What changed in this filing

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Item 1. Financial Statements

2026-07-27 compared with 2026-04-27 · 224 added, 109 removed, 755 unchanged (31% of the section changed)

3 unchanged sentences

(Dollars in thousands)

March 31, 2026 December 31, 2025

June 30, 2026 December 31, 2025

(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,

2026 2025 2026 2025

Terminalling and storage * $ 23,743 $ 22,404 $ 46,180 $ 43,953

16 unchanged sentences

Total costs and expenses 198,995 166,406 378,983 345,026

Gain (loss) on disposition or sale of property, plant and equipment 333 479

Operating income (loss) 8,019 14,402

Gain on disposition or sale of property, plant and equipment 4,653 613 4,986 1,092

Operating income 19,258 14,883 27,277 29,285

Other income (expense):

Interest expense, net ( 14,491 ) ( 14,608 ) ( 28,452 ) ( 28,715 )

Equity in earnings (loss) of DSM Semichem LLC ( 301 ) ( 209 )

Equity in loss of DSM Semichem LLC ( 260 ) ( 616 ) ( 561 ) ( 825 )

Other, net 15 18 16 16

7 unchanged sentences

Net income (loss) per unit attributable to limited partners - basic and diluted $ 0.07 $ ( 0.06 ) $ ( 0.10 ) $ ( 0.09 )

Weighted average limited partner units - basic 38,951,684 38,882,982

Weighted average limited partner units - diluted 38,951,684 38,882,982

Weighted average limited partner units - basic and diluted 38,955,432 38,892,347 38,953,569 38,887,692

See accompanying notes to consolidated and condensed financial statements.

4 unchanged sentences

* Related Party Transactions Included Above

Three Months Ended

Three Months Ended Six Months Ended

June 30, June 30,

2026 2025 2026 2025

Terminalling and storage $ 18,982 $ 18,221 $ 37,738 $ 35,483

6 unchanged sentences

Sulfur services 3,318 3,187 6,606 6,308

Terminalling and storage — —

Operating expenses 27,286 27,823 54,582 55,388

7 unchanged sentences

Units Amount Total

Balances - March 31, 2026 39,124,686 $ ( 93,697 ) $ 988 $ ( 92,709 )

Net income — 2,594 53 2,647

Cash distributions — ( 196 ) ( 4 ) ( 200 )

Unit-based compensation — 49 — 49

Balances - June 30, 2026 39,124,686 ( 91,250 ) 1,037 ( 90,213 )

Balances - December 31, 2025 39,055,086 $ ( 86,922 ) $ 1,127 $ ( 85,795 )

Net income (loss) — ( 6,625 ) ( 135 ) ( 6,760 )

Net loss — ( 4,031 ) ( 82 ) ( 4,113 )

Issuance of restricted units 69,600 — — —

1 unchanged sentence

Unit-based compensation — 94 — 94

Balances - March 31, 2026 39,124,686 $ ( 93,697 ) $ 988 $ ( 92,709 )

Balances - June 30, 2026 39,124,686 $ ( 91,250 ) $ 1,037 $ ( 90,213 )

Partners’ Capital (Deficit)

1 unchanged sentence

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 )

Net income (loss) — ( 1,012 ) ( 21 ) ( 1,033 )

Net loss — ( 3,371 ) ( 69 ) ( 3,440 )

Issuance of restricted units 54,000 — — —

1 unchanged sentence

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 )

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:

Net income (loss) $ ( 6,760 ) $ ( 1,033 )

Net loss $ ( 4,113 ) $ ( 3,440 )

Adjustments to reconcile net income (loss) to net cash used in operating activities:

3 unchanged sentences

Deferred income tax expense (benefit) 538 ( 154 )

(Gain) loss on disposition or sale of property, plant and equipment, net ( 333 ) ( 479 )

Equity in (earnings) loss of DSM Semichem LLC 301 209

Gain on disposition or sale of property, plant and equipment, net ( 4,986 ) ( 1,092 )

Equity in loss of DSM Semichem LLC 561 825

Non cash unit-based compensation 94 90

15 unchanged sentences

Proceeds from sale of property, plant and equipment 5,500 1,092

Net cash provided by (used in) investing activities ( 14,931 ) ( 6,218 )

Net cash used in investing activities ( 20,886 ) ( 11,929 )

Cash flows from financing activities:

13 unchanged sentences

(Dollars in thousands, except where otherwise indicated)

March 31, 2026

June 30, 2026

NATURE OF OPERATIONS AND BASIS OF PRESENTATION

21 unchanged sentences

For public entities, ASU 2024-03 is required to be adopted for annual periods beginning after December 15, 2026 and for interim periods beginning after December 15, 2027, with early adoption permitted.

