Summit Midstream Corp 10-K

Item 8. Financial Statements and Supplementary Data. Report of Independent Registered Public Accounting Firm (PCAOB ID No. 34 ) 87 Consolidated Balance Sheets 89 Consolidated Statements of Operations 90 Consolidated Statements of Equity 91 Consolidated Statements of Cash Flows 92 Notes to Consolidated Financial Statements 93 86 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the stockholders and the Board of Directors of Summit Midstream Corporation Opinion on the Financial Statements We have audited the accompanying consolidated balance sheets of Summit Midstream Corporation and subsidiaries (the "Company") as of December 31, 2025 and 2024, the related consolidated statements of operations, equity, and cash flows, for each of the three years in the period ended December 31, 2025, and the related notes (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2025 and 2024, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2025, in conformity with accounting principles generally accepted in the United States of America. We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company's internal control over financial reporting as of December 31, 2025, based on criteria established in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated March 16, 2026, expressed an unqualified opinion on the Company's internal control over financial reporting. Basis for Opinion These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company's financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion. Critical Audit Matters The critical audit matters communicated below are matters arising from the current-period audit of the financial statements that were communicated or required to be communicated to the audit committee and that (1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate. Acquisition and Divestitures – Purchase Price Accounting — Refer to Note 3 to the financial statements Critical Audit Matter Description As described in Note 3 to the consolidated financial statements, on March 10, 2025, the Company completed the acquisition of Moonrise Midstream LLC, (“Moonrise”) for $70 million in cash and 462,265 shares of Common Stock of the Company. Accordingly, the purchase price was allocated to the assets acquired and liabilities assumed based on their preliminary estimated fair values on the date of acquisition. The valuation of assets acquired are based on preliminary appraisals, available market data, and cost and income approaches. These methods are considered Level 3 fair value estimates and include significant assumptions of future gathering and processing volumes, commodity prices, and operating and capital cost estimates, discounted using a weighted average cost of capital. We identified the valuation of property, plant and equipment related to the Moonrise acquisition as a critical audit matter because of the significant estimates and assumptions made by management. This required a high degree of auditor judgment and an increased extent of effort, including the involvement of our fair value specialists, when performing audit procedures to evaluate the reasonableness of management's selection of a weighted average cost of capital, and the preliminary fair value of the acquired property, plant and equipment assets. How the Critical Audit Matter Was Addressed in the Audit Our audit procedures related to management's selection of a weighted average cost of capital, and the fair value of acquired property, plant and equipment included the following, among others: 87 • We tested the effectiveness of controls over the purchase price allocation, including management's controls over the assumptions used in the valuation of property, plant and equipment. • With the assistance of our fair value specialists, we evaluated the reasonableness of the fair value of acquired property, plant and equipment by: ▪ Evaluating the appropriateness of the valuation methodology. ▪ Testing the cost to acquire or construct comparable assets and the remaining useful lives used for the cost approach for property, plant and equipment, including comparing such estimates to independent market information to determine reasonableness. ▪ Testing the methodology used for the valuation of rights-of-way. ▪ Developing a range of independent estimates of the weighted average cost of capital and comparing to the weighted average cost of capital utilized by management. ▪ Evaluated management's use of experts related to the valuation of certain acquired assets including qualifications and methodology. Property, Plant and Equipment, Net - Determination of Impairment Indicators– Refer to Notes 2 and 5 to the financial statements Critical Audit Matter Description As described in Notes 2 and 5 to the Company's consolidated financial statements, the Company recorded approximately $1.84 billion of property, plant and equipment, net as of December 31, 2025. The Company tests assets for impairment when events or circumstances indicate the carrying value of a long-lived asset may not be recoverable. The carrying value of a long-lived asset is not recoverable if it exceeds the sum of the undiscounted cash flows expected to result from its use and eventual disposition. If the Company concludes that an asset’s carrying value will not be recovered through future cash flows, the Company recognizes an impairment loss on the long-lived asset equal to the amount by which the carrying value exceeds its fair value. We have identified the determination of impairment indicators for long-lived assets as a critical audit matter due to the significant judgments management makes when determining whether events or changes in circumstances have occurred indicating that the carrying amounts of long-lived assets may not be recoverable. Auditing management’s judgements involved especially challenging auditor judgment due to the nature and extent of audit effort required to address these matters, including the degree of auditor judgment and the extent of specialized knowledge needed. How the Critical Audit Matter Was Addressed in the Audit Our audit procedures related to the identification of impairment indicators for long-lived assets included the following, among others: • We tested the effectiveness of internal controls over financial reporting related to management’s identification of possible impairment indicators for long-lived assets that may indicate the carrying amount of long-lived assets may not be recoverable. • We evaluated management’s analysis of impairment indicators by: ▪ Assessing whether long-lived assets having indicators of impairment were appropriately identified. ▪ Considering industry reports and the impact of macroeconomic factors, such as adverse changes in the regulatory environment, legislation or other factors that may represent impairment indicators not previously contemplated in management's analysis. ▪ Evaluating management’s judgments around historical trends, macroeconomic and industry conditions, and whether projections are consistent with the Company’s operating strategy. ▪ Inquiry of management over whether long-lived assets may be sold or otherwise disposed of significantly before the end of the assets' previously estimated useful life. ▪ Inspecting minutes of the board of directors and committees of executive management to understand if there were factors that would represent potential impairment indicators for long-lived assets. /s/ Deloitte & Touche LLP Houston, Texas March 16, 2026 We have served as the Company’s auditor since 2009. 88 SUMMIT MIDSTREAM CORPORATION AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS December 31, 2025 December 31, 2024 (In thousands, except share and unit amounts) ASSETS Cash and cash equivalents $ 9,274 $ 22,822 Restricted cash 10,405 2,377 Accounts receivable 69,752 77,058 Other current assets 7,490 16,014 Total current assets 96,921 118,271 Property, plant and equipment, net 1,844,146 1,785,029 Intangible assets, net 153,564 154,279 Investment in equity method investees 265,583 269,561 Other noncurrent assets 27,395 32,344 TOTAL ASSETS $ 2,387,609 $ 2,359,484 LIABILITIES AND EQUITY Trade accounts payable $ 31,652 $ 25,162 Accrued expenses 24,270 38,176 Deferred revenue 10,122 9,595 Ad valorem taxes payable 10,190 9,544 Accrued compensation and employee benefits 12,063 11,222 Accrued interest 30,045 21,711 Accrued environmental remediation 1,710 1,430 Accrued settlement payable 8,333 6,667 Current portion of long-term debt 21,223 16,580 Other current liabilities 27,185 34,714 Total current liabilities 176,793 174,801 Deferred tax liabilities, net 73,635 63,326 Long-term debt, net 1,024,347 976,995 Noncurrent deferred revenue 18,398 25,373 Noncurrent accrued environmental remediation 52 768 Other noncurrent liabilities 6,532 20,150 Total liabilities 1,299,757 1,261,413 Commitments and contingencies (Note 10) Mezzanine Equity Subsidiary Series A Preferred Units ( 93,039 issued and outstanding as of December 31, 2025 and December 31, 2024) 141,296 132,946 Equity Series A Preferred Stock ( 65,508 shares authorized, issued and outstanding as of December 31, 2025 and December 31, 2024) 110,468 110,230 Common Stock, $ 0.01 par value ( 42,000,000 authorized as of December 31, 2025 and December 31, 2024; 12,262,320 and 10,659,220 issued and outstanding as of December 31, 2025 and December 31, 2024, respectively) 122 106 Class B Common Stock, $ 0.01 par value ( 7,471,008 shares authorized as of December 31, 2025 and December 31, 2024; 6,524,467 and 7,471,008 issued and outstanding as of December 31, 2025 and December 31, 2024, respectively) 65 75 Additional paid-in capital 638,427 540,714 Accumulated deficit ( 202,902 ) ( 183,333 ) Total Company stockholders’ equity 546,180 467,792 Noncontrolling interest 400,376 497,333 Total equity 946,556 965,125 TOTAL LIABILITIES AND EQUITY $ 2,387,609 $ 2,359,484 The accompanying notes are an integral part of these consolidated financial statements. 89 SUMMIT MIDSTREAM CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS Year ended December 31, 2025 2024 2023 (In thousands, except per-share amount) Revenues: Gathering services and related fees $ 255,677 $ 200,844 $ 248,223 Natural gas, NGLs and condensate sales 265,059 195,027 179,254 Other revenues 41,355 33,748 31,426 Total revenues 562,091 429,619 458,903 Costs and expenses: Cost of natural gas and NGLs 149,139 114,996 112,462 Operation and maintenance 149,139 100,968 100,741 General and administrative 61,018 55,562 42,135 Depreciation and amortization 114,159 100,647 122,764 Transaction costs 4,900 30,956 1,251 Acquisition integration costs 8,143 165 2,654 (Gain) loss on asset sales, net 486 1 ( 260 ) Long-lived asset impairment 2,725 68,260 540 Total costs and expenses 489,709 471,555 382,287 Other income, net 783 4,188 865 Gain (loss) on interest rate swaps ( 1,037 ) 4,127 1,830 Gain (loss) on sale of business ( 582 ) 82,187 ( 47 ) Gain on sale of equity method investment — 126,261 — Interest expense ( 94,737 ) ( 115,446 ) ( 140,784 ) Loss on early extinguishment of debt — ( 50,075 ) ( 10,934 ) Income from equity method investees 20,784 24,197 33,829 Income (loss) before income taxes ( 2,407 ) 33,503 ( 38,625 ) Income tax benefit (expense) 501 ( 146,678 ) ( 322 ) Net loss $ ( 1,906 ) $ ( 113,175 ) $ ( 38,947 ) Less: Net income attributable to Subsidiary Series A Preferred Units ( 14,863 ) ( 14,806 ) ( 12,581 ) Less: Net income attributable to Series A Preferred Stock ( 13,631 ) ( 13,337 ) ( 11,566 ) Add: Net loss attributable to noncontrolling interest 10,831 5,822 — Net loss attributable to Summit Midstream Corporation $ ( 19,569 ) $ ( 135,496 ) $ ( 63,094 ) Net loss per share: Common stock – basic $ ( 1.61 ) $ ( 12.78 ) $ ( 6.11 ) Common stock – diluted $ ( 1.61 ) $ ( 12.78 ) $ ( 6.11 ) Weighted-average number of shares outstanding: Common stock – basic 12,133 10,600 10,334 Common stock – diluted 12,133 10,600 10,334 The accompanying notes are an integral part of these consolidated financial statements. 90 SUMMIT MIDSTREAM CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS EQUITY Partners’ Capital (Before Corporate Reorganization) Equity (After Corporate Reorganization) Summit Midstream Corporation Stockholders Series A Preferred Units Common Limited Partners’ Capital Series A Preferred Stock Common Stock Amount, at $0.01 par value Class B Common Stock Amount, at $0.01 par value Additional Paid in Capital Retained Earnings (Deficit) Non-controlling interest Total Equity (In thousands) Partners’ capital, December 31, 2022 $ 85,327 $ 679,491 $ — $ — $ — $ — $ — $ — $ 764,818 Net income (loss) 11,566 ( 63,094 ) — — — — — — ( 51,528 ) Equity compensation — 6,566 — — — — — — 6,566 Tax withholdings and associated payments on vested Summit LTIP awards — ( 1,293 ) — — — — — — ( 1,293 ) Partners’ capital, December 31, 2023 $ 96,893 $ 621,670 $ — $ — $ — $ — $ — $ — $ 718,563 Net income (loss) 7,668 47,837 5,669 — — ( 183,333 ) ( 5,822 ) ( 127,981 ) Equity compensation — 5,415 — — — 3,146 — — 8,561 Tax withholdings and associated payments on vested Summit LTIP awards — ( 1,882 ) — — — ( 144 ) — — ( 2,026 ) Corporate Reorganization ( 104,561 ) ( 673,040 ) 104,561 106 — 672,934 — — — Tax impact of Corporate Reorganization — — — — — 32,349 — — 32,349 Tax impact of Up-C Structure — — — — — 52,582 — — 52,582 Issuance of noncontrolling interest (Tall Oak Acquisition) — — — — 75 ( 220,153 ) — 503,155 283,077 Equity, December 31, 2024 $ — $ — $ 110,230 $ 106 $ 75 $ 540,714 $ ( 183,333 ) $ 497,333 $ 965,125 Net income (loss) — — 13,631 — — — ( 19,569 ) ( 10,831 ) ( 16,769 ) Dividend paid on Series A Preferred Stock — — ( 13,393 ) — — — — — ( 13,393 ) Equity compensation — — — — — 7,798 — — 7,798 Tax withholdings and associated payments on vested Summit LTIP awards — — — 1 — ( 3,118 ) — — ( 3,117 ) Moonrise Acquisition — — — 5 — 17,890 — — 17,895 Conversion of Class B Common Stock and Partnership Common Units — — — 10 ( 10 ) — — — — Tax impact of Up-C Structure — — — — — ( 10,983 ) — — ( 10,983 ) Equity shift — — — — — 86,126 — ( 86,126 ) — Equity, December 31, 2025 $ — $ — $ 110,468 $ 122 $ 65 $ 638,427 $ ( 202,902 ) $ 400,376 $ 946,556 The accompanying notes are an integral part of these consolidated financial statements. 91 SUMMIT MIDSTREAM CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS Year ended December 31, 2025 2024 2023 (In thousands) Operating activities: Net loss $ ( 1,906 ) $ ( 113,175 ) $ ( 38,947 ) Adjustments to reconcile net loss to net cash provided by operating activities: Deferred income taxes ( 699 ) 146,831 — Depreciation and amortization 115,097 101,585 123,702 Noncash lease expense 5,808 1,658 3,773 Amortization of debt issuance costs 4,033 11,439 12,685 Equity compensation 7,798 8,561 6,566 Income from equity method investees ( 20,784 ) ( 24,197 ) ( 33,829 ) Distributions from equity method investees 28,578 36,190 57,572 (Gain) loss on asset sales, net 486 1 ( 260 ) Foreign currency (gain) loss — 42 ( 102 ) (Gain) loss on earn-out remeasurement 192 ( 6 ) 599 Loss on early extinguishment of debt — 50,075 10,934 (Gain) loss on sale of business 582 ( 82,187 ) 47 Gain on sale of equity method investment — ( 126,261 ) — Unrealized loss on interest rate swaps 4,441 914 3,318 Long-lived asset impairment 2,725 68,260 540 Changes in operating assets and liabilities: Accounts receivable 9,851 3,004 ( 3,352 ) Trade accounts payable 5,548 1,119 4,483 Accrued expenses ( 15,059 ) ( 625 ) 5,586 Deferred revenue ( 6,448 ) ( 5,075 ) ( 6,467 ) Ad valorem taxes payable 646 1,001 ( 1,702 ) Accrued interest 8,334 2,413 1,943 Accrued environmental remediation, net ( 435 ) ( 739 ) ( 768 ) Other, net ( 15,193 ) ( 19,057 ) ( 19,415 ) Net cash provided by operating activities 133,595 61,771 126,906 Investing activities: Capital expenditures ( 89,042 ) ( 53,611 ) ( 68,905 ) Cash consideration paid for the acquisition of Moonrise, net of cash acquired ( 69,997 ) — — Investment in Double E equity method investee ( 3,816 ) ( 3,880 ) ( 3,500 ) Cash consideration paid for Tall Oak Acquisition, net of cash acquired — ( 154,154 ) — Proceeds from Utica Sale (excluding Ohio Gathering) — 292,266 — Proceeds from sale of Ohio Gathering — 332,734 — Proceeds from Mountaineer Transaction — 69,304 — Proceeds from asset sale — 4,400 260 Other, net ( 295 ) — ( 2,611 ) Net cash provided by (used in) investing activities ( 163,150 ) 487,059 ( 74,756 ) Financing activities: Issuance of Additional 2029 Secured Notes 258,438 — — Borrowings on Amended and Restated ABL Facility 133,000 305,000 70,000 Debt repayments - Amended and Restated ABL Facility ( 325,000 ) ( 313,000 ) ( 87,000 ) Debt repayments - Permian Transmission Term Loan ( 12,324 ) ( 15,524 ) ( 10,507 ) Distribution on Series A Preferred Shares ( 13,393 ) — — Distributions on Subsidiary Series A Preferred Units ( 6,513 ) ( 6,513 ) ( 6,512 ) Issuance of 2029 Secured Notes — 565,800 — Debt repayments - Redemption of 2026 Unsecured Notes — ( 209,510 ) — Debt repayments - 2026 Secured Notes (Excess Cash Flow Offer) — ( 13,626 ) — Debt repayments - 2026 Secured Notes (Asset Sale Offer) — ( 6,910 ) — Debt repayments - 2025 Senior Notes Redemption — ( 49,783 ) — Debt repayments - 2026 Secured Notes Tender Offer and Redemption — ( 764,464 ) — Debt repayments - Repurchase of 2025 Senior Notes — — ( 29,650 ) Issuance of 2026 Unsecured Notes — — 29,480 Debt extinguishment costs — ( 23,791 ) ( 10,306 ) Debt issuance costs ( 4,872 ) ( 4,675 ) ( 2,968 ) Other, net ( 5,301 ) ( 3,280 ) ( 1,573 ) Net cash provided by (used in) financing activities 24,035 ( 540,276 ) ( 49,036 ) Net change in cash, cash equivalents, and restricted cash ( 5,520 ) 8,554 3,114 Cash, cash equivalents, and restricted cash, beginning of period 25,199 16,645 13,531 Cash, cash equivalents, and restricted cash, end of period $ 19,679 $ 25,199 $ 16,645 The accompanying notes are an integral part of these consolidated financial statements. 