstances surrounding each type of guarantee, including whether the risk underlying the guarantee diminishes over time. Otherwise, we will record changes in the fair value of the liability as they occur and can be reasonably estimated and will reverse the fair value liability when there is no further exposure under the guarantee. Changes to the guarantee liability are recognized in the consolidated income statement on the line item that best represents the nature of the guarantee. When the contingent performance on a guarantee becomes probable and the liability can be reasonably estimated, we accrue an additional liability for the amount that such liability exceeds the carrying value of the noncontingent guarantee, based on the facts and circumstances at that time. F-17 | Revenue Recognition The Company recognizes revenue when it satisfies a performance obligation by transferring control over a product or by providing services to a customer. Refining Revenues for products sold are recorded at the point of sale upon delivery of product, which is the point at which title to the product is transferred, the customer has accepted the product and the customer has significant risks and rewards of owning the product. We typically have a right to payment once control of the product is transferred to the customer. Transaction prices for these products are typically at market rates for the product at the time of delivery. Payment terms require customers to pay shortly after delivery and do not contain significant financing components. We sale crude barrels through supply agreements predominantly in the gulf coast region. The transaction price for these products is based on contractual rates. Revenue is recognized based on consideration specified in such agreements when performance obligations are satisfied by transferring control of crude oil to the customer. The transaction prices of our contracts with customers are either fixed or variable, with variable pricing generally based on various market indices. For our contracts that include variable consideration, we utilize the variable consideration allocation exception, whereby the variable consideration is only allocated to the performance obligations that are satisfied during the period. Refer to Note 4 for disclosure of our revenue disaggregated by segment, as well as a description of our reportable segment income. Logistics Revenues for products sold are generally recognized upon delivery of the product, which is when title and control of the product is transferred. Transaction prices for these products are typically at market rates for the product at the time of delivery. Service revenues are recognized as crude oil, intermediates, refined products, natural gas and water are shipped through, delivered by or stored in our pipelines, trucks, terminals and storage facility assets, as applicable, and as wastewater is recycled and disposed of. We do not recognize product revenues for these services as the product does not represent a promised good in the context of ASC 606, Revenue from Contracts with Customers ("ASC 606"). All service revenues are based on regulated tariff rates or contractual rates. Payment terms require customers to pay shortly after delivery and do not contain significant financing components. Retail Fuel and merchandise revenue is recognized at the point of sale, which is when control of the product is transferred to the customer. Payments from customers are received at the time sales occur in cash or by credit or debit card. We derive service revenues from the sale of lottery tickets, money orders, car washes and other ancillary product and service offerings. Service revenue and related costs are recorded at gross amounts or net amounts, as appropriate, in accordance with the principal versus agent provisions in ASC 606. Credit Losses Under ASU 2016-13, Financial Instruments - Measurement of Credit Losses on Financial Instruments ("ASU 2016-13"), as codified in ASC 326, Financial Instruments - Credit Losses ("ASC 326"), we have applied the expected credit loss model for recognition and measurement of impairments in financial assets measured at amortized cost or at fair value through other comprehensive income including accounts receivables. The expected credit loss model is also applied for notes receivables and contractual holdbacks to which ASU 2016-13 applies and which are not accounted for at fair value through profit or loss. The loss allowance for the financial asset is measured at an amount equal to the lifetime expected credit losses. If the credit risk on the financial asset has decreased significantly since initial recognition, the loss allowance for the financial asset is re-measured. Changes in loss allowances are recognized in profit and loss. For trade receivables, a simplified impairment approach is applied recognizing expected lifetime losses from initial recognition. Cost of Materials and Other and Operating Expenses For the refining segment, cost of materials and other includes the following: • the direct cost of materials (such as crude oil and other refinery feedstocks, refined petroleum products and blendstocks, and ethanol feedstocks and products) that are a component of our products sold; • costs related to the delivery (such as shipping and handling costs) of products sold; • costs related to our environmental credit obligations to comply with various governmental and regulatory programs (such as the cost of RINs as required by the EPA's Renewable Fuel Standard and emission credits under various cap-and-trade systems); and • gains and losses on our commodity derivative instruments. Operating expenses for the refining segment include the costs to operate our refineries and biodiesel facilities, excluding depreciation and amortization. These costs primarily include employee-related expenses, energy and utility costs, catalysts and chemical costs, and repairs and maintenance expenses. F-18 | For the logistics segment, cost of materials and other includes the following: • all costs of purchased refined products, additives and related transportation of such products, • costs associated with the operation of our trucking assets, which primarily include allocated employee costs and other costs related to fuel, truck leases and repairs and maintenance, • the cost of pipeline capacity leased from a third-party, and • gains and losses related to our commodity hedging activities. Operating expenses for the logistics segment include the costs associated with the operation of owned terminals and pipelines and terminalling expenses at third-party locations, excluding depreciation and amortization. These costs primarily include outside services, allocated employee costs, repairs and maintenance costs and energy and utility costs. Operating expenses related to the wholesale business are excluded from cost of sales because they primarily relate to costs associated with selling the products through our wholesale business. For the retail segment, cost of materials and other comprises the costs related to specific products sold at retail sites, primarily consisting of motor fuels and merchandise. Retail fuel cost of sales represents the cost of purchased fuel, including transportation costs. Merchandise cost of sales includes the delivered cost of merchandise purchases, net of merchandise rebates and commissions. Operating expenses related to the retail business include costs such as wages of employees, lease expense, utility expense and other costs of operating the stores, excluding depreciation and amortization, and are excluded from cost of sales because they primarily relate to costs associated with selling the products through our retail sites. Depreciation and amortization is separately presented in our statement of income and disclosed by reportable segment in Note 4. Sales, Use and Excise Taxes Delek's policy is to exclude from revenue all taxes assessed by a governmental authority, including sales, use and excise taxes, that are both imposed on and concurrent with a specific revenue-producing transaction and collected from a customer. Deferred Financing Costs Deferred financing costs associated with our revolving credit facilities are included in other non-current assets in the accompanying consolidated balance sheets. Deferred financing costs associated with our term loan facilities are included as a reduction to the associated debt balance in the accompanying consolidated balance sheets. These costs represent expenses related to issuing our long-term debt and obtaining our lines of credit and are amortized ratably over the remaining term of the respective financing when it is not materially different from the effective interest method and included in interest expense in the accompanying consolidated statements of income. See Note 10 for further information. Leases In accordance with ASC 842-20, Leases - Lessee ("ASC 842-20"), we classify leases with contractual terms longer than twelve months as either operating or finance. Finance leases are generally those leases that are highly specialized or allow us to substantially utilize or pay for the entire asset over its useful life. All other leases are classified as operating leases. Delek leases land, buildings and various equipment under primarily operating lease arrangements, most of which provide the option, after the initial lease term, to renew the leases. Some of these lease arrangements include fixed lease rate increases, while others include lease rate increases based upon such factors as changes, if any, in defined inflationary indices. For all leases that include fixed rental rate increases, these are included in our fixed lease payments. Our leases may include variable payments, based on changes on price or other indices, that are expensed as incurred. Delek calculates the total lease expense for the entire noncancelable lease period, considering renewals for all periods for which it is reasonably certain to be exercised, and records lease expense on a straight-line basis in the accompanying consolidated statements of income. Accordingly, a lease liability is recognized for these leases and is calculated to be the present value of the fixed lease payments, as defined by ASC 842-20, using a discount rate based on our incremental borrowing rate. A corresponding right-of-use asset is recognized based on the lease liability and adjusted for certain costs and prepayments. The right-of-use asset is amortized over the noncancelable lease period, considering renewals for all periods for which it is reasonably certain to be exercised. For substantially all classes of underlying assets, we have elected the practical expedient not to separate lease and non-lease components, which allows us to combine the components if certain criteria are met. See Note 23 for further information. Income Taxes Income taxes are accounted for under the provisions of ASC 740, Income Taxes ("ASC 740"). This standard generally requires Delek to record deferred income taxes for the differences between the book and tax basis of its assets and liabilities, which are measured using enacted tax rates and laws that will be in effect when the differences are expected to reverse. Deferred income tax expense or benefit represents the net change during the year in our deferred income tax assets and liabilities, exclusive of the amounts held in other comprehensive income. F-19 | ASC 740 also prescribes a comprehensive model for how companies should recognize, measure, present and disclose in their financial statements uncertain tax positions taken or expected to be taken on a tax return and prescribes the minimum recognition threshold a tax position is required to meet before being recognized in the financial statements. Finally, ASC 740 requires an annual tabular roll-forward of unrecognized tax benefits. In August 2022, the Inflation Reduction Act of 2022 (the “Act”) was signed into law. One of the aspects of the Act was the introduction of a 1% excise tax on certain corporate stock buybacks. More specifically, the Act would impose a nondeductible 1% excise tax on the fair market value of certain stock that is “repurchased” during the taxable year by a publicly traded U.S. corporation or acquired by certain of its subsidiaries. The taxable amount is reduced by the fair market value of certain issuances of stock throughout the year. The Act also imposes a 15% corporate minimum tax and extends and expands tax incentives for clean energy. The Company does not expect any material impacts as a result of The Act. Equity-Based Compensation ASC 718, Compensation - Stock Compensation ("ASC 718"), requires the cost of all share-based payments to employees, including grants of employee stock options, to be recognized in the income statement and establishes fair value as the measurement objective in accounting for share-based payment arrangements. ASC 718 requires the use of a valuation model to calculate the fair value of stock-based awards on the date of grant. Delek uses the Black-Scholes-Merton option-pricing model to determine the fair value of stock option and stock appreciation right ("SARs") awards. Restricted stock units ("RSUs") are valued based on the fair market value of the underlying stock on the date of grant. Performance-based RSUs ("PRSUs") include a market condition based on the Company's total shareholder return over the performance period and are valued using a Monte-Carlo simulation model. We record compensation expense for these awards based on the grant date fair value of the award, recognized ratably over the measurement period. Vested RSUs and PRSUs are not issued until the minimum statutory withholding requirements have been remitted to us for payment to the taxing authority. As a result, the actual number of shares accounted for as issued may be less than the number of RSUs vested, due to any withholding amounts which have not been remitted. We generally recognize compensation expense related to stock-based awards with graded or cliff vesting on a straight-line basis over the vesting period. It is our practice to issue new shares when share-based awards are exercised. Our equity-based compensation expense includes estimates for forfeitures and volatility based on our historical experience. If actual forfeitures differ from our estimates, we adjust equity-based compensation expense accordingly. Postretirement Benefits In connection with the acquisition of the outstanding common stock of Alon on July 1, 2017 (the "Delek/Alon Merger"), we assumed defined benefit pension and postretirement medical plans for certain former Alon employees. We recognize the underfunded status of our defined benefit pension and postretirement medical plans as a liability. Changes in the funded status of our defined benefit pension and postretirement medical plans are recognized in other comprehensive income in the period when the changes occur. The funded status represents the difference between the projected benefit obligation and the fair value of the plan assets. The projected benefit obligation is the present value of benefits earned to date by plan participants, including the effect of assumed future salary increases. Plan assets are measured at fair value. We use December 31 of each year, or more frequently as necessary, as the measurement date for plan assets and obligations for all of our defined benefit pension and postretirement medical plans. We straight-line amortize prior service costs and actuarial gains and losses over the average future service of members expected to receive benefits and use a 10 % corridor in regards to the actuarial gains and losses. See Note 22 for more information regarding our postretirement benefits. The service cost component of net periodic benefit is included as part of general and administrative expenses in the accompanying consolidated statements of income. The other components of net periodic benefit are included as part of other expense (income), net in the accompanying consolidated statements of income. New Accounting Pronouncements Adopted During 2023 ASU 2023-03 , Presentation of Financial Statements (Topic 205), Income Statement - Reporting Comprehensive Income (Topic 220), Distinguishing Liabilities from Equity (Topic 480), Equity (Topic 505), and Compensation - Stock Compensation (Topic 718) In July 2023, the Financial Accounting Standards Board (“FASB”) issued ASU 2023-03, Presentation of Financial Statements (Topic 205), Income Statement-Reporting Comprehensive Income (Topic 220), Distinguishing Liabilities from Equity (Topic 480), Equity (Topic 505), and Compensation-Stock Compensation (Topic 718) (“ASU 2023-03”). This ASU amends or supersedes various SEC paragraphs within the FASB Accounting Standards Codification to conform to past SEC announcements and guidance issued by the SEC. ASU 2023-03 does not provide any new guidance, so there is no transition or effective date. ASU 2023-03 did not have a material impact on our consolidated financial statements. F-20 | Accounting Pronouncements Not Yet Adopted ASU 2023-09, Income Taxes(Topic 740): Improvements to Income Tax Disclosures In December 2023, the FASB issued ASU 2023-09 Income Taxes(Topic 740): Improvements to Income Tax Disclosures ("ASU 2023-09"). The standard is intended to enhance the transparency and decision usefulness of income tax disclosures. ASU 2023-09 requires disaggregated information about a reporting entity's effective tax rate reconciliation as well as information on income taxes paid. The amendments in this ASU are effective for annual periods beginning after December 15, 2024, with early adoption permitted, and should be applied on a prospective basis with the option to apply the standard retrospectively. The Company is currently evaluating the provisions of the amendments and the impact on its future consolidated statements, but does not currently expect adopting this new guidance will have a material impact on our consolidated financial statements and related disclosures. ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures In November 2023, the FASB issued ASU 2023-07 Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures ("ASU 2023-07"). ASU 2023-07 expands reportable segment disclosure requirements by requiring disclosures of significant reportable segment expenses that are regularly provided to the chief decision maker ("CODM") and included within each reported measure of a segment's profit or loss, an amount and description of its composition for other segment items, and interim disclosures of a reportable segment's profit or loss and assets. The ASU also requires disclosure of the title and position of the individual identified as the CODM and an explanation of how the CODM uses the reported measures of a segment's profit or loss in assessing segment performance and deciding how to allocate resources. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024, and should be applied retrospectively to all prior periods presented in the financial statements. The adoption of ASU 2023-07 should not have a material impact on our consolidated financial statements. See Note 4 for further information. ASU 2023-06, Codification Amendments in Response to the SEC's Disclosure Update and Simplification Initiative In October 2023, the FASB issued ASU 2023-06 Codification Amendments in Response to the SEC's Disclosure Update and Simplification Initiative ("ASU 2023-06"). The main provision of ASU 2023-06 is to clarify or improve disclosure and presentation requirements of a variety of topics, which will allow users to more easily compare entities subject to the SEC's existing disclosures with those entities that were not previously subject to the requirements, and align the requirements in the FASB accounting standard codification with the SEC's regulations. The effective date for each amendment will be the date on which the SEC’s removal of that related disclosure from Regulation S-X or Regulation S-K becomes effective, with early adoption prohibited. The Company is currently evaluating the provisions of the amendments and the impact on its future consolidated statements, but does not currently expect adopting this new guidance will have a material impact on our consolidated financial statements and related disclosures. 3. Acquisitions Delek Delaware Gathering (formally 3 Bear) On June 1, 2022, DKL Delaware Gathering, LLC, a subsidiary of the Delek Logistics, acquired 100 % of the limited liability company interests in 3 Bear Delaware Holding – NM, LLC ("3 Bear") from 3 Bear Energy – New Mexico LLC, (subsequently renamed to Delek Delaware Gathering ("Delaware Gathering")), related to their crude oil and natural gas gathering, processing and transportation businesses, as well as water disposal and recycling operations, located in the Delaware Basin of New Mexico (the "Delaware Gathering Acquisition"). The purchase price for Delaware Gathering was $ 628.3 million. The Delaware Gathering Acquisition was financed through a combination of cash on hand and borrowings under the Delek Logistics' Revolving Facility (as discussed in Note 10 of these consolidated financial statements). The Delaware Gathering Acquisition was accounted for using the acquisition method of accounting, whereby the purchase price was allocated to the tangible and intangible assets acquired and the liabilities assumed based on their fair values. The excess of the consideration paid over the fair value of the net assets acquired was recorded as goodwill. Determination of Purchase Price The table below represents the purchase price (in millions): Base purchase price: $ 624.7 Add: closing net working capital (as defined in the 3 Bear Purchase Agreement) 3.6 Less: closing indebtedness (as defined in the 3 Bear Purchase Agreement) ( 80.6 ) Cash paid for the adjusted purchase price 547.7 Cash paid to payoff 3 Bear credit agreement (as defined in the 3 Bear Purchase Agreement) 80.6 Purchase price $ 628.3 F-21 | Purchase Price Allocation The following table summarizes the final fair values of assets acquired and liabilities assumed in the Delaware Gathering Acquisition as of June 1, 2022 (in millions): Assets acquired: Cash and cash equivalents $ 2.7 Accounts receivables, net 28.9 Inventories 1.8 Other current assets 1.0 Property, plant and equipment 382.8 Operating lease right-of-use assets 7.4 Goodwill 14.8 Other intangibles, net 223.5 Other non-current assets 0.5 Total assets acquired 663.4 Liabilities assumed: Accounts payable 8.0 Accrued expenses and other current liabilities 22.4 Current portion of operating lease liabilities 1.0 Asset retirement obligations 2.3 Operating lease liabilities, net of current portion 1.4 Total liabilities assumed 35.1 Fair value of net assets acquired $ 628.3 4. Segment Data We aggregate our operating segments into three reportable segments: Refining, Logistics and Retail. Operations that are not specifically included in the reportable segments are included in Corporate, Other and Eliminations, which primarily consists of the following: • our corporate activities; • results of certain immaterial operating segments, including our Canadian crude trading operations (as discussed in Note 11); and • intercompany eliminations. The accounting policies of the reporting segments are the same as those described in Note 2, except that the disaggregated financial results for the reporting segments have been prepared using a management approach, which is consistent with the basis and manner in which management internally disaggregates financial information for the purposes of assisting internal operating decisions. The CODM evaluates performance based upon EBITDA attributable to Delek. We define EBITDA attributable to Delek for any period as net income (loss) attributable to Delek plus interest expense, income tax expense (benefit), depreciation and amortization. Segment EBITDA should not be considered a substitute for results prepared in accordance with U.S. GAAP and should not be considered an alternative to net income (loss), which is the most directly comparable financial measure to EBITDA that is in accordance with U.S. GAAP. Segment EBITDA, as determined and measured by us, should also not be compared to similarly titled measures reported by other companies. Assets by segment are not a measure used to assess the performance of the Company by the CODM and thus are not disclosed. Refining Segment The refining segment processes crude oil and other feedstocks for the manufacture of transportation motor fuels, including various grades of gasoline, diesel fuel and aviation fuel, asphalt and other petroleum-based products that are distributed through owned and third-party product terminals. The refining segment includes the following: • Tyler, Texas refinery (the "Tyler refinery"); • El Dorado, Arkansas refinery (the "El Dorado refinery"); • Big Spring, Texas refinery (the "Big Spring refinery"); and • Krotz Springs, Louisiana refinery (the "Krotz Springs refinery"). As of December 31, 2023, the refining segment also owns and operates three biodiesel facilities involved in the production of biodiesel fuels and related activities, located in Crossett, Arkansas, Cleburne, Texas and New Albany, Mississippi. The biodiesel industry has historically been substantially aided by federal and state tax incentives. One tax incentive program that has been significant to our renewable fuels facilities is the federal blender's tax credit (also known as the biodiesel tax credit or "BTC"). The BTC provides a $1.00 refundable tax credit per gallon of pure F-22 | biodiesel to the first blender of biodiesel with petroleum-based diesel fuel. The blender's tax credit was originally set to expire December 31, 2022, but was extended through December 31, 2024. In addition, the refining segment also includes our wholesale crude operations. On May 7, 2020, we sold our equity interests in Alon Bakersfield Property, Inc., an indirect wholly-owned subsidiary that owns the non-operating refinery located in Bakersfield, California, to a subsidiary of Global Clean Energy Holdings, Inc. (“GCE”). As part of the transaction, GCE granted a call option to Delek to acquire up to a 33 1/3% limited member interest in the acquiring subsidiary of GCE for up to $ 13.3 million, subject to certain adjustments. Such option is exercisable by Delek through the 90th day after GCE demonstrates commercial operations, as contractually defined which has not yet occurred as of December 31, 2023. The refining segment's petroleum-based products are marketed primarily in the south central, southwestern and western regions of the United States. This segment also ships and sells gasoline into wholesale markets in the southern and eastern United States. Motor fuels are sold under the Alon or Delek brand through various terminals to supply Alon or Delek branded retail sites. In addition, Alon sells motor fuels through its wholesale distribution network on an unbranded basis. Logistics Segment Our logistics segment owns and operates crude oil, refined products and natural gas logistics and marketing assets as well as water disposal and recycling assets. The logistics segment generates revenue by charging fees for gathering, transporting and storing crude oil and natural gas, marketing, distributing, transporting and storing intermediate and refined products and disposing and recycling water in select regions of the southeastern United States, the Delaware Basin in New Mexico and West Texas for our refining segment and third parties, and sales of wholesale products in the West Texas market. The operating results and assets acquired in the Delaware Gathering Acquisition have been included in the logistics segment beginning on June 1, 2022. Retail Segment Our retail segment includes the operations of owned and leased convenience store sites located primarily in West Texas and New Mexico. These convenience stores typically offer various grades of gasoline and diesel under the Alon or Delek brand name and food products, food service, tobacco products, non-alcoholic and alcoholic beverages, general merchandise as well as money grams to the public, primarily under the 7-Eleven and DK or Alon brand names. Substantially all of the motor fuel sold through our retail segment is supplied by our Big Spring refinery, which is transferred to the retail segment at prices substantially determined by reference to published commodity pricing information. We operated 250 and 249 stores as of December 31, 2023 and 2022, respectively. In November 2018, we terminated the license agreement with 7-Eleven, Inc. According to the terms of such agreement and subsequent amendments, all 7-Eleven branding was removed on a store-by-store basis by December 31, 2023. Significant Inter-segment Transactions All inter-segment transactions have been eliminated in consolidation and consists primarily of the following: • refining segment refined product sales to the retail segment to be sold through the store locations; • refining segment sales of asphalt and refined product to entities included in corporate, other and eliminations; • logistics segment service fee revenue under service agreements with the refining segment based on the number of gallons sold and to share a portion of the margin achieved in return for providing marketing, sales and customer services; • logistics segment sales of wholesale finished product to our refining segment; and • logistics segment crude transportation, terminalling and storage fee revenue from our refining segment for the utilization of pipeline, terminal and storage assets. F-23 | Business Segment Operating Performance The following is a summary of business segment operating performance as measured by EBITDA for the year ended indicated (in millions): Year Ended December 31, 2023 (In millions) Refining Logistics (1) Retail Corporate, Other and Eliminations (2) Consolidated Net revenues (excluding intercompany fees and revenues) $ 15,578.1 $ 456.6 $ 882.7 $ — $ 16,917.4 Inter-segment fees and revenues 828.8 563.8 — ( 1,392.6 ) — Total revenues $ 16,406.9 $ 1,020.4 $ 882.7 $ ( 1,392.6 ) $ 16,917.4 Segment EBITDA attributable to Delek $ 529.4 $ 363.0 $ 46.9 $ ( 244.6 ) $ 694.7 Depreciation and amortization ( 234.2 ) ( 92.4 ) ( 12.1 ) ( 12.9 ) ( 351.6 ) Interest expense, net ( 42.3 ) ( 143.2 ) ( 0.2 ) ( 132.5 ) ( 318.2 ) Income tax expense ( 5.1 ) Net income attributable to Delek $ 19.8 Income from equity method investments $ ( 0.6 ) $ ( 31.4 ) $ — $ ( 54.2 ) $ ( 86.2 ) Capital spending (3) $ 246.9 $ 81.3 $ 29.8 $ 31.1 $ 389.1 Year Ended December 31, 2022 (In millions) Refining Logistics Retail Corporate, Other and Eliminations Consolidated Net revenues (excluding intercompany fees and revenues) $ 18,730.9 $ 557.0 $ 956.9 $ 1.0 $ 20,245.8 Inter-segment fees and revenues 1,032.1 479.4 — ( 1,511.5 ) — Total revenues $ 19,763.0 $ 1,036.4 $ 956.9 $ ( 1,510.5 ) $ 20,245.8 Segment EBITDA attributable to Delek $ 719.1 $ 304.8 $ 44.1 $ ( 264.7 ) $ 803.3 Depreciation and amortization ( 205.4 ) ( 63.0 ) ( 12.0 ) ( 6.6 ) ( 287.0 ) Interest expense, net ( 4.1 ) ( 82.3 ) 0.5 ( 109.4 ) ( 195.3 ) Income tax expense ( 63.9 ) Net income attributable to Delek $ 257.1 Income from equity method investments $ ( 1.0 ) $ ( 31.7 ) $ — $ ( 25.0 ) $ ( 57.7 ) Capital spending (excluding business combinations) (3) $ 138.0 $ 130.7 $ 34.2 $ 40.2 $ 343.1 Year Ended December 31, 2021 (In millions) Refining Logistics Retail Corporate, Other and Eliminations Consolidated Net revenues (excluding intercompany fees and revenues) $ 9,564.9 $ 282.1 $ 797.4 $ 3.8 $ 10,648.2 