The Partnership is currently evaluating the impact that ASU 2024-03 will have its consolidated and condensed financial statements.

The Partnership is currently evaluating the impact that ASU 2024-03 will have on its consolidated and condensed financial statements.

MARTIN MIDSTREAM PARTNERS L.P.

1 unchanged sentence

(Dollars in thousands, except where otherwise indicated)

March 31, 2026

June 30, 2026

The following table disaggregates our revenue by major source:

Three Months Ended March 31,

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

2026 2025 2026 2025

Terminalling and storage segment

31 unchanged sentences

(Dollars in thousands, except where otherwise indicated)

March 31, 2026

June 30, 2026

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

22 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, 2026, are as follows:

Future minimum revenues the Partnership expects to receive under these non-cancelable arrangements as of June 30, 2026, are as follows:

2026 - $ 13,544 ;

4 unchanged sentences

subsequent years - $ 253 .

Components of inventories at March 31, 2026 and December 31, 2025, were as follows:

Components of inventories at June 30, 2026 and December 31, 2025, were as follows:

2026 December 31,

8 unchanged sentences

(Dollars in thousands, except where otherwise indicated)

March 31, 2026

At March 31, 2026 and December 31, 2025, long-term debt consisted of the following:

June 30, 2026

At June 30, 2026 and December 31, 2025, long-term debt consisted of the following:

2026 December 31,

$ 115,000 3 credit facility at variable interest rate ( 7.36 % 1 weighted average at March 31, 2026), due November 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 $ 1,450 and $ 1,787 , respectively 2

$ 115,000 3 credit facility at variable interest rate ( 7.48 % 1 weighted average at June 30, 2026), due November 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 $ 1,256 and $ 1,787 , respectively 2

$ 60,744 $ 37,213

7 unchanged sentences

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 and alternate base rate borrowings at March 31, 2026 is 3.75 % and 2.75 %, respectively.

The applicable margin for SOFR borrowings and alternate base rate borrowings effective April 22, 2026, is 3.75 % and 2.75 %, respectively.

The applicable margin for SOFR borrowings and alternate base rate borrowings at June 30, 2026 is 3.75 % and 2.75 %, respectively.

The applicable margin for SOFR borrowings and alternate base rate borrowings effective July 22, 2026, is 3.75 % and 2.75 %, respectively.

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, 2026 and December 31, 2025.

2 The Partnership was in compliance with all debt covenants as of June 30, 2026 and December 31, 2025.

3 On March 31, 2026, the Partnership, Martin Operating Partnership L.P.

5 unchanged sentences

◦ require the Partnership to maintain a maximum Total Leverage Ratio (as defined in the Credit Agreement) of not more than 5.50 to 1.00 for the fiscal quarters ending March 31, 2026, June 30, 2026, September 30, 2026 and December 31, 2026, stepping down to 5.30 to 1.00 for the fiscal quarter ending March 31, 2027, stepping down to 5.25 to 1.00 for the fiscal quarter ending June 30, 2027, and further stepping down to 5.00 to 1.00 for the fiscal quarter ending September 30, 2027 and each fiscal quarter thereafter.

The Partnership is in compliance with all debt covenants as of March 31, 2026, and expects to be in compliance for the next twelve months.

The Partnership is in compliance with all debt covenants as of June 30, 2026, and expects to be in compliance for the next twelve months.

MARTIN MIDSTREAM PARTNERS L.P.

1 unchanged sentence

(Dollars in thousands, except where otherwise indicated)

March 31, 2026

The Partnership paid cash interest in the amount of $ 24,450 and $ 24,725 for the three months ended March 31, 2026 and 2025, respectively.

