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Item 1. Financial Statements

2025-07-21 compared with 2025-04-21 · 227 added, 97 removed, 763 unchanged (30% of the section changed)

3 unchanged sentences

(Dollars in thousands)

March 31, 2025 December 31, 2024

June 30, 2025 December 31, 2024

(Unaudited) (Audited)

35 unchanged sentences

(Dollars and units in thousands, except per unit amounts)

Three Months Ended

Three Months Ended Six Months Ended

June 30, June 30,

2025 2024 2025 2024

Terminalling and storage * $ 22,404 $ 22,375 $ 43,953 $ 44,892

40 unchanged sentences

* Related Party Transactions Included Above

Three Months Ended

Three Months Ended Six Months Ended

June 30, June 30,

2025 2024 2025 2024

Terminalling and storage $ 18,221 $ 18,078 $ 35,483 $ 36,627

16 unchanged sentences

Units Amount Total

Balances - March 31, 2025 39,055,086 $ ( 73,041 ) $ 1,413 $ ( 71,628 )

Net loss — ( 2,359 ) ( 48 ) ( 2,407 )

Cash distributions — ( 195 ) ( 4 ) ( 199 )

Unit-based compensation — 47 — 47

Balances - June 30, 2025 39,055,086 ( 75,548 ) 1,361 ( 74,187 )

Balances - December 31, 2024 39,001,086 $ ( 71,877 ) $ 1,438 $ ( 70,439 )

3 unchanged sentences

Unit-based compensation — 90 — 90

Balances - March 31, 2025 39,055,086 $ ( 73,041 ) $ 1,413 $ ( 71,628 )

Balances - June 30, 2025 39,055,086 $ ( 75,548 ) $ 1,361 $ ( 74,187 )

Partners’ Capital (Deficit)

1 unchanged sentence

Units Amount Total

Balances - March 31, 2024 39,001,086 $ ( 63,115 ) $ 1,619 $ ( 61,496 )

Net loss — 3,704 76 3,780

Issuance of restricted units — — — —

Cash distributions — ( 195 ) ( 4 ) ( 199 )

Unit-based compensation — 49 — 49

Balances - June 30, 2024 39,001,086 ( 59,557 ) 1,691 ( 57,866 )

Balances - December 31, 2023 38,914,806 $ ( 66,182 ) $ 1,558 $ ( 64,624 )

1 unchanged sentence

Issuance of restricted units 86,280 — — —

General partner contribution — — — —

Cash distributions — ( 390 ) ( 8 ) ( 398 )

Unit-based compensation — 103 — 103

Balances - March 31, 2024 39,001,086 $ ( 63,115 ) $ 1,619 $ ( 61,496 )

Balances - June 30, 2024 39,001,086 $ ( 59,557 ) $ 1,691 $ ( 57,866 )

See accompanying notes to consolidated and condensed financial statements.

2 unchanged sentences

(Dollars in thousands)

Three Months Ended

Six Months Ended

Cash flows from operating activities:

19 unchanged sentences

Change in other non-current assets and liabilities 1,484 922

Net cash provided by (used in) operating activities ( 6,019 ) 10,109

Net cash provided by operating activities 24,896 21,937

Cash flows from investing activities:

1 unchanged sentence

Payments for plant turnaround costs ( 1,799 ) ( 6,705 )

Investment in DSM Semichem LLC — ( 6,938 )

Proceeds from sale of property, plant and equipment 1,092 738

7 unchanged sentences

Net cash provided by (used in) financing activities ( 12,975 ) 15,163

Net increase in cash ( 3 ) —

Net increase (decrease) in cash ( 8 ) 1

Cash at beginning of period 55 54

1 unchanged sentence

Non-cash additions to property, plant and equipment $ 1,263 $ 2,641

Non-cash contribution of land to DSM Semichem LLC $ — $ 1,000

See accompanying notes to consolidated and condensed financial statements.

2 unchanged sentences

(Dollars in thousands, except where otherwise indicated)

March 31, 2025

June 30, 2025

NATURE OF OPERATIONS AND BASIS OF PRESENTATION

27 unchanged sentences

The provisions of ASU 2023-09 are effective for annual reporting periods beginning after December 15, 2024, with early adoption permitted and can be applied on either a prospective or retroactive basis.

Once adopted, the Partnership will include the additional disclosure required by ASU 2023-09 in it's consolidated financial statements.

Once adopted, the Partnership will include the additional disclosure required by ASU 2023-09 in its condensed consolidated financial statements.

MARTIN MIDSTREAM PARTNERS L.P.

1 unchanged sentence

(Dollars in thousands, except where otherwise indicated)

March 31, 2025

June 30, 2025

The following table disaggregates our revenue by major source:

Three Months Ended March 31,

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

2025 2024 2025 2024

Terminalling and storage segment

31 unchanged sentences

(Dollars in thousands, except where otherwise indicated)

March 31, 2025

June 30, 2025

Revenue related to marine transportation is recognized for time charters based on a per day rate.

9 unchanged sentences

When lubricants are sold by truck or rail, revenue is recognized when title is transferred, which is generally when the product leaves the Partnership's facility, but can vary based on the specific terms of the contract.

