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Item 2. Management’s Discussion and Analysis

2025-04-23 compared with 2024-10-30 · 177 added, 327 removed, 271 unchanged (65% of the section changed)

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Unless the context otherwise indicates, all references in this report to "EQT" are to EQT Corporation and all references in this report to the "Company," "we," "us," or "our" are to EQT Corporation and its consolidated subsidiaries, collectively.

For certain industry specific terms used in this Quarterly Report on Form 10-Q, please see "Glossary of Commonly Used Terms, Abbreviations and Measurements" in our Annual Report on Form 10-K for the year ended December 31, 2023.

For certain industry specific terms used in this Quarterly Report on Form 10-Q, please see "Glossary of Commonly Used Terms, Abbreviations and Measurements" in EQT's Annual Report on Form 10-K for the year ended December 31, 2024.

CAUTIONARY STATEMENTS

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projected well costs and capital expenditures;

infrastructure programs;

infrastructure projects;

the cost, capacity and timing of obtaining regulatory approvals;

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projected gathering and compression rates;

potential divestitures, acquisitions or other strategic transactions, the timing thereof and our ability to achieve the intended operational, financial and strategic benefits from any such transactions or from any recently completed strategic transactions, including the Equitrans Midstream Merger (defined and discussed in Note 12 to the Condensed Consolidated Financial Statements);

potential acquisitions or other strategic transactions, the timing thereof and our ability to achieve the intended operational, financial and strategic benefits from any such transactions or from any recently completed strategic transactions, including the pending Olympus Energy Acquisition;

the amount and timing of any repayments, redemptions or repurchases of our common stock, outstanding debt securities or other debt instruments;

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cyber security risks and acts of sabotage;

availability and cost of drilling rigs, completion services, equipment, supplies, personnel, oilfield services and sand and water required to execute our exploration and development plans, including as a result of inflationary pressures;

risks associated with operating primarily in the Appalachian Basin;

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environmental and weather risks, including the possible impacts of climate change;

risks related to our ability to integrate the operations of Equitrans Midstream Corporation

and disruptions to our business due to recently completed divestitures, acquisitions and other significant strategic transactions,

EQT CORPORATION AND SUBSIDIARIES

Management's Discussion and Analysis of Financial Condition and Results of Operations

(Equitrans Midstream) in a successful manner and in the expected time period and the possibility that any of the anticipated benefits and projected synergies of the Equitrans Midstream Merger will not be realized or will not be realized within the expected time period;

and disruptions to our business due to recently completed acquisitions and other significant transactions, including the Equitrans Midstream Merger.

These and other risks and uncertainties are described under the "Risk Factors" section in this Quarterly Report on Form 10-Q and under the "Risk Factors" section and elsewhere in our Annual Report on Form 10-K for the year ended December 31, 2023, and may be updated by other documents we subsequently file from time to time with the Securities and Exchange Commission (the SEC).

including the pending Olympus Energy Acquisition.

These and other risks and uncertainties are described under the "Risk Factors" section in this Quarterly Report on Form 10-Q and under the "Risk Factors" section and elsewhere in EQT's Annual Report on Form 10-K for the year ended December 31, 2024, and may be updated by other documents we subsequently file from time to time with the Securities and Exchange Commission (the SEC).

Any forward-looking statement speaks only as of the date on which such statement is made, and, except as required by law, we do not intend to correct or update any forward-looking statement, whether as a result of new information, future events or otherwise.

Recent Events

On July 22, 2024, we completed the Equitrans Midstream Merger.

As a result of the Equitrans Midstream Merger, we acquired over 2,000 miles of pipeline infrastructure that have extensive overlap and connectivity in our core area of operations, and we became the first large-scale, integrated natural gas producer in the United States.

Refer to Note 12 to the Condensed Consolidated Financial Statements.

During the second quarter of 2024, we divested a portion of our non-operated assets in Northeast Pennsylvania (the NEPA Non-Operated Asset Divestiture), as discussed in Note 11 to the Condensed Consolidated Financial Statements.

On October 29, 2024, we entered into an agreement to divest the remaining interest in our non-operated assets in Northeast Pennsylvania in exchange for $1.25 billion of cash (the Remaining NEPA Non-Operated Assets Divestiture).

We intend to use the proceeds from the Remaining NEPA Non-Operated Assets Divestiture for repayment of our debt.

The Remaining NEPA Non-Operated Assets Divestiture is subject to customary closing adjustments, required regulatory approvals and clearances.

Trends and Uncertainties

The Mountain Valley Pipeline

Following receipt of authorization from the Federal Energy Regulatory Commission (the FERC), the Mountain Valley Pipeline (the MVP) entered into service on June 14, 2024.

Upon commencement of long-term firm capacity obligations, the MVP In-Service Date (defined in Note 8 to the Condensed Consolidated Financial Statements) occurred on July 1, 2024.

Our Production segment is committed to an initial 1.29 billion cubic feet (Bcf) per day of firm capacity on the MVP through June 30, 2044.

Accordingly, as a result of the occurrence of the MVP In-Service Date, we expect our Production segment's future (i) transmission expense to increase as a result of the additional contracted capacity and (ii) gathering expense to decrease pursuant to the terms of the Consolidated GGA (defined in Note 2 to the Condensed Consolidated Financial Statements).

The MVP Joint Venture (defined in Note 1 to the Condensed Consolidated Financial Statements) has continued to make restoration efforts with respect to the MVP.

Estimated total project cost of the MVP is approximately $8.1 billion, excluding allowance for funds used during construction.

Of this amount, $100.4 million was contributed by us following our closing of the Equitrans Midstream Merger, including the $15.2 million payable as of September 30, 2024, which was paid in October 2024.

Curtailments and Commodity Prices

On March 4, 2024, we announced our decision to strategically curtail approximately 1.0 Bcf per day of gross production (the Strategic Curtailment) beginning on February 24, 2024 in response to the low natural gas price environment resulting from warm winter weather and elevated storage inventories.

The Strategic Curtailment resulted in total decreased sales volume of 82 billion cubic feet of natural gas equivalents (Bcfe) during the period beginning on February 24, 2024 and ending on June 19, 2024 and 25 Bcfe during the period beginning July 4, 2024 and ending on September 30, 2024.

In response to market fundamentals, we expect to continue to strategically curtail our production.

Our sales volume guidance assumes 10 to 15 Bcfe of curtailments during the fourth quarter of 2024.

Recent and Significant Events

Olympus Energy Acquisition.

On April 22, 2025, we entered into a purchase agreement (the Olympus Energy Purchase Agreement), with Olympus Energy Holdings LLC, Hyperion Midstream LLC and Bow & Arrow Land Company LLC (collectively, Olympus Energy), pursuant to which we agreed to acquire certain upstream and midstream assets of Olympus Energy (the Olympus Energy Acquisition), including approximately 90,000 net acres with approximately 500 MMcf per day of net production, for consideration of approximately 26 million shares of EQT common stock and $500 million in cash, as adjusted pursuant to customary closing purchase price adjustments.

We expect to fund the cash consideration with cash on hand and borrowings under EQT's revolving credit facility.

The Olympus Energy Purchase Agreement has an effective date of March 31, 2025.

The Olympus Energy Acquisition is expected to close in the third quarter of 2025, subject to regulatory approvals and the satisfaction of customary closing conditions.

Upon execution of the Olympus Energy Purchase Agreement, we deposited $90 million into an escrow account, which will be credited toward the cash consideration upon the closing of the Olympus Energy Acquisition.

NEPA Gathering System Acquisition and NEPA Non-Operated Asset Divestitures

Results of operations for the three months ended March 31, 2025 include the results of our 100% ownership of certain gathering assets located in Northeast Pennsylvania (the NEPA Gathering System).

During and prior to the first quarter of 2024, we owned 50% of the NEPA Gathering System.

On April 11, 2024, we completed our acquisition of a minor equity partner's 33.75% interest in the NEPA Gathering System, and, on May 31, 2025, we received as consideration for the First NEPA Non-Operated Asset Divestiture (defined below) the remaining 16.25% interest in the NEPA Gathering System.

Results of operations for the three months ended March 31, 2025 include the impact of our divestitures (the NEPA Non-Operated Asset Divestitures) of interest in our non-operated natural gas assets in Northeast Pennsylvania.

On May 31, 2024, we completed the divestiture (the First NEPA Non-Operated Asset Divestiture) of an undivided 40% interest in our non-operated natural gas assets in Northeast Pennsylvania.

On December 31, 2024, we completed the divestiture (the Second NEPA Non-Operated Asset Divestiture) of the remaining undivided 60% interest in our non-operated natural gas assets in Northeast Pennsylvania.

Equitrans Midstream Merger

Results of operations for the three months ended March 31, 2025 include the results of our operation of assets acquired in the Equitrans Midstream Merger (defined in Note 11 to the Condensed Consolidated Financial Statements), which was completed on July 22, 2024.

See Note 11 to the Condensed Consolidated Financial Statements.

For the three months ended March 31, 2025, our consolidated gathering expense decreased due to our ownership of the gathering and transmission assets acquired in the Equitrans Midstream Merger.

Our ownership of such assets is expected to continue to have a prominent, favorable impact on our Production segment's gathering expense with a corresponding increase to our Production segment's affiliate transportation and processing expense, which is eliminated in consolidation.

