Kinetik Holdings Inc. 10-K

ITEM 9A. CONTROLS AND PROCEDURES Disclosure Controls and Procedures The Company’s Chief Executive Officer, President and Director, in his capacity as principal executive officer, and the Company’s Executive Vice President, Chief Accounting and Chief Administrative Officer, in his capacity as principal financial officer, evaluated the effectiveness of the Company’s disclosure controls and procedures (as defined in Exchange Act Rule 13a-15(e) or 15d-15(e)) as of December 31, 2025, the end of the period covered by this Annual Report. Based on that evaluation and as of the date of that evaluation, these officers concluded that the Company’s disclosure controls and procedures were effective, providing effective means to ensure that the information the Company is required to disclose under applicable laws and regulations is recorded, processed, summarized, and reported within the time periods specified in the Commission’s rules and forms and accumulated and communicated to the Company’s management, including its principal executive officer and principal financial officer, to allow timely decisions regarding required disclosure. Management’s Annual Report on Internal Control Over Financial Reporting Our management is responsible for establishing and maintaining adequate internal control over financial reporting for the Company. Internal control over financial reporting is a process to provide reasonable assurance regarding the reliability of our financial reporting and the preparation of financial statements for external purposes in accordance with accounting principles generally accepted in the United States. The Management’s Report on Internal Control Over Financial Reporting is included on page F-1 in Part IV, Item 15 of this Annual Report and is incorporated herein by reference. Management concluded that our internal control over financial reporting was effective as of December 31, 2025. The effectiveness of our internal control over financial reporting as of December 31, 2025 has been audited by KPMG LLP, an independent registered public accounting firm. See Attestation Report of Independent Registered Public Accounting Firm under Part IV, Item 15 of this Annual Report. Changes in Internal Control Over Financial Reporting There were no changes in the Company’s internal controls over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) of the Exchange Act) during the quarter ended December 31, 2025 that have materially affected, or are reasonably likely to materially affect, the Company’s internal controls over financial reporting. ITEM 9B. OTHER INFORMATION Trading Arrangements During the three months ended December 31, 2025, none of our directors or officers (as defined in Rule 16a-1(f) of the Exchange Act) adopted , terminated or modified a “Rule 10b5-1 trading arrangement” or non-Rule 10b5-1 trading arrangement (as each term is defined in Item 408 of Regulation S-K). ITEM 9C. DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS Not applicable. 45 Table of Contents Index to Financial Statements PART III ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE The information set forth under the captions “Election of Directors” and “Information About Our Executive Officers” in the proxy statement relating to the Company’s 2026 Annual Meeting of Stockholders (the “Proxy Statement”), which will be filed no later than 120 days after December 31, 2025, is incorporated herein by reference. Code of Ethics The Company is required to adopt a code of conduct for its directors, officers, and employees. The Board has adopted the Code of Conduct, which was revised in August 2025. One can access the Company’s Code of Conduct on the Investor - Governance page of the Company’s website at www.kinetik.com. Any stockholder who so requests may obtain a printed copy of the Code of Conduct without charge by submitting a request to the Company’s corporate secretary at the address on the cover of this Annual Report. Changes in and waivers to the Code of Conduct for the Company’s directors, chief executive officer, and certain senior financial officers will be posted on the Company’s website within four business days and maintained for at least 12 months. Information on the Company’s website or any other website is not incorporated by reference into, and does not constitute a part of, this Annual Report. ITEM 11. EXECUTIVE COMPENSATION The information set forth under the caption “Executive Compensation” in the Proxy Statement is incorporated herein by reference. ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS The information set forth under the captions “Securities Ownership and Principal Holders,” “Securities Authorized for Issuance Under Equity Compensation Plans,” and “Delinquent Section 16(a) Reports” (if such a caption is included) in the Proxy Statement is incorporated herein by reference. ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE See Note 18—Related Party Transactions in the Notes to the Company’s Consolidated Financial Statements, under Part IV—Item 15. Exhibits, Financial Statement Schedule s, for information regarding related party transactions. The information set forth under the captions “Certain Business Relationships and Transactions” and “Director Independence” in the Proxy Statement is incorporated herein by reference. ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES The information set forth under the caption “Ratification of the Appointment of Independent Auditor” in the Proxy Statement is incorporated herein by reference. 46 Table of Contents Index to Financial Statements PART IV ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES Documents included in this Annual Report: 1. Financial Statements Report of Management on Internal Control Over Financial Reporting F- 1 Reports of Independent Registered Public Accounting Firm (PCAOB ID: 185 ) F- 2 Report of Independent Registered Public Accounting Firm (PCAOB ID: 185) F-4 Consolidated Statements of Operations for the Years Ended December 31, 2025, 2024, and 2023 F- 5 Consolidated Balance Sheets at December 31, 2025 and 2024 F- 6 Consolidated Statements of Cash Flows for the Years Ended December 31, 2025, 2024, and 2023 F- 7 Consolidated Statements of Changes in Equity and Noncontrolling Interest for the Years Ended December 31, 2025, 2024, and 2023 F- 9 Notes to Consolidated Financial Statements 1. Description of Business and Basis of Presentation F- 11 2. Summary of Significant Accounting Policies F- 12 3. Business Combinations F- 21 4. Revenue Recognition F- 22 5. Property, Plant, and Equipment, Net F- 24 6. Intangible Assets, Net F- 24 7. Equity Method Investments F- 25 8. Debt and Financing Costs F- 27 9. Accrued Expenses F- 30 10. Leases F- 30 11. Equity F- 31 12. Fair Value Measurements F- 32 13. Derivatives and Hedging Activities F- 33 14. Share-Based Compensation F- 35 15. Income Taxes F- 37 16. Net Income Per Share F- 39 17. Commitments and Contingencies F- 39 18. Related Party Transactions F- 41 19. Segments F- 42 20. Subsequent Events F- 46 2. Financial Statement Schedules Financial statement schedules have been omitted because they are either not required, not applicable or the information required to be presented is included in the Company’s consolidated financial statements and related notes. Pursuant to Rule 3-09 of Regulation S-X, the audited financial statements of Permian Highway Pipeline LLC, which is an equity method investment of the Company, is included in this Annual Report as Exhibit 99.1 47 Table of Contents Index to Financial Statements 3. Exhibits EXHIBIT NO. DESCRIPTION 3.1 – Third Amended and Restated Certificate of Incorporation of Kinetik Holdings Inc. (incorporated by reference to Exhibit 3.1 to the Registrant’s Current Report on Form 8-K filed on February 28, 2022). 3.2 – Certificate of Amendment to the Third Amended and Restated Certificate of Incorporation of Kinetik Holdings Inc. (incorporated by reference to Exhibit 3.1 to the Registrant’s Current Report on Form 8-K filed on June 2, 2023). 3.3 – Amended and Restated Bylaws of Kinetik Holdings Inc. (incorporated by reference to Exhibit 3.2 to the Registrant’s Current Report on Form 8-K filed on February 28, 2022). 4.1 – Amended and Restated Stockholders Agreement, dated October 21, 2021, by and among APA Corporation, Apache Midstream LLC, Altus Midstream Company, New BCP Raptor Holdco, LLC, Raptor Aggregator, LP, BX Permian Pipeline Aggregator, LP, Buzzard Midstream LLC, and BCP Raptor Holdco, LP. (incorporated by reference to Exhibit 4.1 to the Registrant’s Current Report on Form 8-K filed on February 28, 2022). 4.2 – Description of Securities of the Registrant (incorporated by reference to Exhibit 4.1 to the Registrant's Annual Report on Form 10-K for the year ended December 31, 2023). 4.3 – Second Amended and Restated Registration Rights Agreement, dated February 22, 2022, by and among Altus Midstream Company, Apache Midstream LLC, Raptor Aggregator, LP, BX Permian Pipeline Aggregator, LP, Buzzard Midstream LLC and the other holders party thereto (incorporated by reference to Exhibit 4.2 to the Registrant’s Current Report on Form 8-K filed on February 28, 2022). 4.4 – Indenture, dated June 8, 2022, by and among Kinetik Holdings Inc., as parent, Kinetik Holdings LP, as issuer, and U.S. Bank Trust Company, National Association, as trustee (incorporated by reference to Exhibit 4.1 to the Registrant’s Current Report on Form 8-K filed on June 14, 2022) . 4.5 – Form of 5.875% Senior Notes Due 2030 (included in Exhibit 4.3) (incorporated by reference to Exhibit 4.2 to the Registrant’s Current Report on Form 8-K filed on June 14, 2022) . 4.6 – Indenture, dated December 6, 2023, by and among Kinetik Holdings Inc., Kinetik Holdings LP and U.S. Bank Trust Company, National Association, as trustee (incorporated by reference to Exhibit 4.1 to the Registrant’s Current Report on Form 8-K filed on December 6, 2023). 4.7 – Form of 6.625% Sustainability-Linked Senior Notes (incorporated by reference to Exhibit 4. 1 to the Registrant’s Current Report on Form 8-K filed on December 6, 2023). 4.8 – Registration Rights Agreement, dated as of June 24, 2024, by and among Kinetik Holdings Inc. and Durango Midstream LLC (incorporated by reference to Exhibit 4.1 to the Registrant’s Current Report on Form 8-K filed June 28, 2024). 10.1 – Third Amended and Restated Agreement of Limited Partnership of Altus Midstream LP, dated as of October 22, 2021. (incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on February 22, 2022). 10.2 – Amendment No. 1 to Receivables Purchase Agreement, dated as of April 1, 2025, by and among Kinetik Receivables LLC, as the seller, Kinetik Holdings LP, a subsidiary of Kinetik Holdings Inc., as the servicer, PNC Bank, National Association, as administrative agent, PNC Capital Markets LLC, as structuring agent, and the purchasers party thereto (incorporated by reference to Exhibit 10.1 to Registrant’s Current Report on Form 8-K filed on April 1, 2025). 10.3 – Joinder Agreement, dated April 1, 2025 by and among Frontier Field Services, LLC, Kinetik Holdings LP, a subsidiary of Kinetik Holdings Inc., and PNC Bank, National Association (incorporated by reference to Exhibit 10.2 to the Registrant’s Current Report on Form 8-K filed on April 1, 2025). 10.4 – Revolving Credit Agreement, dated May 30, 2025, by and among Kinetik Holdings LP and PNC Bank, National Association, as administrative agent, and the banks and other financial institutions party thereto, as lenders (incorporated by reference Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on June 3, 2025). 10.5 – Loan Credit Agreement, dated May 30, 2025, by and among Kinetik Holdings LP and Toronto Dominion (Texas) LLC, as administrative agent, and the banks and other financial institutions party thereto, as lenders (incorporated by reference Exhibit 10.2 to the Registrant’s Current Report on Form 8-K filed on June 3, 2025). 10.6*** – Purchase and Sale Agreement, dated as of August 30, 2025, by and among Altus Midstream Processing LP, Kinetik EC Holdco LLC, Rattler Midstream Operating LLC, Rattler OMOG LLC, Plains BK Holdco LLC and, solely for the purposes set forth therein, each of Kinetik Holdings LP, Rattler Midstream LP and Plains All American Pipeline, L.P. (incorporated by reference Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on August 30, 2025). 10.7*** – Sale and Contribution Agreement, dated April 2, 2024, by and among Kinetik Holdings LP, a subsidiary of Kinetik Holdings Inc., Kinetik Receivables LLC and the originators party thereto (incorporated by reference to Exhibit 10.2 to the Registrant’s Current Report on Form 8-K filed on April 2, 2024). 10.8*** – Purchase and Sale Agreement, dated as of May 9, 2024, by and among Kinetik GCX Pipe LLC, GCX Pipeline, LLC, solely for p urposes of Section 6.7, Article X and Article XI, AL GCX Holdings, LLC and solely for purposes of Section 6.8, Article X and Article XI, Kinetik Holdings LP (incorporated by reference to Exhibit 10.2 to the Registrant’s Current Report on Form 8-K filed on May 13, 2024). 10.9*** – Membership Interest Purchase Agreement, dated as of May 9, 2024, by and among Kinetik Holdings Inc., – Kinetik Holdings LP and Durango Midstream, LLC (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the Commission on May 13, 2024). 10.1 – Observer Rights Agreement, dated as of June 24, 2024, by and among Kinetik Holdings Inc., Kinetik Holdings LP and Durango Midstream LLC (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the Commission on June 28, 2024). 10.11† – Kinetik Holdings Inc. Separation and Release Agreement, dated as of June 30, 2025, by and between the Company and Anne Psencik (incorporated by reference to Exhibit 10.6 to the Registrant’s Quarterly Report on Form 10-Q filed on August 8, 2025) . 10.12† – Kinetik Holdings Inc. Consulting Agreement, dated as of June 30, 2025, by and between the Company and Anne Psencik. (incorporated by reference to Exhibit 10. 7 to the Registrant’s Quarterly Report on Form 10-Q filed on August 8, 2025) . 48 Table of Contents Index to Financial Statements 10.13† – Kinetik Holdings Inc. Separation and Release Agreement, dated as of February 28, 2025, by and between the Company and Todd Carpenter (incorporated by reference to Exhibit 10.5 to the Registrant’s Quarterly Report on Form 10-Q filed on May 8, 2025). 10.14† – Kinetik Holdings Inc. Consulting Agreement, dated as of February 28, 2025, by and between the Company and Todd Carpenter (incorporated by reference to Exhibit 10.6 to the Registrant’s Quarterly Report on Form 10-Q filed on May 8, 2025) . 10.15† – Form of Special Restricted Stock Unit Agreemen t (incorporated by reference to Exhibit 10.8 to the Registrant’s Quarterly Report on Form 10-Q filed on August 8, 2025). 10.16† – Form of Dividend Equivalent Right Election Form (incorporated by reference to Exhibit 10.9 to the Registrant’s Quarterly Report on Form 10-Q filed on August 8, 2025). 10.17† – Form of Special Restricted Stock Unit Agreement (Directors) (incorporated by reference to Exhibit 10.10 to the Registrant’s Quarterly Report on Form 10-Q filed on August 8, 2025). 10.18† – K inetik Holdin gs Inc. A mended and Restated 2019 O mnibus C ompensation Plan (incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on May 23, 2024). 10.19† – Form of Deferred Stock Unit Agreement (Directors) (incorporated by reference to Exhibit 10.3 of the Registrant’s Quarterly Report on Form 10-Q filed on August 9, 2022.) 10.20† – Form of Performance Stock Unit Agreement (2024) (incorporated by reference to Exhibit 10.15 to the Registrant’s Annual Report on Form 10-K filed on March 5, 2024). 10.21*† – Form of Special Restricted Stock Unit Agreement (2026). 10.22*† – Kinetik Holdings Inc. Second Amended and Restated Executive Severance Plan 19.1 – Insider Trading Policy adopted February 26, 2025 (incorporated by reference to Exhibit 19.1 to the Registrant’s Annual Report on Form 10-K filed on March 3, 2025) 21.1* – Subsidiaries of the Company. 23.1* – Consent of KPMG LLP. 23.2* – Consent of KPMG LLP. relating to the financial statements of Permian Highway Pipeline LLC. 31.1* – Certification of the Principal Executive Officer required by Rule 13a-14(a) or Rule 15d-14(a). 31.2* – Certification of the Principal Financial Officer required by Rule 13a-14(a) or Rule 15d-14(a). 32.1** – Certification of the Principal Executive Officer required by Rule 13a-14(a) or Rule 15d-14(b) and 18 U.S.C. 1350. 32.2** – Certification of the Principal Financial Officer required by Rule 13a-14(a) or Rule 15d-14(b) and 18 U.S.C. 1350. 97.1 – Kinetik Holdings Inc. Clawback Policy (incorporated by reference to Exhibit 97.1 to the Registrant’s Annual Report on Form 10-K on March 5, 2024). 99.1* – Permian Highway Pipeline LLC audited financial statements as of December 31, 202 5 . 101* – The following financial statements from the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2025, formatted in Inline XBRL: (i) Consolidated Statements of Operations, (ii) Consolidated Balance Sheets, (iii) Consolidated Statements of Cash Flows, (iv) Consolidated Statements of Changes in Equity and Noncontrolling Interest and (v) Notes to Consolidated Financial Statements, tagged as blocks of text and including detailed tags. 101.SCH* – Inline XBRL Taxonomy Schema Document. 101.CAL* – Inline XBRL Calculation Linkbase Document. 101.DEF* – Inline XBRL Definition Linkbase Document. 101.LAB* – Inline XBRL Label Linkbase Document. 101.PRE* – Inline XBRL Presentation Linkbase Document. 104* Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101). * Filed herewith. ** Furnished herewith *** Schedules and exhibits to this Exhibit have been omitted pursuant to Regulation S-K Item 601(b)(2). The Company agrees to furnish supplementally a copy of any omitted schedule or exhibit to the SEC upon request. † Management contracts or compensatory plans or arrangements required pursuant to Item 15 hereof. ITEM 16. ANNUAL REPORT ON FORM 10-K SUMMARY Not Applicable. 49 Table of Contents Index to Financial Statements SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. KINETIK HOLDINGS INC. Dated: February 26, 2026 /s/ Jamie Welch Jamie Welch Chief Executive Officer, President and Director (Principal Executive Officer) Dated: February 26, 2026 /s/ Steven Stellato Steven Stellato Executive Vice President, Chief Accounting and Chief Administrative Officer (Principal Financial Officer and Principal Accounting Officer) POWER OF ATTORNEY The officers and directors of Kinetik Holdings Inc., whose signatures appear below, hereby constitute and appoint each of them (with full power to each of them to act alone), the true and lawful attorney-in-fact to sign and execute, on behalf of the undersigned, any amendment(s) to this report and each of the undersigned does hereby ratify and confirm all that said attorneys shall do or cause to be done by virtue thereof. Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. Name Title Date /s/ Jamie Welch Chief Executive Officer, President and Director February 26, 2026 /s/ Steven Stellato Executive Vice President, Chief Accounting and Chief Administrative Officer February 26, 2026 /s/ David Foley Chair February 26, 2026 /s/ John Paul Munfa Director February 26, 2026 /s/ Karen Putterman Director February 26, 2026 /s/ Michael A. Kumar Director February 26, 2026 /s/ William Ordemann Director February 26, 2026 /s/ Laura Sugg Director February 26, 2026 /s/ Kevin McCarthy Director February 26, 2026 /s/ Mark Leland Director February 26, 2026 /s/ Deborah Byers Director February 26, 2026 50 Table of Contents Index to Financial Statements REPORT OF MANAGEMENT ON INTERNAL CONTROL OVER FINANCIAL REPORTING Management of Kinetik Holdings Inc. (the “Company”) is responsible for the preparation and integrity of the consolidated financial statements appearing in this Annual Report. The financial statements were prepared in conformity with accounting principles generally accepted in the United States and include amounts that are based on management’s best estimates and judgments. Management of the Company is responsible for establishing and maintaining effective internal control over financial reporting as such term is defined in Rule 13a-15(f) under the Securities Exchange Act of 1934. The Company’s internal control over financial reporting is designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of the consolidated financial statements. Our internal control over financial reporting is supported by a program of internal audits and appropriate reviews by management, written policies and guidelines, careful selection and training of qualified personnel and a written code of business conduct adopted by our Company’s Board, applicable to all Company directors and all officers of our Company. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements and even when determined to be effective, can only provide reasonable assurance with respect to financial statement preparation and presentation. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions or that the degree of compliance with the policies or procedures may deteriorate. Management assessed the effectiveness of the Company’s internal control over financial reporting as of December 31, 2025. In making this assessment, management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission in Internal Control – Integrated Framework (2013) . Based on our assessment, management believes that the Company maintained effective internal control over financial reporting as of December 31, 2025. The Company’s independent auditors, KPMG, a registered public accounting firm, are appointed by the Audit Committee of the Company’s Board. KPMG has audited and reported on the consolidated financial statements of Kinetik Holdings Inc. and its subsidiaries. /s/ Jamie Welch Jamie Welch Chief Executive Officer, President and Director (Principal Executive Officer) /s/ Steven Stellato Steven Stellato Executive Vice President, Chief Accounting and Chief Administrative Officer (Principal Financial Officer and Principal Accounting Officer) /s/ Jake Loden Jake Loden Senior Vice President, Controller Houston, Texas February 26, 2026 F-1 Table of Contents Index to Financial Statements Report of Independent Registered Public Accounting Firm To the Stockholders and the Board of Directors Kinetik Holdings Inc.: Opinion on the Consolidated Financial Statements We have audited the accompanying consolidated balance sheets of Kinetik Holdings Inc. and subsidiaries (the Company) as of December 31, 2025 and 2024, the related consolidated statements of operations, changes in equity and noncontrolling interest, and cash flows for each of the years in the three-year period ended December 31, 2025, and the related notes (collectively, the consolidated financial statements). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2025 and 2024, and the results of its operations and its cash flows for each of the years in the three-year period ended December 31, 2025, in conformity with U.S. generally accepted accounting principles. We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of December 31, 2025, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission, and our report dated February 26, 2026 expressed an unqualified opinion on the effectiveness of the Company’s internal control over financial reporting. Basis for Opinion These consolidated financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that our audits provide a reasonable basis for our opinion. Critical Audit Matter The critical audit matter communicated below is a matter arising from the current period audit of the consolidated 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 consolidated financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of a 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. Evaluation of impairment indicators for long-lived assets As discussed in Note 2 to the consolidated financial statements, the Company assesses property, plant, and equipment, net and intangible assets, net (collectively, long-lived assets) for impairment when events or changes in circumstances indicate that the carrying amount of the asset may not be recoverable. Impairments exist when the carrying value of a long-lived asset exceeds the total estimated undiscounted net cash flows from the future use and eventual disposition of the asset. The carrying value of property, plant, and equipment, net and intangible assets, net as of December 31, 2025, was $3.9 billion and $553.2 million, respectively. F-2 Table of Contents Index to Financial Statements We identified the evaluation of impairment indicators for long-lived assets as a critical audit matter. Evaluating the Company’s judgments in determining whether events or changes in circumstances indicate carrying values may not be recoverable required a higher degree of subjective auditor judgment. Sustained decreases in pricing or throughput volumes and significant increases in competition or operating costs could significantly affect the recoverability of the long-lived assets, and the evaluation of these factors required a higher degree of auditor judgment. The following are the primary procedures we performed to address this critical audit matter. We evaluated the design and tested the operating effectiveness of certain internal controls related to the Company’s process to evaluate triggering events related to the impairment of long-lived assets. We assessed the Company’s identification of potential impairment indicators by evaluating the Company’s assessment of the factors identified. Specifically, we: •read publicly available information to evaluate the performance of industry peers, commodity price trends, and overall macro-economic conditions •analyzed the financial results for the current period compared to historical results for long-lived assets to determine if there were significant degradations in the related cash flows •compared the remaining useful lives of the long-lived assets to the period of time required to recover the carrying value of the assets based on historical cash flows •read publicly available information for the industry, peers, and customers to determine whether a potential impairment indicator was not considered in management’s analysis. /s/ KPMG LLP We have served as the Company’s auditor since 2017. Houston, Texas February 26, 2026 F-3 Table of Contents Index to Financial Statements Report of Independent Registered Public Accounting Firm To the Stockholders and the Board of Directors Kinetik Holdings Inc.: Opinion on Internal Control Over Financial Reporting We have audited Kinetik Holdings Inc. and subsidiaries' (the Company) internal control over financial reporting as of December 31, 2025, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2025, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. 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, 2025 and 2024, the related consolidated statements of operations, changes in equity and noncontrolling interest, and cash flows for each of the years in the three-year period ended December 31, 2025, and the related notes (collectively, the consolidated financial statements), and our report dated February 26, 2026 expressed an unqualified opinion on those consolidated financial statements. Basis for Opinion The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management's Annual Report on Internal Control over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audit also included performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion. Definition and Limitations of Internal Control Over Financial Reporting A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. /s/ KPMG LLP Houston, Texas February 26, 2026 F-4 Table of Contents Index to Financial Statements KINETIK HOLDINGS INC. CONSOLIDATED STATEMENTS OF OPERATIONS For the Year Ended December 31, 2025 2024 2023 (In thousands, except per share data) Operating revenues: Service revenue $ 445,496 $ 408,000 $ 417,751 Product revenue 1,307,228 1,062,986 822,410 Other revenue 11,665 11,943 16,251 Total operating revenues (1) 1,764,389 1,482,929 1,256,412 Operating costs and expenses: Costs of sales (excluding depreciation and amortization expenses) (2)(3) 785,948 620,618 515,721 Operating expenses 271,402 195,970 161,520 Ad valorem taxes 28,851 24,714 21,622 General and administrative expenses 130,616 134,157 97,906 Depreciation and amortization expenses 382,645 324,197 280,986 Loss on disposal of assets, net 8 4,040 19,402 Total operating costs and expenses 1,599,470 1,303,696 1,097,157 Operating income 164,919 179,233 159,255 Other income (expense): Interest and other income 3,983 2,802 2,004 Loss on debt extinguishment ( 635 ) ( 525 ) ( 1,876 ) Gain on sale of equity method investment 415,409 89,802 — Interest expense ( 233,371 ) ( 217,235 ) ( 205,854 ) Equity in earnings of unconsolidated affiliates 226,351 213,191 200,015 Total other income (expense), net 411,737 88,035 ( 5,711 ) Income before income taxes 576,656 267,268 153,544 Income tax expense (benefit) 50,728 23,035 ( 232,908 ) Net income including noncontrolling interest 525,928 244,233 386,452 Net income attributable to Common Unit limited partners 347,668 164,219 97,010 Net income attributable to holders of Class A Common Stock $ 178,260 $ 80,014 $ 289,442 Net income attributable to Class A Common Shareholders, per share Basic $ 2.66 $ 1.03 $ 5.25 Diluted $ 2.63 $ 1.02 $ 2.52 Weighted-average shares Basic 61,962 59,284 51,823 Diluted 62,665 60,115 146,197 (1) Includes amounts associated with related parties of nil , $ 17.2 million and $ 104.1 million for the years ended December 31, 2025, 2024 and 2023, respectively. Refer to Note 18—Related Party Transactions in the Notes to our Consolidated Financial Statements in this Annual Report for further information . (2) Includes amounts associated with related parties of $ 28.5 million , $ 58.5 million and $ 59.1 million for the years ended December 31, 2025, 2024 and 2023, respectively. Refer to Note 18—Related Party Transaction s in the Notes to our Consolidated Financial Statements in this Annual Report for further information. (3) Cost of sales (excluding depreciation and amortization expenses) is net of gas service revenues totaling $ 315.6 million, $ 219.7 million and $ 148.3 million for the years ended December 31, 2025, 2024 and 2023, respectively, for certain volumes where we act as principal. The accompanying notes are an integral part of the Consolidated Financial Statements. F-5 Table of Contents Index to Financial Statements KINETIK HOLDINGS INC. CONSOLIDATED BALANCE SHEETS December 31, 2025 2024 (In thousands, except share data) ASSETS CURRENT ASSETS: Cash and cash equivalents $ 3,951 $ 3,606 Accounts receivable, net of allowance for credit losses of $ 1,000 in 2025 and 2024 85,276 111,940 Accounts receivable pledged 165,200 140,200 Derivative assets 13,906 2,308 Prepaid and other current assets 33,703 36,705 302,036 294,759 NONCURRENT ASSETS: Property, plant and equipment, net 3,866,236 3,433,864 Intangible assets, net 553,230 652,490 Derivative asset, non-current 1,467 65 Operating lease right-of-use assets 71,147 29,814 Deferred tax asset 197,702 203,996 Deferred charges and other assets 89,991 76,994 Investments in unconsolidated affiliates 2,008,725 2,117,878 Goodwill 5,077 5,077 6,793,575 6,520,178 Total assets $ 7,095,611 $ 6,814,937 LIABILITIES, NONCONTROLLING INTEREST AND EQUITY CURRENT LIABILITIES: Accounts payable $ 42,067 $ 27,239 Accrued expenses 172,050 186,714 Derivative liabilities 5,506 10,011 Current portion of operating lease liabilities 43,614 18,701 Current debt obligations 165,200 140,200 Other current liabilities 12,064 35,689 440,501 418,554 NONCURRENT LIABILITIES Long term debt, net 3,627,720 3,363,996 Contract liabilities 30,959 20,985 Operating lease liabilities 29,033 11,490 Derivative liabilities — 1,937 Other liabilities 14,717 2,148 Deferred tax liabilities 22,299 16,761 3,724,728 3,417,317 Total liabilities 4,165,229 3,835,871 COMMITMENTS AND CONTINGENCIES ( NOTE 17 ) Redeemable noncontrolling interest — Common Unit limited partners 3,495,762 5,955,662 EQUITY: Class A Common Stock: $ 0.0001 par, 1,500,000,000 shares authorized, 64,080,915 and 59,929,611 shares issued and outstanding at December 31, 2025 and 2024, respectively 6 6 Class C Common Stock: $ 0.0001 par, 1,500,000,000 shares authorized, 97,557,604 and 97,783,034 shares issued and outstanding at December 31, 2025 and 2024, respectively 10 9 Deferred consideration — 1 Additional paid-in capital 240,725 — Accumulated deficit ( 806,121 ) ( 2,976,612 ) Total equity ( 565,380 ) ( 2,976,596 ) Total liabilities, noncontrolling interest and equity $ 7,095,611 $ 6,814,937 The accompanying notes are an integral part of the Consolidated Financial Statements. F-6 Table of Contents Index to Financial Statements KINETIK HOLDINGS INC. CONSOLIDATED STATEMENTS OF CASH FLOWS For the Year Ended December 31, 2025 2024 2023 (In thousands) CASH FLOWS FROM OPERATING ACTIVITIES: Net income including noncontrolling interest $ 525,928 $ 244,233 $ 386,452 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization expense 382,645 324,197 280,986 Amortization of deferred financing costs 7,869 7,438 6,194 Amortization of contract costs 6,794 6,621 6,620 Contingent liabilities fair value adjustment 5,190 200 — Payment of contingent liability in excess of acquisition-date fair value ( 5,390 ) — — Distributions from unconsolidated affiliates 246,002 289,992 272,490 Derivatives settlement 4,287 ( 7,258 ) 25,708 Derivative fair value adjustment ( 23,729 ) 17,713 ( 33,671 ) Warrants fair value adjustment — — ( 88 ) Gain on sale of equity method investment ( 415,409 ) ( 89,802 ) — Loss on disposal of assets, net 8 4,040 19,402 Equity in earnings from unconsolidated affiliates ( 226,351 ) ( 213,191 ) ( 200,015 ) Loss on debt extinguishment 635 525 1,876 Share-based compensation 62,617 76,536 55,983 Deferred income tax expense (benefit) 50,660 19,503 ( 233,400 ) Changes in operating assets and liabilities: Accounts receivable and pledged receivable 1,664 ( 7,033 ) ( 12,131 ) Other assets ( 12,445 ) 8,000 ( 5,910 ) Accounts payable 4,633 ( 40,849 ) 19,804 Accrued liabilities ( 12,611 ) ( 2,913 ) ( 6,521 ) Operating leases 1,123 ( 606 ) 701 Net cash provided by operating activities 604,120 637,346 584,480 CASH FLOWS FROM INVESTING ACTIVITIES: Property, plant and equipment expenditures ( 492,474 ) ( 263,544 ) ( 312,860 ) Intangible assets expenditures ( 37,197 ) ( 12,329 ) ( 16,694 ) Investments in unconsolidated affiliate ( 1,206 ) ( 3,273 ) ( 238,803 ) Net cash paid for acquisition of interest in unconsolidated affiliate — ( 85,417 ) — Distributions from unconsolidated affiliates 2,853 4,059 6,679 Cash proceeds from sale of equity method investment 504,184 524,390 — Cash proceeds from disposals of assets 227 409 358 Net cash paid for business combinations ( 175,481 ) ( 341,182 ) ( 125,000 ) Net cash used in investing activities ( 199,094 ) ( 176,887 ) ( 686,320 ) CASH FLOWS FROM FINANCING ACTIVITIES: Proceeds from borrowings under A/R Facility 112,400 156,000 — Payments on A/R Facility ( 87,400 ) ( 15,800 ) — Proceeds from borrowings from long-term debt 1,400,000 — 800,000 Payments on long-term debt ( 1,000,000 ) ( 200,000 ) ( 800,000 ) Payments of debt issuance costs, net ( 10,924 ) ( 1,086 ) ( 11,238 ) Payments of debt discount, net ( 1,200 ) ( 500 ) — Proceeds from revolving line of credit 1,628,000 1,060,000 752,500 Payments on revolving line of credit ( 1,765,000 ) ( 1,064,000 ) ( 553,500 ) Cash dividends paid to Class A Common Stock shareholders ( 193,728 ) ( 175,208 ) ( 81,352 ) Distributions paid to Class C Common Unit limited partners ( 306,324 ) ( 220,769 ) ( 697 ) Payments on contingent liability ( 4,500 ) — — Repurchase of Class A Common Stock ( 176,005 ) — ( 5,757 ) Net cash (used in) provided by financing activities ( 404,681 ) ( 461,363 ) 99,956 Net change in cash 345 ( 904 ) ( 1,884 ) CASH, BEGINNING OF PERIOD 3,606 4,510 6,394 CASH, END OF PERIOD $ 3,951 $ 3,606 $ 4,510 F-7 Table of Contents Index to Financial Statements KINETIK HOLDINGS INC. CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED) For the Year Ended December 31, 2025 2024 2023 (In thousands) SUPPLEMENTAL SCHEDULE OF INVESTING AND FINANCING ACTIVITIES Cash paid for interest, net of amounts capitalized $ 216,067 $ 244,603 $ 207,700 Cash paid for income taxes, net $ 3,643 $ 560 $ 480 Property and equipment and intangible accruals in accounts payable and accrued liabilities $ 31,934 $ 21,094 $ 27,316 Right-of-use obtained in exchange for lease liabilities $ 34,735 $ 43,682 $ 5,189 Class A Common Stock issued through dividend and distribution reinvestment plan $ 1,650 $ 75,633 $ 352,060 Fair value of assets acquired in business combinations $ 191,133 $ 875,244 $ — Cash consideration paid 175,481 357,967 — Class C Common Units issued — 148,200 — Deferred consideration — 275,000 — Contingent consideration — 4,500 — Liabilities assumed $ 15,652 $ 89,577 $ — The accompanying notes are an integral part of the Consolidated Financial Statements. F-8 Table of Contents Index to Financial Statements KINETIK HOLDINGS INC. CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY AND NONCONTROLLING INTEREST Class A Common Stock Class C Common Stock Deferred Consideration Redeemable Noncontrolling Interest — Common Unit Limited Partner Shares Amount Shares Amount Shares Amount Additional Paid-in Capital Accumulated Deficit Treasury Stock Total Equity (In thousands) (In thousands) Balance at December 31, 2022 $ 3,112,409 45,679 $ 5 94,270 $ 9 — $ — $ 118,840 $ ( 958,629 ) $ — $ ( 839,775 ) Redemption of Common Units ( 5,634 ) 181 — ( 181 ) — — — 5,634 — — 5,634 Issuance of Common Stock through dividend and distribution reinvestment plan — 11,215 1 — — — — 352,059 — — 352,060 Retirement of treasury stock — — — — — — — — ( 5,757 ) 5,757 — Repurchase of Class A Common Stock — ( 194 ) — — — — — — — ( 5,757 ) ( 5,757 ) Share-based compensation — 216 — — — — — 55,983 — — 55,983 Net income 97,010 — — — — — — — 289,442 — 289,442 Change in redemption value of noncontrolling interest (1) 236,288 — — — — — — ( 339,838 ) 103,550 — ( 236,288 ) Distribution paid to Common Units limited partners ( 282,266 ) — — — — — — — — — — Dividends on Class A Common Stock ($ 3.00 per share) — — — — — — — — ( 152,122 ) — ( 152,122 ) Balance at December 31, 2023 $ 3,157,807 57,097 $ 6 94,089 $ 9 — $ — $ 192,678 $ ( 723,516 ) $ — $ ( 530,823 ) Balance at December 31, 2023 $ 3,157,807 57,097 $ 6 94,089 $ 9 — $ — $ 192,678 $ ( 723,516 ) $ — $ ( 530,823 ) Durango Acquisition 423,200 — — 3,840 — 7,680 1 — — — 1 Redemption of Common Units ( 5,060 ) 146 — ( 146 ) — — — 5,060 — — 5,060 Issuance of Common Stock through dividend and distribution reinvestment plan — 2,213 — — — — — 75,633 — — 75,633 Share-based compensation — 474 — — — — — 76,536 — — 76,536 Net income 164,219 — — — — — — — 80,014 — 80,014 Change in redemption value of noncontrolling interest (1) 2,506,075 — — — — — — ( 353,997 ) ( 2,152,078 ) — ( 2,506,075 ) Recognition of deferred tax asset — — — — — — — 4,090 — — 4,090 Distribution paid to Common Unit limited partners ( 290,579 ) — — — — — — — — — — Dividends on Class A Common Stock ($ 3.03 per share) — — — — — — — — ( 181,032 ) — ( 181,032 ) Balance at December 31, 2024 $ 5,955,662 59,930 $ 6 97,783 $ 9 7,680 $ 1 $ — $ ( 2,976,612 ) $ — $ ( 2,976,596 ) F-9 Table of Contents Index to Financial Statements KINETIK HOLDINGS INC. CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY AND NONCONTROLLING INTEREST (CONTINUED) Class A Common Stock Class C Common Stock Deferred Consideration Redeemable Noncontrolling Interest — Common Unit Limited Partner Shares Amount Shares Amount Shares Amount Additional Paid-in Capital Accumulated Deficit Treasury Stock Total Equity (In thousands) (In thousands) Balance at December 31, 2024 $ 5,955,662 59,930 $ 6 97,783 $ 9 7,680 $ 1 $ — $ ( 2,976,612 ) $ — $ ( 2,976,596 ) Issuance of deferred consideration for Durango Acquisition — — — 7,680 1 ( 7,680 ) ( 1 ) — — — — Redemption of Common Units ( 358,376 ) 7,905 — ( 7,905 ) — — — 358,376 — — 358,376 Issuance of Common Stock through dividend and distribution reinvestment plan — 34 — — — — — 1,650 — — 1,650 Retirement of treasury stock — — — — — — — — ( 176,005 ) 176,005 — Repurchase of Class A Common Stock — ( 4,116 ) — — — — — — — ( 176,005 ) ( 176,005 ) Share-based compensation — 328 — — — — — 62,617 — — 62,617 Net income 347,668 — — — — — — — 178,260 — 178,260 Change in redemption value of noncontrolling interest (1) ( 2,142,845 ) — — — — — — ( 220,746 ) 2,363,591 — 2,142,845 Recognition of deferred tax asset — — — — — — — 38,828 — — 38,828 Distribution paid to Common Unit limited partners ( 306,347 ) — — — — — — — — — — Dividends on Class A Common Stock ($ 3.12 per share) — — — — — — — — ( 195,355 ) — ( 195,355 ) Balance at December 31, 2025 $ 3,495,762 64,081 $ 6 97,558 $ 10 — $ — $ 240,725 $ ( 806,121 ) $ — $ ( 565,380 ) (1) Represents the effects of the period-over-period change in the Class C redemption price in relation to outstanding common units. The accompanying notes are an integral part of the Consolidated Financial Statements. F-10 Table of Contents Index to Financial Statements KINETIK HOLDINGS INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 1. DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION Organization Kinetik Holdings Inc. (the “Company”) is a holding company, whose significant assets are ownership of the non-economic general partner interest and an approximate 40 % limited partner interest in Kinetik Holdings LP, a Delaware limited partnership (the “Partnership”). As the owner of the non-economic general partner interest in the Partnership, the Company is responsible for all related operational, management and administrative decisions and consolidates the results of the Partnership and its subsidiaries. BCP Raptor Holdco, LP (“ BCP”), the predecessor for accounting purposes of the Company was formed on April 25, 2017 as a Delaware limited partnership to acquire and develop midstream oil and gas assets. On February 22, 2022 (the “Altus Closing Date”), the Company consummated the business combination transaction (the “Altus Acquisition”) contemplated by that certain Contribution Agreement, dated as of October 21, 2021 (the “Contribution Agreement”), by and among the Company, Altus Midstream LP (now known as Kinetik Holdings LP) (the “Partnership”), New BCP Raptor Holdco, LLC, a Delaware limited liability company (“Contributor”) and BCP. In connection with the closing of the Altus Acquisition, the Company changed its name from “Altus Midstream Company” to “Kinetik Holdings Inc”. On June 24, 2024, the Company consummated the transaction contemplated by the Membership Interest Purchase Agreement (the “Durango MIPA”), dated May 9, 2024, by and between the Company, the Partnership, and Durango Midstream LLC, an affiliate of Morgan Stanley Equity Partners (the “Durango Seller”), pursuant to which the Partnership purchased all of the membership interests of Durango Permian LLC and its wholly owned subsidiaries (“Durango”) from Durango Seller (“Durango Acquisition”). The Durango Acquisition allows the Company to further expand its footprint into New Mexico and across the Northern Delaware Basin. On January 14, 2025, the Company completed a bolt-on acquisition with Permian Resources Corporation (“Permian Resources”), who directly owned all of the issued and outstanding membership interests of (a) RC Permian Gathering, LLC, a Delaware limited liability company (“Permian Gathering”) and (b) Barilla Draw Gathering, LLC, a Delaware limited liability company (“Barilla Draw”), pursuant to which the Partnership purchased all of the membership interests of Permian Gathering and Barilla Draw (the “Barilla Draw Acquisition”). Nature