CVR PARTNERS, LP 10-K

Item 8. Financial Statements and Supplementary Data CVR PARTNERS, LP AND SUBSIDIARIES INDEX TO CONSOLIDATED FINANCIAL STATEMENTS Report of Independent Registered Public Accounting Firm (PCAOB ID Number 248 ) 50 Consolidated Balance Sheets as of December 31, 2025 and 2024 52 Consolidated Statements of Operations for the Years Ended December 31, 2025, 2024 and 2023 53 Consolidated Statements of Partners’ Capital for the Years Ended December 31, 2025, 2024 and 2023 54 Consolidated Statements of Cash Flows for the Years Ended December 31, 2025, 2024 and 2023 55 Notes to the Consolidated Financial Statements 56 December 31, 2025 | 49 Table of Contents Report of Independent Registered Public Accounting Firm The Board of Directors of CVR GP, LLC The Unitholders of CVR Partners, LP The General Partner of CVR Partners, LP: Opinion on the financial statements We have audited the accompanying consolidated balance sheets of CVR Partners, LP (a Delaware limited partnership) and subsidiaries (the “Partnership”) as of December 31, 2025 and 2024, the related consolidated statements of operations, partners’ capital, 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 “consolidated financial statements”). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Partnership 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 also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (“PCAOB”), the Partnership’s internal control over financial reporting as of December 31, 2025, based on criteria established in the 2013 Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”), and our report dated February 18, 2026, expressed an unqualified opinion. Basis for opinion These consolidated financial statements are the responsibility of the Partnership’s management. Our responsibility is to express an opinion on the Partnership’s consolidated financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Partnership 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 Critical audit matters 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. We determined that there are no critical audit matters. /s/ GRANT THORNTON LLP We have served as the Partnership’s auditor since 2013. Tulsa, Oklahoma February 18, 2026 December 31, 2025 | 50 Table of Contents Report of Independent Registered Public Accounting Firm The Board of Directors of CVR GP, LLC The Unitholders of CVR Partners, LP The General Partner of CVR Partners, LP: Opinion on internal control over financial reporting We have audited the internal control over financial reporting of CVR Partners, LP (a Delaware limited partnership) and subsidiaries (the “Partnership”) as of December 31, 2025, based on criteria established in the 2013 Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”). In our opinion, the Partnership maintained, in all material respects, effective internal control over financial reporting as of December 31, 2025, based on criteria established in the 2013 Internal Control—Integrated Framework issued by COSO. We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (“PCAOB”), the consolidated financial statements of the Partnership as of and for the year ended December 31, 2025, and our report dated February 18, 2026 expressed an unqualified opinion on those financial statements. Basis for opinion The Partnership’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Report on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on the Partnership’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Partnership in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion. Definition and limitations of internal control over financial reporting A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. /s/ GRANT THORNTON LLP Tulsa, Oklahoma February 18, 2026 December 31, 2025 | 51 Table of Contents CVR PARTNERS, LP AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS December 31, (in thousands) 2025 2024 ASSETS Current assets: Cash and cash equivalents $ 69,243 $ 90,857 Accounts receivable, net 58,956 65,216 Inventories 82,683 75,579 Prepaid expenses 1,498 1,257 Other current assets 1,487 632 Total current assets 213,867 233,541 Property, plant and equipment, net 711,824 735,591 Other long-term assets 43,764 49,592 Total assets $ 969,455 $ 1,018,724 LIABILITIES AND PARTNERS’ CAPITAL Current liabilities: Accounts payable $ 44,659 $ 30,365 Accounts payable to affiliates 3,784 6,213 Deferred revenue 22,980 50,788 Other current liabilities 25,350 23,983 Total current liabilities 96,773 111,349 Long-term liabilities: Long-term debt and finance lease obligations, net of current portion 569,068 567,974 Long-term deferred revenue 20,621 26,966 Other long-term liabilities 17,252 19,365 Total long-term liabilities 606,941 614,305 Commitments and contingencies (See Note 11) Partners’ capital: Common unitholders, 10,569,637 and 