Inter-segment fees and revenues 702.9 418.8 — ( 1,121.7 ) — Total revenues $ 10,267.8 $ 700.9 $ 797.4 $ ( 1,117.9 ) $ 10,648.2 Segment EBITDA attributable to Delek $ 69.2 $ 258.0 $ 51.1 $ ( 147.3 ) $ 231.0 Depreciation and amortization ( 198.7 ) ( 42.8 ) ( 12.7 ) ( 10.4 ) ( 264.6 ) Interest expense, net 17.4 ( 50.2 ) — ( 103.9 ) ( 136.7 ) Income tax benefit 42.0 Net loss attributable to Delek $ ( 128.3 ) Income from equity method investments $ ( 0.7 ) $ ( 24.6 ) $ — $ 7.0 $ ( 18.3 ) Capital spending (3) $ 172.4 $ 27.5 $ 5.1 $ 22.1 $ 227.1 (1) Includes a $ 14.8 million goodwill impairment charge. Refer to Note 16 - Goodwill and Intangible Assets for further information. (2) Includes a $ 23.1 million right-of-use asset impairment charge. Refer to Note 19 - Restructuring and Other Charges for further information. (3) Capital spending includes additions on an accrual basis. F-24 | 5. Earnings Per Share Basic earnings per share (or "EPS") is computed by dividing net income (loss) by the weighted average common shares outstanding. Diluted earnings per share is computed by dividing net income, 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 20 to these 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. The following table sets forth the computation of basic and diluted earnings per share. Year Ended December 31, 2023 2022 2021 Numerator: Numerator for EPS Net income (loss) $ 46.7 $ 290.5 $ ( 95.3 ) Less: Income attributed to non-controlling interest 26.9 33.4 33.0 Numerator for basic and diluted EPS attributable to Delek $ 19.8 $ 257.1 $ ( 128.3 ) Denominator: Weighted average common shares outstanding (denominator for basic EPS) 65,406,089 70,789,458 73,984,104 Dilutive effect of stock-based awards 569,212 726,903 — Weighted average common shares outstanding, assuming dilution (denominator for diluted EPS) 65,975,301 71,516,361 73,984,104 EPS: Basic income (loss) per share $ 0.30 $ 3.63 $ ( 1.73 ) Diluted income (loss) per share $ 0.30 $ 3.59 $ ( 1.73 ) The following equity instruments were excluded from the diluted weighted average common shares outstanding because their effect would be anti-dilutive: Antidilutive stock-based compensation (because average share price is less than exercise price) 1,718,880 2,299,660 2,988,718 Antidilutive due to loss — — 598,775 Total antidilutive stock-based compensation 1,718,880 2,299,660 3,587,493 6. Delek Logistics 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. A substantial majority of Delek Logistics' assets are integral to Delek’s refining and marketing operations. As of December 31, 2023, we owned a 78.7 % interest in Delek Logistics, consisting of 34,311,278 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 consolidated statements of income and in non-controlling interest in subsidiaries in the accompanying consolidated balance sheets. In September 2023, Delek Logistics filed a shelf registration statement, which subsequently became effective, with the SEC for the proposed re-sale or other disposition from time to time by Delek of up to 13.6 million common limited partner units representing our limited partner interests in Delek Logistics. No units were sold for the year ended December 31, 2023. On November 14, 2022, Delek Logistics entered into an Equity Distribution Agreement with RBC Capital Markets, LLC (the “Manager”) under which we may issue and sell, from time to time, to or through the Manager, as sales agent and/or principal, as applicable, common units representing limited partner interests, having an aggregate offering price of up to $ 100.0 million. The Equity Distribution Agreement provides us the right, but not the obligation, to sell common units in the future, at prices we deem appropriate. The net proceeds from any sales under this agreement will be used for general partnership purposes. For the year ended December 31, 2022, we sold 59,192 common units under the Equity Distribution Agreement for net proceeds of $ 3.1 million. Underwriting discounts were immaterial. No common units were sold for the year ended December 31, 2023. F-25 | On June 1, 2022, DKL Delaware Gathering, LLC, a subsidiary of Delek Logistics, completed the Delaware Gathering Acquisition related to crude oil and natural gas gathering, processing and transportation businesses, as well as water disposal and recycling operations, in the Delaware Basin in New Mexico. The purchase price was $ 628.3 million. See Note 3 - Acquisitions for additional information. On April 14, 2022, Delek Logistics filed a shelf registration statement with the SEC registering, which was declared effective on April 29th, for the potential sale, from time to time by Delek Logistics, of up to $ 200.0 million of common limited partner units of Delek Logistics. On December 20, 2021, Delek commenced a program to sell up to 434,590 common limited partner units representing limited partner interests in Delek Logistics over the next three months in open market transactions conducted pursuant to Rule 144 under the Securities Act of 1933, as amended, and a Rule 10b5-1 trading plan. For the years ended December 31, 2022 and 2021, we sold 385,522 and 49,068 units, respectively, for gross proceeds of $ 16.4 million ($ 13.6 million, net of taxes) and $ 2.1 million ($ 1.7 million, net of taxes). We have agreements with Delek Logistics that, among other things, establish fees for certain administrative and operational services provided by us and our subsidiaries to Delek Logistics, provide certain indemnification obligations and establish terms for fee-based commercial logistics and marketing services provided by Delek Logistics and its subsidiaries to us. The revenues and expenses associated with these agreements are eliminated in consolidation. Delek Logistics is a VIE, as defined under GAAP, and is consolidated into our 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. Exclusive of intercompany balances and the marketing agreement intangible asset between Delek Logistics and Delek which are eliminated in consolidation, the Delek Logistics consolidated balance sheets are included in the consolidated balance sheets of Delek. The Delek Logistics consolidated balance sheets are presented below (in millions): As of December 31, 2023 As of December 31, 2022 ASSETS Cash and cash equivalents $ 3.8 $ 8.0 Accounts receivable 41.1 53.3 Accounts receivable from related parties 28.4 — Inventory 2.3 1.5 Other current assets 0.7 2.4 Property, plant and equipment, net 936.2 924.0 Equity method investments 241.3 257.0 Operating lease right-of-use assets 19.0 24.8 Goodwill 12.2 27.1 Intangible assets, net 343.0 364.8 Other non-current assets 14.2 16.4 Total assets $ 1,642.2 $ 1,679.3 LIABILITIES AND DEFICIT Accounts payable $ 26.3 $ 57.4 Accounts payable to related parties — 6.1 Current portion of long-term debt 30.0 15.0 Current portion of operating lease liabilities 6.7 8.0 Accrued expenses and other current liabilities 27.6 19.7 Long-term debt 1,673.8 1,646.6 Asset retirement obligations 10.0 9.3 Operating lease liabilities, net of current portion 8.3 12.1 Other non-current liabilities 21.4 15.8 Deficit ( 161.9 ) ( 110.7 ) Total liabilities and deficit $ 1,642.2 $ 1,679.3 7. Equity Method Investments Wink to Webster Pipeline Through our wholly-owned direct subsidiary Delek Energy, we own a 50 % investment in W2W Holdings LLC ("HoldCo") which was formed by us and MPLX Operations LLC ("MPLX") to obtain financing and fund capital calls associated with our collective and contributed interests in the Wink to Webster Pipeline LLC ("WWP") Joint Venture. The Company has determined that HoldCo 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 HoldCo, and no single party has the power to direct the activities that most significantly impact HoldCo's economic performance. Distributions received from WWP are first applied to service the debt of HoldCo's wholly owned finance LLC, with excess distributions being F-26 | made to the HoldCo members as provided for in the W2W Holdings LLC Agreement and as allowed for under its debt agreements. The obligations of the HoldCo members under the W2W Holdings LLC Agreement are guaranteed by the parents of the member entities. As of December 31, 2023, except for the guarantee of member obligations under the joint venture, we do not have other guarantees with or to HoldCo, nor any third-party associated with HoldCo contracted work. The Company's maximum exposure to any losses incurred by HoldCo is limited to its investment. On September 30, 2021 WWP made the decision to buy Delek out of the Midland Connector Financing Commitment Agreement which provided an interest-free commitment to fund us up to $ 65.0 million upon completion of a connector to connect the WWP long-haul pipeline to our Midland Gathering System, with repayment over 14 years. The buy-out totaled $ 27.5 million and represented the estimated incremental cost of capital to fund the $ 65.0 million in expenditures over a 14 -year term, and enabled us to recover approximately $ 18.0 million of capital expenditures that we may not have incurred had it not been for the financing commitment, including approximately $ 6.6 million that was written off. As a result of the transaction, for the year ended December 31, 2021 we recognized $ 20.9 million of other non-operating income, representing the excess over recognized write-offs. As of December 31, 2023 and December 31, 2022, Delek's HoldCo investment balance totaled $ 51.4 million and $ 49.0 million, respectively. Delek Logistics Investments Delek Logistics has a 33 % membership interest in Red River Pipeline Company LLC (“Red River”), which owns a 16-inch crude oil pipeline running from Cushing, Oklahoma to Longview, Texas. As of December 31, 2023 and December 31, 2022, Delek's investment balance in Red River totaled $ 141.1 million and $ 149.6 million, respectively. In addition to Red River, Delek Logistics has two other pipeline joint ventures in which we own 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 December 31, 2023 and December 31, 2022, Delek Logistics' investment balance in these joint ventures was $ 100.3 million and $ 107.4 million. 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 December 31, 2023 and December 31, 2022, Delek's investment balance in these joint ventures was $ 67.9 million and $ 53.7 million, respectively. 8. Inventory Crude oil feedstocks, refined products, blendstocks and asphalt inventory for all of our operations, excluding merchandise inventory in our retail segment, are stated at the lower of cost determined using the FIFO basis or net realizable value. Retail merchandise inventory consists of cigarettes, beer, convenience merchandise and food service merchandise and is stated at estimated cost as determined by the retail inventory method. The following table presents the components of inventory for each period presented: Titled Inventory Inventory Intermediation Agreement (1) Total December 31, 2023 Feedstocks, raw materials and supplies $ 250.2 $ 116.9 $ 367.1 Refined products and blendstock 278.6 304.8 583.4 Merchandise inventory and other 31.4 — 31.4 Total $ 560.2 $ 421.7 $ 981.9 December 31, 2022 Feedstocks, raw materials and supplies $ 479.7 $ 163.8 $ 643.5 Refined products and blendstock 490.8 354.8 845.6 Merchandise inventory and other 29.4 — 29.4 Total $ 999.9 $ 518.6 $ 1,518.5 (1) Refer to Note 9 - Inventory Intermediation Obligations for further information. F-27 | At December 31, 2023, we recorded a pre-tax inventory valuation reserve of $ 11.6 million due to a market price decline below our cost of certain inventory products. At December 31, 2022, we recorded a pre-tax inventory valuation reserve of $ 11.2 million For the years ended December 31, 2023, 2022 and 2021, we recognized a net reduction (increase) in cost of materials and other in the accompanying consolidated statements of income related to the change in pre-tax inventory valuation of $( 0.4 ) million, $( 1.9 ) million and $( 8.5 ) million, respectively. 9. Inventory Intermediation Obligations The following table summarizes our outstanding obligations under our Inventory Intermediation Agreement and Supply and Offtake Agreements: As of December 31, 2023 As of December 31, 2022 Obligations under Inventory Intermediation Agreement Obligations related to Base Layer Volumes $ 407.2 $ 491.8 Current portion 0.4 49.9 Total obligations under Inventory Intermediation Agreement $ 407.6 $ 541.7 Other (receivable) payable for monthly activity true-up $ ( 9.3 ) $ 5.6 Obligations under Supply and Offtake Agreements Other (receivable) payable for monthly activity true-up $ — $ ( 34.9 ) Included in the Inventory Intermediation Agreement and Supply and Offtake Agreements are cost of financing associated with the value of the inventory and other periodic charges, which we include in interest expense, net in the consolidated statements of income. In addition to the cost of financing charges, we have other intermediation fees which include market structure settlements, where we may pay or receive amounts based on market conditions and volumes subject to the intermediation agreement. These market structure settlements are recorded in cost of materials and other in the consolidated statements of income. The following table summarizes these fees: Year Ended December 31, 2023 2022 2021 Net fees and expenses: Inventory intermediation fees $ 75.5 $ 62.0 $ 13.0 Interest expense, net $ 61.4 $ 23.4 $ 18.1 Inventory Intermediation Agreement On December 22, 2022, Delek entered into the Inventory Intermediation Agreement with Citi in connection with 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. The Inventory Intermediation Agreement results in up to $ 800 million of working capital capacity for DKTS. On December 21, 2023, DKTS amended the Inventory Intermediation Agreement to among other things, (i) extend the term of the Inventory Intermediation Agreement from December 30, 2024 to January 31, 2026, (ii) reduce Citi’s unilateral term extension option from a twelve month extension period to a six month extension period and (iii) increase the amount of the payment deferral mechanism from $ 70 million to $ 250 million. As of December 31, 2023 and 2022, we had letters of credit outstanding of $ 230.0 million and $ 115.0 million, respectively, supporting the Inventory Intermediation Agreement. Prior to December 30, 2022, Delek had Supply and Offtake Agreements with J. Aron. The Inventory Intermediation Agreement replaced the Supply and Offtake Agreements that expired on December 30, 2022. 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. As of December 31, 2023 and December 31, 2022, the volumes subject to the Inventory Intermediation Agreement totaled 5.4 million barrels and 6.3 million barrels, including Base Layer Volumes associated with our non-current inventory intermediation obligation of 5.5 million barrels. The Inventory Intermediation Agreement is accounted for as an inventory financing arrangement under the fair value election provided by ASC 815 and ASC 825. Therefore, the crude oil and refined products barrels subject to the Inventory Intermediation Agreement will continue to be reported in our 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 consolidated balance sheet 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 consolidated balance sheet. F-28 | 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 consolidated statements of income. With respect to the repurchase obligation, we recognized gains attributable to changes in fair value due to commodity-index price totaling $ 71.8 million during the year ended December 31, 2023. F or the year ended December 31, 2022 there were no gains (losses) recognized due to the change in fair value. Supply & Offtake Agreements Prior to December 30, 2022, Delek was a party to Supply and Offtake Agreements with J. Aron in connection with its El Dorado, Big Spring and Krotz Springs refineries. Pursuant to the Supply and Offtake Agreements, (i) J. Aron agreed to sell to us, and we agreed to buy from J. Aron, at market prices, crude oil for processing at these refineries and (ii) we agreed to sell, and J. Aron agreed to buy, at market prices, certain refined products produced at these refineries. The repurchase of Baseline Volumes at the end of the Supply and Offtake Agreement term (representing the "Baseline Step-Out Liability" or, collectively, the "Baseline Step-Out Liabilities") continued to be recorded at fair value under the fair value election included under ASC 815 and ASC 825. The Baseline Step-Out Liabilities had a floating component whose fair value reflected changes to commodity price risk with changes in fair value recorded in cost of materials. For the years ended December 31, 2022 and 2021, we recognized gains in cost of materials and other attributable to changes in fair value due to commodity-index price totaling $ 63.0 million and $ 105.5 million, respectively. As of December 31, 2022, we had letters of credit outstanding of $ 70.0 million supporting the Supply and Offtake Agreements. 