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Item 8. Financial Statements and Supplementary Data

2024-02-14 compared with 2023-02-16 · 448 added, 568 removed, 1059 unchanged (49% of the section changed)

3 unchanged sentences

Statements of Consolidated Operations

Statements of Consolidated Comprehensive Loss

Statements of Consolidated Comprehensive Income (Loss)

Consolidated Balance Sheets

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Opinion on the Financial Statements

We have audited the accompanying consolidated balance sheets of EQT Corporation and subsidiaries (the Company) as of December 31, 2022 and 2021, the related consolidated statements of operations, comprehensive loss, cash flows and equity for each of the three years in the period ended December 31, 2022, and the related notes and the financial statement schedule listed in the Index at Item 15(a) (collectively referred to as the "consolidated financial statements").

We have audited the accompanying consolidated balance sheets of EQT Corporation and subsidiaries (the Company) as of December 31, 2023 and 2022, the related consolidated statements of operations, comprehensive income (loss), cash flows and equity for each of the three years in the period ended December 31, 2023, and the related notes and financial statement schedule listed in the Index at Item 15(a) (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.

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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.

Critical Audit Matters

The critical audit matters communicated below are matters arising from the current period audit of the financial statements that were communicated or required to be communicated to the audit committee and that:

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

The communication of critical audit matters 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 matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.

Depreciation, depletion and amortization ('DD&A') of proved oil and natural gas properties

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For proved undeveloped reserves, we evaluated management's development plan for compliance with the SEC rule that undrilled locations are scheduled to be drilled within five years, unless specific circumstances justify a longer time, by assessing consistency of the development projections with the Company's drill plan and the availability of capital relative to the drill plan.

Finally, we tested that the DD&A expense calculations are based on the appropriate proved natural gas, NGLs, and oil reserve balances from the Company's reserve report.

We also tested the mathematical accuracy of the DD&A calculations, including comparing the proved natural gas, NGLs, and oil reserves amounts used in the Company's reserve report.

Valuation of Acquired Natural Gas and Oil Properties

Description of the Matter As described in Note 6 to the consolidated financial statements, on August 22, 2023, the Company completed the acquisition of THQ Appalachia I, LLC and THQ-XcL Holdings I, LLC and subsidiaries.

The Company’s accounting for the acquisition included determining the fair value of the acquired natural gas and oil properties.

The determination of fair value of the acquired natural gas and oil properties included significant judgment and assumptions by management, including future commodity prices, anticipated production volumes, future operating and development costs, and a weighted average cost of capital (WACC).

Auditing the Company's valuation of acquired natural gas and oil properties involved a high degree of subjectivity as the determination of fair value was based on assumptions as described above about future market and economic conditions.

In addition, certain of the assumptions developed by the Company’s internal engineers in conjunction with the reserve estimates described in the preceding critical audit matter are used as inputs in the cash flow model.

How We Addressed the Matter in Our Audit We obtained an understanding, evaluated the design, and tested the operating effectiveness of controls over the Company's process to estimate fair value for the acquired natural gas and oil properties.

For example, we tested controls over management's assessment of the appropriateness of the significant assumptions that are inputs to the fair value calculation and management’s review of the valuation model.

Our audit procedures included, among others, evaluating the professional qualifications and objectivity of the Company engineer primarily responsible for overseeing the preparation of the reserve estimates by the internal engineering staff, the independent engineers used to audit the estimates, and the external valuation specialist used to assist with the determination of the fair value of certain acquired assets.

Our testing of the Company’s estimate of fair value of the acquired natural gas and oil properties included, among other procedures, evaluating the significant assumptions used and testing the completeness and accuracy of the underlying data.

The audit effort involved the use of our valuation specialists to assist in evaluating the appropriateness of the methodology used in the cash flow model, as well as testing the significant market-related assumptions described above used to develop the fair value estimate.

We evaluated the reasonableness of management's assumptions by comparing the key market-related assumptions (including future natural gas prices and WACC rates) used in the cash flow model to external market and third-party data and anticipated production volumes to the reserve estimates audited by the independent engineers.

/s/ Ernst & Young LLP

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In our opinion, EQT Corporation and subsidiaries (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 the Company as of December 31, 2022 and 2021, the related consolidated statements of operations, comprehensive loss, cash flows and equity for each of the three years in the period ended December 31, 2022 and the related notes and the financial statement schedule listed in the Index at Item 15(a) of the Company, and our report dated February 16, 2023 expressed an unqualified opinion thereon.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of December 31, 2023 and 2022, the related consolidated statements of operations, comprehensive income (loss), cash flows and equity for each of the three years in the period ended December 31, 2023 and the related notes and the financial statement schedule listed in the Index at Item 15(a), and our report dated February 14, 2024 expressed an unqualified opinion thereon.

Basis for Opinion

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Sales of natural gas, natural gas liquids and oil $ 5,044,768 $ 12,114,168 $ 6,804,020

(Loss) gain on derivatives ( 4,642,932 ) ( 3,775,042 ) 400,214

Gain (loss) on derivatives 1,838,941 ( 4,642,932 ) ( 3,775,042 )

Net marketing services and other 25,214 26,453 35,685

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Depreciation and depletion 1,732,142 1,665,962 1,676,702

Amortization of intangible assets — — 26,006

(Gain) loss/impairment on sale/exchange of long-lived assets ( 8,446 ) ( 21,124 ) 100,729

Impairment of contract and other assets 214,195 — 34,694

Loss (gain) on sale/exchange of long-lived assets 17,445 ( 8,446 ) ( 21,124 )

Impairment of contract asset — 214,195 —

Impairment and expiration of leases 109,421 176,606 311,835

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Operating income (loss) 2,314,411 2,717,997 ( 1,360,975 )

Gain on Equitrans Share Exchange (Note 5) — — ( 187,223 )

Loss (income) from investments 4,931 ( 71,841 ) 314,468

(Income) loss from investments ( 7,596 ) 4,931 ( 71,841 )

Dividend and other income ( 1,231 ) ( 11,280 ) ( 19,105 )

Loss on debt extinguishment 80 140,029 9,756

Interest expense 249,655 289,753 259,268

Interest expense, net 219,660 249,655 289,753

Income (loss) before income taxes 2,103,498 2,334,662 ( 1,569,538 )

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Net income (loss) 1,734,544 1,780,942 ( 1,141,501 )

Net income (loss) attributable to noncontrolling interests 9,977 1,246 ( 10 )

Net (loss) income attributable to noncontrolling interests ( 688 ) 9,977 1,246

Net income (loss) attributable to EQT Corporation $ 1,735,232 $ 1,770,965 $ ( 1,142,747 )

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EQT CORPORATION AND SUBSIDIARIES

STATEMENTS OF CONSOLIDATED COMPREHENSIVE LOSS

STATEMENTS OF CONSOLIDATED COMPREHENSIVE INCOME (LOSS)

YEARS ENDED DECEMBER 31,

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Net income (loss) $ 1,734,544 $ 1,780,942 $ ( 1,141,501 )

Other comprehensive income (loss), net of tax:

Other comprehensive income, net of tax:

Other postretirement benefits liability adjustment, net of tax:

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Comprehensive income (loss) 1,734,854 1,782,559 ( 1,140,757 )

Comprehensive income (loss) attributable to noncontrolling interest 9,977 1,246 ( 10 )

Comprehensive (loss) income attributable to noncontrolling interests ( 688 ) 9,977 1,246

Comprehensive income (loss) attributable to EQT Corporation $ 1,735,542 $ 1,772,582 $ ( 1,142,003 )

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Derivative instruments, at fair value 978,634 812,371

Income tax receivable 91,414 —

Prepaid expenses and other 38,255 135,337

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Net property, plant and equipment 22,950,170 18,167,333

Contract asset — 410,000

Other assets 321,953 488,152

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Total current liabilities 2,036,840 3,732,220

Term Loan Facility borrowings 1,244,265 —

Senior notes 4,176,180 5,167,849

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12,093,986 9,891,890

Treasury stock, shares at cost:

zero and 1,033

Retained earnings (accumulated deficit) 1,283,578 ( 94,400 )

Retained earnings 2,681,898 1,283,578

Accumulated other comprehensive loss ( 2,684 ) ( 2,994 )

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Net income (loss) $ 1,734,544 $ 1,780,942 $ ( 1,141,501 )

Adjustments to reconcile net loss to net cash provided by operating activities:

Adjustments to reconcile net income (loss) to net cash provided by operating activities:

Deferred income tax expense (benefit) 384,666 534,612 ( 427,470 )

Depreciation and depletion 1,732,142 1,665,962 1,676,702

Amortization of intangible assets — — 26,006

Impairments and (gain) loss on sale/exchange of long-lived assets 382,355 290,711 442,111

Gain on Equitrans Share Exchange — — ( 187,223 )

Loss (income) from investments 4,931 ( 71,841 ) 314,468

Impairments and loss/gain on sale/exchange of long-lived assets 126,866 382,355 290,711

(Income) loss from investments ( 7,596 ) 4,931 ( 71,841 )

Loss on debt extinguishment 80 140,029 9,756

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Amortization, accretion and other 16,943 32,645 32,175

Loss (gain) on derivatives 4,642,932 3,775,042 ( 400,214 )

Cash settlements (paid) received paid on derivatives ( 5,927,698 ) ( 2,091,003 ) 897,190

Net premiums received (paid) on derivative instruments 14,200 ( 66,495 ) ( 46,665 )

(Gain) loss on derivatives ( 1,838,941 ) 4,642,932 3,775,042

Net cash settlements received (paid) on derivatives 900,650 ( 5,927,698 ) ( 2,091,003 )

Net premiums (paid) received on derivative instruments ( 322,663 ) 14,200 ( 66,495 )

Changes in other assets and liabilities:

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Accounts payable ( 406,113 ) 181,459 456,988

Income tax receivable and payable — ( 23,909 ) 322,763

Other current assets 93,787 48,576 ( 75,100 )

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Cash paid for acquisitions, net of cash acquired (Note 6) ( 2,271,881 ) ( 205,347 ) ( 1,030,239 )

Deposit on acquisition (Note 6) ( 150,000 ) — —

Proceeds from sale/exchange of assets 4,200 8,572 2,452

Proceeds from sale/exchange of investment shares 189,249 24,369 52,323

Proceeds from sale of investment shares — 189,249 24,369

Other investing activities ( 26,937 ) ( 13,784 ) ( 14,196 )

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Cash flows from financing activities:

Net proceeds from issuance of common stock — — 340,923

Proceeds from credit facility borrowings 10,242,000 8,086,000 3,118,250

Repayment of credit facility borrowings ( 10,242,000 ) ( 8,386,000 ) ( 3,112,250 )

Proceeds from revolving credit facility borrowings 1,007,000 10,242,000 8,086,000

Repayment of revolving credit facility borrowings ( 1,007,000 ) ( 10,242,000 ) ( 8,386,000 )

Proceeds from issuance of debt 1,250,000 1,000,000 1,000,000

Debt issuance costs and Capped Call Transactions (Note 10) ( 26,506 ) ( 19,713 ) ( 71,056 )

Debt issuance costs ( 5,336 ) ( 26,506 ) ( 19,713 )

Repayment and retirement of debt ( 1,015,836 ) ( 917,039 ) ( 154,336 )

Premiums paid on debt extinguishment ( 135,308 ) ( 9,599 ) ( 21,132 )

Repurchase and retirement of common stock ( 409,485 ) ( 12,922 ) —

Discounts received (premiums paid) on debt extinguishment 5,178 ( 135,308 ) ( 9,599 )

Dividends paid ( 228,339 ) ( 203,629 ) —

Contribution from noncontrolling interest 15,000 7,500 7,500

Distribution to noncontrolling interest ( 11,592 ) — —

Repurchase and retirement of common stock ( 201,029 ) ( 409,485 ) ( 12,922 )

Net (distribution to) contribution from noncontrolling interest ( 7,322 ) 3,408 7,500

Other financing activities ( 40,178 ) ( 10,567 ) ( 4,883 )

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Comprehensive loss, net of tax:

Net loss ( 958,799 ) ( 10 ) ( 958,809 )

Net (loss) income ( 1,142,747 ) 1,246 ( 1,141,501 )

Other postretirement benefits liability adjustment, net of tax:

( 156 ) ( 156 )

Dividends ($ 0.03 per share)

( 7,664 ) ( 7,664 )

Share-based compensation plans 627 21,982 11,302 33,284

Capped Call Transactions (Note 10) ( 32,500 ) ( 32,500 )

Issuance of common stock 23,000 340,923 340,923

Repurchase and retirement of common stock ( 1,362 ) ( 21,106 ) ( 8,279 ) ( 29,385 )

Alta Acquisition 98,789 1,925,405 1,925,405

Contribution from noncontrolling interest 7,500 7,500

Balance at December 31, 2021 376,399 10,071,820 ( 18,046 ) ( 94,400 ) ( 4,611 ) 16,236 9,970,999

Comprehensive (loss) income, net of tax:

Net (loss) income ( 1,142,747 ) 1,246 ( 1,141,501 )

Comprehensive income, net of tax:

Net income 1,770,965 9,977 1,780,942

Other postretirement benefits liability adjustment, net of tax:

Dividends ($ 0.55 per share)

( 203,629 ) ( 203,629 )

Share-based compensation plans 2,100 23,671 18,046 41,717

Convertible Notes settlements 4 63 63

Repurchase and retirement of common stock ( 13,140 ) ( 203,664 ) ( 189,358 ) ( 393,022 )

Alta Acquisition (Note 6) 98,789 1,925,405 1,925,405

Distribution to noncontrolling interest ( 11,592 ) ( 11,592 )

Contribution from noncontrolling interest 15,000 15,000

Other 11,233 11,233

Balance at December 31, 2022 365,363 9,891,890 — 1,283,578 ( 2,994 ) 40,854 11,213,328

Comprehensive income, net of tax:

Net income 1,770,965 9,977 1,780,942

Net income (loss) 1,735,232 ( 688 ) 1,734,544

Other postretirement benefits liability adjustment, net of tax:

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Share-based compensation plans 2,274 18,180 18,180

Convertible Notes settlements (Note 10) 4 63 63

Convertible Notes settlements 8,565 122,830 122,830

Repurchase and retirement of common stock ( 5,906 ) ( 91,545 ) ( 109,484 ) ( 201,029 )

Tug Hill and XcL Midstream Acquisition 49,600 2,152,631 2,152,631

Distribution to noncontrolling interest ( 11,072 ) ( 11,072 )

Contribution from noncontrolling interest 3,750 3,750

Dissolution of consolidated variable interest entity ( 25,227 ) ( 25,227 )

Other 911 911

Balance at December 31, 2023 419,896 $ 12,093,986 $ — $ 2,681,898 $ ( 2,684 ) $ 7,617 $ 14,780,817

Common shares authorized:

Preferred shares authorized:

Common shares authorized (in thousands):

Preferred shares authorized (in thousands):

There were no preferred shares issued or outstanding.

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Summary of Significant Accounting Policies

Nature of Operations.

EQT Corporation is a natural gas production company with operations focused in the Appalachian Basin.

Principles of Consolidation.

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Intercompany accounts and transactions have been eliminated in consolidation.

Management evaluates whether an entity or interest is a variable interest entity and whether the Company is the primary beneficiary;

Management evaluates whether an entity is a variable interest entity and whether the Company is the primary beneficiary of that entity or interest;

consolidation is required if both criteria are met.

The Company records noncontrolling interest in its Consolidated Financial Statements for any non-wholly-owned consolidated subsidiary.

See "Equity Method Investments" and "Investments in Equity Securities" for accounting policies for the Company's investments in entities that it does not consolidate.

In 2020, the Company entered into a partnership (the Partnership) with a third-party investor (the Investor) to purchase certain mineral rights in the Appalachian Basin.

During 2023, the Partnership's assets were distributed pro rata to the Company and the Investor, and the Partnership was dissolved.

Prior to the Partnership's dissolution, the Company consolidated the Partnership as management had determined that the Partnership was a variable interest entity, and the Company was the primary beneficiary of the Partnership.

Certain of the Company's midstream gathering systems are not wholly owned but are operated by the Company pursuant to a construction, ownership and operation agreement.

The Company records the pro rata share of revenues, expenses, assets and liabilities that it is entitled under the agreement in the Company's financial statements.

The Company records the pro rata share of revenues, expenses, assets and liabilities that it is entitled under such agreement in the Company's financial statements.

The Company's operations consist of one reportable segment.

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The Company considers all highly-liquid investments with an original maturity of three months or less when purchased to be cash equivalents and accounts for such investments at cost.

Interest earned on cash equivalents is included as a reduction of interest expense.

Interest earned on cash equivalents is included as a reduction of interest expense, net.

Accounts Receivable.

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See Note 3 for a discussion of the Company's derivative instruments and Note 4 for a description of the fair value hierarchy and a discussion of the Company's fair value measurements.

Prepaid Expenses and Other.

The following table summarizes the Company's prepaid expenses and other current assets.

Margin requirements with counterparties (see Note 3)

$ 100,623 $ 147,773

Prepaid expenses and other current assets 34,714 43,662

Total prepaid expenses and other $ 135,337 $ 191,435

Property, Plant and Equipment.

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There were no exploratory wells drilled during 2023, 2022 and 2021, and there were no capitalized exploratory well costs for the years ended December 31, 2023, 2022 and 2021.

Impairment of Long-lived Assets.

Impairment of Proved Oil and Gas Properties.

The carrying values of the Company's proved oil and gas properties are reviewed for impairment when events or circumstances indicate that the remaining carrying value may not be recoverable.

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Proved oil and gas properties that have carrying amounts in excess of estimated future undiscounted cash flows are written down to fair value, which is estimated by discounting the estimated future cash flows using discount rates and other assumptions that marketplace participants would use in their fair value estimates.

There were no indicators of impairment identified during 2022, 2021 and 2020.

There were no indicators of impairment to the Company's material asset groups identified during 2023, 2022 and 2021.

Impairment and Expiration of Leases.

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The Company recognizes impairment if the Company does not have the intent to drill on the leased property prior to expiration of the lease or does not have the intent and ability to extend, renew, trade or sell the lease prior to expiration.

The Company recognizes expense for lease expirations as the lease expires if the lease was not previously impaired.

For the years ended December 31, 2023, 2022 and 2021, the Company recorded $ 109.4 million, $ 176.6 million and $ 311.8 million, respectively, for impairment and expiration of leases.

The Company's unproved properties had a net book value of approximately $ 1,748 million and $ 2,406 million at December 31, 2022 and 2021, respectively.

The Company's unproved properties had a net book value of approximately $ 2,039 million and $ 1,748 million as of December 31, 2023 and 2022, respectively.

Equity Method Investments.