10,569,637 units issued and outstanding as of December 31, 2025 and 2024, respectively 265,740 293,069 General partner interest 1 1 Total partners’ capital 265,741 293,070 Total liabilities and partners’ capital $ 969,455 $ 1,018,724 The accompanying notes are an integral part of these consolidated financial statements. December 31, 2025 | 52 Table of Contents CVR PARTNERS, LP AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS Year Ended December 31, (in thousands, except per unit data) 2025 2024 2023 Net sales $ 606,038 $ 525,324 $ 681,477 Operating costs and expenses: Cost of materials and other 106,743 104,141 134,377 Direct operating expenses (exclusive of depreciation and amortization) 254,058 214,222 234,916 Depreciation and amortization 81,867 88,096 79,720 Cost of sales 442,668 406,459 449,013 Selling, general and administrative expenses 33,594 28,414 29,523 Loss on asset disposals 1,118 100 1,533 Operating income 128,658 90,351 201,408 Other (expense) income: Interest expense, net ( 30,345 ) ( 29,827 ) ( 28,653 ) Other income (expense), net 326 453 ( 33 ) Income before income taxes 98,639 60,977 172,722 Income tax (benefit) expense ( 23 ) 77 289 Net income $ 98,662 $ 60,900 $ 172,433 Basic and diluted earnings per common unit $ 9.33 $ 5.76 $ 16.31 Weighted-average common units outstanding: Basic and diluted 10,570 10,570 10,570 The accompanying notes are an integral part of these consolidated financial statements. December 31, 2025 | 53 Table of Contents CVR PARTNERS, LP AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF PARTNERS’ CAPITAL (in thousands, except unit data) Common Units General Partner Interest Total Partners ’ Capital Issued Amount Balance at December 31, 2022 10,569,637 $ 411,810 $ 1 $ 411,811 Net income — 172,433 — 172,433 Cash distributions to common unitholders – Affiliates — ( 103,605 ) — ( 103,605 ) Cash distributions to common unitholders – Non-affiliates — ( 177,759 ) — ( 177,759 ) Balance at December 31, 2023 10,569,637 302,879 1 302,880 Net income — 60,900 — 60,900 Cash distributions to common unitholders – Affiliates — ( 26,037 ) — ( 26,037 ) Cash distributions to common unitholders – Non-affiliates — ( 44,673 ) — ( 44,673 ) Balance at December 31, 2024 10,569,637 293,069 1 293,070 Net income — 98,662 — 98,662 Cash distributions to common unitholders – Affiliates — ( 49,467 ) — ( 49,467 ) Cash distributions to common unitholders – Non-affiliates — ( 76,524 ) — ( 76,524 ) Balance at December 31, 2025 10,569,637 $ 265,740 $ 1 $ 265,741 The accompanying notes are an integral part of these consolidated financial statements. December 31, 2025 | 54 Table of Contents CVR PARTNERS, LP AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS Year Ended December 31, (in thousands) 2025 2024 2023 Cash flows from operating activities: Net income $ 98,662 $ 60,900 $ 172,433 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 81,867 88,096 79,720 Amortization of deferred financing costs and original issue discount 730 696 754 Loss on asset disposals 1,118 100 1,533 Share-based compensation 9,805 4,898 8,235 Other adjustments ( 65 ) 76 222 Changes in working capital: Accounts receivable 6,260 ( 23,323 ) 27,501 Inventories ( 7,803 ) ( 5,677 ) 6,704 Prepaid expenses and other current assets ( 673 ) 1,714 1,411 Accounts payable 5,735 ( 5,599 ) ( 23,831 ) Deferred revenue ( 34,153 ) 28,647 ( 23,491 ) Other current liabilities ( 11,845 ) 13 ( 7,665 ) Net cash provided by operating activities 149,638 150,541 243,526 Cash flows from investing activities: Capital expenditures ( 50,802 ) ( 37,074 ) ( 24,196 ) Proceeds from the sale of assets 54 4 — Return of equity method investment 6,661 5,178 21,474 Net cash used in investing activities ( 44,087 ) ( 31,892 ) ( 2,722 ) Cash flows from financing activities: Cash distributions to common unitholders – Affiliates ( 49,467 ) ( 26,037 ) ( 103,605 ) Cash distribution to common unitholders – Non-affiliates ( 76,524 ) ( 44,673 ) ( 177,759 ) Other financing activities ( 1,174 ) ( 2,361 ) ( 500 ) Net cash used in financing activities ( 127,165 ) ( 73,071 ) ( 281,864 ) Net (decrease) increase in cash and cash equivalents ( 21,614 ) 45,578 ( 41,060 ) Cash and cash equivalents, beginning of period 90,857 45,279 86,339 Cash and cash equivalents, end of period $ 69,243 $ 90,857 $ 45,279 The accompanying notes are an integral part of these consolidated financial statements. December 31, 2025 | 55 Table of Contents CVR PARTNERS, LP AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (1) Organization and Nature of Business CVR Partners, LP (“CVR Partners” or the “Partnership”) is a Delaware limited partnership formed in 2011 by CVR Energy, Inc. (together with its subsidiaries, but excluding the Partnership and its subsidiaries, “CVR Energy”) to own, operate and grow its nitrogen fertilizer business. The Partnership produces