EQT CORPORATION AND SUBSIDIARIES

Management's Discussion and Analysis of Financial Condition and Results of Operations

Continued low natural gas prices may result in further adjustments to our 2024 planned development schedule or the development schedule of non-operated wells in which we have a working interest.

In addition, as a result of our ownership of the transmission assets and equity method investment in the MVP Joint Venture (defined in Note 8 to the Condensed Consolidated Financial Statements) acquired in the Equitrans Midstream Merger, expenses incurred for transportation services provided by transmission assets in which we hold a controlling interest are eliminated in consolidation but presented in our Production segment's results as transportation and processing to affiliate.

Expenses incurred for transportation services provided by the MVP (defined in Note 8 to the Condensed Consolidated Financial Statements) do not eliminate in consolidation and are presented in our Production segment's results as transmission expense.

We record our equity earnings from our investment in the MVP Joint Venture in income from investments in the Statements of Condensed Consolidated Operations.

Trends and Uncertainties

Low natural gas prices or volatility in the natural gas market may result in adjustments to our 2025 planned development schedule or the development schedule of non-operated wells in which we have a working interest.

Further, we cannot control or otherwise influence the development schedule of non-operated wells in which we have a working interest.

Certain operators of wells in which we have a non-operating working interest also curtailed production in 2024.

For the three months ended September 30, 2024, we estimate that our total expected sales volume was negatively impacted by approximately 35 Bcfe of curtailments, including our Strategic Curtailment of 25 Bcfe and curtailments by certain operators of wells in which we have a non-operating working interest.

For the nine months ended September 30, 2024, we estimate that our total expected sales volume was negatively impacted by approximately 125 to 130 Bcfe of curtailments, including our Strategic Curtailment of 107 Bcfe and curtailments by certain operators of wells in which we have a non-operating working interest.

Adjustments to our 2025 planned development schedule or the development schedule of non-operated wells in which we have a working interest, including due to declines in natural gas prices, the pace of well completions, access to sand and water to conduct drilling operations, access to sufficient pipeline takeaway capacity, unscheduled downtime at processing facilities or otherwise, could impact our future sales volume, operating revenues and expenses, per unit metrics and capital expenditures.

The annual inflation rate in the United States remains elevated compared to the rate of inflation over the prior five years.

Inflationary pressures have multiple impacts on our business, including increasing our operating expenses and our cost of capital.

While the prices for certain of the raw materials and services we use in our operations have generally decreased from the peak prices experienced during 2022, we will not fully realize the benefit of such reduced prices until we enter into new contracts for such materials and services, and inflationary pressures may cause prices to fluctuate.

Additionally, certain of our commitments for demand charges under our existing long-term contracts and processing capacity are subject to consumer price index adjustments.

Although we believe our scale and supply chain contracting strategy of using multi-year sand and frac crew contracts allows us to maximize capital and operating efficiencies, future increases in the inflation rate will negatively impact our long-term contracts with consumer price index adjustments.

We expect commodity prices to be volatile through 2024 due to macroeconomic uncertainty and geopolitical tensions, including developments pertaining to Russia's invasion of Ukraine and conflicts in the Middle East.

President Trump has executed several executive orders, some of which impact the oil and gas industry, and he and others in Congress have indicated the potential for further changes to regulations, many of which could impact the oil and gas industry, as well as the implementation of tariffs on foreign goods and services.

It is uncertain at this time to what extent such changes in regulations and tariffs will impact our business.

Tariffs on foreign goods and services could result in other countries instituting tariffs on U.S.

goods and services, which could impact the demand for and price of natural gas, increase the price of supplies and raw materials that we rely on to conduct our business, and could impact interest rates.

A changing regulatory environment and domestic or foreign tariffs could ultimately impact our future sales volume, operating revenues and expenses, per unit metrics and capital expenditures.

Lastly, we expect commodity prices to be volatile through 2025 due to macroeconomic uncertainty, changes to the regulatory environment and geopolitical tensions, including developments pertaining to Russia's invasion of Ukraine, conflicts in the Middle East and potential further imposition of domestic and foreign tariffs.

Our revenue, profitability, liquidity and financial position will continue to be impacted in the future by the market prices for natural gas and, to a lesser extent, NGLs and oil.

Consolidated Results of Operations

Net loss attributable to EQT Corporation for the three months ended September 30, 2024 was $300.8 million, $0.54 per diluted share, compared to net income attributable to EQT Corporation of $81.3 million, $0.20 per diluted share, for the same period in 2023.

The change was attributable primarily to increased other operating expenses, increased depreciation, depletion and amortization, a lower gain on derivatives and increased net interest expense, partly offset by decreased transportation and processing expense and increased cash operating revenues, including pipeline revenues, which increased as a result of our operation of assets acquired in the Equitrans Midstream Merger.

Net loss attributable to EQT Corporation for the nine months ended September 30, 2024 was $187.8 million, $0.39 per diluted share, compared to net income attributable to EQT Corporation of $1,233.2 million, $3.08 per diluted share, for the same period in 2023.

The change was attributable primarily to lower gain on derivatives, decreased sales of natural gas, NGLs and oil, increased depreciation, depletion and amortization expense, increased other operating expenses, increased net interest expense and increased production expense, partly offset by recognition of an income tax benefit in 2024 compared to an income tax expense in 2023, the gain on the NEPA Non-Operated Asset Divestiture and increased pipeline revenues, which increased as a result of our operation of assets acquired in the Equitrans Midstream Merger.

Results of operations for the three and nine months ended September 30, 2024 include the results of our operation of assets acquired in the Equitrans Midstream Merger, which closed on July 22, 2024.

See Note 12 to the Condensed Consolidated Financial Statements.

Results of operations for the nine months ended September 30, 2024 include the results of our operation of assets received as consideration for the NEPA Non-Operated Asset Divestiture, which closed on May 31, 2024.

Such assets received included the remaining 16.25% equity interest in the NEPA Gathering System (defined in Note 11 to the Condensed Consolidated Financial Statements) (which was the sole remaining minority interest following our acquisition of a 33.75% equity interest in the NEPA Gathering System Acquisition (defined in Note 11 to the Condensed Consolidated Financial Statements) on April 11, 2024), resulting in our 100% ownership of the NEPA Gathering System.

See Note 11 to the Condensed Consolidated Financial Statements.

Net income attributable to EQT Corporation for the three months ended March 31, 2025 was $242.1 million, $0.40 per diluted share, compared to $103.5 million, $0.23 per diluted share, for the same period in 2024.

The increase was attributable primarily to increased sales of natural gas, NGLs and oil, increased pipeline revenues, decreased gathering expense and increased net income attributable to noncontrolling interests in the Midstream Joint Venture (defined in Note 9 to the Condensed Consolidated Financial Statements), partly offset by a loss on derivatives recognized in 2025, increased depreciation, depletion and amortization expense, increased transmission expense and increased net interest expense.

See "Average Realized Price Reconciliation" for a discussion and calculation of our average realized price, which is based on our Production segment's adjusted operating revenues (Production adjusted operating revenues), a non-GAAP supplemental financial measure that has been reconciled from total Production operating revenues in "Non-GAAP Financial Measures Reconciliation." See "Business Segment Results of Operations" for a discussion of segment operating revenues and expenses and "Other Income Statement Items" for a discussion of other income statement items.

See "Investing Activities" under "Capital Resources and Liquidity" for a discussion of capital expenditures, including by business segment.

EQT CORPORATION AND SUBSIDIARIES

Management's Discussion and Analysis of Financial Condition and Results of Operations

In addition, results of operations for the nine months ended September 30, 2024 include the results of our operation of assets acquired in the Tug Hill and XcL Midstream Acquisition (defined in Note 11 to the Condensed Consolidated Financial Statements), which closed on August 22, 2023.

See "Average Realized Price Reconciliation" for a discussion and calculation of our average realized price, which is based on Production adjusted operating revenues, a non-GAAP supplemental financial measure that has been reconciled from total operating revenues in "Non-GAAP Financial Measures Reconciliation."

See "Business Segment Results of Operations" for a discussion of segment operating revenues and expenses and "Unallocated and Other Income Statement Items" for a discussion of other, unallocated income statement items.

See "Investing Activities" under "Capital Resources and Liquidity" for a discussion of capital expenditures, including by business segment.

Average Realized Price Reconciliation

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Production adjusted operating revenues is presented because it is an important measure we use to evaluate period-to-period comparisons of earnings trends.

Production adjusted operating revenues should not be considered as an alternative to total operating revenues.

See "Non-GAAP Financial Measures Reconciliation" for a reconciliation of Production adjusted operating revenues from total operating revenues, the most directly comparable financial measure calculated in accordance with United States generally accepted accounting principles (GAAP).

Production adjusted operating revenues should not be considered as an alternative to total Production operating revenues.

See "Non-GAAP Financial Measures Reconciliation" for a reconciliation of Production adjusted operating revenues from total Production operating revenues, the most directly comparable financial measure calculated in accordance with United States generally accepted accounting principles (GAAP).

EQT CORPORATION AND SUBSIDIARIES

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Three Months Ended

September 30, Nine Months Ended

September 30,

2024 2023 2024 2023

(Thousands, unless otherwise noted)

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Non-GAAP Financial Measures Reconciliation

The table below reconciles Production adjusted operating revenues, a non-GAAP supplemental financial measure, from total operating revenues, the most comparable financial measure calculated in accordance with GAAP.

