PAR PACIFIC HOLDINGS, INC. 10-Q

Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Overview We are a growing energy company based in Houston, Texas, that provides both renewable and conventional fuels to the western United States. For more information, please read “Note 1—Overview” to our condensed consolidated financial statements included in this Quarterly Report on Form 10-Q. The following should be read in conjunction with our condensed consolidated financial statements and notes thereto included elsewhere in this Quarterly Report on Form 10-Q. Recent Events Affecting Comparability of Periods Operational Update Our Wyoming refinery experienced an operational incident on the evening of February 12, 2025, and remained safely idled during repair and recovery work through late April 2025, when the refinery returned to full crude operations. The 66 days of idle time in 2025 impacted comparability between the six months ended June 30, 2026, and June 30, 2025. Economic Update Geopolitical tensions in the Middle East and Red Sea region continue in 2026, putting upward pressure on prices during the first half of 2026. The Strait of Hormuz effectively closed in early March 2026, which has disrupted global trade patterns and increased crude oil price volatility worldwide. Crude oil prices increased during the three and six months ended June 30, 2026, compared to the six months ended June 30, 2025. Brent crude oil prices spiked late in the first quarter and remained elevated through the first half of 2026, reflecting constrained supply and averaging $96.68 and $87.58 per barrel for the three and six months ended June 30, 2026, respectively, compared to $66.71 and $70.82 per barrel during the three and six months ended June 30, 2025, respectively. Average U.S. retail gasoline prices increased to $3.80 per gallon in the first half of 2026, compared to $3.25 per gallon in the first half of 2025. On July 5, 2026, OPEC agreed to increase output by 188,000 barrels per day beginning in August 2026. The overall energy price index increased 15.7% and the total consumer price index increased 3.5% year over year as of June 30, 2026. Please read our Item 1A. — Risk Factors discussion below and on our Annual Report on Form 10-K for the year ended December 31, 2025 for further information. Employee Update The labor contracts with our United Steelworkers represented employees for our Hawaii and Tacoma refineries were signed on June 30, 2026, and June 9, 2026, respectively, and expire on January 31, 2030. Additionally, on May 4, 2026, our Rocky Mountain Union was deemed defunct, and the formerly represented employees are no longer represented by a collective bargaining agreement. Results of Operations Three months ended June 30, 2026 compared to the three months ended June 30, 2025 Net Income Attributable to Par Pacific Stockholders. Our financial results for the second quarter of 2026 improved from a net income attributable to Par Pacific stockholders of $59.5 million for the three months ended June 30, 2025, to $462.1 million for the three months ended June 30, 2026. The $402.6 million increase was primarily driven by a $548.6 million increase in our refining segment operating income and a $7.8 million decrease in Interest expense and financing costs, net, partially offset by a $127.1 million increase in income tax expense, an $11.5 million increase in debt extinguishment and commitment costs and a $6.2 million decrease in our retail segment operating income. Please read the discussions of segment and consolidated results below for additional information. Adjusted EBITDA and Adjusted Net Income Attributable to Par Pacific Stockholders. For the three months ended June 30, 2026, Adjusted EBITDA was $571.3 million compared to $137.8 million for the three months ended June 30, 2025. The $433.5 million increase was primarily due to a $448.6 million increase in refining segment Adjusted Gross Margin, partially offset by a $9.0 million increase in operating expenses, excluding severance, and a $2.9 million decrease in our retail segment Adjusted Gross Margin. For the three months ended June 30, 2026, Adjusted Net Income attributable to Par Pacific stockholders was $499.2 million compared to $78.3 million for the three months ended June 30, 2025. The $420.9 million increase was primarily 28 related to the factors described above for the increase in Adjusted EBITDA and a $6.6 million decrease in Interest expense and financing costs, net, excluding unrealized interest rate derivative loss (gain), partially offset by a $20.3 million increase in Income tax expense, net of impacts due to changes in the valuation allowance and other deferred tax items. Please read the discussion of Adjusted Gross Margin by Segment and the Discussion of Consolidated Results below for additional information. Six months ended June 30, 2026 compared to the six months ended June 30, 2025 Net Income Attributable to Par Pacific Stockholders. Our financial results improved from net income attributable to Par Pacific stockholders of $29.1 million for the six months ended June 30, 2025, to $516.6 million for the six months ended June 30, 2026. The $487.5 million increase was driven by a $629.6 million increase in refining segment operating income and a $13.8 million decrease in Interest expense and financing costs, net, partially offset by a $146.4 million increase in income tax expense and an $11.5 million increase in debt extinguishment and commitment costs. Please read the discussions of segment and consolidated results below for additional information. Adjusted EBITDA and Adjusted Net Income Attributable to Par Pacific Stockholders. For the six months ended June 30, 2026, Adjusted EBITDA was $662.8 million compared to $148.0 million for the six months ended June 30, 2025. The $514.8 million increase was primarily due to a $529.4 million increase in our refining segment Adjusted Gross Margin, partially offset by a $7.1 million increase in operating expenses, excluding severance, and a $6.5 million decrease in our retail segment Adjusted Gross Margin. Please read the discussion of Adjusted Gross Margin by Segment and the Discussion of Consolidated Results below for additional information. For the six months ended June 30, 2026, Adjusted Net Income attributable to Par Pacific stockholders was $537.7 million compared to $28.0 million for the six months ended June 30, 2025. The $509.7 million increase was primarily related to the same factors described above for the increase in Adjusted EBITDA and a $12.4 million decrease in interest expense and financing costs, excluding unrealized interest rate derivative losses (gains), partially offset by a $22.0 million increase in Income tax expense, net of impacts due to changes in the valuation allowance and other deferred tax items. 29 The following tables summarize our consolidated results of operations for the three and six months ended June 30, 2026, compared to the three and six months ended June 30, 2025 (in thousands). Three Months Ended June 30, 2026 2025 $ Change % Change Revenues $ 2,968,869 $ 1,893,438 $ 1,075,431 57% Cost of revenues (excluding depreciation) 2,116,189 1,593,479 522,710 33% Operating expense (excluding depreciation) 157,122 148,680 8,442 6% Depreciation and amortization 36,454 34,712 1,742 5% General and administrative expense (excluding depreciation) 28,047 23,648 4,399 19% Equity earnings from refining and logistics investments (7,468) (7,305) (163) (2)% Acquisition and integration costs — — — NM (1) Par West redevelopment and other costs 3,676 4,690 (1,014) (22)% Other operating loss (gain), net 296 (1,226) 1,522 124% Total operating expenses 2,334,316 1,796,678 Operating income 634,553 96,760 Other income (expense) Interest expense and financing costs, net (14,268) (22,106) 7,838 (35)% Debt extinguishment and commitment costs (11,461) — (11,461) NM (1) Other expense, net (171) (163) (8) 5% Equity earnings (losses) from Laramie Energy, LLC (1,666) 1,856 (3,522) (190)% Total other expense, net (27,566) (20,413) Income before income taxes 606,987 76,347 Income tax expense (144,046) (16,887) (127,159) 753% Net income 462,941 59,460 Less: Net income attributable to noncontrolling interest 810 — 810 NM (1) Net income attributable to Par Pacific stockholders $ 462,131 $ 59,460 ________________________________________________________ (1) NM - Not meaningful 30 Six Months Ended June 30, 2026 2025 $ Change % Change Revenues $ 4,792,619 $ 3,638,474 $ 1,154,145 32% Cost of revenues (excluding depreciation) 3,674,693 3,152,839 521,854 17% Operating expense (excluding depreciation) 299,640 292,834 6,806 2% Depreciation and amortization 70,914 71,298 (384) (1)% General and administrative expense (excluding depreciation) 52,922 47,891 5,031 11% Equity earnings from refining and logistics investments (13,297) (14,819) 1,522 10% Acquisition and integration costs 64 — 64 NM (1) Par West redevelopment and other costs 6,661 8,672 (2,011) (23)% Other operating loss (gain), net 1,147 (1,225) 2,372 194% Total operating expenses 4,092,744 3,557,490 Operating income 699,875 80,984 Other income (expense) Interest expense and financing costs, net (30,202) (43,954) 13,752 (31)% Debt extinguishment and commitment costs (11,523) (25) (11,498) 45,992% Other expense, net (185) (534) 349 (65)% Equity earnings from Laramie Energy, LLC 7,513 2,582 4,931 191% Total other expense, net (34,397) (41,931) Income before income taxes 665,478 39,053 Income tax expense (156,386) (9,993) (146,393) 1,465% Net income 509,092 29,060 Less: Net loss attributable to noncontrolling interest (7,489) — (7,489) NM (1) Net income attributable to Par Pacific stockholders $ 516,581 $ 29,060 ________________________________________________________ (1) NM - Not meaningful The following tables summarize our operating income (loss) by segment for the three and six months ended June 30, 2026 and 2025 (in thousands). Three Months Ended June 30, 2026 Refining Logistics (1) Retail Corporate, Eliminations and Other (2) Total Revenues $ 2,905,082 $ 79,584 $ 181,525 $ (197,322) $ 2,968,869 Cost of revenues (excluding depreciation) 2,124,694 48,353 140,805 (197,663) 2,116,189 Operating expense (excluding depreciation) 128,452 5,262 23,408 — 157,122 Depreciation and amortization 26,652 6,142 2,759 901 36,454 General and administrative expense (excluding depreciation) — — — 28,047 28,047 Equity earnings from refining and logistics investments (4,776) (2,692) — — (7,468) Acquisition and integration costs — — — — — Par West redevelopment and other costs — — — 3,676 3,676 Other operating loss, net 144 — — 152 296 Operating income (loss) $ 629,916 $ 22,519 $ 14,553 $ (32,435) $ 634,553 31 Three Months Ended June 30, 2025 Refining Logistics (1) Retail Corporate, Eliminations and Other (2) Total Revenues $ 1,826,509 $ 73,005 $ 146,685 $ (152,761) $ 1,893,438 Cost of revenues (excluding depreciation) 1,601,975 41,166 103,096 (152,758) 1,593,479 Operating expense (excluding depreciation) 123,597 4,797 20,286 — 148,680 Depreciation and amortization 24,919 6,530 2,510 753 34,712 General and administrative expense (excluding depreciation) — — — 23,648 23,648 Equity earnings from refining and logistics investments (5,493) (1,812) — — (7,305) Acquisition and integration costs — — — — — Par West redevelopment and other costs — — — 4,690 4,690 Other operating loss (gain), net 191 (1,417) — — (1,226) Operating income (loss) $ 81,320 $ 23,741 $ 20,793 $ (29,094) $ 96,760 ________________________________________________________ (1) Our logistics operations consist primarily of intercompany transactions that eliminate on a consolidated basis. (2) Includes eliminations of intersegment Revenues and Cost of revenues (excluding depreciation) of $197.3 million and $152.8 million for the three months ended June 30, 2026 and 2025, respectively. Six Months Ended June 30, 2026 Refining Logistics (1) Retail Corporate, Eliminations and Other (2) Total Revenues $ 4,677,609 $ 156,430 $ 314,633 $ (356,053) $ 4,792,619 Cost of revenues (excluding depreciation) 3,702,215 91,314 237,767 (356,603) 3,674,693 Operating expense (excluding depreciation) 244,372 11,154 44,114 — 299,640 Depreciation and amortization 52,073 11,942 5,194 1,705 70,914 General and administrative expense (excluding depreciation) — — — 52,922 52,922 Equity earnings from refining and logistics investments (8,153) (5,144) — — (13,297) Acquisition and integration costs — — — 64 64 Par West redevelopment and other costs — — — 6,661 6,661 Other operating loss, net 870 125 — 152 1,147 Operating income (loss) $ 686,232 $ 47,039 $ 27,558 $ (60,954) $ 699,875 Six Months Ended June 30, 2025 Refining Logistics (1) Retail Corporate, Eliminations and Other (2) Total Revenues $ 3,512,638 $ 144,420 $ 283,117 $ (301,701) $ 3,638,474 Cost of revenues (excluding depreciation) 3,173,097 81,733 199,735 (301,726) 3,152,839 Operating expense (excluding depreciation) 242,217 9,162 41,455 — 292,834 Depreciation and amortization 51,316 13,349 5,172 1,461 71,298 General and administrative expense (excluding depreciation) — — — 47,891 47,891 Equity earnings from refining and logistics investments (10,782) (4,037) — — (14,819) Acquisition and integration costs — — — — — Par West redevelopment and other costs — — — 8,672 8,672 Other operating loss (gain), net 191 (1,417) 1 — (1,225) Operating income (loss) $ 56,599 $ 45,630 $ 36,754 $ (57,999) $ 80,984 32 ________________________________________________________ (1) Our logistics operations consist primarily of intercompany transactions which eliminate on a consolidated basis. (2) Includes eliminations of intersegment Revenues and Cost of revenues (excluding depreciation) of $356.1 million and $301.7 million for the six months ended June 30, 2026 and 2025, respectively. 33 Below is a summary of key operating statistics for the refining segment for the three and six months ended June 30, 2026 and 2025: Three Months Ended June 30, Six Months Ended June 30, 2026 2025 2026 2025 Total Refining Segment Feedstocks Throughput (Mbpd) 181.4 186.6 182.7 181.4 Refined product sales volume (Mbpd) 201.3 204.5 195.1 194.6 Adjusted Gross Margin per bbl ($/throughput bbl) (1) $ 41.22 $ 13.65 $ 26.17 $ 10.24 Production costs per bbl ($/throughput bbl) 7.71 7.20 7.32 7.30 D&A per bbl ($/throughput bbl) 1.61 1.47 1.57 1.56 Hawaii Refinery Feedstocks Throughput (Mbpd) 73.2 88.1 81.4 83.8 Yield (% of total throughput) Gasoline and gasoline blendstocks 27.2 % 26.9 % 28.0 % 26.4 % Distillates 33.3 % 40.4 % 34.8 % 37.6 % Fuel oils 34.3 % 29.1 % 32.2 % 30.6 % Other products 2.6 % 1.0 % 2.3 % 2.4 % Total yield 97.4 % 97.4 % 97.3 % 97.0 % Refined product sales volume (Mbpd) 85.3 88.5 87.8 88.6 Adjusted Gross Margin per bbl ($/throughput bbl) (1) $ 57.00 $ 10.18 $ 32.96 $ 9.57 Production costs per bbl ($/throughput bbl) 6.43 4.18 5.47 4.48 D&A per bbl ($/throughput bbl) 0.64 0.25 0.43 0.24 Montana Refinery Feedstocks Throughput (Mbpd) 52.7 44.2 54.8 48.0 Yield (% of total throughput) Gasoline and gasoline blendstocks 47.5 % 45.3 % 47.1 % 45.3 % Distillates 36.0 % 30.4 % 35.7 % 31.5 % Asphalt 7.9 % 13.9 % 8.6 % 12.5 % Other products 3.6 % 4.3 % 3.4 % 3.7 % Total yield 95.0 % 93.9 % 94.8 % 93.0 % Refined product sales volume (Mbpd) 56.2 55.6 53.5 51.5 Adjusted Gross Margin per bbl ($/throughput bbl) (1) $ 37.22 $ 22.30 $ 21.57 $ 13.02 Production costs per bbl ($/throughput bbl) 10.16 14.18 9.58 12.22 D&A per bbl ($/throughput bbl) 2.66 2.83 2.61 2.56 34 Three Months Ended June 30, Six Months Ended June 30, 2026 2025 2026 2025 Washington Refinery Feedstocks Throughput (Mbpd) 41.2 40.8 32.1 39.7 Yield (% of total throughput) Gasoline and gasoline blendstocks 24.2 % 23.1 % 24.1 % 23.7 % Distillates 34.7 % 35.2 % 34.1 % 35.5 % Asphalt 19.9 % 18.8 % 19.2 % 17.1 % Other products 18.2 % 19.5 % 19.4 % 20.1 % Total yield 97.0 % 96.6 % 96.8 % 96.4 % Refined product sales volume (Mbpd) 40.7 45.7 35.6 41.1 Adjusted Gross Margin per bbl ($/throughput bbl) (1) $ 20.31 $ 11.47 $ 16.02 $ 6.94 Production costs per bbl ($/throughput bbl) 4.21 3.73 5.40 3.94 D&A per bbl ($/throughput bbl) 1.43 1.91 1.99 1.96 Wyoming Refinery Feedstocks Throughput (Mbpd) 14.3 13.5 14.4 9.9 Yield (% of total throughput) Gasoline and gasoline blendstocks 46.2 % 44.1 % 47.5 % 46.1 % Distillates 44.2 % 47.3 % 44.1 % 46.8 % Fuel oils 3.8 % 3.5 % 3.0 % 3.1 % Other products 2.8 % 3.1 % 2.4 % 2.4 % Total yield 97.0 % 98.0 % 97.0 % 98.4 % Refined product sales volume (Mbpd) 19.1 14.7 18.2 13.4 Adjusted Gross Margin per bbl ($/throughput bbl) (1) $ 34.03 $ 18.57 $ 30.49 $ 19.01 Production costs per bbl ($/throughput bbl) 15.28 14.50 13.52 20.81 D&A per bbl ($/throughput bbl) 3.27 3.64 3.16 6.37 Market Indices (average $ per barrel) Hawaii Index $ 46.06 $ 8.57 $ 38.62 $ 8.35 Montana Index 25.76 20.29 15.36 13.72 Washington Index 20.27 15.37 14.27 9.79 Wyoming Index 28.73 21.41 24.04 20.86 Combined Index 32.94 13.76 26.11 10.59 35 Three Months Ended June 30, Six Months Ended June 30, 2026 2025 2026 2025 Market Cracks (average $ per barrel) Singapore 3.1.2 Product Crack $ 49.99 $ 13.56 $ 43.04 $ 13.34 Montana 6.3.2.1 Product Crack 36.64 29.00 25.92 23.04 Washington 3.1.1.1 Product Crack 33.75 24.16 25.20 18.12 Wyoming 2.1.1 Product Crack 36.77 22.68 29.54 22.21 Crude Oil Prices (average $ per barrel) Brent $ 96.68 $ 66.71 $ 87.58 $ 70.82 WTI 92.70 63.68 82.74 67.53 ANS (-) Brent 13.07 3.67 8.02 2.93 Bakken Guernsey (-) WTI 4.03 (1.00) 2.12 (1.40) Bakken Williston (-) WTI 4.63 (2.20) 1.56 (2.64) WCS Hardisty (-) WTI (14.15) (9.41) (13.95) (10.92) MSW (-) WTI 1.78 (1.67) (0.62) (3.42) Syncrude (-) WTI 8.93 2.17 4.80 0.11 Brent M1-M3 6.76 1.42 5.33 1.32 ________________________________________________________ (1) We calculate Adjusted Gross Margin per barrel by dividing Adjusted Gross Margin by total refining throughput. Adjusted Gross Margin for our Washington refinery is determined under the last-in, first-out (“LIFO”) inventory costing method. Adjusted Gross Margin for our other refineries is determined under the first-in, first-out (“FIFO”) inventory costing method. Total Refining Segment Adjusted Gross Margin per barrel is presented net of intercompany profit in inventory of ($0.11) per barrel and $0.29 per barrel for the three months ended June 30, 2026 and 2025, respectively, and $0.20 per barrel and $0.19 per barrel for the six months ended June 30, 2026 and 2025, respectively, which represents margin on intercompany sales where the inventory remains on our condensed consolidated balance sheet at period end. Below is a summary of key operating statistics for the retail segment for the three and six months ended June 30, 2026 and 2025: Three Months Ended June 30, Six Months Ended June 30, 2026 2025 2026 2025 Retail Segment Retail sales volumes (thousands of gallons) 30,709 30,848 58,773 60,279 Non-GAAP Performance Measures Management uses certain financial measures and forecasts to evaluate our operating performance and allocate resources that are considered non-GAAP financial measures. The chief operating decision-maker (“CODM”) is the Chief Executive Officer (“CEO”), who uses certain non-GAAP financial measures and forecasts to allocate resources and evaluate our operating performance. These measures should not be considered in isolation or as substitutes or alternatives to their most directly comparable GAAP financial measures or any other measure of financial performance or liquidity presented in accordance with GAAP. These non-GAAP measures may not be comparable to similarly titled measures used by other companies since each company may define these terms differently. We believe Adjusted Gross Margin (as defined below) provides useful information to investors because it eliminates the gross impact of volatile commodity prices and adjusts for certain non-cash items and timing differences created by our inventory financing agreements and lower of cost and net realizable value adjustments to demonstrate the earnings potential of the business before other fixed and variable costs, which are reported separately in Operating expense (excluding depreciation) and Depreciation and amortization. Operating expense includes certain shared costs such as finance, accounting, tax, human 36 resources, information technology, and legal costs that are not directly attributable to specific operating segments. The criteria used to determine the allocation of these expenses generally reflect the time and resources required to provide the applicable service to other internal stakeholders. Remaining expenses are included in the reconciliation of reportable segment Adjusted EBITDA to consolidated pre-tax income (loss) as unallocated corporate general and administrative expenses. Management, including the CODM, uses Adjusted Gross Margin per barrel to evaluate operating performance and compare profitability to other companies in the industry and to industry benchmarks. We believe Adjusted