92 SUMMIT MIDSTREAM CORPORATION AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 1. ORGANIZATION, CORPORATE REORGANIZATION, BUSINESS OPERATIONS AND PRESENTATION AND CONSOLIDATION Organization. Summit Midstream Corporation (including its subsidiaries, collectively the “Company”) was incorporated under the laws of the State of Delaware on May 14, 2024 for the purpose of effecting the reorganization (the “Corporate Reorganization”) of Summit Midstream Partners, LP, a Delaware master limited partnership (“SMLP”), in which the Company was incorporated to serve as the new parent holding company of SMLP. The Company’s common stock, par value $ 0.01 per share (“common stock”), is listed on the New York Stock Exchange (“NYSE”) under the ticker symbol “SMC.” SMLP was formed in May 2012, and prior to August 1, 2024, SMLP’s common units were listed on the NYSE under the ticker symbol “SMLP.” Upon completion of the Tall Oak Acquisition (as defined herein) on December 2, 2024, ownership of SMLP shifted to an Up‑C tax structure, with the Company owning SMLP alongside holders of a noncontrolling limited partnership interest. The Company is a value-oriented company focused on developing, owning, and operating midstream energy infrastructure assets that are strategically located in the core producing areas of unconventional resource basins, primarily shale formations, in the continental U.S. The Company’s business activities are primarily conducted through various operating subsidiaries, each of which is owned or controlled by its subsidiary holding company, Summit Midstream Holdings, LLC, a Delaware limited liability company (“Summit Holdings”). Corporate Reorganization . In connection with the Corporate Reorganization, SMLP entered into an Agreement and Plan of Merger (the “Merger Agreement”), by and among SMLP, the Company, Summit SMC NewCo, LLC (“Merger Sub”), a wholly owned subsidiary of the Company, and Summit Midstream GP, LLC (the “General Partner”). Pursuant to the Merger Agreement, Merger Sub merged with and into SMLP (the “Merger”), with SMLP continuing as the surviving entity and a wholly owned subsidiary of the Company, with (i) each then outstanding common unit representing limited partner interests in SMLP automatically converting into the right to receive one share of the Company’s common stock and (ii) each then outstanding Series A Fixed to Floating Rate Cumulative Redeemable Perpetual Preferred Unit (“Series A Preferred Unit”) automatically converting into the right to receive one share of Series A Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Stock (“Series A Preferred Stock”) of the Company. The Merger was accounted for as a common-control transaction between SMLP and Summit Midstream Corporation as a result of SMLP’s unitholders controlling both SMLP and Summit Midstream Corporation before and after the Merger. Upon consummation of the Corporate Reorganization, Summit Midstream Corporation recognized (i) income tax expense in its consolidated statements of operations for temporary differences that existed as of the date of the Corporate Reorganization, (ii) a tax benefit to equity due to changes in tax basis in assets and liabilities and (iii) a net deferred tax liability in its consolidated balance sheet. Upon completion of the Merger, SMLP’s common limited partner capital accounts were eliminated and replaced with shares of common stock, paid in capital, and retained deficit. Additionally, the Series A Preferred Units were exchanged for an equivalent number of shares of Series A Preferred Stock, with no substantive changes in contractual terms or investor cash flows. As a result of the Corporate Reorganization, periods prior to August 1, 2024 reflect Summit Midstream as a limited partnership, not a corporation. References to common units for periods prior to the Corporate Reorganization refer to common units of SMLP, and references to common stock for periods following the Corporate Reorganization refer to shares of common stock of the Company. Business Operations. The Company provides natural gas gathering, compression, treating, and processing services as well as crude oil and produced water gathering services pursuant to primarily long-term, fee-based agreements with its customers. In addition to these services, the Company also provides freshwater delivery services pursuant to short-term agreements with customers. The Company’s results are primarily driven by the volumes of natural gas that it transports, gathers, compresses, treats and/or processes as well as by the volumes of crude oil and produced water that it gathers. Presentation and Consolidation. The Company prepares its consolidated financial statements in accordance with GAAP as established by the FASB. The Company makes estimates and assumptions that affect the reported amounts of assets and liabilities at the balance sheet dates, including fair value measurements, the reported amounts of revenues and expenses and the disclosure of commitments and contingencies. Although management believes these estimates are reasonable, actual results could differ from its estimates. The consolidated financial statements include the assets, liabilities, and results of operations of Summit Midstream Corporation and its subsidiaries. All intercompany transactions among the consolidated entities have been eliminated in consolidation. Comprehensive income or loss is the same as net income or loss for all periods presented. 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND RECENTLY ISSUED ACCOUNTING STANDARDS APPLICABLE TO THE COMPANY Cash, Cash Equivalents and Restricted Cash. The Company considers all highly liquid investments with an original maturity of three months or less to be cash equivalents. Cash that has restrictions on its availability to the Company is classified as 93 restricted cash. The restricted cash balance of $ 10.4 million and $ 2.4 million as of December 31, 2025 and 2024, respectively, is related to proceeds that are available to finance Permian Transmission’s debt service or other general corporate purposes of Permian Transmission. See Note 9 - Debt for additional information. Accounts Receivable. Accounts receivable relate to gathering and other services provided to the Company’s customers and other counterparties. The Company evaluates the collectability of its accounts receivable and estimates the allowance for credit losses using its historical credit loss information adjusted for current conditions forecasts. Other Current Assets and Other Current Liabilities. As of December 31, 2024, other current assets and other current liabilities include a $ 9.8 million insurance receivable and a corresponding liability, in connection with an insured claim that was fully settled during January 2025. Property, Plant and Equipment. The Company records its property, plant and equipment at historical cost of construction or its fair value at the time of acquisition. The Company capitalizes expenditures that extend the useful life of an asset or enhance its productivity or efficiency from its original design over the expected remaining period of use. For maintenance and repairs that do not add capacity or extend the useful life of an asset, the Company recognizes expenditures as an expense as incurred. The Company capitalizes project costs incurred during construction, including interest on funds borrowed to finance the construction of facilities and pipelines, as construction in progress. Accrued capital expenditures are reflected in trade accounts payable. The Company records depreciation on a straight-line basis over an asset’s estimated useful life and bases its estimates for useful life on various factors including age (in the case of acquired assets), manufacturing specifications, technological advances and historical data concerning useful lives of similar assets. Estimates of useful lives follow. Useful lives (In years) Gathering and processing systems and related equipment 12 - 30 Other 3 - 15 Construction in progress is depreciated consistent with its applicable asset class once it is placed in service. Land and line fill are not depreciated. The Company bases an asset’s carrying value on estimates, assumptions and judgments for useful life and salvage value. Upon sale, retirement or other disposal, the Company removes the carrying value of an asset and its accumulated depreciation from its balance sheet and recognizes the related gain or loss, if any. Asset Retirement Obligations. The Company records a liability for asset retirement obligations only if and when a future asset retirement obligation with a determinable life is identified. For identified asset retirement obligations, the Company evaluates whether the expected retirement date and related costs of retirement can be estimated. The Company has concluded that its gathering and processing assets have an indeterminate life because they are owned and will operate for an indeterminate period when properly maintained. Because the Company does not have sufficient information to reasonably estimate the amount or timing of such obligations, and does not have any current plan to discontinue use of any significant assets, the Company did not provide for any asset retirement obligations as of December 31, 2025 or 2024. Amortizing Intangibles. The Company has certain acquired gas gathering contracts that had above-market pricing structures at the acquisition date and the Company amortizes these favorable contracts using a straight-line method over the contract’s estimated useful life. The Company defines useful life as the period over which the contract is expected to contribute to the Company’s future cash flows. These favorable contracts have original terms ranging from 10 years to 20 years and the Company recognizes the amortization expense associated with these contracts in Other revenues. The Company amortizes all other gas gathering contracts, or contract intangibles, over the period of economic benefit based upon expected revenues over the life of the contract. The useful life of these contracts ranges from 3 years to 25 years. The Company recognizes the amortization expense associated with these contracts in Depreciation and amortization expense. The Company also has rights-of-way associated with municipal easements and easements granted within existing rights-of-way. The Company amortizes these intangible assets over the shorter of the contractual term of the rights-of-way or the estimated useful life of the gathering system. The contractual terms of the rights-of-way range from 20 years to 30 years and the Company recognizes the amortization expense associated with these rights-of-way assets in Depreciation and amortization expense. Equity Method Investment. The Company accounts for its investment in which it exercises significant influence using the equity method so long as it (i) does not control the investee and (ii) is not the primary beneficiary. The Company reflects this investment in its consolidated balance sheets under the caption titled “investment in equity method investees.” 94 The Company recognizes an other-than-temporary impairment for losses in the value of equity method investees when evidence indicates that the carrying amount is no longer supportable. Evidence of a loss in value might include, but is not limited to, absence of an ability to recover the carrying amount of the investment or an inability of the equity method investee to sustain an earnings capacity that would justify the carrying amount of the investment. A current fair value of an investment that is less than its carrying amount may indicate a loss in value of the investment. The Company evaluates its equity method investments for impairment whenever a triggering event exists that would indicate a need to assess the investment for potential impairment. Impairment of Long-Lived Assets. The Company tests assets for impairment when events or circumstances indicate the carrying value of a long-lived asset may not be recoverable. The carrying value of a long-lived asset is not recoverable if it exceeds the sum of the undiscounted cash flows expected to result from its use and eventual disposition. If the Company concludes that an asset’s carrying value will not be recovered through future cash flows, the Company recognizes an impairment loss on the long-lived asset equal to the amount by which the carrying value exceeds its fair value. The Company determines fair value using a combination of market-based and income-based approaches. Environmental Matters. The Company is subject to various federal, state, and local laws and regulations relating to the protection of the environment. Liabilities for loss contingencies, including environmental remediation costs, arising from claims, assessments, litigation, fines and penalties and other sources are charged to expense when it is probable that a liability has been incurred and the amount of the assessment and/or remediation can be reasonably estimated. The Company accrues for losses associated with environmental remediation obligations when such losses are probable and reasonably estimable. Such accruals are adjusted as further information develops or circumstances change. Recoveries of environmental remediation costs from other parties or insurers are recorded as assets when their realization is assured beyond a reasonable doubt. Commitments and Contingencies. When required, the Company records accruals for loss contingencies in accordance with FASB ASC 450, Contingencies . Such determinations are subject to interpretations of current facts and circumstances, forecasts of future events and estimates of the financial impacts of such events. Mezzanine Equity. A noncontrolling interest is reported as a component of equity unless the noncontrolling interest is considered redeemable, in which case the noncontrolling interest is recorded between liabilities and equity (mezzanine or temporary equity) in the Company’s consolidated balance sheet. Noncontrolling Interest. Noncontrolling interests represent the portion of net assets in the Company’s consolidated subsidiaries that are not wholly owned by the Company. The Company’s noncontrolling interest is recorded at carrying value and is reported as a component of equity on the consolidated balance sheets. The Company’s noncontrolling interest was established in December 2024 in connection with the Tall Oak Acquisition, as a result of the Company owning SMLP alongside the former owners of Tall Oak. See Note 3 - Acquisitions and Divestitures for additional information. As of December 31, 2025, the noncontrolling interest on the Company’s balance sheet reflects a 34.7 % noncontrolling interest in SMLP. Revenue. The Company provides gathering and/or processing services principally under contracts that contain one or more of the following arrangements described below: • Fee-based arrangements. Under fee-based arrangements, the Company receives a fee or fees for one or more of the following services (i) natural gas gathering, treating, transporting, compressing, and/or processing, (ii) crude oil and/or produced water gathering and (iii) fresh water delivery services. • Percent-of-proceeds arrangements. Under percent-of-proceeds arrangements, the Company generally purchases natural gas from producers at the wellhead, or other receipt points, gathers the wellhead natural gas through its gathering system, treats and compresses the natural gas, processes the natural gas and/or sells the natural gas to a third party for processing. The Company then remits to its producers an agreed-upon percentage of the actual proceeds received from sales of the residue natural gas and NGLs. Certain of these arrangements may also result in returning all or a portion of the residue natural gas and/or the NGLs to the producer, in lieu of returning sales proceeds. The margins earned are directly related to the volume of natural gas that flows through the system and the price at which the Company is able to sell the residue natural gas and NGLs. The majority of the Company’s contracts have a single performance obligation which is either to provide gathering services (an integrated service) or sell natural gas, NGLs and condensate, which are both satisfied when the related natural gas, crude oil and produced water are received and transferred to an agreed upon delivery point. The Company also has certain contracts with multiple performance obligations. They include an option for the customer to acquire additional services such as contracts containing minimum volume commitment (“MVCs”). These performance obligations would also be satisfied when the related natural gas, crude oil and produced water are received and transferred to an agreed upon delivery point. In these instances, the Company allocates the contract’s transaction price to each performance obligation using its best estimate of the standalone selling price of each service in the contract. 