of Operations Through its consolidated subsidiaries, the Company provides comprehensive gathering, produced water disposal, transportation, compression, processing and treating services necessary to bring natural gas, NGL and crude oil to market. Additionally, the Company owns two NGL pipelines and equity interests in two separate Permian Basin pipeline entities that have access to various markets along the U.S. Gulf Coast and Mexico markets. Basis of Presentation The accompanying consolidated financial statements have been prepared in accordance with GAAP. All adjustments that, in the opinion of management, are necessary for a fair presentation of the results of operations have been made and are of a recurring nature unless otherwise disclosed herein. All intercompany balances and transactions have been eliminated in consolidation. During the year ended December 31, 2025, the Company adopted ASU 2023-09, Income Taxes (Topic 740), Improvement to Income Tax Disclosure (“ASU 2023-09”). The Company adopted ASU 2023-09 on a prospective basis for the year ended December 31, 2025. The comparative years ended December 31, 2024 and 2023 are presented under ASC 740 Income Taxes (“ASC 740”) previous guidance . See Note 2—Summary of Significant Accounting Policies , Recently Adopted Accounting Pronouncement for further discussion. F-11 Table of Contents Index to Financial Statements 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Use of Estimates Preparation of financial statements in conformity with GAAP and disclosure of contingent assets and liabilities requires management to make estimates and assumptions that affect reported amounts of assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. The Company bases its estimates on historical experience and various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about carrying values of assets and liabilities that are not readily apparent from other sources. The Company evaluates its estimates and assumptions on a regular basis. Actual results may differ from these estimates and assumptions used in preparation of the Company’s Consolidated Financial Statements, and changes in these estimates are recorded when known. Significant items subject to such estimates and assumptions include the valuation of enterprise value, assets acquired and liabilities assumed in a business combination, derivatives, tangible and intangible assets, litigation-related reserve, environmental matter-related liabilities, and impairment of long-lived assets and EMIs. Segment Information The Company applies FASB ASC 280, Segment Reporting , in determining reportable segments for its financial statement disclosure. Operating segments are defined as components of an enterprise about which separate financial information is available that is evaluated regularly by the CODM in deciding how to allocate resources and in assessing performance. Our Chief Executive Officer is the CODM. The Company has determined it has two operating segments: (1) Midstream Logistics and (2) Pipeline Transportation. See Note 19—Segments in the Notes to our Consolidated Financial Statements in this Annual Report for further information. Revenue Recognition We provide gathering, processing, transportation, and disposal services and we sell commodities (including condensate, natural gas, and NGLs) under various contracts. The Company recognizes revenue in accordance with the provisions of FASB ASC 606, Revenue from Contracts with Customers (“Topic 606”). We recognize revenues for services and products under revenue contracts as our obligations to perform services or deliver/sell products under the contracts are satisfied. A contract’s transaction price is allocated to each performance obligation in the contract and recognized as revenue when, or as, the performance obligation is satisfied. These contracts include: a. Fee-based arrangements – Under fee-based contract arrangements, the Company provides gathering, processing and disposal services to producers and earns a net margin based on volumes. While transactions vary in form, the essential element of each transaction is the use of the Company’s assets to transport a product or provide a processed product to an end-user at the tailgate of the plant or pipeline. This revenue stream is generally directly related to the volume of water, natural gas, crude oil, NGLs, and condensate that flows through the Company’s systems and facilities and is not normally dependent on commodity prices. The Company primarily acts as an agent under these contracts selling the underlying commodities on behalf of the producer and remitting back to the producer the net proceeds. These such sales and remitted proceeds are presented net within revenue. However, in certain instances, the Company acts as the principal for processed residue gas and NGLs by purchasing them from the associated producer at the tailgate of the plant at index prices. This purchase and the associated third-party sale are presented gross within revenues and cost of sales. b. Percent-of-proceeds arrangements – Under percentage-of-proceeds based contract arrangements, the Company will gather and process natural gas on behalf of producers and sell the outputs, including residue gas, NGLs and condensate, at market prices. The Company remits an agreed-upon percentage of proceeds to the producer based on the market price received from third parties or the index price defined in the contract. Under these arrangements, revenue is recognized net of the agreed-upon proceeds remitted to producers when the Company acts as an agent of the producer for the associated third-party sale. However, in certain instances the Company acts as the principal for processed residue gas and NGLs by purchasing these volumes from the associated producer at the tailgate of the plant at index prices. This purchase and the associated third-party sale are presented gross within revenues and cost of sales. c. Percent-of-products arrangements – Under percent-of-products based contract arrangements, the Company will gather and process natural gas on behalf of producers. As partial compensation for services, the producer assigns to the F-12 Table of Contents Index to Financial Statements Company, for no additional consideration, all right, title and interest, to a set percentage, as defined in the contract, of the processed residue volumes. The Company recognizes the fair value of these products as revenue when the associated performance obligation has been met. d. Product sales contracts – Under these contracts, we sell natural gas, NGLs or condensate to third parties. These sales are presented gross within revenues and cost of sales or net within revenues depending on whether the Company acts as the principal or the agent in the sale transaction as discussed above. Our fee-based service contracts primarily have a single performance obligation to deliver a series of distinct goods or services that are substantially the same and have the same pattern of transfer to our producers. For performance obligations associated with these contracts, we recognize revenues over time utilizing the output method based on the actual volumes of products delivered/sold or services performed, because the single performance obligation is satisfied over time using the same performance measure of progress toward satisfaction of the performance obligation. The transaction price under our fee-based service contracts includes variable consideration that varies primarily based on actual volumes that are delivered under the contracts. Because the variable consideration specifically relates to our efforts to transfer the services and/or products under the contracts, we allocate the variable consideration entirely to the distinct service utilizing the allocation exception guidance under Topic 606, and accordingly recognize the variable consideration as revenues at the time the good or service is transferred to the producer. We recognize revenues at a point in time for performance obligations associated with percent-of-proceeds contract elements, percent-of-products contract elements and product sale contracts, and these revenues are recognized because control of the underlying product is transferred to the customer or producer. The evaluation of when performance obligations have been satisfied and the transaction price that is allocated to our performance obligations requires judgments and assumptions, including our evaluation of the timing of when control of the underlying good or service has transferred to our producers or customers. Actual results can vary from those judgments and assumptions. Minimum Volume Commitments The Company has certain agreements that provide for quarterly or annual MVCs. Under these MVCs, our producers agree to ship and/or process a minimum volume of production on our gathering and processing systems or to pay a minimum monetary amount over certain periods during the term of the MVC. A producer must make a shortfall payment to us at the end of the contracted measurement period if its actual throughput volumes are less than its contractual MVC for that period. None of the Company’s MVC provisions allow for producers to make up past deficient volumes in a future period. However, certain MVC provisions allow producers to carryforward volumes delivered in excess of a current period MVC to future periods. The Company recognizes revenue associated with MVCs when a counterparty has not met the contractual MVC at the completion of the measurement period for the specific commitment or we determine that the counterparty cannot meet the contractual MVC by the end of the contracted measurement period. Disaggregation of Revenue The Company disaggregates revenue into categories that depict the nature, amount, and timing of revenue and cash flows based on differing economic risk profiles for each category. In concluding such disaggregation, the Company evaluated the nature of the products and services, consumer markets, sales terms, and sales channels which have similar characteristics such that the level of disaggregation provides an understanding of the Company’s business activities and historical performance. The level of disaggregation is evaluated annually and as appropriate for changes to the Company or its business, either from internal growth, acquisitions, divestitures, or otherwise. See Note 4 — Revenue Recognition in the Notes to our Consolidated Financial Statements in this Annual Report for further information. Concentration Risk All operations and efforts of the Company are focused in the oil and gas industry and are subject to the related risks of the industry. The Company’s assets are located in the Permian Basin, across Texas and New Mexico. Demand for the Company’s products and services may be influenced by various regional and global factors and may impact the value of the projects the Company is developing. The Company’s concentration of customers may impact its overall business risk, either positively or negatively, in that these entities may be similarly affected by changes in the economy or other conditions. The Company’s operations involve a F-13 Table of Contents Index to Financial Statements variety of counterparties, both investment grade and non-investment grade. The Company analyzes the counterparties’ financial condition prior to entering into an agreement, establishes credit limits and monitors the appropriateness of these limits on an ongoing basis within approved tolerances, with the primary focus on published credit ratings when available and inherent liquidity metrics to mitigate credit risk. Typically, through our customer contracts, the Company takes title to the rich gas and associated plant products (NGLs and residue gas). As such, the inherent risk with these types of contracts is mitigated as the Company receives funds for the disposition and sale of such products from downstream counterparties that are large investment grade entities and is able to deduct all fees owed to it by its customers and associated costs before remitting the balance of any funds back to the relevant customer. For those few counterparties’ that retain ownership of their plant products, the Company attempts to minimize credit risk exposure through its credit policies and monitoring procedures as well as through customer deposits, and letters of credit. The Company manages credit risk to mitigate credit losses and exposure to uncollectible trade receivables and generally receivables are collected within 30 days. Below is a summary of operating revenue by major customer that individually exceeded 10% of consolidated operating revenue: For the Year Ended December 31, 2025 2024 2023 (In thousands) Customer 1 $ 468,674 $ 335,107 $ 278,408 Customer 2 329,090 348,769 233,109 Customer 3 292,568 372,949 205,079 Others 674,057 426,104 539,816 Consolidated Operating Revenue $ 1,764,389 $ 1,482,929 $ 1,256,412 As of December 31, 2025 and 2024, approximately 45 % and 48 %, respectively, of accounts receivable and accounts receivable pledged were derived from the above customers. All operating revenue derived from above customers are included in the Midstream Logistics segment. Major Producers are defined as our producers who we gather natural gas, crude and/or produced water and process gas and dispose of produced water from and account for 10% or more of our cost of sales as presented in the consolidated financial statements. For the year ended December 31, 2025, approximately 70 % of the Company’s cost of sales were derived from four producers. For the year ended December 31, 2024, approximately 59 % of the Company’s cost of sales were derived from two producers. For the year ended December 31, 2023, approximately 60 % of the Company’s cost of sales were derived from three producers. This concentration of producers may impact the Company's overall business risk, either positively or negatively, in that these entities may be similarly affected by changes in the economy or other conditions. We do not believe that a loss of revenues from any single customer would have a material adverse effect on our business, financial position, results of operations or cash flows. The Company regularly maintains its cash in bank deposit accounts, which, at times, may exceed federally insured limits. The Company has not experienced any losses with respect to the related risks to cash and does not believe its exposure to such risk is more than nominal. Fair Value Measurements FASB ASC Topic 820, Fair Value Measurement (“Topic 820”), establishes a framework for measuring fair value in U.S. GAAP, clarifies the definition of fair value within that framework, and requires disclosures about the use of fair value measurements. Topic 820 defines fair value as the price that would be received to sell an asset, or paid to transfer a liability, in an orderly transaction between market participants at the measurement date. Topic 820 provides a framework for measuring fair value, establishes a three-level hierarchy for fair value measurements based upon the transparency of inputs to the valuation of an asset or liability as of the measurement date and requires consideration of the counterparty’s creditworthiness when valuing certain assets. Topic 820 establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets (Level 1 inputs). The three levels of the fair value hierarchy under Topic 820 are described below: Level 1 inputs : Unadjusted, quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities. An active market is defined as a market where transactions for a financial instrument occur with sufficient frequency and volume to provide pricing information on an ongoing basis. F-14 Table of Contents Index to Financial Statements Level 2 inputs : Inputs, other than quoted prices in active markets, that are either directly or indirectly observable for the asset or liability through correlation with market data at the measurement date and for the duration of the instrument’s anticipated life. Level 3 inputs : Prices or valuations that require unobservable inputs that are both significant to the fair value measurement and unobservable. Valuation under Level 3 generally involves a significant degree of judgment from management. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. Where available, fair value is based on observable market prices or inventory parameters or derived from such prices or parameters. Where observable prices or inputs are not available, valuation models are applied. These valuation techniques involve some level of management estimation and judgment, the degree of which is dependent on the price transparency for the instruments or market and the instrument’s complexity. In addition, fair value measurements using Level 3 inputs, which involve significant unobservable inputs and management judgment, could be different if significant unobservable inputs or management judgment had been different at the reporting date. The Company’s Consolidated Balance Sheets reflect a mixture of measurement methods for financial assets and liabilities. See Note 12—Fair Value Measurements and Note 13—Derivatives and Hedging Activities in the Notes to our Consolidated Financial Statements in this Annual Report for further information. Other financial instruments are reported at historical cost or amortized cost on our Consolidated Balance Sheets. Long-term debt is primarily the other financial instrument for which carrying value could vary significantly from fair value. See Note 8—Debt and Financing Costs in the Notes to our Consolidated Financial Statements in this Annual Report for further information. Derivative Instruments and Hedging Activities FASB ASC Topic 815, Derivatives and Hedging (“Topic 815”), provides the disclosure requirements for derivatives and hedging activities with the intent to provide users of financial statements with an enhanced understanding of: (a) how and why an entity uses derivative instruments, (b) how the entity accounts for derivative instruments and related hedged items, and (c) how derivative instruments and related hedged items affect an entity’s financial position, financial performance, and cash flows. Further, qualitative disclosures are required that explain the Company’s objectives and strategies for using derivatives, as well as quantitative disclosures about the fair value of and gains and losses on derivative instruments, and disclosures about credit-risk-related contingent features in derivative instruments. As required by Topic 815, the Company records all derivatives on the balance sheet at fair value. The accounting for changes in the fair value of derivatives depends on the intended use of the derivative, whether the Company has elected to designate a derivative in a hedging relationship and apply hedge accounting and whether the hedging relationship has satisfied the criteria necessary to apply hedge accounting. Derivatives designated and qualifying as a hedge of the exposure to variability in expected future cash flows, or other types of forecasted transactions, are considered cash flow hedges. Hedge accounting generally provides for the matching of the timing of gain or loss recognition on the hedging instrument with the recognition of the changes in the fair value of the hedged asset or liability that are attributable to the hedged risk in a fair value hedge or the earnings effect of the hedged forecasted transactions in a cash flow hedge. The Company has not elected to apply hedge accounting to any of its current or recent derivative transactions. When the Company does not elect to apply hedge accounting, the instruments are marked-to-market each period end and changes in fair value, realized or unrealized, are recognized in earnings. Cash and Cash Equivalents The Company considers all highly liquid short-term investments with a maturity of three months or less at the time of purchase to be cash equivalents. These investments are carried at cost, which approximate fair value. As of December 31, 2025 and 2024, the Company had $ 4.0 million and $ 3.6 million, respectively, of cash and cash equivalents. Accounts Receivable and Current Expected Credit Losses Accounts receivable include billed and unbilled amounts due from customers for gas, NGLs and condensate sales, pipeline transportation, and gathering, processing and disposal fees, under normal trade terms, generally requiring payment within 30 days. The Company’s current expected credit losses are determined based upon reviews of individual accounts, existing economics, and other pertinent factors. The Company had an allowance for credit losses of $ 1.0 million as of December 31, 2025 and 2024. F-15 Table of Contents Index to Financial Statements Accounts Receivable Securitization Facility Pursuant to ASC 860, Transfers and Servicing, accounts receivable that are sold or contributed by the Partnership to the special purpose vehicle are treated as collateral for borrowings under the third party A/R Facility (as defined below) and are included as “Accounts receivable pledged” within the Consolidated Balance Sheets. Proceeds from the transfer of the eligible accounts receivable under the third party A/R Facility are secured borrowings included as “Current debt obligations” within our Consolidated Balance Sheets. Proceeds and repayments under such facility are reflected as cash flows from financing activities in our Consolidated Statements of Cash Flows. See Note 8—Debt and Financing Costs for further discussion. Gas Imbalance Quantities of natural gas over-delivered or under-delivered related to imbalance agreements are recorded monthly as receivables or payables using weighted-average prices at the time of the imbalance. These imbalances are typically settled with deliveries of natural gas. We had imbalance receivables of $ 3.6 million and $ 5.0 million at December 31, 2025 and 2024, respectively, which