10. Long-Term Obligations Outstanding borrowings under debt instruments are as follows (in millions): December 31, 2023 December 31, 2022 Delek Revolving Credit Facility $ — $ 450.0 Delek Term Loan Credit Facility 940.5 950.0 Delek Logistics Revolving Facility 780.5 720.5 Delek Logistics Term Loan Facility 281.3 300.0 Delek Logistics 2025 Notes 250.0 250.0 Delek Logistics 2028 Notes 400.0 400.0 United Community Bank Revolver 5.0 50.0 Principle amount of long-term debt 2,657.3 3,120.5 Less: Unamortized discount and deferred financing costs ( 57.5 ) ( 66.8 ) Total debt, net of unamortized discount and deferred financing costs 2,599.8 3,053.7 Less: Current portion of long-term debt 44.5 74.5 Long-term debt, net of current portion $ 2,555.3 $ 2,979.2 Delek Term Loan Credit Facility 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 in 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 December 31, 2023 and December 31, 2022, the weighted average borrowing rate was approximately 8.96 % and 7.92 %; respectively. The effective interest rate was 10.19 % as of December 31, 2023. F-29 | Delek Logistics Term Loan Facility On October 13, 2022, Delek Logistics entered into senior secured term loan with an original principal of $ 300.0 million ("the Delek Logistics Term Loan Facility"). On November 6, 2023, Delek Logistics entered into a First Amendment, a Second Amendment and a Third Amendment to the Delek Logistics Credit Facility (together, the “Amendments”) to extend the maturity of the Delek Logistics Term Loan Facility to April 15, 2025. In addition, the Amendments added a maturity acceleration clause which will accelerate the maturity of the Delek Logistics Term Loan Facility to 180 days prior to the stated maturity date of the Delek Logistics 2025 Notes if any of the Delek Logistics 2025 Notes remain outstanding on that date. As of December 31, 2023, the Delek Logistics Term Facility was classified as long-term in the accompanying consolidated balance sheets as Delek Logistics currently has the ability and intent to refinance the 2025 Notes on a long-term basis through available capacity under the Delek Logistics Revolving Facility and other funding sources. This senior secured facility required four quarterly amortization payments of $ 3.8 million in 2023, requires four quarterly amortization payments of $ 7.5 million in 2024 and one quarterly amortization payment of $ 7.5 million in 2025 with final maturity and principal due on April 15, 2025. At Delek Logistics' option, borrowings bear interest at either the SOFR or U.S. dollar prime rate, plus an applicable margin. The applicable margin is 2.50 % for the first year and 3.00 % for the second year for U.S. dollar primate rate borrowings. SOFR borrowings include a credit spread adjustment of 0.10 % to 0.25 % plus an applicable margin of 3.50 % for the first year and 4.00 % for the second year. At December 31, 2023 and December 31, 2022, the weighted average borrowing rate was approximately 9.46 % and 7.92 %, respectively. The effective interest rate was 9.93 % as of December 31, 2023. Revolving Credit Facilities Available capacity and amounts outstanding for each of our revolving credit facilities as of December 31, 2023 are shown below (in millions): Total Capacity Outstanding Borrowings Outstanding Letters of Credit Available Capacity Maturity Date Delek Revolving Credit Facility (1) $ 1,100.0 $ — $ 305.5 $ 794.5 October 26, 2027 Delek Logistics Revolving Facility (2) $ 1,050.0 $ 780.5 $ — $ 269.5 October 13, 2027 United Community Bank Revolver (3) $ 25.0 $ 5.0 $ — $ 20.0 June 30, 2024 (1) Total capacity includes letters of credit up to $ 500.0 million. This facility requires a quarterly unused commitment fee based on average commitment usage, currently at 0.30 % per annum. Interest is measured at either the SOFR, base rate, or Canadian dollar bankers’ acceptances rate (“CDOR”), plus an applicable margin of 0.25 % to 0.75 % per annum with respect to base rate borrowings or 1.25 % to 1.75 % per annum with respect to SOFR and CDOR. As of December 31, 2022, the weighted average interest rate was 5.67 %. (2) The Delek Logistics Revolving Facility's maturity date will accelerate to 180 days prior to the stated maturity date of the Delek Logistics 2025 Notes if any of the Delek Logistics 2025 Notes remain outstanding on that date. As of December 31, 2023, the Delek Logistics Revolving Facility was classified as long-term in the accompanying consolidated balance sheets as Delek Logistics currently has the ability and intent to refinance the 2025 Notes on a long-term basis through available capacity under the Delek Logistics Revolving Facility and other funding sources. Total capacity includes letters of credit up to $ 115.0 million and $ 25.0 million for swing line loans. This facility requires a quarterly unused commitment fee based on average commitment usage, currently at 0.50 % per annum. Interest is measured at either the U.S. dollar prime rate plus an applicable margin of 1.00 % to 2.00 % depending on Delek Logistics’ leverage ratio, or a SOFR rate plus a credit spread adjustment of 0.10 % to 0.25 % and an applicable margin ranging from 2.00 % to 3.00 % depending on the leverage ratio. As of December 31, 2023 and December 31, 2022, the weighted average interest rate was 8.46 % and 7.55 %, respectively. (3) Interest is measured as a variable rate equal to the Wall Street Journal Prime Rate minus 0.75 %. Requires a quarterly fee of 0.25 % per year on the average unused revolving commitment. The weighted average borrowing rate as of December 31, 2023 and December 31, 2022 was 7.75 % and 6.75 %, respectively. Delek Logistics Revolving Credit Facility On November 6, 2023, Delek Logistics entered into the Amendments which among other things: (i) increased the U.S. Revolving Credit Commitments (as defined in the Delek Logistics Credit Facility) by an amount equal to $ 150.0 million, resulting in aggregate lender commitments under the Delek Logistics Revolving Credit Facility in an amount of $ 1.050 billion and (ii) increased the limit allowed for general unsecured debt (as defined in the Delek Logistics Credit Facility) by an amount equal to $ 95.0 million, resulting in an unsecured general debt limit of $ 150.0 million. United Community Bank Revolver On June 9, 2023, we amended the United Community Bank Revolver to reduce commitments from $ 50.0 million to $ 25.0 million and extended the maturity date to June 30, 2024. Delek Logistics 2025 Notes In May 2018, Delek Logistics and Finance Corp. issued general unsecured senior obligations comprised of $ 250.0 million in aggregate principal of 6.75 % senior notes maturing on May 15, 2025 ("the Delek Logistics 2025 Notes"). The Delek Logistics 2025 Notes are unconditionally guaranteed jointly and severally on a senior unsecured basis by Delek Logistics' existing 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 May 15 and November 15. As of December 31, 2023, the effective interest rate was 7.19 %. All of the Delek Logistics 2025 Notes are currently redeemable, subject to certain conditions and limitations, at a redemption price of 100.00 % of the redeemed principal for the twelve-month period beginning on May 15, 2023 and thereafter, plus accrued and unpaid interest, if any. F-30 | 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 Issuers will be obligated to make an offer for the purchase of the Delek Logistics 2025 Notes from holders at a price equal to 101.00 % of the principal amount thereof, plus accrued and unpaid interest. 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 7.125 % 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 December 31, 2023, the effective interest rate was 7.39 %. At any time prior to June 1, 2024, the Co-issuers may redeem up to 35 % of the aggregate principal amount of the Delek Logistics 2028 Notes with the net cash proceeds of one or more equity offerings by Delek Logistics at a redemption price of 107.125 % of the redeemed principal amount, plus accrued and unpaid interest, if any, subject to certain conditions and limitations. Prior to June 1, 2024, the Co-issuers may also redeem all or part of the Delek Logistics 2028 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, 2024, the Co-issuers may, subject to certain conditions and limitations, redeem all or part of the Delek Logistics 2028 Notes, at a redemption price of 103.563 % of the redeemed principal for the twelve-month period beginning on June 1, 2024, 101.781 % for the twelve-month period beginning on June 1, 2025, and 100.00 % beginning on June 1, 2026 and thereafter, plus accrued and unpaid interest, if any. 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 obligated to make an offer for the purchase of the Delek Logistics 2028 Notes from holders at a price equal to 101.00 % of the principal amount thereof, plus accrued and unpaid interest. Guarantees Under Revolver and Term Facilities The obligations of the borrowers under the Delek Term Loan Credit Facility and the Delek Revolving Credit Facility are guaranteed by Delek and each of its direct and indirect, existing and future, wholly-owned domestic subsidiaries, subject to customary exceptions and limitations, and excluding Delek Logistics Partners, LP, Delek Logistics GP, LLC, and each subsidiary of the foregoing (collectively, the "MLP Subsidiaries"). Borrowings under the Delek Term Loan Credit Facility and the Delek Revolving Credit Facility are also guaranteed by DK Canada Energy ULC, a British Columbia unlimited liability company and a wholly-owned restricted subsidiary of Delek. The obligations under the Delek Logistics Revolving Facility and Term Loan Facility are secured by first priority liens on substantially all of Delek Logistics' tangible and intangible assets. Restrictive Terms and Covenants Under the terms of our debt facilities, we are required to comply with usual and customary financial and non-financial covenants. 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 December 31, 2023, 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 December 31, 2023, we had no subsidiaries with restricted net assets which would prohibit earnings from being transferred to the parent company for its use. Future Maturities Principal maturities of Delek's third-party debt instruments for the next five years and thereafter are as follows (in millions): Year Ended December 31, Total 2024 $ 44.5 2025 510.8 2026 9.5 2027 790.0 2028 409.5 Thereafter 893.0 Total $ 2,657.3 F-31 | 11. Derivative Instruments We use the majority of our derivatives to reduce normal operating and market risks with the primary objective of reducing the impact of market price volatility on our results of operations. 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; • managing the cost of our RINs Obligation using future commitments to purchase or sell RINs at fixed prices and quantities; and • 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 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. 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. Forward contracts where the underlying commodity will be used or sold in the normal course of business qualify as NPNS pursuant to ASC 815. If we elect the NPNS exception, such forward contracts are not accounted for as derivative instruments but rather are accounted for under other applicable GAAP. 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 consolidated statements of income. Additionally, as of and for the year ended December 31, 2023, 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 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. 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. These future RINs commitment contracts meet the definition of derivative instruments under ASC 815, and are recorded at estimated fair value in accordance with the provisions of ASC 815. Changes in the fair value of these future RINs commitment contracts are recorded in cost of materials and other on the consolidated statements of income. As of December 31, 2023, 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 December 31, 2023 and December 31, 2022. 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. We have elected to offset the recognized fair value amounts for multiple derivative instruments executed with the same counterparty in our financial statements. As a result, the asset and liability amounts below differ from the amounts presented in our consolidated balance sheets. See Note 12 for further information regarding the fair value of derivative instruments (in millions). December 31, 2023 December 31, 2022 Derivative Type Balance Sheet Location Assets Liabilities Assets Liabilities Derivatives not designated as hedging instruments: Commodity derivatives (1) Other current assets $ 6.6 $ ( 7.1 ) $ 217.1 $ ( 204.4 ) Commodity derivatives (1) Other current liabilities — ( 0.8 ) 101.0 ( 129.5 ) Commodity derivatives (1) Other long-term assets — — 1.1 ( 0.8 ) RINs commitment contracts (2) Other current assets — — 9.7 — RINs commitment contracts (2) Other current liabilities — ( 3.1 ) — ( 6.6 ) Total gross fair value of derivatives 6.6 ( 11.0 ) 328.9 ( 341.3 ) Less: Counterparty netting and cash collateral (3) 5.3 ( 7.1 ) 306.2 ( 320.0 ) Total net fair value of derivatives $ 1.3 $ ( 3.9 ) $ 22.7 $ ( 21.3 ) F-32 | (1) As of December 31, 2023 and December 31, 2022, we had open derivative positions representing 55,336,870 and 154,263,020 barrels, respectively, of crude oil and refined petroleum products. Additionally, as of December 31, 2022, we had open derivative positions representing 2,310,000 million British Thermal Units ("MMBTU"), respectively, of natural gas products. We had no open derivative positions of natural gas products as of December 31, 2023. (2) As of December 31, 2023 and December 31, 2022, we had open RINs commitment contracts representing 41,636,461 and 259,022,967 RINs, respectively. (3) As of December 31, 2023 and December 31, 2022, $ 1.8 million and $ 13.8 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 consolidated statements of income are as follows (in millions) (2) : Year Ended December 31, 2023 2022 2021 Gains (losses) on hedging derivatives not designated as hedging instruments recognized in cost of materials and other (1) $ ( 68.6 ) $ ( 38.0 ) $ 37.7 Gains (losses) on non-trading physical forward contract commodity derivatives in cost of materials and other ( 2.4 ) 9.0 ( 6.6 ) Losses on hedging derivatives not designated as hedging instruments recognized in operating expenses — ( 1.7 ) — Realized gains reclassified out of accumulated other comprehensive income and into cost of materials and other on commodity derivatives designated as cash flow hedging instruments — — 0.2 Total gains (losses) $ ( 71.0 ) $ ( 30.7 ) $ 31.3 (1) Gains (losses) on commodity derivatives that are economic hedges but not designated as hedging instruments include unrealized (losses) gains of $( 15.3 ) million , $( 15.4 ) million and $ 7.8 million for the years ended December 31, 2023, 2022 and 2021, respectively. (2) See separate table below for disclosures about "trading derivatives." Total gains (losses) on our trading derivatives (none of which were designated as hedging instruments) recorded in other operating (income) expense, net on the consolidated statements of income are as follows (in millions): Year Ended December 31, 2023 2022 2021 Trading Physical Forward Contract Commodity Derivatives Realized gains $ 8.3 $ 16.1 $ 6.5 Unrealized gains (losses) 0.2 ( 0.4 ) — Total $ 8.5 $ 15.7 $ 6.5 Trading Hedging Commodity Derivatives Realized (losses) gains $ ( 1.9 ) $ 13.5 $ 3.3 Unrealized gains (losses) 2.3 ( 18.5 ) 16.2 Total $ 0.4 $ ( 5.0 ) $ 19.5 12. Fair Value Measurements Our assets and liabilities that are measured at fair value include commodity derivatives, investment commodities, environmental credits obligations, our Inventory Intermediation Agreement, and Supply and Offtake Agreements. ASC 820 requires disclosures that categorize assets and liabilities measured at fair value into one of three different levels depending on the observability of the inputs employed in the measurement. Level 1 inputs are quoted prices in active markets for identical assets or liabilities. Level 2 inputs are observable inputs other than quoted prices included within Level 1 for the asset or liability, either directly or indirectly through market-corroborated inputs. Level 3 inputs are unobservable inputs for the asset or liability reflecting our assumptions about pricing by market participants. 