Net Income (Loss) attributable to Par Pacific stockholders, Adjusted EBITDA (as defined below) and Adjusted EBITDA by segment (as defined below) are useful supplemental financial measures that allow management and investors to assess the financial performance of our assets without regard to financing methods, capital structure, or historical cost basis, the ability of our assets to generate cash to pay interest on our indebtedness, and our operating performance and return on invested capital as compared to other companies without regard to financing methods and capital structure. Beginning with the financial results reported for the fourth quarter of 2025, Adjusted Net Income (Loss) attributable to Par Pacific stockholders excludes the portion of non-GAAP adjustments associated with the noncontrolling interest in our joint venture established on October 21, 2025. Adjusted Net Income (Loss) attributable to Par Pacific stockholders and Adjusted EBITDA by segment also excludes other operating gains and losses (which primarily includes the impacts of the noncash remeasurement of our environmental liabilities). This modification improves comparability between periods by excluding non-cash gains and losses that do not reflect ongoing underlying business operations. Beginning with the financial results reported for the fourth quarter of 2025, Adjusted EBITDA includes the Adjusted Net Income (Loss) attributable to noncontrolling interests associated with our joint venture established on October 21, 2025. Adjusted Gross Margin Adjusted Gross Margin is defined as Operating income (loss) excluding: • operating expense (excluding depreciation); • depreciation and amortization (“D&A”); • Par’s portion of interest, taxes, and D&A expense from refining and logistics investments; • impairment expense; • other operating (gain) loss, net (which includes the impacts of the noncash remeasurement of our environmental liabilities); • Par's portion of accounting policy differences from refining and logistics investments; • inventory valuation adjustment (which adjusts for timing differences to reflect the economics of our inventory financing agreements, including lower of cost or net realizable value adjustments, the impact of the embedded derivative repurchase or terminal obligations, hedge losses (gains) associated with our Washington ending inventory and intermediation obligation, purchase price allocation adjustments, and LIFO layer increment and decrement impacts associated with our Washington inventory); • Environmental obligation mark-to-market adjustment (which represents the mark-to-market losses (gains) associated with our net RINs liability and our net obligation associated with the Washington Climate Commitment Act and Clean Fuel Standard); and • unrealized loss (gain) on derivatives. 37 The following tables present a reconciliation of Adjusted Gross Margin to the most directly comparable GAAP financial measure, Operating income (loss), on a historical basis, for selected segments, for the periods indicated (in thousands). Three months ended June 30, 2026 Refining Logistics Retail Operating Income $ 629,916 $ 22,519 $ 14,553 Operating expense (excluding depreciation) 128,452 5,262 23,408 Depreciation, depletion, and amortization 26,652 6,142 2,759 Par’s portion of interest, taxes, and depreciation and amortization expense from refining and logistics investments 684 1,170 — Inventory valuation adjustment (35,704) — — Environmental obligation mark-to-market adjustments (41,243) — — Unrealized gain on derivatives (28,290) — — Par's portion of accounting policy differences from refining and logistics investments (183) — — Other operating loss, net 144 — — Adjusted Gross Margin (1) $ 680,428 $ 35,093 $ 40,720 Three months ended June 30, 2025 Refining Logistics Retail Operating Income $ 81,320 $ 23,741 $ 20,793 Operating expense (excluding depreciation) 123,597 4,797 20,286 Depreciation, depletion, and amortization 24,919 6,530 2,510 Par’s portion of interest, taxes, and depreciation and amortization expense from refining and logistics investments 1,204 751 — Inventory valuation adjustment 28,530 — — Environmental obligation mark-to-market adjustments 1,360 — — Unrealized gain on derivatives (28,815) — — Par's portion of accounting policy differences from refining and logistics investments (526) — — Other operating loss (gain), net 191 (1,417) — Adjusted Gross Margin (1) $ 231,780 $ 34,402 $ 43,589 38 Six months ended June 30, 2026 Refining Logistics Retail Operating Income $ 686,232 $ 47,039 $ 27,558 Operating expense (excluding depreciation) 244,372 11,154 44,114 Depreciation, depletion, and amortization 52,073 11,942 5,194 Par’s portion of interest, taxes, and depreciation and amortization expense from refining and logistics investments 1,611 2,252 — Inventory valuation adjustment (96,930) — — Environmental obligation mark-to-market adjustments (70,751) — — Unrealized loss on derivatives 48,621 — — Par's portion of accounting policy differences from refining and logistics investments (595) — — Other operating loss, net 870 125 — Adjusted Gross Margin (1) $ 865,503 $ 72,512 $ 76,866 Six months ended June 30, 2025 Refining Logistics Retail Operating Income $ 56,599 $ 45,630 $ 36,754 Operating expense (excluding depreciation) 242,217 9,162 41,455 Depreciation, depletion, and amortization 51,316 13,349 5,172 Par’s portion of interest, taxes, and depreciation and amortization expense from refining and logistics investments 2,356 1,717 — Inventory valuation adjustment 16,843 — — Environmental obligation mark-to-market adjustments 6,314 — — Unrealized gain on derivatives (38,257) — — Par's portion of accounting policy differences from refining and logistics investments (1,471) — — Other operating loss (gain), net 191 (1,417) 1 Adjusted Gross Margin (1) $ 336,108 $ 68,441 $ 83,382 ____________________________________________________________________________ (1) For the three and six months ended June 30, 2026 and 2025, there was no impairment expense in Operating income. Adjusted Net Income (Loss) Attributable to Par Pacific Stockholders and Adjusted EBITDA Adjusted Net Income (Loss) attributable to Par Pacific stockholders is defined as Net income (loss) attributable to Par Pacific stockholders excluding: • inventory valuation adjustment (which adjusts for timing differences to reflect the economics of our inventory financing agreements, including lower of cost or net realizable value adjustments, the impact of the embedded derivative repurchase or terminal obligations, hedge losses (gains) associated with our Washington ending inventory and intermediation obligation, purchase price allocation adjustments, and LIFO layer increment and decrement impacts associated with our Washington inventory); • Environmental obligation mark-to-market adjustments (which represents the mark-to-market losses (gains) associated with our RINs and Washington CCA and Clean Fuel Standard); • unrealized (gain) loss on derivatives; • acquisition and integration costs; • redevelopment and other costs related to Par West; • debt extinguishment and commitment costs; • increase in (release of) tax valuation allowance and other deferred tax items; • changes in the value of contingent consideration and common stock warrants; • severance costs and other non-operating expense (income); • impairment expense; 39 • impairment expense associated with our investment in Laramie Energy; • Par’s share of equity (earnings) losses from Laramie Energy, LLC, excluding cash distributions; • Par’s portion of accounting policy differences from refining and logistics investments; • other operating (gain) loss, net (which includes the impacts of the noncash remeasurement of our environmental liabilities); and • Noncontrolling interest impact of non-GAAP adjustments. Adjusted EBITDA is defined as Adjusted Net Income (Loss) attributable to Par Pacific stockholders plus Adjusted Net Income (Loss) attributable to noncontrolling interests excluding: • D&A; • interest expense and financing costs, net, excluding interest rate derivative loss (gain); • cash distributions from Laramie Energy, LLC to Par; • Par's portion of interest, taxes, and D&A expense from refining and logistics investments; and • income tax expense (benefit) excluding the increase in (release of) tax valuation allowance. The following table presents a reconciliation of Adjusted Net Income (Loss) attributable to Par Pacific stockholders and Adjusted EBITDA to the most directly comparable GAAP financial measure, Net income attributable to Par Pacific stockholders, on a historical basis for the periods indicated (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2026 2025 2026 2025 Net income attributable to Par Pacific stockholders $ 462,131 $ 59,460 $ 516,581 $ 29,060 Inventory valuation adjustment (35,704) 28,530 (96,930) 16,843 Environmental obligation mark-to-market adjustments (41,243) 1,360 (70,751) 6,314 Unrealized loss (gain) on derivatives (28,892) (28,166) 47,987 (37,523) Acquisition and integration costs — — 64 — Par West redevelopment and other costs 3,676 4,690 6,661 8,672 Debt extinguishment and commitment costs 11,461 — 11,523 25 Changes in valuation allowance and other deferred tax items (1) 122,340 15,473 132,968 8,579 Severance costs and other non-operating expense (2) 13 552 66 1,278 Equity (earnings) losses from Laramie Energy, LLC, excluding cash distributions 1,666 (1,856) (7,513) (2,582) Par's portion of accounting policy differences from refining and logistics investments (183) (526) (595) (1,471) Other operating loss (gain), net 296 (1,226) 1,147 (1,225) Noncontrolling interest impact of non-GAAP adjustments 3,630 — (3,475) — Adjusted Net Income attributable to Par Pacific stockholders (3) 499,191 78,291 537,733 27,970 Adjusted Net Loss attributable to noncontrolling interests (4) (2,820) — (4,014) — Depreciation, depletion, and amortization 36,454 34,712 70,914 71,298 Interest expense and financing costs, net, excluding unrealized interest rate derivative loss (gain) 14,870 21,457 30,836 43,220 Par's portion of interest, taxes, and depreciation and amortization expense from refining and logistics investments 1,854 1,955 3,863 4,073 Income tax expense 21,706 1,414 23,418 1,414 Adjusted EBITDA (3) $ 571,255 $ 137,829 $ 662,750 $ 147,975 ________________________________________ (1) For the three and six months ended June 30, 2026, we recognized a non-cash deferred tax expense of $122.3 million and $133.0 million, respectively, driven by an increase in our 2026 taxable income. For the three and six months ended June 30, 2025, we recognized a non-cash deferred tax expense of $15.5 million and $8.6 million, respectively, related to deferred state and federal tax liabilities. This tax expense (benefit) is included in Income tax expense (benefit) on our condensed consolidated statements of operations. 