Capitalized interest was $ 92 and $ 0 for the three months ended March 31, 2026 and 2025, respectively.

June 30, 2026

The Partnership paid cash interest in the amount of $ 1,665 and $ 1,683 for the three months ended June 30, 2026 and 2025, respectively.

The Partnership paid cash interest in the amount of $ 26,115 and $ 26,408 for the six months ended June 30, 2026 and 2025, respectively.

Capitalized interest was $ 143 and $ 45 for the three months ended June 30, 2026 and 2025, respectively.

Capitalized interest was $ 235 and $ 45 for the six months ended June 30, 2026 and 2025, respectively.

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

5 unchanged sentences

The Partnership includes extension periods in its lease term if, at commencement, it is reasonably likely that the Par tnership will exercise the extension options.

The components of lease expense for the three months ended March 31, 2026 and 2025, were as follows:

Three Months Ended March 31,

The components of lease expense for the three and six months ended June 30, 2026 and 2025, were as follows:

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

2026 2025 2026 2025

Operating lease cost $ 7,103 $ 6,499 $ 14,291 $ 12,634

5 unchanged sentences

Total lease cost $ 9,055 $ 7,908 $ 17,828 $ 15,591

Supplemental balance sheet information related to leases at March 31, 2026 and December 31, 2025, was as follows:

MARTIN MIDSTREAM PARTNERS L.P.

NOTES TO CONSOLIDATED AND CONDENSED FINANCIAL STATEMENTS

(Dollars in thousands, except where otherwise indicated)

June 30, 2026

Supplemental balance sheet information related to leases at June 30, 2026 and December 31, 2025, was as follows:

2026 December 31, 2025

11 unchanged sentences

Total finance lease obligations $ 48 $ 54

MARTIN MIDSTREAM PARTNERS L.P.

NOTES TO CONSOLIDATED AND CONDENSED FINANCIAL STATEMENTS

(Dollars in thousands, except where otherwise indicated)

March 31, 2026

For the three months ended March 31, 2026, the Partnership incurred new operating leases, primarily related to land transportation assets 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, 2026, consist of the following:

For the six months ended June 30, 2026, the Partnership incurred new operating leases, primarily related to land transportation assets 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, 2026, consist of the following:

Operating Leases

6 unchanged sentences

(Dollars in thousands, except where otherwise indicated)

March 31, 2026

June 30, 2026

SUPPLEMENTAL BALANCE SHEET INFORMATION

8 unchanged sentences

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

March 31, 2026

June 30, 2026

Asset retirement obligations as of December 31, 2025 $ 5,318

10 unchanged sentences

(Dollars in thousands, except where otherwise indicated)

March 31, 2026

June 30, 2026

PARTNERS' CAPITAL (DEFICIT)

As of March 31, 2026, Partners’ capital (deficit) consisted of 39,124,686 common limited partner units, representing a 98 % partnership interest, and a 2 % general partner interest.

As of June 30, 2026, Partners’ capital (deficit) consisted of 39,124,686 common limited partner units, representing a 98 % partnership interest, and a 2 % general partner interest.

Martin Resource Management Corporation, through subsidiaries, owned 7,874,446 of the Partnership's common limited partner units representing approximately 20.1 % of the Partnership's outstanding common limited partner units.

25 unchanged sentences

(Dollars in thousands, except where otherwise indicated)

March 31, 2026

Three Months Ended March 31,

June 30, 2026

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

2026 2025 2026 2025

Net income (loss) $ 2,647 $ ( 2,407 ) $ ( 4,113 ) $ ( 3,440 )

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,

2026 2025 2026 2025

Basic weighted average limited partner units outstanding

4 unchanged sentences

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 each of the three months ended March 31, 2026 and 2025 because the limited partners were allocated a net loss in these periods.

For the three months ended June 30, 2026, all common unit equivalents were excluded from the computation of diluted earnings per unit because their effect would have been antidilutive under the treasury stock method, as the sum of the assumed proceeds and unrecognized compensation cost per unit exceeded the average market price of the common units for the period.

All common unit equivalents were antidilutive for the six months ended June 30, 2026 and for the three and six months ended June 30, 2025 because the limited partners were allocated a net loss in those periods.