are carried at the lower of cost or market value. We had no imbalance payables at December 31, 2025 and 2024. Imbalance receivables and imbalance payables are included in “Accounts Receivable” and “Accounts Payable”, respectively, on the Consolidated Balance Sheets. Inventory Other current assets include condensate, residue gas and NGL inventories that are valued at the lower of cost or net realizable value. At the end of each reporting period, the Company assesses the carrying value of inventory and makes any adjustments necessary to reduce the carrying value to the applicable net realizable value. Inventory was valued at $ 4.6 million and $ 3.6 million as of December 31, 2025 and 2024, respectively. Property, Plant, and Equipment Property, plant and equipment are carried at cost or fair market value at the date of acquisition less accumulated depreciation. The cost basis of constructed assets includes materials, labor, and other direct costs. Major improvements or betterments are capitalized, while repairs that do not improve the life of the respective assets are expensed as incurred. Depreciation and amortization are computed using the straight-line method over the estimated useful lives of the assets as follows: Estimated Useful Life Buildings 30 years Gathering and processing systems and facilities 20 years Furniture and fixtures 5 years Vehicles 5 years Computer hardware and software 3 years Leases The Company's lease portfolio includes certain real estate and equipment. The determination of whether an arrangement is, or contains, a lease is performed at the inception of the arrangement. Operating leases are recorded on the balance sheet with operating lease assets representing the right to use the underlying asset for the lease term and lease liabilities representing the obligation to make lease payments arising from the lease. The Company has elected to account for the lease and non-lease components together as a single component for all classes of underlying assets. The Company excludes variable lease payments in measuring right-of-use (“ROU”) assets and lease liabilities, other than those that depend on an index, a rate or are in-substance fixed payments. ROU assets and lease liabilities are recognized at the commencement date based on the present value of lease payments over the lease term. In addition, ROU assets include initial direct costs incurred by the lessee, as well as any lease payments made at or before the commencement date and are reduced by lease incentives. As most of the Company's leases do not provide an implicit rate, the Company uses its incremental borrowing rate based on the information available at the commencement date in determining the present value of lease payments. The incremental borrowing rate is determined by using the rate of interest that the Company would pay to borrow on a collateralized basis an amount equal to the lease payments for a similar term and in F-16 Table of Contents Index to Financial Statements a similar economic environment. Lease terms include options to extend or terminate the lease when it is reasonably certain that the Company will exercise that option. Leases with a term of one year or less are excluded from ROU assets and liabilities. Capitalized Interest The Company’s policy is to capitalize interest cost incurred on debt during the construction of major projects. Deferred Financing Costs Deferred financing costs consist of fees incurred to secure debt financing and are amortized over the life of the related debt using effective interest rate method or straight-line method. Deferred financing costs associated with the Company’s unsecured term loan and senior notes are presented with the related debt on the Consolidated Balance Sheets, as a reduction to the carrying amounts. Deferred financing costs associated with the Company's revolving credit facilities are presented within “Other Current Assets” and “Deferred Charges and Other Assets” on the Consolidated Balance Sheets. Asset Retirement Obligation The Company follows the provisions of FASB ASC Topic 410, Asset Retirement and Environmental Obligations , which require the fair value of a liability related to the retirement of long-lived assets to be recorded at the time a legal obligation is incurred if the liability can be reasonably estimated. The liability is based on future retirement cost estimates and incorporates many assumptions, such as time to permanent removal, future inflation rates and the credit-adjusted risk-free rate of interest. The retirement obligation is recorded at its estimated present value with an offsetting increase to the related asset on the balance sheet. Over time, the liability is accreted to its future value, with the accretion recorded to expense. The Company’s assets generally consist of gas processing plants, crude storage terminals, saltwater disposal wells, and underground gathering and transportation pipelines installed along rights-of-way acquired from landowners and related above-ground facilities. The majority of the rights-of-way agreements do not require the dismantling and removal of the pipelines and reclamation of the rights-of-way upon permanent removal of the pipelines from service. Further, we have in place a rigorous repair and maintenance program that keeps our gathering and processing systems in good working order. As a result, the ultimate dismantlement and removal dates of the Company’s assets are not determinable. As such, the fair value of the liability is not estimable and, therefore, no asset retirement obligation has been recognized in the Consolidated Financial Statements as of December 31, 2025 and 2024. Environmental Costs The Company is subject to extensive federal, state, and local environmental laws and regulations. These laws, which are constantly changing, regulate the discharge of materials into the environment and may require the Company to remove or mitigate the environmental effects of the disposal or release of petroleum or chemical substances at various sites, if applicable. Environmental costs that relate to current operations are expensed or capitalized as appropriate. Costs are expensed when they relate to an existing condition caused by past operations and will not contribute to current or future revenue generation. Liabilities related to environmental assessments and/or remedial efforts are accrued when property or services are probable and can reasonably be estimated. See Note 17—Commitments and Contingencies for additional discussion of environmental matter-related assessment. Intangible Assets Intangible assets consist of rights of way agreements, primarily relate to underground pipeline easements and are generally for an initial term of ten years with an option to renew for an additional ten years at agreed upon renewal rates based on certain indices or up to 130 % of the original consideration paid, and customer contracts, which are capitalized as a result of acquiring favorable customer contracts from business combinations with remaining contract terms that range from five years to twenty years on acquisition dates. Intangible assets are amortized on a straight-line basis over their estimated economic life or remaining term of the contract and are assessed for impairment with the associated long-lived asset group whenever impairment indicators are present. Goodwill Goodwill represents the excess of cost over the fair value of assets of businesses acquired. Goodwill is not amortized but instead is tested for impairment in accordance with FASB ASC 350 , Intangibles – Goodwill and Other (“Topic 350”) at the reporting unit level at least annually. The Company’s reporting unit is subject to impairment testing annually, on November 30, F-17 Table of Contents Index to Financial Statements or more frequently if events and circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying amount. Topic 350 provides the option to assess qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount, including goodwill. The Company has the unconditional option to bypass the qualitative assessment for any reporting unit in any period and proceed directly to performing a quantitative goodwill impairment test. If the assessment of all relevant qualitative factors indicates that it is more likely than not that the fair value of a reporting unit is more than its carrying amount, a quantitative goodwill impairment test is not necessary. If the assessment of all relevant qualitative factors indicates that it is more likely than not that the fair value of a reporting unit is less than its carrying amount, the Company will perform a quantitative goodwill impairment test. The quantitative impairment test for goodwill consists of a comparison of the fair value of a reporting unit with its carrying value, including the goodwill allocated to that reporting unit. If the carrying value of a reporting unit exceeds its fair value, the Company will recognize an impairment loss equal to the amount of the excess, limited to the amount of goodwill allocated to that reporting unit. The Company assessed relevant qualitative factors, such as the Company’s operations, actual versus budgeted results of operations, forecast, macroeconomics conditions, etc. The Company concluded there is no indication that it is more likely than not that the fair value of the reporting unit is less than its carrying amount. As such, no quantitative impairment test is necessary and the Company’s goodwill was no t impaired as of December 31, 2025 and 2024. Impairment of Long-Lived Assets In accordance with FASB ASC 360, Property, Plant and Equipment, long-lived assets, excluding goodwill, to be held and used by the Company are reviewed for impairment if events or circumstances indicate that the fair value of the assets have decreased below their carrying value. For long-lived assets to be held and used, the Company bases their evaluation on impairment indicators such as the nature of the assets, the future economic benefit of the assets, any historical or future profitability measurements and other external market conditions or factors that may be present. The Company’s management assesses whether there has been an impairment trigger, and if a trigger is identified, then the Company would perform an undiscounted cash flow test at the lowest level for which identifiable cash flows are independent of cash flows from other assets. If the sum of the undiscounted future net cash flows is less than the net book value of the property, an impairment loss is recognized for any excess of the property’s net book value over its estimated fair value. There was no impairment trigger event observed in 2025 and 2024. The Company did no t recognize impairment losses for long-lived assets during the years ended December 31, 2025 and 2024. Variable Interest Entity The Company uses a qualitative approach in assessing the consolidation requirement for variable interest entities. The approach focuses on identifying which enterprise has the power to direct the activities that most significantly impact the variable interest entity’s economic performance and which enterprise has the obligation to absorb losses or the right to receive benefits from the variable interest entity. In the event that the Company is the primary beneficiary of a variable interest entity, the assets, liabilities, and results of operations of the variable interest entity would be consolidated in our financial statements. The Company has determined that it has significant influence over the operating and financial policies of the two pipeline entities in which it is invested, but does not exercise control over them; and hence, it accounts for these investments using the equity method. Refer to Note 7—Equity Method Investments in the Notes to our Consolidated Financial Statements in this Annual Report. Equity Method Investments The Company follows the equity method of accounting when it does not exercise control over its equity interests but can exercise significant influence over the operating and financial policies of the entity. Under this method, the equity investments are carried originally at acquisition cost, increased by the Company’s proportionate share of the equity interest’s net income and contributions made, and decreased by the Company’s proportionate share of the equity interest’s net losses and distributions received. The Company determines whether distributions are a return on or a return of the investment based on the nature of the distribution approach, under which the Company classifies distributions from an investee by evaluating the facts, circumstances and nature of each distribution. For distributions from the Company’s EMI pipeline entities that are generated from their respective normal course of business, the Company classifies the distributions as returns on investment and as cash flows from operating activities. For distributions that are a return of the investment, the Company classifies the distribution as cash flows from investing activities. Please refer to Note 7—Equity Method Investments in the Notes to our Consolidated Financial Statements in this Annual Report, for further information of the Company’s EMIs. F-18 Table of Contents Index to Financial Statements Other Assets The Company’s accounting policy is to classify its line fill as an other long-term asset to be consistent with industry practices and given line fill is required on certain third-party pipelines to properly flow the Company’s product. Additionally, this line fill is contractually required to be maintained through the life of the contract with our counterparty and therefore will not be settled within an operating period. Accordingly, the Company had NGL and gas line fill of $ 23.3 million and $ 16.8 million within other assets as of December 31, 2025 and 2024, respectively. Redeemable Noncontrolling Interest — Common Units Limited Partners Pursuant to the Contribution Agreement, in connection with the Closing, (i) Contributor contributed all the equity interests of the Contributed Entities to the Partnership; and (ii) in exchange for such contribution, the Partnership issued 50,000,000 (pre-stock split) common units representing limited partner interests in the Partnership and the Company issued 50,000,000 (pre-stock split) shares of the Company’s Class C Common Stock, par value $ 0.0001 per share, to Contributor. Please refer to Note 1—Description of Business and Basis of Presentation in the Notes to our Consolidated Financial Statements in this Annual Report. The Common Units are redeemable at the option of unit holders and accounted for in the Company’s Consolidated Balance Sheets as a redeemable noncontrolling interest classified as temporary equity. The Company records the redeemable noncontrolling interest at the higher of (i) its initial value plus accumulated earnings/losses associated with the noncontrolling interest or (ii) the maximum redemption value as of the balance sheet date. The redemption value was determined based on a 5-day volume weighted-average closing price of the Company’s Class A Common Stock, par value $ 0.0001 per share. See discussion and additional details in Note 11—Equity in the Notes to our Consolidated Financial Statements in this Annual Report. Share-Based Compensation On Altus Closing Date, all outstanding Class A-1 and Class A-2 units from BCP were cancelled and exchanged for shares of Class A Common Stock (“Class A Shares”). The Class A Shares are held in escrow and vest over three to four years . Similarly, the Class A-3 units from BCP were exchanged for shares of Class C Common Stock and a corresponding number of Common Units (“Class C Shares”) and vest over four years . In addition, the Company granted restricted stock units (“RSUs”) to its officers, directors and employees pursuant to the Company’s 2019 Omnibus Compensation Plan, as amended from time to time. Such RSUs may be settled only for shares of Class A Common Stock on a one -for-one basis, contingent upon continued employment. The Class A and Class C Shares and RSUs are recorded at grant-date fair value and compensation expense is recognized on a straight‑line basis over the vesting period within “General and Administrative Expense” of the Consolidated Statements of Operations in accordance with FASB ASC 718 , C ompensation - Stock Compensation (“ASC 718”). Forfeitures are recognized as they occur. The Company grants performance stock units (“PSUs”) pursuant to the Company’s 2019 Omnibus Compensation Plan, as amended from time to time to certain of its employees and executives. These PSUs vest and become earned upon the achievement of certain performance goals based on the Company’s annualized absolute total stockholder return and the Company’s relative total stockholder return as compared to the performance peer group during a three-year performance period. Depending on the results achieved during the three-year performance period, the actual number of Class A Common Stock that a holder of the PSUs earns at the end of the performance period may range from 0 % to 200 % of the target number of PSUs granted. The fair value of the PSUs is determined using a Monte Carlo simulation at the grant date. The Company recognizes compensation expense for PSUs on a straight-line basis over the performance period within “General and Administrative Expense” of the Consolidated Statements of Operations in accordance with FASB ASC 718. Any PSU not earned at the end of the performance period will be forfeited. See further discussion of the Company’s assessment in Note 14—Share-Based Compensation in the Notes to our Consolidated Financial Statements in this Annual Report. Income Taxes The Company is subject to federal income, state income, and Texas margin tax. The Texas margin tax is assessed on corporations, limited liability companies, and limited partnerships. As such, the Company accounts for state income taxes in accordance with the asset and liability method of accounting for income taxes. Deferred income taxes are recognized for the tax consequences of temporary differences, at enacted statutory rates, between the consolidated financial statement carrying amounts and the tax bases of existing assets and liabilities. Income tax or benefit represents the current tax payable or refundable for the period, as applicable, plus or minus the tax effect of the net change in the deferred tax assets and liabilities. F-19 Table of Contents Index to Financial Statements The Company routinely assesses its ability to realize its deferred tax assets. If the Company concludes that it is more likely than not that some or all of its deferred tax assets will not be realized, the tax asset is reduced by a valuation allowance. See further discussion of the Company’s assessment in Note 15—Income Taxes in the Notes to our Consolidated Financial Statements in this Annual Report. During the year ended December 31, 2025, the Company adopted ASU 2023-09 prospectively to expand its income tax disclosure , see below Recently Adopted Accounting Pronouncement for impact of ASU 2023-09 on the Consolidated Financial Statements. See further discussion of the Company’s assessment in Note 15—Income Taxes in the Notes to our Consolidated Financial Statements in this Annual Report. Dividends Common Stock dividends declared are recorded as a reduction of retained earnings to the extent that retained earnings was available at the close of the prior quarter, with any excess recorded as a reduction of additional paid-in capital. Net Income Per Share Basic EPS is calculated by dividing net income attributable to Class A common shareholders by the weighted-average number of shares of Class A Common Stock outstanding during the period. Class C Common Stock is excluded from the weighted-average shares outstanding for the calculation of basic net income per share, as holders of Class C Common Stock are not entitled to any dividends or liquidating distributions. The Company uses the “if-converted method” to determine the potential dilutive effect of an assumed exchange of outstanding Common Units (and the cancellation of a corresponding number of shares of outstanding Class C Common Stock) for shares of Class A Common Stock and includes the dilutive effect of unvested Class A common shares in the diluted weighted average outstanding shares calculation. Recently Adopted Accounting Pronouncement Effective January 1, 2025, the Company adopted ASU 2023-09, which was applied prospectively to the year ended December 31, 2025. The amendments in this update require that public business entities on an annual basis (1) disclose specific categories in the rate reconciliation, (2) provide additional information, such as nature, effect, and underlying causes of the reconciling items and the judgment used in categorizing the reconciling items, for reconciling items that meet a quantitative threshold (if the effect of those reconciling items is equal to or greater than 5 percent of the amount computed by multiplying pretax income or loss by the applicable statutory income tax rate), (3) the amount of income taxes paid (net of refunds received) disaggregated by federal (national), state, and foreign taxes and (4) the amount of income taxes paid (net of refunds received) disaggregated by individual jurisdictions in which income taxes paid (net of refunds received) is equal to or greater than 5 percent of total income taxes paid (net of refunds received). In addition, the amendments in this update eliminate the requirement for all entities to (1) disclose the nature and estimate of the range of the reasonably possible change in the unrecognized tax benefits balance in the next 12 months or (2) make a statement that an estimate of the range cannot be made. See further discussion in Note 15—Income Taxes in the Notes to our Consolidated Financial Statements in this Annual Report. Recent Accounting Pronouncement