95 Performance obligations for gathering services are generally satisfied over time. The Company utilizes either an output method (i.e., measure of progress) for guaranteed, stand-ready service contracts or an asset/system delivery time estimate for non-guaranteed, as-available service contracts. Performance obligations for the sale of natural gas, NGLs and condensate are satisfied at a point in time. There are no significant judgments for these transactions because the customer obtains control based on an agreed upon delivery point. Services are typically billed on a monthly basis and the Company does not offer extended payment terms. The Company does not have contracts with financing components. For the contracts described above, the Company reflects its revenues in the financial statement captions described below. Financial statement caption: Revenue description: Revenues: Gathering services and related fees • Revenue earned from fee-based gathering, compression, treating, and processing services; Natural gas, NGLs and condensate sales • Revenue from the sale of physical natural gas and NGLs (including percent-of-proceeds arrangements; costs are presented within cost of natural gas and NGLs); • Revenue from sale of condensate and NGLs retained from gathering services; Other revenues • Reimbursements to the Company for costs incurred on customer’s behalf (Recorded on a gross basis with corresponding costs included in operations and maintenance expense); • Revenue for freshwater deliveries; • Lease revenue; • Contract amortization; and • Revenue for management fees related to Double E (as defined herein). Certain of the Company’s gathering and/or processing agreements provide for monthly MVCs. Under these MVCs, customers agree to ship and/or process a minimum volume of production on the Company’s gathering systems or to pay a minimum monetary amount over certain periods during the term of the MVC. A customer must make a shortfall payment to the Company at the end of the contracted measurement period if its actual throughput volumes are less than its contractual MVC for that period. Certain customers are entitled to utilize shortfall payments to offset gathering fees in one or more subsequent contracted measurement periods to the extent that such customers’ throughput volumes in a subsequent contracted measurement period exceed its MVC for that contracted measurement period. Many of the Company’s gas gathering agreements contain provisions that can reduce or delay the cash flows that it expects to receive from MVCs to the extent that a customer’s actual throughput volumes are above or below its MVC for the applicable contracted measurement period. These provisions include the following: • To the extent that a customer’s throughput volumes are less than its MVC for the applicable period and the customer makes a shortfall payment, it may be entitled to an offset in one or more subsequent periods to the extent that its throughput volumes in subsequent periods exceed its MVC for those periods. In such a situation, the Company would not receive gathering fees on throughput in excess of that customer’s MVC (depending on the terms of the specific gas gathering agreement) to the extent that the customer had made a shortfall payment with respect to one or more preceding measurement periods (as applicable). • To the extent that a customer’s throughput volumes exceed its MVC in the applicable contracted measurement period, it may be entitled to apply the excess throughput against its aggregate MVC, thereby reducing the period for which its annual MVC applies. As a result of this mechanism, the weighted-average remaining period for which the Company’s MVCs apply will be less than the weighted-average of the originally stated MVC contractual terms. • To the extent that certain of the Company’s customers’ throughput volumes exceed its MVC for the applicable period, there is a crediting mechanism that allows the customer to build a bank of credits that it can utilize in the future to reduce shortfall payments owed in subsequent periods, subject to expiration if there is 96 no shortfall in subsequent periods. The period over which this credit bank can be applied to future shortfall payments varies, depending on the particular gas gathering agreement. The Company recognizes customer obligations under their MVCs as revenue when (i) it considers it remote that the customer will utilize shortfall payments to offset gathering or processing fees in excess of its MVCs in subsequent periods; (ii) the customer incurs a shortfall in a contract with no banking mechanism or claw back provision; (iii) the customer’s banking mechanism has expired; or (iv) it is remote that the customer will use its unexercised right. In making this determination, the Company considers both quantitative and qualitative facts and circumstances, including, but not limited to, contract terms, capacity of the associated pipeline or receipt point and/or expectations regarding future investment, drilling, and production. The majority of the Company’s revenue is derived from long-term, fee-based contracts with its customers, which include original terms of up to 25 years. The Company also earns revenue in the Rockies, Piceance, and Mid-Con reporting segments from the sale of physical natural gas purchased from certain producers under percent-of-proceeds arrangements which are reported in Natural gas, NGLs and condensate sales. Consideration received from our producers for gathering services under percentage of proceeds arrangements is recognized as a reduction to cost of gas purchased and is presented net within cost of natural gas and NGLs. The Company also sells condensate and NGLs retained from certain of its gathering services in the Piceance, Rockies, and Mid-Con reporting segments. Revenues from the sale of condensate are recognized in Natural gas, NGLs and condensate sales. Certain customers reimburse the Company for costs incurred on their behalf. The Company records costs incurred and reimbursed by its customers on a gross basis, with the revenue component recognized in Other revenues and the associated expense included in operations and maintenance expense. The transaction price in the Company’s contracts is primarily based on the volume of natural gas, crude oil or produced water transferred by its gathering systems to the customer’s agreed upon delivery point multiplied by the contractual rate. For contracts that include MVCs, variable consideration up to the MVC will be included in the transaction price. For contracts that do not include MVCs, the Company does not estimate variable consideration because the performance obligations are completed on a daily basis. For contracts containing noncash consideration such as fuel received in-kind, the Company measures the transaction price at the point of sale when the volume, mix and market price of the commodities are known. The Company has contracts with MVCs that are variable and constrained. Contracts with longer than monthly MVCs are reviewed on a quarterly basis and adjustments to those estimates are made during each respective reporting period, if necessary. The transaction price is allocated if the contract contains more than one performance obligation such as contracts that include MVCs. The transaction price allocated is based on the MVC for the applicable measurement period. Share-Based Compensation. For awards of share-based compensation, the Company determines a grant date fair value and recognizes the related compensation expense in the statements of operations over the vesting period for each respective award. Income Taxes. Prior to the consummation of the Corporate Reorganization on August 1, 2024, SMLP was treated as a partnership for federal and state income tax purposes, in which the taxable income or loss generally was passed through to its unitholders. SMLP was also subject to the Texas margin tax. Therefore, for periods prior to the Corporate Reorganization, with the exception of the state of Texas, SMLP did not directly pay federal and state income taxes and no entity-level income tax provision was recognized, other than for the effect of the Texas margin tax. Effective with the Corporate Reorganization, the Company became subject to federal and state income taxes as a C-corporation. As such, it accounts for income taxes, as required, under ASC 740, Accounting for Income Taxes (“ASC 740”) . Deferred tax assets and liabilities are recognized for future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and net operating loss and tax credit carry-forwards. Deferred tax assets and liabilities are measured using enacted tax rates applied to taxable income in the relevant years in which those temporary differences are expected to be recovered or settled. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in net income or loss in the period that includes the enactment date. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. The Company records income tax balances in accordance with ASC 740 on the basis of a two-step process in which (1) it determines whether it is more likely than not that the tax positions will be sustained on the basis of the technical merits of the position and, (2) for those tax positions that meet the more-likely-than-not recognition threshold. The Company recognizes the largest amount of tax benefit that is more than 50 percent likely to be realized upon ultimate settlement with the related tax authority. For tax positions which do not meet the more-likely-than-not threshold, the Company records uncertain tax positions in accordance with ASC 740. Interest Rate Swaps. Interest rate swap agreements are reported as either assets or liabilities on the consolidated balance sheet at fair value. Interest rate swap agreements are not designated as cash-flow hedges, and accordingly, changes in fair value are recorded in earnings. The Company does not use interest rate swap agreements for speculative purposes. 97 Accounting Standards Recently Implemented. ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures (“ASU 2023-09”). ASU 2023-09 requires additional transparency for income tax disclosures, including the income tax rate reconciliation table and cash taxes paid both in the U.S. and foreign jurisdictions. This standard is effective for annual periods beginning after December 15, 2024. The Company adopted ASU 2023-9 prospectively on this annual report as of and for the year ended December 31, 2025. New Accounting Standards Not Yet Implemented in this Annual Report. ASU 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses (“ASU 2024-03”). ASU 2024-03 is intended to improve expense disclosures, primarily by requiring disclosure of disaggregated information about certain income statement expense line items on an annual and interim basis. This standard will be effective for annual reporting periods beginning in fiscal year 2027 and for interim periods beginning in fiscal year 2028, with early adoption permitted. The updates required by this standard should be applied prospectively, but retrospective application is permitted. The Company is currently assessing the impact this standard will have on its disclosures. ASU 2025-11, Interim Reporting (“ASU 2025-11”) which is intended to improve the navigability of the guidance in ASC 270, Interim Reporting, and clarify when it applies. Under the amendments, an entity is subject to ASC 270 if it provides interim financial statements and notes in accordance with GAAP. ASU 2025-11 also addresses the form and content of such financial statements, interim disclosures requirements, and establishes a principle under which an entity must disclose events since the end of the last annual reporting period that have a material impact on the entity. ASU 2025-11 is effective for interim reporting periods within annual reporting periods beginning after December 15, 2027, and early adoption is permitted. The Company is currently assessing the impact this standard will have on its consolidated financial statements and disclosures. 3. ACQUISITIONS AND DIVESTITURES Moonrise Acquisition. On March 10, 2025, the Company completed the transaction contemplated in the Membership Interest Purchase Agreement, dated as of March 10, 2025, by and among the Company, Summit Holdings, Fundare Resources Company HoldCo, LLC, a Delaware limited liability company (“Fundare”), and solely for purposes of Section 9.19 thereto, Fundare Resources Company, LLC, a Delaware limited liability company, pursuant to which Fundare contributed all of its equity interests in Moonrise Midstream, LLC, a Delaware limited liability company (“Moonrise”), to Summit Holdings in exchange for total consideration equal to approximately $ 90.0 million (the “Moonrise Acquisition”). Total consideration consisted of (i) a $ 70.0 million cash payment and (ii) the issuance of 462,265 shares of common stock of the Company. The fair values of certain assets and liabilities, including property, plant and equipment, and other intangible assets required the use of significant judgments and estimates. The following table sets forth the preliminary fair value of the assets acquired and liabilities assumed as of the acquisition date. Certain data and assessments necessary to complete the purchase price allocation are still under evaluation, including, but not limited to, the valuation of property, plant and equipment, and intangible assets. The Company will finalize the purchase price allocation during the twelve-month period following the acquisition date, during which time the value of the assets and liabilities may be revised as appropriate. Moonrise Purchase Price Allocation (in thousands): Total consideration paid for Moonrise (1) $ 89,771 Recognized amounts of identifiable assets acquired and liabilities assumed: Cash 1,879 Accounts receivable 3,482 Other current assets 204 Property, plant and equipment, net 74,124 Intangible assets 13,114 Other assets 758 Trade accounts payable, accrued expenses and other ( 3,790 ) Net assets acquired and liabilities assumed $ 89,771 (1) Purchase price consideration includes $ 17.9 million of equity consideration ( 462,265 shares valued at $ 38.71 per share on March 10, 2025) as well as $ 1.9 million of cash acquired. The assets acquired and liabilities assumed were recorded at their preliminary estimated fair values at the date of the acquisition. Acquired working capital amounts are expected to approximate fair value due to their short-term nature. The valuation of certain assets, including property, are based on preliminary appraisals. The fair value of acquired equipment is 98 based on both available market data and cost and income approaches. These methods are considered Level 3 fair value estimates and include significant assumptions of future gathering and processing volumes, commodity prices, and operating and capital cost estimates, discounted using a weighted average cost of capital. Intangible assets acquired consist of rights-of-way with a weighted average amortization period of approximately 30 years. Subsequent to the Moonrise Acquisition, during the second quarter of 2025, the Company integrated the Moonrise assets within its Niobrara G&P system. As a result of the integration, it is impracticable to disclose the amounts of revenues and earnings that the Moonrise Acquisition contributed to the Company’s consolidated statements of operations during the reporting period. Tall Oak Business Contribution Agreement. On December 2, 2024, the Company completed the transaction contemplated in the Business Contribution Agreement (the “Tall Oak Business Contribution Agreement”), by and among the Company, SMLP, and Tall Oak Midstream Holdings, LLC, a Delaware limited liability company (“Tall Oak Parent”), pursuant to which Tall Oak Parent contributed all of its equity interests in Tall Oak Midstream Operating, LLC, a Delaware limited liability company (“Tall Oak”), to the Company in exchange for an aggregate amount equal to (i) $ 425.0 million, consisting of (a) $ 155.0 million in cash consideration, subject to certain adjustments contemplated by the Tall Oak Business Contribution Agreement, and (b) 7,471,008 shares of Class B Common Stock and 7,471,008 Partnership Common Units, plus (ii) potential cumulative earn-out payments continuing through March 31, 2026, not to exceed $ 25.0 million in the aggregate, that Tall Oak Parent may become entitled to receive pursuant to the Tall Oak Business Contribution Agreement, subject to Tall Oak and its customers meeting certain development requirements (the “Tall Oak Acquisition”). During the year ended December 31, 2024, the Company paid $ 0.8 million to Tall Oak Midstream Management, LLC for transition services in connection with the Tall Oak acquisition, which is recorded within general and administrative expense on the consolidated statements of operations. See Note 11 - Financial Instruments for additional information regarding the Tall Oak earn-out. The following table sets forth the fair value of the assets acquired and liabilities assumed as of the acquisition date. No material changes were made subsequent to the provisional purchase accounting measurements initially recorded in December 2024 for the Tall Oak Acquisition. Purchase Price Allocation (in thousands): Total consideration paid for Tall Oak (1) $ 459,305 Recognized amounts of identifiable assets acquired and liabilities assumed: Cash 846 Accounts receivable 10,448 Other current assets 4,741 Property, plant and equipment, net 436,418 Intangible assets 17,752 Trade accounts payable, accrued expenses and other ( 10,900 ) Net assets acquired and liabilities assumed $ 459,305 (1) Purchase price consideration includes $ 283.1 million of equity consideration.