UNIT BASED AWARDS - LONG-TERM INCENTIVE PLANS

The Partnership recognizes compensation cost related to unit-based awards to both employees and non-employees in its consolidated and condensed financial statements in accordance with certain provisions of ASC 718.

The Partnership recognizes compensation costs related to unit-based awards to both employees and non-employees in its consolidated and condensed financial statements in accordance with certain provisions of ASC 718.

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,

2026 2025 2026 2025

Restricted unit Awards

6 unchanged sentences

(Dollars in thousands, except where otherwise indicated)

March 31, 2026

June 30, 2026

Long-Term Incentive Plans

30 unchanged sentences

(Dollars in thousands, except where otherwise indicated)

March 31, 2026

June 30, 2026

changes in the fair value of the awards are recorded as increases or decreases to 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, 2026 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, 2026 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.

1 unchanged sentence

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 March 31, 2026, the total liability recognized in connection with outstanding phantom unit awards was $ 5,438 , of which $ 3,079 is recorded in Trade and other accounts payable and $ 2,359 is recorded in Other long-term obligations on the Consolidated and Condensed Balance Sheets.

At June 30, 2026, the total liability recognized in connection with outstanding phantom unit awards was $ 5,079 , of which $ 2,570 is recorded in Trade and other accounts payable and $ 2,509 is recorded in Other long-term obligations on the Consolidated and Condensed Balance Sheets.

At December 31, 2025, the total liability recognized in connection with outstanding phantom unit awards was $ 4,574 , of which $ 2,905 is recorded in Trade and other accounts payable and $ 1,669 is recorded in Other long-term obligations on the Consolidated and Condensed Balance Sheets.

As of March 31, 2026, there was a total of $ 4,854 of unrecognized compensation costs related to phantom unit awards.

As of June 30, 2026, there was a total of $ 3,291 of unrecognized compensation costs related to phantom unit awards.

These costs are expected to be recognized over a remaining life of 1.66 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, 2026, met the criteria to be treated under equity classification.

All of the Partnership's outstanding restricted unit awards at June 30, 2026, met the criteria to be treated under equity classification.

On February 17, 2026, the Partnership issued 23,200 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, 2026

June 30, 2026

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, 2026, is provided below:

A summary of the restricted unit activity for the six months ended June 30, 2026, is provided below:

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

5 unchanged sentences

Aggregate intrinsic value, end of period $ 391

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, 2026 and 2025, 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 three and six months ended June 30, 2026 and 2025, is provided below:

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

2026 2025 2026 2025

Aggregate intrinsic value of units vested $ — $ — $ 184 $ 55

Fair value of units vested — — 188 165

As of March 31, 2026, there was $ 458 of unrecognized compensation cost related to non-vested restricted units.

As of June 30, 2026, there was $ 409 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, 2026, Martin Resource Management Corporation owns 7,874,446 of the Partnership’s common units representing approximately 20.1 % of the Partnership’s outstanding limited partner units.

As of June 30, 2026, Martin Resource Management Corporation owns 7,874,446 of the Partnership’s common units representing approximately 20.1 % 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, 2026, of approximately 20.1 % 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, 2026, of approximately 20.1 % 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:

6 unchanged sentences

(Dollars in thousands, except where otherwise indicated)

March 31, 2026

June 30, 2026

Non-Competition Provisions .

24 unchanged sentences

(Dollars in thousands, except where otherwise indicated)

March 31, 2026

June 30, 2026

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

2 unchanged sentences

Effective January 1, 2026, through December 31, 2026, the Conflicts Committee approved an annual reimbursement amount for indirect expenses of $ 12,953 .

The Partnership reimbursed Martin Resource Management Corporation for $ 3,238 and $ 3,384 of indirect expenses for the three months ended March 31, 2026 and 2025, respectively.

The Partnership reimbursed Martin Resource Management Corporation for $ 3,238 and $ 3,384 of indirect expenses for the three months ended June 30, 2026 and 2025, respectively.

The Partnership reimbursed Martin Resource Management Corporation for $ 6,477 and $ 6,768 of indirect expenses for the six months ended June 30, 2026 and 2025, 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

MARTIN MIDSTREAM PARTNERS L.P.