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. F-33 | Our RINs commitment contracts are future commitments to purchase or sell RINs at fixed prices and quantities, which are used to manage the costs associated with our Consolidated Net RINs Obligation. These RINs commitment contracts (which are forward contracts accounted for as derivatives – see Note 11) are categorized as Level 2, and are measured at fair value based on quoted prices from an independent pricing service. Our environmental credits obligation includes the Consolidated Net RINs Obligation, as well as other environmental credit obligation positions subject to fair value accounting pursuant to our accounting policy (see Note 2). The environmental credits obligation is categorized as Level 2, if measured at fair value either directly through observable inputs or indirectly through market-corroborated inputs, and gains (losses) related to changes in fair value are recorded as a component of cost of materials and other in the consolidated statements of income. With respect to our Consolidated Net RINs Obligation, we recognized losses on changes in fair value totaling $( 1.8 ) million and $( 61.2 ) million for the years ended December 31, 2023 and 2022, respectively, primarily attributable to changes in the market prices of the underlying credits that occurred at the end of each quarter. For the year ended December 31, 2021, we recognized gains (losses) on changes in fair value totaling $( 44.5 ) million, which was attributable to changes in estimated volume requirements related to the 2021 RINs Obligation to reflect the December 2021 Proposed EPA Rule (where a rule regarding 2021 requirements had not been previously enacted) as well as to quarterly changes in the market prices of the underlying credits. As of and for the years ended December 31, 2023 and 2022, we elected to account for our Inventory Intermediation step-out liability and our J. Aron step-out liability at fair value in accordance with ASC 825, as it pertains to the fair value option. This standard permits the election to carry financial instruments and certain other items similar to financial instruments at fair value on the balance sheet, with all changes in fair value reported in earnings. With respect to the Inventory Intermediation Agreement and the amended and restated Supply and Offtake Agreements, we apply fair value measurement as follows: (1) we determine fair value for our amended variable step-out liability based on changes in fair value related to market volatility based on a floating commodity-index price, and for our amended fixed step-out liability based on changes to interest rates and the timing and amount of expected future cash settlements where such obligation is categorized as Level 2. Gains (losses) related to changes in fair value due to commodity-index price are recorded as a component of cost of materials and other, and changes in fair value due to interest rate risk are recorded as a component of interest expense in the consolidated statements of income; and (2) we determine fair value of the commodity-indexed revolving over/short inventory financing liability based on the market prices for the consigned crude oil and refined products collateralizing the financing/funding where such obligation is categorized as Level 2 and is presented in the current portion of the obligation under Inventory Intermediation Agreement on our consolidated balance sheets. Gains (losses) related to the change in fair value are recorded as a component of cost of materials and other in the consolidated statements of income. See Note 9 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 1 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 $ 380.4 million, respectively, as of December 31, 2023, and $ 400.0 million and $ 359.7 million, respectively, at December 31, 2022. F-34 | 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 December 31, 2023 Level 1 Level 2 Level 3 Total Assets Commodity derivatives $ — $ 6.6 $ — $ 6.6 RINs commitment contracts — — — — Total assets — 6.6 — 6.6 Liabilities Commodity derivatives — ( 7.9 ) — ( 7.9 ) RINs commitment contracts — ( 3.1 ) — ( 3.1 ) Environmental credits obligation deficit — ( 39.6 ) — ( 39.6 ) Inventory Intermediation Agreement obligation — ( 407.6 ) — ( 407.6 ) Total liabilities — ( 458.2 ) — ( 458.2 ) Net liabilities $ — $ ( 451.6 ) $ — $ ( 451.6 ) As of December 31, 2022 Level 1 Level 2 Level 3 Total Assets Commodity derivatives $ — $ 319.2 $ — $ 319.2 RINs commitment contracts — 9.7 — 9.7 Total assets — 328.9 — 328.9 Liabilities Commodity derivatives — ( 334.7 ) — ( 334.7 ) RINs commitment contracts — ( 6.6 ) — ( 6.6 ) Environmental credits obligation deficit — ( 295.5 ) — ( 295.5 ) Inventory Intermediation Agreement obligation — ( 541.7 ) — ( 541.7 ) Total liabilities — ( 1,178.5 ) — ( 1,178.5 ) Net liabilities $ — $ ( 849.6 ) $ — $ ( 849.6 ) The derivative values above are based on analysis of each contract as the fundamental unit of account as required by ASC 820. In the table above, derivative assets and liabilities with the same counterparty are not netted where the legal right of offset exists. 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 December 31, 2023 and December 31, 2022, $ 1.8 million and $ 13.8 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 11 for further information regarding derivative instruments. Non-Recurring Fair Value Measurements The Delaware Gathering Acquisition was accounted for as a business combination using the acquisition method of accounting, with the assets acquired and liabilities assumed at their respective acquisition date fair values at the closing date. The fair value measurements were based on a combination of valuation methods including discounted cash flows, the market approach and obsolescence adjusted replacement costs, all of which are Level 3 inputs. See Note 3 for further information. During the year ended December 31, 2023, we recognized goodwill impairment based on fair value measurements utilized during our goodwill impairment testing. The fair value measurements were based on a combination of valuation methods including discounted cash flows, the guideline public company and guideline transaction methods, all of which are Level 3 inputs. See Note 16 for further information. During the year ended December 31, 2023, we recognized right-of-use asset impairment based on fair value measurements utilized during our impairment testing. The fair value measurements were based on a combination of valuation methods including discounted cash flows, which includes estimates and assumptions for future sublease rental rates that reflect current sublease market conditions, as well as a discount rate, both of which are Level 3 inputs. See Note 23 for further information. F-35 | 13. Commitments and Contingencies Litigation In the ordinary conduct of our business, we are from time to time subject to lawsuits, investigations and claims, including environmental claims and employee-related matters. Although we cannot predict with certainty the ultimate resolution of lawsuits, investigations and claims asserted against us, including civil penalties or other enforcement actions, we do not believe that any currently pending legal proceeding or proceedings to which we are a party will have a material adverse effect on our financial statements. Certain environmental matters that have or may result in penalties or assessments are discussed below in the "Environmental, Health and Safety" section of this note. Environmental, Health and Safety We are subject to extensive federal, state and local environmental and safety laws and regulations enforced by various agencies, including the EPA, the U.S. Department of Transportation and the Occupational Safety and Health Administration, as well as numerous state, regional and local environmental, safety and pipeline agencies. These laws and regulations govern the discharge of materials into the environment, waste management practices, pollution prevention measures and the composition of the fuels we produce, as well as the safe operation of our plants and pipelines and the safety of our workers and the public. 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. 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 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 December 31, 2023, we have recorded an environmental liability of approximately $ 113.9 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. Approximately $ 3.0 million of the total liability is expected to be expended over the next 12 months, with most of the balance expended by 2032, although some costs may extend up to 30 years. In the future, we could be required to extend the expected remediation period or undertake additional investigations of our refineries, pipelines and terminal facilities, which could result in the recognition of additional remediation liabilities. Included in our environmental liabilities as of both December 31, 2023 and December 31, 2022 is a liability totaling $ 78.5 million related to a property that we have historically operated as an asphalt and marine fuel terminal both as an owner and, subsequently, as a lessee under an in-substance lease agreement (the “License Agreement”). The License Agreement, which provided us the license to continue operating our asphalt and marine fuel terminal operations on the property for a term of ten years and expired in June 2020, also ascribed a contractual noncontingent indemnification guarantee to certain of our wholly-owned subsidiaries related to certain incremental environmental remediation activities, predicated on the completion of certain property development activities ascribed to the lessor. Our combined liability, comprised of our environmental liability plus the estimated fair value of the noncontingent guarantee liability, was recorded in connection with the Delek/Alon Merger, effective July 1, 2017. While the License Agreement expired in June 2020, it is currently being disputed in litigation where we have determined that no loss accrual is necessary and that the amount of incremental loss that is reasonably possible is immaterial as of December 31, 2023. Such ongoing dispute causes sufficient uncertainty around the release of risk and the appropriate joint and several liability allocations thereunder that we cannot currently determine a more reasonable estimate of the potential total contingent liability that is probable, nor do we have sufficient information to better estimate the fair value of any remaining noncontingent guarantee liability. As such, as of December 31, 2023 and December 31, 2022, except for accretion and expenditures, our combined environmental liability related to the terminal and property remained unchanged. Environmental liabilities with payments that are fixed or reliably determinable have been discounted to present value at various rates depending on their expected payment stream. These discount rates vary from 1.51 % to 2.84 %. The table below summaries our environmental liability accruals (in millions): December 31, 2023 2022 Discounted environmental liabilities $ 36.0 $ 36.7 Undiscounted environmental liabilities 77.9 77.9 Total accrued environmental liabilities $ 113.9 $ 114.6 F-36 | As of December 31, 2023, the estimated future payments of environmental obligations for which discounts have been applied are as follows (in millions): 2024 $ 1.5 2025 1.5 2026 1.6 2027 1.6 2028 1.6 Thereafter 31.2 Discounted environmental liabilities, gross 39.0 Less: Discount applied 3.0 Discounted environmental liabilities $ 36.0 We are also subject to various regulatory requirements related to carbon emissions and the compliance requirements to remit environmental credit obligations due to the EPA or other regulatory agencies, the most significant of which relates to the RINs Obligation subject to the EPA’s RFS-2 regulations (See Note 2 for further discussion). The RFS-2 regulations are highly complex and evolving, requiring us to periodically update our compliance systems. As part of our on-going monitoring and compliance efforts, on an annual basis, we engage a third party to perform procedures to review our RINs inventory, processes and compliance. The results of such procedures may include procedural findings but may also include findings regarding the usage of RINs to meet past obligations, the treatment of exported RINs, and the propriety of RINs on-hand and related adjustments to our RINs inventory, which (to the extent they are valued) offset our RINs Obligation. Such adjustments may also require communication with the EPA if they involve reportable non-compliance which could lead to the assessment of penalties. Based on management’s review completed during the second quarter 2021, we recorded a RINs inventory true-up adjustment totaling $( 12.3 ) million which increased our recorded RINs Obligation. We have also self-reported our related instances of non-compliance to the EPA, and while we cannot yet estimate the extent of penalties that may be assessed, it is not expected to be material in relation to our total RINs Obligation. In June 2022, the EPA finalized volumes for compliance years 2021 and 2022 under the RFS program, announced supplemental volume obligations for compliance years 2022 and 2023 and established new provisions of the RFS which addressed bio-intermediates. Additionally, the EPA denied the petitions for small refinery exemptions for prior period compliance years. In July 2023, the EPA announced final volume obligations for compliance years 2023, 2024 and 2025. Other Losses and Contingencies Delek maintains property damage insurance policies which have varying deductibles. Delek also maintains business interruption insurance policies, with varying coverage limits and waiting periods. Covered losses in excess of the