40 (2) For the six months ended June 30, 2025, we incurred $0.3 million of stock-based compensation expenses associated with equity awards modifications. (3) For the three and six months ended June 30, 2026 and 2025, there was no change in value of contingent consideration, change in value of common stock warrants, impairment expense, impairments associated with our investment in Laramie Energy, cash distributions from Laramie Energy, or our share of Laramie Energy’s asset impairment losses in excess of our basis difference. Please read the Non-GAAP Performance Measures discussion above for information regarding changes to the components of Adjusted Net Income (Loss) attributable to Par Pacific stockholders and Adjusted EBITDA made during the reporting periods. (4) Represents the amount necessary to reconcile Adjusted Net Income (Loss) attributable to Par Pacific stockholders to consolidated adjusted net income (loss) used in calculating Adjusted EBITDA. The amount equals net income (loss) attributable to noncontrolling interest minus the noncontrolling interest impact of non-GAAP adjustments. Adjusted EBITDA by Segment Adjusted EBITDA by segment is defined as Operating income (loss) excluding: • D&A; • inventory valuation adjustment (which adjusts for timing differences to reflect the economics of our inventory financing agreements, including lower of cost or net realizable value adjustments, the impact of the embedded derivative repurchase or terminal obligations, hedge losses (gains) associated with our Washington ending inventory and intermediation obligation, purchase price allocation adjustments, and LIFO layer increment and decrement impacts associated with our Washington inventory); • Environmental obligation mark-to-market adjustments (which represents the mark-to-market losses (gains) associated with our net RINs liability and net obligation associated with the Washington CCA and Clean Fuel Standard); • unrealized (gain) loss on derivatives; • acquisition and integration costs; • redevelopment and other costs related to Par West; • severance costs and other non-operating expense (income); • other operating loss (gain), net (which includes the impacts of the noncash remeasurement of our environmental liabilities); • impairment expense; • Par's portion of interest, taxes, and D&A expense from refining and logistics investments; and • Par's portion of accounting policy differences from refining and logistics investments. Adjusted EBITDA by segment also includes Gain on curtailment of pension obligation and Other income (loss), net, which are presented below Operating income (loss) on our condensed consolidated statement of operations. 41 The following table presents a reconciliation of Adjusted EBITDA by segment to the most directly comparable GAAP financial measure, Operating income (loss) by segment, on a historical basis, for our operating segments for the periods indicated (in thousands). Three Months Ended June 30, 2026 Refining Logistics Retail Corporate and Other Operating income (loss) by segment $ 629,916 $ 22,519 $ 14,553 $ (32,435) Depreciation, depletion and amortization 26,652 6,142 2,759 901 Inventory valuation adjustment (35,704) — — — Environmental obligation mark-to-market adjustments (41,243) — — — Unrealized gain on commodity derivatives (28,290) — — — Acquisition and integration costs — — — — Par West redevelopment and other costs — — — 3,676 Severance costs and other non-operating expense — 13 — — Par's portion of accounting policy differences from refining and logistics investments (183) — — — Other operating loss, net 144 — — 152 Par's portion of interest, taxes, and depreciation and amortization expense from refining and logistics investments 684 1,170 — — Other loss, net — — — (171) Adjusted EBITDA (1) $ 551,976 $ 29,844 $ 17,312 $ (27,877) Three Months Ended June 30, 2025 Refining Logistics Retail Corporate and Other Operating income (loss) by segment $ 81,320 $ 23,741 $ 20,793 $ (29,094) Depreciation, depletion and amortization 24,919 6,530 2,510 753 Inventory valuation adjustment 28,530 — — — Environmental obligation mark-to-market adjustments 1,360 — — — Unrealized gain on derivatives (28,815) — — — Par West redevelopment and other costs — — — 4,690 Severance costs and other non-operating expense 201 193 44 114 Par's portion of accounting policy differences from refining and logistics investments (526) — — — Other operating loss (gain), net 191 (1,417) — — Par's portion of interest, taxes, and depreciation and amortization expense from refining and logistics investments 1,204 751 — — Other loss, net — — — (163) Adjusted EBITDA (1) $ 108,384 $ 29,798 $ 23,347 $ (23,700) 42 Six months ended June 30, 2026 Refining Logistics Retail Corporate and Other Operating income (loss) by segment $ 686,232 $ 47,039 $ 27,558 $ (60,954) Depreciation, depletion and amortization 52,073 11,942 5,194 1,705 Inventory valuation adjustment (96,930) — — — Environmental obligation mark-to-market adjustments (70,751) — — — Unrealized loss on derivatives 48,621 — — — Acquisition and integration costs — — — 64 Par West redevelopment and other costs — — — 6,661 Severance costs and other non-operating expense — 13 53 — Par's portion of accounting policy differences from refining and logistics investments (595) — — — Other operating loss, net 870 125 — 152 Par's portion of interest, taxes, and depreciation and amortization expense from refining and logistics investments 1,611 2,252 — — Other loss, net — — — (185) Adjusted EBITDA (1) $ 621,131 $ 61,371 $ 32,805 $ (52,557) Six months ended June 30, 2025 Refining Logistics Retail Corporate and Other Operating income (loss) by segment $ 56,599 $ 45,630 $ 36,754 $ (57,999) Depreciation, depletion and amortization 51,316 13,349 5,172 1,461 Inventory valuation adjustment 16,843 — — — Environmental obligation mark-to-market adjustments 6,314 — — — Unrealized gain on derivatives (38,257) — — — Par West redevelopment and other costs — — — 8,672 Severance costs and other non-operating expense 201 193 44 840 Par's portion of accounting policy differences from refining and logistics investments (1,471) — — — Other operating loss (gain), net 191 (1,417) 1 — Par's portion of interest, taxes, and depreciation and amortization expense from refining and logistics investments 2,356 1,717 — — Other loss, net — — — (534) Adjusted EBITDA (1) $ 94,092 $ 59,472 $ 41,971 $ (47,560) ________________________________________ (1) For the three and six months ended June 30, 2026 and 2025, there was no change in value of contingent consideration, change in value of common stock warrants, impairment expense, impairments associated with our investment in Laramie Energy, or our share of Laramie Energy’s asset impairment losses in excess of our basis difference. Factors Impacting Segment Results Operating Income Three months ended June 30, 2026 compared to the three months ended June 30, 2025 Refining. Operating income for our refining segment was $629.9 million for the three months ended June 30, 2026, an increase of $548.6 million compared to $81.3 million for the three months ended June 30, 2025. Please read the Adjusted Gross Margin discussion below for additional information. The increase in operating income was primarily driven by an increase of $557.1 million primarily related to higher crack spreads and a favorable FIFO benefit of $186.7 million, partially offset by unfavorable purchased product and feedstock differentials of $186.9 million in Hawaii and Washington. Logistics. Operating income for our logistics segment was $22.5 million for the three months ended June 30, 2026, a decrease of $1.2 million compared to $23.7 million for the three months ended June 30, 2025. The decrease was primarily due 43 to higher transportation costs and a $1.2 million gain related to the sale of property in Hawaii in 2025 with no corresponding gain in the same period in 2026, partially offset by an increase in earnings from our logistics equity investment of $0.9 million. Retail. Operating income for our retail segment was $14.6 million for the three months ended June 30, 2026, a decrease of $6.2 million compared to $20.8 million for the three months ended June 30, 2025. The decrease was primarily due to a $3.1 million decrease driven by lower fuel margins and an increase in operating expenses of $3.1 million driven by increases in employee costs, credit card processing fees, outside services costs, repairs and maintenance expenses, and other operating costs. Six months ended June 30, 2026 compared to the six months ended June 30, 2025 Refining. Operating income for our refining segment was $686.2 million for the six months ended June 30, 2026, an improvement of $629.6 million compared to $56.6 million for the six months ended June 30, 2025. The increase in operating income was primarily driven by: • an increase of $650.8 million reflecting higher crack spreads across all our refineries, and • a favorable change in feedstock differentials at our Hawaii refinery of $234.0 million, partially offset by: • a decrease of $163.7 million due to unfavorable derivative impacts, and • unfavorable impacts of $92.0 million related to our Inventory Intermediation Agreement step-out obligation. Logistics. Operating income for our logistics segment was $47.0 million for the six months ended June 30, 2026, an increase of $1.4 million compared to $45.6 million for the six months ended June 30, 2025. The increase was primarily due to an increase of $8.3 million related to higher throughput across our logistics assets, partially offset by increased employee and repair and maintenance costs of $5.8 million and the absence of a $1.2 million gain related to the sale of property in Hawaii in the first six months of 2025. Our Wyoming refinery was idle for 66 days in the first six months of 2025 as a result of an operational incident. Retail. Operating income for our retail segment was $27.6 million for the six months ended June 30, 2026, a decrease of $9.2 million compared to $36.8 million for the