1 unchanged sentence

(Dollars in thousands, except where otherwise indicated)

March 31, 2026

subcontractors.

June 30, 2026

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.

31 unchanged sentences

Certain of our directors or officers are owners of East Texas Mack, including entities affiliated with Ruben Martin, who owns approximately 47.2 % 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, 2026 and 2025, were $ 1,725 and $ 1,690 , respectively.

Amounts paid to East Texas Mack for tractor and trailer lease payments and lease residuals for the three months ended June 30, 2026 and 2025, were $ 1,698

MARTIN MIDSTREAM PARTNERS L.P.

1 unchanged sentence

(Dollars in thousands, except where otherwise indicated)

March 31, 2026

June 30, 2026

and $ 1,641 , respectively.

Amounts paid to East Texas Mack for tractor and trailer lease payments and lease residuals for the six months ended June 30, 2026 and 2025, were $ 3,423 and $ 3,331 , 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,

2026 2025 2026 2025

Terminalling and storage $ 18,982 $ 18,221 $ 37,738 $ 35,483

4 unchanged sentences

817 1,040 1,800 2,340

$ 27,682 $ 26,581 $ 55,464 $ 53,113

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,

2026 2025 2026 2025

Cost of products sold:

5 unchanged sentences

(Dollars in thousands, except where otherwise indicated)

March 31, 2026

June 30, 2026

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,

2026 2025 2026 2025

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,

2026 2025 2026 2025

Selling, general and administrative:

23 unchanged sentences

(Dollars in thousands, except where otherwise indicated)

March 31, 2026

June 30, 2026

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, 2026 and 2025.

The following tables present selected financial information with respect to the Partnership's operating segments for the three and six months ended June 30, 2026 and 2025.

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

Three Months Ended March 31, 2026

Three Months Ended June 30, 2026

Operating revenues from external customers 23,743 56,639 50,070 83,148 — $ 213,600

22 unchanged sentences

Operating income (loss) $ 8,806 $ 5,137 $ 4,368 $ 4,610 $ ( 3,663 ) $ 19,258

Segment assets - as of March 31, 2026 $ 162,029 $ 163,149 $ 134,713 $ 77,238 $ — $ 537,129

Segment assets - as of June 30, 2026 $ 161,643 $ 164,321 $ 141,256 $ 80,213 $ — $ 547,433

Capital expenditures and plant turnaround costs $ 4,313 $ 3,876 $ 5,790 $ 185 $ — $ 14,164

3 unchanged sentences

(Dollars in thousands, except where otherwise indicated)

March 31, 2026

June 30, 2026

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

1 unchanged sentence

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

Three Months Ended March 31, 2025

Six Months Ended June 30, 2026

Operating revenues from external customers $ 46,180 $ 109,446 $ 100,894 $ 144,754 $ — $ 401,274

22 unchanged sentences

Operating income (loss) $ 11,009 $ 8,374 $ 6,895 $ 8,141 $ ( 7,142 ) $ 27,277

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

Segment assets - as of June 30, 2026 $ 161,643 $ 164,321 $ 141,256 $ 80,213 $ — $ 547,433

Capital expenditures and plant turnaround costs $ 14,529 $ 5,594 $ 7,663 $ 369 $ — $ 28,155

1 unchanged sentence

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

MARTIN MIDSTREAM PARTNERS L.P.

NOTES TO CONSOLIDATED AND CONDENSED FINANCIAL STATEMENTS

(Dollars in thousands, except where otherwise indicated)

June 30, 2026

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

Three Months Ended June 30, 2025

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

Intersegment operating revenues 1,824 3,875 — 23 — 5,722

Total segment revenues 24,228 57,701 44,128 60,341 — 186,398

Reconciliation of revenues:

Elimination of intersegment revenues ( 1,824 ) ( 3,875 ) — ( 23 ) — ( 5,722 )

Total consolidated revenues 22,404 53,826 44,128 60,318 — 180,676

cost of products sold:

Direct product costs — — 22,604 50,218 — 72,822

Manufacturing costs (plant, labor, transportation, and other) — — 6,707 3,948 — 10,655