The Company applies the equity method of accounting to its investments in entities that the Company does not have the power to direct the activities that most significantly affect those entities' economic performance.

The carrying value of the Company's equity method investments is recorded in other assets in the Consolidated Balance Sheets.

The Company's pro-rata share of income/loss from the Company's equity method investments is recorded in loss (income) from investments in the Statements of Consolidated Operations.

The Company evaluates its equity method investments for impairment when events or changes in circumstances indicate that the investment's fair value is less than its carrying value.

The recognition of an impairment loss is required if the impairment is considered other than temporary.

As of December 31, 2023, the Company held a 31 % ownership interest in Laurel Mountain Midstream, LLC (LMM), which owns gathering assets that are operated by The Williams Companies, Inc., and an approximate 15.43 % ownership interest in WATT Fuel Cell Corporation (WATT), a developer and manufacturer of solid oxide fuel cell stacks and systems that operate on common, readily available fuels such as propane and natural gas.

As of December 31, 2023 and 2022, the carrying value of the Company's equity method investments was $ 56.6 million and $ 66.4 million, respectively, and was presented in other assets in the Consolidated Balance Sheets.

The Company's pro-rata share of income/loss from the Company's equity method investments is recorded in (income) loss from investments in the Statements of Consolidated Operations.

Investments in Equity Securities.

The Company has an investment in a fund (the Investment Fund) that invests in companies that develop technology and operating solutions for exploration and production companies.

The Company does not have the ability to exercise significant influence over the Investment Fund and, as such, accounts for its investment in the Investment Fund as an investment in equity securities that is recorded at fair value in other assets in the Consolidated Balance Sheets.

The Company values its investment using, as a practical expedient, the net asset value provided in the financial statements received from fund managers.

Changes in the fair value of the Company's investment in the Investment Fund are recorded in loss (income) from investments in the Statements of Consolidated Operations.

As of December 31, 2023, the Company held an investment in a fund (the Investment Fund) that invests in companies that develop technology and operating solutions for exploration and production companies.

The Company does not have the ability to exercise significant influence over the Investment Fund and, as such, accounts for its interests in the Investment Fund as an investment in equity security.

As of December 31, 2023 and 2022, the fair value of the Company's investment in the Investment Fund was $ 36.1 million and $ 31.2 million, respectively, and was presented in other assets in the Consolidated Balance Sheets.

The Company computes the fair value of the Company's investment in the Investment Fund using, as a practical expedient, the net asset value provided in the financial statements received from fund managers.

Changes in the fair value of the Company's investment in the Investment Fund are recorded in (income) loss from investments in the Statements of Consolidated Operations.

Dividends received on the Company's investment in the Investment Fund are recorded in dividend and other income in the Statements of Consolidated Operations.

The Company previously owned shares of common stock of Equitrans Midstream Corporation (Equitrans Midstream).

During 2022, the Company sold the remaining balance of its shares of Equitrans Midstream's common stock.

The Company did not have the ability to exercise significant influence over Equitrans Midstream or any of its subsidiaries and, as such, accounted for its investment in Equitrans Midstream as an investment in equity securities that, as of December 31, 2021, was recorded at fair value in other assets in the Consolidated Balance Sheet.

The Company valued its investment by multiplying the closing stock price of Equitrans Midstream's common stock by the number of shares of Equitrans Midstream's common stock owned by the Company.

Changes in the fair value of the Company's investment in Equitrans Midstream were recorded in loss (income) from investments in the Statements of Consolidated Operations.

During 2022, the Company sold all of its then-owned shares of common stock of Equitrans Midstream Corporation (Equitrans Midstream).

Prior to the Company's sale of Equitrans Midstream's common stock, the Company accounted for its investment in Equitrans Midstream as an investment in equity security.

Changes in the fair value of the Company's investment in Equitrans Midstream were recorded in (income) loss from investments in the Statements of Consolidated Operations.

Dividends received on the Company's investment in Equitrans Midstream were recorded in dividend and other income in the Statements of Consolidated Operations.

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See Note 5 for discussion of the Company's contract asset and impairment thereof.

Intangible Assets.

The Company's intangible assets, composed of non-compete agreements with former Rice Energy Inc.

executives, were fully amortized as of December 31, 2020.

Other Current Liabilities.

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Accrued taxes other than income 62,391 84,755

Accrued incentive compensation 50,894 51,224

Current portion of long-term capacity contracts 39,589 57,440

Current portion of lease liabilities 46,380 35,449

Current portion of long-term capacity contracts 43,233 39,589

Accrued incentive compensation 24,542 50,894

Other accrued liabilities 28,457 42,320

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Discounts and expenses incurred with the issuance of debt are amortized over the life of the debt.

These amounts are presented as a reduction of senior notes in the Consolidated Balance Sheets.

These amounts are presented as a reduction of debt in the Consolidated Balance Sheets.

Income Taxes.

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Deferred tax assets are reduced by a valuation allowance if it is more likely than not that a portion or all of the deferred tax asset will not be realized.

When evaluating whether or not a valuation allowance should be established, the Company exercises judgment on whether it is more likely than not (a likelihood of more than 50%) that a portion or all of the

deferred tax assets will not be realized.

To determine whether a valuation allowance is needed, the Company considers all available evidence, both positive and negative, including carrybacks, tax planning strategies, reversals of deferred tax assets and liabilities and forecasted future taxable income.

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Estimates are based on historical experience of plugging and abandoning wells and reclaiming or disposing other assets and estimated remaining lives of the wells and assets.

The Company is under no legal or contractual obligation to restore or dismantle its midstream assets upon abandonment.

In addition, the Company is responsible for the operation and maintenance of its midstream assets and intends to continue such operation and maintenance so long as supply and demand for natural gas exists.

As the Company expects supply and demand for natural gas to exist into the foreseeable future, the Company has not recorded asset retirement obligations for its midstream assets.

The following table presents a reconciliation of the beginning and ending carrying amounts of the Company's asset retirement obligations included in other liabilities and credits in the Consolidated Balance Sheets.

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Liabilities removed in divestitures ( 6,480 ) ( 697 )

Change in estimates 20,245 5,223

Change in estimates (a) 96,033 20,245

Balance at December 31 $ 911,057 $ 732,803

(a) During 2023, the Company recorded changes in estimates attributable primarily to inflation on estimated plugging costs.

The Company does not have any assets that are legally restricted for purposes of settling these obligations.

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2023 2022 2021

Changes in legal and environmental reserves, including settlements $ 30,394 $ 5,175 $ 11,350

Transactions $ 56,263 $ 14,185 $ 57,430

Energy transition initiatives 12,244 11,985 —

Reorganization, including severance and contract terminations 767 7,458 5,448

Changes in legal and environmental reserves, including settlements 9,342 30,394 5,175

Other 6,194 767 7,458

Total other operating expenses $ 84,043 $ 57,331 $ 70,063

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In addition, the Company sponsors an other postretirement benefits plan.

Earnings Per Share (EPS).

Basic EPS is computed by dividing net income (loss) attributable to EQT Corporation by the weighted average number of common shares outstanding during the period.

Diluted EPS is computed by dividing net income (loss) attributable to EQT Corporation plus the applicable numerator adjustments by the weighted average number of common shares and potentially dilutive securities, net of shares assumed to be repurchased using the treasury stock method.

Potentially dilutive securities arise from the assumed conversion of outstanding stock options and other share-based awards as well as the Convertible Notes (defined in Note 10).

Income Per Share.

Basic income per share is computed by dividing net income (loss) attributable to EQT Corporation by the weighted average number of common shares outstanding during the period.

Diluted income per share is computed by dividing the sum of net income (loss) attributable to EQT Corporation plus the applicable numerator adjustments by the weighted average number of common shares and potentially dilutive securities, net of shares assumed to be repurchased using the treasury stock method.

Potentially dilutive securities arise from the assumed conversion of outstanding stock options and other share-based awards as well as, prior to the Redemption (defined in Note 8), the Convertible Notes (defined in Note 8).

Purchases of treasury shares are calculated using the average share price of EQT Corporation common stock during the period.

The Company uses the if-converted method to calculate the impact of the Convertible Notes on diluted earnings (loss) per share.

The following table shows the computation for basic and diluted EPS.

December 31, 2022

Prior to the Redemption, the Company used the if-converted method to calculate the impact of the Convertible Notes on diluted income per share.

The table below provides the computation for basic and diluted income per share.

Years Ended December 31,

2023 2022 2021

(Thousands, except per share amounts)

Net income attributable to EQT Corporation – basic earnings available to shareholders $ 1,770,965

Interest expense on Convertible Notes, net of tax 8,019

Diluted earnings available to shareholders $ 1,778,984

Net income (loss) attributable to EQT Corporation – Basic income (loss) available to shareholders $ 1,735,232 $ 1,770,965 $ ( 1,142,747 )

Interest expense on Convertible Notes, net of tax (a) 7,551 8,019 —

Diluted income (loss) available to shareholders $ 1,742,783 $ 1,778,984 $ ( 1,142,747 )

Weighted average common stock outstanding – Basic 380,902 370,048 323,196

Options, restricted stock, performance awards and stock appreciation rights

Convertible debt 30,716

Options, restricted stock, performance awards and stock appreciation rights (a)

5,232 5,731 —

Convertible Notes (a) 27,090 30,716 —

Weighted average common stock outstanding – Diluted 413,224 406,495 323,196

Income per share of common stock attributable to EQT Corporation:

Income (loss) per share of common stock attributable to EQT Corporation:

Basic $ 4.56 $ 4.79 $ ( 3.54 )

Diluted $ 4.22 $ 4.38 $ ( 3.54 )

In periods when the Company reports a net loss, all options, restricted stock, performance awards and stock appreciation rights are excluded from the calculation of diluted weighted average shares outstanding because of their anti-dilutive effect on loss per share.

As a result, for the years ended December 31, 2021 and 2020, all such securities of 8.2 million and 6.8 million, respectively, were excluded from potentially dilutive securities because of their anti-dilutive effect on loss per share.

In addition, for the years ended December 31, 2021 and 2020, if-converted securities of approximately 33.3 million shares were excluded from potentially dilutive securities because of their anti-dilutive effect on loss per share.

(a) In periods when the Company reports a net loss, all options, restricted stock, performance awards and stock appreciation rights are excluded from the calculation of diluted weighted average shares outstanding because of their anti-dilutive effect on loss per share.

As a result, for the year ended December 31, 2021, all such securities of 8.2 million were excluded from potentially dilutive securities because of their anti-dilutive effect on loss per share.

The Company uses the if-converted method to calculate the impact of the Convertible Notes on diluted income (loss) per share.

For the year ended December 31, 2021, such if-converted securities of approximately 33.3 million were excluded from potentially dilutive securities because of their anti-dilutive effect on loss per share.

Supplemental Cash Flow Information.

The following table summarizes net cash paid (received) for interest and income taxes and non-cash activity included in the Statements of Consolidated Cash Flows.

The following table summarizes net cash paid for interest and income taxes and non-cash activity included in the Statements of Consolidated Cash Flows.

Years Ended December 31,

2023 2022 2021

Cash paid (received) during the year for:

Cash paid during the year for:

Interest, net of amount capitalized $ 213,141 $ 236,797 $ 280,511

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Non-cash activity during the period for:

Equity issued as consideration for acquisitions (Note 6) $ 2,152,631 $ — $ 1,925,405

Issuance of common stock for Convertible Notes settlement 122,830 63 —

Increase in asset retirement costs and obligations 106,548 54,608 15,961

Increase in right-of-use assets and lease liabilities, net 45,774 23,356 20,834

Dissolution of consolidated variable interest entity 25,227 — —

Capitalization of non-cash equity share-based compensation 6,287 5,406 4,994

Issuance of common stock for Convertible Notes settlements (Note 10) 63 — —

Equity issued as consideration for the Alta Acquisition (Note 6) — 1,925,405 —

Recently Issued Accounting Standards

In August 2020, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2020-06, Debt with Conversion and Other Options and Derivatives and Hedging:

Accounting for Convertible Instruments and Contracts in an Entity's Own Equity .

This ASU simplifies accounting for convertible instruments by removing certain separation models for convertible instruments.

For convertible instruments with conversion features that are not accounted for as derivatives under Accounting Standards Codification 815 or that do not result in substantial premiums accounted for as paid-in capital, the convertible instrument's embedded conversion features are no longer separated from the host contract.

Consequently, and as long as no other feature requires bifurcation and recognition as a derivative, the convertible instrument is accounted for as a single liability measured at its amortized cost.

Under ASU 2020-06, entities are required to use the if-converted method to calculate the impact of convertible instruments on diluted EPS.

The if-converted method assumes share settlement of the

instrument, which increases the number of potentially dilutive securities used to calculate diluted EPS.

This ASU also adds several new disclosure requirements.

The Company adopted ASU 2020-06 effective as of January 1, 2022 using the full retrospective method of adoption.

Accordingly, the consolidated financial statements have been recast.

The following tables present the impact of the adoption of ASU 2020-06 on the Company's previously reported historical results.

See Note 10 for discussion of the Convertible Notes.

Year Ended December 31, 2021

As Reported ASU 2020-06 Adoption Adjustment As Adjusted

(Thousands, except per share amounts)

Interest expense $ 308,903 $ ( 19,150 ) $ 289,753

Income tax benefit ( 434,175 ) 6,138 ( 428,037 )

Net loss ( 1,154,513 ) 13,012 ( 1,141,501 )

Net income attributable to noncontrolling interests 1,246 — 1,246

Net loss attributable to EQT Corporation $ ( 1,155,759 ) $ 13,012 $ ( 1,142,747 )

Basic and diluted:

Weighted average common stock outstanding (a) 323,196 — 323,196

Net loss per share of common stock attributable to EQT Corporation $ ( 3.58 ) $ 0.04 $ ( 3.54 )

(a) For the year ended December 31, 2021, diluted weighted average common stock outstanding did not change because the potentially dilutive securities had an anti-dilutive effect on loss per share.

Year Ended December 31, 2020

As Reported ASU 2020-06 Adoption Adjustment As Adjusted

(Thousands, except per share amounts)

Interest expense $ 271,200 $ ( 11,932 ) $ 259,268

Income tax benefit ( 298,858 ) 3,565 ( 295,293 )

Net loss ( 967,176 ) 8,367 ( 958,809 )

Net loss attributable to noncontrolling interest ( 10 ) — ( 10 )

Net loss attributable to EQT Corporation $ ( 967,166 ) $ 8,367 $ ( 958,799 )

Basic and diluted:

Weighted average common stock outstanding (a) 260,613 — 260,613

Net loss per share of common stock attributable to EQT Corporation $ ( 3.71 ) $ 0.03 $ ( 3.68 )

(a) For the year ended December 31, 2020, diluted weighted average common stock outstanding did not change because the potentially dilutive securities had an anti-dilutive effect on loss per share.

December 31, 2021

As Reported ASU 2020-06 Adoption Adjustment As Adjusted

Current portion of debt (a) $ 954,900 $ 106,070 $ 1,060,970

Deferred income taxes 938,612 ( 31,306 ) 907,306

Common stock, no par value 10,167,963 ( 96,143 ) 10,071,820

Accumulated deficit ( 115,779 ) 21,379 ( 94,400 )

(a) Pursuant to the terms of the Convertible Notes indenture, a sale price condition for conversion of the Convertible Notes was satisfied as of December 31, 2021, and, accordingly, holders of the Convertible Notes were permitted to convert any of their

Convertible Notes at their option at any time during the three months ended March 31, 2022, subject to all terms and conditions set forth in the Convertible Notes indenture.

Therefore, as of December 31, 2021, the net carrying value of the Convertible Notes was included in current portion of debt in the Consolidated Balance Sheet.

Certain line items in the Statements of Consolidated Cash Flows were adjusted to reflect the impact of the adoption of ASU 2020-06;

however, the adoption did not impact cash and did not change net cash provided by operating, investing or financing activities.

In November 2023, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2023-07, Segment Reporting (Topic 280):

Improvements to Reportable Segment Disclosures to improve reportable segment disclosure requirements, primarily through the requirement of enhanced disclosure of significant segment expenses.

In addition, this ASU enhances interim disclosure requirements, clarifies circumstances in which an entity can disclose multiple segment measures of profit or loss and provides new segment disclosure requirements for entities with a single reportable segment.

This ASU is effective for fiscal years beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024, and early adoption is permitted.

The Company does not expect adoption of ASU 2023-07 to have a material impact on its financial statements and related disclosures.

In December 2023, the FASB issued ASU 2023-09, Income Taxes:

Improvements to Income Tax Disclosures to improve its income tax disclosure requirements.

Under this ASU, public business entities must annually (1) disclose specific categories in the rate reconciliation and (2) provide additional information for reconciling items that meet a quantitative threshold.

This ASU is effective for fiscal years beginning after December 15, 2024, and early adoption is permitted.

The Company does not expect adoption of ASU 2023-09 to have a material impact on its financial statements and related disclosures.

Subsequent Events.

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The table below provides disaggregated information on the Company's revenues.

Derivative contracts and certain other revenue contracts are outside the scope of ASU 2014-09, Revenue from Contracts with Customers.

Certain other revenue contracts are outside the scope of ASU 2014-09, Revenue from Contracts with Customers.

These contracts are reported in net marketing services and other in the Statements of Consolidated Operations.

Derivative contracts are also outside the scope of ASU 2014-09.

Years Ended December 31,

6 unchanged sentences

Other sources of revenue:

(Loss) gain on derivatives ( 4,642,932 ) ( 3,775,042 ) 400,214

Gain (loss) on derivatives $ 1,838,941 $ ( 4,642,932 ) $ ( 3,775,042 )

Net marketing services and other 25,214 26,453 35,685

Total operating revenues $ 6,908,923 $ 7,497,689 $ 3,064,663

The following table summarizes the transaction price allocated to the Company's remaining performance obligations on all contracts with fixed consideration as of December 31, 2022.

Amounts shown exclude contracts that qualified for the exception to the relative standalone selling price method as of December 31, 2022.

2023 2024 Total

Natural gas sales $ 14,107 $ 469 $ 14,576

As of December 31, 2023, the aggregate amount of transaction price allocated to the Company's remaining performance obligations on its natural gas sales contracts with fixed consideration was $ 0.5 million, which the Company expects to recognize in 2024.

Derivative Instruments

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The Company does not designate any of its derivative instruments as cash flow hedges;

therefore, all changes in fair value of the Company's derivative instruments are recognized in operating revenues in (loss) gain on derivatives in the Statements of Consolidated Operations.

therefore, all changes in fair value of the Company's derivative instruments are recognized in operating revenues in gain (loss) on derivatives in the Statements of Consolidated Operations.

The Company recognizes all derivative instruments as either assets or liabilities at fair value on a gross basis.