( 7,471,008 shares of Class B common stock valued at $ 37.89 per share on December 2, 2024) The assets acquired and liabilities assumed were recorded at their estimated fair values at the date of the acquisition. Acquired working capital amounts are expected to approximate fair value due to their short-term nature. The fair value of acquired equipment is based on both available market data and cost and income approaches. These methods are considered Level 3 fair value estimates and include significant assumptions of future gathering and processing volumes, commodity prices, and operating and capital cost estimates, discounted using weighted average cost of capital. Intangible assets acquired consist of rights-of-way with a weighted average amortization period of 30 years. From the date of the Tall Oak Acquisition through December 31, 2024, revenues and operating income associated with the operations acquired through the acquisition totaled $ 6.8 million and $ 3.3 million, respectively. Pro Forma Information (Unaudited). The following table summarizes the unaudited pro forma condensed financial information of SMC as if the Moonrise Acquisition and Tall Oak Acquisition had occurred on January 1, 2024: 99 Year Ended December 31, 2025 Year Ended December 31, 2024 (in thousands) Revenues $ 566,070 $ 543,481 Net loss $ ( 2,704 ) $ ( 80,168 ) The unaudited pro forma information is for information purposes only and is not necessarily indicative of the operating results that would have occurred had the transaction been completed at January 1, 2024, nor is it necessarily indicative of future operating results. Sale of Summit Utica Sale. On March 22, 2024, SMLP completed the disposition of Summit Midstream Utica, LLC (“Summit Utica”) to a subsidiary of MPLX LP for a cash sale price of $ 625.0 million, subject to customary post-closing adjustments (the “Utica Sale”). Summit Utica was the owner of (i) approximately 36 % of the issued and outstanding equity interests in Ohio Gathering Company, L.L.C. (“OGC”), (ii) approximately 38 % of the issued and outstanding equity interests in Ohio Condensate Company, L.L.C. (“OCC” and, together with OGC, “Ohio Gathering”) and (iii) midstream assets located in the Utica Shale. Ohio Gathering was the owner of a natural gas gathering system and condensate stabilization facility located in Belmont and Monroe counties in the Utica Shale in southeastern Ohio. During the quarterly period ended March 31, 2024, the Company recognized a total gain on the disposition of Summit Utica of $ 212.5 million based on total cash proceeds received of $ 625.0 million and net assets sold of $ 412.5 million. A portion of the cash proceeds was used to reduce amounts outstanding under the Company’s existing asset-based revolving credit facility and pay the costs and expenses in connection with the 2026 Secured Notes Asset Sale Offer (as defined herein) (see Note 8 - Debt, for additional information). The purchase and sale agreement for the sale of Summit Utica did not discretely list values for OGC, OCC or SMLP’s midstream assets located in the Utica Shale. Using fair value methods allowed by GAAP, the Company derived a fair value estimate for the disposed assets and then determined the appropriate gain recognition amount for each disposal to include in its consolidated financial statements. The estimated fair values were determined utilizing a discounted cash flow technique based on estimated revenues, costs, capital expenditures, and an appropriate discount rate. Given the unobservable nature of the inputs, the fair value measurement is deemed to use Level 3 inputs. Based on these fair values, the Company recognized a gain on the disposition of the Utica midstream business of $ 85.6 million, which is recorded within gain on sale of business in the Company’s consolidated statements of operations, and a gain of $ 126.3 million related to the disposition of Ohio Gathering, which is recorded within gain on sale of Ohio Gathering in the Company’s consolidated statements of operations. Sale of Mountaineer Midstream System. On May 1, 2024, SMLP completed the sale of its Mountaineer Midstream Company, LLC (“Mountaineer Midstream”) system, to Antero Midstream LLC for a cash sale price of $ 70.0 million, subject to customary post-closing adjustments (the “Mountaineer Transaction”). Mountaineer Midstream was the owner of midstream assets located in the Marcellus Shale. Prior to closing the Mountaineer Transaction, SMLP sold related compression assets located in the Marcellus Shale to a compression service provider for cash consideration of approximately $ 5 million in April 2024. During the year ended December 31, 2024, the Company recognized an impairment of $ 68.0 million in connection with the Mountaineer Transaction and the sale of compression assets based on their estimated fair value and net assets of approximately $ 143.0 million. 4. REVENUE The following table presents estimated revenue expected to be recognized over the remaining contract period related to performance obligations that are unsatisfied and are comprised of estimated MVC shortfall payments. The Company applies the practical expedient in paragraph 606-10-50-14 of Topic 606 for certain arrangements that are considered optional purchases (i.e., there is no enforceable obligation for the customer to make purchases) and those amounts are therefore excluded from the table. 2026 2027 2028 2029 2030 Thereafter (in thousands) Gathering services and related fees $ 27,416 $ 10,810 $ 10,043 $ 1,200 $ — $ — 100 Revenue by Category . In the following tables, revenue is disaggregated by geographic area and major products and services. For more detailed information about reportable segments, see Note 18 - Segment Information. Year ended December 31, 2025 Gathering services and related fees Natural gas, NGLs and condensate sales Other revenues Total (in thousands) Reportable Segments: Rockies $ 62,760 $ 244,478 $ 22,113 $ 329,351 Permian — — 3,641 3,641 Mid-Con 131,538 18,554 9,140 159,232 Piceance 61,379 2,027 6,461 69,867 Northeast — — — — Total reportable segments 255,677 265,059 41,355 562,091 Corporate and other — — — — Total $ 255,677 $ 265,059 $ 41,355 $ 562,091 Year ended December 31, 2024 Gathering services and related fees Natural gas, NGLs and condensate sales Other revenues Total (in thousands) Reportable Segments: Rockies $ 63,219 $ 190,535 $ 14,757 $ 268,511 Permian — — 3,641 3,641 Mid-Con 45,659 1,717 9,515 56,891 Piceance 73,115 2,775 5,109 80,999 Northeast 18,851 — — 18,851 Total reportable segments 200,844 195,027 33,022 428,893 Corporate and other — — 726 726 Total $ 200,844 $ 195,027 $ 33,748 $ 429,619 Year ended December 31, 2023 Gathering services and related fees Natural gas, NGLs and condensate sales Other revenues Total (in thousands) Reportable Segments: Rockies $ 65,869 $ 173,688 $ 15,474 $ 255,031 Permian — — 3,570 3,570 Mid-Con 37,508 778 6,831 45,117 Piceance 81,041 4,788 5,588 91,417 Northeast 63,805 — — 63,805 Total reportable segments 248,223 179,254 31,463 458,940 Corporate and other — — ( 37 ) ( 37 ) Total $ 248,223 $ 179,254 $ 31,426 $ 458,903 101 5. PROPERTY, PLANT AND EQUIPMENT Details on the Company’s property, plant and equipment follow. December 31, 2025 December 31, 2024 (In thousands) Gathering and processing systems and related equipment $ 2,451,820 $ 2,372,881 Construction in progress 54,367 57,611 Land and line fill 16,311 12,816 Other 70,756 66,303 Total 2,593,254 2,509,611 Less: accumulated depreciation ( 749,108 ) ( 724,582 ) Property, plant and equipment, net $ 1,844,146 $ 1,785,029 When the carrying amount of a long-lived asset is not recoverable, an impairment is recognized equal to the excess of the asset’s carrying value over its fair value, which is based on inputs that are not observable in the market, and thus represent Level 3 inputs under GAAP’s fair value hierarchy. The Company recognized $ 2.7 million, $ 68.3 million, and $ 0.5 million of impairments during the fiscal years ended December 31, 2025, 2024, and 2023, respectively. The Company cannot predict the likelihood of future impairments, if any. Depreciation expense and capitalized interest for the Company follow. Year ended December 31, 2025 2024 2023 (In thousands) Depreciation expense $ 98,876 $ 85,615 $ 95,307 Capitalized interest 1,785 1,164 1,284 6. INTANGIBLE ASSETS Details regarding the Company’s intangible assets follow. December 31, 2025 Gross carrying amount Accumulated amortization Net (In thousands) Favorable gas gathering contracts $ 21,063 $ ( 17,623 ) $ 3,440 Contract intangibles 146,900 ( 141,439 ) 5,461 Rights-of-way 209,022 ( 72,795 ) 136,227 Indefinite-lived intangibles 8,436 — 8,436 Total intangible assets $ 385,421 $ ( 231,857 ) $ 153,564 December 31, 2024 Gross carrying amount Accumulated amortization Net (In thousands) Favorable gas gathering contracts $ 21,063 $ ( 16,685 ) $ 4,378 Contract intangibles 146,900 ( 134,885 ) 12,015 Rights-of-way 197,077 ( 67,627 ) 129,450 Indefinite-lived intangibles 8,436 — 8,436 Total intangible assets $ 373,476 $ ( 219,197 ) $ 154,279 102 The Company recognized amortization expense of its favorable gas gathering contracts in Other revenues as follows: Year ended December 31, 2025 2024 2023 (In thousands) Amortization expense – favorable gas gathering contracts $ 938 $ 938 $ 938 The Company recognized amortization expense of its contract and right of way intangibles in costs and expenses as follows: Year ended December 31, 2025 2024 2023 (In thousands) Amortization expense – contract intangibles $ 6,554 $ 7,093 $ 18,881 Amortization expense – rights-of-way 8,730 7,940 8,576 The Company’s estimated aggregate annual amortization expected to be recognized for each of the five succeeding fiscal years and thereafter, as of December 31, 2025, follows. (In thousands) 2026 $ 14,967 2027 9,506 2028 9,338 2029 8,893 2030 8,233 7. EQUITY METHOD INVESTMENTS As of December 31, 2025, the Company has an equity method investment in Double E, the balance of which is included in the Investment in equity method investees caption on the consolidated balance sheets. On March 22, 2024, in connection with the Utica Sale, the Company sold its investment in Ohio Gathering and recognized a $ 126.3 million gain, which is recorded within Gain on sale of equity method investment within the consolidated statements of operations. See Note 3 - Acquisitions and Divestitures for additional information. Details of the Company’s equity method investments follow. December 31, 2025 December 31, 2024 (In thousands) Double E (1) $ 265,583 $ 269,561 (1) The Company’s investment balance in Double E includes capitalized interest costs. Double E. The Company, through its wholly owned subsidiary Summit Permian Transmission, LLC (“Summit Permian Transmission”), has a 70 % ownership in Double E Pipeline, LLC (“Double E”). Double E owns a long-haul natural gas pipeline (the “Double E Pipeline”) that provides transportation service for residue natural gas from multiple receipt points in the Delaware Basin to various delivery points in and around the Waha hub in Texas. The Double E Pipeline commenced operations in November 2021 and during the years ended December 31, 2025 and 2024, the Company made cash investments of $ 3.8 million and $ 3.9 million, respectively, in Double E. During the year ended December 31, 2025, Double E made distributions to its investors totaling $ 44.0 million of which the Company received $ 30.8 million. All amounts received by the Company were utilized for payment of interest and principal on the Permian Transmission Term Loan and distributions to the holders of the Subsidiary Series A Preferred Units. Double E is deemed to be a variable interest entity as defined in GAAP. Summit Permian Transmission was not deemed to be the primary beneficiary of Double E due to the voting rights of Double E’s other owner regarding significant matters. The Company accounts for its ownership interest in Double E as an equity method investment because it has significant influence over Double E. 103 Summarized balance sheet information for Double E follows (amounts represent 100% of investee financial information). December 31, 2025 December 31, 2024 (In thousands) Current assets $ 9,850 $ 10,762 Noncurrent assets 374,971 385,837 Total assets $ 384,821 $ 396,599 Current liabilities $ 6,780 $ 10,987 Noncurrent liabilities 10,424 11,890 Total liabilities $ 17,204 $ 22,877 Summarized statements of operations information for Double E follows (amounts represent 100% of investee financial information). Year Ended December 31, 2025 Year Ended December 31, 2025 Year Ended December 31, 2024 Year Ended Year Ended December 31, 2023 (In thousands) Total revenues $ 56,889 $ 52,981 $ 42,335 Total operating expenses 27,611 28,328 26,868 Net income $ 29,270 $ 24,660 $ 15,467 As of December 31, 2025 and 2024, the Company’s carrying amount of its interest in Double E approximated its underlying investment. Ohio Gathering. The Company had an investment in OGC and OCC that was collectively referred to as Ohio Gathering. Ohio Gathering owned, operated and developed midstream infrastructure consisting of a liquids-rich natural gas gathering system, a dry natural gas gathering system and a condensate stabilization facility in the Utica Shale in southeastern Ohio. Ohio Gathering provided gathering services pursuant to primarily long-term, fee-based gathering agreements, which included acreage dedications. As previously discussed, on March 22, 2024, the Company completed the Utica Sale. Summit Utica was the owner of Ohio Gathering. Ohio Gathering was accounted for as an equity method investment because it had joint control with non-affiliated owners, which gave the Company significant influence. For the years ended December 31, 2024 and 2023, equity in earnings from our equity method investee Ohio Gathering totaled $ 7.0 million and $ 22.9 million, respectively. 8. DEFERRED REVENUE The balances in deferred revenue as of December 31, 2025 and 2024 are primarily related to contributions in aid of construction which will be recognized as revenue over the life of the contract. An update of current deferred revenue follows. (In thousands) Current deferred revenue, December 31, 2024 $ 9,595 Additions 11,106 Less: revenue recognized and other ( 10,579 ) Current deferred revenue, December 31, 2025 $ 10,122 An update of noncurrent deferred revenue follows. (In thousands) Noncurrent deferred revenue, December 31, 2024 $ 25,373 Additions 3,953 Less: reclassification to current deferred revenue and other ( 10,928 ) Noncurrent deferred revenue, December 31, 2025 $ 18,398 104 9. DEBT Debt for the Company as of December 31, 2025 and 2024 follows. December 31, 2025 December 31, 2024 (In thousands) Amended and Restated ABL Facility : Summit Holdings’ asset based credit facility due July 2029 $ 113,000 $ 305,000 Permian Transmission Term Loan : Summit Permian Transmission’s variable rate senior secured term loan due January 2028 116,998 129,321 2029 Secured Notes : 8.625 % senior secured second lien notes due October 2029 825,000 575,000 Less: unamortized debt discount and debt issuance costs ( 9,428 ) ( 15,746 ) Total debt, net of unamortized debt discount, premium and debt issuance costs 1,045,570 993,575 Less: current portion of Permian Transmission Term Loan (1) ( 21,223 ) ( 16,580 ) Total long-term debt $ 1,024,347 $ 976,995 (1) Amounts include $ 4.3 million for 2025 principal payment made on January 2, 2026. The aggregate amount of Company’s debt maturing during each of the years after December 31, 2025 are as follows (in thousands): 2026 $ 21,223 2027 17,769 2028 78,006 2029 938,000 2030 — Thereafter — Total debt $ 1,054,998 Amended and Restated ABL Facility. Concurrently with the issuance of the 2029 Secured Notes, as discussed below, on July 26, 2024, Summit Holdings, as borrower, amended and restated its existing first-lien, senior secured credit agreement pursuant to that certain Amended and Restated Loan and Security Agreement (the “Amended and Restated ABL Agreement”), with SMLP, the subsidiaries party thereto, Bank of America, N.A., as agent, and the several lenders and other agents party thereto, consisting of a $ 500.0 million asset-based revolving credit facility (the “Amended and Restated ABL Facility”), subject to a borrowing base comprised of a percentage of eligible accounts receivable of Summit Holdings and certain of its subsidiaries that guarantee the Amended and Restated ABL Facility (collectively, the “Amended and Restated ABL Facility Subsidiary Guarantors”) and a percentage of eligible above-ground fixed assets including eligible compression units, processing plants, compression stations and related equipment of Summit Holdings and the Amended and Restated ABL Facility Subsidiary Guarantors. As of December 31, 2025, the most recent borrowing base determination of eligible assets, totaled $ 809.8 million, an amount greater than the $ 500.0 million of aggregate lending commitments. The Amended and Restated ABL Facility will mature on the earliest of (a) July 26, 2029, (b) July 31, 2029 if either (i) the outstanding amount of the 2029 Secured Notes (or any refinancing debt permitted under the Amended and Restated ABL Facility in respect thereof that has a final maturity date, scheduled amortization or any other scheduled repayment, mandatory prepayment, mandatory redemption or sinking fund obligation prior to the date that is 91 days after the Amended and Restated ABL Termination Date (as defined below) (provided, that the terms of such permitted refinancing debt may (x) require the payment of interest from time to time and (y) include customary mandatory redemptions, prepayments or offers to purchase with proceeds of asset sales or upon the occurrence of a change of control)) on such date equals or exceeds $ 50.0 million or (ii) the outstanding amount of such debt described in clause (i) above on such date is less than $ 