Segment gross margin 24,228 57,701 14,817 6,175 — 102,921

Employment related expenses 2

6,584 15,183 2,221 1,431 3,165 28,584

Driver pay — 11,504 — — — 11,504

Pass-through expenses — 5,884 777 — — 6,661

Utilities, materials, and supplies 3,587 587 236 31 — 4,441

Repairs and maintenance 905 4,481 215 9 — 5,610

Insurance related expenses 1,560 4,296 179 44 3 6,082

Lease expenses 1,075 4,920 110 31 — 6,136

Other segment expenses 1

2,114 2,313 1,555 244 769 6,995

Depreciation and amortization 5,411 2,916 3,556 755 — 12,638

(Gain) loss on sale or disposition of property, plant and equipment ( 8 ) ( 600 ) ( 1 ) ( 4 ) — ( 613 )

21,228 51,484 8,848 2,541 3,937 88,038

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

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

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.

2 unchanged sentences

(Dollars in thousands, except where otherwise indicated)

March 31, 2026

June 30, 2026

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

Six Months Ended June 30, 2025

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

Intersegment operating revenues 3,689 8,365 — 46 — 12,100

Total segment revenues 47,642 115,176 92,832 129,669 — 385,319

Reconciliation of revenues:

Elimination of intersegment revenues ( 3,689 ) ( 8,365 ) — ( 46 ) — ( 12,100 )

Total consolidated revenues 43,953 106,811 92,832 129,623 — 373,219

cost of products sold:

Direct product costs — — 49,424 107,845 — 157,269

Manufacturing costs (plant, labor, transportation, and other) — — 11,889 9,366 — 21,255

Segment gross margin 47,642 115,176 31,519 12,458 — 206,795

Employment related expenses 2

13,137 30,436 4,384 2,884 6,259 57,100

Driver pay — 23,585 — — — 23,585

Pass-through expenses — 11,982 1,641 — — 13,623

Utilities, materials, and supplies 7,220 1,196 491 58 — 8,965

Repairs and maintenance 2,305 8,976 424 10 — 11,715

Insurance related expenses 3,031 8,246 339 77 92 11,785

Lease expenses 2,231 9,555 235 53 — 12,074

Other segment expenses 1

3,637 4,707 3,208 488 2,261 14,301

Depreciation and amortization 10,980 5,848 7,113 1,513 — 25,454

(Gain) loss on sale or disposition of property, plant and equipment ( 9 ) ( 1,078 ) ( 1 ) ( 4 ) — ( 1,092 )

42,532 103,453 17,834 5,079 8,612 177,510

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

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

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, 2026

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 2026.

The trial for the Litigation is scheduled to be held August 2 through August 6, 2027.

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, 2026 December 31, 2025

June 30, 2026 December 31, 2025

Value Carrying

4 unchanged sentences

(Dollars in thousands, except where otherwise indicated)

March 31, 2026

June 30, 2026

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 $ 118,928 $ 22,190 $ 51,990 $ — $( 2,597 )

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 $ 113,007 $ 25,521 $ 57,598 $ — $( 5,909 )

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 $ 118,928 $ 22,190 $ 51,990 $ — $( 5,657 )

MARTIN MIDSTREAM PARTNERS L.P.

NOTES TO CONSOLIDATED AND CONDENSED FINANCIAL STATEMENTS

(Dollars in thousands, except where otherwise indicated)

June 30, 2026

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 $ 113,007 $ 25,521 $ 57,598 $ — $( 7,999 )

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.

MARTIN MIDSTREAM PARTNERS L.P.

NOTES TO CONSOLIDATED AND CONDENSED FINANCIAL STATEMENTS

(Dollars in thousands, except where otherwise indicated)

March 31, 2026

Three Months Ended March 31,

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

2026 2025 2026 2025

Provision for income taxes $ 1,875 $ 2,084 $ 2,393 $ 3,201

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 $ 40 and $ 417 were recorded in income tax expense for the three months ended March 31, 2026 and 2025, respectively.

Current state income taxes attributable to the Texas margin tax relating to the operation of the Partnership of $ 242 and $ 270 were recorded in income tax expense for the three months ended June 30, 2026 and 2025, respectively.