deductible and outside of the waiting period will be recoverable under th e property and business interruption insurance policies. El Dorado Refinery Fire On February 27, 2021, our El Dorado refinery experienced a fire in its Penex unit. Contrary to initial assessments, and despite occurring during the early stages of turnaround activity, the facility did suffer operational disruptions as a result of the fire. During the year ended December 31, 2021, we incurred workers' compensation losses of $ 3.8 million associated with the fire and accrued an additional $ 4.0 million for litigation, claims and assessments associated with the fire and in excess of insurance coverage, which are included in operating expenses in the consolidated statements of income. Additionally, we recognized accelerated depreciation of $ 1.0 million due to property damaged in the fire, which was recovered during 2021. An additional $ 7.4 million was recognized as a gain, in excess of these losses, during the year ended December 31, 2021. No expense was recorded related to the El Dorado refinery fire during the year ended December 31, 2022. During the year ended December 31, 2023, we recorded an additional $ 8.7 million for litigation, claims and assessments associated with the fire and are in excess of insurance coverage, which are included in operating expenses in the consolidated statements of income. In October 2023, we entered into a settlement agreement with six employees who were injured in the fire. Net impact to us after considering insurance coverage is approximately $ 10.0 million. In addition, during the years ended December 31, 2023, 2022 and 2021, we recognized a gain of $ 1.1 million, $ 9.1 million and $ 8.8 million, respectively, related to business interruption claims. Such gain is included in insurance proceeds in the consolidated statements of income. If applicable, we accrue receivables for probable insurance or other third-party recoveries. Work to determine the full extent of covered business interruption and property and casualty losses and potential insurance claims is ongoing and may result in the future recognition of insurance recoveries. F-37 | Big Spring Refinery Fire On November 29, 2022, our Big Spring refinery experienced a fire in its diesel hydrotreater unit. The facility suffered operational disruptions as a result of the fire. Accelerated depreciation due to property damaged in the fire was immaterial. We incurred repair costs that may be recoverable under property and casualty insurance policies and we submitted a claim in 2023. We recognized accelerated depreciation in 2022 due to property damaged in the fire, which was recovered during the year ended December 31, 2023. An additional $ 6.5 million was recognized as a gain, in excess of these losses, during the year ended December 31, 2023. This gain is included in insurance proceeds in the consolidated statements of income. If applicable, we accrue receivables for probable insurance or other third-party recoveries. Work to determine the full extent of covered property losses and potential insurance claims is ongoing and may result in the future recognition of insurance recoveries. Winter Storm Uri During February 2021, we experienced a severe weather event ("Winter Storm Uri") which temporarily impacted operations at all of our refineries. Due to the extreme freezing conditions, we experienced reduced throughputs at our refineries as there was a disruption in the crude supply, as well as damages to various units at our refineries requiring additional operating and capital expenditures. We recognized additional operating expenses in the amount of $ 17.5 million during the year ended December 31, 2021 due to property damaged in the freeze which was recovered during 2021. An additional $ 3.8 million and $ 5.0 million was recognized as a gain, in excess of these losses during the year ended December 31, 2023 and 2021, respectively. In addition, during the years ended December 31, 2023, 2022 and 2021, we also recognized a gain of $ 8.9 million, $ 22.0 million and $ 1.1 million, respectively, related to business interruption claims. Such gain is included in insurance proceeds in the consolidated statements of income. If applicable, we accrue receivables for probable insurance or other third-party recoveries. Work to determine the full extent of covered business interruption and property and casualty losses and potential insurance claims is ongoing and may result in additional future recognition of insurance recoveries. Crude Oil and Other Releases We have experienced several crude oil and other releases involving our assets. There were no material releases that occurred during the years ended December 31, 2023 and 2022. For releases that occurred in prior years, we have received regulatory closure or a majority of the cleanup and remediation efforts are substantially complete. We do not anticipate material costs associated with any fines or penalties or to complete activities that may be needed to achieve regulatory closure. Expenses incurred for the remediation of these crude oil and other releases are included in operating expenses in our consolidated statements of income. Asset Retirement Obligations The reconciliation of the beginning and ending carrying amounts of asset retirement obligations is as follows (in millions): December 31, 2023 2022 Beginning balance $ 41.8 $ 38.3 Liabilities identified — 2.3 Liabilities settled — ( 0.1 ) Accretion expense 1.5 1.3 Ending balance $ 43.3 $ 41.8 14. Income Taxes Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Significant components of Delek's deferred tax assets (liabilities) reported in the accompanying consolidated financial statements as of December 31, 2023 and 2022 were as follows (in millions): F-38 | December 31, 2023 2022 Non-Current Deferred Taxes: Property, plant and equipment, and intangibles $ ( 266.2 ) $ ( 256.4 ) Right-of-use asset ( 32.8 ) ( 38.7 ) Partnership and equity investments ( 196.7 ) ( 189.1 ) Total deferred tax liabilities ( 495.7 ) ( 484.2 ) Interest expense limitation under 163j 71.6 24.4 Compensation and employee benefits 16.6 20.5 Net operating loss carryforwards 125.7 147.6 Tax credit carryforwards 5.8 6.3 Deferred revenues 18.7 20.0 Lease obligation 37.7 38.1 Reserves and accruals 34.7 32.1 Derivatives and hedging 1.4 3.2 Inventories 2.7 2.6 Total deferred tax assets 314.9 294.8 Valuation allowance ( 83.3 ) ( 73.0 ) Total net deferred tax liabilities (1) $ ( 264.1 ) $ ( 262.4 ) (1) Total net deferred tax liabilities includes $ 4.1 million of state deferred tax assets recorded in other non-current assets in our consolidated balance sheet at December 31, 2022 and none for December 31, 2023. The difference between the actual income tax expense and the tax expense computed by applying the statutory federal income tax rate to income was attributable to the following (in millions): Year Ended December 31, 2023 2022 2021 Provision (benefit) for federal income taxes at statutory rate $ 10.9 $ 74.4 $ ( 28.4 ) State income tax benefit, net of federal tax provision ( 3.2 ) ( 15.0 ) ( 1.9 ) Income tax benefit attributable to non-controlling interest ( 6.4 ) ( 7.2 ) ( 7.1 ) Tax credits and incentives (1) ( 9.5 ) ( 7.1 ) ( 8.6 ) Changes in valuation allowance 10.3 14.0 4.0 Revaluation related to state legislative changes ( 2.5 ) — — Impact of stock compensation 1.6 0.9 1.6 Impact of officer's compensation 3.2 3.2 1.1 Other items 0.7 0.7 ( 2.7 ) Income tax expense (benefit) $ 5.1 $ 63.9 $ ( 42.0 ) (1) Tax credits and incentives include work opportunity and research and development credits, as well as incentives for the Company’s biodiesel blending operations. Income tax expense (benefit) was as follows (in millions): Year Ended December 31, 2023 2022 2021 Current $ 6.7 $ 2.3 $ ( 3.1 ) Deferred ( 1.6 ) 61.6 ( 38.9 ) $ 5.1 $ 63.9 $ ( 42.0 ) We carry valuation allowances against certain state deferred tax assets and net operating losses that may not be recoverable with future taxable income. We also carry valuation allowances related to basis differences that may not be recoverable. During the years ended December 31, 2023 and 2022, we recorded an increase to the valuation allowance of $ 10.3 million and $ 14.0 million, respectively. The 2023 increase in the valuation allowance was primarily driven by changes in state attributes, whereas in 2022 the increase in the valuation allowance was primarily driven by changes in state attributes due to a legal entity restructuring that occurred during the fourth quarter of 2022. F-39 | In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. Management considers the scheduled reversal of deferred tax liabilities, projected future taxable income, and tax planning strategies in making this assessment. Based upon the level of historical taxable income and projections for future taxable income over the periods for which the deferred tax assets are deductible, management believes it is more likely than not Delek will realize the benefits of these deductible differences, net of the existing valuation allowance. The amount of the deferred tax assets considered realizable, however, could be reduced in the near term if estimates of future taxable income during the carryforward period are reduced. Subsequently recognized tax benefit or expense relating to the valuation allowance for deferred tax assets will be reported as an income tax benefit or expense in the consolidated statement of income. Federal net operating loss and credit carryforwards at December 31, 2023 totaled $ 213.3 million and $ 3.2 million, respectively, a portion of which are subject to a valuation allowance. Federal net operating losses have an indefinite carryforward life, and federal tax credit carryforwards will begin expiring in 2028. State net operating loss and credit carryforwards at December 31, 2023 totaled $ 1,761.6 million and $ 2.3 million, respectively, a portion of which are subject to a valuation allowance. State net operating losses and tax credit carryforwards will begin expiring in 2024. Delek files a consolidated U.S. federal income tax return, as well as income tax returns in various state jurisdictions. Delek is no longer subject to U.S. federal income tax examinations by tax authorities for years through 2013. Pre-acquisition tax returns for Alon are closed for U.S. federal income tax examinations through the tax year ended December 31, 2016 as of December 31, 2023. On January 18, 2023, the Company received notice that the Congressional Joint Committee has completed its consideration of both Delek and Alon's income tax returns for 2016-2020 with no material adjustments identified. Alon USA Partners, LP is currently under audit by the IRS for tax year 2019. Delek is currently under audit in various states for tax years 2016 through 2019. No material adjustments have been identified at this time. ASC 740 provides a recognition threshold and guidance for measurement of income tax positions taken or expected to be taken on a tax return. ASC 740 requires the elimination of the income tax benefits associated with any income tax position where it is not "more likely than not" that the position would be sustained upon examination by the taxing authorities. Increases and decreases to unrecognized tax benefits, which includes interest and penalties, were as follows (in millions): Year Ended December 31, 2023 2022 2021 Balance at the beginning of the year $ 7.0 $ 14.1 $ 9.6 Additions based on tax positions related to current year 4.3 0.9 4.2 Additions for tax positions related to prior years and acquisitions 0.2 0.1 1.7 Reductions for tax positions related to prior years ( 0.2 ) ( 6.5 ) ( 0.3 ) Reductions for tax positions related to lapse of applicable statute of limitations ( 0.4 ) ( 0.4 ) ( 1.1 ) Reductions for tax positions related to settlements with taxing authorities — ( 1.2 ) — Balance at the end of the year $ 10.9 $ 7.0 $ 14.1 The amount of the unrecognized benefit above, that if recognized would change the effective tax rate, is $ 6.1 million and $ 6.1 million as of December 31, 2023 and 2022, respectively. The Company expects $ 4.0 million of the 2023 ending reserve to no longer be uncertain and rolled out of the reserve within the next twelve months. Delek recognizes accrued interest and penalties related to unrecognized tax benefits as an adjustment to the current provision for income taxes. We recognized interest expense of $ 0.2 million, $ 0.1 million, and $ 0.3 million related to unrecognized tax benefits during the years ended December 31, 2023, 2022 and 2021, respectively. The total recognized liability for interest was $ 1.3 million and $ 1.3 million as of December 31, 2023 and 2022, respectively. Uncertain tax positions have been examined by Delek for any material changes in the next 12 months, and no material changes are expected. F-40 | 15. Related Party Transactions Our related party transactions consist primarily of transactions with our equity method investees (See Note 7). Transactions with our related parties were as follows for the periods presented (in millions): Year Ended December 31, 2023 2022 2021 Revenues (1) $ 105.2 $ 98.7 $ 71.4 Cost of materials and other (2) $ 197.5 $ 117.4 $ 50.6 (1) Consists primarily of asphalt sales which are recorded in corporate, other and eliminations segment. (2) Consists primarily of pipeline throughput fees paid by the refining segment and asphalt purchases. 