Delivery of product is invoiced as the transaction occurs and is generally paid within a month.

Delivery of the product is invoiced as the transaction occurs and is generally paid within a month.

The table below includes estimated minimum revenue expected to be recognized in the future related to performance obligations that are unsatisfied at the end of the reporting period.

10 unchanged sentences

In addition, the Partnership has non-cancelable revenue arrangements that are under the scope of ASC 842 whereby we have committed certain terminalling and storage assets in exchange for a minimum fee.

Future minimum revenues the Partnership expects to receive under these non-cancelable arrangements as of March 31, 2025, are as follows:

Future minimum revenues the Partnership expects to receive under these non-cancelable arrangements as of June 30, 2025, are as follows:

2025 - $ 13,069 ;

4 unchanged sentences

subsequent years - $ 8,587 .

Components of inventories at March 31, 2025 and December 31, 2024, were as follows:

Components of inventories at June 30, 2025 and December 31, 2024, were as follows:

2025 December 31,

8 unchanged sentences

(Dollars in thousands, except where otherwise indicated)

March 31, 2025

At March 31, 2025 and December 31, 2024, long-term debt consisted of the following:

June 30, 2025

At June 30, 2025 and December 31, 2024, long-term debt consisted of the following:

2025 December 31,

$ 150,000 Credit facility at variable interest rate ( 7.84 % 1 weighted average at March 31, 2025), due February 2027 secured by substantially all of the Partnership’s assets, including, without limitation, inventory, accounts receivable, vessels, equipment, fixed assets and the interests in the Partnership’s operating subsidiaries, net of unamortized debt issuance costs of $ 2,032 and $ 2,242 , respectively 2

$ 150,000 Credit facility at variable interest rate ( 7.94 % 1 weighted average at June 30, 2025), due February 2027 secured by substantially all of the Partnership’s assets, including, without limitation, inventory, accounts receivable, vessels, equipment, fixed assets and the interests in the Partnership’s operating subsidiaries, net of unamortized debt issuance costs of $ 1,765 and $ 2,242 , respectively 2

$ 39,235 $ 51,258

6 unchanged sentences

The margin is set every three months.

All amounts outstanding at March 31, 2025 were at Adjusted Term SOFR plus an applicable margin of 3.25 %.

All amounts outstanding at June 30, 2025 were at Adjusted Term SOFR plus an applicable margin of 3.50 %.

The applicable margin for revolving loans that are SOFR loans ranges from 2.75 % to 3.75 %, and the applicable margin for revolving loans that are alternate base rate loans ranges from 1.75 % to 2.75 %.

The applicable margin for SOFR borrowings effective April 16, 2025, is 3.50 %.

The applicable margin for SOFR borrowings effective July 16, 2025, is 3.50 %.

The credit facility contains various covenants that limit the Partnership’s ability to make distributions;

3 unchanged sentences

and make certain amendments to the Partnership's omnibus agreement with Martin Resource Management Corporation (as amended, the "Omnibus Agreement").

2 The Partnership was in compliance with all debt covenants as of March 31, 2025 and December 31, 2024.

The Partnership paid cash interest in the amount of $ 24,725 and $ 24,653 for the three months ended March 31, 2025 and 2024, respectively.

Capitalized interest was $ 0 and $ 142 for the three months ended March 31, 2025 and 2024, respectively.

2 The Partnership was in compliance with all debt covenants as of June 30, 2025 and December 31, 2024.

The Partnership paid cash interest in the amount of $ 1,683 and $ 1,585 for the three months ended June 30, 2025 and 2024, respectively.

The Partnership paid cash interest in the amount of $ 26,408 and $ 26,238 for the six months ended June 30, 2025 and 2024, respectively.

Capitalized interest was $ 45 and $ 291 for the three months ended June 30, 2025 and 2024, respectively.

Capitalized interest was $ 45 and $ 443 for the six months ended June 30, 2025 and 2024, respectively.

The Partnership has numerous operating leases primarily for terminal facilities and transportation and other equipment.

8 unchanged sentences

(Dollars in thousands, except where otherwise indicated)

March 31, 2025

The components of lease expense for the three months ended March 31, 2025 and 2024, were as follows:

Three Months Ended March 31,

June 30, 2025

The components of lease expense for the six months ended June 30, 2025 and 2024, were as follows:

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

2025 2024 2025 2024

Operating lease cost $ 6,499 $ 5,181 $ 12,634 $ 10,120

5 unchanged sentences

Total lease cost $ 7,908 $ 6,559 $ 15,591 $ 12,710

Supplemental balance sheet information related to leases at March 31, 2025 and December 31, 2024, was as follows:

Supplemental balance sheet information related to leases at June 30, 2025 and December 31, 2024, was as follows:

2025 December 31, 2024

14 unchanged sentences

(Dollars in thousands, except where otherwise indicated)

March 31, 2025

For the three months ended March 31, 2025, the Partnership incurred new operating leases, primarily related to land transportation assets, operating equipment, and renewed existing operating leases set to expire, primarily related to leased land and facilities.