50.0 million and Liquidity (as defined in the Amended and Restated ABL Agreement) at any time on or after such date is less than the sum of (A) such outstanding amount and (B) the greater of (x) 10 % of the aggregate Commitments (as defined in the Amended and Restated ABL Agreement) then in effect and (y) $ 50.0 million (and, for the avoidance of doubt, once the Amended and Restated ABL Termination Date occurs it may not be unwound as a result of Liquidity (as defined in the Amended and Restated ABL Agreement) increasing on a subsequent date), and (c) any date on which the aggregate Commitments terminate thereunder (such date, the “Amended and Restated ABL Termination Date”). Borrowings under the Amended and Restated ABL Facility bear interest at rates equal to, at the election of Summit Holdings, at a SOFR-based rate or a base rate, in each case, plus an applicable borrowing margin based on our Total Net Leverage Ratio (as 105 defined in the Amended and Restated ABL Agreement consistent with the Amended and Restated ABL Facility). The applicable margin for base rate loans varies from 1.50 % to 2.25 % and the applicable margin for SOFR-based loans varies from 2.50 % to 3.25 %, in each case, depending on the Company’s Total Net Leverage Ratio (as defined in the Amended and Restated ABL Agreement). The Amended and Restated ABL Facility (together with certain Secured Bank Product Obligations (as defined in the Amended and Restated ABL Agreement)) is jointly and severally guaranteed, on a senior first-priority secured basis (subject to permitted liens), by SMLP, Summit Holdings and each of the Amended and Restated ABL Facility Subsidiary Guarantors. The Amended and Restated ABL Facility restricts, among other things, Summit Holdings’ and its Restricted Subsidiaries’ (as defined in the Amended and Restated ABL Agreement) ability and the ability of certain of their subsidiaries to: (i) incur additional debt or issue preferred stock; (ii) make distributions or repurchase equity; (iii) make payments on or redeem junior lien, unsecured or subordinated indebtedness; (iv) create liens or other encumbrances; (v) make investments, loans or other guarantees; (vi) engage in transactions with affiliates; and (viii) make acquisitions or merge or consolidate with another entity. These covenants are subject both to a number of important exceptions and qualifications. The Amended and Restated ABL Facility requires that Summit Holdings not permit (i) the First Lien Net Leverage Ratio (as defined in the Amended and Restated ABL Agreement) as of the last day of any fiscal quarter to be greater than 2.50 :1.00, or (ii) the Interest Coverage Ratio (as defined in the Amended and Restated ABL Agreement) as of the last day of any fiscal quarter to be less than 2.00 :1.00. As of December 31, 2025, the First Lien Net Leverage Ratio was 0.48 :1.00 and the Interest Coverage Ratio was 2.70 :1.00, and the Company was in compliance with the financial covenants of the Amended and Restated ABL Facility. The Amended and Restated ABL Facility contains certain events of default customary for instruments of this type. In the case of an event of default arising from certain events of bankruptcy, insolvency or reorganization with respect to Summit Holdings, all outstanding Obligations (as defined in the Amended and Restated ABL Agreement) will become due and payable immediately without further action or notice and all Commitments (as defined in the Amended and Restated ABL Agreement) under the Amended and Restated ABL Facility will terminate. Pursuant to the Amended and Restated ABL Agreement, the Obligations (as defined in the Amended and Restated ABL Agreement) are generally secured by a first priority lien on and security interest in (subject to permitted liens), subject to certain exclusions and limitations set forth in the Amended and Restated ABL Agreement, (i) substantially all of the personal property of Summit Holdings and the Amended and Restated ABL Facility Subsidiary Guarantors, (ii) all equity interests in Summit Holdings and certain other entities, all debt securities and certain rights related to the foregoing, in each case, owned by the Company, (iii) Closing Date Material Gathering Station Real Property and Closing Date Pipeline Material Gathering Station Real Property (each, as defined in the Amended and Restated ABL Agreement) and certain other material real property interests (including improvements thereon) of Summit Holdings and the Amended and Restated ABL Facility Subsidiary Guarantors as provided in the Amended and Restated ABL Agreement and (iv) all proceeds of the foregoing collateral . As of December 31, 2025, the applicable margin under the adjusted SOFR borrowings was 2.75 %, the interest rate was 6.57 %, and the total available borrowing capacity totaled $ 385.7 million, after giving effect to certain adjustments that are primarily related to the issuance of $ 0.8 million in outstanding but undrawn irrevocable standby letters of credit. Intercreditor Agreement. On November 2, 2021, in connection with the entry into the ABL Facility and issuance of the 2026 Secured Notes, Summit Holdings and the other guarantors party thereto entered into an Intercreditor Agreement (as reaffirmed and modified by the Notice of Reaffirmation (as defined below), the “Intercreditor Agreement”) with Bank of America, N.A., as first lien representative and collateral agent for the initial first lien claimholders, Regions Bank, as second lien representative for the initial second lien claimholders and collateral agent for the initial second lien claimholders. On July 26, 2024, in connection with and substantially concurrently with the entry into the Amended and Restated ABL Agreement, Bank of America, N.A. reaffirmed the Intercreditor Agreement pursuant to that certain Notice and Reaffirmation of Intercreditor Agreement (the “Notice of Reaffirmation”), dated as of July 26, 2024, and Regions Bank joined the Intercreditor Agreement as an additional second lien representative for the additional second lien claimholders and additional second lien collateral agent for the additional second lien claimholders. The Intercreditor Agreement established (i) a first-priority lien (subject to permitted liens) status for the liens on the collateral securing the Amended and Restated ABL Facility and any additional first-lien indebtedness and (ii) a junior priority lien (subject to permitted liens) status for the liens on the collateral securing the 2029 Secured Notes and any additional second-lien indebtedness. Permian Transmission Credit Facilities. On March 8, 2021 (the “Permian Closing Date”), the Company’s unrestricted subsidiary, Summit Permian Transmission, entered into a Credit Agreement which allows for $ 175.0 million of senior secured credit facilities (the “Permian Transmission Credit Facilities”), including a $ 160.0 million Term Loan Facility and a $ 15.0 million Working Capital Facility. The Permian Transmission Credit Facilities can be used to finance Summit Permian Transmission’s capital calls associated with its investment in Double E, debt service, and other general corporate purposes. 106 Unexpended proceeds from draws on the Permian Transmission Credit Facilities are classified as restricted cash on the accompanying consolidated balance sheets. As of December 31, 2025, the applicable margin under adjusted term SOFR borrowings was 2.475 %, the interest rate was 6.50 % and the unused portion of the Permian Transmission Credit Facilities totaled $ 2.0 million, subject to a commitment fee of 0.7 % after giving effect to the issuance of $ 13.0 million in outstanding but undrawn irrevocable standby letters of credit. Summit Permian Transmission entered into interest rate hedges with notional amounts representing approximately 90 % of the Permian Term Loan Facility at a fixed SOFR rate of 1.23 %. As of December 31, 2025, the Company was in compliance with the financial covenants of the Permian Transmission Credit Facilities. See Note 19 - Subsequent Events for additional information. Permian Transmission Term Loan. In accordance with the terms of the Permian Transmission Credit Facilities, in January 2022, the Permian Term Loan Facility was converted into a Term Loan (the “Permian Transmission Term Loan”). The Permian Transmission Term Loan is due January 2028. As of December 31, 2025, the applicable margin under adjusted term SOFR borrowings was 2.475 % and the interest rate was 6.50 %. As of December 31, 2025, the Company was in compliance with the financial covenants governing the Permian Transmission Term Loan. See Note 19 - Subsequent Events for additional information. In accordance with the terms of the Permian Transmission Term Loan, Summit Permian Transmission is required to make mandatory principal repayments. Below is a summary of the remaining mandatory principal repayments as of December 31, 2025: (In thousands) Total 2026 (1) 2027 2028 2029 Thereafter Amortizing principal repayments $ 116,998 $ 21,223 $ 17,769 $ 78,006 $ — $ — (1) Amounts include $ 4.3 million for 2025 principal payment made on January 2, 2026. 2029 Secured Notes. On July 26, 2024, Summit Holdings issued $ 575.0 million aggregate principal amount of 8.625 % Senior Secured Second Lien Notes due 2029 (the “2029 Secured Notes”). The 2029 Secured Notes are guaranteed on a senior second-priority basis by Summit Midstream Corporation and certain of Summit Midstream Corporation’s existing and future subsidiaries and are secured on a second-priority basis by substantially the same collateral that is pledged for the benefit of the lenders under the Amended and Restated ABL Facility. On January 10, 2025, Summit Holdings issued an additional $ 250.0 million in aggregate principal amount of 2029 Secured Notes, at a price of 103.375 % of their face value, as additional notes under the same indenture pursuant to which, on July 26, 2024, Summit Holdings issued $ 575.0 million in aggregate principal amount of 2029 Secured Notes. The 2029 Secured Notes mature on October 31, 2029 and have interest payable semi-annually in arrears on each February 15 and August 15. At any time prior to July 31, 2026, Summit Holdings may on any one or more occasions redeem up to 40 % of the aggregate principal amount of the 2029 Secured Notes at a redemption rate of 108.625 % of the principal amount plus accrued and unpaid interest, if any, to, but not including, the redemption date, in an amount not greater than the net cash proceeds of one or more equity offerings. At any time before July 31, 2026, Summit Holdings may also redeem the 2029 Secured Notes, in whole or in part, at a price equal to 100 % of their principal amount, plus a make-whole premium, together with accrued and unpaid interest to, but not including, the redemption date. Thereafter, Summit Holdings may redeem all or a portion of the 2029 Secured Notes in whole at any time or in part from time to time at the following redemption prices (expressed as percentages of the principal amount) plus accrued and unpaid interest if redeemed during the periods indicated below: Period Redemption Price July 31, 2026 to July 30, 2027 104.313 % July 31, 2027 to July 30, 2028 102.156 % July 31, 2028 and thereafter 100.000 % As of December 31, 2025, the Company was in compliance with the financial covenants of the indenture governing the 2029 Secured Notes. 2026 Secured Notes. In 2021, Summit Holdings and Summit Midstream Finance Corp. (“Finance Corp.”) issued $ 700.0 million of 8.500 % Senior Secured Second Lien Notes due 2026 (the “2026 Secured Notes”) to eligible purchasers pursuant to Rule 144A and Regulation S of the Securities Act, at a price of 98.5 % of their face value. Additionally, in November 2022, in connection with the acquisition of Outrigger DJ Midstream LLC from Outrigger Energy II LLC, and each of Sterling Energy Investments LLC, Grasslands Energy Marketing LLC and Centennial Water Pipelines LLC from Sterling Investment Holdings LLC, Summit Holdings and Finance Corp issued an additional $ 85.0 million of 2026 Secured Notes at a price of 99.26 % of their face value. The Company paid interest on the 2026 Secured Notes semi-annually on April 15 and October 15 of each year. 107 2026 Secured Notes Tender Offers and Redemption. On March 27, 2024, Summit Holdings and Finance Corp. commenced a cash tender offer to purchase up to $ 19.3 million of the outstanding 2026 Secured Notes (the “Excess Cash Flow Offer”). The Excess Cash Flow Offer expired on April 24, 2024 with $ 13.6 million of the 2026 Secured Notes tendered and validly accepted and fully discharged. On May 7, 2024, Summit Holdings and Finance Corp. commenced a cash tender offer to purchase up to $ 215.0 million of the outstanding 2026 Secured Notes (the “2026 Secured Notes Asset Sale Offer”). The 2026 Secured Notes Asset Sale Offer expired on June 5, 2024 with $ 6.9 million of the 2026 Secured Notes tendered and validly accepted and fully discharged. On July 26, 2024, concurrently with closing the offering of 2029 Secured Notes, Summit Holdings and Finance Corp. consummated a cash tender offer to purchase any and all of the outstanding 2026 Secured Notes (the “2026 Secured Notes Tender Offer”). Summit Holdings and Finance Corp. accepted for payment and made payment for $ 649.8 million aggregate principal amount of the 2026 Secured Notes validly tendered in the 2026 Secured Notes Tender Offer. On July 26, 2024, concurrently with consummation of the 2026 Secured Notes Tender Offer, Summit Holdings and Finance Corp. delivered a notice of redemption to holders of 2026 Secured Notes for the redemption of all $ 114.7 million aggregate principal amount of 2026 Secured Notes not purchased in the 2026 Secured Notes Tender Offer, at a price equal to 102.125 % of the principal amount thereof, plus accrued and unpaid interest to the redemption date (which was October 15, 2024). On July 26, 2024, concurrently with delivery of the notice of redemption, Summit Holdings and Finance Corp irrevocably deposited $ 121.2 million in aggregate principal amount of non-callable United States Treasury securities, which included amounts for principal, interest, and premium with the trustee to satisfy and discharge the 2026 Secured Notes until redeemed on October 15, 2024 with the funds deposited with the trustee. On October 15, 2024, the 2026 Secured Notes were fully repaid, and as of December 31, 2025, no amounts of the 2026 Secured Notes remained outstanding. 2026 Unsecured Notes. In November 2023, Summit Holdings and Finance Corp. issued a total of $ 209.5 million aggregate principal amount of 2026 Unsecured Notes (“2026 Unsecured Notes”) in exchange for $ 180.0 million aggregate principal amount of the 2025 Senior Notes and $ 29.5 million in cash. The cash raised was used to repurchase $ 29.7 million aggregate principal amount of the remaining 2025 Senior Notes that were not exchanged. The Company paid interest on the 2026 Unsecured Notes semi-annually in cash in arrears on April 15 and October 15 of each year. On June 7, 2024, Summit Holdings and Finance Corp. delivered a redemption notice with respect to all $ 209.5 million of the outstanding 2026 Unsecured Notes. On June 24, 2024, the 2026 Unsecured Notes were fully repaid and discharged. As of December 31, 2025, no amounts of the 2026 Unsecured Notes remained outstanding. 2025 Senior Notes. In February 2017, Summit Holdings and Finance Corp. issued the 2025 Senior Notes. The Company paid interest on the 2025 Senior Notes semi-annually in cash in arrears on April 15 and October 15 of each year. Summit Holdings and Finance Corp. had the right to redeem all or part of the 2025 Senior Notes at a redemption price of 100.00 %, plus accrued and unpaid interest, if any, to, but not including, the redemption date. In November 2023, the Company exchanged $ 180.0 million aggregate principal amount of the 2025 Senior Notes and repurchased $ 29.7 million aggregate principal amount of the remaining 2025 Senior Notes that were not exchanged. On July 17, 2024, Summit Holdings and Finance Corp. delivered a conditional notice of redemption to holders of 2025 Senior Notes for the redemption of all $ 49.8 million aggregate principal amount of outstanding 2025 Senior Notes, at a price equal to 100.00 % of the principal amount thereof, plus accrued and unpaid interest to the redemption date, which was conditioned on the closing of the offering of 2029 Secured Notes. On July 26, 2024, concurrently with the closing of the offering of 2029 Secured Notes, Summit Holdings and Finance Corp. irrevocably deposited $ 50.6 million in aggregate principal amount of non-callable U.S. Treasury securities, which included amounts for principal and interest with the trustee to satisfy and discharge the 2025 Senior Notes until redeemed with the funds deposited with the trustee. On August 16, 2024, the 2025 Senior Notes were fully repaid, and as of December 31, 2025, no amounts of the 2025 Senior Notes remained outstanding. 