See Note 2 to the Condensed Consolidated Financial Statements for a reconciliation of total operating revenues to EQT Corporation operating revenues as reported in the Statements of Condensed Consolidated Operations.

The table below reconciles Production adjusted operating revenues, a non-GAAP supplemental financial measure, from total Production operating revenues, the most comparable financial measure calculated in accordance with GAAP.

See Note 2 to the Consolidated Financial Statements for a reconciliation of total Production operating revenues to EQT Corporation operating revenues as reported in the Statements of Condensed Consolidated Operations.

Production adjusted operating revenues (also referred to in this report as total natural gas and liquids sales, including cash settled derivatives) is presented because it is an important measure we use to evaluate period-to-period comparisons of earnings trends.

Production adjusted operating revenues is defined as total operating revenues, less the revenue impact of changes in the fair value of derivative instruments prior to settlement and pipeline, net marketing services and other revenues.

Production adjusted operating revenues is defined as total Production operating revenues, less the revenue impact of changes in the fair value of derivative instruments prior to settlement and Production net marketing services and other revenues.

We believe that Production adjusted operating revenues provides useful information to investors regarding our financial condition and results of operations because it helps facilitate comparisons of operating performance and earnings trends across periods.

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thus, the measure excludes the often-volatile revenue impact of changes in the fair value of derivative instruments prior to settlement.

The measure also excludes pipeline, net marketing services and other revenues, which consists of costs of, and recoveries on, pipeline capacity releases and other revenues, because it is unrelated to the revenue from our natural gas and liquids production.

The measure also excludes Production net marketing services and other revenues, which consists of costs of, and recoveries on, pipeline capacity releases and other revenues.

Three Months Ended

September 30, Nine Months Ended

September 30,

2024 2023 2024 2023

(Thousands, unless otherwise noted)

Total operating revenues

Total Production operating revenues

$ 1,569,283 $ 1,408,801

(Deduct) add:

Gain on derivatives (66,816) (177,906) (234,660) (1,167,144)

Net cash settlements received on derivatives 288,136 255,804 1,037,321 625,051

Add (deduct):

Production loss (gain) on derivatives 678,919 (106,511)

Net cash settlements (paid) received on derivatives (a) (91,986) 451,004

Premiums paid for derivatives that settled during the period — (34,669)

Pipeline, net marketing services and other (117,234) (6,313) (120,748) (18,214)

Production net marketing services and other revenues (3,475) 1,615

Production adjusted operating revenues, a non-GAAP financial measure

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Total sales volume (MMcfe) 570,751 534,050

Average sales price ($/Mcfe) $ 3.93 $ 2.44

Average realized price ($/Mcfe) $ 3.77 $ 3.22

(a) For the three months ended March 31, 2025, net cash settlements paid on derivatives was composed of net cash settlements paid on NYMEX natural gas hedge positions of approximately $43 million and net cash settlements paid on basis and liquids hedge positions of approximately $49 million.

For the three months ended March 31, 2024, net cash settlements received on derivatives was composed of net cash settlements received on NYMEX natural gas hedge positions of approximately $464 million and net cash settlements paid on basis and liquids hedge positions of approximately $13 million.

Net cash settlements (paid) received on derivatives are included in average realized price but may not be included in operating revenues.

EQT CORPORATION AND SUBSIDIARIES

Management's Discussion and Analysis of Financial Condition and Results of Operations

Business Segment Results of Operations

Operating segments are revenue-producing components of an entity for which separate financial information is produced internally and reviewed by the chief operating decision maker to allocate resources and measure financial performance.

Operating segments are revenue-producing components of an entity for which separate financial information is produced internally and reviewed by the chief operating decision maker to measure financial performance and allocate resources.

Prior to the completion of the Equitrans Midstream Merger, we reported our results of operations as a single consolidated segment.

As a result of the completion of the Equitrans Midstream Merger, we adjusted our internal reporting structure and our chief operating decision maker changed the manner in which he allocates resources and measures financial performance to incorporate the gathering and transmission assets we acquired in the Equitrans Midstream Merger.

Thereafter, and as a result thereof, we adjusted our internal reporting structure and our chief operating decision maker changed the manner in which he measures financial performance and allocates resources to incorporate the gathering and transmission assets we acquired in the Equitrans Midstream Merger.

Hence, our operations expanded to comprise three discrete segments reflective of our three lines of business of Production, Gathering and Transmission.

Accordingly, the manner in which we report our operations has been changed retrospectively, with certain prior period amounts recast between Production and Gathering.

Accordingly, the manner in which we report our operations has been changed retrospectively, with certain prior period amounts recast between our Production segment and Gathering segment.

The following sections summarize operating income and certain operational measures by our three reportable segments.

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See Note 2 to the Condensed Consolidated Financial Statements for financial information by business segment.

EQT CORPORATION AND SUBSIDIARIES

Management's Discussion and Analysis of Financial Condition and Results of Operations

Certain amounts, including cash and cash equivalents, debt, income taxes and other amounts related to our headquarters function as well as amounts related to our energy transition initiatives are managed on a consolidated basis and, as such, have not been allocated to our reportable segments.

Changes to these amounts are discussed under "Other Income Statement Items."

Three Months Ended September 30, 2024 Compared to Three Months Ended September 30, 2023

Three Months Ended September 30,

2024 2023 Change % Change

(Thousands, unless otherwise noted)

Total sales volume (MMcfe) 581,414 522,700 58,714 11.2

Average daily sales volume (MMcfe/d) 6,320 5,682 638 11.2

Operating revenues:

Sales of natural gas, NGLs and oil $ 1,099,752 $ 1,001,883 $ 97,869 9.8

Gain on derivatives 72,489 177,906 (105,417) (59.3)

Pipeline, net marketing services and other 5,826 3,456 2,370 68.6

Total operating revenues 1,178,067 1,183,245 (5,178) (0.4)

Operating expenses:

Gathering 115,599 328,549 (212,950) (64.8)

Transmission 250,757 166,572 84,185 50.5

Processing 74,489 59,667 14,822 24.8

Transportation and processing to affiliate 252,825 39,200 213,625 545.0

Lease operating expense (LOE) 54,199 40,083 14,116 35.2

Production taxes 39,643 22,775 16,868 74.1

Exploration 282 447 (165) (36.9)

Selling, general and administrative (a) 62,952 56,942 6,010 10.6

Production depletion 529,785 439,613 90,172 20.5

Other depreciation and depletion 960 747 213 28.5

Loss on sale/exchange of long-lived assets 9,708 1,511 8,197 542.5

Impairment and expiration of leases 12,095 6,419 5,676 88.4

Other operating expenses 10,206 (621) 10,827 (1,743.5)

Total operating expenses 1,413,500 1,161,904 251,596 21.7

Operating (loss) income $ (235,433) $ 21,341 $ (256,774) (1,203.2)

Per Unit ($/Mcfe):

Gathering $ 0.20 $ 0.63 $ (0.43) (68.3)

Transmission 0.43 0.32 0.11 34.4

Processing 0.13 0.11 0.02 18.2

Transportation and processing to affiliate 0.43 0.07 0.36 514.3

LOE 0.09 0.08 0.01 12.5

Production taxes 0.07 0.04 0.03 75.0

Selling, general and administrative 0.11 0.11 — —

Production depletion 0.91 0.84 0.07 8.3

(a) Prior period selling, general and administrative expense was not recast as the necessary information is not available and the cost to develop such information would be excessive.

EQT CORPORATION AND SUBSIDIARIES

Management's Discussion and Analysis of Financial Condition and Results of Operations

Sales volume.

Sales volume increased for the three months ended September 30, 2024 compared to the same period in 2023 primarily as a result of sales volume increases of 31 Bcfe from the assets acquired in the Tug Hill and XcL Midstream Acquisition and increases from wells turned-in-line, partly offset by sales volume decreases of 25 Bcfe due to the Strategic Curtailment and decreases of 12 Bcfe due to the NEPA Non-Operated Asset Divestiture.

Sales of natural gas, NGLs and oil.

Sales of natural gas, NGLs and oil increased for the three months ended September 30, 2024 compared to the same period in 2023 due to increased sales volume and higher average realized price.

Average realized price increased for the three months ended September 30, 2024 compared to the same period in 2023 due to favorable cash settled NYMEX derivatives and favorable average differential, partly offset by lower NYMEX price.

The following table presents the composition of net cash settlements received on derivatives.

Three Months Ended

September 30,

Net cash settlements received on NYMEX natural gas hedge positions $ 339,283 $ 199,042

Net cash settlements (paid) received on basis and liquids hedge positions (51,147) 56,762

Net cash settlements received on derivatives $ 288,136 $ 255,804

Net cash settlements received on derivatives are included in average realized price but may not be included in operating revenues.

For the three months ended September 30, 2024 and 2023, we paid premiums of $5.0 million and $65.2 million, respectively, for derivatives that settled during the period.

Gain on derivatives.

For the three months ended September 30, 2024 and 2023, we recognized a gain on derivatives of $72.5 million and $177.9 million related primarily to increases in the fair market value of our NYMEX swaps and options due to decreases in NYMEX forward prices.

Gathering expense decreased on an absolute and per Mcfe basis for the three months ended September 30, 2024 compared to the same period in 2023 due primarily to our Gathering segment's ownership of the gathering assets acquired in the Equitrans Midstream Merger, our Transmission segment's ownership of the transmission and storage assets acquired in the Equitrans Midstream Merger and our Gathering segment's ownership of the additional interest in the NEPA Gathering System acquired in the NEPA Gathering System Acquisition and as consideration for the NEPA Non-Operated Asset Divestiture.