Not Yet Adopted In November 2024, the FASB issued ASU 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (“ASU 2024-03”). The new standard requires that at each interim and annual reporting period an entity: (1) Disclose the amounts of (a) purchases of inventory, (b) employee compensation, (c) depreciation, (d) intangible asset amortization, and (e) depreciation, depletion, and amortization recognized as part of oil- and gas-producing activities (DD&A) (or other amounts of depletion expense) included in each relevant expense caption. A relevant expense caption is an expense caption presented on the face of the income statement within continuing operations that contains any of the expense categories listed in (a)–(e). (2) Include certain amounts that are already required to be disclosed under current GAAP in the same disclosure as the other disaggregation requirements. (3) Disclose a qualitative description of the amounts remaining in relevant expense captions that are not separately disaggregated quantitatively. (4) Disclose the total amount of selling expenses and, in annual reporting periods, an entity’s definition of selling expenses. In January 2025, the FASB issued ASU 2025-01, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures - Clarifying the Effective Date (“ASU 2025-01”). ASU 2024-03 and ASU 2025-01 apply to all public business entities and are effective for annual reporting periods beginning after December 15, 2026 and interim reporting periods within annual reporting periods beginning after December 15, 2027. The requirements will be applied prospectively with the option for retrospective application. Early adoption is permitted. F-20 Table of Contents Index to Financial Statements The Company is currently evaluating the effect that ASU 2024-03 and 2025-01 will have on the disclosures within its Consolidated Financial Statements. In May 2025, the FASB issued ASU 2025‑03, Business Combinations (Topic 805) and Consolidation (Topic 810): Determining the Accounting Acquirer in the Acquisition of a Variable Interest Entity (“ASU 2025‑03”). This ASU revises the guidance for determining the accounting acquirer in a business combination when the legal acquiree is a VIE. The amendments eliminate the previous requirement that the primary beneficiary of a VIE is always the accounting acquirer and instead require that, for acquisitions primarily effected through the exchange of equity interests, an entity: (1) Apply the general accounting acquirer factors in ASC 805‑10‑55‑12 through 55‑15—including relative voting rights, governance, senior management composition, and terms of the exchange to determine the accounting acquirer, regardless of whether the legal acquiree is a VIE. (2) Assess whether a reverse acquisition has occurred, as the new guidance now permits transactions involving a VIE to be accounted for as reverse acquisitions when supported by the ASC 805 factors. (3) Apply the guidance prospectively to all business combinations occurring on or after the date of initial adoption. The ASU does not change the existing guidance when the legal acquiree is a VIE that does not meet the definition of a business. ASU 2025‑03 applies to all entities involved in acquisition transactions primarily effected through the exchange of equity interests when the legal acquiree is a VIE that meets the definition of a business. This ASU is effective for annual reporting periods beginning after December 15, 2026, including interim periods within those annual periods, with early adoption permitted. The Company is currently evaluating the effect that ASU 2025‑03 will have on the accounting for future business combinations and the related disclosures within its Consolidated Financial Statements. In December 2025, the FASB issued ASU 2025‑11, Interim Reporting (Topic 270): Narrow‑Scope Improvements (“ASU 2025‑11”), which clarifies and reorganizes the guidance in Topic 270 to improve navigability and ensure consistent application of interim reporting requirements. The new standard enhances clarity around the form, content, and disclosures required in interim periods. Specifically, the amendments require that an entity: (1) Clarify the form and content of interim financial statements and accompanying notes, including identifying when condensed financial statements are permitted and aligning form and content requirements for both SEC registrants and non‑SEC registrants. (2) Provide a comprehensive list of required interim disclosures within Topic 270, consolidating disclosure requirements from numerous Codification topics into a single, navigable location to reduce complexity and improve consistency. (3) Apply a new disclosure principle requiring disclosure of events and changes since the end of the most recent annual reporting period that materially affect the entity. (4) Follow clarified scope provisions stating that Topic 270 applies to all entities that provide a full set of interim financial statements and accompanying notes in accordance with U.S. GAAP, while clarifying that Topic 270 does not apply to limited interim information such as single‑statement reporting, selected account balances, ratios, or partial disclosures. ASU 2025‑11 is effective for public business entities for interim periods within annual periods beginning after December 15, 2027, and for all other entities for interim periods within annual periods beginning after December 15, 2028. Entities may apply the amendments prospectively or retrospectively, and early adoption is permitted. The Company is currently evaluating the effect that ASU 2025‑11 will have on future interim reporting disclosures within its Consolidated Financial Statements. In December 2025, the FASB issued ASU 2025‑12, Codification Improvements , as part of its ongoing project to address technical corrections, clarify guidance, and improve the usability of the ASC. The amendments span multiple topics which primarily: (1) Clarify and correct existing guidance across several Codification Topics, including refinements to the calculation of diluted earnings per share, the treatment of lease receivables from sales‑type or direct financing leases, the calculation of reference amounts for certain beneficial interests, and the accounting for treasury stock retirements. (2) Clarify when receivables transferred from contracts with customers are subject to ASC 860, and confirm that not‑for‑profit entities must apply credit‑loss guidance to receivables arising from exchange transactions. (3) Enhance overall Codification consistency and navigability by resolving unintended application issues, making minor technical edits, and consolidating clarifications across numerous Topics. ASU 2025‑12 is effective for all entities for annual periods beginning after December 15, 2026, including interim periods within those annual periods, with adoption applied prospectively. The Company is currently evaluating the effect of ASU 2025-12 on the Consolidated Financial Statements and expects to adopt applicable required improvements when this ASU becomes effective. 3. BUSINESS COMBINATIONS For acquired businesses, we recognize the identifiable assets acquired and the liabilities assumed at their estimated fair values on the date of acquisition with any excess purchase price over the fair value of net assets acquired recorded to goodwill. Determining the fair value of these items requires management’s judgment and the utilization of an independent valuation specialist, if applicable, and involves the use of significant estimates and assumptions. F-21 Table of Contents Index to Financial Statements As of December 31, 2025, our allocations of purchase price for acquisitions made during 2025 and 2024 are detailed below: Acquisition Date Acquisition Consideration Transferred Current Assets Property Plant & Equipment Intangible Assets Other Long Term Assets Liabilities Contingent Consideration (In thousands) (1) Q1 2025 Barilla Draw $ 175,481 $ — $ 164,981 $ 10,500 $ 15,652 $ 15,652 $ — (2) Q2 2024 Durango Permian, LLC $ 781,167 $ 61,171 $ 627,452 $ 183,000 $ 3,621 $ 89,577 $ 4,500 Barilla Draw Acquisition On January 14, 2025, the Company completed the previously announced bolt-on acquisition with Permian Resources Corporation, who directly owns all of the issued and outstanding membership interests of (a) Permian Gathering and (b) Barilla Draw, to acquire all issued and outstanding membership interests of Permian Gathering and Barilla Draw for $ 175.5 million of cash consideration. Assets acquired consisted of natural gas and crude gathering pipelines and compression of $ 165.0 million, intangible right-of-way assets of $ 10.5 million and operating lease right of use assets of $ 15.7 million. Acquired gathering pipelines and compression were valued based on replacement cost along with economic obsolescence adjustments. These assets are depreciated over an estimated useful life of 20 years. Intangible right-of-way assets were valued based on the across the fence method and are amortized over an estimated useful life of seven years . Acquired net assets from this business combination were included in the Midstream Logistics segment. This transaction was accounted for as a business combination in accordance with ASC 805 Business Combination (“ASC 805”). The Barilla Draw Acquisition provides a multi-stream opportunity for natural gas gathering, compression and processing, as well as crude gathering services for the Company. For the year ended December 31, 2025, the Company recorded measurement period adjustment totaling $ 2.9 million related to working capital settlement for the effective period. Acquisition-related costs were immaterial for this transaction. For the year ended December 31, 2025, excluding intercompany revenue and cost of sales, Barilla Draw recorded revenues of $ 24.6 million and net income of $ 3.5 million. Supplemental pro forma information is omitted for the Barilla Draw Acquisition as Permian Gathering and Barilla Draw’s historical financial records are unavailable and cannot be reconstructed without undue cost and effort. Durango Acquisition On June 24, 2024, the Company consummated the transaction contemplated by the Durango MIPA, dated May 9, 2024, by and between the Company, the Partnership, and the Durango Seller, pursuant to which the Partnership purchased all of the membership interests of Durango from the Durango Seller for an adjusted purchase price of approximately $ 785.7 million. Durango Seller is entitled to an earnout of up to $ 75.0 million in cash (the “Kings Landing Earnout”), contingent upon the completion of the Kings Landing gas processing complex in Eddy County, New Mexico (the “Kings Landing Project”), which was placed into service in September 2025. The Kings Landing Earnout is subject to reductions based on actual capital costs associated with the Kings Landing Project. The Company recorded a contingent liability related to the Kings Landing Earnout based on project completion probability. See additional information in Note 17—Commitments and Contingencies in the Notes to our Consolidated Financial Statements set forth in this Form 10-K. The Durango Acquisition allows the Company to further expand its footprint into New Mexico and across the Northern Delaware Basin. The Durango Acquisition was accounted for as a business combination in accordance with ASC 805 and acquired net assets were included in the Midstream Logistics segment. 4. REVENUE RECOGNITION The following table presents a disaggregation of the Company’s revenue: For the Year Ended December 31, 2025 2024 2023 (In thousands) Gathering and processing services $ 445,496 $ 408,000 $ 417,751 Natural gas, NGLs and condensate sales 1,307,228 1,062,986 822,410 Other revenue 11,665 11,943 16,251 Total revenues $ 1,764,389 $ 1,482,929 $ 1,256,412 F-22 Table of Contents Index to Financial Statements There have been no significant changes to the Company’s contracts with customers during the years ended December 31, 2025, 2024 and 2023 aside from the addition of certain gas gathering and processing agreements associated with the Durango Acquisition in 2024 and the Barilla Draw Acquisition in January 2025. Contracts with customers acquired through these acquisitions have similar structures as the Company’s existing contracts with customers. For the years ended December 31, 2025, 2024 and 2023 the Company recognized revenues from MVC deficiency payments of $ 2.0 million, $ 0.1 million and $ 1.6 million, respectively. Remaining Performance Obligations The following table presents our estimated revenue from contracts with customers for remaining performance obligations that has not yet been recognized, representing our contractually committed revenues as of December 31, 2025: Fiscal Year Amount (In thousands) 2026 $ 52,563 2027 70,923 2028 76,098 2029 73,500 2030 88,896 Thereafter 87,532 $ 449,512 Our contractually committed revenue, for purposes of the tabular presentation above, is limited to customer contracts that have fixed pricing and fixed volume terms and conditions, generally including contracts with payment obligations associated with MVCs. Contract Liabilities The following provides information about contract liabilities from contracts with customers: (In thousands) 2025 2024 Balance as of January 1 $ 26,665 $ 32,238 Reclassification of beginning contract liabilities to revenue as a result of performance obligations being satisfied ( 8,662 ) ( 7,003 ) Cash received in advance and not recognized as revenue 18,629 1,430 Balance as of December 31 36,632 26,665 Less: Current portion 5,673 5,680 Non-current portion $ 30,959 $ 20,985 Contract liabilities relate to payments received in advance of satisfying performance obligations under a contract, which result from contribution in aid of construction payments. Current and noncurrent contract liabilities are included in “Other Current Liabilities” and “Contract Liabilities”, respectively, of the Consolidated Balance Sheets. Contract liabilities balance as of December 31, 2025 increased $ 10.0 million compared to that as of December 31, 2024. Higher contract liabilities balance is primarily due to an increase in cash received in advance for new customer contracts during the year and slightly offset by an increase in reclassification of beginning contract liabilities to revenue as a result of performance obligations being satisfied. Contract Cost Assets The Company has capitalized certain costs incurred to obtain a contract or additional contract dedicated acreage or volumes that would not have been incurred if the contract or associated acreage and volumes had not been obtained. These costs are recovered through the net cash flows of the associated contract. As of December 31, 2025 and 2024, the Company had contract cost assets of $ 61.6 million and $ 64.6 million, respectively. Current and noncurrent contract cost assets are included in “Prepaid and Other Current Assets” and “Deferred Charges and Other Assets”, respectively, of the Consolidated Balance Sheets. The Company amortizes these assets as cost of sales on a straight-line basis over the life of the associated long-term F-23 Table of Contents Index to Financial Statements customer contract. For the years ended December 31, 2025, 2024 and 2023, the Company recognized cost of sales associated with these assets of $ 6.8 million, $ 6.6 million and $ 6.6 million, respectively. Contract cost assets balance as of December 31, 2025, decreased $ 3.0 million compared to that as of December 31, 2024. The decrease was primarily related to the amortization of these assets during 2025, slightly offset by an increase in capitalized costs for new customer contracts. 5. PROPERTY, PLANT AND EQUIPMENT, NET Property, plant, and equipment, net at carrying value, is as follows: December 31, 2025 2024 (In thousands) Gathering, processing, and transmission systems and facilities $ 4,741,741 $ 3,977,825 Vehicles 19,802 15,659 Computers and equipment 12,509 7,872 Less: accumulated depreciation ( 1,048,589 ) ( 813,371 ) Total depreciable assets, net 3,725,463 3,187,985 Construction in progress 105,219 215,168 Land 35,554 30,711 Total property, plant, and equipment, net $ 3,866,236 $ 3,433,864 The cost of property classified as “Construction in progress” is excluded from capitalized costs being depreciated. These amounts represent property that is not yet available to be placed into productive service as of the respective reporting date. The Company recorded $ 240.9 million, $ 184.1 million and $ 158.6 million of depreciation expense for the years ended December 31, 2025, 2024 and 2023, respectively. Capitalized interest included in property, plant and equipment amounted to $ 14.5 million, $ 8.3 million and $ 6.4 million for the years ended December 31, 2025, 2024 and 2023, respectively. 6. INTANGIBLE ASSETS, NET Intangible assets, net are comprised of the following: December 31, 2025 December 31, 2024 (In thousands) Gross Amount Accumulated Amortization Net Gross Amount Accumulated Amortization Net Customer contracts $ 1,276,009 $ ( 862,508 ) $ 413,501 $ 1,270,106 $ ( 739,050 ) $ 531,056 Right of way assets 238,876 ( 99,147 ) 139,729 196,979 ( 75,545 ) 121,434 Total $ 1,514,885 $ ( 961,655 ) $ 553,230 $ 1,467,085 $ ( 814,595 ) $ 652,490 At December 31, 2025, the remaining customer contract amortization terms range from 1 month to 16 years with weighted average amortization periods of approximately 6.34 years, and the right-of-way assets remaining amortization terms range from 7 months to 14 years with weighted average amortization periods of approximately 6.44 years. The overall remaining weighted average amortization period for the intangible assets as of December 31, 2025 was approximately 6.66 years. The Company recorded $ 141.7 million, $ 140.1 million and $ 122.3 million of amortization expenses for the years ended December 31, 2025, 2024 and 2023, respectively. There was no impairment recognized on intangible assets for the years ended December 31, 2025, 2024 and 2023, respectively. F-24 Table of Contents Index to Financial Statements Estimated aggregate amortization expense for the remaining unamortized balance in future years is as follows: Fiscal Year Amount (In thousands) 2026 $ 142,704 2027 107,930 2028 61,976 2029 57,438 2030 53,342 Thereafter 129,840 Total $ 553,230 7. EQUITY METHOD INVESTMENTS As of December 31, 2025, the Company owned investments in the following long-haul pipeline entities in the Permian Basin. These investments were accounted for using the equity method of accounting. For each EMI pipeline entity, the Company has the ability to exercise significant influence based on certain governance provisions and its participation in the significant activities and decisions that impact the management and economic performance of the EMI pipeline. The table below presents the ownership percentages and investment balances held by the Company for each entity: December 31, 2025 2024 (In thousands, except for ownership percentages) Ownership Amount Ownership Amount PHP 55.5 % $ 1,591,384 55.5 % $ 1,607,323 Breviloba 33.0 % 417,341 33.0 % 428,383 EPIC (1) — % — 27.5 % 82,172 $ 2,008,725 $ 2,117,878 (1) The Company owned 27.5 % of EPIC as of December 31, 2024. On October 31, 2025, the Company consummated the EPIC Sale (defined below) to sell all its equity interest in EPIC and received $ 504.2 million of upfront cash consideration. During the third quarter 2024, the Company entered into an Equity Sale and Purchase Agreement with third parties to purchase a 12.5 % equity interest in EPIC, increasing our total equity interest in EPIC to 27.5 %. During the fourth quarter 2025, the Company consummated the previously announced Sale and Purchase Agreement with affiliates of Diamondback Energy, Inc. (together with the Company, the “Sellers”) and affiliates of Plains All American Pipeline, L.P. (the “Buyer”) to sell, collectively, 55 % of the outstanding interests in EPIC (“EPIC Sale”). The Company received $ 504.2 million of upfront cash consideration in exchange for all of its respective interest in EPIC. In addition, the Company can receive approximately $ 96.0 million attributable to an earnout, payable upon the approval by the board of directors of the general partner of EPIC of one or more capital projects that achieve certain capacity expansion criteria. The Company recognized a net gain of $ 415.4 million for the year ended December 31, 2025 in relation to the EPIC Sale. On June 4, 2024, the Company consummated the previously announced transaction contemplated by the Purchase and Sale Agreement dated as of May 9, 2024, to sell its 16 % equity interest in GCX to GCX Pipeline, LLC (the "GCX Buyer") for an adjusted price of $ 524.4 million (the "GCX Sale"), including a $ 30.0 million earnout in cash upon the approval by the GCX board of directors of one or more capital projects that achieve certain capacity expansion criteria. The Company recognized a net gain of $ 89.8 million for the year ended December 31, 2024 in relation to this transaction. As of December 31, 2025 and 2024, the unamortized net basis differences included in the EMI Pipelines’ investment balances were $ 193.6 million and $ 40.3 million, respectively. The increase was due to write off of unaccreted basis differences related to the EPIC Sale totaling $ 155.7 million. The basis differences represent differences in the Company’s contributions to date and the Company’s underlying equity in the separate net assets within the financial statements of the respective entities. Unamortized basis differences will be amortized into equity income over the useful lives of the underlying pipeline assets. In addition, there was capitalized interest of $ 23.0 million and $ 23.9 million as of December 31, 2025 and 2024, respectively. Capitalized interest is amortized on a straight-line basis into equity income. F-25 Table of Contents Index to Financial Statements The following table