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Anything below these ratings is considered non-investment grade.

As of December 31, 2022, the Company's senior notes were rated "Ba1" by Moody's, "BBB–" by S&P and "BBB–" by Fitch.

require the Company to remit funds as a margin deposit in an amount equal to the portion of the derivative liability that is in excess of the dollar threshold amount.

As of December 31, 2023, the Company's senior notes were rated "Baa3" by Moody's, "BBB–" by S&P and "BBB–" by Fitch.

When the net fair value of any of the Company's OTC derivative instrument contracts represents a liability to the Company that is in excess of the agreed-upon dollar threshold for the Company's then-applicable credit rating, the counterparty has the right to require the Company to remit funds as a margin deposit in an amount equal to the portion of the derivative liability that is in excess of the dollar threshold amount.

The Company records these deposits as a current asset in the Consolidated Balance Sheets.

As of December 31, 2022 and 2021, the aggregate fair value of all OTC derivative instruments with credit rating risk-related contingent features that were in a net liability position was $ 347.6 million and $ 594.9 million, respectively, for which, the Company deposited and recorded current assets of zero and $ 0.1 million, respectively.

As of December 31, 2023 and 2022, the aggregate fair value of the Company's OTC derivative instruments with credit rating risk-related contingent features that were in a net liability position was $ 6.4 million and $ 347.6 million, respectively, for which no deposits were required or recorded in the Consolidated Balance Sheet.

When the net fair value of any of the Company's OTC derivative instrument contracts represents an asset to the Company that is in excess of the agreed-upon dollar threshold for the counterparty's then-applicable credit rating, the Company has the right to require the counterparty to remit funds as a margin deposit in an amount equal to the portion of the derivative asset that is in excess of the dollar threshold amount.

22 unchanged sentences

Liability derivative instruments, at fair value 1,393,487 ( 756,495 ) ( 100,623 ) 536,369

Refer to Note 5 for a discussion of the derivative liability recorded in connection with the Equitrans Share Exchange (defined therein).

Refer to Note 8 for a discussion of the derivative liability recorded in connection with the 2020 Divestiture (defined therein).

Henry Hub Cash Bonus.

The Consolidated GGA (defined in Note 5) executed in connection with the Equitrans Share Exchange (defined in Note 5) provides for cash bonus payments (the Henry Hub Cash Bonus) payable by the Company during the period beginning on the first day of the quarter in which the Mountain Valley Pipeline is placed in service and ending on the earlier of 36 months thereafter or December 31, 2024.

Such payments are conditioned upon the quarterly average of the NYMEX Henry Hub natural gas settlement price exceeding certain price thresholds.

As of December 31, 2022, the Company reduced the derivative liability related to the Henry Hub Cash Bonus to zero given the uncertainties surrounding the in-service date of the Mountain Valley Pipeline and the Company's then-held belief that achieving an in-service date of the Mountain Valley Pipeline prior to December 31, 2024 was not probable.

On June 3, 2023, President Biden signed legislation that raised the United States' debt limit, ratified and approved all permits and authorizations necessary for the construction and initial operation of the Mountain Valley Pipeline and directs the applicable federal officials and agencies to maintain such authorizations.

Further, the legislation requires the Secretary of the Army to issue all permits or verifications necessary to complete project construction and allow for the Mountain Valley Pipeline's operation and maintenance.

During the third quarter of 2023, Equitrans Midstream resumed forward construction of the Mountain Valley Pipeline.

In consideration of these factors, the Company reevaluated its probability-weighted assessment of the achievement of an in-service date of the Mountain Valley Pipeline prior to December 31, 2024 and concluded that, as of December 31, 2023, based on the facts and circumstances that existed as of that date, the derivative liability related to the Henry Hub Cash Bonus had a fair value of approximately $ 48 million.

The fair value of the derivative liability related to the Henry Hub Cash Bonus is based on significant inputs that are interpolated from observable market data and, as such, is a Level 2 fair value measurement.

See Note 4 for a description of the fair value hierarchy.

Fair Value Measurements

5 unchanged sentences

The Company has categorized its assets and liabilities recorded at fair value into a three-level fair value hierarchy based on the priority of the inputs to the valuation technique.

The fair value hierarchy gives the highest priority to quoted prices in active

markets for identical assets and liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3).

The fair value hierarchy gives the highest priority to quoted prices in active markets for identical assets and liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3).

Assets and liabilities that use Level 2 inputs primarily include the Company's swap, collar and option agreements.

Exchange traded commodity swaps have Level 1 inputs.

The fair value of the commodity swaps with Level 2 inputs is based on standard industry income approach models that use significant observable inputs, including, but not limited to, NYMEX natural gas forward curves, LIBOR-based discount rates, basis forward curves and NGLs forward curves.

The fair value of the commodity swaps with Level 2 inputs is based on standard industry income approach models that use significant observable inputs, including, but not limited to, NYMEX natural gas forward curves, SOFR-based discount rates, basis forward curves and NGLs forward curves.

The Company's collars and options are valued using standard industry income approach option models.

The significant observable inputs used by the option pricing models include NYMEX forward curves, natural gas volatilities and LIBOR-based discount rates.

The significant observable inputs used by the option pricing models include NYMEX forward curves, natural gas volatilities and SOFR-based discount rates.

The table below summarizes assets and liabilities measured at fair value on a recurring basis.

12 unchanged sentences

The carrying values of cash equivalents, accounts receivable and accounts payable approximate fair value due to their short-term maturities.

The carrying value of borrowings under the Company's credit facility approximates fair value as the interest rate is based on prevailing market rates.

The Company considered all of these fair values to be Level 1 fair value measurements.

The Investment Fund is valued using, as a practical expedient, the net asset value provided in the financial statements received from fund managers.

The carrying value of borrowings under the Company's revolving credit facility and the Term Loan Facility (defined in Note 8) approximates fair value as their interest rates are based on prevailing market rates.

The Company considers all of these fair values to be Level 1 fair value measurements.

The Company estimates the fair value of its senior notes using established fair value methodology.

1 unchanged sentence

As of December 31, 2023 and 2022, the Company's senior notes had a fair value of approximately $ 4.9 billion and $ 6.1 billion, respectively, and a carrying value of approximately $ 4.5 billion and $ 5.6 billion, respectively, inclusive of any current portion.

The fair value of the Company's note payable to EQM Midstream Partners, LP (EQM) is estimated using an income approach model with a market-based discount rate and is a Level 3 fair value measurement.

The fair value of the Company's note payable to EQM Midstream Partners, LP (EQM), a wholly-owned subsidiary of Equitrans Midstream, is estimated using an income approach model with a market-based discount rate and is a Level 3 fair value measurement.

As of December 31, 2023 and 2022, the Company's note payable to EQM had a fair value of approximately $ 91 million and $ 96 million, respectively, and a carrying value of approximately $ 88 million and $ 94 million, respectively, inclusive of any current portion.

2 unchanged sentences

There were no transfers between Levels 1, 2 and 3 during the periods presented.

See Note 5 for a discussion of the fair value measurement of the Equitrans Share Exchange.

See Notes 6, 7 and 8 for a discussion of the fair value measurement of the Company's acquisitions, asset exchange transactions and divestiture, respectively.

See Note 1 for a discussion of the fair value measurement and any subsequent impairments of the Company's proved and unproved oil and gas properties and other long-lived assets.

Contract Asset

During the first quarter of 2020, the Company sold to Equitrans Midstream a total of 25,299,752 shares of Equitrans Midstream's common stock in exchange for approximately $ 52 million in cash and rate relief under certain of the Company's gathering contracts with EQM, an affiliate of Equitrans Midstream (the Equitrans Share Exchange).

The rate relief was effected through the execution of a consolidated gas gathering and compression agreement entered into between the Company and an affiliate of EQM (the Consolidated GGA).

The Consolidated GGA provides for additional cash bonus payments (the Henry Hub Cash Bonus) payable by the Company to EQM during the period beginning on the first day of the quarter in which the Mountain Valley Pipeline is placed in service and ending on the earlier of 36 months thereafter or December 31, 2024.

Such payments are conditioned upon the quarterly average of the NYMEX Henry Hub natural gas settlement price exceeding certain price thresholds.

In addition, because the Mountain Valley Pipeline was not in service by January 1, 2022, the Consolidated GGA provided the Company the option to forgo a portion of the gathering fee relief that would otherwise be applicable following the Mountain Valley Pipeline in-service date in exchange for a cash payment of approximately $ 196 million (the Cash Payment Option).

On the closing date of the Equitrans Share Exchange, the Company recorded in the Consolidated Balance Sheet a contract asset of $ 410 million representing the estimated fair value of the rate relief inclusive of the Cash Payment Option.

The Company also recorded a derivative liability related to the Henry Hub Cash Bonus of approximately $ 117 million and a decrease in the Company's investment in Equitrans Midstream of approximately $ 158 million.

The resulting gain of approximately $ 187 million was recorded in the Statement of Consolidated Operations.

The carrying value of the Company's contract asset is reviewed for impairment when events or circumstances indicate that the remaining carrying value may not be recoverable.

To determine whether impairment of the Company's contract asset has occurred, the Company compares the estimated undiscounted future cash flows to the carrying value.

If the contract asset's carrying amount exceeds the estimated future undiscounted cash flows, it is written down to fair value, which is estimated by discounting the estimated future cash flows using discount rates and other assumptions.

The fair value of the contract asset at inception and the estimated future cash flows were based on significant inputs that are not observable in the market and, as such, are a Level 3 fair value measurement.

See Note 3 for a discussion of the fair value measurement of the Henry Hub Cash Bonus.

See Note 5 for a discussion of the fair value measurement of the Company's contract asset.

See Note 6 for a discussion of the fair value measurement of the Company's acquisitions.

See Note 1 for a discussion of the fair value measurement and any subsequent impairments of the Company's oil and gas properties and other long-lived assets, including impairment and expiration of leases.

See Note 1 for a discussion of the fair value measurement of the Company's investment in the Investment Fund.

Impairment of Contract Asset

During the first quarter of 2020, the Company sold to Equitrans Midstream approximately 50 % of the Company's then-owned equity interest in Equitrans Midstream in exchange for a combination of cash and rate relief under certain of the Company's gathering contracts with an affiliate of Equitrans Midstream (the Equitrans Share Exchange).

The rate relief was effected through the execution of a consolidated gas gathering and compression agreement entered into between the Company and an affiliate of Equitrans Midstream (the Consolidated GGA).

Because the Mountain Valley Pipeline was not in service by January 1, 2022, the Consolidated GGA provided the Company the option to forgo a portion of the gathering fee relief that would otherwise be applicable following the Mountain Valley Pipeline in-service date in exchange for a cash payment of approximately $ 196 million (the Cash Payment Option).

During the third quarter of 2022, the Company elected to exercise the Cash Payment Option, and, in the fourth quarter of 2022, the Company received the cash proceeds from the Cash Payment Option.

During 2022, the Company identified indicators that the carrying value of the contract asset may not be fully recoverable, including increased uncertainty of the estimated timing of completion of the Mountain Valley Pipeline due to court rulings and public statements from Equitrans Midstream with respect to its completion.

As a result of the Company's impairment evaluation, the Company recognized impairment of the contract asset during the first quarter of 2022 of $ 184.9 million in the Statement of Consolidated Operations.

During the fourth quarter of 2022, the Company recognized additional impairment of the contract asset of $ 29.3 million in the Statement of Consolidated Operations.

As of December 31, 2022, the previously recognized impairments plus the election of the Cash Payment Option reduced the carrying value of the contract asset to zero .

The fair value of the contract asset was based on significant inputs that are not observable in the market and, as such, is a Level 3 fair value measurement.

See Note 4 for a description of the fair value hierarchy.

Key assumptions used in the fair value calculation of the contract asset included the following:

(i) a probability-weighted estimate of the in-service date of the Mountain Valley Pipeline, (ii) an estimate of the potential exercise and timing of the Cash Payment Option;

Key assumptions used in the fair value calculation included the following:

(i) a probability-weighted estimate of the in-service date of the Mountain Valley Pipeline;

(ii) an estimate of the potential exercise and timing of the Cash Payment Option;

(iii) an estimated production volume forecast and (iv) a market-based weighted average cost of capital.

As a result of the Company's impairment evaluation, the Company recognized impairment of $ 214 million in the Statement of Consolidated Operations.

During 2022, the Company elected to exercise the Cash Payment Option provided by the Consolidated GGA and received cash proceeds of $ 196 million as a result of making such election.

As of December 31, 2022, the impairment and election of the Cash Payment Option reduced the carrying value of the contract asset to zero .

As of December 31, 2022, the Company also reduced the derivative liability related to the Henry Hub Cash Bonus to zero given the uncertainties surrounding the in-service date of the Mountain Valley Pipeline and the Company's belief that achieving an in-service date of the Mountain Valley Pipeline prior to December 31, 2024 is not probable.

Future changes in the uncertainties surrounding the in-service date of the Mountain Valley Pipeline could result in future changes to the accounting treatment of the Henry Hub Cash Bonus.

There was no impairment of the contract asset in 2021 or 2020.

Tug Hill and XcL Midstream Acquisition

On September 6, 2022 (the Original Execution Date), EQT Corporation entered into a purchase agreement (the Original Purchase Agreement) with its wholly-owned indirect subsidiary EQT Production Company (the Buyer, and together with EQT Corporation, the EQT Parties), THQ Appalachia I, LLC (the Upstream Seller) and THQ-XcL Holdings I, LLC (the Midstream Seller, and together with the Upstream Seller, the Sellers), pursuant to which the EQT Parties agreed to acquire the Upstream Seller’s upstream assets and the Midstream Seller’s gathering and processing assets through the acquisition of all of the issued and outstanding membership interests of each of THQ Appalachia I Midco, LLC and THQ-XcL Holdings I Midco, LLC (the Tug Hill and XcL Midstream Acquisition) for consideration of approximately $ 2.6 billion in cash and 55.0 million shares of EQT Corporation common stock, as adjusted pursuant to customary closing purchase price adjustments.

Following execution of the Original Purchase Agreement, the EQT Parties and the ultimate parent entities of the to-be-acquired interests and assets thereunder each received a request for additional information and documentary materials (the Second

Request) from the U.S.

Federal Trade Commission (the FTC) in connection with the FTC’s review of the Tug Hill and XcL Midstream Acquisition.

The Second Request extends the waiting period imposed by the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (the HSR Act), until 30 days after the parties have substantially complied with the Second Request, unless that period is terminated sooner by the FTC.

As a result, subject to certain exceptions provided in the Original Purchase Agreement, either the Buyer or the Sellers had the right to terminate the Original Purchase Agreement if the Tug Hill and XcL Midstream Acquisition did not close by December 30, 2022 (the Original Outside Date).

On December 23, 2022 (the A&R Execution Date), the EQT Parties and the Sellers entered into an Amended and Restated Purchase Agreement (the A&R Purchase Agreement, and the Original Purchase Agreement, as amended by the A&R Purchase Agreement, is referred to herein as the Tug Hill and Xcl Midstream Purchase Agreement), which amends and restates the Original Purchase Agreement in its entirety and, among other things, extends the Original Outside Date to December 29, 2023.

The A&R Purchase Agreement also contains other amendments to the Original Purchase Agreement that are related to such extension, including modifications to certain purchase price adjustments and interim period operating covenants for the period beginning after the A&R Execution Date.

Pursuant to the Original Purchase Agreement, within two business days after the Original Execution Date, the Company deposited $ 150 million (together with any interest accrued thereon, the Escrowed Amount) into escrow, which was to be applied towards the cash consideration to be paid by the Buyer at the closing of the Tug Hill and XcL Midstream Acquisition (or, had the Original Purchase Agreement been terminated in accordance with its terms and conditions, the Escrowed Amount would have been disbursed to the Company or the Sellers as provided in the Original Purchase Agreement).

Pursuant to the A&R Purchase Agreement, on the A&R Execution Date, the Company and the Sellers instructed the escrow agent to release the Escrowed Amount to the Sellers, to be used exclusively to pay down certain of the Upstream Seller’s existing indebtedness, and the Upstream Seller issued to the Company an unsecured promissory note in an amount equal to the Escrowed Amount (the Upstream Seller Note).

The maturity date of the Upstream Seller Note is one year after the Termination Date (as defined in the A&R Purchase Agreement).

Prior to the Termination Date, interest on the Upstream Seller Note will accrue on the outstanding principal amount at the rate of zero percent per annum;

thereafter, interest will accrue on the outstanding principal amount at the rate of 10.0 % per annum, with such rate increasing in increments of 0.50 % on each quarterly interest payment date.

Upon consummation of the Tug Hill and XcL Midstream Acquisition, the loans outstanding under the Upstream Seller Note will be applied towards the cash consideration to be paid by the Company at the closing of the Tug Hill and XcL Midstream Acquisition and such loans will be extinguished.

If, however, the Tug Hill and XcL Midstream Purchase Agreement is terminated and the Sellers are entitled pursuant to the terms of Section 13.2(b) of the A&R Purchase Agreement to, and elect to, retain the Deposit (as defined in the A&R Purchase Agreement), then the loans outstanding under the Upstream Seller Note would be applied towards the Sellers’ receipt of the Deposit in accordance with Section 13.2(b) of the A&R Purchase Agreement and such loans would be extinguished.

The Tug Hill and XcL Midstream Purchase Agreement has an effective date of July 1, 2022.

The closing of the pending Tug Hill and XcL Midstream Acquisition remains subject to regulatory approvals, including the termination or expiration of the applicable waiting periods under the HSR Act.

2022 Asset Acquisition

In the fourth quarter of 2022, the Company closed on the acquisition of approximately 4,600 net Marcellus acres in northeast Pennsylvania (the 2022 Asset Acquisition).

The total purchase price for the acquisition was approximately $ 56 million.

The 2022 Asset Acquisition was accounted for as an asset acquisition and, as such, the purchase price was allocated to property, plant and equipment.

Alta Acquisition

On July 21, 2021, the Company completed its acquisition (the Alta Acquisition) of Alta Marcellus Development, LLC and ARD Operating, LLC and subsidiaries (together, the Alta Target Entities), pursuant to that certain Membership Interest Purchase Agreement, dated May 5, 2021 (the Alta Purchase Agreement), by and among EQT Corporation, its indirect wholly-owned subsidiary EQT Acquisition HoldCo LLC, Alta Resources Development, LLC (Alta Resources) and the Alta Target Entities.

The Alta Target Entities collectively held all of Alta Resources' upstream and midstream assets and liabilities.

The purchase price for the Alta Acquisition consisted of approximately $ 1.0 billion in cash and 98,789,388 shares of EQT Corporation common stock, as adjusted pursuant to customary closing purchase price adjustments set forth in the Alta Purchase Agreement.