Transmission.

Transmission expense increased on an absolute and per Mcfe basis for the three months ended September 30, 2024 compared to the same period in 2023 due primarily to additional contracted capacity, including on the MVP, which commenced long-term firm capacity obligations on July 1, 2024.

Processing expense increased on an absolute and per Mcfe basis for the three months ended September 30, 2024 compared to the same period in 2023 due primarily to increased volumes from the development of liquids-rich areas and increased processing expense from the liquids-rich assets acquired in the Tug Hill and XcL Midstream Acquisition.

Transportation and processing to affiliate .

Affiliate transportation and processing expense increased on an absolute and per Mcfe basis for the three months ended September 30, 2024 compared to the same period in 2023 due primarily to our Gathering segment's ownership of the gathering assets acquired in the Equitrans Midstream Merger, our Transmission segment's ownership of the transmission and storage assets acquired in the Equitrans Midstream Merger and our Gathering segment's ownership of the additional interest in the NEPA Gathering System acquired in the NEPA Gathering System Acquisition and as consideration for the NEPA Non-Operated Asset Divestiture.

In addition, affiliate transportation and processing expense increased on a per Mcfe basis for the three months ended September 30, 2024 compared to the same period in 2023 due to our Gathering segment's ownership of the gathering assets acquired in the Tug Hill and XcL Midstream Acquisition during the third quarter of 2023.

LOE increased on an absolute and per Mcfe basis for the three months ended September 30, 2024 compared to the same period in 2023 due primarily to increased LOE from the water assets acquired in the Equitrans Midstream Merger and the assets acquired in the Tug Hill and XcL Midstream Acquisition.

EQT CORPORATION AND SUBSIDIARIES

Management's Discussion and Analysis of Financial Condition and Results of Operations

Production taxes.

Production taxes increased on an absolute and per Mcfe basis for the three months ended September 30, 2024 compared to the same period in 2023 due primarily to increased West Virginia property tax expense from the assets acquired in the Tug Hill and XcL Midstream Acquisition as well as increased severance tax expense from increased sales volume.

Selling, general and administrative.

Selling, general and administrative expense increased on an absolute basis for the three months ended September 30, 2024 compared to the same period in 2023 due primarily to higher personnel costs due to increased workforce headcount, including as a result of the Equitrans Midstream Merger.

Depreciation and depletion.

Production depletion expense increased on an absolute and per Mcfe basis for the three months ended September 30, 2024 compared to the same period in 2023 due to increased sales volume and higher annual depletion rate.

Loss (gain) on sale/exchange of long-lived assets .

During the three months ended September 30, 2024, we recognized a loss on the NEPA Non-Operated Asset Divestiture of approximately $8.0 million.

See Note 11 to the Condensed Consolidated Financial Statements.

Impairment and expiration of leases.

During the three months ended September 30, 2024 and 2023, we recognized impairment and expiration of leases related to leases that we no longer expect to extend or develop prior to their expiration based on our development plan.

Other operating expenses .

Other operating expenses increased for the three months ended September 30, 2024 compared to the same period in 2023 due primarily to increased legal and environmental reserves.

EQT CORPORATION AND SUBSIDIARIES

Management's Discussion and Analysis of Financial Condition and Results of Operations

Nine Months Ended September 30, 2024 Compared to Nine Months Ended September 30, 2023

Nine Months Ended September 30,

2025 2024 Change % Change

2 unchanged sentences

Average daily sales volume (MMcfe/d) 6,342 5,869 473 8.1

Average sales price ($/Mcfe) $ 3.93 $ 2.44 $ 1.49 61.1

Operating revenues:

Sales of natural gas, NGLs and oil $ 2,244,727 $ 1,303,905 $ 940,822 72.2

Gain on derivatives 240,333 1,167,144 (926,811) (79.4)

Pipeline, net marketing services and other 2,757 9,675 (6,918) (71.5)

(Loss) gain on derivatives (678,919) 106,511 (785,430) (737.4)

Net marketing services and other 3,475 (1,615) 5,090 315.2

Total operating revenues 1,569,283 1,408,801 160,482 11.4

Operating expenses:

Transportation and processing:

Gathering 44,837 318,059 (273,222) (85.9)

1 unchanged sentence

Processing 82,508 58,655 23,853 40.7

Transportation and processing to affiliate 384,917 87,075 297,842 342.1

LOE 144,956 102,226 42,730 41.8

Transportation and processing to affiliate (a) 310,391 60,907 249,484 409.6

Total transportation and processing 688,600 606,088 82,512 13.6

Lease operating expense (LOE) 41,800 43,128 (1,328) (3.1)

Production taxes 46,638 47,521 (883) (1.9)

Exploration 1,051 916 135 14.7

Selling, general and administrative (a) 180,767 168,999 11,768 7.0

Selling, general and administrative (b) 48,670 73,053 (24,383) (33.4)

Production depletion 542,335 483,080 59,255 12.3

Other depreciation and depletion 1,159 574 585 101.9

(Gain) loss on sale/exchange of long-lived assets (310,252) 17,814 (328,066) (1,841.6)

Loss on sale/exchange of long-lived assets 184 90 94 104.4

Impairment and expiration of leases 2,661 9,209 (6,548) (71.1)

1 unchanged sentence

Total operating expenses 1,377,497 1,266,259 111,238 8.8

Operating (loss) income $ (77,458) $ 1,579,181 $ (1,656,639) (104.9)

Operating income $ 191,786 $ 142,542 $ 49,244 34.5

Per Unit ($/Mcfe):

2 unchanged sentences

Processing 0.14 0.11 0.03 27.3

Transportation and processing to affiliate 0.24 0.06 0.18 300.0

Transportation and processing to affiliate (a) 0.54 0.11 0.43 390.9

LOE 0.07 0.08 (0.01) (12.5)

Production taxes 0.08 0.09 (0.01) (11.1)

Selling, general and administrative 0.11 0.12 (0.01) (8.3)

Selling, general and administrative (b) 0.09 0.14 (0.05) (35.7)

Production depletion 0.95 0.90 0.05 5.6

(a) Prior period selling, general and administrative expense was not recast as the necessary information is not available and the cost to develop such information would be excessive.

Sales volume.

Sales volume increased for the nine months ended September 30, 2024 compared to the same period in 2023 primarily as a result of sales volume increases of 155 Bcfe from the assets acquired in the Tug Hill and XcL Midstream Acquisition and increases from wells turned-in-line, partly offset by sales volume decreases of 107 Bcfe due to the Strategic Curtailment and decreases of 17 Bcfe due to the NEPA Non-Operated Asset Divestiture.

(a) Transportation and processing to affiliate represents intercompany transactions with our Gathering and Transmission segments, which are eliminated in consolidation.

(b) Selling, general and administrative expense incurred prior to the Equitrans Midstream Merger closing date was not recast as the necessary information is not available and the cost to develop such information would be excessive.

EQT CORPORATION AND SUBSIDIARIES

1 unchanged sentence

Sales of natural gas, NGLs and oil.

Sales of natural gas, NGLs and oil decreased for the nine months ended September 30, 2024 compared to the same period in 2023 due to lower average realized price, partly offset by increased sales volume.

Average realized price decreased for the nine months ended September 30, 2024 compared to the same period in 2023 due to lower NYMEX price and lower East Coast basis spreads, partly offset by favorable cash settled NYMEX derivatives and higher NGLs price.

The following table presents the composition of net cash settlements received on derivatives.

Nine Months Ended

September 30,

Net cash settlements received on NYMEX natural gas hedge positions $ 1,195,411 $ 738,047

Net cash settlements paid on basis and liquids hedge positions (158,090) (112,996)

Net cash settlements received on derivatives $ 1,037,321 $ 625,051

Net cash settlements received on derivatives are included in average realized price but may not be included in operating revenues.

For the nine months ended September 30, 2024 and 2023, we paid premiums of $44.6 million and $232.1 million, respectively, for derivatives that settled during the period.

Gain on derivatives.

For the nine months ended September 30, 2024, we recognized a gain on derivatives of $240.3 million related primarily to increases in the fair market value of our NYMEX swaps and options due to decreases in NYMEX forward prices.

For the nine months ended September 30, 2023, we recognized a gain on derivatives of $1,167.1 million related primarily to increases in the fair market value of our NYMEX swaps and options due to decreases in NYMEX forward prices, partly offset by a loss on our Production segment's derivative liability related to the Henry Hub Cash Bonus (defined in Note 2 to the Condensed Consolidated Financial Statements).

Gathering expense decreased on an absolute and per Mcfe basis for the nine months ended September 30, 2024 compared to the same period in 2023 due primarily to our Gathering segment's ownership of the gathering assets acquired in the Equitrans Midstream Merger, our Transmission segment's ownership of the transmission and storage assets acquired in the Equitrans Midstream Merger and our Gathering segment's ownership of the additional interest in the NEPA Gathering System acquired in the NEPA Gathering System Acquisition and as consideration for the NEPA Non-Operated Asset Divestiture.

Sales of natural gas, NGLs and oil increased for the three months ended March 31, 2025 compared to the same period in 2024 by approximately $941 million composed of approximately $851 million attributable to higher average sales price and approximately $90 million attributable to increased sales volumes.