presents the activities in the Company’s EMIs: PHP Breviloba GCX EPIC Total (In thousands) Balance at December 31, 2023 $ 1,666,254 $ 443,684 $ 431,051 $ — $ 2,540,989 Acquisitions — — — 85,417 85,417 Contributions 3,273 — — — 3,273 Distributions (1) ( 236,285 ) ( 42,156 ) ( 15,610 ) — ( 294,051 ) Disposition — — ( 430,941 ) — ( 430,941 ) Equity income (loss), net (2) 174,081 26,855 15,500 ( 3,245 ) 213,191 Balance at December 31, 2024 $ 1,607,323 $ 428,383 $ — $ 82,172 $ 2,117,878 Contributions 1,206 — — — 1,206 Distributions (1) ( 192,695 ) ( 50,660 ) — ( 5,500 ) ( 248,855 ) Disposition — — — ( 87,855 ) ( 87,855 ) Equity income, net (2) 175,550 39,618 — 11,183 226,351 Balance at December 31, 2025 $ 1,591,384 $ 417,341 $ — $ — $ 2,008,725 (1) For the year ended December 31, 2025, distributions consisted of a return on investment of $ 246.0 million, which was included in cash flows from operating activities, and a return of investment of $ 2.9 million, which was included in cash flows from investing activities. For the year ended December 31, 2024, distributions consisted of a return on investment of $ 290.0 million, which was included in cash flows from operating activities, and a return of investment of $ 4.1 million , which was included in cash flows from investing activities. (2) For the year ended December 31, 2025, net of amortization and accretion of basis differences and capitalized interest, which represents undistributed earnings, the amortization (accretion) was $ 7.9 million from PHP, $ 0.7 million from Breviloba and $( 5.3 ) million from EPIC. For the year ended December 31, 2024, net of amortization and (accretion) of basis differences and capitalized interest, which represents undistributed earnings, the amortization (accretion) was $ 7.9 million from PHP, $ 0.7 million from Breviloba, $ 2.7 million from GCX and $( 3.2 ) million from EPIC. Summarized Financial Information The following represents selected income statement and balance sheet data for the Company’s EMI pipeline entities (on a 100 percent basis): For the Year Ended December 31, 2025 PHP Breviloba EPIC (2) Statements of Operations (In thousands) Revenues $ 517,844 $ 217,893 $ 326,741 Operating income 332,694 119,261 94,998 Net income 332,107 117,090 20,903 For the Year Ended December 31, 2024 PHP Breviloba GCX (1) EPIC Statements of Operations (In thousands) Revenues $ 508,137 $ 193,118 $ 151,486 $ 382,958 Operating income 326,338 87,301 110,679 92,566 Net income (loss) 327,335 87,886 110,458 ( 46,986 ) For the Year Ended December 31, 2023 PHP Breviloba GCX EPIC Statements of Operations (In thousands) Revenues $ 401,668 $ 188,921 $ 364,223 $ 347,436 Operating income 259,872 93,763 267,019 55,830 Net income (loss) 261,332 94,378 273,194 ( 77,825 ) F-26 Table of Contents Index to Financial Statements December 31, 2025 2024 PHP Breviloba EPIC (2) PHP Breviloba GCX (1) EPIC Balance Sheets (In thousands) Current assets $ 104,719 $ 32,768 $ 153,620 $ 84,566 $ 28,302 $ 47,649 $ 181,867 Noncurrent assets 2,429,988 1,198,086 1,854,701 2,474,121 1,237,862 1,524,798 1,937,058 Total assets $ 2,534,707 $ 1,230,854 $ 2,008,321 $ 2,558,687 $ 1,266,164 $ 1,572,447 $ 2,118,925 Current liabilities $ 32,261 $ 12,412 $ 44,272 $ 42,636 $ 14,639 $ 21,973 $ 80,994 Noncurrent liabilities — 12,528 1,120,142 — 9,187 302 1,197,849 Equity 2,502,446 1,205,914 843,907 2,516,051 1,242,338 1,550,172 840,082 Total liabilities and equity $ 2,534,707 $ 1,230,854 $ 2,008,321 $ 2,558,687 $ 1,266,164 $ 1,572,447 $ 2,118,925 (1) Represented summarized financial information from GCX for the five month period ended and as of May 31, 2024 as the Company sold all its equity interest in GCX on June 4, 2024. (2) Represented summarized financial information from EPIC for the ten month period ended and as of October 31, 2025 as the Company sold all its equity interest in EPIC on October 31, 2025. 8. DEBT AND FINANCING COSTS Term Loan Credit Agreement On May 30, 2025, the Partnership entered into a term loan credit agreement (the “Term Loan Credit Agreement”) among Toronto Dominion (Texas) LLC, as administrative agent and the banks and other financial institutions party thereto, as lenders. The Term Loan Credit Agreement provides for a $ 1.15 billion senior unsecured credit facility and matures on May 30, 2028. The obligations under the Term Loan Credit Agreement are guaranteed by the Company. In connection with entry into the Term Loan Credit Agreement, the Partnership paid fees and expenses to third parties totaling $ 1.2 million, which was capitalized as debt issuance cost, and paid fees directly to lenders totaling $ 1.8 million, which was capitalized as original debt discount. Capitalized debt issuance cost and original debt discount were included in the Consolidated Balance Sheets as direct deductions to the term loan and is amortized over the life of the term loan using the effective interest method. The Term Loan Credit Agreement provides for borrowings of either at the Partnership’s option, base rate loans or term SOFR loans. Base rate loans bear interest at a rate per annum equal to the greatest of (a) the prime rate as quoted by The Wall Street Journal from time to time, (b) the greater of (i) the federal funds effective rate and (ii) the overnight bank funding rate, plus 1/2 of 1.0% and (c) the adjusted term SOFR rate for an interest period of one month plus 1 %, plus a margin that ranges between 0.25 % and 1.0 %, depending on the credit rating of the Partnership. SOFR loans bear interest at a rate per annum equal to the term SOFR rate for one, three or six month interest periods plus 0.10 %, plus a margin that ranges between 1.25 % and 2.0 %, depending on the credit rating of the Partnership. Revolving Credit Agreement On May 30, 2025, the Partnership entered into a new revolving credit agreement (the “Revolving Credit Agreement”) among PNC Bank, National Association, as administrative agent (“PNC Bank”), and the banks and other financial institutions party thereto, as lenders. The Revolving Credit Agreement provides for a $ 1.60 billion senior unsecured revolving credit facility, which includes a $ 200.0 million sublimit for the issuance of letters of credit, and a $ 300.0 million sublimit for swingline loans. All borrowings under the Revolving Credit Agreement will mature on May 30, 2030, unless such maturity date is adjusted in accordance with the Revolving Credit Agreement. The obligations under the Revolving Credit Agreement are guaranteed by the Company. The aggregate fees and expenses paid directly to lenders and third parties in connection with the Revolving Credit Agreement, totaled $ 6.9 million, which were capitalized as debt issuance costs, were included in “Deferred charges and other assets” on the Consolidated Balance Sheets and amortized over the term of the revolving credit facility to interest expense using straight-line method. The Revolving Credit Agreement provides for borrowings of either, at the Partnership’s option, base rate loans or term SOFR loans or, with respect to swingline loans, simple SOFR loans. Base rate loans bear interest at a rate per annum equal to F-27 Table of Contents Index to Financial Statements the greatest of (a) the prime rate as announced from time to time by PNC Bank, (b) the greater of (i) the federal funds effective rate and (ii) the overnight bank funding rate, plus 1/2 of 1% and (c) the adjusted term SOFR rate for an interest period of one month plus 1 %, plus a margin that ranges between 0.25 % and 1.0 %, depending on the credit rating of the Partnership. SOFR loans bear interest at a rate per annum equal to the term SOFR rate for one, three or six month interest periods plus 0.10 %, plus a margin that ranges between 1.25 % and 2.0 %, depending on the credit rating of the Partnership. In addition, the Partnership is required to pay to each lender a commitment fee on the daily unfunded amount of such lender’s revolving commitment, which accrues at a rate that ranges between 0.15 % and 0.35 % depending on the credit rating of the Partnership. Repayment of Existing Credit Facilities On May 30, 2025, in connection with entry into the Term Loan Credit Agreement and the Revolving Credit Agreement, the Company repaid all outstanding borrowings under and extinguished (1) the 2022 term loan credit agreement, dated June 8, 2022 and (2) the 2022 revolving credit agreement, dated June 8, 2022. The Company recorded a loss on debt extinguishment of $ 0.6 million for the extinguishment of these existing credit facilities. Accounts Receivable Securitization Facility On April 1, 2025, the Partnership entered into an amendment to its accounts receivable securitization facility dated April 2, 2024 (the “A/R Facility” and as amended, the “Amended A/R Facility”) to increase the facility limit to $ 250.0 million and extend the Scheduled Termination Date to March 31, 2026, with a Final Maturity Date of the earlier of (a) 60 days following the Scheduled Termination Date, and (b) the Termination Date unless such Termination Date occurs solely as a result of the Scheduled Termination Date’s occurrence. In addition, the amendment eliminated certain Sustainability Performance Targets applicable to the Partnership and the Company under the Receivables Purchase Agreement. Pursuant to the Amended A/R Facility, the Company and certain of its subsidiaries continuously transfer receivables to Kinetik Receivables LLC (“Kinetik Receivables”), who then transfers receivables that meet certain qualifying conditions to third-party purchasers in exchange for cash. These receivables are held by Kinetik Receivables and pledged to secure the collectability of the sold receivables and are accounted for as secured borrowings. The amount available for borrowing at any one time under the Amended A/R Facility is limited to an amount calculated based on the outstanding balance of eligible receivables sold to the purchasers, subject to certain reserves, concentration limits, and other limitations. As of December 31, 2025, eligible accounts receivable of $ 165.2 million were pledged to the Amended A/R Facility as collateral. The aggregate fees and expenses paid directly to third parties for the amendment totaled $ 0.3 million, which were capitalized as debt issuance costs and included in the Consolidated Balance Sheets as a current asset within “Prepaid and other current assets”, and are amortized over the term of the Amended A/R Facility to interest expense using the straight-line method. The unamortized debt issuance costs related to the Amended A/R Facility were immaterial as of December 31, 2025. December 2028 Sustainability-Linked Senior Notes On March 14, 2025, the Company completed an additional private placement of $ 250.0 million aggregate principal amount of 6.625 % Sustainability-Linked Senior Notes due 2028 (the “New 2028 Notes”) at 101.25 % of par. The aggregate fees and expenses totaling $ 3.7 million paid to third parties to issue the New 2028 Notes and the initial purchasers’ discount of $ 2.5 million were capitalized as debt issuance cost and original debt discount, respectively. These capitalized costs were included in the Consolidated Balance Sheets as a direct deduction to the New 2028 Notes. In addition, original debt premium of $ 3.1 million was added to the New 2028 Notes. The debt issuance cost and original debt discount are amortized, and the debt premium is accreted to interest expense over the term of the New 2028 Notes using the effective interest method. The New 2028 Notes were issued as additional notes under the indenture dated as of December 6, 2023, as may be supplemented from time to time (the “Indenture”), pursuant to which the Partnership has previously issued $ 800.0 million aggregate principal amount of 6.625 % Sustainability-Linked Senior Notes due 2028 (the “Existing Notes” and together with the New 2028 Notes, the “2028 Notes”). The New 2028 Notes and the Existing Notes are treated as a single series of securities under the Indenture and vote together as a single class, and the New 2028 Notes have substantially identical terms, other than the issue date, issue price and the first interest payment date, and the Existing Notes. Interest on the 2028 Notes is payable semi-annually in arrears on June 15 and December 15 of each year. F-28 Table of Contents Index to Financial Statements June 2030 Sustainability-Linked Senior Notes On June 8, 2022, the Partnership completed a private placement of $ 1.00 billion aggregate principal amount of its 5.875 % Senior Notes due 2030 (the “2030 Notes”), which are fully and unconditionally guaranteed by the Company. The 2030 Notes were issued at 99.59 % of their face amount and will mature on June 15, 2030. Interest is payable semi-annually in arrears on June 15 and December 15 of each year. The aggregate fees and expenses paid to obtain the 2030 Notes totaled $ 21.5 million and were capitalized as debt issuance costs and included in the Consolidated Balance Sheets. Compliance with our Covenants The Term Loan Credit Agreement and the Revolving Credit Agreement contain customary covenants and restrictive provisions which may, among other things, limit the Partnership’s ability to create liens, incur additional indebtedness and make restricted payments and the Partnership’s ability to liquidate, dissolve, consolidate with or merge into or with any other person. The 2030 Notes and the 2028 Notes also contain covenants and restrictive provisions, which may, among other things, limit the Partnership’s and its subsidiaries’ ability to create liens to secure indebtedness. The Amended A/R Facility contains covenants and restrictive provisions with respect to the Partnership and Kinetik Receivables that are customary for accounts receivable securitization facilities. As of December 31, 2025, the Partnership is in compliance with all customary and financial covenants. Letters of Credit Our Revolving Credit Facility maturing on May 30, 2030, includes a $ 200.0 million sublimit for the issuance of letters of credit. Our obligations with respect to related letters of credit totaled $ 12.6 million as of December 31, 2025 and 2024. Fair Value of Financial Instruments The fair value of the Company and its subsidiaries’ consolidated debt as of December 31, 2025 and 2024 was $ 3.88 billion and $ 3.52 billion, respectively. At December 31, 2025, the 2030 Notes and the 2028 Notes’ fair value was based on quoted market price, which was classified as Level 1 inputs, the Term Loan and Revolving Credit Facility’s fair value was estimated based on applicable interest rate and SOFR Spread, which were classified as Level 3 inputs and the Amended A/R Facility’s fair value approximated its carrying value due to its short term nature. The following table summarizes the Company’s debt obligations: December 31, 2025 2024 (In thousands) A/R Facility (1) $ 165,200 $ 140,200 Total current debt obligations $ 165,200 $ 140,200 Unsecured term loan (2) $ 1,150,000 $ 1,000,000 5.875 % 2030 senior unsecured notes 1,000,000 1,000,000 6.625 % 2028 senior unsecured notes 1,050,000 800,000 Revolving line of credit (3) 453,000 590,000 Total Long term debt 3,653,000 3,390,000 Unamortized debt issuance costs, net (4) ( 24,374 ) ( 26,174 ) Unamortized debt premium and discount, net ( 906 ) 170 Total Long term debt, net $ 3,627,720 $ 3,363,996 (1) The effective interest rate was 4.65 % and 5.55 % as of December 31, 2025 and 2024, respectively. (2) The effective interest rate of the Term Loan Credit Agreement was 5.44 % as of December 31, 2025. The effective interest rate of the 2022 Term Loan Credit Agreement was 6.25 % as of December 31, 2024. (3) The weighted average effective interest rate of the Revolving Credit Agreement was 5.44 % as of December 31, 2025. The weighted average effective interest rate of the 2022 Revolving Credit Agreement was 6.43 % as of December 31, 2024. (4) Excludes unamortized debt issuance cost related to the Revolving Credit Facility. Unamortized debt issuance cost associated with the Revolving Credit Facility was $ 8.5 million and $ 3.8 million as of December 31, 2025 and 2024, respectively. The unamortized debt issuance costs related to the revolving credit facilities were included in the “Deferred charges and other assets” of the Consolidated Balance Sheets. F-29 Table of Contents Index to Financial Statements The table below presents the components of the Company’s financing costs, net of capitalized interest: For the Year Ended December 31, 2025 2024 2023 (In thousands) Capitalized interest $ ( 14,514 ) $ ( 8,321 ) $ ( 18,270 ) Debt issuance costs 7,869 7,438 6,194 Interest expense 240,016 218,118 217,930 Total financing costs, net of capitalized interest $ 233,371 $ 217,235 $ 205,854 The following table reflects future maturities of our outstanding debt for each of the next five years and thereafter. These amounts exclude approximately $ 25.3 million in unamortized deferred financing costs, debt premium and discount, net: Fiscal Year Amount (In thousands) 2026 $ 165,200 2027 — 2028 2,200,000 2029 — 2030 1,453,000 Total $ 3,818,200 9. ACCRUED EXPENSES The following table provides detail of the Company’s other current liabilities: December 31, 2025 2024 (In thousands) Accrued product purchases $ 118,240 $ 132,439 Accrued taxes 5,106 15,538 Accrued salaries, vacation, and related benefits 3,540 3,111 Accrued capital expenditures 15,309 13,484 Accrued interest 6,681 6,127 Accrued other expenses 23,174 16,015 Total accrued expenses $ 172,050 $ 186,714 Accrued product purchases mainly accrue the liabilities related to producer payments and any additional business-related miscellaneous fees we owe to third parties, such as transport or capacity fees as of December 31, 2025 and 2024. 10. LEASES Components of lease costs are presented on the Consolidated Statements of Operations as “General and administrative expense” for real-estate leases and “Operating expense” for non-real estate leases. Total operating lease cost for the years ended December 31, 2025, 2024 and 2023 were $ 53.3 million, $ 38.7 million and $ 45.6 million, respectively. Short-term lease cost for the years ended December 31, 2025, 2024 and 2023 were $ 3.5 million, $ 7.7 million and $ 3.4 million, respectively. F-30 Table of Contents Index to Financial Statements The following table presents other supplemental lease information: Year Ended December 31, 2025 2024 (In thousands) Operating cash flows from operating leases $ 52,394 $ 39,247 Right-of-use assets obtained in exchange for new operating lease liabilities $ 34,735 $ 43,682 Weighted-average remaining lease term — operating leases (in years) 2.09 1.85 Weighted-average discount rate — operating leases 6.06 % 6.82 % The following table presents future minimum lease payments under operating leases: Fiscal Year Amount (In thousands) 2026 $ 46,328 2027 18,357 2028 7,333 2029 4,490 2030 194 Thereafter 44 Total lease payments 76,746 Less: interest ( 4,099 ) Present value of lease liabilities $ 72,647 11. EQUITY Redeemable Noncontrolling Interest - Common Unit Limited Partners The redemption option of the Common Unit is not legally detachable or separately exercisable from the instrument and is non-transferable, and the Common Unit is redeemable at the option of the holder. Therefore, the Common Unit is accounted for as redeemable noncontrolling interest and classified as temporary equity on the Company’s Consolidated Balance Sheets. During 2025, 7.9 million common units were redeemed on a one -for-one basis for shares of Class A Common Stock and a corresponding number of shares of Class C Common Stock were cancelled. There were 97.6 million Common Units and an equal number of Class C Common Stock issued and outstanding as of December 31, 2025. The Common Units fair value was approximately $ 3.50 billion and $ 5.96 billion as of December 31, 2025 and 2024, respectively. The fair value of the Common Units is estimated based on a quoted market price. Common Stock As of December 31, 2025, there were 64.1 million and 97.6 million shares, respectively, of Class A Common Stock and Class C Common Stock issued and outstanding (collectively, “Common Stock”). Stock Repurchase Program In February 2023, the Board of Directors (the “Board”) approved a share repurchase program (“Repurchase Program”), authorizing discretionary purchases of the Company’s Class A Common Stock up to $ 100.0 million in the aggregate. In May 2025, the Board approved a $ 400.0 million increase to the previously announced Repurchase Program, pursuant to which we are authorized to repurchase the Company’s Class A Common Stock for an aggregate purchase price of up to $ 500.0 million. Repurchases may be made at management’s discretion from time to time, in accordance with applicable securities laws, on the open market or through privately negotiated transactions and may be made pursuant to a trading plan meeting the requirements of Rule 10b5-1 under the Exchange Act. Privately negotiated repurchases from affiliates are also authorized under the Repurchase Program, subject to such affiliates’ interest and other limitations. The repurchases will depend on market conditions and may be discontinued at any time without prior notice. During the year ended December 31, 2025, the Company repurchased 4.1 million shares at a total cost of $ 176.0 million. Furthermore, the Company retired the entirety of the 4.1 million shares held as treasury stock as of December 31, 2025. F-31 Table of Contents Index to Financial Statements Dividend On February 22, 2022, the Company entered into a Dividend and Distribution Reinvestment Agreement (the “Reinvestment Agreement”) with certain stockholders including BCP Raptor Aggregator, LP, BX Permian Pipeline Aggregator, LP, Buzzard Midstream LLC, APA Corporation Apache Midstream LLC, and certain individuals (each, a “Reinvestment Holder”). Under the Reinvestment Agreement, each Reinvestment Holder was obligated to reinvest at least 20 % of all distributions on Common Units or dividends on shares of Class A Common Stock in the Company’s Class A Common Stock. The Reinvestment Agreement automatically terminated on March 8, 2024. As described in these Consolidated Financial Statements, as the context requires, dividends paid to holders of Class A Common Stock and distributions paid to holders of Common Units may be referred to collectively as “dividends”. During 2025, 2024 and 2023, the Company made cash dividend payments of $ 500.1 million, $ 396.0 million and $ 82.0 million, respectively, to holders of Class A Common Stock and Common Units and $ 1.7 million, $ 75.6 million and $ 352.1 million, respectively, was reinvested in shares of Class A Common Stock. The significant decrease in reinvestment in shares of Class A Common Stock was primarily driven by the termination of the Reinvestment Agreement in March 2024. 