The Partnership’s future minimum lease obligations as of March 31, 2025, consist of the following:

June 30, 2025

For the six months ended June 30, 2025, the Partnership incurred new operating leases, primarily related to land transportation assets, operating equipment, and renewed existing operating leases set to expire, primarily related to leased land and facilities.

The Partnership’s future minimum lease obligations as of June 30, 2025, consist of the following:

Operating Leases

8 unchanged sentences

(Dollars in thousands, except where otherwise indicated)

March 31, 2025

June 30, 2025

SUPPLEMENTAL BALANCE SHEET INFORMATION

7 unchanged sentences

The schedule below summarizes the changes in our asset retirement obligations:

March 31, 2025

June 30, 2025

Asset retirement obligations as of December 31, 2024 $ 5,313

10 unchanged sentences

(Dollars in thousands, except where otherwise indicated)

March 31, 2025

June 30, 2025

PARTNERS' CAPITAL (DEFICIT)

As of March 31, 2025, Partners’ capital (deficit) consisted of 39,055,086 common limited partner units, representing a 98 % partnership interest, and a 2 % general partner interest.

As of June 30, 2025, Partners’ capital (deficit) consisted of 39,055,086 common limited partner units, representing a 98 % partnership interest, and a 2 % general partner interest.

Martin Resource Management Corporation, through subsidiaries, owned 7,653,354 of the Partnership's common limited partner units representing approximately 19.6 % of the Partnership's outstanding common limited partner units.

25 unchanged sentences

(Dollars in thousands, except where otherwise indicated)

March 31, 2025

Three Months Ended March 31,

June 30, 2025

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

2025 2024 2025 2024

Net income (loss) $ ( 2,407 ) $ 3,780 $ ( 3,440 ) $ 7,053

5 unchanged sentences

The following are the unit amounts used to compute the basic and diluted earnings per limited partner unit for the periods presented:

Three Months Ended March 31,

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

2025 2024 2025 2024

Basic weighted average limited partner units outstanding

1 unchanged sentence

Dilutive effect of restricted units issued

— 59,153 — 39,153

Total weighted average limited partner diluted units outstanding

1 unchanged sentence

All outstanding units were included in the computation of diluted earnings per unit and weighted based on the number of days such units were outstanding during the periods presented.

All common unit equivalents were antidilutive for the three months ended March 31, 2025 because the limited partners were allocated a net loss in this period.

All common unit equivalents were antidilutive for the three and six months ended June 30, 2025 because the limited partners were allocated a net loss in these periods.

UNIT BASED AWARDS - LONG-TERM INCENTIVE PLANS

1 unchanged sentence

Amounts recognized in operating expense and selling, general, and administrative expense in the consolidated and condensed financial statements with respect to these plans are as follows:

Three Months Ended March 31,

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

2025 2024 2025 2024

Restricted unit Awards

6 unchanged sentences

(Dollars in thousands, except where otherwise indicated)

March 31, 2025

June 30, 2025

Long-Term Incentive Plans

28 unchanged sentences

(Dollars in thousands, except where otherwise indicated)

March 31, 2025

June 30, 2025

compensation expense within operating expense and selling, general and administrative expense in the Consolidated and Condensed Statements of Operations.

All of the Partnership's phantom unit awards outstanding as of March 31, 2025 met the criteria to be treated under liability classification in accordance with ASC 718, given that these awards will settle in cash on the vesting date.

All of the Partnership's phantom unit awards outstanding as of June 30, 2025 met the criteria to be treated under liability classification in accordance with ASC 718, given that these awards will settle in cash on the vesting date.

Compensation expense for the phantom awards is based on the fair value of the units as of the balance sheet date as further discussed below, and such costs are recognized ratably over the service period of the awards.

As the fair value of liability awards is required to be re-measured each period end, stock compensation expense amounts recognized in future periods for these awards will vary.

The estimated future cash payments of these awards are presented as liabilities within "Other current liabilities" and "Other long-term obligations" in the Consolidated and Condensed Balance Sheets.

As of March 31, 2025, there was a total of $ 6,611 of unrecognized compensation costs related to non-vested phantom unit awards.

The estimated future cash payments of these awards are presented as liabilities within "Trade and other accounts payable" and "Other long-term obligations" in the Consolidated and Condensed Balance Sheets.

At June 30, 2025, the total liability recognized in connection with outstanding phantom unit awards was $ 4,585 , of which $ 1,082 is recorded in Trade and other accounts payable and $ 3,503 is recorded in Other long-term obligations on the Consolidated and Condensed Balance Sheets.

At December 31, 2024, the total liability recognized in connection with outstanding phantom unit awards was $ 3,480 , of which $ 1,073 is recorded in Trade and other accounts payable and $ 2,407 is recorded in Other long-term obligations on the Consolidated and Condensed Balance Sheets.

As of June 30, 2025, there was a total of $ 5,009 of unrecognized compensation costs related to non-vested phantom unit awards.

These costs are expected to be recognized over a remaining life of 1.74 years.

19 unchanged sentences

Restricted units issued to employees generally vest in equal annual installments over three years of service.

All of the Partnership's outstanding restricted unit awards at March 31, 2025, met the criteria to be treated under equity classification.