The average sales price increased for the three months ended March 31, 2025 compared to the same period for 2024 due primarily to a higher NYMEX price and favorable basis differentials.

Sales volume increased for the three months ended March 31, 2025 compared to the same period for 2024 primarily as a result of sales volume increases from wells turned-in-line since the first quarter of 2024 and from production curtailments in 2024 of 28 Bcfe, partly offset by sales volume decreases of 41 Bcfe, net, from assets exchanged in the NEPA Non-Operated Asset Divestitures.

The increase in sales volume had a favorable impact on per unit costs for the three months ended March 31, 2025 compared to the same period for 2024.

(Loss) gain on derivatives.

For the three months ended March 31, 2025, we recognized a loss on derivatives of $678.9 million related primarily to decreases in the fair market value of our NYMEX swaps and options of approximately $783 million due to increases in NYMEX forward prices, partly offset by increases in the fair market value of our basis swaps of approximately $104 million.

For the three months ended March 31, 2024, we recognized a gain on derivatives of approximately $106.5 million related primarily to increases in the fair market value of our NYMEX swaps and options of approximately $334 million due to decreases in NYMEX forward prices, partly offset by decreases in the fair market value of our basis swaps of approximately $228 million.

Transportation and processing

Gathering expense decreased on an absolute and per Mcfe basis for the three months ended March 31, 2025 compared to the same period in 2024 due primarily to our Gathering segment's ownership of the gathering assets acquired in the Equitrans Midstream Merger, our Transmission segment's ownership of the transmission and storage assets acquired in the Equitrans Midstream Merger and our Gathering segment's ownership of additional interest in the NEPA Gathering System acquired in the second quarter of 2024.

In addition, gathering expense decreased due to our divestiture of assets in the NEPA Non-Operated Asset Divestitures, which had incurred $18 million of gathering expense in 2024.

Transmission.

Transmission expense increased on an absolute and per Mcfe basis for the nine months ended September 30, 2024 compared to the same period in 2023 due primarily to additional contracted capacity, including on the MVP, which commenced long-term firm capacity obligations on July 1, 2024, as well as credits received in 2023 from the Texas Eastern Transmission pipeline.

Processing expense increased on an absolute and per Mcfe basis for the nine months ended September 30, 2024 compared to the same period in 2023 due primarily to increased processing expense from the liquids-rich assets acquired in the Tug Hill and XcL Midstream Acquisition.

Transmission expense increased on an absolute and per Mcfe basis for the three months ended March 31, 2025 compared to the same period in 2024 due primarily to capacity charges on the MVP of approximately $88 million and additional contracted capacity on the Transco pipeline of approximately $14 million, partly offset by capacity released in connection with the NEPA Non-Operated Asset Divestitures of approximately $23 million.

Processing expense increased on an absolute and per Mcfe basis for the three months ended March 31, 2025 compared to the same period in 2024 due primarily to increased production of gas requiring processing from wells turned-in-line since the first quarter of 2024.

Transportation and processing to affiliate .

Affiliate transportation and processing expense increased on an absolute and per Mcfe basis for the nine months ended September 30, 2024 compared to the same period in 2023 due primarily to our Gathering segment's ownership of the gathering assets acquired in the Equitrans Midstream Merger, our Transmission segment's ownership of the transmission and storage assets acquired in the Equitrans Midstream Merger and our Gathering segment's ownership of the additional interest in the NEPA Gathering System acquired in the NEPA Gathering System Acquisition and as consideration for the NEPA Non-Operated Asset Divestiture.

In addition, affiliate transportation and processing expense also increased on a per Mcfe basis for the nine months ended September 30, 2024 compared to the same period in 2023 due to our Gathering segment's ownership of the gathering assets acquired in the Tug Hill and XcL Midstream Acquisition during the third quarter of 2023.

LOE increased on an absolute and per Mcfe basis for the nine months ended September 30, 2024 compared to the same period in 2023 due primarily to increased LOE from the assets acquired in the Tug Hill and XcL Midstream Acquisition.

EQT CORPORATION AND SUBSIDIARIES

Management's Discussion and Analysis of Financial Condition and Results of Operations

Affiliate transportation and processing expense increased on an absolute and per Mcfe basis for the three months ended March 31, 2025 compared to the same period in 2024 due primarily to our Gathering segment's ownership of the gathering assets acquired in the Equitrans Midstream Merger, our Transmission segment's ownership of the transmission and storage assets acquired in the Equitrans Midstream Merger and our Gathering segment's ownership of additional interest in the NEPA Gathering System acquired in the second quarter of 2024.

Production taxes.

Production taxes increased on an absolute and per Mcfe basis for the nine months ended September 30, 2024 compared to the same period in 2023 due primarily to increased West Virginia property tax expense from the assets acquired in the Tug Hill and XcL Midstream Acquisition and higher price as well as increased severance tax expense from increased sales volume.

Production tax expense decreased on an absolute and per Mcfe basis for the three months ended March 31, 2025 compared to the same period in 2024 due to decreased property tax expense of approximately $14 million from lower property tax value using prior year pricing, partly offset by increased severance tax expense of approximately $12 million from increased sales volume and higher sales prices.

Selling, general and administrative.

Selling, general and administrative expense increased on an absolute basis for the nine months ended September 30, 2024 compared to the same period in 2023 due primarily to higher personnel costs due to increased workforce headcount, including as a result of the Equitrans Midstream Merger, and higher legal and professional services costs.

Selling, general and administrative expense decreased on an absolute basis and per Mcfe basis for the three months ended March 31, 2025 compared to the same period in 2024 due primarily to lower legal and professional service costs.

In addition, we did not recast selling, general and administrative expense for periods prior to the Equitrans Midstream Merger closing date and, upon the Equitrans Midstream Merger closing date, we adjusted our basis for selling, general and administrative expense allocation for multi-segment reporting.

Depreciation and depletion.

Production depletion expense increased on an absolute and per Mcfe basis for the nine months ended September 30, 2024 compared to the same period in 2023 due to increased sales volume and higher annual depletion rate.

Loss (gain) on sale/exchange of long-lived assets .

During the nine months ended September 30, 2024, we recognized a gain on the NEPA Non-Operated Asset Divestiture of approximately $312 million.

See Note 11 to the Condensed Consolidated Financial Statements.

During the nine months ended September 30, 2023, we recognized a loss on exchange of long-lived assets of $17.8 million related to acreage trade agreements where the carrying value of the acres traded exceeded the fair value of the acres received.

Impairment and expiration of leases.

During the nine months ended September 30, 2024 and 2023, we recognized impairment and expiration of leases related to leases that we no longer expect to extend or develop prior to their expiration based on our development plan.

Other operating expenses .

Other operating expenses increased for the nine months ended September 30, 2024 compared to the same period in 2023 due primarily to increased rig release expense and increased legal and environmental reserves.

Production depletion expense increased on an absolute and per Mcfe basis for the three months ended March 31, 2025 compared to the same period in 2024 due to increased sales volume and higher annual depletion rate.

EQT CORPORATION AND SUBSIDIARIES

Management's Discussion and Analysis of Financial Condition and Results of Operations

Three Months Ended September 30, 2024 Compared to Three Months Ended September 30, 2023

Three Months Ended September 30,

Three Months Ended

2025 2024 Change % Change

1 unchanged sentence

Gathered volume (British thermal unit (BBtu)/d):

Firm capacity 5,450 — 5,450 100

Volumetric-based services 4,293 666 3,627 545

Total gathered volume 9,743 666 9,077 1,363

Operating revenues:

Loss on derivatives $ (5,673) $ — $ (5,673) 100

Firm reservation fee revenues (a) 136,752 — 136,752 100

Volumetric-based fee revenues (b) 140,077 42,057 98,020 233

Total operating revenues 271,156 42,057 229,099 545

Operating expenses:

Operating and maintenance 30,712 4,235 26,477 625

Selling, general and administrative (c) 11,366 — 11,366 100

Depreciation 37,773 4,054 33,719 832

Total operating expenses 79,851 8,289 71,562 863

Operating income $ 191,305 $ 33,768 $ 157,537 467

(a) Firm reservation fee revenues for the three months ended September 30, 2024 included unbilled revenues supported by minimum volume commitments (MVCs) of approximately $1.8 million.

(b) For agreements structured with MVCs, includes volumes up to the contractual MVC;

volumes in excess of the contractual MVC are reported under volumetric-based services.

(c) Prior period selling, general and administrative expense was not recast as the necessary information is not available and the cost to develop such information would be excessive.

Gathering revenues and expenses increased for the three months ended September 30, 2024 compared to the same period in 2023 primarily from the gathering assets acquired in the Equitrans Midstream Merger during the third quarter of 2024 and in the Tug Hill and XcL Midstream Acquisition during the third quarter of 2023.

Prior to the close of the Equitrans Midstream Merger, we did not own gathering assets that provided firm gathering services.