six months ended June 30, 2025. The decrease in operating income was primarily due to a $5.9 million decrease in fuel margins, an increase in operating expenses, excluding D&A of $2.6 million driven by increased employee and other operating costs and a 2% decrease in sales volumes . Adjusted Gross Margin Three months ended June 30, 2026 compared to the three months ended June 30, 2025 Refining. For the three months ended June 30, 2026, our refining Adjusted Gross Margin was $680.4 million, an increase of $448.6 million compared to $231.8 million for the three months ended June 30, 2025. The increase was primarily driven by an increase of $566.1 million related to higher crack spreads partially offset by a $94.2 million decrease due to unfavorable feedstock differentials. Our combined index improved $19.18 per barrel, or 139%, in the second quarter of 2026 compared to the comparable period in 2025. Logistics. For the three months ended June 30, 2026, our logistics Adjusted Gross Margin was $35.1 million, which was relatively consistent with $34.4 million for the three months ended June 30, 2025. Retail. For the three months ended June 30, 2026, our retail Adjusted Gross Margin was $40.7 million, a decrease of $2.9 million compared to $43.6 million for the three months ended June 30, 2025. The decrease was primarily due to a decrease in fuel margins, which reduced Adjusted Gross Margin by $3.1 million. Six months ended June 30, 2026 compared to the six months ended June 30, 2025 Refining. For the six months ended June 30, 2026, our refining Adjusted Gross Margin was $865.5 million, an increase of $529.4 million compared to $336.1 million for the six months ended June 30, 2025. The increase was primarily driven by an increase of $666.2 million related to higher crack spreads, partially offset by $76.9 million related to unfavorable impacts from realized derivatives and a $68.2 million increase in environmental costs. Logistics. For the six months ended June 30, 2026, our logistics Adjusted Gross Margin was $72.5 million, an increase of $4.1 million compared to $68.4 million for the six months ended June 30, 2025. The increase was primarily due to higher 44 throughput across our logistics assets and an increase in equity earnings from our logistics investments, excluding our share of interest, taxes, and D&A of $2.3 million, partially offset by increased employee and repair and maintenance costs. Retail. For the six months ended June 30, 2026, our retail Adjusted Gross Margin was $76.9 million, a decrease of $6.5 million compared to $83.4 million for the six months ended June 30, 2025. The decrease was primarily due to a $5.9 million decrease in fuel margins and a $1.5 million decrease due to lower sales volumes, partially offset by a $0.6 million increase in merchandise margins. Discussion of Consolidated Results Three months ended June 30, 2026 compared to the three months ended June 30, 2025 Revenues. For the three months ended June 30, 2026, revenues were $3.0 billion, a $1.1 billion increase compared to $1.9 billion for the three months ended June 30, 2025. The increase was primarily driven by higher refining revenue related to higher crude oil prices and higher average product crack spreads. Average Brent crude oil prices increased 45% and average WTI crude oil prices increased 46% as compared to the prior period. The Combined Index increased 139% compared to the second quarter of 2025. Revenues at our retail segment increased $34.8 million primarily due to a 30% increase in prices. Please read our key operating statistics for further information. Cost of Revenues (Excluding Depreciation). For the three months ended June 30, 2026, cost of revenues (excluding depreciation) was $2.1 billion, an increase of $0.5 billion compared to $1.6 billion for the three months ended June 30, 2025. The increase was primarily due to higher crude oil prices as discussed above, partially offset by favorable feedstock costs. Operating Expense (Excluding Depreciation). For the three months ended June 30, 2026, operating expense (excluding depreciation) was $157.1 million, an increase of $8.4 million compared to $148.7 million for the three months ended June 30, 2025. The increase was primarily due to increased employee costs, utilities expense, outside services costs, and rent expense. These were partially offset by $8 million lower other operating costs driven by repair and maintenance work done at our Montana refinery in 2025 with no similar work in 2026. Depreciation and Amortization . For the three months ended June 30, 2026, D&A was $36.5 million, an increase of $1.8 million compared to $34.7 million for the three months ended June 30, 2025. The increase was primarily driven by additional D&A related to our new renewables fuels manufacturing facility. General and Administrative Expense (Excluding Depreciation). For the three months ended June 30, 2026, general and administrative expense (excluding depreciation) was $28.0 million, an increase of $4.4 million compared to $23.6 million for the three months ended June 30, 2025. The increase was primarily due to a $4.6 million increase in employee costs. Equity Earnings From Refining and Logistics Investments. During the three months ended June 30, 2026, Equity earnings from refining and logistics investments were $7.5 million, relatively consistent with $7.3 million for the three months ended June 30, 2025. Please read “Note 3—Refining and Logistics Equity Investments” for further information. Par West Redevelopment and Other Costs. For the three months ended June 30, 2026, Par West redevelopment and other costs were $3.7 million, a decrease of $1.0 million compared to $4.7 million for the three months ended June 30, 2025, primarily due to a decrease in redevelopment activities. Other Operating Loss (Gain), Net. For the three months ended June 30, 2026, there was a $0.3 million other operating loss, net, related to the disposal of equipment. For the three months ended June 30, 2025, the other operating gain, net, of $1.2 million was primarily related to the sale of property in Hawaii. Interest Expense and Financing Costs, Net . For the three months ended June 30, 2026, our interest expense and financing costs were $14.3 million, a decrease of $7.8 million compared to $22.1 million for the three months ended June 30, 2025, primarily due to a decrease in interest expense related to lower Term Loan Credit Agreement interest rates, lower outstanding balances under our ABL Credit Facility and a decrease in costs associated with our interest rate derivatives, partially offset by an increase in interest expense related to our new 7.375% unsecured senior notes due June 1, 2034 (“2034 Notes”). In December 2025, we amended our Term Loan Credit Agreement to, among other things, reduce our interest rate by 50 basis points. Please read “Note 11—Debt” for further information. Debt Extinguishment and Commitment Costs. For the three months ended June 30, 2026, we incurred $11.5 million of debt extinguishment and commitment costs related to the termination of our Term Loan Credit Agreement and our ABL amendment. For the three months ended June 30, 2025 we incurred no debt extinguishment and commitment costs. Please read “Note 11—Debt” for further information. 45 Equity earnings (losses) from Laramie Energy, LLC. For the three months ended June 30, 2026, Equity losses from Laramie Energy, LLC were $1.7 million compared to equity earnings of $1.9 million for the three months ended June 30, 2025. The decrease was primarily due to a $3.3 million decrease in our proportionate share of Laramie Energy’s earnings. Please read “Note 4—Investment in Laramie Energy” for further discussion. Income Taxes. For the three months ended June 30, 2026, our income tax expense was $144.0 million, an increase of $127.1 million compared to $16.9 million for the three months ended June 30, 2025, primarily related to our higher 2026 pre-tax net income. Please read “Note 18—Income Taxes” for further discussion. Net Income Attributable to Noncontrolling Interests . For the three months ended June 30, 2026, income attributable to noncontrolling interests was $0.8 million related to our Hawaii Renewables joint venture. For the three months ended June 30, 2025, there was no income or loss attributable to noncontrolling interests. Please read “Note 5—Joint Venture” for further discussion. Six months ended June 30, 2026 compared to the six months ended June 30, 2025 Revenues. For the six months ended June 30, 2026, revenues were $4.8 billion, a $1.2 billion increase compared to $3.6 billion for the six months ended June 30, 2025. The increase was primarily driven by higher average product crack spreads and higher crude oil prices. Average Brent crude oil prices increased 24% and average WTI crude oil prices increased 23% as compared to the prior period. The Combined Index increased 147% as compared to the prior period. Revenues at our retail segment increased $31.5 million, primarily due to a 17% increase in fuel prices, partially offset by a 2% decline in fuel sales volumes. Please read our key operating statistics for further information. Cost of Revenues (Excluding Depreciation). For the six months ended June 30, 2026, cost of revenues (excluding depreciation) was $3.7 billion, an $0.5 billion increase compared to $3.2 billion for the six months ended June 30, 2025, primarily driven by higher crude oil prices and unfavorable derivative impacts, partially offset by favorable feedstock costs. Operating Expense (Excluding Depreciation). For the six months ended June 30, 2026, operating expense (excluding depreciation) was $299.6 million, an increase relatively consistent with $292.8 million for the six months ended June 30, 2025. Depreciation and Amortization . For the six months ended June 30, 2026, D&A was $70.9 million, relatively consistent with $71.3 million for the six months ended June 30, 2025. General and Administrative Expense (Excluding Depreciation). For the six months ended June 30, 2026, general and administrative expense (excluding depreciation) was $52.9 million, an increase of $5.0 million compared to $47.9 million for the six months ended June 30, 2025. The increase was primarily due to increases in employee costs. Equity Earnings From Refining and Logistics Investments. For the six months ended June 30, 2026, equity earnings from refining and logistics investments were $13.3 million, a decrease