All of the Partnership's outstanding restricted unit awards at June 30, 2025, met the criteria to be treated under equity classification.

On February 11, 2025, the Partnership issued 18,000 TBRUs to each of the Partnership's three independent directors under the 2017 LTIP.

3 unchanged sentences

(Dollars in thousands, except where otherwise indicated)

March 31, 2025

June 30, 2025

The restricted units are valued at their fair value at the date of grant, which is equal to the market value of common units on such date.

A summary of the restricted unit activity for the three months ended March 31, 2025, is provided below:

A summary of the restricted unit activity for the six months ended June 30, 2025, is provided below:

Number of Units Weighted Average Grant-Date Fair Value Per Unit

5 unchanged sentences

Aggregate intrinsic value, end of period $ 480

A summary of the restricted units’ aggregate intrinsic value (market value at vesting date) and fair value of units vested (market value at date of grant) during the three months ended March 31, 2025 and 2024, is provided below:

Three Months Ended March 31,

A summary of the restricted units’ aggregate intrinsic value (market value at vesting date) and fair value of units vested (market value at date of grant) during the six months ended June 30, 2025 and 2024, is provided below:

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

2025 2024 2025 2024

Aggregate intrinsic value of units vested $ — $ — $ 55 $ 46

Fair value of units vested — — 165 168

As of March 31, 2025, there was $ 445 of unrecognized compensation cost related to non-vested restricted units.

As of June 30, 2025, there was $ 397 of unrecognized compensation cost related to non-vested restricted units.

That cost is expected to be recognized over a weighted-average period of 2.70 years.

RELATED PARTY TRANSACTIONS

As of March 31, 2025, Martin Resource Management Corporation owns 6,372,252 of the Partnership’s common units representing approximately 16.3 % of the Partnership’s outstanding limited partner units.

As of June 30, 2025, Martin Resource Management Corporation owns 7,653,354 of the Partnership’s common units representing approximately 19.6 % of the Partnership’s outstanding limited partner units.

Martin Resource Management Corporation controls the Partnership's general partner by virtue of its 100 % voting interest in MMGP Holdings, LLC ("Holdings"), the sole member of the Partnership's general partner.

The Partnership’s general partner, MMGP, owns a 2 % general partner interest in the Partnership.

The Partnership’s general partner’s ability, as general partner, to manage and operate the Partnership, and Martin Resource Management Corporation’s ownership as of March 31, 2025, of approximately 16.3 % of the Partnership’s outstanding limited partnership units, effectively gives Martin Resource Management Corporation the ability to veto some of the Partnership’s actions and to control the Partnership’s management.

The Partnership’s general partner’s ability, as general partner, to manage and operate the Partnership, and Martin Resource Management Corporation’s ownership as of June 30, 2025, of approximately 19.6 % of the Partnership’s outstanding limited partnership units, effectively gives Martin Resource Management Corporation the ability to veto some of the Partnership’s actions and to control the Partnership’s management.

The following is a description of the Partnership’s material related party agreements and transactions:

2 unchanged sentences

The Partnership and its general partner are parties to the Omnibus Agreement dated November 1, 2002, with Martin Resource Management Corporation that governs, among other things, potential competition and indemnification obligations among the parties to the agreement, related party transactions, the provision of general administration and support services by Martin Resource Management Corporation and the Partnership’s use of certain Martin Resource Management Corporation trade names and trademarks.

The Omnibus Agreement was amended on (i) November 25, 2009, to include processing crude oil into finished products including naphthenic lubricants, distillates, asphalt and other intermediate cuts, (ii) October 1, 2012, to permit the Partnership to provide certain lubricant packaging products and services to Martin Resource Management Corporation and (iii) October 17, 2023 to include lubricants and packing in the Partnership’s definition of business.

MARTIN MIDSTREAM PARTNERS L.P.

1 unchanged sentence

(Dollars in thousands, except where otherwise indicated)

March 31, 2025

June 30, 2025

Non-Competition Provisions .

20 unchanged sentences

Under the Omnibus Agreement, Martin Resource Management Corporation provides the Partnership with corporate staff, support services, and administrative services necessary to operate the Partnership’s business.

The Omnibus Agreement requires the Partnership to reimburse Martin Resource Management Corporation for all direct expenses it incurs or payments it makes on the Partnership’s behalf or in connection with the operation of the Partnership’s business.

The Omnibus Agreement requires the Partnership to reimburse Martin Resource Management Corporation for all direct expenses it incurs or

MARTIN MIDSTREAM PARTNERS L.P.

1 unchanged sentence

(Dollars in thousands, except where otherwise indicated)

March 31, 2025

monetary limitation on the amount the Partnership is required to reimburse Martin Resource Management Corporation for direct expenses.

June 30, 2025

payments it makes on the Partnership’s behalf or in connection with the operation of the Partnership’s business.

There is no monetary limitation on the amount the Partnership is required to reimburse Martin Resource Management Corporation for direct expenses.

In addition to the direct expenses, under the Omnibus Agreement, the Partnership is required to reimburse Martin Resource Management Corporation for indirect general and administrative and corporate overhead expenses.