EQT CORPORATION AND SUBSIDIARIES

Management's Discussion and Analysis of Financial Condition and Results of Operations

Nine Months Ended September 30, 2024 Compared to Nine Months Ended September 30, 2023

Nine Months Ended September 30,

2024 2023 Change % Change

(Thousands, unless otherwise noted)

Gathered volume (BBtu/d):

Firm capacity 5,450 — 5,450 100

Volumetric-based services 4,059 654 3,405 521

Firm capacity (a) 5,137 — 5,137 100

Volumetric-based services (a) 4,761 1,592 3,169 199

Total gathered volume 9,898 1,592 8,306 522

Operating revenues:

Loss on derivatives $ (5,673) $ — $ (5,673) 100

Firm reservation fee revenues (a) 136,752 — 136,752 100

Volumetric-based fee revenues (b) 278,739 95,753 182,986 191

Firm reservation fee revenue $ 166,691 $ — $ 166,691 100

Volumetric-based fee revenue 168,622 64,362 104,260 162

Total operating revenues 335,313 64,362 270,951 421

1 unchanged sentence

Operating and maintenance 36,309 11,670 24,639 211

Selling, general and administrative (c) 11,366 — 11,366 100

Selling, general and administrative (b) 15,397 — 15,397 100

Depreciation 49,424 637 48,787 7,659

Gain on sale/exchange of long-lived assets (22) — (22) 100

Loss on sale/exchange of long-lived assets — 57 (57) (100)

Other operating expenses 2,982 — 2,982 100

Total operating expenses 104,112 12,364 91,748 742

Operating income $ 231,201 $ 51,998 $ 179,203 345

(a) Firm reservation fee revenues for the nine months ended September 30, 2024 included unbilled revenues supported by MVCs of approximately $1.8 million.

(b) For agreements structured with MVCs, includes volumes up to the contractual MVC;

volumes in excess of the contractual MVC are reported under volumetric-based services.

(c) Prior period selling, general and administrative expense was not recast as the necessary information is not available and the cost to develop such information would be excessive.

Gathering revenues and expenses increased for the nine months ended September 30, 2024 compared to the same period in 2023 primarily from the gathering assets acquired in the Equitrans Midstream Merger during the third quarter of 2024 and in the Tug Hill and XcL Midstream Acquisition during the third quarter of 2023.

Prior to the close of the Equitrans Midstream Merger, we did not own gathering assets that provided firm gathering services.

(a) For agreements structured with MVCs, firm capacity includes volumes up to the contractual MVC and volumetric-based services includes volumes in excess of the contractual MVC.

Gathering revenues and expenses increased for the three months ended March 31, 2025 compared to the same period in 2024 primarily from the gathering assets acquired in the Equitrans Midstream Merger.

In addition, volumetric-based fee revenues from assets owned prior to the Equitrans Midstream Merger increased by approximately $22 million due to increased volumes gathered.

Prior to the completion of the Equitrans Midstream Merger, we did not own gathering assets that provided firm gathering services.

EQT CORPORATION AND SUBSIDIARIES

1 unchanged sentence

Prior to the close of the Equitrans Midstream Merger on July 22, 2024, we did not have transmission or storage assets.

Three Months Ended September 30, 2024 Compared to Three Months Ended September 30, 2023

Three Months Ended

September 30, 2024

March 31, 2025

(Thousands, unless otherwise noted)

5 unchanged sentences

Operating revenues:

Firm reservation fee revenues $ 73,034

Volumetric-based fee revenues:

Other revenues 124

Firm reservation fee revenue $ 117,852

Volumetric-based fee revenue 28,419

Total operating revenues 146,271

5 unchanged sentences

Loss on sale/exchange of long-lived assets 47

Other operating expenses (536)

Total operating expenses 43,121

2 unchanged sentences

Other Income Statement Items

Other operating expenses .

Corporate other operating expenses increased for both the three and nine months ended September 30, 2024 compared to the same periods in 2023 due primarily to transaction costs related to the Equitrans Midstream Merger of $274.6 million and $298.7 million for the three and nine months ended September 30, 2024, respectively, partly offset by lower transaction costs related to the Tug Hill and XcL Midstream Acquisition.

In addition, during the nine months ended September 30, 2024, litigation reserves increased compared to the same period in 2023.

Total transaction costs related to the Equitrans Midstream Merger recognized during the three months ended September 30, 2024 included severance and other termination benefits and stock-based compensation costs of $161.0 million, of which $58.6 million was cash and $102.4 million was non-cash.

(Income) loss from investments.

Income from investments increased for both the three and nine months ended September 30, 2024 compared to the same period in 2023 due primarily to equity earnings from our investment in the MVP Joint Venture, partly offset by a decrease in the fair value of our investment in the Investment Fund (defined in Note 5 to the Condensed Consolidated Financial Statements).

EQT CORPORATION AND SUBSIDIARIES

Management's Discussion and Analysis of Financial Condition and Results of Operations

Other income.

Other income increased during the three months ended September 30, 2024 due to dividends received from our investment in the Investment Fund.

During the nine months ended September 30, 2024, we received proceeds from insurance claim recoveries of $19.1 million related to the assets acquired in the Tug Hill and XcL Midstream Acquisition.

Loss (gain) on debt extinguishment.

During the nine months ended September 30, 2024, we recognized a loss on debt extinguishment of $5.7 million primarily as a result of our prepayment of a portion of the Term Loan Facility (defined in Note 7 to the Condensed Consolidated Financial Statements) as well as our redemption of EQT's 6.125% senior notes.

Income from investments.

Income from investments increased for the three months ended March 31, 2025 compared to the same period in 2024 due primarily to equity earnings from our investment in the MVP Joint Venture of $24.4 million.

Loss on debt extinguishment.

During the three months ended March 31, 2025, we recognized a loss on debt extinguishment of $11.7 million related to the Tender Offers and EQM Exchange Offers (each defined in Note 7 to the Condensed Consolidated Financial Statements).

During the three months ended March 31, 2024, we recognized a loss on debt extinguishment of $3.4 million related to our partial prepayment of the term loans outstanding under EQT's unsecured term loan facility (the Term Loan Facility).

Interest expense, net.

Interest expense, net increased for the three months ended September 30, 2024 compared to the same periods in 2023 due primarily to interest expense on EQM Midstream Partners, LP's (EQM) senior notes (which we consolidate as a result of the Equitrans Midstream Merger), increased interest expense on our borrowings under EQT's revolving credit facility, interest expense on EQT's 5.750% senior notes issued in January 2024 and lower interest income earned on cash on hand, partly offset by decreased interest expense from our repayment and repurchase of certain of our senior notes, decreased interest expense on the Term Loan Facility due to our partial prepayment in January 2024 as well as higher capitalized interest from the assets acquired in the Tug Hill and XcL Midstream Acquisition.

Interest expense, net increased for the nine months ended September 30, 2024 compared to the same periods in 2023 due primarily to interest expense on EQM's senior notes, lower interest income earned on cash on hand, interest expense on EQT's 5.750% senior notes issued in January 2024, increased interest expense on our borrowings under EQT's revolving credit facility and increased interest expense on our borrowings under the Term Loan Facility, partly offset by decreased interest expense from our repayment and repurchase of certain of our senior notes as well as higher capitalized interest from the assets acquired in the Tug Hill and XcL Midstream Acquisition.

See Note 7 to the Condensed Consolidated Financial Statements.

Income tax (benefit) expense.

Net interest expense increased for the three months ended March 31, 2025 compared to the same period in 2024 due primarily to interest expense on EQM Midstream Partners, LP's (EQM) senior notes, interest expense on Eureka Midstream, LLC's (Eureka) borrowings under its revolving credit facility, increased interest expense on our borrowings under EQT's revolving credit facility and higher capitalized interest from the assets acquired in the Equitrans Midstream Merger, partly offset by decreased interest expense from our repayment and repurchase of certain of EQT's senior notes and prepayment of the Term Loan Facility.

Income tax expense.

See Note 6 to the Condensed Consolidated Financial Statements.

EQT CORPORATION AND SUBSIDIARIES

Management's Discussion and Analysis of Financial Condition and Results of Operations

Net income (loss) attributable to noncontrolling interests .

During the three and nine months ended September 30, 2024, we recognized net income attributable to noncontrolling interests of Eureka Midstream Holdings, LLC (Eureka Midstream Holdings), a consolidated joint venture in which we acquired an equity interest as a result of the Equitrans Midstream Merger.

See Note 1 to the Condensed Consolidated Financial Statements.

During the three months ended March 31, 2025, we recognized $67.1 million of net income attributable to noncontrolling interests of the Midstream Joint Venture and $6.4 million of net income attributable to noncontrolling interests of Eureka Midstream Holdings, LLC (Eureka Midstream Holdings).

Capital Resources and Liquidity

Although we cannot provide any assurance, we believe cash flows from operating activities and availability under EQT's revolving credit facility should be sufficient to meet our cash requirements inclusive of, but not limited to, normal operating needs, debt service obligations, planned capital expenditures and commitments for at least the next twelve months and, based on current expectations, for the long term.

Although we cannot provide any assurance, we believe cash flows from operating activities and availability under EQT's revolving credit facility should be sufficient to meet our cash requirements, including, but not limited to, normal operating needs, debt service obligations, planned capital expenditures and commitments for at least the next twelve months and, based on current expectations, for the long term.

Planned Capital Expenditures and Sales Volume .

Following the completion of the Equitrans Midstream Merger, we revised our estimated total capital expenditures for the fourth quarter of 2024 to $630 million to $730 million.

In the second quarter of 2025, we expect to spend approximately $600 million to $700 million on total capital expenditures.

We expect to fund our capital expenditures with cash generated from operations and, if required, borrowings under EQT's revolving credit facility.

5 unchanged sentences

In addition, our gathering and transmission businesses are capital intensive, requiring significant investment to develop new facilities and maintain and upgrade existing operations.