The Alta Purchase Agreement has an effective date of January 1, 2021.

As a result of the Alta Acquisition, the Company acquired approximately 300,000 net Marcellus acres in northeast Pennsylvania, approximately 1.0 Bcfe per day of net production at the time of acquisition, approximately 300 miles of midstream gathering systems, approximately 100 miles of a freshwater system and a firm transportation portfolio to premium demand markets.

On August 22, 2023, the Company completed its acquisition (the Tug Hill and XcL Midstream Acquisition) of the upstream assets from THQ Appalachia I, LLC (the Upstream Seller) and the gathering and processing assets from THQ-XcL Holdings I, LLC (the Midstream Seller) through the acquisition of all of the issued and outstanding membership interests of each of THQ Appalachia I Midco, LLC and THQ-XcL Holdings I Midco, LLC pursuant to the Amended and Restated Purchase Agreement, dated December 23, 2022 (as amended, the Tug Hill and XcL Midstream Purchase Agreement), entered into by and among EQT Corporation, EQT Production Company (a wholly-owned indirect subsidiary of EQT Corporation), the Upstream Seller and the Midstream Seller.

The purchase price for the Tug Hill and XcL Midstream Acquisition consisted of 49,599,796 shares of EQT Corporation common stock and approximately $ 2.4 billion in cash, subject to customary post-closing adjustments.

The Company funded the cash portion of the consideration with $ 1.25 billion of borrowings under the Term Loan Facility, $ 1.0 billion of cash on hand and the $ 150 million cash deposit previously placed in escrow.

The Tug Hill and XcL Midstream Purchase Agreement has an economic effective date of July 1, 2022.

As a result of the Tug Hill and XcL Midstream Acquisition, the Company acquired approximately 90,000 net West Virginia acres, approximately 145 miles of midstream gathering pipeline, compression and gas processing assets and approximately 55 miles of connected water infrastructure with four centralized storage facilities.

Allocation of Purchase Price .

The Alta Acquisition was accounted for as a business combination using the acquisition method.

The following table summarizes the purchase price and fair values of assets acquired and liabilities assumed as of July 21, 2021.

The Company completed the purchase price allocation during the second quarter of 2022, at which time the value of the assets acquired and liabilities assumed were revised.

The purchase accounting adjustments recorded in 2022 were not material to the Company's financial statements.

Purchase Price Allocation

The Tug Hill and XcL Midstream Acquisition was accounted for as a business combination using the acquisition method.

The table below summarizes the preliminary purchase price and estimated fair values of assets acquired and liabilities assumed as of August 22, 2023.

Certain information necessary to complete the purchase price allocation is not yet available, including, but not limited to, final appraisals of assets acquired and liabilities assumed.

The Company expects to complete the purchase price allocation once it has received all necessary information, at which time the value of the assets acquired and liabilities assumed will be revised if necessary.

Preliminary Purchase Price Allocation

Consideration:

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Cash 2,386,982

Settlement of pre-existing relationships ( 31,754 )

Total consideration $ 4,507,859

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Accounts receivable, net 75,961

Derivative instruments, at fair value 162,455

Prepaid expenses and other 1,825

Property, plant and equipment 4,522,561

Other assets 9,463

Amount attributable to assets acquired $ 3,354,677

Total amount attributable to assets acquired $ 4,772,365

Fair value of liabilities assumed:

Accounts payable $ 151,433

Derivative instruments, at fair value 169,744

Other current liabilities 46,703

Other liabilities and credits 66,370

Amount attributable to liabilities assumed $ 429,272

The fair value of the acquired natural gas and oil properties was measured using discounted cash flow valuation techniques based on inputs that are not observable in the market and, as such, are considered Level 3 fair value measurements.

Total amount attributable to liabilities assumed $ 264,506

The fair value of the acquired developed natural gas and oil properties was measured using discounted cash flow valuation techniques based on inputs that are not observable in the market and, as such, are considered Level 3 fair value measurements.

Significant inputs include future commodity prices, projections of estimated quantities of reserves, estimated future rates of production, projected reserve recovery factors, timing and amount of future development and operating costs and a weighted average cost of capital.

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Significant inputs include timing and amount of future development from a market participant perspective.

The fair value of the acquired midstream gathering systems was measured primarily using the cost approach based on inputs that are not observable in the market and, as such, are considered Level 3 fair value measurements.

The fair value of the acquired midstream and water infrastructure assets was measured primarily using the cost approach based on inputs that are not observable in the market and, as such, are considered Level 3 fair value measurements.

Significant inputs include replacement costs for similar assets, relative age of the acquired assets and any potential economic or functional obsolescence associated with the acquired assets.

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Post-Acquisition Operating Results .

The Alta Target Entities contributed the following to the Company's consolidated results.

July 21, 2021 through December 31, 2021

The table below summarizes amounts contributed by the upstream, gathering and processing assets acquired in the Tug Hill and XcL Midstream Acquisition to the Company's consolidated results for the period from August 22, 2023 through December 31, 2023.

August 22, 2023 through December 31, 2023

Sales of natural gas, NGLs and oil $ 220,500

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Total operating revenues $ 221,340

Net income $ 233,254

Net loss $ ( 26,988 )

Unaudited Pro Forma Information .

The table below summarizes the Company's results as though the Alta Acquisition had been completed on January 1, 2020.

Certain of the Alta Target Entities' historical amounts were reclassified to conform to the Company's financial presentation of operations.

The following unaudited pro forma information is provided for informational purposes only and does not represent what consolidated results of operations would have been had the Alta Acquisition occurred on January 1, 2020 nor are they necessarily indicative of future consolidated results of operations.

The table below summarizes the Company's results as though the Tug Hill and XcL Midstream Acquisition had been completed on January 1, 2022.

Certain of the Upstream Seller's and Midstream Seller's historical amounts were reclassified to conform to the Company's financial presentation of operations.

Such unaudited pro forma information is provided for informational purposes only and does not represent what consolidated results of operations would have been had the Tug Hill and XcL Midstream Acquisition occurred on January 1, 2022 nor are they indicative of future consolidated results of operations.

Years Ended December 31,

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Pro forma sales of natural gas, NGLs and oil $ 5,509,497 $ 13,802,833

Pro forma (loss) gain on derivatives ( 3,902,076 ) 501,910

Pro forma gain (loss) on derivatives 1,996,570 ( 4,528,821 )

Pro forma net marketing services and other 27,720 35,472

Pro forma total operating revenues $ 7,533,787 $ 9,309,484

Pro forma net loss $ ( 1,119,168 ) $ ( 931,195 )

Pro forma net income (loss) attributable to noncontrolling interest 1,246 ( 10 )

Pro forma net loss attributable to EQT Corporation $ ( 1,120,414 ) $ ( 931,185 )

Pro forma loss per share (basic) $ ( 3.47 ) $ ( 3.57 )

Pro forma loss per share (diluted) $ ( 3.47 ) $ ( 3.57 )

Reliance Asset Acquisition

On April 1, 2021, the Company closed on the acquisition of certain oil and gas assets (the Reliance Asset Acquisition) from Reliance Marcellus, LLC (Reliance), pursuant to the Company's exercise of a preferential purchase right that was triggered by Northern Oil and Gas, Inc.'s acquisition of Reliance's Marcellus assets.

The total purchase price for the acquisition was approximately $ 69 million, and the assets acquired consisted of approximately 40 MMcfe per day of production at the time of acquisition and 4,100 net acres located in southwest Pennsylvania.

The Reliance Asset Acquisition was accounted for as an asset acquisition and, as such, the purchase price was allocated to property, plant and equipment.

Chevron Acquisition

In the fourth quarter of 2020, the Company acquired upstream assets and an investment in midstream gathering assets located in the Appalachian Basin from Chevron U.S.A.

(Chevron) for an aggregate purchase price of $ 735 million, subject to certain purchase price adjustments (the Chevron Acquisition).

The transaction closed on November 30, 2020 and had an effective date of July 1, 2020.

The Chevron Acquisition included approximately 335,000 net Marcellus acres, approximately 400,000 net Utica acres, approximately 550 gross wells, which were producing approximately 450 net MMcfe per day at the time of acquisition, and approximately 100 work-in-process wells at various stages in the development cycle.

The Chevron Acquisition also included a 31 % investment in Laurel Mountain Midstream, LLC (LMM), which owns gathering assets that are operated by The Williams Companies, Inc., and two water systems that provide both fresh and produced water handling capabilities.

Pro forma net income $ 1,911,706 $ 2,575,008

Pro forma net (loss) income attributable to noncontrolling interests ( 688 ) 9,977

Pro forma net income attributable to EQT Corporation $ 1,912,394 $ 2,565,031

Pro forma income per share of common stock attributable to EQT Corporation:

Pro forma net income attributable to EQT Corporation – Basic $ 5.02 $ 6.93

Pro forma net income attributable to EQT Corporation – Diluted $ 4.65 $ 6.33

NEPA Gathering System Acquisition

The Company operates and owns a 50 % interest in a gathering system in northeast Pennsylvania (the NEPA Gathering System).

On February 12, 2024, the Company entered into an agreement to acquire from a minority equity partner an additional 33.75 % interest in the NEPA Gathering System for a purchase price of $ 205 million (the NEPA Gathering System Acquisition), subject to customary post-closing adjustments, including in relation to certain preferential purchase rights of a third party pursuant to a separate construction, ownership and operation agreement between the parties thereto, which, if exercised, would reduce the Company's acquired interests to approximately 25 % for a purchase price of approximately $ 155 million.

The closing of the NEPA Gathering System Acquisition is subject to satisfaction of customary closing conditions, including receipt of applicable regulatory approvals.

2022 Asset Acquisition

In the fourth quarter of 2022, the Company closed on the acquisition of approximately 4,600 net Marcellus acres in northeast Pennsylvania (the 2022 Asset Acquisition).

The total purchase price for the acquisition was approximately $ 56 million.

The 2022 Asset Acquisition was accounted for as an asset acquisition and, as such, the purchase price was allocated to property, plant and equipment.

Alta Acquisition

On July 21, 2021, the Company completed its acquisition (the Alta Acquisition) of Alta Marcellus Development, LLC and ARD Operating, LLC and subsidiaries (together, the Alta Target Entities), pursuant to that certain Membership Interest Purchase Agreement, dated May 5, 2021 (the Alta Purchase Agreement), by and among EQT Corporation, EQT Acquisition HoldCo LLC (a wholly-owned indirect subsidiary of EQT Corporation), Alta Resources Development, LLC (Alta Resources) and the Alta Target Entities.

The Alta Target Entities collectively held all of Alta Resources' upstream and midstream assets and liabilities.

The purchase price for the Alta Acquisition consisted of approximately $ 1.0 billion in cash and 98,789,388 shares of EQT Corporation common stock, subject to customary post-closing adjustments.

The Alta Purchase Agreement has an economic effective date of January 1, 2021.

Allocation of Purchase Price .

The Chevron Acquisition was accounted for as a business combination using the acquisition method.

The following table summarizes the purchase price and the fair values of assets acquired and liabilities assumed in the Chevron Acquisition as of November 30, 2020.

The Company completed the purchase price allocation during the fourth quarter of 2021, at which time the value of the assets acquired and liabilities assumed were revised.

The purchase accounting adjustments recorded in 2021 were not material.

The Alta Acquisition was accounted for as a business combination using the acquisition method.

The following table summarizes the purchase price and fair values of assets acquired and liabilities assumed as of July 21, 2021.

The Company completed the purchase price allocation during the second quarter of 2022, at which time the value of the assets acquired and liabilities assumed were revised.

The purchase accounting adjustments recorded in 2022 were not material to the Company's financial statements.

Purchase Price Allocation

Consideration:

Cash (a) $ 701,985

Settlement of pre-existing relationships 6,645

Equity $ 1,925,405

Cash 1,000,000

Total consideration $ 2,925,405

Fair value of assets acquired:

Prepaid expenses and other $ 10,583

Net property, plant and equipment 725,319

Cash and cash equivalents $ 43,199

Accounts receivable, net 159,539

Property, plant and equipment 3,145,630

Other assets 6,309

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Accounts payable $ 131,214

Derivative instruments, at fair value 169,744

Other current liabilities 10,127

Deferred income taxes 951

Other liabilities and credits (b) 101,811

Other liabilities and credits 118,187

Amount attributable to liabilities assumed $ 429,272

(a) The difference between cash consideration and the aggregate purchase price of $ 735 million represents the results of operating activities between the effective date of July 1, 2020 and the closing date of November 30, 2020 as well as amounts related to customary post-closing matters.

(b) Other liabilities and credits includes liabilities due to minimum volume commitment (MVC) contracts as well as liabilities for asset retirement obligations and environmental obligations.

The fair value of the undeveloped properties was measured using the guideline transaction method based on inputs that are not observable in the market and, as such, are considered Level 3 fair value measurements.

Significant inputs include future development plans from a market participant perspective and value per undeveloped acre.

The fair value of the acquired investment in LMM, which is included in other assets in the Consolidated Balance Sheet, was primarily measured using discounted cash flow valuation techniques.

A majority of the inputs are not observable in the market and, as such, are considered Level 3 fair value measurements.

Significant inputs include projected revenues, expenses and capital expenditures.

The fair value of the acquired MVC liabilities was measured using expected throughput and annual MVCs per associated contract calculated on a discounted basis.

A majority of the inputs are not observable in the market and, as such, are considered Level 3 fair value measurements.

Significant inputs include estimated future volume and market participant cost of debt.

Asset Transactions

During 2020, the Company closed on various acreage trade agreements (collectively, the 2020 Asset Exchange Transactions), pursuant to which the Company exchanged approximately 24,400 aggregate net revenue interest acres across Greene, Allegheny, Armstrong, Westmoreland and Washington Counties, Pennsylvania;

Wetzel and Marshall Counties, West Virginia;

and Belmont County, Ohio for approximately 19,400 aggregate net revenue interest acres across Greene and Washington Counties, Pennsylvania;

Marshall, Wetzel and Marion Counties, West Virginia;

and Belmont County, Ohio.

As a result of the 2020 Asset Exchange Transactions, the Company recognized a net loss of $ 61.6 million in (gain) loss/impairment on sale/exchange of long-lived assets in the Statement of Consolidated Operations for the year ended December 31, 2020.

The fair value of leases acquired were based on inputs that are not observable in the market and, as such, are a Level 3 fair value measurement.

See Note 4 for a description of the fair value hierarchy.

The key assumption used in the fair value calculations included market-based prices for comparable acreage.

2020 Divestiture

On May 11, 2020, the Company closed a transaction to sell certain non-strategic assets located in Pennsylvania and West Virginia (the 2020 Divestiture) for an aggregate purchase price of approximately $ 125 million in cash, subject to customary purchase price adjustments and the Contingent Consideration defined and discussed below.

The Pennsylvania assets sold included 80 Marcellus wells and approximately 33 miles of gathering lines;

the West Virginia assets sold included 809 conventional wells and approximately 154 miles of gathering lines.

In addition, the 2020 Divestiture relieved the Company of approximately $ 49 million in asset retirement obligations and other liabilities associated with the sold assets.

Proceeds from the sale were used to pay down the Company's then-outstanding term loan facility.

The purchase and sale agreement for the 2020 Divestiture provided for additional cash bonus payments (the Contingent Consideration) payable to the Company of up to $ 20 million.

Such Contingent Consideration was conditioned upon the three-month average of the NYMEX Henry Hub natural gas settlement price relative to stated floor and target price thresholds beginning on August 31, 2020 and ending on November 30, 2022.

The Contingent Consideration represented an embedded derivative that was recorded at fair value in the Consolidated Balance Sheets.

During the years ended December 31, 2022, 2021 and 2020, the Company received cash from the Contingent Consideration of $ 8.5 million, $ 10.6 million and $ 0.9 million, respectively.

Changes in fair value were recorded in (gain) loss/impairment on sale/exchange of long-lived assets in the Statements of Consolidated Operations.

The fair value of the Contingent Consideration was based on significant inputs that are interpolated from observable market data and, as such, was a Level 2 fair value measurement.

The fair value of the acquired undeveloped properties was primarily measured using discounted cash flow valuation techniques based on inputs that are not observable in the market and, as such, are considered Level 3 fair value measurements.

Significant inputs include timing and amount of future development from a market participant perspective.

Significant inputs include replacement costs for similar assets, relative age of the acquired assets and any potential economic or functional obsolescence associated with the acquired assets.

See Note 4 for a description of the fair value hierarchy.

As a result of the 2020 Divestiture, the Company recognized a net loss of $ 39.1 million, including the impact of the change in fair value of the Contingent Consideration, in (gain) loss/impairment on sale/exchange of long-lived assets in the Statement of Consolidated Operations during the year ended December 31, 2020.

The following table summarizes the Company's income tax (benefit) expense.

Reliance Asset Acquisition

The Reliance Asset Acquisition was accounted for as an asset acquisition and, as such, the purchase price was allocated to property, plant and equipment.

The following table summarizes the Company's income tax expense (benefit).

Years Ended December 31,

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Total income tax expense (benefit) $ 368,954 $ 553,720 $ ( 428,037 )

For the year ended December 31, 2023, the current income tax benefit related primarily to 2014 – 2017 audit settlement interest and reduction in prior year state income tax liabilities.

For the year ended December 31, 2022, the current income tax expense related primarily to state income tax liabilities.

For the year ended December 31, 2021, the current income tax benefit related primarily to the sale of state research and development credits.

For the year ended December 31, 2020, the current income tax benefit consisted primarily of federal refunds of $ 117 million, including interest, related to the Company's alternative minimum tax (AMT) credit carryforward, the Tax Cuts and Jobs Act of 2017 (the Tax Cuts and Jobs Act) and the acceleration of the receipt of such refunds under the Coronavirus Aid, Relief and Economic Security Act (CARES Act).

The remainder of the tax benefit of $ 26 million, including interest, was related to federal and state audits that were settled in 2020.

On August 16, 2022, President Biden signed into law the Inflation Reduction Act of 2022 (IRA).

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These changes are effective for tax years beginning after December 31, 2022.

The Company is evaluating the impact these changes will have on its financial statements and disclosures.

The Tax Cuts and Jobs Act limited the utilization of NOLs generated after December 31, 2017 that have been carried forward into future years to 80% of taxable income and eliminated the ability to carry NOLs back to earlier tax years for refunds of taxes paid.

NOLs generated in 2018 and in future periods can be carried forward indefinitely.

Income tax expense (benefit) from continuing operations differed from amounts computed at the federal statutory rate of 21% on pre-tax income for reasons summarized below.

The impact of these changes did not have a material impact on the Company's financial statements and disclosures.