Effective January 1, 2025, through December 31, 2025, the Conflicts Committee approved an annual reimbursement amount for indirect expenses of $ 13,536 .

The Partnership reimbursed Martin Resource Management Corporation for $ 3,384 and $ 3,377 of indirect expenses for the three months ended March 31, 2025 and 2024, respectively.

The Partnership reimbursed Martin Resource Management Corporation for $ 3,384 and $ 3,377 of indirect expenses for the three months ended June 30, 2025 and 2024, respectively.

The Partnership reimbursed Martin Resource Management Corporation for $ 6,768 and $ 6,754 of indirect expenses for the six months ended June 30, 2025 and 2024, respectively.

The Conflicts Committee will review and approve future adjustments in the reimbursement amount for indirect expenses, if any, annually.

25 unchanged sentences

MTI has agreed to indemnify Martin Resource Management Corporation against all claims arising out of the negligence or willful misconduct of MTI and its officers, employees, agents, representatives and subcontractors.

Martin Resource Management Corporation has agreed to indemnify MTI against all claims arising out of the negligence or willful misconduct of Martin Resource Management Corporation and its officers, employees, agents, representatives and subcontractors.

In the event a claim is the result of the joint negligence or misconduct of MTI and Martin Resource

MARTIN MIDSTREAM PARTNERS L.P.

1 unchanged sentence

(Dollars in thousands, except where otherwise indicated)

March 31, 2025

Management Corporation, indemnification obligations will be shared in proportion to each party’s allocable share of such joint negligence or misconduct.

June 30, 2025

Resource Management Corporation has agreed to indemnify MTI against all claims arising out of the negligence or willful misconduct of Martin Resource Management Corporation and its officers, employees, agents, representatives and subcontractors.

In the event a claim is the result of the joint negligence or misconduct of MTI and Martin Resource Management Corporation, indemnification obligations will be shared in proportion to each party’s allocable share of such joint negligence or misconduct.

Marine Agreements

30 unchanged sentences

Certain of our directors or officers are owners of East Texas Mack, including entities affiliated with Ruben Martin, who owns approximately 47 % of the issued and outstanding stock of East Texas Mack.

Amounts paid to East Texas Mack for tractor and trailer lease payments and lease residuals for the three months ended March 31, 2025 and 2024, were $ 1,690 and $ 938 , respectively.

Amounts paid to East Texas Mack for tractor and trailer lease payments and lease residuals for the three months ended June 30, 2025 and 2024, were $ 1,641

MARTIN MIDSTREAM PARTNERS L.P.

1 unchanged sentence

(Dollars in thousands, except where otherwise indicated)

March 31, 2025

June 30, 2025

and $ 1,118 , respectively.

Amounts paid to East Texas Mack for tractor and trailer lease payments and lease residuals for the six months ended June 30, 2025 and 2024, were $ 3,331 and $ 2,055 , respectively.

Storage and Services Agreement.

6 unchanged sentences

The impact of related party revenues from sales of products and services is reflected in the consolidated and condensed financial statements as follows:

Three Months Ended March 31,

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

2025 2024 2025 2024

Terminalling and storage $ 18,221 $ 18,078 $ 35,483 $ 36,627

3 unchanged sentences

Sulfur services 918 34 1,837 62

Terminalling and storage — — — —

1,040 123 2,340 252

$ 26,581 $ 26,519 $ 53,113 $ 53,798

The impact of related party cost of products sold is reflected in the consolidated and condensed financial statements as follows:

Three Months Ended March 31,

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

2025 2024 2025 2024

Cost of products sold:

6 unchanged sentences

(Dollars in thousands, except where otherwise indicated)

March 31, 2025

June 30, 2025

The impact of related party operating expenses is reflected in the consolidated and condensed financial statements as follows:

Three Months Ended March 31,

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

2025 2024 2025 2024

Operating expenses:

4 unchanged sentences

The impact of related party selling, general and administrative expenses is reflected in the consolidated and condensed financial statements as follows:

Three Months Ended March 31,

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

2025 2024 2025 2024

Selling, general and administrative:

23 unchanged sentences

(Dollars in thousands, except where otherwise indicated)

March 31, 2025

June 30, 2025

The Specialty Products segment earns revenue by providing marketing, distribution, and transportation services for NGLs as well as blending and packaging services for specialty lubricants and greases.

1 unchanged sentence

For lubricants and greases, revenue is recognized upon their sale by truck or rail.

The following tables present selected financial information with respect to the Partnership's operating segments for the three months ended March 31, 2025 and 2024.

The following tables present selected financial information with respect to the Partnership's operating segments for the three and six months ended June 30, 2025 and 2024.