We expect our sales volume, including expected curtailments, to be 555 Bcfe to 605 Bcfe for the fourth quarter of 2024.

In the second quarter of 2025, we expect our sales volume to be 520 Bcfe to 570 Bcfe.

Material Cash Requirements.

We have contractual commitments under our debt agreements, including interest payments and principal repayments.

As a result of the Equitrans Midstream Merger, EQM became an indirect wholly-owned subsidiary of EQT.

See Note 7 to the Condensed Consolidated Financial Statements for further discussion of EQM's senior notes.

In addition, we expect to make total capital contributions to the MVP Joint Venture in the fourth quarter of 2024 of approximately $70 million to $80 million.

EQT CORPORATION AND SUBSIDIARIES

Management's Discussion and Analysis of Financial Condition and Results of Operations

See Note 7 to the Condensed Consolidated Financial Statements for a summary of such contractual commitments, including maturity dates.

In addition, see "Financing Activities" below for a discussion of the Midstream Joint Venture's requirement to make distributions of available cash flow to the Midstream Joint Venture's Class B Unitholder.

As part of the total consideration for the pending Olympus Energy Acquisition, we expect to fund cash consideration of $500 million, as adjusted, with cash on hand and borrowings under EQT's revolving credit facility in the third quarter of 2025.

See Note 11 to the Condensed Consolidated Financial Statements for discussion of the Olympus Energy Acquisition.

Operating Activities.

Net cash provided by operating activities was $2,071 million for the nine months ended September 30, 2024 compared to $2,554 million for the same period in 2023.

The decrease was due primarily to higher cash operating expenses (including increased transaction costs related to the Equitrans Midstream Merger), unfavorable timing of working capital payments, lower cash operating revenues and higher net interest expense, partly offset by higher net cash settlements received on derivatives and lower net premiums paid on derivatives.

Our cash flows from operating activities are affected by movements in the market price for commodities.

Net cash provided by operating activities was $1,741 million and $1,156 million for the three months ended March 31, 2025 and 2024, respectively.

The increase was due primarily to higher cash operating revenues, lower cash operating expenses and distributions from our equity method investments in the MVP Joint Venture of approximately $65.8 million, partly offset by net cash settlements paid on derivatives in 2025 compared to net cash settlements received in 2024, as well as changes in working capital driven by changes in the market price of natural gas and timing of payments.

Our cash flows from operating activities, including changes in working capital, are affected by movements in the market price for commodities.

We are unable to predict such movements outside of the current market view as reflected in forward strip pricing.

For a discussion of potential commodity market risks, refer to "Risk Factors – Natural gas, NGLs and oil price volatility, or a prolonged period of low natural gas, NGLs and oil prices, may have an adverse effect on our revenue, profitability, future rate of growth, liquidity and financial position" in our Annual Report on Form 10-K for the year ended December 31, 2023.

For a discussion of potential commodity market risks, refer to Part I, Item 1A., "Risk Factors – Natural gas, NGLs and oil price volatility, or a prolonged period of low natural gas, NGLs and oil prices, may have an adverse effect on our revenue, profitability, future rate of growth, liquidity and financial position" in EQT's Annual Report on Form 10-K for the year ended December 31, 2024.

Investing Activities.

Net cash used in investing activities was $2,162 million for the nine months ended September 30, 2024 compared to $3,774 million for the same period in 2023.

The decrease was attributable primarily to lower cash paid for the Equitrans Midstream Merger and the NEPA Gathering System Acquisition in 2024 compared to cash paid for the Tug Hill and XcL Midstream Acquisition in 2023 as well as the proceeds received from the NEPA Non-Operated Asset Divestiture, partly offset by increased capital expenditures.

The following tables summarize our capital expenditures.

Net cash used in investing activities was $534 million and $567 million for the three months ended March 31, 2025 and 2024, respectively.

The decrease was attributable primarily to decreased capital expenditures.

EQT CORPORATION AND SUBSIDIARIES

Management's Discussion and Analysis of Financial Condition and Results of Operations

The following table summarizes our capital expenditures by business segment.

Three Months Ended

September 30, Nine Months Ended

September 30,

2024 2023 2024 2023

Reserve development (a) $ 348 $ 452

Land and lease (b) 37 41 105 101

Land and lease 19 27

Other production infrastructure 17 22

1 unchanged sentence

Total Production 409 534

Gathering (c) 80 7 112 12

Gathering 72 14

Transmission 13 —

2 unchanged sentences

Add (deduct):

Non-cash items (d) 11 59 (21) 99

Non-cash items (b) 3 (15)

Total cash capital expenditures $ 500 $ 534

(a) Capital expenditures for reserve development included capital expenditures for water infrastructure of $28.9 million and $7.7 million for the three months ended September 30, 2024 and 2023, respectively, and $58.7 million and $26.4 million for the nine months ended September 30, 2024 and 2023, respectively.

(b) Capital expenditures for land and lease included capital expenditures attributable to noncontrolling interest in The Mineral Company LLC of approximately $8.5 million for the nine months ended September 30, 2023.

The Mineral Company LLC was dissolved in the third quarter of 2023.

(c) Gathering capital expenditures included capital expenditures attributable to noncontrolling interest in Eureka Midstream Holdings of approximately $1.6 million for both the three and nine months ended September 30, 2024.

(d) Represents the net impact of non-cash capital expenditures, including the effect of timing of receivables from working interest partners, accrued capital expenditures, transfers to or from inventory as assets are completed or assigned to a project and capitalized share-based compensation costs.

(a) Capital expenditures for reserve development included capital expenditures for water infrastructure of $12.2 million and $15.2 million for the three months ended March 31, 2025 and 2024, respectively.

(b) Represents the net impact of non-cash capital expenditures, including the effect of timing of receivables from working interest partners, accrued capital expenditures, transfers to or from inventory as assets are completed or assigned to a project and capitalized share-based compensation costs.

The impact of accrued capital expenditures includes the current period estimate, net of the reversal of the prior period accrual.

EQT CORPORATION AND SUBSIDIARIES

Management's Discussion and Analysis of Financial Condition and Results of Operations

Financing Activities.

Net cash provided by financing activities was $100 million for the nine months ended September 30, 2024 compared to net cash used in financing activities of $174 million for the same period in 2023.

For the nine months ended September 30, 2024, the primary sources of financing cash flows were our net borrowings under EQT's revolving credit facility, proceeds from the issuance of EQT's 5.750% senior notes and proceeds from the net settlement of the Capped Call Transactions (defined in Note 7 to the Condensed Consolidated Financial Statements), and the primary uses of financing cash flows were our repayment and retirement of debt, repayment of EQM's revolving credit facility and payment of dividends.

For the nine months ended September 30, 2023, the primary source of financing cash flows was proceeds from the Term Loan Facility borrowings, and the primary uses of financing cash flows were our repayment and retirement of debt, repurchase and retirement of EQT common stock and payment of dividends.

See Note 7 to the Condensed Consolidated Financial Statements for further discussion of our debt and borrowings under EQT's revolving credit facility and the Term Loan Facility.

See Notes 1 and 7 to the Condensed Consolidated Financial Statements for discussion of borrowings under the revolving credit facility of Eureka Midstream, LLC (Eureka), a wholly-owned subsidiary of Eureka Midstream Holdings.

On October 10, 2024, our Board of Directors declared a quarterly cash dividend of $0.1575 per share of EQT common stock, payable on December 2, 2024, to shareholders of record at the close of business on November 6, 2024.

Net cash used in financing activities was $1,127 million and $21 million for the three months ended March 31, 2025 and 2024, respectively.

For the three months ended March 31, 2025, the primary uses of financing cash flows were our repayment and retirement of debt, repayment of revolving credit facility borrowings and payment of dividends.

For the three months ended March 31, 2024, the primary uses of financing cash flows were our prepayment of a portion of the Term Loan Facility and payment of dividends, and the primary sources of financing cash flows were proceeds from the issuance of EQT's 5.750% senior notes and proceeds from the net settlement of the Capped Call Transactions (defined in Note 7 to the Consolidated Financial Statements).

Pursuant to the JV Agreement (defined in Note 9 to the Condensed Consolidated Financial Statements), we, through our controlling ownership interest in the Midstream Joint Venture, expect to make distributions of available cash flow to the Midstream Joint Venture's Class B Unitholder, the BXCI Affiliate, at least quarterly.

During the three months ended March 31, 2025, the Midstream Joint Venture paid $44.7 million of cash distributions to the BXCI Affiliate as Class B Unitholder.

As of March 31, 2025, the Midstream Joint Venture recorded a distribution payable to the BXCI Affiliate as Class B Unitholder of $23.9 million.

As of March 31, 2025, the remaining requirement until the Base Return (as defined in the JV Agreement) is achieved was approximately $3.5 billion.

See Note 9 to the Condensed Consolidated Financial Statements.

See Note 7 to the Condensed Consolidated Financial Statements for further discussion of our debt.

On April 16, 2025, our Board of Directors declared a quarterly cash dividend of $0.1575 per share of EQT common stock, payable on June 2, 2025, to shareholders of record at the close of business on May 7, 2025.

Depending on our actual and anticipated sources and uses of liquidity, prevailing market conditions and other factors, we may from time to time seek to redeem or repurchase our outstanding debt or equity securities through tender offers or other cash purchases in the open market or privately negotiated transactions.

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See Note 7 to the Condensed Consolidated Financial Statements for discussion of redemptions and repurchases of debt.