The table below summarizes the reasons for income tax expense (benefit) differences from amounts computed at the federal statutory rate of 21% on pre-tax income.

Years Ended December 31,

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State law change ( 21,670 ) ( 1.0 ) % ( 49,511 ) ( 2.1 ) % ( 8,496 ) 0.5 %

Tax settlements — — % — — % ( 33,384 ) 2.7 %

Federal and state tax credits ( 4,715 ) ( 0.2 ) % ( 4,319 ) ( 0.2 ) % ( 3,079 ) 0.2 %

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Income tax expense (benefit) $ 368,954 17.5 % $ 553,720 23.7 % $ ( 428,037 ) 27.3 %

The Company's effective tax rate for the year ended December 31, 2023 was lower compared to the U.S.

federal statutory rate due primarily to the release of valuation allowances limiting certain state deferred tax assets and net state deferred tax benefit related to a rate reduction from a Pennsylvania tax law change enacted on July 8, 2022 (the Pennsylvania Tax Legislation) and the Tug Hill and XcL Midstream Acquisition.

The Pennsylvania Tax Legislation lowered the corporate net income tax rate from 9.99% to 8.99% in 2023 and by 0.5% annually thereafter until the corporate net income tax rate reaches 4.99% in 2031.

The Company's effective tax rate for the year ended December 31, 2022 was higher compared to the U.S.

federal statutory rate due primarily to state taxes, including valuation allowances limiting certain state tax benefits and nondeductible repurchase premiums on the Convertible Notes partly offset with state tax benefits relating to Pennsylvania tax legislation enacted on July 8, 2022 (Pennsylvania tax legislation).

The Pennsylvania tax legislation lowers the corporate net income tax rate from 9.99% to 8.99% in 2023 and by 0.5% thereafter until the corporate net income tax rate reaches 4.99% in 2031.

Included in the state law change above is a decrease in state net operating loss (NOL) carryforwards of $ 214.1 million and a decrease in state valuation allowance on NOL carryforwards of $ 198.5 million.

federal statutory rate due primarily to state taxes, including valuation allowances limiting certain state tax benefits and nondeductible repurchase premiums on the Convertible Notes, partly offset by state tax benefits related to the Pennsylvania Tax Legislation.

Included in the state law change was a decrease in state net operating loss (NOL) carryforwards of $ 214.1 million and a decrease in state valuation allowance on NOL carryforwards of $ 198.5 million.

The Company's effective tax rate for the year ended December 31, 2021 was higher compared to the U.S.

federal statutory rate due primarily to state taxes, partly offset by valuation allowances that limit certain federal and state tax benefits as well as the West Virginia tax legislation enacted on April 13, 2021 that changed the way taxable income is apportioned in West Virginia for tax years beginning on or after January 1, 2022.

The Company's effective tax rate for the year ended December 31, 2020 was higher compared to the U.S.

federal statutory rate due primarily to state income taxes and federal and state income tax settlements, partly offset by valuation allowances that limit certain federal and state tax benefits.

The following table summarizes the source and tax effects of temporary differences between financial reporting and tax bases of assets and liabilities.

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Federal tax credits 92,730 88,015

Alternative minimum tax credit carryforward 81,237 81,237

Investment in Equitrans Midstream — 69,159

Incentive compensation and deferred compensation plans 14,586 20,409

Alternative minimum tax carryforward — 81,237

Interest disallowance limitation 59,668 304

Other 1,156 5,697

1,041,561 1,694,712

Incentive compensation and deferred compensation plans 16,854 14,586

Deferred tax assets 1,010,842 1,041,561

Valuation allowance ( 290,812 ) ( 365,140 )

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Property, plant and equipment ( 2,457,946 ) ( 2,118,827 )

Net unrealized losses ( 166,905 ) —

Deferred tax liabilities ( 2,624,851 ) ( 2,118,827 )

Net deferred tax liability $ ( 1,904,821 ) $ ( 1,442,406 )

During 2022, net deferred tax liability increased by $ 535.1 million compared to 2021 due primarily to unrealized mark to market gains on unsettled commodities hedges, NOL utilization for federal and state, and accelerated cost recovery of property, plant and equipment partially offset by a reduction in state NOLs and valuation allowance primarily related to the Pennsylvania tax legislation.

The following table details the expiration periods of the NOL carryforward deferred tax assets presented above and associated valuation allowance by jurisdiction.

During 2023, net deferred tax liability increased by $ 462.4 million compared to 2022 due primarily to current year book income impact to NOLs, partly offset by the release of valuation allowance on certain state NOLs.

The following table presents the expiration periods of the NOL carryforward deferred tax assets and associated valuation allowance by jurisdiction.

NOL carryforwards:

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Total valuation allowance on NOL carryforwards $ ( 181,627 ) $ ( 265,264 )

The remaining valuation allowance not presented in the table above primarily relates to the Company's investment in Equitrans Midstream which is a capital asset for tax purposes.

Any capital losses from the sale of the investment can only be utilized to offset capital gains and are limited to being carried back 3 years and forward 5 years for potential utilization.

In 2022, the Company sold the remaining portion of its investment in Equitrans Midstream, which generated a capital loss that can only be carried forward for potential future utilization.

In 2021, the Company incurred an unrealized gain when adjusting the investment to fair value and sold a portion of its investment in Equitrans Midstream generating a capital loss that can be partially carried back to offset capital gains recognized in an earlier year, with the remainder being carried forward.

For the period ending December 31, 2022, the Company has a valuation allowance related to the capital loss carryforward totaling

$ 52.7 million for federal income tax and $ 47.1 million for state income tax purposes due to the limitations on future potential utilization.

For the period ending December 31, 2021, the Company has a valuation allowance related to the capital loss carryforward and any unrealized losses on its investment in Equitrans Midstream totaling $ 44.0 million for federal income tax and $ 57.5 million for state income tax purposes due to the limitations on future potential utilization.

A valuation allowance is required when it is more likely than not that all or a portion of a deferred tax asset will not be realized.

All available evidence, both positive and negative, must be considered in determining the need for a valuation allowance.

At December 31, 2022 and 2021, positive evidence considered included the reversals of financial-to-tax temporary differences, the implementation of and/or ability to employ various tax planning strategies and the estimation of future taxable income.

The Company recognizes a valuation allowance when it is more likely than not that all or a portion of a deferred tax asset will not be realized.

All available evidence, both positive and negative, is considered when determining the need for a valuation allowance.

To determine whether a valuation allowance is required, the Company uses judgement to estimate future taxable income and considers the tax consequences in the jurisdiction where such taxable income is generated as well as evidence including the Company's current financial position, actual and forecasted results of operations, the reversal of deferred tax liabilities and tax planning strategies in addition to the current and forecasted business economics of the oil and gas industry.

For 2023 and 2022, positive evidence considered included the reversals of financial-to-tax temporary differences, the implementation of and/or ability to employ various tax planning strategies and the Company's estimation of future taxable income.

Negative evidence considered included historical pre-tax book losses of the Company, the uncertainty of future commodity prices and inability to generate capital gains.

A review of positive and negative evidence regarding these tax benefits resulted in the conclusion that valuation allowances for certain NOLs and capital loss carryforwards were warranted as it was more likely than not that the Company would not use them prior to expiration.

The Company intends to maintain a valuation allowance on certain of its state NOL carryforwards until there is sufficient evidence to support a reversal of all or a portion of such allowance.

However, given the Company's anticipated future earnings, the Company believes that there is a reasonable possibility that, in the near term, sufficient positive evidence may become available that supports the release of a portion of the Company's valuation allowance, which would result in the recognition of certain state NOL carryforwards and a decrease to income tax expense for the period in which the release is recorded.

The exact timing and amount of the valuation allowance release would be subject to change based on the level of profitability that the Company can achieve.

During 2023, the Company concluded that the positive evidence, including the Company's change in its cumulative income position from loss to income and its forecasted income, more likely than not outweighed the negative evidence regarding the realization of the Company's deferred tax asset (DTA) for certain state tax NOL carryforwards.

As a result, the Company recorded a state deferred tax benefit of $ 84.9 million related to its valuation allowance for its state NOL carryforwards in the Statement of Consolidated Operations.

The Company retained a valuation allowance related to its NOLs for certain entities and jurisdictions in which it is more likely than not that the benefit from the related DTA will not be realized as well as a valuation allowance against the portion of its federal and state DTAs, such as capital losses, which may expire before being fully utilized due to the limitation to offset only capital gains.

The remaining valuation allowance not presented in the table above is related primarily to the capital loss carryforward realized with the sale of the Company's investment in Equitrans Midstream, which was a capital asset for tax purposes.

Any capital losses from the sale of the investment can only be utilized to offset capital gains and are limited to being carried back 3 years and forward 5 years for potential utilization.

In 2022, the Company sold the remaining portion of its investment in Equitrans Midstream, which generated a capital loss that can only be carried forward for potential future utilization.

In 2021, the Company incurred an unrealized gain when adjusting its investment in Equitrans Midstream to fair value and sold a portion of such investment, which generated a capital loss that can be partly carried back to offset capital gains recognized in an earlier year, with the remainder carried forward.

As of December 31, 2023, the Company had a valuation allowance related to the capital loss carryforward of $ 52.8 million for federal income tax and $ 46.8 million for state income tax purposes due to the limitations on future potential utilization.

As of December 31, 2022, the Company had a valuation allowance related to the capital loss carryforward of $ 52.7 million for federal income tax and $ 47.1 million for state income tax purposes due to the limitations on future potential utilization.

The following table reconciles the beginning and ending amount of reserve for uncertain tax positions, excluding interest and penalties.

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Additions for tax positions taken in current year 11,986 9,612 4,969

Additions for tax positions taken in prior years 12,391 1,850 7,250

Reductions for tax positions taken in prior years — — ( 38,859 )

(Reductions) additions for tax positions taken in prior years ( 883 ) 12,391 1,850

Reductions for tax positions settled with tax authorities ( 125,941 ) — —

Balance at December 31 $ 89,197 $ 204,035 $ 182,032

The following table shows specific line items that are included in the reserve for uncertain tax positions.

The following table presents specific line items that were included in the reserve for uncertain tax positions.

2023 2022 2021

If recognized, affect the effective tax rate $ 117,341 $ 97,783 $ 91,003

Recorded in Consolidated Balance Sheets as reduction of related deferred tax asset for general business credit carryforwards and NOLs $ 110,744 $ 97,160 $ 90,341

During 2020, the Company adjusted its tax reserves as a result of settling its 2010 to 2012 amended return refund claim with the IRS by (i) reducing the uncertain tax positions and increasing the amount of the deferred tax asset for AMT credits by $ 14.9 million, (ii) reducing the uncertain tax position offset to the deferred tax asset for Research and Experimentation credits by $ 35.3 million and (iii) writing down the deferred tax asset by $ 22.6 million to the settlement amount.

In addition, in 2020, the Company settled a dispute related to its 2013 Pennsylvania returns and reduced the uncertain tax positions by $ 46.9 million and agreed to remit $ 33.5 million to the Commonwealth of Pennsylvania.

If recognized, effect to the effective tax rate $ 83,669 $ 117,341 $ 97,783

Recorded in the Consolidated Balance Sheet as reduction of related deferred tax asset for general business credit carryforwards and NOLs $ 77,013 $ 110,744 $ 97,160

The Company recognizes interest and penalties related to unrecognized tax benefits in income tax expense.

The Company recorded interest and penalties expense (income) of approximately $ 6.7 million, $ 4.2 million and $( 3.8 ) million for the years ended December 31, 2022, 2021 and 2020, respectively.

Interest and penalties of $ 22.2 million and $ 15.5 million were included in the Consolidated Balance Sheets at December 31, 2022 and 2021, respectively.

The Company recorded interest and penalties (income) expense of approximately $( 19.8 ) million, $ 6.7 million and $ 4.2 million for the years ended December 31, 2023, 2022 and 2021, respectively.

Interest and penalties of $ 2.3 million and $ 22.2 million were included in the Consolidated Balance Sheets as of December 31, 2023 and 2022, respectively.

As of December 31, 2023, the Company believed that, as a result of potential settlements with relevant taxing authorities, it is reasonably possible that a decrease of $ 29.6 million in unrecognized tax benefits related to federal tax positions may be necessary within twelve months.

In January of 2023, the Company settled its consolidated U.S.

federal income tax liability with the IRS through 2017 at amounts included in the reserve above with minimal impacts to the effective tax rate.

The settlement will result in an immaterial cash tax payment and a reduction in liabilities and deferred tax assets of $ 81.2 million and foregone R&D tax credits of $ 44.7 million reflected in the table above.

In January 2023, the Company settled its consolidated U.S.

federal income tax liability with the IRS through 2017 for amounts included in the reserve for uncertain tax positions as of December 31, 2022 with minimal impact to the effective tax rate.

The settlement resulted in a reduction of liabilities and deferred tax assets of $ 81.2 million and forgone research and development tax credits of $ 44.7 million, which are reflected in the table above.

The incremental refundable alternative minimum tax credits realized with the settlement were included in the income tax receivable in the Consolidated Balance Sheet as of December 31, 2023.

Periodically, the Company is also the subject of various state income tax examinations.

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Principal Value Carrying Value (a) Fair Value (b) Principal Value Carrying Value (a) Fair Value (b)

Term Loan Facility due June 30, 2025 (b) (c) (d) $ 1,250,000 $ 1,244,265 $ 1,244,265 $ — $ — $ —

Senior notes:

3.00 % notes due October 1, 2022

$ — $ — $ — $ 568,823 $ 567,909 $ 576,969

7.42 % series B notes due 2023

— — — 10,000 10,000 10,110

6.125 % notes due February 1, 2025 (c)

6.125 % notes due February 1, 2025 (d)

601,521 600,389 605,082 911,467 908,168 915,833

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318,494 315,121 316,784 327,101 322,956 313,173

7.000 % notes due February 1, 2030 (c)

7.000 % notes due February 1, 2030 (d)

674,800 671,020 726,645 714,800 710,138 752,670

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Total debt 5,836,058 5,795,113 6,267,476 5,726,550 5,678,965 6,153,284

Current portion of debt (d) 430,668 422,632 983,758 1,074,332 1,060,970 1,439,165

Current portion of debt (e) 296,424 292,432 774,983 430,668 422,632 983,758

Long-term debt $ 5,539,634 $ 5,502,681 $ 5,492,493 $ 5,295,882 $ 5,256,333 $ 5,169,526

(a) For the Company's credit facility and note payable to EQM, the principal value represents the carrying value.

(a) For the Company's note payable to EQM, the principal value represents the carrying value.

For all other debt, the principal value less the unamortized debt issuance costs and debt discounts represents the carrying value.

(b) The carrying value of borrowings under the Company's credit facility approximates fair value as the interest rate is based on prevailing market rates;

therefore, it is a Level 1 fair value measurement.

For the Company's note payable to EQM, fair value is measured using Level 3 inputs.

(b) The carrying value of borrowings under the Term Loan Facility approximates fair value as its interest rate is based on prevailing market rates;

therefore, the Company considers the fair value of the Term Loan Facility to be a Level 1 fair value measurement.

The Company measures the fair value of its note payable to EQM using Level 3 inputs.

For all other debt, fair value is measured using Level 2 inputs.

See Note 4 for a description of the fair value hierarchy.

(c) Interest rates for this tranche of the Company's senior notes fluctuate based on changes to the credit ratings assigned to the Company's senior notes by Moody's, S&P and Fitch.

(d) As of December 31, 2022, the current portion of debt includes the 7.42 % series B notes, the 1.75 % convertible notes and a portion of the note payable to EQM.

As of December 31, 2021, the current portion of debt includes the 3.00 % notes, the 1.75 % convertible notes and a portion of the note payable to EQM.

Credit Facility.

The Company has a $ 2.5 billion credit facility.

On June 28, 2022, the Company entered into the Third Amended and Restated Credit Agreement (the Third Amendment) with the lenders party thereto and PNC Bank, National Association, as administrative agent, swing line lender and L/C issuer, amending and restating the Second Amended and Restated Credit Agreement, dated as of July 31, 2017 (the Credit Agreement).

The Third Amendment, among other things, (i) extends the maturity date of the commitments and loans under the Credit Agreement to June 28, 2027 and provides, at the

Company's option, two one-year extensions thereafter, subject to the approval of the lenders, (ii) allows for commitment increases of up to $ 500 million, subject to the agreement of the Company and new or existing lenders and (iii) allows for Base Rate Loans, Term SOFR Rate Loans, Daily Simple SOFR Loans and Swing Line Loans (each defined in the Third Amendment).

Base Rate Loans bear interest at a Base Rate (as defined in the Third Amendment) plus a margin based on the Company's then current credit ratings.

The credit facility may be used for working capital, capital expenditures, share repurchases and any other lawful corporate purposes.

The credit facility is underwritten by a syndicate of a large group of financial institutions, each of which is obligated to fund its pro-rata portion of any borrowings by the Company.

No one lender of the large group of financial institutions in the syndicate for the credit facility holds more than 10 % of the financial commitments under such facility.

The large syndicate group and relatively low percentage of participation by each lender are expected to limit the Company's exposure to disruption or consolidation in the banking industry.

The Company is not required to maintain compensating bank balances.

The Company's debt issuer credit ratings, as determined by Moody's, S&P or Fitch on its non-credit-enhanced, senior unsecured long-term debt, determine the level of fees associated with the credit facility in addition to the interest rate charged by the lenders on any amounts borrowed against the credit facility;

the lower the Company's debt credit rating, the higher the level of fees and borrowing rate.

The Company's credit facility contains various provisions that, if not complied with, could result in termination of the credit facility, require early payment of amounts outstanding or similar actions.

The most significant covenants and events of default under the credit facility are the maintenance of a debt-to-total capitalization ratio and limitations on transactions with affiliates.

The credit facility contains financial covenants that require a total debt-to-total capitalization ratio of no greater than 65 %.

As of December 31, 2022, the Company was in compliance with all debt provisions and covenants.

The Company had approximately $ 25 million and $ 440 million of letters of credit outstanding under its credit facility as of December 31, 2022 and 2021, respectively.

Under the Company's credit facility, for the years ended December 31, 2022, 2021 and 2020, the maximum amounts of outstanding borrowings were $ 1.3 billion, $ 1.7 billion and $ 0.7 billion, respectively, the average daily balances were approximately $ 466 million, $ 609 million and $ 148 million, respectively, and interest was incurred at weighted average annual interest rates of 2.8 %, 1.9 % and 2.3 %, respectively.

For the years ended December 31, 2022, 2021 and 2020, the Company incurred commitment fees of approximately 20 , 28 and 28 basis points, respectively, on the undrawn portion of its credit facility to maintain credit availability.

Senior Notes .