of $1.5 million compared to $14.8 million for the six months ended June 30, 2025. The decrease was primarily due to a $2.6 million decrease in our proportionate share of YELP’s net income. Please read “Note 3—Refining and Logistics Equity Investments” for additional information. Par West Redevelopment and Other Costs. For the six months ended June 30, 2026, Par West redevelopment and other costs were $6.7 million, a decrease of $2.0 million compared to $8.7 million for the six months ended June 30, 2025. The decrease was primarily due to a decrease in redevelopment activities. Other Operating Loss (Gain), Net. For the six months ended June 30, 2026, there was a $1.1 million loss on sale of assets, net, primarily due to the loss on disposal of property and equipment in 2026. For the six months ended June 30, 2025, there was a $1.2 million gain on sale of assets, which resulted primarily from the sale of property in Hawaii. Interest Expense and Financing Costs, Net . For the six months ended June 30, 2026, our interest expense and financing costs were $30.2 million, a decrease of $13.8 million compared to $44.0 million for the six months ended June 30, 2025, primarily due to a decrease in interest expense related to lower Term Loan Credit Agreement interest rates as discussed above, lower outstanding balances under our ABL Credit Facility, and a decrease in costs associated with our interest rate derivatives, partially offset by an increase in interest expense related to our new 2034 Notes. Please read “Note 11—Debt” for further information. Debt Extinguishment and Commitment Costs. During the six months ended June 30, 2026, we incurred $11.5 million of debt extinguishment and commitment costs related to the termination of our Term Loan Credit Agreement and our ABL 46 amendment. For the six months ended June 30, 2025, we incurred an immaterial amount of debt extinguishment and commitment costs. Please read “Note 11—Debt” for further information. Other Expense, Net . For the six months ended June 30, 2026, other expense was $0.2 million, relatively consistent with $0.5 million for the six months ended June 30, 2025. Equity Earnings from Laramie Energy, LLC. For the six months ended June 30, 2026, Equity earnings from Laramie Energy, LLC were $7.5 million, an increase of $4.9 million compared to $2.6 million for the six months ended June 30, 2025. The increase was primarily due to a $5.3 million increase in our proportionate share of Laramie Energy’s net income. Please read Note 4 — Investment in Laramie Energy for further discussion. Income Taxes. For the six months ended June 30, 2026, income tax expense was $156.4 million, an increase of $146.4 million compared to $10.0 million for the six months ended June 30, 2025, primarily related to our 2026 pre-tax net income. Please read Note 18—Income Taxes for further discussion. Net Loss Attributable to Noncontrolling Interests . For the six months ended June 30, 2026, losses attributable to noncontrolling interests were $7.5 million, related to our Hawaii Renewables joint venture. For the six months ended June 30, 2025, there was no income or loss attributable to noncontrolling interests. Please read “Note 5—Joint Venture” for further discussion. Condensed Consolidating Financial Information On May 14, 2026, Par Petroleum, LLC and its consolidated subsidiaries (“Issuer and its Restricted Subsidiaries”) issued $500.0 million aggregate principal amount of 7.375% Senior Notes due 2034 ( the “2034 Notes”) under an indenture dated as of May 14, 2026 (the Indenture”). The 2034 Notes are guaranteed on a senior unsecured basis by Par Pacific Holdings, Inc. (the “Parent Guarantor”) and each of the Issuer’s subsidiaries that is a guarantor under the Indenture. Under the Indenture, the Parent Guarantor’s SEC filings generally satisfy the Notes reporting covenant. The indenture does not require Rule 3-10 or Rules 13-01/13-02 guarantor condensed consolidating financial information, Rule 3-09 or Rule 3-16 financial statements, or other separate schedules or separate financial statements of subsidiaries, affiliates or equity method investees. Because reporting occurs through the Parent Guarantor, the required reporting is instead satisfied through the Parent-level financial information accompanied by audited, reviewed, or MD&A consolidating information explaining in reasonable detail the differences between the Parent Guarantor and the Issuer and its Restricted Subsidiaries on a standalone basis. The indenture also requires a schedule eliminating Unrestricted Subsidiaries and reconciling that schedule to the financial statements in each report; because there are currently no Unrestricted Subsidiaries, no elimination adjustments would be reflected in that schedule. The following condensed consolidating financial information, which is provided to satisfy the reporting requirements discussed above, reflects (i) the Parent Guarantor's separate accounts, (ii) the combined accounts of the Issuer and its Restricted Subsidiaries, each of which guarantees the 2034 Notes, (iii) the accounts of subsidiaries of the Parent Guarantor that are not guarantors of the 2034 Notes, and (iv) consolidating adjustments and eliminations, in each case for the dates and periods indicated. For purposes of this presentation, the Parent Guarantor's investment in its subsidiaries is accounted for under the equity method of accounting (dollar amounts in thousands). 47 As of June 30, 2026 Parent Guarantor Issuer and its Restricted Subsidiaries Non-Guarantor Subsidiaries and Eliminations Par Pacific Holdings, Inc. and Subsidiaries ASSETS Current assets Cash and cash equivalents $ 26,369 $ 138,861 $ 19,767 $ 184,997 Restricted cash 353 1,500 — 1,853 Trade accounts receivable — 514,384 — 514,384 Inventories — 1,380,192 60,964 1,441,156 Prepaid and other current assets 5,363 307,314 (758) 311,919 Current note receivable from subsidiaries 33,000 — (33,000) — Due from related parties 640,498 — (640,498) — Total current assets 705,583 2,342,251 (593,525) 2,454,309 Property, plant, and equipment Property, plant, and equipment 27,948 1,790,832 115,591 1,934,371 Less accumulated depreciation and amortization (18,772) (675,808) (12,491) (707,071) Property, plant, and equipment, net 9,176 1,115,024 103,100 1,227,300 Long-term assets Operating lease right-of-use (“ROU”) assets 6,578 354,656 — 361,234 Refining and logistics equity investments — — 109,128 109,128 Investment in Laramie Energy, LLC — — 43,319 43,319 Investment in subsidiaries 1,515,484 — (1,515,484) — Intangible assets, net — 8,052 1,897 9,949 Goodwill — 124,679 2,597 127,276 Other long-term assets — 201,519 — 201,519 Total assets $ 2,236,821 $ 4,146,181 $ (1,848,968) $ 4,534,034 LIABILITIES AND STOCKHOLDERS’ EQUITY Current liabilities Current maturities of long-term debt $ — $ 1,048 $ — $ 1,048 Obligations under inventory financing agreements — 83,734 78,573 162,307 Accounts payable 4,719 533,063 1,694 539,476 Accrued taxes (28) 37,513 86 37,571 Operating lease liabilities 619 109,386 — 110,005 Other accrued liabilities 742 469,848 12,653 483,243 Current note payable to Parent — 33,000 (33,000) — Due to related parties 291,537 532,171 (823,708) — Total current liabilities 297,589 1,799,763 (763,702) 1,333,650 Long-term liabilities Long-term debt, net of current maturities — 738,150 — 738,150 Finance lease liabilities 573 14,047 (3,778) 10,842 Operating lease liabilities 9,811 261,878 — 271,689 Other liabilities — 174,008 (13,360) 160,648 Total liabilities 307,973 2,987,846 (780,840) 2,514,979 Commitments and contingencies Noncontrolling interest — — 36,614 36,614 Stockholders’ equity Common stock 493 — — 493 Additional paid-in capital 887,103 (282,531) 336,124 940,696 Accumulated earnings (deficit) 1,029,711 1,431,430 (1,431,430) 1,029,711 Accumulated other comprehensive income (loss) 11,541 9,436 (9,436) 11,541 Total stockholders’ equity 1,928,848 1,158,335 (1,104,742) 1,982,441 Total liabilities, noncontrolling interest, and stockholders’ equity $ 2,236,821 $ 4,146,181 $ (1,848,968) $ 4,534,034 48 As of December 31, 2025 Parent Guarantor Issuer and its Restricted Subsidiaries Non-Guarantor Subsidiaries and Eliminations Par Pacific Holdings, Inc. and Subsidiaries ASSETS Current assets Cash and cash equivalents $ 15,639 $ 125,892 $ 22,582 $ 164,113 Restricted cash 351 — — 351 Trade accounts receivable — 312,672 — 312,672 Inventories — 1,199,523 29,264 1,228,787 Prepaid and other current assets 2,903 65,864 1,401 70,168 Due from related parties 579,579 — (579,579) — Current note receivable from subsidiaries 60,000 — (60,000) — Total current assets 658,472 1,703,951 (586,332) 1,776,091 Property, plant, and equipment Property, plant, and equipment 25,016 1,729,382 108,707 1,863,105 Less accumulated depreciation and amortization (17,730) (637,470) (9,954) (665,154) Property, plant, and equipment, net 7,286 1,091,912 98,753 1,197,951 Long-term assets Operating lease right-of-use (“ROU”) assets 6,787 384,608 — 391,395 Refining and logistics equity investments — — 98,654 98,654 Investment in Laramie Energy, LLC — — 35,806 35,806 Investment in subsidiaries 1,051,331 — (1,051,331) — Intangible assets, net — 8,541 943 9,484 Goodwill — 124,679 2,597 127,276 Long term note receivable from subsidiaries 3,000 — (3,000) — Other long-term assets — 174,385 22,647 197,032 Total assets $ 1,726,876 $ 3,488,076 $ (1,381,263) $ 3,833,689 LIABILITIES AND STOCKHOLDERS’ EQUITY Current liabilities Current maturities of long-term debt $ — $ 4,930 $ — $ 4,930 Obligations under inventory financing agreements — 130,150 31,342 161,492 Accounts payable 3,062 331,502 6,991 341,555 Accrued taxes — 31,565 — 31,565 Operating lease liabilities 536 99,022 — 99,558 Other accrued liabilities 3,474 457,297 6,265 467,036 Current note payable to Parent — 60,000 $ (60,000) — Due to related parties 254,102 393,859 (647,961) — Total current liabilities 261,174 1,508,325 (663,363) 1,106,136 Long-term liabilities Long-term debt, net of current maturities — 797,940 — 797,940 Finance lease liabilities 690 15,201 (3,889) 12,002 Operating lease liabilities 10,192 302,258 — 312,450 Long term note payable to Parent — 3,000 $ (3,000) — Other liabilities — 153,152 (100,507) 52,645 Total liabilities 272,056 2,779,876 (770,759) 2,281,173 Commitments and contingencies Noncontrolling interest — — 40,976 40,976 Stockholders’ equity Preferred stock — — — — Common stock 497 — — 497 Additional paid-in capital 901,221 (205,916) 262,636 957,941 Accumulated earnings (deficit) 541,376 904,494 (904,494) 541,376 Accumulated other comprehensive income (loss) 11,726 9,622 (9,622) 11,726 Total stockholders’ equity 1,454,820 708,200 (651,480) 1,511,540 Total liabilities, noncontrolling interest, and stockholders’ equity $ 1,726,876 $ 3,488,076 $ (1,381,263) $ 3,833,689 49 Three Months Ended June 30, 2026 Parent Guarantor Issuer and its Restricted Subsidiaries Non-Guarantor Subsidiaries and Eliminations Par Pacific Holdings, Inc. and Subsidiaries Revenues $ 338 $ 2,973,570 $ (5,039) $ 2,968,869 Operating expenses Cost of revenues (excluding depreciation) — 2,121,470 (5,281) 2,116,189 Operating expense (excluding depreciation) — 154,023 3,099 157,122 Depreciation and amortization 580 33,556 2,318 36,454 General and administrative expense (excluding depreciation) 8,464 19,583 — 28,047 Equity earnings from refining and logistics investments — — (7,468) (7,468) Acquisition and integration costs — — — — Par West redevelopment and other costs — 3,676 — 3,676 Other operating loss (gain), net 152 144 — 296 Total operating expenses 9,196 2,332,452 (7,332) 2,334,316 Operating income (loss) (8,858) 641,118 2,293 634,553 Other income (expense) Interest expense and financing costs, net 1 (13,995) (274) (14,268) Debt extinguishment and commitment costs — (11,461) — (11,461) Other income (expense), net (9) (154) (8) (171) Equity earnings (losses) from subsidiaries 470,998 — (470,998) — Equity earnings (losses) from Laramie Energy, LLC — — (1,666) (1,666) Total other income (expense), net 470,990 (25,610) (472,946) (27,566) Income (loss) before income taxes 462,132 615,508 (470,653) 606,987 Income tax benefit (expense) (1) — (144,221) 175 (144,046) Net income (loss) 462,132 471,287 (470,478) 462,941 Less: Net income attributable to noncontrolling interest — — 810 810 Net income attributable to Par Pacific stockholders $ 462,132 $ 471,287 $ (471,288) $ 462,131 50 Three Months Ended June 30, 2025 Parent Guarantor Issuer and its Restricted Subsidiaries Non-Guarantor Subsidiaries and Eliminations Par Pacific Holdings, Inc. and Subsidiaries Revenues $ — $ 1,893,435 $ 3 $ 1,893,438 Operating expenses Cost of revenues (excluding depreciation) — 1,593,479 — 1,593,479 Operating expense (excluding depreciation) — 148,680 — 148,680 Depreciation and amortization 518 34,148 46 34,712 General and administrative expense (excluding depreciation) 7,232 16,416 — 23,648 Equity earnings from refining and logistics investments — — (7,305) (7,305) Acquisition and integration costs — — — — Par West redevelopment and other costs — 4,690 — 4,690 Other operating loss (gain), net — (1,226) — (1,226) Total operating expenses 7,750 1,796,187 (7,259) 1,796,678 Operating income (loss) (7,750) 97,248 7,262 96,760 Other income (expense) Interest expense and financing costs, net (19) (22,173) 86 (22,106) Debt extinguishment and commitment costs — — — — Other income (expense), net (9) (154) — (163) Equity earnings (losses) from subsidiaries 67,238 — (67,238) — Equity earnings (losses) from Laramie Energy, LLC — — 1,856 1,856 Total other income (expense), net 67,210 (22,327) (65,296) (20,413) Income (loss) before income taxes 59,460 74,921 (58,034) 76,347 Income tax benefit (expense) (1) — (16,478) (409) (16,887) Net income (loss) $ 59,460 $ 58,443 $ (58,443) $ 59,460 Less: Net income attributable to noncontrolling interest — — — — Net income attributable to Par Pacific stockholders $ 59,460 $ 58,443 $ (58,443) $ 59,460 51 Six Months Ended June 30, 2026 Parent Guarantor Issuer and its Restricted Subsidiaries Non-Guarantor Subsidiaries and Eliminations Par Pacific Holdings, Inc. and Subsidiaries Revenues $ 541 $ 4,799,020 $ (6,942) $ 4,792,619 Operating expenses Cost of revenues (excluding depreciation) — 3,659,905 14,788 3,674,693 Operating expense (excluding depreciation) — 295,027 4,613 299,640 Depreciation and amortization 1,150 67,188 2,576 70,914 General and administrative expense (excluding depreciation) 15,196 37,726 — 52,922 Equity earnings from refining and logistics investments — — (13,297) (13,297) Acquisition and integration costs 64 — — 64 Par West redevelopment and other costs — 6,661 — 6,661 Other operating loss (gain), net 152 995 — 1,147 Total operating expenses 16,562 4,067,502 8,680 4,092,744 Operating income (loss) (16,021) 731,518 (15,622) 699,875 Other income (expense) Interest expense and financing costs, net (17) (29,605) (580) (30,202) Debt extinguishment and commitment costs — (11,523) — (11,523) Other income (expense), net (18) (154) (13) (185) Equity earnings (losses) from subsidiaries 532,637 — (532,637) — Equity earnings (losses) from Laramie Energy, LLC — — 7,513 7,513 Total other income (expense), net 532,602 (41,282) (525,717) (34,397) Income (loss) before income taxes 516,581 690,236 (541,339) 665,478 Income tax benefit (expense) (1) — (163,300) 6,914 (156,386) Net income (loss) $ 516,581 $ 526,936 $ (534,425) $ 509,092 Less: Net income (loss) attributable to noncontrolling interest — — (7,489) (7,489) Net income attributable to Par Pacific stockholders $ 516,581 $ 526,936 $ (526,936) $ 516,581 52 Six Months Ended June 30, 2025 Parent Guarantor Issuer and its Restricted Subsidiaries Non-Guarantor Subsidiaries and Eliminations Par Pacific Holdings, Inc. and Subsidiaries Revenues $ — $ 3,638,444 $ 30 $ 3,638,474 Operating expenses Cost of revenues (excluding depreciation) — 3,152,839 — 3,152,839 Operating expense (excluding depreciation) — 292,834 — 292,834 Depreciation and amortization 1,005 70,199 94 71,298 General and administrative expense (excluding depreciation) 14,534 33,357 — 47,891 Equity earnings from refining and logistics investments — — (14,819) (14,819) Acquisition and integration costs — — — — Par West redevelopment and other costs — 8,672 — 8,672 Other operating loss (gain), net — (1,225) — (1,225) Total operating expenses 15,539 3,556,676 (14,725) 3,557,490 Operating income (loss) (15,539) 81,768 14,755 80,984 Other income (expense) Interest expense and financing costs, net (50) (44,077) 173 (43,954) Debt extinguishment and commitment costs — (25) — (25) Other income (expense), net (17) (517) — (534) Equity earnings (losses) from subsidiaries 44,666 — (44,666) — Equity earnings (losses) from Laramie Energy, LLC — — 2,582 2,582 Total other income (expense), net 44,599 (44,619) (41,911) (41,931) Income (loss) before income taxes 29,060 37,149 (27,156) 39,053 Income tax benefit (expense) (1) — (9,485) (508) (9,993) Net income (loss) $ 29,060 $ 27,664 $ (27,664) $ 29,060 Less: Net income attributable to noncontrolling interest — — — — Net income attributable to Par Pacific stockholders $ 29,060 $ 27,664 $ (27,664) $ 29,060 ________________________________________ (1) The income tax benefit (expense) of the Parent Guarantor and Issuer and Subsidiaries is determined using the separate return method. The Non-Guarantor Subsidiaries and Eliminations column includes tax benefits recognized at the Par consolidated level that are primarily associated with changes to the consolidated valuation allowance and other deferred tax balances. Liquidity and Capital Resources Our liquidity and capital requirements are primarily a function of our debt maturities and debt service requirements and contractual obligations, capital expenditures, turnaround outlays, and working capital needs. Examples of working capital needs include purchases and sales of commodities and associated margin and collateral requirements, facility maintenance costs, and other costs such as payroll. Our primary sources of liquidity are cash flows from operations, cash on hand, amounts available under our credit agreements, and access to capital markets. Our liquidity position as of June 30, 2026, was $1.4 billion, consisting of $185.0 million of cash and cash equivalents and $1.2 billion of availability under the ABL Credit Facility due 2031. Generally, the primary uses of our capital resources have been in the operations of our refining and retail segments, for payments related to acquisitions, to repay or refinance indebtedness and to repurchase shares of our common stock. 53 We believe our cash flows from operations and available capital resources will be sufficient to meet our current capital and turnaround expenditures, working capital, and debt service requirements for the next 12 months. We may seek to raise additional debt or equity capital to fund acquisitions and any other significant changes to our business or to refinance existing debt. We cannot offer any assurances that such capital will be available in sufficient amounts or at an acceptable cost. Significant Developments. On May 14, 2026, we issued $500.0 million of 2034 Notes and used the proceeds and cash on hand to repay all amounts outstanding under the Term Loan Credit Agreement, which required quarterly principal payments of $1.6 million. Interest on the 2034 Notes of $18.4 million is payable semi-annually in arrears on June 1 and December 1 of each year, commencing on December 1, 2026. Cash Requirements. Other than the transactions discussed above, there have been no material changes to the cash requirements disclosed in our Annual Report on Form 10-K for the year ended December 31, 2025, outside the ordinary course of business. Cash Flows The following table summarizes cash activities for the six months ended June 30, 2026 and 2025 (in thousands): Six Months Ended June 30, 2026 2025 Net cash provided by operating activities $ 241,861 $ 132,179 Net cash used in investing activities (82,781) (86,788) Net cash used in financing activities (131,194) (68,114) Cash flows for the six months ended June 30, 2026 Net cash provided by operating activities for the six months ended June 30, 2026, was primarily driven by net income of $509.1 million, non-cash charges to operations and non-operating items of approximately $267.3 million, and net cash used for changes in operating assets and liabilities of approximately $534.5 million. Non-cash charges to operations and non-operating items consisted primarily of the following adjustments: • a $133.0 million change in deferred tax assets driven by our net income during the period, • depreciation and amortization expenses of $70.9 million, • unrealized loss on derivatives contracts of $48.0 million, • debt commitment and extinguishment costs of $11.5 million, • an $8.3 million charge from changes in our inventory reserve for the lower of cost or net realizable value, and • stock based compensation expenses of $8.2 million, partially offset by: • equity earnings of $13.3 million from our refining and logistic investments, and • equity earnings of $7.5 million from our investment in Laramie Energy. 