Terminalling and Storage Transportation Sulfur Services Specialty Products Indirect selling, general and administrative Total

Three Months Ended March 31, 2025:

Three Months Ended June 30, 2025

Operating revenues from external customers 22,404 53,826 44,128 60,318 — $ 180,676

22 unchanged sentences

Operating income (loss) $ 3,000 $ 6,217 $ 5,969 $ 3,634 $ ( 3,937 ) $ 14,883

Segment assets - as of March 31, 2025 $ 166,644 $ 169,819 $ 131,702 $ 65,245 $ — $ 533,410

Segment assets - as of June 30, 2025 $ 159,001 $ 162,974 $ 128,266 $ 65,391 $ — $ 515,632

Capital expenditures and plant turnaround costs $ 1,925 $ 2,077 $ 1,587 $ 426 $ — $ 6,015

5 unchanged sentences

(Dollars in thousands, except where otherwise indicated)

March 31, 2025

June 30, 2025

Terminalling and Storage Transportation Sulfur Services Specialty Products Indirect selling, general and administrative Total

Three Months Ended March 31, 2024:

Six Months Ended June 30, 2025

Operating revenues from external customers $ 43,953 $ 106,811 $ 92,832 $ 129,623 $ — $ 373,219

22 unchanged sentences

Operating income (loss) $ 5,110 $ 11,723 $ 13,685 $ 7,379 $ ( 8,612 ) $ 29,285

Segment assets - as of March 31, 2024 $ 171,078 $ 158,127 $ 107,519 $ 75,353 $ — $ 512,077

Segment assets - as of June 30, 2025 $ 159,001 $ 162,974 $ 128,266 $ 65,391 $ — $ 515,632

Capital expenditures and plant turnaround costs $ 2,847 $ 4,899 $ 3,328 $ 549 $ — $ 11,623

5 unchanged sentences

(Dollars in thousands, except where otherwise indicated)

March 31, 2025

June 30, 2025

Terminalling and Storage Transportation Sulfur Services Specialty Products Indirect selling, general and administrative Total

Three Months Ended June 30, 2024

Operating revenues from external customers $ 22,375 $ 57,676 $ 37,192 $ 67,288 $ — $ 184,531

Intersegment operating revenues 2,027 3,791 1 29 — 5,848

Total segment revenues 24,402 61,467 37,193 67,317 — 190,379

Reconciliation of revenues:

Elimination of intersegment revenues ( 2,027 ) ( 3,791 ) ( 1 ) ( 29 ) — ( 5,848 )

Total consolidated revenues 22,375 57,676 37,192 67,288 — 184,531

cost of products sold:

Direct product costs — — 16,735 54,766 — 71,501

Manufacturing costs (plant, labor, transportation, and other) 24 — 5,448 4,945 — 10,417

Segment gross margin 24,378 61,467 15,010 7,606 — 108,461

Employment related expenses 2

6,465 14,796 2,246 1,517 3,115 28,139

Driver pay — 13,168 — — — 13,168

Pass-through expenses — 6,506 633 — — 7,139

Utilities, materials, and supplies 3,073 605 186 32 — 3,896

Repairs and maintenance 1,280 5,041 74 7 — 6,402

Insurance related expenses 2,762 4,239 125 29 — 7,155

Lease expenses 975 3,746 113 28 — 4,862

Other segment expenses 1

1,787 2,209 1,084 255 704 6,039

Depreciation and amortization 5,729 3,381 2,778 799 — 12,687

(Gain) loss on sale or disposition of property, plant and equipment ( 995 ) ( 260 ) 308 ( 6 ) — ( 953 )

21,076 53,431 7,547 2,661 3,819 88,534

Operating income (loss) $ 3,302 $ 8,036 $ 7,463 $ 4,945 $ ( 3,819 ) $ 19,927

Segment assets - as of June 30, 2024 $ 179,047 $ 164,571 $ 112,644 $ 78,816 $ — $ 535,078

Capital expenditures and plant turnaround costs $ 2,075 $ 1,770 $ 8,561 $ 798 $ — $ 13,204

1 Other segment expenses include outside services, property taxes, terminalling fees, regulatory expenses, professional fees, communications expenses, and many other less significant expense categories used in operations.

2 These employment expenses include allocated overhead from Martin Resource Management Corporation and exclude those that are part of our manufacturing operations.

Payroll expenses in our manufacturing operations are included in cost of products sold.

MARTIN MIDSTREAM PARTNERS L.P.

NOTES TO CONSOLIDATED AND CONDENSED FINANCIAL STATEMENTS

(Dollars in thousands, except where otherwise indicated)

June 30, 2025

Terminalling and Storage Transportation Sulfur Services Specialty Products Indirect selling, general and administrative Total

Six Months Ended June 30, 2024

Operating revenues from external customers $ 44,892 $ 115,983 $ 70,873 $ 133,613 $ — $ 365,361

Intersegment operating revenues 3,795 7,526 1 50 — 11,372

Total segment revenues 48,687 123,509 70,874 133,663 — 376,733

Reconciliation of revenues:

Elimination of intersegment revenues ( 3,795 ) ( 7,526 ) ( 1 ) ( 50 ) — ( 11,372 )

Total consolidated revenues 44,892 115,983 70,873 133,613 — 365,361

cost of products sold:

Direct product costs — — 35,179 108,952 — 144,131

Manufacturing costs (plant, labor, transportation, and other) 42 — 9,775 10,403 — 20,220