The indentures governing the Company's long-term indebtedness contain certain restrictive financial and operating covenants, including covenants that restrict, among other things, the Company's ability to incur, as applicable, indebtedness, incur liens, enter into sale and leaseback transactions, complete acquisitions, merge, sell assets and perform certain other corporate actions.

Certain of the Company's senior notes also include an offer to repurchase provision applicable upon the occurrence of certain change of control events specified in the applicable indentures.

Interest rates on the Company's senior notes due February 1, 2025 and senior notes due February 1, 2030 fluctuate based on changes to the credit ratings assigned to the Company's senior notes by Moody's, S&P and Fitch.

Interest rates on the Company's other outstanding senior notes do not fluctuate.

As of December 31, 2022 , aggregate maturities for the Company's senior notes were $ 10 million in 2023, zero in 2024, $ 1,411 million in 2025, $ 971 million in 2026, $ 1,233 million in 2027 and $ 2,007 million thereafter.

5.678 % Senior Notes and 5.700 % Senior Notes.

On October 4, 2022, the Company issued $ 500 million aggregate principal amount of 5.678 % senior notes due October 1, 2025 and $ 500 million aggregate principal amount of 5.700 % senior notes due April 1, 2028.

The Company intends to use the net proceeds from the sale of the notes of $ 989.9 million (after deducting offering costs of $ 10.1 million) to partly fund the Tug Hill and XcL Midstream Acquisition.

The covenants of the 5.678 % senior notes and 5.700 % senior notes are consistent with the Company's existing senior unsecured notes.

The 5.678 % senior notes and 5.700 % senior notes have a special mandatory redemption provision that provides that if the consummation of the Tug Hill and XcL Midstream Acquisition does not occur on or before June 30, 2023 or if the Company notifies the trustee of the notes that it will not pursue consummation of the Tug Hill and XcL Midstream Acquisition, the Company is required to redeem the notes of each series then outstanding at a price equal to 101 % of the principal amount of the notes to be redeemed plus accrued and unpaid interest to, but excluding, the redemption date.

(c) In January 2024, the Company amended the Term Loan Facility to, among other things, extend the maturity date from June 30, 2025 to June 30, 2026.

See below for further discussion of such amendment.

(d) Interest rates for the Term Loan Facility, the Company's senior notes due February 1, 2025 and the Company's senior notes due February 1, 2030 fluctuate based on changes to the credit ratings assigned to the Company's senior notes by Moody's, S&P and Fitch.

Interest rates for the Company's other outstanding debt do not fluctuate.

(e) As of December 31, 2023, the current portion of debt included the 1.75 % convertible notes and a portion of the note payable to EQM.

As of December 31, 2022, the current portion of debt included the 7.42 % series B notes, the 1.75 % convertible notes and a portion of the note payable to EQM.

Debt Repayments .

The Company redeemed or repurchased the following debt during the year ended December 31, 2022.

Debt Tranche Principal Premiums/(Discounts) Accrued but Unpaid Interest Total Cost

3.00 % notes due October 1, 2022

$ 568,823 $ 5,546 $ 7,150 $ 581,519

The table below summarizes the Company's redemptions or repurchases of debt during the year ended December 31, 2023.

Debt Tranche Principal Premiums/(Discounts) (a) Accrued but Unpaid Interest Total Cost

6.125 % notes due February 1, 2025

$ 309,946 $ 1,832 $ 6,801 $ 318,579

1.75 % convertible notes due May 1, 2026

5.678 % notes due October 1, 2025

500,000 — 6,940 506,940

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Total $ 1,000,000 $ ( 6,328 ) $ 16,435 $ 1,010,107

Term Loan Facility and Bridge Loan Facility .

In connection with entering into the Tug Hill and XcL Midstream Purchase Agreement, on September 6, 2022, the Company entered into a debt commitment letter, which was amended and restated on September 20, 2022.

Pursuant to such amended and restated debt commitment letter, Royal Bank of Canada, PNC Bank, National Association, Mizuho Bank, Ltd.

and certain other financial institutions committed to provide the Company with an unsecured bridge loan facility in an aggregate principal amount of $ 1.25 billion (the Bridge Loan Facility) and an unsecured term loan facility in an aggregate principal amount of $ 1.25 billion (the Term Loan Facility), subject to satisfaction of standard conditions.

On November 9, 2022, the Company entered into a Credit Agreement (the Term Loan Credit Agreement) with PNC Bank, National Association, as administrative agent and the other lenders parties thereto, under which the Company may obtain unsecured term loans in a single draw in an aggregate principal amount up to $ 1.25 billion to partially finance the Tug Hill and XcL Midstream Acquisition.

On December 23, 2022, the Company amended the Term Loan Credit Agreement to extend the termination date for commitments under the Term Loan Facility to June 30, 2023.

As of December 31, 2022, the Term Loan Facility commitments thereunder remained undrawn.

The Company will incur commitment fees of approximately 20 basis points on the undrawn portion of the Term Loan Facility to maintain credit availability.

In connection with the closing of the offering of the Company’s 5.678 % senior notes and 5.700 % senior notes on October 4, 2022, the commitments under the Bridge Loan Facility were automatically reduced by $ 989.9 million (the net proceeds from the sale of the notes) in accordance with the terms of the Bridge Loan Facility.

The remaining commitments under the Bridge Loan Facility were terminated by the Company on December 23, 2022, as the Company determined that the remaining commitments were no longer necessary to finance the Tug Hill and XcL Midstream Acquisition.

(a) Includes third-party costs and fees paid to dealer managers and brokers.

Revolving Credit Facility.

The Company has a $ 2.5 billion revolving credit facility that expires on June 28, 2027.

The Third Amendment, among other things, (i) extends the maturity date of the commitments and loans under the Credit Agreement to June 28, 2027 and provides, at the Company's option, two one-year extensions thereafter, subject to the approval of the lenders, (ii) allows for commitment increases of up to $ 500 million, subject to the agreement of the Company and new or existing lenders and (iii) allows for Base Rate Loans, Term SOFR Rate Loans, Daily Simple SOFR Loans and Swing Line Loans (each defined in the Third Amendment).

Base Rate Loans bear interest at a Base Rate (as defined in the Third Amendment) plus a margin based on the Company's then current credit ratings.

The Company's revolving credit facility may be used for working capital, capital expenditures, share repurchases and any other lawful corporate purposes.

The Company's revolving credit facility is underwritten by a syndicate of a large group of financial institutions, each of which is obligated to fund its pro-rata portion of any borrowings by the Company.

No one lender of the large group of financial institutions in the syndicate for the Company's revolving credit facility holds more than 10 % of the financial commitments under such facility.

The large syndicate group and relatively low percentage of participation by each lender are expected to limit the Company's exposure to disruption or consolidation in the banking industry.

The Company is not required to maintain compensating bank balances.

The Company's debt issuer credit ratings, as determined by Moody's, S&P or Fitch on its non-credit-enhanced, senior unsecured long-term debt, determine the level of fees associated with the Company's revolving credit facility in addition to the interest rate charged by the lenders on any amounts borrowed against the Company's revolving credit facility;

the lower the Company's debt credit rating, the higher the level of fees and borrowing rate.

The Company's revolving credit facility contains various provisions that, if not complied with, could result in termination of the Company's revolving credit facility, require early payment of amounts outstanding or similar actions.

The most significant covenants and events of default under the Company's revolving credit facility are the maintenance of a debt-to-total capitalization ratio and limitations on transactions with affiliates.

The Company's revolving credit facility contains financial covenants that require a total debt-to-total capitalization ratio of no greater than 65 %.

As of December 31, 2023, the Company was in compliance with all debt provisions and covenants.

As of December 31, 2023 and 2022, the Company had approximately $ 15 million and $ 25 million, respectively, of letters of credit outstanding under its revolving credit facility

Under the Company's revolving credit facility, for the years ended December 31, 2023, 2022 and 2021, the maximum amount of outstanding borrowings was $ 269 million, $ 1.3 billion and $ 1.7 billion, respectively, the average daily balance was approximately $ 40 million, $ 466 million and $ 609 million, respectively, and interest was incurred at a weighted average annual interest rate of 6.9 %, 2.8 % and 1.9 %, respectively.

For the years ended December 31, 2023, 2022 and 2021, the Company incurred commitment fees of approximately 20 , 20 and 28 basis points, respectively, on the undrawn portion of its revolving credit facility to maintain credit availability.

Term Loan Facility .

On November 9, 2022, the Company entered into a Credit Agreement (as amended, the Term Loan Agreement) with PNC Bank, National Association, as administrative agent, and the other lenders party thereto, under which such lenders agreed to make to the Company unsecured term loans in a single draw in an aggregate principal amount of up to $ 1.25 billion (the Term Loan Facility) to partly fund the Tug Hill and XcL Midstream Acquisition.

On August 21, 2023, the Company borrowed $ 1.25 billion under the Term Loan Facility, receiving proceeds, net of $ 7.1 million of debt issuance costs, of $ 1,242.9 million.

Prior to its draw on the Term Loan Facility, the Company incurred commitment fees of approximately 20 basis points on the undrawn portion of the Term Loan Facility to maintain credit availability.

At the Company's election, the term loans outstanding under the Term Loan Facility bear interest at a Term SOFR Rate plus the SOFR Adjustment or Base Rate (all terms defined in the Term Loan Agreement), each plus a margin based on the Company's credit ratings.

The Company may voluntarily prepay, in whole or in part, borrowings under the Term Loan Facility without premium or penalty but subject to reimbursement of funding losses with respect to prepayment of loans that bear interest based on the Term SOFR Rate.

Borrowings under the Term Loan Facility that are repaid may not be re-borrowed.

During the period from August 21, 2023 through December 31, 2023, under the Term Loan Facility, interest was incurred at a weighted average annual interest rate of 6.9 %.

The Term Loan Agreement contains certain representations and warranties and various affirmative and negative covenants and events of default, including (i) a restriction on the ability of the Company and certain of its subsidiaries to incur or permit liens on assets, subject to certain significant exceptions, (ii) a restriction on the ability of certain of the Company's subsidiaries to incur debt, subject to certain significant exceptions, (iii) the establishment of a maximum consolidated debt-to-total capital ratio of the Company and its subsidiaries of 65 %, (iv) a limitation on certain changes to the Company's business and (v) certain restrictions related to mergers and sales of all or substantially all of the Company's assets.

On January 16, 2024, the Company entered into a third amendment to the Term Loan Agreement to, among other things, extend the maturity date of the Term Loan Agreement from June 30, 2025 to June 30, 2026.

The third amendment to the Term Loan Agreement became effective on January 19, 2024 upon the Company's prepayment of $ 750 million principal amount of the term loans outstanding under the Term Loan Facility, as funded by the proceeds from the Company's 5.750 % senior notes issuance and cash on hand.

Senior Notes .

Certain of the Company's senior notes also include an offer to repurchase provision applicable upon the occurrence of certain change of control events specified in the applicable indentures.

Interest rates for the Company's senior notes due February 1, 2025 and senior notes due February 1, 2030 fluctuate based on changes to the credit ratings assigned to the Company's senior notes by Moody's, S&P and Fitch.

Interest rates for the Company's other outstanding senior notes do not fluctuate.

As of December 31, 2023 , aggregate maturities for the Company's senior notes were zero in 2024, $ 602 million in 2025, $ 798 million in 2026, $ 1,170 million in 2027, $ 500 million in 2028 and $ 1,428 million thereafter.

5.700 % Senior Notes.

On October 4, 2022, the Company issued $ 500 million aggregate principal amount of 5.700 % senior notes to partly fund the Tug Hill and XcL Midstream Acquisition.

On May 10, 2023, following the receipt of the requisite consents of holders of a majority of the aggregate principal amount of the Company's 5.700 % senior notes, the Company amended the mandatory redemption provision of the indenture governing the Company's outstanding 5.700 % senior notes.

Under the terms set forth in the consent solicitation statement, the Company paid consent fees of $ 5.3 million in the aggregate to holders of outstanding 5.700 % senior notes who delivered valid consents.

5.750 % Senior Notes.

On January 19, 2024, the Company issued $ 750 million aggregate principal amount of 5.750 % senior notes due February 1, 2034.

The Company used the proceeds, net of $ 8.2 million of debt issuance costs and underwriters' discount, of $ 741.8 million to prepay a portion of the term loans outstanding under the Term Loan Facility.

Note Payable to EQM.

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Surety Bonds.

The Company had approximately $ 180 million and $ 245 million of surety bonds outstanding as of December 31, 2022 and 2021, respectively, which were issued pursuant to contractual requirements as a result of the Company's then-existing credit ratings by Moody's, S&P and Fitch.

As of December 31, 2022, the Company had approximately $ 180 million of surety bonds outstanding, which were issued pursuant to contractual requirements as a result of the Company's then-assigned credit ratings by Moody's, S&P and Fitch.

The Company had no surety bonds outstanding as of December 31, 2023.

Convertible Notes.

In April 2020, the Company issued $ 500 million aggregate principal amount of 1.75 % convertible senior notes (the Convertible Notes) due May 1, 2026 unless earlier redeemed, repurchased or converted.

Holders of the Convertible Notes may convert their Convertible Notes, at their option, at any time prior to the close of business on January 30, 2026 under the following circumstances:

immediately preceding quarter is greater than or equal to 130 % of the conversion price on each such trading day (the Sale Price Condition);

In April 2020, the Company issued $ 500 million aggregate principal amount of 1.75 % convertible senior notes (the Convertible Notes).

On January 2, 2024, in accordance with the indenture governing the Convertible Notes (the Convertible Notes Indenture), the Company issued an irrevocable notice of redemption (the Redemption Notice) for all of the outstanding Convertible Notes and announced that it would redeem any of the Convertible Notes outstanding on January 17, 2024 in cash for 100 % of the principal amount, plus accrued and unpaid interest on such Convertible Notes to, but excluding, such redemption date (the Redemption Price).

Pursuant to the Convertible Notes Indenture and Redemption Notice, in lieu of surrendering their Convertible Notes for redemption, certain holders of the Convertible Notes exercised their right to convert their Convertible Notes prior to the conversion deadline of 5:00 p.m., New York City time, on January 12, 2024 (the Conversion Deadline).

Between January 2, 2024 and the Conversion Deadline, Convertible Notes with an aggregate principal amount of $ 289.6 million were validly surrendered for conversion and 19,992,482 shares of EQT Corporation common stock were issued to the holders of such Convertible Notes.

The remaining $ 0.6 million in outstanding principal amount of Convertible Notes was redeemed (the Redemption) on January 17, 2024 in cash for the Redemption Price.

Prior to the Redemption, holders of the Convertible Notes had the right to convert their Convertible Notes at their option under the following circumstances:

• during any quarter as long as the last reported price of EQT Corporation common stock for at least 20 trading days (consecutive or otherwise) during the period of 30 consecutive trading days ending on the last trading day of the immediately preceding quarter is greater than or equal to 130 % of the conversion price on each such trading day (the Sale Price Condition);

• during the five -business-day period after any five -consecutive-trading-day period (the measurement period) in which the trading price per $1,000 principal amount of the Convertible Notes for each trading day of the measurement period is less than 98 % of the product of the last reported price of EQT Corporation common stock and the conversion rate for the Convertible Notes on each such trading day;

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• upon the occurrence of certain corporate events set forth in the Convertible Notes Indenture.

On or after February 1, 2026, holders of the Convertible Notes may convert their Convertible Notes, at their option, at any time until the close of business on the second scheduled trading date immediately preceding May 1, 2026.

The Company may not redeem the Convertible Notes prior to May 5, 2023.

On or after May 5, 2023 and prior to February 1, 2026, the Company may redeem for cash all or any portion of the Convertible Notes at its option at a redemption price equal to 100 % of the principal amount of the Convertible Notes to be redeemed plus accrued and unpaid interest up to the redemption date as long as the last reported price per share of EQT Corporation common stock has been at least 130 % of the conversion price in effect for at least 20 trading days (consecutive or otherwise) during any 30 -consecutive-trading-day period ending on the trading day immediately preceding the date on which the Company delivers notice of redemption.

A sinking fund is not provided for the Convertible Notes.

The initial conversion rate for the Convertible Notes was 66.6667 shares of EQT Corporation common stock per $1,000 principal amount of the Convertible Notes, which was equivalent to an initial conversion price of $ 15.00 per share of EQT Corporation common stock.

The initial conversion price represents a premium of 20 % to the $ 12.50 per share closing price of EQT Corporation common stock on April 23, 2020.

The conversion rate is subject to adjustment under certain circumstances.

In addition, following certain corporate events that occur prior to May 1, 2026 or if the Company delivers notice of redemption, the Company will, in certain circumstances, increase the conversion rate for a holder who elects to convert its Convertible Notes in connection with such corporate event or notice of redemption.

As a result of the cash dividends EQT Corporation paid on its common stock during 2022, the conversion rate for the Convertible Notes was adjusted as noted in the following table.

Future dividend payments by EQT Corporation will result in further adjustments to the conversion rate per share of EQT Corporation common stock.

As a result of the Sale Price Condition for conversion of the Convertible Notes being satisfied as of December 31, 2023 and the delivery of the Redemption Notice, holders of the Convertible Notes were permitted to convert their Convertible Notes at their option during the period of January 1, 2024 through the Conversion Deadline, subject to the terms and conditions set forth in the Convertible Notes Indenture and Redemption Notice.

In addition, the Sale Price Condition for conversion of the Convertible Notes was satisfied as of December 31, 2022, and, accordingly, holders of the Convertible Notes were permitted to convert their Convertible Notes at their option at any time during the first quarter of 2023, subject to the terms and conditions set forth in the Convertible Notes Indenture.

Therefore, as of December 31, 2023 and 2022, the net carrying value of the Convertible Notes was included in current portion of debt in the Consolidated Balance Sheets.

The table below summarizes adjustments made to the conversion rate for the Convertible Notes as a result of cash dividends paid by the Company on EQT Corporation common stock during 2023.

Dividend Paid Effective Date of Adjustment to Conversion Rate Conversion Shares of EQT Corporation Common Stock per $1,000 Principal Amount

Q1 2022 February 11, 2022 67.0535

Q2 2022 May 10, 2022 67.2836

Q3 2022 August 8, 2022 67.5232

Q4 2022 November 8, 2022 67.7532

The Sale Price Condition for conversion of the Convertible Notes was satisfied as of December 31, 2022 and December 31, 2021, and, accordingly, holders of the Convertible Notes could convert any of their Convertible Notes at their option at any time during the first quarter of 2023 and 2022, respectively, subject to the terms and conditions set forth in the Convertible Notes indenture.

Therefore, as of December 31, 2022 and December 31, 2021, the net carrying value of the Convertible Notes was included in current portion of debt in the Consolidated Balance Sheets.