EQT CORPORATION AND SUBSIDIARIES

Management's Discussion and Analysis of Financial Condition and Results of Operations

Security Ratings and Financing Triggers

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See Note 4 to the Condensed Consolidated Financial Statements for a description of what is deemed investment grade.

The table below reflects the credit ratings and rating outlooks assigned to EQT's debt instruments as of September 30, 2024.

The table below reflects the credit ratings and rating outlooks assigned to EQT's debt instruments as of March 31, 2025.

Rating agency Senior notes Outlook

Moody's Investor Service (Moody's) Baa3 Negative

Standard and Poor's Ratings Service (S&P) BBB– Negative

Moody's Investors Service, Inc.

(Moody's) Baa3 Negative

S&P Global Ratings (S&P) BBB– Stable

Fitch Ratings Service (Fitch) BBB– Stable

The table below reflects the credit ratings and rating outlooks assigned to EQM's debt instruments as of September 30, 2024.

The table below reflects the credit ratings and rating outlooks assigned to EQM's debt instruments as of March 31, 2025.

Rating agency Senior notes Outlook

Moody's Investor Service (Moody's) Ba2 Stable

Standard and Poor's Ratings Service (S&P) BBB– Negative

Fitch Ratings Service (Fitch) BB+ Stable

Changes in credit ratings may affect our access to the capital markets, the cost of short-term debt through interest rates and fees under EQT's and Eureka's revolving credit facilities, the interest rate on the Term Loan Facility, the interest rate on EQT's senior notes with adjustable rates, the rates available on new long-term debt, our pool of investors and funding sources, the borrowing costs and margin deposit requirements on our over the counter (OTC) derivative instruments and credit assurance requirements, including collateral, in support of our midstream service contracts, joint venture arrangements or construction contracts.

Moody's Ba2 Stable

S&P BBB– Stable

Fitch BB+ Stable

Changes in credit ratings may affect our access to the capital markets, the cost of short-term debt through interest rates and fees under our revolving credit facilities, the interest rate on our senior notes with adjustable rates, the rates available on new debt, our pool of investors and funding sources, the borrowing costs and margin deposit requirements on our OTC derivative instruments and credit assurance requirements, including collateral, in support of our midstream service contracts, joint venture arrangements or construction contracts.

Margin deposits on our OTC derivative instruments are also subject to factors other than credit rating, such as natural gas prices and credit thresholds set forth in the agreements between us and our hedging counterparties.

Our debt agreements and other financial obligations contain various provisions that, if not complied with, could result in default or event of default under EQT's revolving credit facility and Eureka's revolving credit facility, mandatory partial or full repayment of amounts outstanding, reduced loan capacity or other similar actions.

The most significant covenants and events of default under our debt agreements relate to maintenance of a debt-to-total capitalization ratio, limitations on transactions with affiliates, insolvency events, nonpayment of scheduled principal or interest payments, acceleration of other financial obligations and change of control provisions.

EQT's revolving credit facility contains financial covenants that require us to have a total debt to total capitalization ratio no greater than 65%.

As of March 31, 2025, we were in compliance with all EQT, Eureka and EQM debt provisions and covenants under our debt agreements.

See Note 7 to the Condensed Consolidated Financial Statements for a discussion of borrowings under EQT's revolving credit facility and Eureka's revolving credit facility.

EQT CORPORATION AND SUBSIDIARIES

Management's Discussion and Analysis of Financial Condition and Results of Operations

Our debt agreements and other financial obligations contain various provisions that, if not complied with, could result in default or event of default under EQT's revolving credit facility, Eureka's revolving credit facility and the Term Loan Facility, mandatory partial or full repayment of amounts outstanding, reduced loan capacity or other similar actions.

EQT's revolving credit facility and the Term Loan Facility contain financial covenants that require us to have a total debt to total capitalization ratio no greater than 65%.

As of September 30, 2024, we were in compliance with all EQT, Eureka and EQM debt provisions and covenants under our debt agreements.

See Note 7 to the Condensed Consolidated Financial Statements for a discussion of borrowings under EQT's revolving credit facility, Eureka's revolving credit facility and the Term Loan Facility.

Commodity Risk Management

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The derivative commodity instruments that we use are primarily swap, collar and option agreements.

The following table summarizes the approximate volume and prices of our NYMEX hedge positions as of October 25, 2024.

The following table summarizes the approximate volume and prices of our NYMEX hedge positions as of April 16, 2025.

The difference between the fixed price and NYMEX price is included in average differential presented in our price reconciliation in "Average Realized Price Reconciliation." The fixed price natural gas sales agreements can be physically or financially settled.

Q4 2024 (a) Q1 2025 Q2 2025 Q3 2025 Q4 2025

Q2 2025 (a) Q3 2025 Q4 2025

Hedged Volume (MMDth) 336 281 281

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Price ($/Dth) $ 3.11 $ 3.26 $ 3.27

Volume (MMDth) 13 — — — —

Strike ($/Dth) $ 3.20 $ — $ — $ — $ —

Calls – Short

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Cash Settlement of Deferred Premiums (millions) $ — $ — $ (45)

(a) October 1 through December 31 .

(a) April 1 through June 30 .

We have also entered into derivative instruments to hedge basis.

We may use other contractual agreements to implement our commodity hedging strategy from time to time.

See "Quantitative and Qualitative Disclosures About Market Risk" and Note 4 to the Condensed Consolidated Financial Statements for further discussion of our hedging program.

EQT CORPORATION AND SUBSIDIARIES

Management's Discussion and Analysis of Financial Condition and Results of Operations

See Part I, Item 3., "Quantitative and Qualitative Disclosures About Market Risk" and Note 4 to the Condensed Consolidated Financial Statements for further discussion of our hedging program.

Commitments and Contingencies

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Any such accruals are adjusted thereafter as appropriate to reflect changed circumstances.

In the event we determine that (i) a loss is probable but the amount of the loss cannot be reasonably estimated, or (ii) a loss is less likely than probable but is reasonably possible, then we are required to disclose the matter in our Annual Report on Form 10-K with any update thereto in this Quarterly Report on Form 10-Q, as applicable, although we are not required to accrue such loss.

In the event we determine that (i) a loss is probable but the amount of the loss cannot be reasonably estimated, or (ii) a loss is less likely than probable but is reasonably possible, then we are required to disclose the matter in EQT's Annual Report on Form 10-K with any update thereto in this Quarterly Report on Form 10-Q, as applicable, although we are not required to accrue such loss.

When able, we determine an estimate of reasonably possible losses or ranges of reasonably possible losses, whether in excess of any related accrued liability or where there is no accrued liability, for legal proceedings.

In instances where such estimates can be made, any such estimates are based on our analysis of currently available information and are subject to significant judgment and a variety of assumptions and uncertainties and may change as new information is obtained.

See Note 13 to the Condensed Consolidated Financial Statements herein and Note 11 to the Consolidated Financial Statements in our Annual Report on Form 10-K for the year ended December 31, 2023 for discussions of our commitments and contingencies, including certain pending legal and regulatory proceedings and other contingent matters.

See Note 15 to the Consolidated Financial Statements in EQT's Annual Report on Form 10-K for the year ended December 31, 2024 for a discussion of our commitments and contingencies, including certain pending legal and regulatory proceedings and other contingent matters.

EQT CORPORATION AND SUBSIDIARIES

Management's Discussion and Analysis of Financial Condition and Results of Operations

Additionally, in the normal course of business, we are subject to various other pending and threatened legal proceedings in which claims for monetary damages or other relief are asserted.

We do not anticipate, at the present time, that the ultimate aggregate liability, if any, arising out of such other legal proceedings will have a material adverse effect on our financial position, results of operations or liquidity.

Recently Issued Accounting Standards

Our recently issued accounting standards are described in Note 1 to the Condensed Consolidated Financial Statements.

Critical Accounting Estimates

Our critical accounting estimates, including a discussion regarding the estimation uncertainty and the impact that our critical accounting estimates have had, or are reasonably likely to have, on our financial condition or results of operations, are described in the "Management's Discussion and Analysis of Financial Condition and Results of Operations" section of our Annual Report on Form 10-K for the year ended December 31, 2023 and have been updated below.

Our critical accounting estimates, including a discussion regarding the estimation uncertainty and the impact that our critical accounting estimates have had, or are reasonably likely to have, on our financial condition or results of operations, are described in the "Management's Discussion and Analysis of Financial Condition and Results of Operations" section of EQT's Annual Report on Form 10-K for the year ended December 31, 2024.

The application of our critical accounting estimates may require us to make judgments and estimates about the amounts reflected in the Condensed Consolidated Financial Statements.

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Different amounts could be reported using different assumptions and estimates.

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

Goodwill is evaluated for impairment at least annually or whenever events or changes in circumstances indicate that it is more likely than not that the fair value of a reporting unit is less than its carrying amount.

We use a combination of an income and market approach to estimate the fair value of our reporting units.

We believe goodwill is a "critical accounting estimate" because the valuation of a reporting unit involves significant judgment and is sensitive to changes in assumptions, including changes in our stock price, weighted-average cost of capital, terminal growth rates and industry multiples.

Changes to assumptions could materially affect the estimated fair value of our reporting units and the resulting conclusion on impairment could materially affect our results of operations and financial position.

In addition, future assumptions and estimates may materially differ from current assumptions and estimates.

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

What changed 10-Q

Item 2. Management’s Discussion and Analysis