16. Goodwill and Intangible Assets Goodwill Goodwill represents the excess of the aggregate purchase price over the fair value of the identifiable net assets acquired and is not amortized. Delek performs an annual assessment of whether goodwill retains its value. This assessment is done more frequently if indicators of potential impairment exist. We performed our annual goodwill impairment review in the fourth quarter of 2023, 2022 and 2021. This review was performed at the reporting unit level, which is at or one level below our operating segment. For a quantitative assessment, we estimated the value of each of our reporting units using a discounted cash flows ("DCF") analysis and a multiple of expected future cash flows, such as those used by third-party analysts. The DCF analysis included a market participant weighted average cost of capital, forecasted crack spreads, future volumes, gross margin, capital expenditures, and long-term growth rate based on historical information and our best estimate of future forecasts. The market approach involves significant judgment, including selection of an appropriate peer group, selection of valuation multiples, and determination of the appropriate weighting in our valuation model. With respect to the goodwill associated with the reporting units within the logistics segment, we performed a quantitative assessment for our Delaware Gathering reporting unit and a qualitative assessment for our other reporting units. Our 2023 testing of goodwill did not identify any impairments other than our Delaware Gathering reporting unit, which reported a goodwill impairment charge of $ 14.8 million. The impairment was primarily driven by the significant increases in interest rates and timing of system connections with our producer customers. We performed a qualitative assessment in 2022 and 2021 for the reporting units within the logistics segment. With respect to the goodwill associated with the reporting units within the refining and retail segments, we performed a qualitative assessment in 2023 and 2022 and a quantitative assessment in 2021. For the year ended December 31, 2023, the annual impairment review resulted in an impairment charge of $ 14.8 million, which is included in asset impairment in the consolidated statements of income. For the years ended December 31, 2022 and 2021, there was no goodwill impairment charge. A summary of our goodwill by segment is as follows (in millions): Refining Logistics Retail Corporate, Other and Eliminations Total Gross goodwill balance $ 801.3 $ 12.2 $ 42.2 $ — $ 855.7 Accumulated impairment losses ( 126.0 ) — — ( 126.0 ) Balance, December 31, 2021 675.3 12.2 42.2 — 729.7 Acquisition — 14.8 — — 14.8 Write-off goodwill associated with stores sold — — ( 0.2 ) — ( 0.2 ) Gross goodwill balance 801.3 27.0 42.0 — 870.3 Accumulated impairment losses ( 126.0 ) — — — ( 126.0 ) Balance, December 31, 2022 675.3 27.0 42.0 — 744.3 Goodwill Impairment — ( 14.8 ) — — ( 14.8 ) Gross goodwill balance 801.3 27.0 41.9 — 870.2 Accumulated impairment losses ( 126.0 ) ( 14.8 ) — — ( 140.8 ) Balance, December 31, 2023 $ 675.3 $ 12.2 $ 41.9 $ — $ 729.4 F-41 | Intangibles A summary of our identifiable intangible assets are as follows (in millions): As of December 31, 2023 As of December 31, 2022 Useful Life Gross Accumulated Amortization Net Gross Accumulated Amortization Net Intangible Assets subject to amortization: Third-party fuel supply agreement 10 years $ 49.0 $ ( 31.8 ) $ 17.2 $ 49.0 $ ( 26.9 ) $ 22.1 Fuel trade name 5 years 4.0 ( 4.0 ) — 4.0 ( 4.0 ) — Rights-of-way 8 - 35 years 15.0 ( 1.1 ) 13.9 13.5 ( 0.4 ) 13.1 Customer relationships 11.6 years 210.0 ( 28.7 ) 181.3 210.0 ( 10.6 ) 199.4 Intangible assets not subject to amortization: Rights-of-way Indefinite 61.2 61.2 58.4 58.4 Line space history Indefinite 12.0 12.0 12.0 12.0 Liquor licenses Indefinite 8.5 8.5 8.5 8.5 Refinery permits Indefinite 2.1 2.1 2.1 2.1 Total $ 361.8 $ ( 65.6 ) $ 296.2 $ 357.5 $ ( 41.9 ) $ 315.6 Amortization of intangible assets was $ 23.7 million, $ 16.2 million and $ 5.7 million during the years ended December 31, 2023, 2022 and 2021, respectively, and is included in depreciation and amortization on the accompanying consolidated statements of income. Amortization expense for the next five years is estimated to be as follows (in millions): 2024 $ 23.6 2025 $ 23.6 2026 $ 23.7 2027 $ 21.2 2028 $ 18.8 17. Property, Plant and Equipment Property, plant and equipment, at cost, consist of the following (in millions): December 31, 2023 2022 Land $ 61.8 $ 60.0 Building and building improvements 129.1 110.4 Refinery machinery and equipment 2,260.1 2,095.4 Pipelines and terminals 1,224.8 1,103.9 Retail store equipment and site improvements 96.5 77.8 Refinery turnaround costs 538.8 485.3 Other equipment 187.8 169.4 Construction in progress 191.8 246.8 $ 4,690.7 $ 4,349.0 Less: accumulated depreciation ( 1,845.5 ) ( 1,572.6 ) $ 2,845.2 $ 2,776.4 Depreciation of property, plant and equipment assets was $ 326.6 million, $ 272.0 million and $ 257.2 million during the years ended December 31, 2023, 2022 and 2021, respectively, and is included in depreciation and amortization on the accompanying consolidated statements of income. F-42 | 18. Other Current Assets and Liabilities The detail of other current assets is as follows (in millions): Other Current Assets December 31, 2023 December 31, 2022 Prepaid expenses $ 47.8 $ 45.4 Income and other tax receivables 15.5 20.9 Investment commodities 4.0 29.8 Short-term derivative assets (see Note 11) 1.3 22.4 Other 9.6 4.2 Total $ 78.2 $ 122.7 The detail of accrued expenses and other current liabilities is as follows (in millions): Accrued Expenses and Other Current Liabilities December 31, 2023 December 31, 2022 Product financing agreements $ 224.2 $ 258.0 Crude purchase liabilities 190.7 268.7 Income and other taxes payable 166.9 120.4 Employee costs 67.0 91.2 Consolidated Net RINs Obligation deficit (see Note 12) 39.6 295.5 Deferred revenue 16.0 44.6 Short-term derivative liabilities (see Note 11) 3.9 21.3 Other 62.9 67.1 Total $ 771.2 $ 1,166.8 19. Restructuring and Other Charges During the fiscal year 2022, we initiated a cost optimization plan to improve efficiencies and align our workforce with strategic activities and operations. The recorded costs include an accrual of $ 0.9 million and $ 9.9 million as of December 31, 2023 and December 31, 2022, respectively. During the fourth quarter of 2023, Delek determined that leased crude oil tanks in Canada were not needed to support the future growth of its business. The exit of these leased crude oil tanks are intended to align with our continued operational and cost optimization efforts. We have the ability and intent to sublease these crude oil tanks for the remainder of the respective lease terms, however, the expected sublease has a lower rate than the head lease, resulting in a right-of-use asset impairment of $ 23.1 million. We anticipate concluding our restructuring activities by the end of fiscal year 2024. Future cost estimates for these initiatives are continuing to be developed. The detail of restructuring costs is as follows (in millions): (In millions) Year Ended December 31, 2023 Type of Costs Statement of Income Location Refining Logistics Retail Corporate, Other and Eliminations Consolidated Consulting fees and severance costs General and administrative expenses $ 0.3 $ 0.4 $ — $ 12.8 $ 13.5 Other Cost of materials and other 1.2 — — — 1.2 Impairment Asset impairment — — — 23.1 23.1 Total $ 1.5 $ 0.4 $ — $ 35.9 $ 37.8 (In millions) Year Ended December 31, 2022 Type of Costs Statement of Income Location Refining Logistics Retail Corporate, Other and Eliminations Consolidated Consulting fees and severance costs General and administrative expenses $ — $ — $ — $ 12.5 $ 12.5 Total $ — $ — $ — $ 12.5 $ 12.5 F-43 | 20. Equity-Based Compensation Delek US Holdings, Inc. 2006 Long-Term Incentive Plan The Delek US Holdings, Inc. 2006 Long-Term Incentive Plan, as amended (the "2006 Plan"), allowed Delek to grant stock options, SARs, RSUs, PRSUs, and other stock-based awards of up to 5,053,392 shares of Delek's common stock to certain directors, officers, employees, consultants and other individuals who performed services for Delek or its affiliates. Stock options and SARs granted under the 2006 Plan were generally granted at market price or higher. The vesting of all outstanding awards was subject to continued service to Delek or its affiliates except that vesting of awards granted to certain executive employees could, under certain circumstances, accelerate upon termination of their employment and the vesting of all outstanding awards could accelerate upon the occurrence of an Exchange Transaction (as defined in the 2006 Plan). In the second quarter of 2010, Delek's Board of Directors and its Incentive Plan Committee began using stock-settled SARs, rather than stock options, as the primary form of appreciation award under the 2006 Plan. The 2006 Plan expired in April 2016. Delek US Holdings, Inc. 2016 Long-Term Incentive Plan On May 5, 2016, our stockholders approved our 2016 Long-Term Incentive Plan (the “2016 Plan”) to succeed our 2006 Plan. The 2016 Plan allows Delek to grant stock options, SARs, restricted stock, RSUs, performance awards and other stock-based awards of Delek's common stock to certain directors, officers, employees, consultants and other individuals who perform services for Delek or its affiliates. On May 3, 2022 and May 3, 2023, the Company's stockholders approved an amendment to the 2016 plan that increased the number of shares of common stock available under this plan by 760,000 shares and 2,015,000 shares, respectively, to 17,010,000 shares. Stock options and SARs issued under the 2016 Plan are granted at prices equal to (or greater than) the fair market value of Delek's common stock on the grant date and are generally subject to a vesting period of one year or more. No awards will be made under the 2016 Plan after May 5, 2026. Alon USA Energy, Inc. 2005 Long-Term Incentive Plan In connection with the Delek/Alon Merger, Delek assumed the Alon USA Energy, Inc. Second Amended and Restated 2005 Incentive Compensation Plan (the “Alon 2005 Plan” and, collectively with the 2006 Plan and the 2016 Plan, the "Incentive Plans") as a component of its overall executive incentive compensation program. The Alon 2005 Plan permits the granting of awards to Alon's officers and key employees in the form of options to purchase common stock, SARs, restricted shares of common stock, RSUs, performance shares, performance units and senior executive plan bonuses. Effective with the Delek/Alon Merger, all contractually unvested share-based awards were converted into share-based awards denominated in Delek common stock. Committed but unissued share-based awards were exchanged and converted into rights to receive share-based awards indexed to Delek common stock. The Alon 2005 Plan was terminated June 4, 2021. Stock Option and SAR Activity The following table summarizes our Incentive Plans stock option and SAR activity for the years ended December 31, 2023, 2022 and 2021: Number of Shares Under Option Weighted-Average Strike Price Weighted-Average Contractual Term (in years) Aggregate Intrinsic Value (in millions) Options and SARs outstanding, December 31, 2020 2,490,480 $ 34.16 Exercised ( 28,025 ) $ 15.67 Forfeited ( 389,225 ) $ 38.10 Options and SARs outstanding, December 31, 2021 2,073,230 $ 33.79 Exercised ( 326,735 ) $ 26.04 Forfeited ( 219,450 ) $ 35.72 Options and SARs outstanding, December 31, 2022 1,527,045 $ 35.17 Exercised ( 51,200 ) $ 25.06 Forfeited ( 259,730 ) $ 37.34 Options and SARs outstanding, December 31, 2023 1,216,115 $ 35.14 4.1 $ 0.3 Vested options and SARs exercisable, December 31, 2023 1,216,115 $ 35.14 4.1 $ 0.3 Vested options and SARs exercisable, December 31, 2022 1,447,795 $ 35.20 5.0 $ 1.0 F-44 | Restricted Stock Units The Incentive Plans provide for the award of RSUs and PRSUs to certain employees and non-employee directors. RSUs granted to employees vest ratably over three to five years from the date of grant, and RSUs granted to non-employee directors vest quarterly over the year following the date of grant. The grant date fair value of RSUs is determined based on the closing price of Delek's common stock on the grant date. PRSUs initially granted to employees will typically vest in one to three tranches, the first of which vests on December 31 of the year following the grant date, the second and third on the subsequent December 31. PRSUs subsequently granted to employees will typically vest at the end of a three calendar year performance period. The number of PRSUs that will ultimately vest is based on the Company's total shareholder return over the performance period. The grant date fair value of PRSUs is determined using a Monte-Carlo simulation model. We record compensation expense for these awards based on the grant date fair value of the award, recognized ratably over the measurement period. Performance-Based Restricted Stock Unit Assumptions The table below provides the assumptions used in estimating the fair values of our outstanding PRSUs under the Incentive Plans. For all awards granted, we calculated volatility using historical volatility and implied volatility of a peer group of public companies using weekly stock prices. 2023 Grants 2022 Grants 2021 Grants Expected volatility 57.61 % - 64.46 % 74.11 % - 77.89 % 70.49 % Expected term 1.81 - 2.81 years 2.56 - 2.81 years 2.81 years Risk free rate 4.32 % - 4.60 % 1.84 % - 3.12 % 0.14 % Fair value per share $ 24.95 $ 35.03 $ 36.23 The following table summarizes the RSU and PRSU activity under the Incentive Plans for the years ended December 31, 2023, 2022 and 2021: Number of RSUs and PRSUs Weighted-Average Grant Date Price Total Fair Value: In Millions Balance December 31, 2020 1,829,775 $ 23.62 Granted 1,162,436 $ 26.07 Vested ( 583,638 ) $ 28.03 $ 16.4 Forfeited ( 238,046 ) $ 22.58 Performance Not Achieved ( 23,896 ) $ 47.68 Balance December 31, 2021 2,146,631 $ 23.54 Granted 1,345,746 $ 31.87 Vested ( 611,440 ) $ 24.28 $ 14.8 Forfeited ( 129,771 ) $ 24.22 Performance Not Achieved ( 129,833 ) $ 38.76 Balance December 31, 2022 2,621,333 $ 26.85 Granted 1,446,101 $ 24.17 Vested ( 667,597 ) $ 26.38 $ 17.6 Forfeited ( 539,850 ) $ 27.89 Performance Not Achieved ( 350,939 ) $ 10.58 Balance December 31, 2023 2,509,048 $ 27.48 Compensation Expense Related to Equity-based Awards Granted Under the Incentive Plans Compensation expense for Delek equity-based awards amounted to $ 24.1 million, $ 26.8 million and $ 23.5 million for the years ended December 31, 2023, 2022 and 2021, respectively. These amounts are included in general and administrative expenses and operating expenses in the accompanying consolidated statements of income. We recognized income tax (benefit) expense for equity-based awards of $( 2.0 ) million, $ 0.9 million and $ 1.7 million for the years ended December 31, 2023, 2022 and 2021, respectively. As of December 31, 2023, there was $ 40.0 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 1.4 years. The aggregate intrinsic value, which represents the difference between the underlying stock's market price and the award's exercise price, of the share-based awards exercised or vested during the years ended December 31, 2023, 2022 and 2021 was $ 16.3 million, $ 20.5 million and $ 13.0 million, respectively. During the years December 31, 2023, 2022 and 2021, respectively, we issued net shares of common stock of 450,123 , 457,405 and 415,212 as a result of exercised or vested equity-based awards. These amounts are net of 223,645 , 463,677 and 196,451 shares, respectively, withheld to satisfy employee tax obligations related to the exercises and vesting for the years ended December 31, 2023, 2022 and 2021. Delek paid approximately $ 4.5 million, $ 6.5 million and $ 4.2 million of taxes in connection with the settlement of F-45 | these awards for the years ended December 31, 2023, 2022 and 2021. We issue new shares of common stock upon exercise or vesting of share-based awards. Delek Logistics GP, LLC 2012 Long-Term Incentive Plan Logistics GP maintains a unit-based compensation plan for officers, directors and employees of Logistics GP or its affiliates and certain consultants, affiliates of Logistics GP or other individuals who perform services for Delek Logistics. The Delek Logistics GP, LLC 2012 Long-Term Incentive Plan ("Logistics LTIP") permits the grant of unit options, restricted units, phantom units, unit appreciation rights, distribution equivalent rights, other unit-based awards, and unit awards. Awards granted under the Logistics LTIP will be settled with Delek Logistics units. On June 9, 2021, the Logistics GP board of directors amended the Logistics LTIP and increased the number of common units representing limited partner interests in Delek Logistics (the "Common Units") authorized for issuance under this plan by 300,000 Common Units to 912,207 Common Units. The term of the Logistics LTIP was also extended to June 9, 2031. Equity-based compensation expense is included in general and administrative expenses in the accompanying consolidated statements of income and is immaterial for the years ended December 31, 2023, 2022 and 2021. 