The following table summarizes Convertible Notes conversion right exercises from issuance through February 10, 2023.

The Company elected to settle all such conversions by issuing to the converting holders shares of EQT Corporation common stock.

First Quarter of 2023 February 17, 2023 68.0740

Second Quarter of 2023 May 9, 2023 68.3917

Third Quarter of 2023 August 8, 2023 68.6360

Fourth Quarter of 2023 November 7, 2023 68.8912

In addition, as a result of the delivery of the Redemption Notice, during the period of January 2, 2024 through the Conversion Deadline, the conversion rate was further adjusted to 69.0364 shares of EQT Corporation common stock per $1,000 principal amount of Convertible Notes.

The table below summarizes settlements of Convertible Notes conversion right exercises for the year ended December 31, 2023 and the period from January 1, 2024 through the Conversion Deadline.

The Company settled all such conversions in shares of EQT Corporation common stock.

Convertible Notes conversion right exercises are accrued in the period received.

Settlement Month Principal Converted Shares Issued Average Conversion Price

September 2021 $ 9 599 $ 19.64

January 2023 $ 7 473 $ 33.70

February 2023 8 541 30.77

March 2023 6 408 31.46

April 2023 58 3,948 32.01

June 2023 4 272 39.06

July 2023 10 682 40.92

September 2023 6 411 42.35

October 2023 8 547 40.52

November 2023 111,650 7,668,374 43.16

December 2023 12,264 844,878 38.04

January 2023 7 473 33.70

Upon conversion of the remaining outstanding Convertible Notes, the Company may satisfy its conversion obligation by paying and/or delivering at the Company's election, in the manner and subject to the terms and conditions provided in the Convertible Notes indenture, cash, shares of EQT Corporation common stock or a combination thereof.

The Company intends to use a combined settlement approach to satisfy its obligation by paying or delivering to holders of the Convertible Notes cash equal to the principal amount of the obligation and EQT Corporation common stock for amounts that exceed the principal amount of the obligation.

In connection with the Convertible Notes offering, the Company entered into privately negotiated capped call transactions (the Capped Call Transactions), the purpose of which is to reduce the potential dilution to EQT Corporation common stock upon conversion of the Convertible Notes and/or offset any cash payments the Company is required to make in excess of the principal amount of such obligation, with such reduction and offset subject to a cap.

The Capped Call Transactions have an initial strike price of $ 15.00 per share of EQT Corporation common stock and an initial capped price of $ 18.75 per share of EQT Corporation common stock, each of which are subject to certain customary adjustments, including adjustments as a result of the Company paying a dividend on its common stock.

The Capped Call Transactions are separate from the Convertible Notes.

The Capped Call Transactions were recorded in shareholders' equity and were not accounted for as derivatives.

The cost to purchase the Capped Call Transactions of $ 32.5 million was recorded as a reduction to equity and will not be remeasured.

Based on the closing stock price of EQT Corporation common stock of $ 33.83 on December 31, 2022 and excluding the impact of the Capped Call Transactions, the if-converted value of the Convertible Notes exceeded the principal amount by $ 536 million.

The table below summarizes the net carrying value of the Convertible Notes.

Principal $ 414,832 $ 499,991

Unamortized debt issuance costs 8,036 12,448

Net carrying value of Convertible Notes $ 406,796 $ 487,543

January 2024 (a) 290,235 20,036,639 38.03

(a) Includes settlements of Convertible Notes conversion right exercises that were exercised in December 2023 but settled in January 2024.

The table below summarizes the components of interest expense related to the Convertible Notes.

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Total Convertible Notes interest expense $ 9,167 $ 10,528 $ 11,445

Debt Repayments .

The Company redeemed or repurchased the following debt during the period January 1, 2023 through February 10, 2023.

Debt Tranche Principal Premiums/(Discounts) Accrued but Unpaid Interest Total Cost

6.125 % notes due February 1, 2025

$ 9,946 $ 86 $ 268 $ 10,300

3.125 % notes due May 15, 2026

47,942 ( 3,042 ) 296 45,196

3.90 % notes due October 1, 2027

63,505 ( 3,534 ) 781 60,752

5.00 % notes due January 15, 2029

8,607 ( 309 ) 137 8,435

7.000 % notes due February 1, 2030

40,000 2,736 1,313 44,049

3.625 % notes due May 15, 2031

30,000 ( 4,011 ) 167 26,156

Total $ 200,000 $ ( 8,074 ) $ 2,962 $ 194,888

Capped Call Transactions.

In connection with, but separate from, the issuance of the Convertible Notes, the Company entered into capped call transactions (the Capped Call Transactions) with certain financial institutions (the Capped Call Counterparties) to reduce the potential dilution to EQT Corporation common stock upon any conversion of Convertible Notes at maturity and/or offset any cash payments that the Company is required to make in excess of the principal amount of such converted notes.

The Capped Call Transactions had an initial strike price of $ 15.00 per share of EQT Corporation common stock and an initial cap price of $ 18.75 per share of EQT Corporation common stock, each of which were subject to certain customary adjustments, including adjustments as a result of the Company paying dividends on its common stock, and were set to expire in April 2026.

The Company recorded the cost to purchase the Capped Call Transactions of $ 32.5 million as a reduction to shareholders' equity.

On January 18, 2024, the Company entered into separate termination agreements with each of the Capped Call Counterparties, pursuant to which the Capped Call Counterparties paid the Company an aggregate $ 93.3 million (the Termination Payment), and the Capped Call Transactions were terminated.

The Company received the Termination Payment on January 22, 2024.

The Termination Payment was recorded as an increase to shareholders' equity.

As of December 31, 2023, the Company had reserved 16.5 million shares of authorized and unissued EQT Corporation common stock for stock compensation plans and approximately 31.5 million shares of authorized and unissued EQT Corporation common stock for settlement of the Convertible Notes.

In December 2021, the Company announced that the Board of Directors approved a share repurchase program to repurchase shares of its common stock for an aggregate purchase price up to $ 1 billion, excluding fees, commissions and expenses.

In September 2022, the Company announced that the Board of Directors approved a $ 1 billion increase to the share repurchase program previously announced, pursuant to which the Company is authorized to repurchase shares of its common stock for an aggregate purchase price of up to $ 2 billion, excluding fees, commissions and expenses.

The share repurchase authority is valid through December 31, 2023.

The following table presents the shares of EQT Corporation common stock repurchased under this share repurchase program through December 31, 2022.

Shares of EQT Corporation Common Stock Repurchased Aggregate Purchase Price (a) Average Price Per Share (a)

On December 13, 2021, the Company announced that its Board of Directors approved a share repurchase program (the Share Repurchase Program) authorizing the Company to repurchase shares of outstanding EQT Corporation common stock for an aggregate purchase price of up to $ 1 billion, excluding fees, commissions and expenses.

On September 6, 2022, the Company announced that its Board of Directors approved a $ 1 billion increase to the Share Repurchase Program, pursuant to which approval the Company is authorized to repurchase shares of outstanding EQT Corporation common stock for an aggregate purchase price of up to $ 2 billion, excluding fees, commissions and expenses.

The Share Repurchase Program was originally scheduled to expire on December 31, 2023;

however, on April 26, 2023, the Company announced that its Board of Directors approved a one-year extension of the Share Repurchase Program.

As a result of such extension, the Share Repurchase Program will expire on December 31, 2024, but it may be suspended, modified or discontinued at any time without prior notice.

Total number of shares purchased Aggregate purchase price (a) Average price paid per share (a)

Year Ended December 31, 2021 1,361,668 $ 29.4 $ 21.56

Year Ended December 31, 2022 13,139,641 392.7 29.89

Year Ended December 31, 2023 5,906,159 200.0 33.86

Total 20,407,468 $ 622.1

(a) Excludes fees and broker commissions.

See Note 8 for a discussion of the Company's issuance of shares of EQT Corporation common stock for settlement of Convertible Notes conversion right exercises for the year ended December 31, 2023 and the period from January 1, 2024 through the Conversion Deadline.

In August 2023, the Company issued 49,599,796 shares of EQT Corporation common stock as part of the consideration for the Tug Hill and XcL Midstream Acquisition described in Note 6.

In July 2021, the Company issued 98,789,388 shares of EQT Corporation common stock as part of the consideration for the Alta Acquisition described in Note 6.

In October 2020, the Company entered into an underwriting agreement under which the Company sold 20,000,000 shares of EQT Corporation common stock at a price to the public of $ 15.50 per share.

In November 2020, the option to purchase 3,000,000 additional shares was exercised by the underwriters on the same terms.

After deducting offering costs of

$ 15.6 million, the net proceeds of $ 340.9 million were used to fund a portion of the purchase price of the Chevron Acquisition described in Note 6 .

During the period January 1, 2023 through February 10, 2023, the Company repurchased 5,906,159 shares of EQT Corporation common stock for approximately $ 200 million excluding fees and broker commissions.

Share-Based Compensation Plans

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Total share-based compensation expense (a) $ 51,200 $ 67,411 $ 47,507

(a) For the years ended December 31, 2021 and 2020, share-based compensation expense of $ 4.7 million and $ 2.1 million, respectively, was included in other operating expenses related primarily to reorganization costs.

(a) For the years ended December 31, 2023 and 2021, share-based compensation expense of $ 3.6 million and $ 4.7 million, respectively, was included in other operating expenses.

There were no such costs in 2022.

The Company typically elects to fund awards paid in stock through stock acquired by the Company in the open market or from any other person, issued directly by the Company or any combination of the foregoing.

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Incentive Performance Share Unit Programs – Equity & Liability

The Management Development and Compensation Committee of the Company's Board of Directors (the Compensation Committee) has adopted the following programs:

• 2018 Incentive Performance Share Unit Program (2018 Incentive PSU Program) under the 2014 Long-Term Incentive Plan (LTIP);

The Management Development and Compensation Committee of the Company's Board of Directors (the Compensation Committee) has adopted the following programs under each respective Long-Term Incentive Plan (LTIP):

• 2019 Incentive Performance Share Unit Program (2019 Incentive PSU Program) under the 2014 LTIP;

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• 2022 Incentive Performance Share Unit Program (2022 Incentive PSU Program) under the 2020 LTIP;

• 2023 Incentive Performance Share Unit Program (2023 Incentive PSU Program) under the 2020 LTIP.

The programs noted above are collectively referred to as the Incentive PSU Programs.

The 2020 Incentive PSU Program, 2021 Incentive PSU Program and 2022 Incentive PSU Program granted equity awards.

The 2018 Incentive PSU Program and 2019 Incentive PSU Program granted both equity and liability awards.

The 2020 Incentive PSU Program, 2021 Incentive PSU Program, 2022 Incentive PSU Program and 2023 Incentive PSU Program granted equity awards.

The 2019 Incentive PSU Program granted both equity and liability awards.

The Incentive PSU Programs were established to provide long-term incentive opportunities to executives and key employees to further align their interests with those of the Company's shareholders and with the strategic objectives of the Company.

The performance period for each of the awards under the Incentive PSU Programs is 36 months, with vesting occurring upon payment following the expiration of the performance period.

Executive performance incentive program awards granted in years 2018 and 2019 were earned based on:

Executive performance incentive program awards granted in year 2019 were earned based on:

• the level of total shareholder return relative to a predefined peer group;

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• the Company's performance in achieving its 2025 net zero Scopes 1 and 2 emissions target.

Prior to 2020, the payout factor for the Incentive PSU Programs varied between zero and 300 % of the number of outstanding units contingent upon the performance metrics listed above.

The 2020 Incentive PSU Program has a payout factor that ranges from zero to 150 %, the 2021 Incentive PSU Program has a payout factor that ranges from zero to 200 % and the 2022 Incentive PSU Program has a payout factor that ranges from zero to 220 %.

The Company recorded the 2020 Incentive PSU Program, the 2021 Incentive PSU Program, the 2022 Incentive PSU Program and the portion of the 2018 Incentive PSU Program and 2019 Incentive PSU Program to be settled in stock as equity awards using a grant date fair value determined through a Monte Carlo simulation, which projected the share price for the Company and its peers at the end point of the performance period.

The 2018 Incentive PSU Program and 2019 Incentive PSU Program also included awards to be settled in cash, which are recorded at fair value as of the measurement date determined through a Monte Carlo simulation, which projected the share price for the Company and its peers at the end point of the performance period.

Executive performance incentive program awards granted in year 2023 are earned based on:

• the level of absolute total shareholder return and total shareholder return relative to a predefined peer group.

The payout factor for the 2019 Incentive PSU Program varied between zero and 300 % of the number of outstanding units contingent upon the performance metrics listed above.

The 2020 Incentive PSU Program has a payout factor that ranges from zero to 150 %, the 2021 Incentive PSU Program and 2023 Incentive PSU Program have a payout factor that ranges from zero to 200 % and the 2022 Incentive PSU Program has a payout factor that ranges from zero to 220 % (which includes the Company's performance in achieving its 2025 net zero Scopes 1 and 2 emissions target).

The Company recorded the 2020 Incentive PSU Program, the 2021 Incentive PSU Program, the 2022 Incentive PSU Program, the 2023 Incentive PSU Program and the portion of the 2019 Incentive PSU Program to be settled in stock as equity awards using a grant date fair value determined through a Monte Carlo simulation, which projected the share price for the Company and its peers at the end point of the performance period.

The 2019 Incentive PSU Program also included awards to be settled in cash, which are recorded at fair value as of the measurement date determined through a Monte Carlo simulation, which projected the share price for the Company and its peers at the end point of the performance period.

The expected share prices were generated using each company's annual volatility for the expected term and the commensurate three-year risk-free rate shown in the chart below.

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Vested ( 168,416 ) 76.53 ( 12,888,876 )

Forfeited ( 7,190 ) 13.28 ( 95,483 )

Outstanding at December 31, 2021

2,754,648 16.08 44,281,509

Granted in Period 922,260 23.44 21,617,774

Granted in Period 575,120 29.73 (b) 17,098,318

Granted from Multiplier 162,183 29.45 4,776,289

Vested ( 625,563 ) 29.45 ( 18,422,830 )

Forfeited ( 4,398 ) 13.28 ( 58,405 )

Outstanding at December 31, 2022 2,861,990 16.66 47,674,881

Granted in Period 575,120 29.73 (b) 17,098,318

Granted in Period 404,790 38.79 15,701,804

Granted from Multiplier 409,383 6.56 2,685,552

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Vested ( 315,333 ) 29.32 ( 9,245,564 )

Forfeited ( 3,940 ) 29.45 ( 116,033 )

Outstanding at December 31, 2022

233,580 29.32 6,848,566

Granted from Multiplier 81,753 29.32 2,396,998

Vested ( 315,333 ) 29.32 ( 9,245,564 )

Outstanding at December 31, 2022

(a) For the years ended 2021 and 2020, the Company settled total shares paid in cash of 84,697 and 40,018 , respectively, for Equitrans Midstream employees.

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Incentive PSU Programs Issued During the Years Ended December 31,

2022 2021 (a) 2020 (b) 2019 2018

2023 (a) 2022 2021 (a) 2020 (b) 2019

Risk-free rate 4.16 % 1.52 % 0.18 % 1.22 % 2.44 %

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Expected term 3 years 3 years 3 years 3 years 3 years

(a) There were two grant dates for the 2021 Incentive PSU Program.

(a) There were two grant dates for the 2023 Incentive PSU Program and the 2021 Incentive PSU Program.

Amounts shown represent weighted average.

3 unchanged sentences

therefore, dividend yield is not applicable.

Restricted Stock Unit Awards – Equity

Restricted Stock Unit Awards

The Company granted 953,270 , 1,288,430 and 1,980,230 restricted stock unit equity awards to employees of the Company during the years ended December 31, 2023, 2022 and 2021, respectively.

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The following table summarizes restricted stock unit equity award activity as of December 31, 2023.

Restricted Stock – Equity Settled Nonvested Shares (a) Weighted Average

Restricted Stock – Equity Settled Nonvested Shares Weighted Average

Fair Value Aggregate Fair Value

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2,217,802 $ 23.82 $ 52,819,850

(a) Shares vested during the year ended December 31, 2021 included 59,340 shares for an Equitrans Midstream employee that was settled by the Company.

Restricted Stock Unit Awards – Liability

The Company did no t grant restricted stock unit awards to be paid in cash during the years ended December 31, 2022, 2021 and 2020.

All outstanding restricted stock unit awards to be paid in cash had vested as of December 31, 2022.

Because these awards were liability awards, the Company recorded compensation expense based on the fair value of the awards as remeasured at the end of each reporting period.

The restricted stock units granted fully vested at the end of the three-year period commencing with the date of grant, assuming continued service through each vesting date.

The total liability recorded for these restricted stock units was $ 8.1 million and $ 4.5 million as of December 31, 2021 and 2020, respectively.

Non-Qualified Stock Options

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Weighted Average Grant Date Fair Value $ 1.61

As of December 31, 2022, $ 0.1 million of unrecognized compensation cost related to outstanding nonvested stock options was expected to be recognized by December 31, 2023.

The total intrinsic value of options exercised during the year ended December 31, 2022 was $ 20.2 million.

There were no stock option exercises in 2021 and 2020.

The total intrinsic value of options exercised during the years ended December 31, 2023 and 2022 was $ 1.4 million and $ 20.2 million, respectively.

There were no stock option exercises in 2021.

The following table summarizes option activity as of December 31, 2023.

5 unchanged sentences

Exercised ( 60,100 ) 20.44

Expired ( 365,586 ) 28.21

Outstanding at December 31, 2022

1,583,636 18.81 3.8 years $ 26,837,073

Exercisable at December 31, 2022

Outstanding and Exercisable at December 31, 2023

1,523,536 $ 18.75 2.7 years $ 31,840,100

1 unchanged sentence

During 2020, the Company granted stock appreciation rights subject to certain performance conditions, such as adjusted well costs and adjusted free cash flow.

Once vested, the participant is entitled to receive, upon exercise, a number of shares of EQT Corporation common stock, cash or a combination of the two, based upon the excess of the fair market value as of the date of exercise over a base price of $ 10.00 .

The awards are accounted for as liability awards and, as such, compensation expense is recorded based on the fair value of the awards as remeasured at the end of each reporting period using a Black-Scholes option-pricing model.

The participant was entitled to receive, upon exercise, a number of shares of EQT Corporation common stock, cash or a combination of the two, based upon the excess of the fair market value as of the date of exercise over a base price of $ 10.00 .

The awards were accounted for as liability awards and, as such, compensation expense was recorded based on the fair value of the awards as remeasured at the end of each reporting period.

Assumptions at grant date are indicated in the table below.

The risk-free rate is based on the U.S.

The risk-free rate was based on the U.S.

Treasury yield curve in effect at the reporting date.