Segment gross margin 48,645 123,509 25,920 14,308 — 212,382

Employment related expenses 2

12,045 29,537 4,081 2,538 6,245 54,446

Driver pay — 25,866 — — — 25,866

Pass-through expenses — 13,679 1,329 — — 15,008

Utilities, materials, and supplies 7,140 1,118 395 63 — 8,716

Repairs and maintenance 2,667 9,501 215 10 — 12,393

Insurance related expenses 4,258 7,434 295 55 — 12,042

Lease expenses 1,941 7,618 201 66 — 9,826

Other segment expenses 1

3,608 4,398 2,188 484 1,410 12,088

Depreciation and amortization 11,124 6,857 5,760 1,595 — 25,336

(Gain) loss on sale or disposition of property, plant and equipment ( 1,097 ) ( 366 ) 308 ( 6 ) — ( 1,161 )

41,686 105,642 14,772 4,805 7,655 174,560

Operating income (loss) $ 6,959 $ 17,867 $ 11,148 $ 9,503 $ ( 7,655 ) $ 37,822

Segment assets - as of June 30, 2024 $ 179,047 $ 164,571 $ 112,644 $ 78,816 $ — $ 535,078

Capital expenditures and plant turnaround costs $ 9,125 $ 4,625 $ 14,897 $ 1,950 $ — $ 30,597

2 These employment expenses include allocated overhead from Martin Resource Management Corporation and exclude those that are part of our manufacturing operations.

Payroll expenses in our manufacturing operations are included in cost of products sold.

MARTIN MIDSTREAM PARTNERS L.P.

NOTES TO CONSOLIDATED AND CONDENSED FINANCIAL STATEMENTS

(Dollars in thousands, except where otherwise indicated)

June 30, 2025

COMMITMENTS AND CONTINGENCIES

14 unchanged sentences

The Partnership intends to vigorously defend the counterclaims asserted by the customer in the Litigation.

The trial for the Litigation is expected to be held in the first half of 2026.

The trial for the Litigation is expected to be held in 2026.

FAIR VALUE MEASUREMENTS

18 unchanged sentences

The estimated fair value of the 2028 Notes is considered Level 2, as the fair value is based upon quoted prices for identical liabilities in markets that are not active.

March 31, 2025 December 31, 2024

June 30, 2025 December 31, 2024

Value Carrying

4 unchanged sentences

(Dollars in thousands, except where otherwise indicated)

March 31, 2025

June 30, 2025

INVESTMENT IN DSM SEMICHEM LLC

10 unchanged sentences

Selected financial information for DSM is as follows:

As of March 31, Three Months Ended March 31,

As of June 30, Three Months Ended June 30,

Total Assets Long-Term Debt Members' Equity/Partners' Capital Revenues Net Income (Loss)

DSM Semichem LLC $ 105,437 $ 28,530 $ 60,515 $ — $( 5,909 )

As of December 31, Three Months Ended March 31,

As of December 31, Three Months Ended June 30,

Total Assets Long-Term Debt Members' Equity/Partners' Capital Revenues Net Income (Loss)

DSM Semichem LLC $ 105,773 $ 31,700 $ 68,513 $ — $( 672 )

As of June 30, Six Months Ended June 30,

Total Assets Long-Term Debt Members' Equity/Partners' Capital Revenues Net Income (Loss)

DSM Semichem LLC $ 105,437 $ 28,530 $ 60,515 $ — $( 7,999 )

MARTIN MIDSTREAM PARTNERS L.P.

NOTES TO CONSOLIDATED AND CONDENSED FINANCIAL STATEMENTS

(Dollars in thousands, except where otherwise indicated)

June 30, 2025

As of December 31, Six Months Ended June 30,

Total Assets Long-Term Debt Members' Equity/Partners' Capital Revenues Net Income (Loss)

DSM Semichem LLC $ 105,773 $ 31,700 $ 68,513 $ — $( 1,880 )

CONDENSED CONSOLIDATED FINANCIAL INFORMATION

4 unchanged sentences

Substantially all of the Partnership's operating subsidiaries are subsidiary guarantors of its Senior Notes and any subsidiaries other than the subsidiary guarantors are minor.

Three Months Ended March 31,

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

2025 2024 2025 2024

Provision for income taxes $ 2,084 $ 1,772 $ 3,201 $ 2,568

MARTIN MIDSTREAM PARTNERS L.P.

NOTES TO CONSOLIDATED AND CONDENSED FINANCIAL STATEMENTS

(Dollars in thousands, except where otherwise indicated)

March 31, 2025

The operations of a partnership are generally not subject to income taxes, except for Texas margin tax, because its income is taxed directly to its partners.

Current state income taxes attributable to the Texas margin tax relating to the operation of the Partnership of $ 417 and $ 80 were recorded in income tax expense for the three months ended March 31, 2025 and 2024, respectively.

Current state income taxes attributable to the Texas margin tax relating to the operation of the Partnership of $ 270 and $ 470 were recorded in income tax expense for the three months ended June 30, 2025 and 2024, respectively.

Current state income taxes attributable to the Texas margin tax relating to the operation of the Partnership of $ 687 and $ 550 were recorded in income tax expense for the six months ended June 30, 2025 and 2024, respectively.