12. FAIR VALUE MEASUREMENTS The following tables present financial assets and liabilities that are measured at fair value on a recurring basis: December 31, 2025 Level 1 Level 2 Level 3 Total (In thousands) Commodity swaps $ — $ 15,369 $ — $ 15,369 Interest rate derivatives — 4 — 4 Total assets $ — $ 15,373 $ — $ 15,373 Commodity swaps $ — $ 5,371 $ — $ 5,371 Interest rate derivatives — 135 — 135 Total liabilities $ — $ 5,506 $ — $ 5,506 December 31, 2024 Level 1 Level 2 Level 3 Total (In thousands) Commodity swaps $ — $ 1,869 $ — $ 1,869 Interest rate derivatives — 504 — 504 Total assets $ — $ 2,373 $ — $ 2,373 Commodity swaps $ — $ 10,742 $ — $ 10,742 Interest rate derivatives — 1,206 — 1,206 Contingent liabilities $ — $ — $ 4,700 4,700 Total liabilities $ — $ 11,948 $ 4,700 $ 16,648 Our derivative contracts consist of interest rate swaps and commodity swaps. The valuation of these derivative contracts involved both observable publicly quoted prices and certain credit valuation inputs that may not be readily observable in the marketplace. As such derivative contracts are classified as Level 2 in the hierarchy. Refer to Note 13—Derivatives and Hedging Activities in the Notes to our Consolidated Financial Statements in this Annual Report for further discussion related to commodity swaps and interest rate swaps. F-32 Table of Contents Index to Financial Statements The Company recorded a contingent liability related to the Kings Landing Earnout using Level 3 inputs, including projected spending and completion probability of the project on the Durango Acquisition Date. The Kings Landing Earnout was settled during 2025 and had a zero balance as of December 31, 2025. Refer to Note 17—Commitments and Contingencies in the Notes to our Consolidated Financial Statements in this Annual Report for further discussion related to the Kings Landing Earnout contingent liability. Long-term debt’s carrying value can vary from fair value. See Note 8—Debt and Financing Costs in the Notes to Consolidated Financial Statements in this Annual Report for further information. The carrying amounts reported on the Consolidated Balance Sheets for the Company’s remaining financial assets and liabilities approximate fair value due to their short-term nature. There were no transfers between Level 1, Level 2 or Level 3 of the fair value hierarchy during the year ended December 31, 2025. 13. DERIVATIVES AND HEDGING ACTIVITIES The Company is exposed to certain risks arising from both its business operations and economic conditions, and it enters into certain derivative contracts to manage exposure to these risks. To minimize counterparty credit risk in derivative instruments, the Company enters into transactions with high credit-rating counterparties. The Company did not elect to apply hedge accounting to these derivative contracts and recorded the fair value of the derivatives on the Consolidated Balance Sheets as of December 31, 2025 and 2024. Interest Rate Risk The Company manages market risks, including interest rate, liquidity, and credit risk, primarily by managing the amount, sources, and duration of its debt funding and by using derivative financial instruments. Specifically, the Company enters into derivative financial instruments to manage exposures that arise from activities that result in the payment of future known and uncertain cash amounts, the value of which are determined by interest rates. The Company’s objectives in using interest rate derivatives is to add stability to interest expense and to manage its exposure to interest rate movements. To accomplish this objective, the Company primarily uses interest rate swaps as part of its interest rate risk management strategy. Interest rate swaps designated as interest rate derivatives involve the receipt of variable amounts from a counterparty if interest rates rise above the strike rate on the contract. As of December 31, 2025, the Company had nine interest rate swap contracts with total notional amounts of $ 675.0 million effective on May 1, 2023 and matured on December 31, 2025 that paid a fixed rate ranging from 3.02 % to 4.18 % and two interest rate swap contracts with a total notional amount of $ 500.0 million effective December 31, 2025 and maturing on December 31, 2026 that pay a fixed rate ranging from 3.41 % to 3.42 %. The fair value or settlement value of the consolidated interest rate swaps outstanding are presented on a gross basis on the Consolidated Balance Sheets. The following table presents the fair value of derivative assets and liabilities related to the interest rate swap contracts: December 31 December 31 2025 2024 (In thousands) Derivatives assets - current $ 4 $ 504 Total derivative assets $ 4 $ 504 Derivative liabilities - current $ 135 $ 1,206 Total derivative liabilities $ 135 $ 1,206 The Company recorded cash settlements and changes in fair value of the interest rate swap contracts in “Interest expense” of the Consolidated Statements of Operations. The following table presents interest rate swap derivatives activities for the years ended December 31, 2025, 2024 and 2023: F-33 Table of Contents Index to Financial Statements For the Year Ended December 31, 2025 2024 2023 (In thousands) Realized gain on interest rate swaps $ 608 $ 13,149 $ 12,651 Favorable fair value adjustment $ 1,179 $ 13,482 $ 17,270 Commodity Price Risk The results of the Company’s operations may be affected by the market prices of oil, natural gas and NGLs. A portion of the Company’s revenue is directly tied to local natural gas, natural gas liquids and condensate prices in the Permian Basin and the U.S. Gulf Coast. Fluctuations in commodity prices also impact operating cost both directly and indirectly. Management regularly reviews the Company’s potential exposure to commodity price risk and manages exposure of such risk through commodity hedge contracts. During the past 12 months, the Company entered into multiple commodity swap contracts based on the OPIS NGL Mont Belvieu prices for ethane, propane and butane, the Waha Basis index, the HSC index and the NYMEX West Texas Intermediate Control index. These contracts are for various notional quantities of NGLs, natural gas and crude. Similarly, the Company has entered into various natural gas basis spread swaps and crude collars. These contracts are effective over the next 1 to 24 months and are used to hedge against location price risk of the respective commodity resulting from supply and demand volatility and protect cash flows against price fluctuations. The table below presents detail information of commodity swaps outstanding as of December 31, 2025 (in thousands, except volumes): December 31, 2025 Commodity Unit Volume Net Fair Value (In thousands) Natural Gas MMBtus 6,660,000 $ 2,611 NGL Gallons 178,367,700 7,933 Crude Bbl 601,200 3,618 Natural Gas Basis Spread Swaps MMBtus 13,220,000 ( 4,164 ) $ 9,998 F-34 Table of Contents Index to Financial Statements The fair value or settlement value of the outstanding swaps are presented on a gross basis on the Consolidated Balance Sheets. The following table presents the fair value of derivative assets and liabilities related to commodity swaps: December 31 December 31 2025 2024 (In thousands) Derivatives assets - current $ 13,902 $ 1,804 Derivative assets - noncurrent 1,467 65 Total derivative assets $ 15,369 $ 1,869 Derivative liabilities - current $ 5,371 $ 8,805 Derivative liabilities - noncurrent — 1937 Total derivative liabilities $ 5,371 $ 10,742 The Company recorded cash settlements and fair value adjustments on commodity swap derivatives in “Product revenue” of the Consolidated Statements of Operations. The following table presents commodity swap derivatives activities for the years ended December 31, 2025, 2024 and 2023: For the Year Ended December 31, 2025 2024 2023 (In thousands) Realized gain (loss) on commodity swaps $ 3,679 $ ( 20,407 ) $ 13,056 Favorable (unfavorable) fair value adjustment $ 22,550 $ ( 31,195 ) $ 16,400 14. SHARE-BASED COMPENSATION Class A Shares and Class C Shares The table below summarizes Class A Shares and Class C Shares activity for the year ended December 31, 2025: Number of Shares Weighted Avg Grant-Date Fair Market Value Per Unit Outstanding and unvested units as of December 31, 2024 5,399,730 $ 28.89 Vested 2,359,102 31.18 Outstanding and unvested units as of December 31, 2025 3,040,628 $ 28.58 The table below summarizes aggregate intrinsic value (market value at vesting date) and grant-date fair value of vested Class A Shares for the years ended December 31, 2025 and 2024. No vesting or forfeitures occurred for Class C Shares during 2025 or 2024. Year Ended December 31, 2025 2024 (In thousands) Aggregate intrinsic value of vested Class A Shares $ 134,139 $ 1,756 Grant-date fair value of vested Class A Shares $ 73,545 $ 1,346 As of December 31, 2025, there were $ 3.3 million of unrecognized compensation costs related to unvested Class A Shares and Class C Shares. These costs are expected to be recognized over a weighted average period of two months . F-35 Table of Contents Index to Financial Statements Restricted Stock Units The table below summarizes RSUs activity for the year ended December 31, 2025: Number of Shares Weighted Avg Grant-Date Fair Market Value Per Unit Outstanding and unvested units as of December 31, 2024 698,595 $ 33.11 Granted 604,518 49.08 Vested 347,250 45.49 Forfeited 24,356 41.62 Outstanding and unvested units as of December 31, 2025 (1) 931,507 $ 40.98 (1) The weighted average grant-date fair market value per unit of outstanding and unvested shares at December 31, 2025 includes modifications made during 2025. The table below summarizes aggregate intrinsic value (market value at vesting date) and grant-date fair value of vested RSUs for the years ended December 31, 2025 and 2024. Year Ended December 31, 2025 2024 (In thousands) Aggregate intrinsic value of vested RSUs $ 17,091 $ 21,104 Grant-date fair value of vested RSUs $ 15,796 $ 20,667 As of December 31, 2025, there were $ 11.2 million of unrecognized compensation costs related to unvested RSUs. These costs are expected to be recognized over a weighted average period of 1.61 years. Performance Stock Units The table below summarizes PSU activities for the year ended December 31, 2025: Number of Shares Weighted Avg Grant-Date Fair Market Value Per Unit Outstanding and unvested units as of December 31, 2024 198,703 $ 36.76 Granted 148,794 40.66 Outstanding and unvested units as of December 31, 2025 (1) 347,497 $ 41.41 (1) The weighted average grant-date fair market value per unit of outstanding and unvested shares at December 31, 2025 includes modifications made during 2025 No vesting or forfeiture occurred for PSUs for the year ended December 31, 2025. The table below presents a summary of the grant-date fair value assumptions used to value the PSUs on the grant date: March 2025 Grant-date fair value per unit $ 42.10 Beginning average price $ 55.95 Risk-free interest rate 3.93 % Volatility factor 33 % Expected term 2.82 years As of December 31, 2025, there were $ 7.8 million of unrecognized compensation costs related to the PSUs. These costs are expected to be recognized over a weighted average period of 1.55 years. With respect to the above Class A Shares, Class C Shares, RSUs and PSUs, the Company recorded compensation expenses of $ 62.6 million, $ 76.5 million and $ 56.0 million in “General and administrative expenses” of the Consolidated F-36 Table of Contents Index to Financial Statements Statements of Operations, for the years ended December 31, 2025, 2024 and 2023, respectively, based on a straight-line amortization of the associated awards’ fair value over the respective vesting life of the shares. In addition, during the first half of 2025, the Company modified certain equity awards in connection with two key employees retiring from the Company. The modifications allowed for continued vesting of unvested equity awards that would have otherwise been forfeited upon the former employees’ retirement. As a result of the modifications, the Company recognizes $ 2.9 million in additional stock-based compensation cost, which is amortized over the remaining term of respective equity awards. 15. INCOME TAXES The total income tax provision consists of the following: Year Ended December 31, 2025 2024 2023 (In thousands) Income from continuing operations before income tax expense $ 576,656 $ 267,268 $ 153,544 Current income tax expense (benefit): Federal $ 404 $ 1,329 $ — State ( 336 ) 2,203 492 68 3,532 492 Deferred tax expense (benefit): Federal 46,496 19,535 ( 235,627 ) State 4,164 ( 32 ) 2,227 50,660 19,503 ( 233,400 ) Total $ 50,728 $ 23,035 $ ( 232,908 ) The following table presents income taxes paid (net of refunds received): Year Ended December 31, 2025 (In thousands) Federal $ 1,850 State and local Texas 1,793 Total $ 3,643 The Company adopted ASU 2023-09 on a prospective basis for the year ended December 31, 2025. The comparative years ended December 31, 2024 and 2023 are presented under ASC 740’s previous guidance. The difference between the effective income tax rate and the U.S. statutory rate is reconciled below: Year Ended December 31, 2025 Amount Percent (In thousands, except percentage) U.S. statutory rate $ 121,098 21.00 % Tax attributable to noncontrolling interest ( 73,697 ) ( 12.78 ) % State and local income tax 7,352 1.27 % Other ( 4,025 ) ( 0.70 ) % Effective rate $ 50,728 8.80 % F-37 Table of Contents Index to Financial Statements Year Ended December 31, 2024 2023 U.S. statutory rate 21.00 % 21.00 % Tax attributable to noncontrolling interest ( 13.11 ) % ( 13.51 ) % State and local income tax 2.03 % 1.64 % Valuation allowance — % ( 160.84 ) % Other ( 1.30 ) % 0.02 % Effective rate 8.62 % ( 151.69 ) % Texas margin tax, a levy on businesses operating in the State of Texas, accounted for more than 98 % of the effect of the state and local income tax category in above tax rate reconciliation for the years ended December 31, 2025, 2024 and 2023. The net deferred tax assets reflect the tax impact of temporary differences between the asset and liability amounts carried on the balance sheet under U.S. GAAP and amounts utilized for income tax purposes. The net deferred tax assets consist of the following: December 31, 2025 2024 (In thousands) Deferred tax assets: Investment in partnership $ 52,678 $ 110,856 Net operating losses 139,373 90,435 Other 5,651 2,705 Total deferred tax assets 197,702 203,996 Deferred tax liabilities: Property, plant, and equipment 22,299 16,761 Net deferred tax assets $ 175,403 $ 187,235 For state purposes, the Company records deferred tax assets and liabilities based on the differences between the carrying value and tax basis of assets and liabilities recorded on the Consolidated Balance Sheets. For federal purposes, the Company has deferred tax assets related to (i) its investment in the Partnership and (ii) net operating losses (“NOLs”) with no expiration date. As of December 31, 2025, embedded in the investment in partnership deferred tax asset is approximately $ 18.2 million related to the carryover of interest expense limitation under IRC Section 382 163(j). The carryover for the interest expense limitation has no expiration. The Company has evaluated all positive and negative evidence to conclude that it is more likely than not that such deferred tax assets will be realized. This determination was based, in part, on the fact that the Company achieved a three-year cumulative position of profitability as of December 31, 2025. It is also based on our projections of future taxable income at current commodity prices and our current cost structure. This positive evidence outweighs negative evidence regarding the realization of the Company’s deferred tax assets. As a result, no valuation allowance was recorded with respect to such deferred tax assets as of December 31, 2025. IRC Section 382 addresses company ownership changes and specifically limits the utilization of certain deductions and other tax attributes on an annual basis following an ownership change. The Company experienced ownership changes within the meaning of IRC Section 382 that subjected certain of the Company's tax attributes, including NOLs, to an IRC Section 382 limitation. Subsequent ownership changes could further impact the limitation in future years. However, notwithstanding such limitation, we expect to use substantially all of our NOLs to offset our future federal tax liabilities. The timing of such usage will depend upon our future earnings and future tax circumstances. The Company accounts for income taxes in accordance with FASB ASC 740, which prescribes a minimum threshold a tax position must meet before being recognized in the financial statements. Tax positions generally refer to a position taken in a previously filed income tax return or expected to be included in a tax return to be filed in the future that is reflected in the measurement of current and deferred income tax assets and liabilities. The Company had no uncertain tax position as of December 31, 2025 and 2024. F-38 Table of Contents Index to Financial Statements The Company records interest and penalties related to unrecognized tax benefits as a component of income tax expense. The Company has recorded no interest or penalties associated with unrecognized tax benefits. As of December 31, 2025, tax years 2021 through 2025 remain subject to examination by various taxing authorities. 16. NET INCOME PER SHARE EPS is computed by dividing net income attributable to common shareholders by the weighted average number of shares of Common Stock outstanding during the period. Diluted EPS is computed by dividing net income attributable to the Company by the weighted average number of shares of Common Stock outstanding and the assumed issuance of all potentially dilutive securities. Each issue of potential common shares is evaluated separately in sequence from the most dilutive to the least dilutive. The dilutive effect of share-based payment awards and stock options is calculated using the treasury stock method, which assumes share purchases are calculated using the average share price of the Company’s Common Stock during the applicable period. The Company uses the if-converted method to compute potential common shares exchanged from potentially dilutive Common Units. Under the if-converted method, dilutive Common Units are assumed to be exchanged from the date of the issuance and the resulting shares of Class A Common Stock are included in the denominator of the diluted EPS calculation for the period being presented. The following table sets forth a reconciliation of net income and weighted average shares outstanding used in computing basic and diluted net income per common share: Year Ended December 31, 2025 2024 2023 (In thousands, except per share amounts) Net income attributable to Class A common shareholders $ 178,260 $ 80,014 $ 289,442 Less: Net income available to participating unvested restricted Class A common shareholders (1) ( 13,223 ) ( 18,829 ) ( 17,406 ) Total net income attributable to Class A common shareholders - basic $ 165,037 $ 61,185 $ 272,036 Net income attributable to Class A Common shareholders - basic $ 165,037 $ 61,185 $ 272,036 Net income attributable to Common Units limited partners (2) — — 97,010 Total net income attributable to Class A common shareholders - diluted $ 165,037 $ 61,185 $ 369,046 Weighted average shares outstanding - basic 61,962 59,284 51,823 Dilutive effect of unvested Class A common shares (3) 703 831 269 Dilutive effect of exchange of outstanding Common Units (2) — — 94,105 Weighted average shares outstanding - diluted 62,665 60,115 146,197 Net income available per common share - basic $ 2.66 $ 1.03 $ 5.25 Net income available per common share - diluted $ 2.63 $ 1.02 $ 2.52 (1) Represents dividends paid to unvested Class A Shares, and Class C Shares, RSUs and PSUs. (2) The effect of an assumed exchange of outstanding Common Units (and the cancellation of a corresponding number of shares of outstanding Class C Common Stock) would have been anti-dilutive for the years ended December 31, 2025 and 2024. (3) Includes dilutive effect from both RSUs and PSUs on unvested Class A common shares. 