54 Net cash used for changes in operating assets and liabilities resulted primarily from: • a $255.5 million increase in prepaid and other expenses primarily driven by increases in derivative assets, • a $222.5 million increase in Inventories driven by an increase in refined product inventory due to higher prices, • a $206.6 million increase in Accounts receivable primarily driven by timing of collections and increased pricing, and • deferred turnaround expenditures of $37.4 million driven by expenditures related to Hawaii refinery turnaround activities, partially offset by: • an increase in Accounts payable and Other accrued liabilities of $186.7 million primarily driven by increased crude oil pricing. Net cash used in investing activities for the six months ended June 30, 2026, consisted primarily of $82.8 million of additions to property, plant, and equipment driven by profit improvement and maintenance projects at our refineries, including planned maintenance at our Hawaii and Washington refineries and our Hawaii renewable hydrotreater project. Net cash used in financing activities was approximately $131.2 million for the six months ended June 30, 2026, and consisted primarily of: • net repayments of debt of $67.8 million driven by the repayment of the Term Loan Credit Agreement, partially offset by the issuance of our 2034 Notes and borrowings under our ABL Credit Facility activity, • repurchases of common stock of $37.1 million, • $18.2 million related to stock option exercises settled in cash, and • payments of $16.2 million of deferred loan costs related to the issuance of our 2034 Notes and ABL Credit Facility amendment, partially offset by: • $4.9 million of proceeds received related to amounts previously withheld by J. Aron for inventory financing agreement activity. Cash flows for the six months ended June 30, 2025 Net cash provided by operating activities for the six months ended June 30, 2025, was driven primarily by net cash provided by changes in operating assets and liabilities of approximately $64.7 million, non-cash charges to operations and non-operating items of approximately $38.4 million, and net income of $29.1 million. Non-cash charges to operations consisted primarily of the following adjustments: • depreciation and amortization expenses of $71.3 million, • an $8.6 million change in deferred tax assets driven by our net income during the period, • stock based compensation expenses of $8.0 million, and • dividends received from our refining and logistic investments of $5.8 million, partially offset by: • unrealized gain on derivatives contracts of $37.5 million, and • equity earnings of $14.8 million from our refining and logistic investments. 55 Net cash provided by changes in operating assets and liabilities resulted primarily from: • an increase in Accounts payable and Other accrued liabilities of $144.6 million primarily driven by an increase in environmental credit obligations of $69.2 million, a $51.2 million increase in derivative liabilities, and a $14 million increase in accrued taxes, • a $46.6 million decrease in Inventories primarily related to the decline of environmental credit inventory, and • a $11.4 million decrease in Accounts receivable primarily driven by timing of collections, partially offset by: • an increase in deferred turnaround expenditures of $100.5 million driven by expenditures related to Montana refinery turnaround activities, and • a $33.2 million decrease in Obligations under inventory financing agreements primarily due to decreases in the step-out liability driven by lower volumes. Net cash used in investing activities for the six months ended June 30, 2025, consisted primarily of $89.1 million of additions to property, plant, and equipment driven by profit improvement and maintenance projects at our refineries, including our Hawaii renewable hydrotreater project, planned maintenance at our Montana refinery, and repair and replacement work related to our Wyoming operational incident, partially offset by $2.3 million of proceeds from the sale of assets. Net cash used in financing activities was approximately $68.1 million for the six months ended June 30, 2025, and consisted primarily of repurchases of common stock of $80.8 million and net repayments of debt of $13.6 million driven by ABL Credit Facility activity, partially offset by net borrowings of $25.1 million driven by product financing agreement activity. Critical Accounting Estimates For the six months ended June 30, 2026, there have been no material changes to critical accounting estimates disclosed in our Annual Report on Form 10-K for the year ended December 31, 2025. Forward-Looking Statements Certain statements in this Quarterly Report on Form 10-Q may constitute “forward-looking” statements as defined in Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), the Private Securities Litigation Reform Act of 1995 (“PSLRA”), or in releases made by the SEC, all of which may be amended from time to time. Such forward-looking statements involve known and unknown risks, uncertainties, and other important factors including, without limitation, the Russia-Ukraine war, military conflicts in the Middle East, the political activity in Venezuela, Houthi-related disruptions in the Red Sea, the ongoing military conflict with Iran and disruptions in the Strait of Hormuz, and certain developments in the global crude oil markets, on our business, our customers, and the markets where we operate; the impact of tariffs and potential disruptions in international trade on our business; our beliefs regarding available capital resources; our beliefs regarding the likely results or impact of certain disputes or contingencies and any potential fines or penalties; our beliefs regarding the fair value of certain assets, and our expectations with respect to laws and regulations, including environmental regulations and related compliance costs and any fines or penalties related thereto; our expectations regarding the sufficiency of our cash flows and liquidity; our expectations regarding anticipated capital expenditures, including the timing and cost of compliance with consent decrees and other enforcement actions; our expectations regarding the impact of the adoption of certain accounting standards; our estimates regarding the fair value of certain indebtedness; estimated costs to settle claims from the Delta bankruptcy; the estimated value of, and our ability to settle, legal claims remaining to be settled against third parties; our expectations regarding the synergies or other benefits of our acquisitions; our expectations regarding certain tax liabilities and debt obligations; management’s assumptions about the impact of future events on our existing business; the expected production volumes and operating performance of renewable fuels production in Hawaii through the Hawaii Renewables, LLC joint venture, as well as the commercial and other benefits anticipated from that joint venture; our ability to raise additional debt or equity capital; our ability to make strategic investments in business opportunities; and the estimates, assumptions, and projections regarding future financial condition, results of operations, liquidity, and cash flows. These and other forward-looking statements could cause the actual results, performance, or achievements of Par and its subsidiaries to differ materially from any future results, performance, or achievements expressed or implied by such forward-looking statements. Statements that are not historical fact are forward-looking statements. Forward-looking statements can be identified by, among other things, the use of forward-looking language, such as the words “plan,” “believe,” “expect,” “anticipate,” “intend,” “estimate,” “project,” “may,” “will,” “would,” “could,” “should,” “seeks,” or “scheduled to,” or other similar words, or the negative of these terms or other variations of these terms or comparable language, 56 or by discussion of strategy or intentions. These cautionary statements are being made pursuant to the Securities Act, the Exchange Act, and the PSLRA with the intention of obtaining the benefits of the “safe harbor” provisions of such laws. The forward-looking statements contained in this Quarterly Report on Form 10-Q are largely based on our expectations, which reflect estimates and assumptions made by our management. These estimates and assumptions reflect our best judgment based on currently known market conditions and other factors. Although we believe such estimates and assumptions to be reasonable, they are inherently uncertain and involve a number of risks and uncertainties that are beyond our control, including those set out in our most recent Annual Report on Form 10-K and this Quarterly Report on Form 10-Q under “Risk Factors.” In addition, management’s assumptions about future events may prove to be inaccurate. All readers are cautioned that the forward-looking statements contained in this Quarterly Report on Form 10-Q are not guarantees of future performance; and we cannot assure any reader that such statements will be realized or that the forward-looking events and circumstances will occur. Actual results may differ materially from those anticipated or implied in the forward-looking statements due to factors described above and under Critical Accounting Estimates and Risk Factors included in our most recent Annual Report on Form 10-K and in this Quarterly Report on Form 10-Q. All forward-looking statements speak only as of the date they are made. There can be no guarantee that the operational and financial measures the Company has taken, and may take in the future, will be fully effective. We do not intend to update or revise any forward-looking statements as a result of new information, future events, or otherwise. These cautionary statements qualify all forward-looking statements attributable to us or persons acting on our behalf. Item 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK There have been no material changes to our disclosures about market risks as of and for the six months ended June 30, 2026, as compared to our disclosures about market risks discussed in Part II, Item 7A of our 2025 Form 10-K.