10. COMMITMENTS AND CONTINGENCIES Environmental Matters. Although the Company believes that it is in material compliance with applicable environmental regulations, the risk of environmental remediation costs and liabilities are inherent in pipeline ownership and operation. Furthermore, the Company can provide no assurances that significant environmental remediation costs and liabilities will not be incurred in the future. The Company is currently not aware of any material contingent liabilities that exist with respect to environmental matters, except as noted below. As of December 31, 2025, the Company has recognized (i) a current liability for remediation effort expenditures expected to be incurred within the next 12 months and (ii) a noncurrent liability for estimated remediation expenditures expected to be incurred 108 subsequent to December 31, 2026. Each of these amounts represent the Company’s best estimate for costs expected to be incurred. Neither of these amounts have been discounted to their present value. An update of the Company’s undiscounted accrued environmental remediation is as follows and is primarily related to the 2015 Blacktail Release and other environmental remediation activities, as detailed below. (In thousands) Accrued environmental remediation, December 31, 2023 $ 2,937 Payments made ( 1,160 ) Changes in estimates 421 Accrued environmental remediation, December 31, 2024 $ 2,198 Payments made ( 260 ) Changes in estimates ( 176 ) Accrued environmental remediation, December 31, 2025 $ 1,762 In 2015, SMLP learned of the rupture of a four-inch produced water gathering pipeline on the Meadowlark Midstream system near Williston, North Dakota (“2015 Blacktail Release”). On August 4, 2021, subsidiaries of SMLP entered into the following agreements to resolve the U.S. federal and North Dakota state governments’ environmental claims with respect to the 2015 Blacktail Release: (i) a Consent Decree with the U.S. Department of Justice, the U.S. Environmental Protection Agency (“EPA”), and the State of North Dakota (“Consent Decree”); (ii) a Plea Agreement with the United States (“Plea Agreement”); and (iii) a Consent Agreement with the North Dakota Industrial Commission (“Consent Agreement” together with the Consent Decree and Plea Agreement, the “Global Settlement”). As of December 31, 2025 and 2024, the accrued loss liability for the 2015 Blacktail Release was $ 8.3 million and $ 15.0 million, respectively, and are recorded within Other noncurrent liabilities and Accrued settlement payable within the consolidated balance sheets. The Company intends to fully satisfy all monetary obligations related to the 2015 Blacktail Release by December 31, 2026. Key terms of the Global Settlement included (i) payment of penalties and fines totaling $ 36.3 million, consisting of $ 1.25 million in natural resource damages payable to federal and state governments, $ 25.0 million payable to the federal government over five years , and $ 10.0 million payable to state governments over, for the federal and state civil amounts, six years and, for the federal criminal amounts, five years , with interest applied to unpaid amounts accruing at, for the federal and state civil amounts, a fixed rate of 3.25 % and, for the federal criminal amounts, a variable rate set by statute (ii) continuation of remediation efforts at the site of the 2015 Blacktail Release; (iii) other injunctive relief including but not limited to control room management, environmental management system audit, training, and reporting; (iv) guilty pleas by defendant Summit Midstream Partners, LLC (the “Defendant”) for (a) one charge of negligent discharge of a harmful quantity of oil and (b) one charge of knowing failure to immediately report a discharge of oil; and (v) organizational probation for a minimum period of three years from sentencing on December 6, 2021, including payment in full of certain components of the fines and penalty amounts. The agreements comprising the Global Settlement were subject to the approval of the U.S. District Court for the District of North Dakota (the “U.S. District Court”). The U.S. District Court entered an order making the civil components of the Global Settlement effective on September 28, 2021 and accepted the sentencing in the Plea Agreement on December 6, 2021, completing approval of the Global Settlement. Subsidiaries of the Company are also participating in two proceedings before the EPA as a result of the Plea Agreement becoming effective. Following the U.S. District Court’s entering judgment on the Defendant’s guilty plea to one count of negligent discharge of produced water in violation of the Clean Water Act, the Defendant was statutorily debarred by operation of law pursuant to 33 U.S.C. § 1368(a) to participate in federal awards performed at the “violating facility,” which the EPA determined to be the Marmon subsystem of the produced water gathering system in North Dakota. The scope and effect of the debarment as defined do not materially affect the Company’s operations. The Defendant has submitted a petition for reinstatement, which was denied by the EPA’s suspension and debarment office (“SDO”) on July 11, 2022. The SDO determined that the term of probation in the Plea Agreement was the appropriate period of time to demonstrate the Defendant’s change of corporate attitude, policies, practices, and procedures. SMLP and certain subsidiaries of SMLP have also received a show cause notice from the EPA requesting us to “show cause” why SDO should not issue a Notice of Proposed Debarment to the Defendant and certain affiliates under 2 C.F.R. § 180.800(d), to which SMLP responded, and in which proceeding no further developments have occurred. Legal Proceedings. The Company is involved in various litigation and administrative proceedings arising in the ordinary course of business. In the opinion of management, any liabilities, which include insured claims, would not individually or in the aggregate have a material adverse effect on the Company’s financial position or results of operations. When a liability is covered by insurance, the Company reports the gross liability for the loss and a separate asset for the estimate of the probable 109 amount recoverable from the insurance company. As of December 31, 2025, the Company has an accrued loss liability of $ 0.9 million related to ongoing legal matters. 11. FINANCIAL INSTRUMENTS Concentrations of Credit Risk. Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash and cash equivalents, restricted cash, and accounts receivable. The Company maintains its cash and cash equivalents and restricted cash in bank deposit accounts that frequently exceed federally insured limits. The Company has not experienced any losses in such accounts and does not believe it is exposed to any significant risk. Accounts receivable primarily comprise amounts due for the gathering, compression, treating, and processing services the Company provides to its customers and also the sale of natural gas liquids resulting from its processing services. This industry concentration has the potential to impact its overall exposure to credit risk, either positively or negatively, in that the Company’s customers may be similarly affected by changes in economic, industry or other conditions. The Company monitors the creditworthiness of its counterparties and can require letters of credit or other forms of credit assurance for receivables from counterparties that are judged to have substandard credit unless the credit risk can otherwise be mitigated. Fair Value. The carrying amount of cash and cash equivalents, restricted cash, accounts receivable and trade accounts payable reported on the consolidated balance sheet approximates fair value due to their short-term maturities. A summary of the estimated fair value of the Company’s debt financial instruments follows. December 31, 2025 December 31, 2024 Carrying Value (1) Estimated fair value (Level 2) Carrying Value (1) Estimated fair value (Level 2) (in thousands) 2029 Secured Notes $ 825,000 $ 851,125 $ 575,000 $ 595,125 (1) Excludes applicable unamortized debt issuance costs and debt discounts. The carrying values on the balance sheets of both the Amended and Restated ABL Facility and Permian Transmission Term Loan represents their fair values due to their floating interest rates. The fair value for the 2029 Secured Notes is based on an average of nonbinding broker quotes as of December 31, 2025 and 2024. The use of different market assumptions or valuation methodologies may have a material effect on the estimated fair value. Deferred Earn-Outs. The estimated fair value of the Company’s deferred earn-outs are remeasured each reporting period and estimated using discounted cash flow techniques with appropriate discount rates. Given the unobservable nature of the inputs, the fair value measurement of the deferred earn-out is deemed to use Level 3 inputs. Tall Oak earn-out: In connection with the Tall Oak Acquisition, the Company incurred a deferred earn-out liability. As of December 31, 2025, the estimated fair value of the deferred earn-out liability recorded on the Company’s consolidated balance sheet was $ 21.5 million which is reflected within other current liabilities. The earn-out becomes payable to Tall Oak Parent subject to Tall Oak and its customers meeting certain development requirements. Interest Rate Swaps. In connection with the Permian Transmission Term Loan, formerly the Permian Transmission Credit Facilities, SMLP entered into amortizing interest rate swap agreements. As of December 31, 2025 and 2024, the outstanding notional amount of interest rate swaps was $ 101.5 million and $ 116.4 million, respectively. These interest rate swaps manage exposure to variability in expected cash flows attributable to interest rate risk. Interest rate swaps convert a portion of the Company’s variable rate debt to fixed rate debt. The Company chooses counterparties for its derivative instruments that it believes are creditworthy at the time the transactions are entered into, and the Company actively monitors the creditworthiness where applicable. However, there can be no assurance that a counterparty will be able to meet its obligations to the Company. The Company presents its derivative positions on a gross basis and does not net the asset and liability positions. As of December 31, 2025 and 2024, the Company’s interest rate swap agreements had a fair value of $ 6.6 million and $ 11.0 million, respectively, and are recorded within other noncurrent assets within the consolidated balance sheets. The derivative instruments’ fair value are determined using level 2 inputs from the fair value hierarchy. 12. EQUITY AND MEZZANINE EQUITY Common Stock. Upon the consummation of the Corporate Reorganization, each outstanding common unit of SMLP was converted into the right to receive 1.000 shares of common stock of Summit Midstream Corporation. An update on the number of shares of common stock issued and outstanding follows for the period from December 31, 2022 to December 31, 2025. 110 Common Units Shares of Common Stock Units, December 31, 2022 10,182,763 — Common units issued for SMLP LTIP, net 193,426 — Units, December 31, 2023 10,376,189 — Common units issued for SMLP LTIP, net 272,496 — Corporate Reorganization ( 10,648,685 ) 10,648,685 Shares issued for SMC LTIP, net — 10,535 Shares, December 31, 2024 — 10,659,220 Conversion of Class B Common Stock and Partnership Common Units — 946,541 Shares issued for SMC LTIP, net — 194,294 Moonrise Acquisition — 462,265 Shares, December 31, 2025 — 12,262,320 Class B Common Stock. In the Tall Oak Acquisition, the Company issued 7,471,008 shares of non-economic Class B Common Stock to Tall Oak Parent. Such shares of Class B Common Stock have Company voting rights and are exchangeable along with the associated Partnership Common Units for shares of our common stock at the election of the holder for no additional consideration. An update on the number of shares of Class B Common Stock follows for the period from December 31, 2022 to December 31, 2025. Shares of Class B Common Stock Shares, December 31, 2022 — Shares, December 31, 2023 — Tall Oak Acquisition 7,471,008 Shares, December 31, 2024 7,471,008 Conversion of Class B Common Stock ( 946,541 ) Shares, December 31, 2025 6,524,467 Series A Preferred Stock. Upon the consummation of the Corporate Reorganization, each outstanding Series A Preferred Unit was converted into the right to receive 1.000 shares of Series A Preferred Stock of Summit Midstream Corporation, with the liquidation preference of each share of Series A Preferred Stock initially equal to $ 1,000 and the Certificate of Designation of Series A Floating Rate Cumulative Redeemable Perpetual Preferred Stock of Summit Midstream Corporation (the “Series A Certificate of Designation”) deeming all accumulated and unpaid distributions on the Series A Preferred Units to be Series A Unpaid Cash Dividends (as defined in the Series A Certificate of Designation) per share of Series A Preferred Stock, which constituted all consideration to be paid in respect to such Series A Preferred Units, and any rights to accumulated and unpaid distributions on such Series A Preferred Units were discharged. The Series A Preferred Stock ranks senior to (i) shares of common stock and Class B Common Stock and (ii) each other class or series of company interests or other equity securities in the Company that may be established in the future that expressly ranks junior to the Series A Preferred Stock as to the payment of dividends and amounts payable upon a liquidation event. The Series A Preferred Stock ranks equal in all respects with each class or series of company interests or other equity securities in the Company that may be established in the future that is not expressly made senior or subordinated to the Series A Preferred Stock as to the payment of dividends and amounts payable on a liquidation event. The Series A Preferred Stock ranks junior to (i) all of the Company’s existing and future indebtedness and other liabilities with respect to assets available to satisfy claims against the Company and (ii) each other class or series of company interests or other equity securities in the Company established in the future that is expressly made senior to the Series A Preferred Stock as to the payment of dividends and amounts payable upon a liquidation event. Dividends on the Series A Preferred Stock are cumulative and compounding and are payable quarterly in arrears on the 15th day of March, June, September and December of each year (each, a “Dividend Payment Date”) to holders of record as of the close of business on the first business day of the month of the applicable Dividend Payment Date, in each case, when, as, and if declared by the Company’s Board of Directors out of legally available funds for such purpose. The dividend rate for the Series A Preferred Stock is equal to the three-month SOFR plus a spread of 7.69 %. The floating rate established on December 15, 2025 for the period ending March 31, 2026 was 11.4 %. 111 On May 3, 2020, SMLP suspended distributions to holders of the Series A Preferred Units, commencing with respect to the quarter ending March 31, 2020. On February 28, 2025, the Company announced the resumption of its dividends to holders of shares of Series A Preferred Stock (the “Series A Preferred Dividend”). During the year ended December 31, 2025, cash dividend payments totaling $ 13.4 million were paid. As of December 31, 2025, the Company had 65,508 shares of Series A Preferred Stock outstanding and $ 46.6 million of accrued and unpaid distributions on the Series A Preferred Stock. See Note 19 - Subsequent Events for additional information. An update on the number of shares of Series A Preferred Stock is as follows for the period from December 31, 2022 to December 31, 2025. Series A Preferred Units Series A Preferred Stock Units, December 31, 2022 65,508 — 2023 activity — — Units, December 31, 2023 65,508 — Corporate Reorganization ( 65,508 ) 65,508 Shares, December 31, 2024 — 65,508 2025 activity — — Shares, December 31, 2025 — 65,508 Partnership Common Units. In the Tall Oak Acquisition, the Company issued 7,471,008 Partnership Common Units to Tall Oak Parent. Such Partnership Common Units are exchangeable along with the associated shares of Class B Common Stock for shares of the Company’s common stock at the election of the holder for no additional consideration. An update on the number of Partnership Common Units not owned by the Company follows for the period from December 31, 2022 to December 31, 2025. Partnership Common Units Units, December 31, 2022 — Units, December 31, 2023 — Tall Oak Acquisition 7,471,008 Units, December 31, 2024 7,471,008 Conversion of Partnership Common Units ( 946,541 ) Units, December 31, 2025 6,524,467 Subsidiary Series A Preferred Units. Summit Permian Transmission Holdco, LLC (“Permian Holdco”) has Series A Fixed Rate Cumulative Redeemable Preferred Units (“Subsidiary Series A Preferred Units”) that rank senior to each other class or series of limited liability company interests or other equity securities in Permian Holdco that may be established in the future that expressly ranks junior to the Subsidiary Series A Preferred Units as to the payment of distributions and amounts payable upon a liquidation event. The Subsidiary Series A Preferred Units rank equal in all respects with each class or series of limited liability company interests or other equity securities in Permian Holdco that may be established in the future that is not expressly made senior or subordinated to the Subsidiary Series A Preferred Units as to the payment of distributions and amounts payable on a liquidation event. The Subsidiary Series A Preferred Units rank junior to (i) all of Permian Holdco’s or a subsidiary of Permian Holdco’s future indebtedness and other liabilities with respect to assets available to satisfy claims against Permian Holdco and (ii) each other class or series of limited liability company interests or other equity securities in Permian Holdco established in the future that is expressly made senior to the Subsidiary Series A Preferred Units as to the payment of distributions and amounts payable upon a liquidation event. Income