21. Shareholders' Equity Dividends For 2023, our Board of Directors declared the following dividends: Approval Date Dividend Amount Per Share Record Date Payment Date February 27, 2023 $ 0.220 March 10, 2023 March 17, 2023 May 2, 2023 $ 0.230 May 15, 2023 May 22, 2023 August 4, 2023 $ 0.235 August 14, 2023 August 21, 2023 November 1, 2023 $ 0.240 November 13, 2023 November 20, 2023 February 20, 2024 $ 0.245 March 1, 2024 March 8, 2024 Stock Repurchase Program On November 6, 2018, our Board of Directors authorized a share repurchase program for up to $ 500.0 million of Delek common stock. Any share repurchases under the repurchase program may be implemented through open market transactions or in 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 market prices, general economic and market conditions and other considerations. On August 1, 2022, the Board of Directors approved an approximately $ 170.3 million increase in its share repurchase authorization, bringing the total amount available for repurchases under current authorizations to $ 400.0 million. During the years ended December 31, 2023 and 2022, 3,562,767 and 4,261,185 shares, respectively, of our common stock were repurchased and cancelled at the time of the transaction for a total of $ 85.4 million and $ 129.6 million, respectively. As of December 31, 2023, there was $ 185.1 million of authorization remaining under Delek's aggregate stock repurchase program. Stock Purchase and Cooperation Agreement On March 7, 2022, Delek entered into a stock purchase and cooperation agreement (the “Icahn Group Agreement”) with IEP Energy Holding LLC, a Delaware limited liability company, American Entertainment Properties Corp., a Delaware corporation, Icahn Enterprises Holdings L.P., a Delaware limited partnership, Icahn Enterprises G.P. Inc., a Delaware corporation, Beckton Corp., a Delaware corporation, and Carl C. Icahn (collectively, the “Icahn Group”), pursuant to which the Company purchased an aggregate of 3,497,268 shares of Company common stock from the Icahn Group at a price per share of $ 18.30 , the closing price of a share of Company common stock on the NYSE on March 4, 2022. The aggregate purchase price of $ 64.0 million was funded from cash on hand. All 3,497,268 shares were cancelled at the time of the transaction. Under the terms of the Icahn Group Agreement, the Icahn Group withdrew its notice of nomination for members of the Company’s board of directors at the Company’s 2022 annual meeting of stockholders. Under the terms of the Icahn Group Agreement, the Icahn Group agreed to standstill restrictions which require, among other things, that until the completion of the Company’s 2023 annual meeting of stockholders, the Icahn Group will refrain from acquiring additional shares of the Company Common Stock. F-46 | 22. Employees Workforce As of December 31, 2023, operations, maintenance and warehouse hourly employees along with truck drivers at the Tyler refinery were represented by the United Steel, Paper and Forestry, Rubber, Manufacturing, Energy, Allied Industrial and Service Workers International Union and its Local 202. Of the Tyler refinery employees, 57.5 % of operations, maintenance and warehouse hourly employees are currently covered by a collective bargaining agreement that expires January 31, 2028 while 11.7 % of Tyler employees that are truck drivers are currently covered by a collective bargaining agreement that expires November 3, 2024. As of December 31, 2023, operations, maintenance and warehouse hourly employees at the El Dorado refinery were represented by the International Union of Operating Engineers and its Local 351. Of the El Dorado refinery employees, 52.4 % are covered by a collective bargaining agreement which expires on August 1, 2027. As of December 31, 2023, 67.7 % of employees who work at our Big Spring refinery were covered by a collective bargaining agreement that expires March 31, 2027. None of our employees in our logistics segment, retail segment or in our corporate office are represented by a union. We consider our relations with our employees to be satisfactory. Postretirement Benefits Pension Plans We have two defined benefit pension plans for certain Alon employees. The benefits are based on years of service and the employee’s final average monthly compensation. Our funding policy is to contribute annually no less than the minimum required nor more than the maximum amount that can be deducted for federal income tax purposes. Contributions are intended to provide not only for benefits attributed to service to date but also for those benefits expected to be earned in the future. Both plans are closed to new participants. The pre-tax amounts related to the defined benefit plans recognized as pension benefit liability in the consolidated balance sheets as of December 31, 2023 was $ 2.5 million. Financial information related to our pension plans is presented below (in millions): Year Ended December 31, 2023 2022 Change in projected benefit obligation: Benefit obligation at beginning of year $ 105.3 $ 140.8 Interest cost 5.3 3.7 Actuarial loss (gain) 2.0 ( 33.5 ) Benefits paid ( 5.9 ) ( 5.7 ) Projected benefit obligations at end of year $ 106.7 $ 105.3 Change in plan assets: Fair value of plan assets at beginning of year $ 102.2 $ 137.9 Actual gain (loss) on plan assets 7.9 ( 30.0 ) Benefits paid ( 5.9 ) ( 5.7 ) Fair value of plan assets at end of year $ 104.2 $ 102.2 Reconciliation of funded status: Fair value of plan assets at end of year $ 104.2 $ 102.2 Less projected benefit obligations at end of year 106.7 105.3 Under-funded status at end of year $ ( 2.5 ) $ ( 3.1 ) The pre-tax amounts in accumulated other comprehensive loss that have not yet been recognized as components of net periodic benefit cost were as follows (in millions): Year Ended December 31, 2023 2022 Net actuarial loss $ 6.0 $ 6.5 Projected benefit obligations at end of year $ 6.0 $ 6.5 F-47 | The accumulated benefit obligation for each of our pension plans was in excess of the fair value of plan assets. The projected benefit obligation, accumulated benefit obligation and fair value of plan assets for the pension plans were as follows (in millions): Year Ended December 31, 2023 2022 Projected benefit obligation $ 106.7 $ 105.3 Accumulated benefit obligation $ 106.7 $ 105.3 Fair value of plan assets $ 104.2 $ 102.2 The weighted-average assumptions used to determine benefit obligations were as follows: Year Ended December 31, 2023 2022 Discount rate 4.90 % 5.10 % The discount rate used reflects the expected future cash flow based on our funding valuation assumptions and participant data as of the beginning of the plan period. The expected future cash flow is discounted by the Principal Pension Discount Yield Curve for the fiscal year end because it has been specifically designed to help pension funds comply with statutory funding guidelines. The expected long-term rate of return is based on the portfolio as a whole and not on the sum of the returns on individual asset categories. The weighted-average assumptions used to determine net periodic benefit costs were as follows: Year Ended December 31, 2023 2022 2021 Discount rate 5.10 % 2.75 % 2.45 % Expected long-term rate of return on plan assets 5.55 % 4.05 % 4.65 % The components of net periodic benefit cost related to our benefit plans consisted of the following (in millions): Year Ended December 31, Components of net periodic benefit: 2023 2022 2021 Interest cost 5.3 3.7 3.5 Expected return on plan assets ( 5.4 ) ( 5.2 ) ( 6.0 ) Amortization of net gain ( 0.1 ) — — Net periodic benefit $ ( 0.2 ) $ ( 1.5 ) $ ( 2.5 ) The service cost component of net periodic benefit is included as part of general and administrative expenses in the accompanying statements of income. The other components of net periodic benefit are included as part of other non-operating expense (income), net . F-48 | The weighted-average asset allocation of our pension benefits plan assets were as follows: Year Ended December 31, 2023 2022 Investments in common collective trust consisting of: U.S. and International companies 10.0 % 20.2 % Fixed-income 90.0 % 79.8 % Total 100.0 % 100.0 % The fair value of our pension assets by category were as follows (in millions): Quoted Prices in Active Markets For Identical Assets or Liabilities (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Consolidated Total Year Ended December 31, 2023 U.S. companies $ — $ 7.3 $ — $ 7.3 International companies — 3.1 — 3.1 Fixed-income — 93.8 — 93.8 Total $ — $ 104.2 $ — $ 104.2 Year Ended December 31, 2022 U.S. companies $ — $ 14.3 $ — $ 14.3 International companies — 6.3 — 6.3 Fixed-income — 81.6 — 81.6 Total $ — $ 102.2 $ — $ 102.2 The investment policies and strategies for the assets of our pension benefits is to, over a five-year period, provide returns in excess of the benchmark. The portfolio in our common collective trust is expected to earn long-term returns from capital appreciation and a stable stream of current income. This approach recognizes that assets are exposed to price risk and the market value of the plans’ assets may fluctuate from year to year. Risk tolerance is determined based on our specific risk management policies. In line with the investment return objective and risk parameters, the plans’ mix of assets includes a diversified portfolio of underlying securities in companies and fixed-income. The underlying securities include domestic and international companies of various sizes of capitalization. The asset allocation of the plan is reviewed on at least an annual basis. We made no contributions to the pension plans for the year ended December 31, 2023, and expect no contributions to be made to the pension plans in 2024. There were no employee contributions to the plans. The benefits expected to be paid in each year 2024–2028 are $ 7.1 million, $ 7.0 million, $ 6.9 million, $ 7.1 million and $ 7.1 million, respectively. The aggregate benefits expected to be paid in the five years from 2029–2033 are $ 36.3 million. The expected benefits are based on the same assumptions used to measure our benefit obligation at December 31, 2023 and include estimated future employee service. 401(k) Plans For the years ended December 31, 2023, 2022 and 2021, we sponsored a voluntary 401(k) Employee Retirement Savings Plans for eligible employees. Employees must be at least 21 years of age and eligibility to participate in the plan is immediate upon employment. Employee contributions are matched on a fully-vested basis by us up to a maximum of 6 % of eligible compensation. Eligibility for the Company matching contribution begins immediately upon employment with vesting after one year of service. For the years ended December 31, 2023, 2022 and 2021, the 401(k) plans expense recognized was $ 14.8 million, $ 10.9 million and $ 4.8 million, respectively. Postretirement Medical Plan In addition to providing pension benefits, Alon has an unfunded postretirement medical plan covering certain health care and life insurance benefits for certain employees of Alon that retired prior to January 2, 2017, who met eligibility requirements in the plan documents. This plan is closed to new participants. The health care benefits in excess of certain limits are insured. The accrued benefit liability related to this plan reflected in the consolidated balance sheet was $ 0.6 million and $ 0.8 million at December 31, 2023 and 2022, respectively. 23. Leases We lease certain retail stores, land, building and various equipment from others. Leases with an initial term of 12 months or less are not recorded on the balance sheet; we recognize lease expense for these leases on a straight-line basis over the lease term. Most leases include one or more options to renew, with renewal terms that can extend the lease term from one to 10 years or more. The exercise of existing lease renewal options is at our sole discretion. Certain leases also include options to purchase the leased property. The depreciable life of assets and F-49 | leasehold improvements are limited by the expected lease term, unless there is a transfer of title or purchase option reasonably certain of exercise. Some of our lease agreements include a rate based on equipment usage and others include a rate with fixed increases or inflationary index based increases. Our lease agreements do not contain any material residual value guarantees or material restrictive covenants. We rent or sublease certain real estate and equipment to third parties. Our sublease portfolio consists primarily of operating leases within our retail stores and crude storage equipment. As of December 31, 2023, an immaterial amount of our net property, plant, and equipment balance is subject to an operating lease to a third party. This agreement does not include options for the lessee to purchase our leasing equipment, nor does it include any material residual value guarantees or material restrictive covenants. The agreement includes 10 year renewal options and certain variable payments based on usage. During the fourth quarter of 2023, Delek determined that leased crude oil tanks in Canada were not needed to support the future growth of its business. We have the ability and intent to sublease these crude oil tanks for the remainder of the respective lease terms, however, the expected sublease has a lower rate than the head lease, resulting in a right-of-use asset impairment of $ 23.1 million and remaining right-of-use asset value of $ 21.2 million. The impairment is included in asset impairment in the consolidated statements of income. The fair value of the right-of-use asset was estimated using the discounted future cash flows method, which includes estimates and assumptions for future sublease rental rates that reflect current sublease market conditions, as well as a discount rate. The following table presents additional information related to our operating leases in accordance ASC 842, Leases ("ASC 842"): (in millions) Year Ended December 31, 2023 2022 2021 Lease Cost Operating lease costs (1) $ 71.6 $ 70.4 $ 67.7 Short-term lease costs (2) 45.1 35.9 33.9 Sublease income ( 3.5 ) ( 0.2 ) ( 5.8 ) Net lease costs $ 113.2 $ 106.1 $ 95.8 Other Information Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases (1) $ ( 68.1 ) $ ( 70.4 ) $ ( 67.7 ) Leased assets obtained in exchange for new operating lease liabilities $ 53.7 $ 28.5 $ 87.1 Leased assets obtained in exchange for new financing lease liabilities $ 3.4 $ 0.1 $ 15.7 December 31, 2023 December 31, 2022 Weighted-average remaining lease term (years) operating leases 4.4 4.3 Weighted-average remaining lease term (years) financing leases 5.9 6.4 Weighted-average discount rate operating leases (3) 6.1 % 6.1 % Weighted-average discount rate financing leases (3) 4.8 % 3.4 % (1) Includes an immaterial amount of financing lease cost. (2) Includes an immaterial amount of variable lease cost. (3) Our discount rate is primarily based on our incremental borrowing rate in accordance with ASC 842. The following is an estimate of the maturity of our lease liabilities for operating and financing leases having remaining noncancelable terms in excess of one year as of December 31, 2023 (in millions) under the lease guidance ASC 842: Maturity of Lease Liabilities Total 12 months or less $ 65.6 13-24 months 53.3 25-36 months 29.0 37-48 months 26.0 49- 60 months 9.0 Thereafter 22.5 Total Future Lease Payments 205.4 Less: Interest 39.5 Present Value of Lease Liabilities $ 165.9 F-50 | Item 16. Form 10-K Summary ITEM 16. FORM 10-K SUMMARY None. 104 | Signatures SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. Delek US Holdings, Inc. By: /s/ Reuven Spiegel Reuven Spiegel Executive Vice President and Chief Financial Officer (Principal Financial Officer) Dated: February 28, 2024 Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by or on behalf of the following persons on behalf of the registrant and in the capacities indicated on February 28, 2024: /s/ Ezra Uzi Yemin Ezra Uzi Yemin Executive Chairman /s/ Avigal Soreq Avigal Soreq Director (Chair), President and Chief Executive Officer (Principal Executive Officer) /s/ Robert Wright Robert Wright Senior Vice President, Deputy Chief Financial Officer (Principal Accounting Officer) /s/ William J. Finnerty William J. Finnerty Director /s/ Richard J. Marcogliese Richard J. Marcogliese Director /s/ Leo Moreno Leo Moreno Director /s/ Christine Benson Schwartzstein Christine Benson Schwartzstein Director /s/ Gary M. Sullivan, Jr. Gary M. Sullivan, Jr. Director /s/ Vasiliki (Vicky) Sutil Vasiliki (Vicky) Sutil Director /s/ Laurie Z. Tolson Laurie Z. Tolson Director /s/ Shlomo Zohar Shlomo Zohar Director 105 |