17. COMMITMENTS AND CONTINGENCIES Accruals for loss contingencies arising from claims, assessments, litigation, environmental, and other sources are recorded when it is probable that a liability has been incurred and the amount can be reasonably estimated. These accruals are adjusted as additional information becomes available or circumstances change. As of December 31, 2025 and 2024, there were no material accruals for loss contingencies. F-39 Table of Contents Index to Financial Statements Litigation The Company is a party to various legal actions arising in the ordinary course of its business. In accordance with FASB ASC 450, Contingencies , the Company accrues reserves for outstanding lawsuits, claims and proceedings when a loss contingency is probable and can be reasonably estimated. The Company expenses legal costs as incurred and estimates the amount of loss contingencies using current available information from legal proceedings, advice from legal counsel and other relevant external experts. Due to the inherent subjectivity of the assessments and unpredictability of the outcomes of any legal proceedings, any amounts estimated or accrued may not represent the ultimate loss to the Company from the legal proceedings in question. The Company and certain of its affiliates are currently defending against two lawsuits brought by Energy Transfer GC NGL Product Services, LLC (formerly Lone Star NGL Product Services, LLC) individually and on behalf of certain of its affiliates, which allege breach of contract and related tort claims arising from two long-term NGL purchase agreements, and which seek remedies in the form of monetary damages, declaratory relief, and specific performance. The first lawsuit was filed in 2021, and the second was filed in 2025 to assert similar claims against additional subsidiaries of the Company. The lawsuits have been consolidated in Texas Business Court and are set to proceed to a bench trial on March 30, 2026. The Company intends to vigorously defend against these claims. At this time, the Company has accrued immaterial reserves, however, we cannot predict with certainty how these matters may ultimately be resolved. As previously disclosed, the Company is involved in two litigation matters arising from Winter Storm Uri in February 2021. The first matter relates to the Company’s efforts to recover approximately $ 11.6 million in receivables from a third party. The second matter involves a dispute with another counterparty concerning approximately $ 8.0 million in vendor credits. The parties have asserted counterclaims against one another, and the ultimate outcome remains uncertain given the current stage of the proceedings. Based on the creditworthiness of the counterparties and management’s assessment of the claims, defenses, and related uncertainties, no allowances have been recorded. The Company will continue to monitor developments in both matters and update its evaluation as warranted. Environmental Matters The Company is subject to various local, state, and federal laws and regulations relating to various environmental matters during the ordinary course of business. Although we believe our operations are in substantial compliance with applicable environmental laws and regulations, risks of additional costs and liabilities are inherent in our operations. Moreover, changes in environmental laws and regulations occur frequently, and any changes that result in more stringent or costly requirements could require the Company to make significant expenditures to attain and maintain compliance or may otherwise have a material adverse effect on its operations, competitive position, or financial condition. As of the Durango Closing Date, the Company has become potentially liable for civil penalties related to excess emission violations of certain gas plants and compressor stations acquired. The Company recorded an initial liability of $ 24.0 million based on information related to the alleged violations available as of the Durango Closing Date. The estimated environmental matter-related liability was $ 14.0 million and $ 24.0 million as of December 31, 2025 and 2024, respectively. The estimated environmental matter-related liability was classified as a noncurrent liability and included in “ Other liabilities ” in the Consolidated Balance Sheets as of December 31, 2025 as the Company expects the matter to be settled beyond the next 12 months. The revision of the estimated liability was based on information available to both management and external subject matter experts in identifying penalties, cost of remediations and probable settlement outcomes. The change in estimated environmental matter-related liability of $ 10.0 million was included in “Operating expenses” of the Consolidated Statement of Operations for the year ended December 31, 2025. Contingent Liabilities Durango Acquisition On June 24, 2024, the Company consummated the previously announced Durango Acquisition. Pursuant to the Durango MIPA, Durango Seller is entitled to an earnout of up to $ 75.0 million in cash contingent upon the completion of the Kings Landing Project and placing it into service in Eddy County, New Mexico. This earnout is subject to reduction based on actual capital costs associated with the Kings Landing Project. Upon closing, the Company evaluated the earnout consideration classification in accordance with ASC 480. The Company determined the earnout consideration to be classified as a liability based on the settlement provision. As of closing of the Durango Acquisition, the Company recorded an initial contingent liability based on the project’s completion probability and F-40 Table of Contents Index to Financial Statements projected expenditure. The estimated contingent liability associated with the Kings Landing Project was $ 4.7 million as of December 31, 2024. In the fourth quarter 2025, the Company paid $ 9.9 million to settle the contingent liability, which amount, in accordance with the MIPA, is subject to review by the Durango Seller, and may be subject to adjustment. Pursuant to ASC 805, the Company recorded fair value adjustments of $ 5.2 million and $ 0.2 million within “Costs of sales (excluding of depreciation and amortization expenses)” of the Consolidated Statement of Operations for the years ended December 31, 2025 and 2024, respectively. 2019 PDC Acquisition As part of the acquisition of Permian Gas on June 11, 2019, consideration included a contingent liability arrangement with PDC Permian, Inc. (“PDC”). The arrangement requires additional monies to be paid by the Company to PDC on a per Mcf basis if the actual annual Mcf volume amounts exceed forecasted annual Mcf volume amounts starting in 2020 and continuing through 2029. The total monies paid under this arrangement are capped at $ 60.5 million and are payable on an annual basis over the earnout period. PDC’s actual annual Mcf volume did not exceed the incentive forecast volume during the past six years and is not expected to over the next four years ; therefore, the estimated fair value of the contingent consideration liability was zero as of December 31, 2025 and 2024. 18. RELATED PARTY TRANSACTIONS Transactions between related parties are considered to be related party transactions even though they may not be given accounting recognition. FASB ASC 850, Related Party Transactions (“Topic 850”), requires that transactions with related parties that would make a difference in decision making shall be disclosed so that users of the financial statements can evaluate their significance. Upon closing of the Altus Acquisition, Apache Midstream LLC (“Apache”) owned more than 10 % of the Company’s issued and outstanding Common Stock. The Company has product and service revenue contracts and operating expense contracts with Apache. Through secondary offerings completed in December 2023 and March 2024, Apache sold all of the Company’s Class A Common Stock it owned. Pursuant to FASB ASC 850, Apache was no longer a related party after the completion of its secondary offering in December 2023 as it owned less than 10 % of the Company’s Common Stock. Pursuant to Regulation S-K, Item 404(a), Apache ceased to be a related party as of March 18, 2024 as it no longer owned any of the Company’s Common Stock. The Company also has equity interests in PHP and Breviloba as of December 31, 2025. Investments in these EMIs are accounted for using the equity investment method and are considered unconsolidated affiliates. The Company makes contributions, receives distributions and records equity in earnings or losses from these EMIs. See Note 7—Equity Method Investments in the Notes to our Consolidated Financial Statements in this Annual Report for further information. In addition to equity investment activities, the Company pays a demand fee to PHP and a capacity fee to Breviloba for certain volumes transported on the Shin Oak pipeline. The following table summarizes transactions with the above related parties. Investment contributions, distributions and equity in earnings from EMIs are detailed in Note 7 — Equity Method Investments in the Notes to our Consolidated Financial Statements in this Annual Report, thus, not included in the table below. For the Year Ended December 31, 2025 2024 (1) 2023 (In thousands) Operating revenue $ — $ 17,211 $ 104,138 Operating expense $ — $ 179 $ 759 Cost of sales $ 28,549 $ 58,496 $ 59,118 (1) Included activities from Apache for the period from January 1, 2024 through March 18, 2024, on which date Apache ceased to be a related party. As of December 31, 2025, the Company had no accounts receivable or accounts payable due from or to related parties. As of December 31, 2024, the Company had no accounts receivable from Apache and its subsidiaries and immaterial accounts payable were due to Apache and its subsidiaries. F-41 Table of Contents Index to Financial Statements 19. SEGMENTS Midstream Logistics and Pipeline Transportation are our operating segments representing the Company’s segments for which discrete financial information are available and utilized on a regular basis by our CODM to make key operating decisions, assess performance and allocate resources. These segments represent strategic business units with differing products and services. No operating segments have been aggregated to form the reportable segments. Therefore, our two operating segments represent our reportable segments. The activities of each of our reportable segments from which the Company earns revenues and incurs expenses are described below: • Midstream Logistics: The Midstream Logistics segment operates under three revenue streams, 1) gas gathering and processing, 2) crude oil gathering, stabilization and storage services and 3) produced water gathering and disposal. • Pipeline Transportation: The Pipeline Transportation segment consists of equity investment interests in two Permian Basin pipelines that access various points along the U.S. Gulf Coast and Mexico markets, Kinetik NGL Pipelines, Brandywine Pipeline and Delaware Link Pipeline. The current operating pipelines transport natural gas and NGLs. Our Chief Executive Officer, who is the CODM, uses segment net income or loss including noncontrolling interest adjusted for interest, taxes, depreciation and amortization, gain or loss on disposal of assets and debt extinguishment, the proportionate EBITDA from our EMI Pipelines, equity income and gain from sale of investments recorded using the equity method, share-based compensation expense, noncash increases and decreases related to commodity hedging activities, fair value adjustments to contingent liabilities, integration and transaction costs and extraordinary losses and unusual or non-recurring charges (“Segment Adjusted EBITDA”) to assess performance of each operating segment. For both segments, the CODM uses Segment Adjusted EBITDA to allocate resources. The CODM considers budget-to-actual and forecast-to-actual variances on a monthly basis for both measures when making decisions about allocating capital and personnel to the segments. The Midstream Logistics segment accounts for more than 99 % of the Company’s operating revenues, cost of sales (excluding depreciation and amortization expenses), operating expenses and ad valorem expenses. The Pipeline Transportation segment contains all of the Company’s equity method investments, which contribute more than 91 % of the Segment’s Adjusted EBITDA. Corporate and Other contains the Company’s executive and administrative functions, including more than 80 % of the Company’s general and administrative expenses. The Company regularly provides management reports to the CODM that include cost of sales, operating expenses, and general and administrative expenses related to the segments, which are all considered to be significant. F-42 Table of Contents Index to Financial Statements The following tables present the Segment Adjusted EBITDA of the Company’s reportable segments and reconciliations of the segment profits to consolidated income before income tax expenses for the years ended December 31, 2025, 2024 and 2023: Midstream Logistics Pipeline Transportation Corporate and Other (1) Elimination Consolidated For the year ended December 31, 2025 (In thousands) Revenue $ 1,743,171 $ 9,553 $ — $ — $ 1,752,724 Other revenue 11,657 8 — — 11,665 Intersegment revenue (2) — 25,212 — ( 25,212 ) — Total segment operating revenue 1,754,828 34,773 — ( 25,212 ) 1,764,389 Costs of sales (excluding depreciation and amortization expenses) ( 785,615 ) ( 333 ) — — ( 785,948 ) Intersegment costs of sales ( 25,212 ) — — 25,212 — Operating expenses (3) ( 297,621 ) ( 2,632 ) — — ( 300,253 ) General and administrative expenses ( 23,878 ) ( 1,122 ) ( 105,616 ) — ( 130,616 ) Proportionate EMI EBITDA — 339,448 — — 339,448 Other segment items (4) 13,343 — 87,341 — 100,684 Segment Adjusted EBITDA (5) $ 635,845 $ 370,134 $ ( 18,275 ) $ — $ 987,704 Reconciliation of segment profit to income before income taxes Segment Adjusted EBITDA (5) $ 635,845 $ 370,134 $ ( 18,275 ) $ — $ 987,704 Add back: Other interest income — — 1,510 — 1,510 Commodity hedging unrealized gain 18,871 — — — 18,871 Gain on sale of equity method investment — 415,409 — — 415,409 Equity in earnings of unconsolidated affiliates — 226,351 — — 226,351 Deduct: Interest expense 138 — 233,233 — 233,371 Depreciation and amortization expenses 373,388 9,234 23 — 382,645 Contract assets amortization 6,794 — — — 6,794 Proportionate EMI EBITDA — 339,448 — — 339,448 Share-based compensation — — 62,617 — 62,617 Loss on disposal of assets, net 8 — — — 8 Loss on debt extinguishment — — 635 — 635 Contingent liabilities fair value adjustment 5,190 — — — 5,190 Integration costs 13,169 — 1,789 — 14,958 Acquisition / divestiture transaction costs — — 275 — 275 Litigation costs — — 19,708 — 19,708 Other one-time costs and amortization 4,588 — 2,952 — 7,540 Income (loss) before income taxes $ 251,441 $ 663,212 $ ( 337,997 ) $ — $ 576,656 F-43 Table of Contents Index to Financial Statements Midstream Logistics Pipeline Transportation Corporate and Other (1) Elimination Consolidated For the year ended December 31, 2024 (In thousands) Revenue $ 1,461,898 $ 9,088 $ — $ — $ 1,470,986 Other revenue 11,652 291 — — 11,943 Intersegment revenue (2) — 26,099 — ( 26,099 ) — Total segment operating revenue 1,473,550 35,478 — ( 26,099 ) 1,482,929 Costs of sales (excluding depreciation and amortization expenses) ( 620,617 ) ( 1 ) — ( 620,618 ) Intersegment costs of sales ( 26,099 ) — — 26,099 — Operating expenses (3) ( 217,780 ) ( 2,904 ) — — ( 220,684 ) General and administrative expenses ( 19,623 ) ( 1,689 ) ( 112,845 ) — ( 134,157 ) Proportionate EMI EBITDA — 346,666 — — 346,666 Other segment items (4) 25,452 — 91,530 — 116,982 Segment Adjusted EBITDA (5) $ 614,883 $ 377,550 $ ( 21,315 ) $ — $ 971,118 Reconciliation of Segment Adjusted EBITDA to income before income taxes Segment Adjusted EBITDA (5) $ 614,883 $ 377,550 $ ( 21,315 ) $ — $ 971,118 Add back: Other interest income — — 1,988 — 1,988 Gain on sale of equity method investment — 89,802 — — 89,802 Equity in earnings of unconsolidated affiliates — 213,191 — — 213,191 Deduct: Interest expense 81 — 217,154 — 217,235 Depreciation and amortization expenses 314,970 9,204 23 — 324,197 Contract assets amortization 6,621 — — — 6,621 Proportionate EMI EBITDA — 346,666 — — 346,666 Share-based compensation — — 76,536 — 76,536 Loss on disposal of assets, net 4,040 — — — 4,040 Commodity hedging unrealized loss 10,788 — — — 10,788 Loss on debt extinguishment — — 525 — 525 Contingent liabilities fair value adjustment 200 — — — 200 Integration costs 2,110 — 3,716 — 5,826 Acquisition transaction costs — — 4,096 — 4,096 Litigation costs 229 — 5,845 — 6,074 Other one-time costs or amortization 4,690 — 1,337 — 6,027 Income (loss) before income taxes $ 271,154 $ 324,673 $ ( 328,559 ) $ — $ 267,268 F-44 Table of Contents Index to Financial Statements Midstream Logistics Pipeline Transportation Corporate and Other (1) Elimination Consolidated For the year ended December 31, 2023 (In thousands) Revenue $ 1,236,304 $ 3,857 $ — $ — $ 1,240,161 Other revenue 13,343 2,908 — — 16,251 Intersegment revenue (2) — 1,678 — ( 1,678 ) — Total segment operating revenue 1,249,647 8,443 — ( 1,678 ) 1,256,412 Costs of sales (excluding depreciation and amortization expenses) ( 514,035 ) ( 1,686 ) — — ( 515,721 ) Intersegment costs of sales ( 1,678 ) — — 1,678 — Operating expenses (3) ( 182,684 ) ( 458 ) — — ( 183,142 ) General and administrative expenses ( 17,216 ) ( 1,265 ) ( 79,425 ) — ( 97,906 ) Proportionate EMI EBITDA — 306,072 — — 306,072 Other segment items (4) 9,156 — 63,959 — 73,115 Segment Adjusted EBITDA (5) $ 543,190 $ 311,106 $ ( 15,466 ) $ — $ 838,830 Reconciliation of segment profit to income before income taxes Segment Adjusted EBITDA (5) $ 543,190 $ 311,106 $ ( 15,466 ) $ — $ 838,830 Add back: Other interest income — — 677 — 677 Warrant valuation adjustment — — 88 — 88 Commodity hedging unrealized gain 4,291 — — — 4,291 Equity in earnings from unconsolidated affiliates — 200,015 — — 200,015 Deduct: Interest expense 47 — 205,807 — 205,854 Depreciation and amortization expenses 275,568 5,395 23 — 280,986 Contract assets amortization 6,620 — — — 6,620 Proportionate EMI EBITDA — 306,072 — — 306,072 Share-based compensation — — 55,983 — 55,983 Loss on disposal of assets, net 19,402 — — — 19,402 Loss on debt extinguishment — — 1,876 — 1,876 Integration costs 59 — 956 — 1,015 Acquisition transaction costs 33 — 615 — 648 Litigation costs 1,154 — 2,978 — 4,132 Other one-time costs or amortization 4,842 — 2,927 — 7,769 Income (loss) before income taxes $ 239,756 $ 199,654 $ ( 285,866 ) $ — $ 153,544 (1) Corporate and Other represents those results that: (i) are not specifically attributable to an operating segment; (ii) are not individually reportable; or (iii) have not been allocated to a reportable segment for the purpose of evaluating their performance, including certain general and administrative expense items. Items included here to reconcile operating segments profit and loss with the Company’s consolidated profit and loss. (2) The Company accounts for intersegment sales at market prices, while it accounts for asset transfers at book value. Intersegment revenue is eliminated at consolidation. (3) Operating expenses includes ad valorem taxes. (4) Other segment items include certain other income items, share-based compensation, adjustments related to amortization of contract costs, fair value adjustments to contingent liabilities, commodity hedging unrealized gain or loss, integration costs, acquisition/divestiture costs, litigation costs and other one-time costs or amortization. (5) Segment adjusted EBITDA is a non-GAAP measure; please see Key Performance Metrics in Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations of this Annual Report, for a definition and reconciliation to the GAAP measure. F-45 Table of Contents Index to Financial Statements The following tables present supplemental segment information that are not included in the segment profit measurements above for the years ended December 31, 2025, 2024 and 2023: Midstream Logistics Pipeline Transportation Corporate and Other (1) Consolidated For the year ended December 31, 2025 (In thousands) Income tax expense $ — $ — $ 50,728 $ 50,728 Total capital expenditures (2)(3) 528,482 1,189 — 529,671 Midstream Logistics Pipeline Transportation Corporate and Other (1) Consolidated For the year ended December 31, 2024 (In thousands) Income tax expense $ — $ — $ 23,035 $ 23,035 Total capital expenditures (2)(3) 273,783 2,080 10 275,873 Midstream Logistics Pipeline Transportation Corporate and Other (1) Consolidated For the year ended December 31, 2023 (In thousands) Income tax benefit $ — $ — $ ( 232,908 ) $ ( 232,908 ) Total capital expenditures (2)(3) 234,879 94,675 — 329,554 December 31, December 31, 2025 2024 Total assets: (In thousands) Midstream Logistics (4) $ 4,714,723 $ 4,326,954 Pipeline Transportation (5) 2,153,280 2,270,403 Segment total assets 6,868,003 6,597,357 Corporate and Other 227,608 217,580 Total assets $ 7,095,611 $ 6,814,937 (1) Corporate and Other represents those results that: (i) are not specifically attributable to an operating segment; (ii) are not individually reportable; or (iii) have not been allocated to a reportable segment for the purpose of evaluating their performance, including certain general and administrative expense items. (2) Excludes capital assets acquired in the Company’s business combinations that are included in the Midstream Logistic segment. See Note 3—Business Combinations in the Notes to our Consolidated Financial Statements in this Annual Report for additional information. (3) Excludes contributions, acquisition and divestiture of equity interest in the Company’s EMIs that are included in Pipeline Transportation segment. See Note 7—Equity Method Investments in the Notes to our Consolidated Financial Statements in this Annual Report for additional information. (4) Midstream Logistics segment included goodwill of $ 5.1 million as of December 31, 2025 and 2024. (5) Pipeline Transportation segment included investment in unconsolidated affiliates of $ 2.01 billion and $ 2.12 billion as of December 31, 2025 and 2024, respectively. 20. SUBSEQUENT EVENTS On January 22, 2026, the Board declared a cash dividend of $ 0.81 per share on the Company’s Class A Common Stock which was paid to stockholders of record as of February 6, 2026, on February 13, 2026. The Company, through its ownership of the general partner of the Partnership, declared a distribution of $ 0.81 per Common Unit from the Partnership to the holders of Common Units, which was paid on February 13, 2026. F-46