Current state income taxes attributable to the Texas margin tax relating to the operation of the Partnership of $ 282 and $ 687 were recorded in income tax expense for the six months ended June 30, 2026 and 2025, 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 $ 478 and $ 700 , related to the operation of the Taxable Subsidiary, for the three months ended March 31, 2026 and 2025, resulted in an effective income tax rate of 36.6 % and 32.9 %, respectively.

The decrease in the provision for income taxes during the three months ended March 31, 2026, compared to the same period in 2025, was primarily due to a decrease in income before taxes in the current period.

The effective tax rate differs from the U.S.

federal statutory rate of 21% primarily due to state income taxes, net of the federal benefit, and nondeductible expenses.

A current federal income tax expense of $ 261 and $ 722 , related to the operation of the Taxable Subsidiary, was recorded for the three months ended March 31, 2026 and 2025, respectively.

A current state income tax expense of $ 75 and $ 192 , related to the operation of the Taxable Subsidiary, was recorded for the three months ended March 31, 2026 and 2025, respectively.

Total income tax expense of $ 1,633 and $ 1,814 , related to the operation of the Taxable Subsidiary, for the three months ended June 30, 2026 and 2025, resulted in an effective income tax rate ("ETR") of 67.04 % and 64.50 %, respectively.

Total income tax expense of $ 2,111 and $ 2,514 , related to the operation of the Taxable Subsidiary, for the six months ended June 30, 2026 and 2025, resulted in an effective income tax rate of 56.44 % and 50.84 %, respectively.

The increase in the effective tax rate for the three and six months ended June 30, 2026, compared to the U.S.

federal statutory rate of 21%, is primarily due to state income taxes, net of the federal benefit, and nondeductible insurance premiums.

The relatively low pre-tax income causes the permanent differences and state taxes to have a proportionately larger effect on the effective tax rate.

A current federal income tax expense of $ 984 and $ 1,514 , related to the operation of the Taxable Subsidiary, was recorded for the three months ended June 30, 2026 and 2025, respectively.

A current federal income tax expense of $ 1,245 and $ 2,235 , related to the operation of the Taxable Subsidiary, was recorded for the six months ended June 30, 2026 and 2025, respectively.

A current state income tax expense of $ 253 and $ 240 , related to the operation of the Taxable Subsidiary, was recorded for the three months ended June 30, 2026 and 2025, respectively.

A current state income tax expense of $ 328 and $ 433 , related to the operation of the Taxable Subsidiary, was recorded for the six months ended June 30, 2026 and 2025, 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.

Deferred tax assets and liabilities are recognized for the future tax consequences attributable

MARTIN MIDSTREAM PARTNERS L.P.

NOTES TO CONSOLIDATED AND CONDENSED FINANCIAL STATEMENTS

(Dollars in thousands, except where otherwise indicated)

June 30, 2026

to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis.

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 $ 142 and $( 214 ) was recorded for the three months ended March 31, 2026 and 2025, respectively.

A net deferred tax asset of $ 8,884 and $ 9,026 , related to the cumulative book and tax temporary differences, existed at March 31, 2026 and December 31, 2025, respectively.

A deferred tax expense related to the MTI temporary differences of $ 396 and $ 60 was recorded for the three months ended June 30, 2026 and 2025, respectively.

A deferred tax expense (benefit) related to the MTI temporary differences of $ 538 and $( 154 ) was recorded for the six months ended June 30, 2026 and 2025, respectively.

A net deferred tax asset of $ 8,488 and $ 9,026 , related to the cumulative book and tax temporary differences, existed at June 30, 2026 and December 31, 2025, 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 22, 2026, the Partnership declared a quarterly cash distribution of $ 0.005 per common unit for the first quarter of 2026, or $ 0.020 per common unit on an annualized basis, which will be paid on May 15, 2026 to unitholders of record as of May 8, 2026.

On July 22, 2026, the Partnership declared a quarterly cash distribution of $ 0.005 per common unit for the second quarter of 2026, or $ 0.020 per common unit on an annualized basis, which will be paid on August 14, 2026 to unitholders of record as of August 7, 2026.

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