The dividend yield is based on the dividend yield of EQT Corporation common stock at the reporting date.

Expected volatilities are based on a 50-50 blend of the expected term-matched historical volatility as of the valuation date and the weighted-average implied volatility from thirty days prior to the valuation date.

The dividend yield was based on the dividend yield of EQT Corporation common stock at the reporting date.

Expected volatilities were based on a 50-50 blend of the expected term-matched historical volatility as of the valuation date and the weighted-average implied volatility from thirty days prior to the valuation date.

The expected term represents the period of time between the valuation date and the midpoint of the exercise window.

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Total Intrinsic Value of Exercises $ —

As of December 31, 2022, $ 0.2 million of unrecognized compensation cost related to outstanding stock appreciation rights was expected to be recognized by December 31, 2023.

All outstanding stock appreciation rights were exercised during 2023.

The total intrinsic value of stock appreciation rights exercised during the year ended December 31, 2023 was $ 33.4 million.

There were no exercises in 2022 or 2021.

The following table summarizes stock appreciation rights activity as of December 31, 2023.

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1,240,000 $ 10.00

Outstanding at December 31, 2022

1,240,000 10.00 7.0 years $ 29,549,200

Exercisable at December 31, 2022

333,333 $ 10.00 7.0 years $ 7,943,325

Exercised ( 1,240,000 ) 10.00

Outstanding and Exercisable at December 31, 2023

Non-employee Directors' Share-Based Awards

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The weighted average fair value of these grants, based on the closing price of EQT Corporation common stock on the business day prior to the grant date, was $ 33.31 , $ 43.97 and $ 17.49 for the years ended December 31, 2023, 2022 and 2021, respectively.

Effective in 2023, the Compensation Committee adopted the 2023 Incentive Performance Share Unit Program (2023 Incentive PSU Program) under the 2020 LTIP.

The 2023 Incentive PSU Program was established to align the interests of executives and key employees with the interests of shareholders and the strategic objectives of the Company.

A total of 360,400 share units were granted under the 2023 Incentive PSU Program.

The payout of the share units will vary between zero and 200 % of the number of outstanding units contingent upon the Company's absolute total shareholder return and total shareholder return relative to a predefined peer group over the period of January 1, 2023 through December 31, 2025.

Effective in 2023, the Compensation Committee granted 916,680 restricted stock unit equity awards that will follow a three-year graded vesting schedule commencing with the date of grant, assuming continued employment through each vesting date.

The share total includes the Company's "equity-for-all" program, instituted in 2021, pursuant to which the Company grants equity awards to all permanent full-time employees.

Commitments and Contingencies

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See Note 13 for a summary of undiscounted future cash flows owed by the Company as lessee to lessors pursuant to contractual agreements in effect as of December 31, 2023.

Conditioned upon the credit ratings assigned by Moody's, S&P and Fitch to the Company's senior notes, counterparties to the Company's derivative and midstream services contracts may request additional assurances of the Company, including collateral.

See Note 3 for a description of what is deemed investment grade and a discussion of other factors, aside from credit ratings, that may affect margin deposit requirements on the Company's derivative contracts.

See Note 10 for a discussion of letters of credit outstanding and surety bonds posted as of December 31, 2022.

Legal and Regulatory Proceedings

3 unchanged sentences

Any such accruals are adjusted thereafter as appropriate to reflect changed circumstances.

In the event the Company determines that (i) a loss to the Company is probable but the amount of the loss cannot be reasonably

estimated, or (ii) a loss to the Company is less likely than probable but is reasonably possible, then the Company is required to disclose the matter herein, although the Company is not required to accrue such loss.

In the event the Company determines that (i) a loss to the Company is probable but the amount of the loss cannot be reasonably estimated, or (ii) a loss to the Company is less likely than probable but is reasonably possible, then the Company is required to disclose the matter herein, although the Company is not required to accrue such loss.

When able, the Company determines an estimate of reasonably possible losses or ranges of reasonably possible losses, whether in excess of any related accrued liability or where there is no accrued liability, for legal proceedings.

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These matters are currently pending, the majority of which have been stayed pending a ruling on dispositive motions in the Securities Class Action.

The Company believes the claims asserted in the Securities Class Action and related litigation have no merit, but unpredictability is inherent in litigation and the Company cannot predict the outcomes with any certainty.

The Company believes it will prevail against the claims asserted in the Securities Class Action and related litigation, but unpredictability is inherent in litigation and the Company cannot predict the outcomes with any certainty.

With respect to the matters described above, the Company is unable at this time to estimate the losses that are reasonably possible to be incurred or a range of such losses due to various factors, including that the proceedings are still in their early stages and discovery is not complete;

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The Company may require letters of credit, guarantees, performance bonds or other credit enhancements from a non-end user for that non-end user to meet the Company's credit criteria.

The Company did not experience any significant defaults on sales of natural gas to non-end users during the years ended December 31, 2022, 2021 or 2020.

The Company did not experience any significant defaults on sales of natural gas to non-end users during the years ended December 31, 2023, 2022 and 2021.

The Company is exposed to credit loss in the event of nonperformance by counterparties to its derivative contracts.

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To determine the present value of its right-of-use assets and lease liabilities, the Company calculates a discount rate per lease contract based on an estimate of the rate of interest that the Company would pay to borrow (on a collateralized basis, over a similar term) an amount equal to the lease payment obligation.

Upon adoption of ASU 2016-02, Leases , the Company elected a practical expedient to forgo application of the recognition requirements under the standard to short-term leases;

The Company has elected a practical expedient to forgo application of the recognition requirements under ASU 2016-02, Leases , to short-term leases;

as such, short-term leases are not recorded in the Consolidated Balance Sheets.

In addition, the Company elected a practical expedient to account for lease and nonlease components together as a lease.

In addition, the Company has elected a practical expedient to account for lease and nonlease components together as a lease.

Certain of the Company's lease contracts include variable lease payments, such as payments for property taxes and other operating and maintenance expenses and payments based on asset use, which are not included in the lease cost or the present value of the right-of-use asset or lease liability.

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For the years ended December 31, 2023, 2022 and 2021, cash paid for lease liabilities and reported in net cash provided by operating activities in the Statements of Consolidated Cash Flows was $ 10.1 million, $ 10.3 million and $ 9.7 million, respectively.

For the years ended December 31, 2022 and 2021, cash paid for lease liabilities and reported in net cash (used in) provided by financing activities in the Statements of Consolidated Cash Flows was $ 1.8 million and $ 1.1 million, respectively.

During the years ended December 31, 2022, 2021 and 2020, the Company recorded $ 23.4 million, $ 20.8 million and $ 18.9 million, respectively, of right-of-use assets in exchange for new lease liabilities.

For the years ended December 31, 2023, 2022 and 2021, cash paid for lease liabilities and reported in net cash (used in) provided by financing activities in the Statements of Consolidated Cash Flows was $ 2.3 million, $ 1.8 million and $ 1.1 million, respectively.

As of December 31, 2023, 2022 and 2021, the weighted average remaining lease term was 1.8 years, 1.9 years and 2.6 years, respectively.

2 unchanged sentences

As of December 31, 2023 and 2022, total right-of-use assets were $ 48.8 million and $ 29.2 million, respectively, and total lease liabilities were $ 58.6 million and $ 48.0 million, respectively, of which $ 46.4 million and $ 35.4 million, respectively, were classified as current.

During the fourth quarter of 2020, the Company recognized $ 22.8 million of right-of-use asset impairment in impairment of contract and other assets in the Statement of Consolidated Operations as a result of the Company's assessment that the fair values of certain of the Company's right-of-use assets were less than their carrying values.

The following table summarizes the Company's lease payment obligations as of December 31, 2023.

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Natural Gas Producing Activities (Unaudited)

The following supplementary information summarized presents the results of natural gas and oil activities in accordance with the successful efforts method of accounting for production activities.

The following supplementary information presents a summary of the results of natural gas and oil activities in accordance with the successful efforts method of accounting for production activities.

Production Costs

14 unchanged sentences

Development 1,782,428 1,298,665 954,580

(a) Amounts exclude capital expenditures for facilities, information technology and other corporate items as well as the acquired midstream assets described in Note 6.

(b) Amounts in 2022 include $ 40.5 million for Marcellus leases acquired in the 2022 Asset Acquisition.

Amounts in 2021 include $ 1,754.7 million and $ 450.0 million for Marcellus wells and leases, respectively, acquired in the Alta Acquisition and Reliance Asset Acquisition described in Note 6.

Amounts in 2020 include $ 674.0 million and $ 6.5 million for Marcellus and Utica wells, respectively, acquired in the Chevron Acquisition.

(a) Amounts exclude costs for facilities, information technology and other corporate items and include costs for midstream assets.

(b) Amounts in 2023 include $ 2,522.3 million, $ 757.6 million and $ 719.6 million for wells, midstream assets and leases, respectively, acquired in the Tug Hill and XcL Midstream Acquisition described in Note 6.

Amounts in 2022 include $ 40.5 million for leases acquired in the 2022 Asset Acquisition.

Amounts in 2021 include $ 1,754.7 million, $ 257.9 million and $ 450.0 million for wells, midstream assets and leases, respectively, acquired in the Alta Acquisition and Reliance Asset Acquisition described in Note 6.

(c) Amounts in 2023 include $ 523.0 million for unproved properties acquired in the Tug Hill and XcL Midstream Acquisition.

Amounts in 2022 include $ 17.1 million for unproved properties acquired in the 2022 Asset Acquisition.

Amounts in 2021 include $ 743.3 million for unproved properties acquired in the Alta Acquisition.

Amounts in 2020 include $ 38.9 million for unproved properties acquired in the Chevron Acquisition.

Results of Operations for Producing Activities

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Depreciation and depletion 1,732,142 1,665,962 1,676,702

(Gain) loss/impairment on sale/exchange of long-lived assets ( 8,446 ) ( 21,124 ) 100,729

Loss (gain) on sale/exchange of long-lived assets 17,445 ( 8,446 ) ( 21,124 )

Impairment and expiration of leases 109,421 176,606 311,835

Income tax expense (benefit) 1,987,323 667,435 ( 254,671 )

Income tax expense 187,463 1,987,323 667,435

Results of operations from producing activities, excluding corporate overhead $ 583,007 $ 5,871,324 $ 1,977,325

2 unchanged sentences

Proved undeveloped reserves represent proved reserves expected to be recovered from new wells after substantial development costs are incurred.

The Company's estimate of proved natural gas, NGLs and crude oil reserves was prepared by Company engineers.

The engineer primarily responsible for overseeing the preparation of the reserves estimate holds a bachelor's degree in chemical engineering from Michigan Technological University, a master's degree in chemical engineering from Colorado State University, an executive master's of business administration in energy from the University of Oklahoma and is a licensed professional engineer with 23 years of experience in the oil and gas industry.

The Company's estimate of proved natural gas, NGLs and oil reserves was prepared by Company engineers.

The engineer primarily responsible for overseeing the preparation of the reserves estimate holds a bachelor's degree in chemical engineering from Michigan Technological University, a master's degree in chemical engineering from Colorado State University, an Executive Master of Business Administration in energy from the University of Oklahoma and is a licensed professional engineer with 24 years of experience in the oil and gas industry.

To support the accurate and timely preparation and disclosure of its reserve estimates, the Company established internal controls over its reserve estimation processes and procedures, including the following:

2 unchanged sentences

the reserves reconciliation between prior year reserves and current year reserves is reviewed by senior management;

and the estimates of proved natural gas, NGLs and crude oil reserves are audited by Netherland, Sewell & Associates, Inc.

and the estimates of proved natural gas, NGLs and oil reserves are audited by Netherland, Sewell & Associates, Inc.

(NSAI), an independent consulting firm hired by management.

15 unchanged sentences

Purchase of hydrocarbons in place 2,600,667 141,038 4,186,933

Sale of hydrocarbons in place — — ( 256,663 )

Extensions, discoveries and other additions 3,411,750 2,494,713 3,104,402

13 unchanged sentences

Purchase of natural gas in place 2,012,159 141,038 4,186,933

Sale of natural gas in place — — ( 254,930 )

Extensions, discoveries and other additions 3,326,736 2,434,543 2,786,850

13 unchanged sentences

Purchase of NGLs in place 90,604 — —

Sale of NGLs in place — — ( 289 )

Extensions, discoveries and other additions 13,592 9,610 47,120

13 unchanged sentences

Purchase of oil in place 7,481 — —

Sale of oil in place — — —

Extensions, discoveries and other additions 577 418 5,805

10 unchanged sentences

• Extensions, discoveries and other additions of 3,412 Bcfe, which exceeded 2023 production of 2,016 Bcfe.

Extensions, discoveries and other additions included an increase of 1,670 Bcfe of proved undeveloped additions associated with acreage that was previously unproved but became proved due to 2023 reserve development that expanded the number of the Company's proven locations and additions to the Company's five-year drilling plan, 1,341 Bcfe of proved undeveloped additions for previously proved undeveloped properties reclassified from unproved properties due to their addition to the Company's five-year development plan, positive revisions of 92 Bcfe from the extension of lateral lengths of proved undeveloped reserves and 309 Bcfe from converting unproved reserves to proved developed reserves.

• Negative revisions of 755 Bcfe related to proved undeveloped locations that are no longer expected to be developed as proved reserves within five years of initial booking as a result of development schedule changes.

• Negative revisions of 367 Bcfe primarily from proved undeveloped locations as a result of revisions to type curves.

• Positive revisions to proved undeveloped locations of 290 Bcfe due primarily to changes in ownership interests.

• Negative revisions of 208 Bcfe primarily from proved developed locations as a result of negative curve revisions.

• Negative revisions of 362 Bcfe from lower pricing that impacted well economics.

• Purchase of hydrocarbons in place of 2,600 Bcfe from the Tug Hill and XcL Midstream Acquisition described in Note 6.

The change in reserves during the year ended December 31, 2022 resulted from the following:

• Conversions of 1,365 Bcfe of proved undeveloped reserves to proved developed reserves.

• Extensions, discoveries and other additions of 2,495 Bcfe, which exceeded 2022 production of 1,940 Bcfe.

Extensions, discoveries and other additions included an increase of 2,077 Bcfe of proved undeveloped additions associated with acreage that was previously unproved but became proved due to 2022 reserve development that expanded the number of the Company's proven locations and additions to the Company's five-year drilling plan and 418 Bcfe from converting unproved reserves to proved developed reserves.

• Negative revisions of 1,625 Bcfe related to proved undeveloped locations that are no longer expected to be developed as proved reserves within five years of initial booking as a result of development schedule changes, driven largely by third-party impacts, which has pushed planned completion dates into a future period from when originally planned.

• Negative revisions of 1,625 Bcfe related to proved undeveloped locations that are no longer expected to be developed as proved reserves within five years of initial booking as a result of development schedule changes, driven largely by third-party impacts, which have pushed planned completion dates into a future period from when originally planned.

• Positive revisions to proved undeveloped locations of 518 Bcfe due primarily to changes in ownership interests.

11 unchanged sentences

• Purchase of hydrocarbons in place of 4,187 Bcfe from the Alta Acquisition and Reliance Asset Acquisition described in Note 6 .

The change in reserves during the year ended December 31, 2020 resulted from the following:

• Conversions of 2,102 Bcfe of proved undeveloped reserves to proved developed reserves.

• Extensions, discoveries and other additions of 3,446 Bcfe, which exceeded 2020 production of 1,498 Bcfe.

Extensions, discoveries and other additions included an increase of 2,096 Bcfe of proved undeveloped additions associated with acreage that was previously unproved but became proved using reliable technologies which expanded the number of the Company's technically proven locations, 1,295 Bcfe due to additions associated with directly offsetting development, 31 Bcfe from extension of proved undeveloped reserves lateral lengths and 24 Bcfe from converting unproved reserves to proved developed reserves.

• Negative revisions of 510 Bcfe from proved undeveloped locations that are no longer expected to be developed within five years of initial booking as proved reserves as a result of revisions to the Company’s five-year drilling plan allowing for continued alignment with the Company’s combo-development strategy.

This includes 245 Bcfe from lower pricing that impacted well economics, shifting capital from the Ohio Utica, to Pennsylvania and West Virginia Marcellus, and 265 Bcfe as a result of continued implementation of the Company's combo-development strategy.

• Negative revisions of 384 Bcfe primarily from proved developed locations as a result of negative curve revisions in the Ohio Utica.

• Positive revisions to proved undeveloped locations of 155 Bcfe due primarily to changes in working interests and net revenue interests as well as type curve updates.

• Purchase of hydrocarbons in place of 1,381 Bcfe from the Chevron Acquisition described in Note 6 .

• Sale of hydrocarbons in place of 257 Bcfe due to the 2020 Divestiture described in Note 8.

Standard Measure of Discounted Future Cash Flow

1 unchanged sentence

The information presented does not give recognition to future changes in estimated reserves, selling prices or costs and has been discounted at a rate of 10 %.

The following table summarizes estimated future net cash flows from natural gas and crude oil reserves.

The following table summarizes estimated future net cash flows from natural gas and oil reserves.

2023 2022 2021

19 unchanged sentences

(b) Includes approximately $ 2,443 million, $ 2,098 million and $ 1,937 million for future plugging and abandonment costs as of December 31, 2023, 2022 and 2021, respectively.

Holding production and development costs constant, an increase in NYMEX price of $ 0.10 per Dth for natural gas, an increase in WTI of $ 10 per barrel for NGLs and an increase in WTI of $ 10 per barrel for oil would result in a change in the December 31, 2022 discounted future net cash flows before income taxes of the Company's proved reserves of approximately $ 1,123 million, $ 764 million and $ 50 million, respectively.

Holding production and development costs constant, an increase in NYMEX price of $ 0.10 per Dth for natural gas, an increase in WTI price of $ 10 per barrel for NGLs and an increase in WTI price of $ 10 per barrel for oil would result in a change in the December 31, 2023 discounted future net cash flows before income taxes of the Company's proved reserves of approximately $ 1,260 million, $ 1,214 million and $ 77 million, respectively.

The following table summarizes the changes in the standardized measure of discounted future net cash flows.

6 unchanged sentences

Net purchase of minerals in place 2,131,567 280,233 3,491,441

Net sale of minerals in place — — ( 226,497 )

Revisions of previous quantity estimates ( 2,768,922 ) ( 299,423 ) 184,552

2 unchanged sentences

Timing and other 366,557 ( 51,212 ) 51,639

Net increase (decrease) 22,783,400 13,914,666 ( 5,126,215 )

Net (decrease) increase ( 30,802,175 ) 22,783,400 13,914,666

Balance at January 1 40,064,524 17,281,124 3,366,458

3 unchanged sentences

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

What changed 10-K

Item 8. Financial Statements and Supplementary Data