Deferred taxes applicable to the Texas margin tax relating to the operation of the Partnership are immaterial.

MTI, a wholly owned subsidiary of the Partnership, is subject to income taxes due to its corporate structure (the "Taxable Subsidiary").

Total income tax expense of $ 700 and $ 716 , related to the operation of the Taxable Subsidiary, for the three months ended March 31, 2025 and 2024, resulted in an effective income tax rate ("ETR") of 32.86 % and 15.73 %, respectively.

The decrease in the provision for income taxes during the three months ended March 31, 2025, compared to the same period in 2024, was primarily due to a decrease in income before taxes in the current period.

The increase in the ETR during the three months ended March 31, 2025, compared to the same period in 2024, was primarily due to a favorable true-up to state net operating loss carryforwards in the prior period.

A current federal income tax expense of $ 722 and $ 791 , related to the operation of the Taxable Subsidiary, was recorded for the three months ended March 31, 2025 and 2024, respectively.

A current state income tax expense of $ 192 and $ 251 , related to the operation of the Taxable Subsidiary, was recorded for the three months ended March 31, 2025 and 2024, respectively.

Total income tax expense of $ 1,814 and $ 1,302 , related to the operation of the Taxable Subsidiary, for the three months ended June 30, 2025 and 2024, resulted in an effective income tax rate ("ETR") of 64.50 % and 30.68 %, respectively.

Total income tax expense of $ 2,514 and $ 2,018 , related to the operation of the Taxable Subsidiary, for the six months ended June 30, 2025 and 2024, resulted in an ETR of 50.84 % and 22.94 %, respectively.

The increase in the ETR for the income taxes during the three and six months ended June 30, 2025 was primarily due to an increase in permanent differences and a decrease in income before income taxes, compared to the same period in 2024.

The increase in the provision for income taxes for both the three and six months ended June 30, 2025, compared to the same period in 2024, was primarily due to an increase in permanent differences in the current period.

A current federal income tax expense of $ 1,514 and $ 786 , related to the operation of the Taxable Subsidiary, was recorded for the three months ended June 30, 2025 and 2024, respectively.

A current federal income tax expense of $ 2,235 and $ 1,576 , related to the operation of the Taxable Subsidiary, was recorded for the six months ended June 30, 2025 and 2024, respectively.

A current state income tax expense of $ 240 and $ 165 , related to the operation of the Taxable Subsidiary, was recorded for the three months ended June 30, 2025 and 2024, respectively.

A current state income tax expense of $ 433 and $ 416 , related to the operation of the Taxable Subsidiary, was recorded for the six months ended June 30, 2025 and 2024, respectively.

With respect to MTI, income taxes are accounted for under the asset and liability method pursuant to the provisions of ASC 740 related to income taxes.

Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis.

MARTIN MIDSTREAM PARTNERS L.P.

NOTES TO CONSOLIDATED AND CONDENSED FINANCIAL STATEMENTS

(Dollars in thousands, except where otherwise indicated)

June 30, 2025

Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled.

The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date.

A deferred tax expense (benefit) related to the MTI temporary differences of $( 214 ) and $( 326 ) was recorded for the three months ended March 31, 2025 and 2024, respectively.

A net deferred tax asset of $ 10,160 and $ 9,946 , related to the cumulative book and tax temporary differences, existed at March 31, 2025 and December 31, 2024, respectively.

A deferred tax expense related to the MTI temporary differences of $ 60 and $ 351 was recorded for the three months ended June 30, 2025 and 2024, respectively.

A deferred tax expense (benefit) related to the MTI temporary differences of $( 154 ) and $ 26 was recorded for the six months ended June 30, 2025 and 2024, respectively.

A net deferred tax asset of $ 10,100 and $ 9,946 , related to the cumulative book and tax temporary differences, existed at June 30, 2025 and December 31, 2024, respectively.

All income tax positions taken for all open years are more likely than not to be sustained based upon their technical merit under applicable tax laws.

1 unchanged sentence

Quarterly Distribution.

On April 16, 2025, the Partnership declared a quarterly cash distribution of $ 0.005 per common unit for the first quarter of 2025, or $ 0.020 per common unit on an annualized basis, which will be paid on May 15, 2025, to unitholders of record as of May 8, 2025.

On July 16, 2025, the Partnership declared a quarterly cash distribution of $ 0.005 per common unit for the second quarter of 2025, or $ 0.020 per common unit on an annualized basis, which will be paid on August 14, 2025, to unitholders of record as of August 7, 2025.

One Big Beautiful Bill Act.

On July 4, 2025, federal legislation commonly referred to as the “One Big Beautiful Bill Act” was enacted, resulting in changes to U.S.

federal income tax law.

Pursuant to ASC 740, Income Taxes, the effects of changes in tax law are recognized in the period of enactment.

As such, this legislation constitutes a non-recognized subsequent event with respect to the Partnership’s financial statements for the period ended June 30, 2025.

The Partnership has preliminarily assessed the impact of the legislation and expects an immaterial net increase in income tax expense related to the Partnership's Taxable Subsidiary in the third quarter of 2025.

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

What changed 10-Q

Item 1. Financial Statements