is allocated to the Subsidiary Series A Preferred Units in an amount equal to the earned distributions for the respective reporting period. Distributions on the Subsidiary Series A Preferred Units are cumulative and compounding and are payable 21 days following the quarterly period ended March, June, September and December of each year (each, a “Subsidiary Series A Distribution Payment Date”) to holders of record as of the close of business on the first business day of the month of the applicable Subsidiary Series A Distribution Payment Date, in each case, when, as, and if declared by the board of directors of Permian Holdco out of legally available funds for such purpose. The distribution rate for the Subsidiary Series A Preferred Units is 7.00 % per annum of the $ 1,000 issue amount per outstanding Subsidiary Series A Preferred Unit. 112 These Subsidiary Series A Preferred Units are considered redeemable securities under GAAP due to the existence of certain redemption provisions that are outside of the Company’s control. Therefore, the securities are classified as temporary equity in the mezzanine section of the consolidated balance sheets. The Company records its Subsidiary Series A Preferred Units at fair value upon issuance, net of issuance costs, and subsequently records an effective interest method accretion amount each reporting period to accrete the carrying value to a most probable redemption value that is based on a predetermined internal rate of return measure. As of December 31, 2025 and 2024, the Company had 93,039 Subsidiary Series A Preferred Units outstanding. If the Subsidiary Series A Preferred Units were redeemed on December 31, 2025, the redemption amount would be $ 141.9 million, when considering the applicable multiple of invested capital metric and make-whole amount provisions contained in the Amended and Restated Limited Liability Company Agreement of Permian Holdco. See Note 19 - Subsequent Events for additional information. The following table shows the change in the Company’s Subsidiary Series A Preferred Unit balance from December 31, 2022 through December 31, 2025, net of $ 0.6 million and $ 1.1 million of unamortized issuance costs as of December 31, 2025 and December 31, 2024, respectively: (in thousands) Balance as of December 31, 2022 $ 118,584 Redemption accretion, net of issuance cost amortization 12,581 Cash distribution (includes $ 1.6 million distribution payable as of December 31, 2023) ( 6,513 ) Balance as of December 31, 2023 $ 124,652 Redemption accretion, net of issuance cost amortization 14,807 Cash distribution (includes $ 1.6 million distribution payable as of December 31, 2024) $ ( 6,513 ) Balance as of December 31, 2024 $ 132,946 Redemption accretion, net of issuance cost amortization 14,863 Cash distribution (includes $ 1.6 million distribution payable as of December 31, 2025) ( 6,513 ) Balance as of December 31, 2025 $ 141,296 Noncontrolling Interest. Noncontrolling interest represents the portion of net assets in the Company’s consolidated subsidiaries that are not wholly owned by the Company. The Company’s noncontrolling interest is recorded at carrying value and is reported as a component of equity on the consolidated balance sheet. As of December 31, 2025, the Company’s noncontrolling interest is approximately 34.7 % of the net assets of SMLP. The noncontrolling interest will be adjusted in the future for (i) any net income or loss generated by SMLP, and (ii) any equity shifts resulting from the issuance of common stock in connection with the SMC LTIP, or certain changes to SMLP’s capital accounts. The following table shows the changes in noncontrolling interest during the periods presented: Noncontrolling Interest Balance as of December 31, 2023 $ — Issuance of noncontrolling interest (Tall Oak Acquisition) 503,155 Net loss ( 5,822 ) Balance as of December 31, 2024 $ 497,333 Net loss ( 10,831 ) Equity shift - Change in Ownership of Consolidated Subsidiary ( 86,126 ) Balance as of December 31, 2025 $ 400,376 Equity shift - Change in Ownership of Consolidated Subsidiary. The Tall Oak Acquisition resulted in the establishment of a noncontrolling interest on December 2, 2024 due to the issuance of 7,471,008 Partnership Common Units in Summit Midstream Partners, LP to Tall Oak Parent. 113 During the year ended December 31, 2025, the Company had an equity shift and its noncontrolling interest was reduced by $ 86.1 million primarily due to an increase in the number of SMC shares outstanding and a corresponding increase in SMC’s ownership of SMLP’s net assets. The increase in SMC’s outstanding share count, which also resulted in an equivalent increase of SMLP’s issued units, was a result of (a) the issuance of 0.9 million SMC shares to Tall Oak Midstream Investments, LLC (“TOMI”) for the exchange and conversion of TOMI’s ownership of 0.9 million SMC’s Class B Common Stock and associated 0.9 million Partnership Common Units, (b) the issuance of 0.5 million SMC shares for the Moonrise Acquisition (See Note 3 - Acquisitions and Divestitures) and (c) employee share-based compensation vesting events. Dividend Policy. On May 3, 2020, SMLP suspended distributions to holders of its common units and suspended payments of distributions to holders of the Series A Preferred Units, commencing with respect to the quarter ending March 31, 2020. Upon the consummation of the Corporate Reorganization, all accumulated and unpaid distributions on the Series A Preferred Units were deemed by the Series A Certificate of Designation to be Series A Unpaid Cash Dividends (as defined in the Series A Certificate of Designation) per share of Series A Preferred Stock, and any rights to accumulated and unpaid distributions on such Series A Preferred Units were discharged. Because the Series A Preferred Stock ranks senior to the Company’s common stock with respect to dividend rights, any accrued dividends on the Series A Preferred Stock must first be paid prior to the initiation of dividends to holders of the Company’s common stock. On February 28, 2025, the Company announced the resumption of its Series A Preferred Dividend. During the year ended December 31, 2025, cash dividend payments totaling $ 13.4 million were paid. As of December 31, 2025, the amount of accrued and unpaid dividends on the Series A Preferred Stock totaled $ 46.6 million. See Note 19 - Subsequent Events for additional information. Absent a material change to the Company’s business, the Company does not expect to pay dividends to holders of the Company’s common stock in the foreseeable future. Any future dividend payments will depend on the Company’s financial condition, market conditions and other matters deemed relevant by the Company’s Board of Directors. Additionally, the Company’s ability to pay dividends is subject to restrictions on dividends under the Amended and Restated ABL Facility and the indenture governing the 2029 Senior Notes. 114 13. EARNINGS PER SHARE Earnings per share is computed using the two-class method. The two-class method determines earnings per share of common stock and participating securities according to dividends or dividend equivalents and their respective participation rights in undistributed earnings. The following table details the components of basic and diluted EPS. Year ended December 31, 2025 2024 2023 (In thousands, except per-share amounts) Numerator for basic and diluted EPS: Net loss $ ( 1,906 ) $ ( 113,175 ) $ ( 38,947 ) Less: Net income attributable to Subsidiary Series A Preferred Units ( 14,863 ) ( 14,806 ) ( 12,581 ) Net loss attributable to noncontrolling interest 10,831 5,822 — Net loss attributable Summit Midstream Corporation ( 5,938 ) ( 122,159 ) ( 51,528 ) Less: Net income attributable to Series A Preferred Stock ( 13,631 ) ( 13,337 ) ( 11,566 ) Net loss attributable to common equity holders $ ( 19,569 ) $ ( 135,496 ) $ ( 63,094 ) Denominator for basic and diluted EPS: Weighted-average number of shares outstanding – basic 12,133 10,600 10,334 Effect of nonvested restricted stock units — — — Effect of assumed conversion and elimination of noncontrolling interest net income — — — Weighted-average number of shares outstanding – diluted 12,133 10,600 10,334 Net Loss per share: Common Stock – basic $ ( 1.61 ) $ ( 12.78 ) $ ( 6.11 ) Common Stock – diluted $ ( 1.61 ) $ ( 12.78 ) $ ( 6.11 ) Class B Common Stock – basic and diluted $ — $ — $ — Nonvested anti-dilutive restricted shares excluded from the calculation of diluted EPS 437 546 245 Class B Common Stock 6,527 592 — 14. SUPPLEMENTAL CASH FLOW INFORMATION Year ended December 31, 2025 2024 2023 (In thousands) Supplemental cash flow information: Cash interest paid $ 83,357 $ 101,779 $ 127,022 Cash paid for taxes $ 299 $ 22 $ 15 Noncash investing and financing activities: Capital expenditures in trade accounts payable (period-end accruals) $ 10,861 $ 10,684 $ 11,612 Equity consideration issued for Moonrise Acquisition $ 17,895 $ — $ — Equity consideration issued for Tall Oak Acquisition $ — $ 283,077 $ — 2025 Senior Notes Exchange $ — $ — $ 180,030 Accretion of Subsidiary Series A Preferred Units, net of issuance cost amortization $ 14,863 $ 14,807 $ 12,581 15. EQUITY AND NONCASH COMPENSATION SMC Long-Term Incentive Plan. In connection with the consummation of the Corporate Reorganization, the Company assumed SMLP’s 2022 Long-Term Incentive Plan, as amended by the First Amendment, effective as of March 16, 2022 (the “SMLP LTIP”), and all the obligations of SMLP thereunder. The SMLP LTIP units were exchanged on a one-for-one basis 115 with equivalent terms. In connection with the assumption of the SMLP LTIP and the Corporate Reorganization, the Board of Directors approved the amendment and restatement of the SMLP LTIP, with such amendment and restatement effective as of August 1, 2024 (such amended and restated plan, the Summit Midstream Corporation 2024 Long-Term Incentive Plan (the “SMC LTIP”)). The SMC LTIP authorizes the Compensation Committee, in its discretion, to grant awards of restricted stock, restricted stock units, stock options, stock appreciation rights and other awards related to the Company’s common stock upon such terms and conditions as it may determine appropriate and in accordance with the terms of the SMC LTIP. Significant items for the year ended December 31, 2025: • For the year ended December 31, 2025, the Company granted 149,297 time-based restricted stock units and associated dividend equivalent rights to employees in connection with the Company’s annual incentive compensation award cycle. The grant date fair value of these awards totaled $ 5.2 million and the awards vest ratably over a three-year period. As of December 31, 2025, the Company has 355,150 unvested phantom time-based restricted stock units outstanding. • For the year ended December 31, 2025, the Company granted 90,081 performance-based restricted stock units and associated dividend equivalent rights to certain members of management in connection with the Company’s annual incentive compensation award cycle. The grant date fair value of these awards totaled $ 4.4 million and the awards vest at the end of three years . As of December 31, 2025, the Company has 310,048 unvested phantom performance-based restricted stock units outstanding. • For the year ended December 31, 2025, the Company issued 18,372 shares of common stock to six independent directors in connection with their annual compensation plan. The grant date fair value of these awards totaled $ 0.7 million and became fully vested at the grant date. As of December 31, 2025, approximately 0.6 million shares of common stock remained available for future issuance under the SMC LTIP, which includes the impact of 0.6 million of granted but unvested restricted stock and performance-based awards, assuming the performance-based awards are settled with a 100 % target payout. The following table presents phantom award activity for the periods presented inclusive of activity before and after the Corporate Reorganization: Units Weighted-average grant date fair value Nonvested phantom awards, December 31, 2022 605,142 $ 17.62 Phantom awards granted 323,371 17.29 Phantom awards vested ( 236,154 ) 15.69 Phantom awards forfeited ( 3,892 ) 20.50 Nonvested phantom awards, December 31, 2023 688,467 17.69 Phantom awards granted 377,036 18.52 Phantom awards vested ( 349,064 ) 17.92 Phantom awards forfeited ( 19,129 ) 15.92 Nonvested phantom awards, December 31, 2024 697,310 19.19 Phantom awards granted 239,378 39.90 Phantom awards vested ( 260,236 ) 17.70 Phantom awards forfeited ( 11,254 ) 27.31 Nonvested phantom awards, December 31, 2025 665,198 $ 25.92 The intrinsic value of phantom units and restricted stock units that vested during the years ended December 31, 2023, 2024 and 2025 follows. Year ended December 31, 2025 2024 2023 (In thousands) Intrinsic value of vested LTIP awards $ 9,633 $ 7,375 $ 3,758 As of December 31, 2025, the unrecognized share-based compensation related to the SMC LTIP was $ 7.3 million. Incremental unit-based compensation will be recorded over the remaining weighted-average vesting period of approximately 0.8 years. 116 Share-based compensation recognized in general and administrative expense related to awards under the SMC LTIP during the years ended December 31, 2023, 2024 and 2025 follows. Year ended December 31, 2025 2024 2023 (In thousands) SMC LTIP share-based compensation $ 7,798 $ 8,561 $ 6,566 16. INCOME TAXES Prior to consummation of the Corporate Reorganization, SMLP was treated as a partnership for federal and state income tax purposes, in which SMLP’s taxable income or loss was passed through to its unitholders. SMLP was subject to Texas margin tax. Therefore, with the exception of the state of Texas, SMLP did not directly pay federal and state income taxes and no entity-level income tax provisions was recorded other than for the effects of the Texas margin tax. Effective August 1, 2024, pursuant to the Corporate Reorganization, Summit Midstream Corporation became a corporation and thus is subject to U.S. federal and state income taxes. Upon consummation of the Corporate Reorganization, Summit Midstream Corporation recognized (i) an incremental $ 153.0 million income tax expense in its consolidated statements of operations for temporary differences that existed as of the date of the Corporate Reorganization, (ii) a $ 32.4 million tax benefit to equity due to changes in tax bases and liabilities and (iii) a net deferred tax liability of $ 120.6 million in its consolidated balance sheet. On December 2, 2024, the Company completed the transaction contemplated in the Tall Oak Business Contribution Agreement, pursuant to which Tall Oak Parent contributed all of its equity interests in Tall Oak to SMLP in exchange for total consideration equal to $ 425.0 million. Upon completion of the Tall Oak Acquisition, the Company, and Tall Oak Parent jointly owned SMLP each with economic and voting rights, and Tall Oak Parent owned exchangeable non-economic Class B Common Stock with Company voting rights (the “Up-C Structure”). Starting on December 2, 2024, SMLP is treated as a partnership for income tax reporting purposes. Its partners, including the Company, are liable for federal, state, and local income taxes based on their share of SMLP’s taxable income. The provision (benefit) for income taxes included the following components: (in thousands) 2025 2024 2023 Current: Federal $ — $ — $ — State 200 ( 135 ) 322 $ 200 $ ( 135 ) $ 322 Deferred: Federal $ ( 245 ) $ 124,330 $ — State ( 456 ) 22,483 — $ ( 701 ) $ 146,813 $ — Provision (benefit) for income taxes $ ( 501 ) $ 146,678 $ 322 117 The following reconciles the provision for income taxes included in the consolidated statements of operations with the provision which would result from application of the statutory federal tax rate to pre-tax financial income for the year ended December 31, 2025 in accordance with ASU 2023-09: (in thousands) 2025 % Pretax Income $ ( 2,407 ) US Federal Statutory Tax Rate ( 505 ) 21 % State and Local Income Taxes, Net of Federal Benefit ( 144 ) 6 % Nontaxable/Nondeductible Items Limitation on Executive Compensation 2,271 ( 94 )% Share-Based Compensation ( 691 ) 29 % Noncontrolling Interest ( 847 ) 35 % Other Adjustments Deferred Tax Adjustment ( 611 ) 25 % Change in Outside Basis 28 ( 1 )% Other Tax Expense ( 2 ) — % Total Tax Expense (Benefit) $ ( 501 ) 21 % The Company’s state and local income tax benefit consists of operations in Colorado, North Dakota, New Mexico, Oklahoma, and Texas. The following reconciles the provision for income taxes included in the consolidated statement of operations with the provision which would result from application of the statutory federal tax rate to pre-tax financial income for the years ended December 31, 2024 and 2023, prior to the adoption of ASU 2023-09: (in thousands) 2024 2023 Income (loss) before income taxes $ 33,503 $ ( 38,625 ) Increase (decrease) resulting from: Pretax income at federal statutory rates 7,036 ( 8,111 ) State income taxes, net of federal income tax effect ( 804 ) 322 Corporate reorganization 152,992 — Transaction costs 1,086 — Minority interests in Summit Midstream Partners, LP 1,222 — Removal of noncontrolling interests ( 3,304 ) — Removal of nontaxable income ( 11,550 ) 8,111 Provision (benefit) for income taxes $ 146,678 $ 322 Effective Tax Rate 438 % ( 1 ) % 118 The components of the Company’s deferred tax balances as of December 31, 2025 and 2024 were as follows: (in thousands) 2025 2024 Deferred tax liabilities: Investment in Partnership $ ( 117,043 ) $ ( 86,227 ) Total deferred tax liabilities $ ( 117,043 ) $ ( 86,227 ) Deferred tax assets: Interest expense 9,830 6,001 Net operating loss carryforward 33,321 15,683 Other 257 1,217 Subtotal $ 43,408 $ 22,901 Valuation allowance — — Total deferred tax assets $ 43,408 $ 22,901 Net deferred tax liability $ ( 73,635 ) $ ( 63,326 ) In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized, and when necessary, valuation allowances are provided. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. The Company assesses the realizability of its deferred tax assets quarterly and considers carryback availability, the scheduled reversal of deferred tax liabilities, projected future taxable income and tax planning strategies in making this assessment. No valuation allowance has been recognized as of December 31, 2025. As of December 31, 2025, the Company has $ 139.6 million of U.S. federal net operating loss carryforwards that have an indefinite life and $ 118.0 million of state net operating losses that will begin to expire in 2044. The Company’s policy is to record interest and penalties for uncertain tax positions in income tax expense. At December 31, 2025, the Company did not have any uncertain tax positions, interest, or penalties. 17. LEASES The Company leases certain office space and equipment under operating leases. The Company leases office space for terms of between 3 and 10 years. Office space leases limit exposure to risks related to ownership, such as fluctuations in real estate prices. The Company leases equipment primarily to support its operations in response to the needs of its gathering systems for terms of between 3 and 4 years. The Company also leases vehicles under finance leases to support its operations in response to the needs of its gathering systems for a term of 3 years. Some of the Company’s leases are subject to annual escalations relating to the Consumer Price Index (“CPI”). While lease liabilities are not remeasured as a result of changes to the CPI, changes to the CPI are treated as variable lease payments and recognized in the period in which the obligation for those payments was incurred. Significant assumptions or judgments include the determination of whether a contract contains a lease and the discount rate used in the lease liabilities. Often, the rates implicit in the lease contracts are not readily determinable. In determining the discount rate used for lease liabilities, the Company analyzed certain factors in its incremental borrowing rate, including collateral assumptions and the term used. As of December 31, 2025 the Company’s weighted average discount rate for it’s operating leases and finance leases was 6 % and 7 %, respectively. 119 Right of Use (“ROU”) assets (included in other noncurrent assets on the Company’s consolidated balance sheet) and lease liabilities (included in Other current liabilities and Other noncurrent liabilities on the Company’s consolidated balance sheet) follow: December 31, 2025 December 31, 2024 (In thousands) ROU assets Operating $ 5,068 $ 8,513 Finance 3,514 3,861 $ 8,582 $ 12,374 Lease liabilities, current Operating $ 1,534 $ 5,801 Finance 1,412 1,382 $ 2,946 $ 7,183 Lease liabilities, noncurrent Operating $ 3,590 $ 3,390 Finance 1,414 1,560 $ 5,004 $ 4,950 Lease cost and other information follow: Year ended December 31, 2025 2024 2023 (In thousands) Lease cost Finance lease cost: Amortization of ROU assets (included in depreciation and amortization) $ 1,459 $ 1,186 $ 686 Interest on lease liabilities (included in interest expense) 159 156 62 Operating lease cost (included in general and administrative expense) 643 916 1,999 $ 2,261 $ 2,258 $ 2,747 Year ended December 31, 2025 2024 2023 (In thousands) Other information Cash paid for amounts included in the measurement of lease liabilities Operating cash outflows from operating leases $ 6,607 $ 3,328 $ 3,975 Operating cash outflows from finance leases 159 156 62 Financing cash outflows from finance leases 1,412 1,148 610 ROU assets obtained in exchange for new operating lease liabilities 2,363 3,882 3,516 ROU assets obtained in exchange for new finance lease liabilities 2,303 1,781 1,238 Weighted-average remaining lease term (years) - operating leases 7.3 2.2 3.6 Weighted-average remaining lease term (years) - finance leases 2.2 2.3 2.5 Weighted-average discount rate - operating leases 6 % 7 % 6 % Weighted-average discount rate - finance leases 7 % 6 % 5 % 120 The Company recognizes total lease expense incurred or allocated to us in general and administrative expenses. Lease expense related to operating leases, including lease expense incurred on the Company’s behalf and allocated to us, was as follows: Year ended December 31, 2025 2024 2023 (In thousands) Lease expense $ 18,469 $ 6,179 $ 5,898 Future minimum lease payments due under noncancelable leases as of December 31, 2025, were as follows: December 31, 2025 (In thousands) Operating Finance 2026 $ 2,000 $ 1,398 2027 1,881 973 2028 389 427 2029 443 34 2030 208 — Thereafter 1,742 — Total future minimum lease payments $ 6,663 $ 2,832 18. SEGMENT INFORMATION The Company’s operating segments, which are equivalent to our reportable segments, have been identified based on their geographic location and reflect how the Company’s Chief Operating Decision Maker (“CODM”) assesses performance and allocates resources. The Company’s CODM, which is its Chief Executive Officer, primarily utilizes Segment Adjusted EBITDA as the key indicator in assessing the segment’s performance and allocating resources. Segment adjusted EBITDA is primarily used in the budgeting and forecasting process and the CODM regularly considers budget-to-actual variances when evaluating the performance of each segment and making decisions on the allocation of operating and capital resources to each individual segment. As of December 31, 2025, the Company’s reportable segments are: • Rockies – Includes the Company’s midstream assets located in the Williston Basin and the DJ Basin. • Permian – Includes the Company’s equity method investment in Double E. • Mid-Con – Includes the Company’s midstream assets located in the Barnett Shale and, following the Tall Oak Acquisition, the Arkoma Basin. • Piceance – Includes the Company’s midstream assets located in the Piceance Basin. • Northeast – Includes the Company’s previously owned midstream assets located in the Utica and Marcellus shale plays and the previously owned equity method investment in Ohio Gathering that was focused on the Utica Shale. During the year ended December 31, 2024, the Company divested of its Northeast operations. See Note 3 - Acquisitions and Divestitures for additional information. 121 The following table provides information about the Company’s reportable segments: Rockies Permian Mid-Con Piceance Northeast Year Ended December 31, 2025 Revenues: (1) Gathering services and related fees $ 62,760 $ — $ 131,538 $ 61,379 $ — Natural gas, NGL’s and condensate sales 244,478 — 18,554 2,027 — Other revenues 22,113 3,641 9,140 6,461 — Total revenues $ 329,351 $ 3,641 $ 159,232 $ 69,867 $ — Less: Cost of natural gas and NGLs (excludes deductions for gathering, processing, and other fees) $ 206,504 $ — $ 8 $ 675 $ — Cost of natural gas and NGLs (amounts withheld from customers for the Company’s gathering, processing, and other fees) ( 58,048 ) — — — — Employee costs 20,388 — 10,222 6,403 — Materials, parts, and, other operating expenses 20,805 — 13,576 7,195 — Indirect and passthrough (3) 22,154 — 40,252 9,779 — Other segment items (2) 10,613 ( 30,339 ) 2,797 1,041 — Segment Adjusted EBITDA $ 106,935 $ 33,980 $ 92,377 $ 44,774 $ — Rockies Permian Mid-Con Piceance Northeast Year Ended December 31, 2024 Revenues: (1) Gathering services and related fees $ 63,219 $ — $ 45,659 $ 73,115 $ 18,851 Natural gas, NGL’s and condensate sales 190,535 — 1,717 2,775 — Other revenues 14,757 3,641 9,515 5,109 — Total revenues $ 268,511 $ 3,641 $ 56,891 $ 80,999 $ 18,851 Less: Cost of natural gas and NGLs (excludes deductions for gathering, processing, and other fees) $ 164,342 $ — $ — $ 1,138 $ — Cost of natural gas and NGLs (amounts withheld from customers for the Company’s gathering, processing, and other fees) ( 50,628 ) — 129 — — Employee costs 16,379 — 3,822 6,480 661 Materials, parts and, other operating expenses 17,936 — 4,960 7,769 868 Indirect and passthrough (3) 16,811 — 15,837 9,924 754 Other segment items (2) 9,844 ( 27,586 ) 1,498 2,984 ( 14,066 ) Segment Adjusted EBITDA $ 93,827 $ 31,227 $ 30,645 $ 52,704 $ 30,634 Rockies Permian Mid-Con Piceance Northeast Year Ended December 31, 2023 Revenues: (1) Gathering services and related fees $ 65,869 $ — $ 37,508 $ 81,041 $ 63,805 Natural gas, NGL’s and condensate sales 173,688 — 778 4,788 — Other revenues 15,474 3,570 6,831 5,588 — Total revenues $ 255,031 $ 3,570 $ 45,117 $ 91,417 $ 63,805 Less: Cost of natural gas and NGLs (excludes deductions for gathering, processing, and other fees) $ 149,655 $ — $ — $ 2,357 $ — Cost of natural gas and NGLs (amounts withheld from customers for the Company’s gathering, processing, and other fees) ( 39,550 ) — — — — Employee costs 15,516 — 3,214 5,935 2,622 Materials, parts and, other operating expenses 18,158 — 2,977 7,206 3,453 Indirect and passthrough (3) 17,244 — 12,234 10,439 2,869 Other segment items (2) 6,618 ( 20,637 ) 521 5,731 ( 39,388 ) Segment Adjusted EBITDA $ 87,390 $ 24,207 $ 26,171 $ 59,749 $ 94,249 (1) The Company’s revenues are attributable solely to external customers located within the U.S. (2) For the year ended December 31, 2025 and 2024 and 2023, other segment items consist primarily of the following: • Rockies - includes general and administrative expenses, operations and maintenance expenses and adjustments related to capital reimbursement activity; • Permian - includes general and administrative expenses and the Company’s Proportional Adjusted EBITDA from its equity method investment in Double E; 122 • Mid-Con - includes general and administrative expenses, operations and maintenance expenses, adjustments related to capital reimbursement activity, the amortization expense associated with the Company’s favorable and unfavorable gas gathering contracts. In 2023 other segment items additionally includes other income; • Piceance - includes general and administrative expenses, operations and maintenance expenses and adjustments related to capital reimbursement activity; • Northeast - includes general and administrative expenses, operations and maintenance expense, the Company’s Proportional Adjusted EBITDA from its equity method investment in Ohio Gathering. (3) Indirect and passthrough consist primarily of electricity expense incurred by the Company of which a portion is passed through to its customers. Assets by reportable segment follow. December 31, 2025 2024 (in thousands) Assets: (1) Rockies $ 983,074 $ 917,293 Permian 283,090 285,280 Mid-Con 753,517 746,549 Piceance 341,957 389,668 Northeast — — Total reportable segment assets 2,361,638 2,338,790 Corporate and Other 25,971 20,694 Total assets $ 2,387,609 $ 2,359,484 (1) The Company’s long-lived assets are located within the U.S. Counterparties accounting for a significant portion of total revenues were as follows: Year ended December 31, 2025 2024 2023 Percentage of total revenues: Counterparty A - Piceance * * 10 % Counterparty B - Rockies, Mid-Con 29 % 17 % 13 % Counterparty C - Rockies * 13 % * ________________________________________________________ * Less than 10% in the aggregate Depreciation and amortization, including the amortization expense associated with the Company’s favorable and unfavorable gas gathering contracts as reported in other revenues, by reportable segment follow. Year ended December 31, 2025 2024 2023 (In thousands) Depreciation and amortization: Rockies $ 41,586 $ 36,319 $ 36,148 Mid-Con (1) 34,327 17,705 16,171 Piceance 37,569 42,012 52,014 Northeast — 4,248 17,856 Total reportable segment depreciation and amortization 113,482 100,284 122,189 Corporate and Other 1,615 1,301 1,513 Total depreciation and amortization $ 115,097 $ 101,585 $ 123,702 (1) Includes the amortization expense associated with the Company’s favorable and unfavorable gas gathering contracts as reported in Other revenues. 123 Cash paid for capital expenditures by reportable segment follow. Year ended December 31, 2025 2024 (In thousands) Cash paid for capital expenditures: Rockies $ 39,713 $ 44,092 Mid-Con 44,202 1,312 Piceance 1,774 2,361 Northeast — 2,980 Total reportable segment capital expenditures 85,689 50,745 Corporate and Other 3,353 2,866 Total cash paid for capital expenditures $ 89,042 $ 53,611 For the purpose of evaluating segment performance, the Company excludes the effect of Corporate and Other revenues and expenses, such as certain general and administrative expenses (including compensation-related expenses and professional services fees), certain natural gas and crude oil marketing services, transaction costs, interest expense and income tax expense or benefit from Segment Adjusted EBITDA. A reconciliation of total of reportable segments’ measure of profit to income or loss before income taxes and income from equity method investees follows. Year ended December 31, 2025 2024 2023 (In thousands) Reconciliation of Segment Adjusted EBITDA to income (loss) before income taxes: Total Segment Adjusted EBITDA $ 278,066 $ 239,037 $ 291,766 Less: Corporate and other expense (1) 45,769 26,697 26,898 Income from equity method investee ( 20,784 ) ( 24,197 ) ( 33,829 ) Interest expense 94,737 115,446 140,784 Depreciation and amortization (2) 115,097 101,585 123,702 Proportional Adjusted EBITDA for equity method investees (3) 30,536 42,038 61,070 Adjustments related to capital reimbursement activity (4) ( 9,023 ) ( 9,909 ) ( 9,874 ) Equity compensation 7,798 8,561 6,566 (Gain) loss on asset sales, net 486 1 ( 260 ) (Gain) loss on sale of business 582 ( 82,187 ) 47 Gain on sale of equity method investment — ( 126,261 ) — Long-lived asset impairment 2,725 68,260 540 Transaction costs and other 12,550 35,425 3,813 Loss on early extinguishment of debt — 50,075 10,934 Income (loss) before income taxes $ ( 2,407 ) $ 33,503 $ ( 38,625 ) ______________________________________ (1) Corporate includes results that are not specifically attributable to a reportable segment or that have not been allocated to the Company’s reportable segments, For the years ended December 31, 2025, 2024 and 2023, Other expense consists primarily of gain on interest rate swaps. (2) Includes the amortization expense associated with the Company’s favorable gas gathering contracts as reported in other revenues. (3) The Company recorded financial results of its investment in Ohio Gathering on a one-month lag and is based on the financial information available to the Company during the reporting period. With the divestiture of Ohio Gathering in March 2024, Proportional Adjusted EBITDA, for the year ended December 31, 2024, includes financial results from December 1, 2023 through March 22, 2024. (4) Contributions in aid of construction are recognized over the remaining term of the respective contract. The Company includes adjustments related to capital reimbursement activity in its calculation of Segment Adjusted EBITDA to account for revenue recognized from contributions in aid of construction. 124 19. SUBSEQUENT EVENTS Double E Commercial Update. In January of 2026, our equity method investment, Double E, executed an agreement which includes 210 MMcf/d of firm capacity on the Double E Pipeline, with the first tranche of volume set to begin flowing in the fourth quarter of 2026, and an 11-year term. Additionally, in February 2026, Double E executed an agreement which includes 230 MMcf/d of firm capacity on the Double E Pipeline, with the first tranche of volume set to begin flowing in the fourth quarter of 2027, and over an 11-year term. Summit Permian Transmission and Permian Holdco Refinancing. On March 16, 2026, Summit Permian Transmission completed a $ 440.0 million refinancing of the Permian Transmission Credit Facilities in the form of the New Permian Transmission Facility bearing interest at SOFR plus 4.00 % per annum and with a maturity in March 2031. The New Permian Transmission Facility consists of $ 340.0 million in initial term loan commitments, $ 50.0 million in delayed draw commitments (with a commitment fee of 1.00 % per annum) and a $ 50.0 million uncommitted incremental facility. The use of proceeds of the New Permian Transmission Facility includes, among other things, repayment in full of the Permian Transmission Credit Facilities and redemption in full of the outstanding Subsidiary Series A Preferred Units. In connection with the New Permian Transmission Facility, Summit Permian Transmission entered into a $ 7.0 million letter of credit arrangement. As of March 16, 2026, $ 340.0 million of term loans was outstanding under the New Permian Transmission Facility. Repayment of accrued and unpaid dividends. In March 2026, the Company’s Board of Directors approved the payment of any and all accrued and unpaid dividends on the Company’s Series A Preferred Stock, including the $ 46.6 million of accrued and unpaid dividends outstanding as of December 31, 2025. The Company expects to pay the accrued and unpaid dividends on the Series A Preferred Stock upon satisfaction of certain notice requirements, which the Company expects to complete by March 31, 2026. For additional information, see “Part II Item 9B. Other Information.” 125 Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure. There have been no changes in, or disagreements with, accountants on accounting and financial disclosure matters during the years ended December 31, 2025 and 2024.