and distributes nitrogen fertilizer products, which are used by farmers to improve the yield and quality of their crops, primarily corn and wheat. The Partnership produces these products at two manufacturing facilities, one located in Coffeyville, Kansas operated by our wholly owned subsidiary, Coffeyville Resources Nitrogen Fertilizers, LLC (“CRNF”) (the “Coffeyville Facility”) and one located in East Dubuque, Illinois operated by our wholly owned subsidiary, East Dubuque Nitrogen Fertilizers, LLC (“EDNF”) (the “East Dubuque Facility”, and together with the Coffeyville Facility, the “Facilities”). Our principal products are ammonia and urea ammonium nitrate (“UAN”). All of our products are sold on a wholesale basis. As used in these financial statements, references to CVR Partners, the Partnership, “we”, “us”, and “our” may refer to consolidated subsidiaries of CVR Partners or one or both of the Facilities, as the context may require. Additionally, as the context may require, references to CVR Energy may refer to CVR Energy and its consolidated subsidiaries which include its petroleum and renewables refining, marketing, and logistics operations. Interest Holders CVR Partners’ common units are listed on the New York Stock Exchange (“NYSE”) under the symbol “UAN”. As of December 31, 2025, public common unitholders held approximately 60.6 % of the Partnership’s outstanding limited partner interests; CVR Energy, through its subsidiaries, held approximately 36.8 % of the Partnership’s outstanding limited partner interests and 100 % of the Partnership’s general partner, CVR GP, LLC, (“General Partner”) interest, while Icahn Enterprises L.P. and its other affiliates (“IEP”) held approximately 2.6 % of the outstanding limited partner interests. As of December 31, 2025, IEP owned approximately 70 % of the common stock of CVR Energy, and as a result, IEP beneficially owns approximately 40 % of the Partnership’s outstanding limited partner interests. Management and Operations The Partnership, including its General Partner, is managed by a combination of the board of directors of our General Partner (the “Board”), the General Partner’s executive officers, UAN Services, LLC (as sole member of the General Partner), and certain officers of CVR Energy and its subsidiaries, pursuant to the partnership agreement, as well as a number of agreements among the Partnership, the General Partner, CVR Energy, and certain of their respective subsidiaries, including a service agreement. See Note 13 (“Related Party Transactions”) for further discussion. Common unitholders have limited voting rights on matters affecting the Partnership and have no right to elect the General Partner’s directors or officers, whether on an annual or continuing basis or otherwise. Subsequent Events The Partnership evaluated subsequent events, if any, that would require an adjustment to the Partnership’s consolidated financial statements or require disclosure in the notes thereto through the date of issuance. Where applicable, the notes to these consolidated financial statements have been updated to reflect all significant subsequent events which have occurred. (2) Summary of Significant Accounting Policies Principles of Consolidation The accompanying consolidated financial statements, prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and in accordance with the rules and regulations of the Securities and Exchange Commission (“SEC”), include the accounts of CVR Partners and its wholly owned subsidiaries. All intercompany accounts and transactions have been eliminated. Use of Estimates The consolidated financial statements are prepared in conformity with GAAP, which requires management to make certain estimates and assumptions that affect the reported amounts and disclosure of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Estimates are reviewed on an December 31, 2025 | 56 Table of Contents CVR PARTNERS, LP AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS ongoing basis, based on currently available information. Changes in facts and circumstances may result in revised estimates, and actual results could differ from those estimates. Cash and Cash Equivalents Cash and cash equivalents include cash on hand, demand deposits, and investments in highly liquid money market accounts with original maturities of three months or less. We maintain cash and cash equivalent balances at multiple financial institutions, which may at times be in excess of federally insured levels. Accounts Receivable, net Accounts receivable, net primarily consists of customer accounts receivable recorded at the invoiced amounts and generally do not bear interest. Allowances for doubtful accounts are based on historical loss experience, expected credit losses from current economic conditions, and management’s expectations of future economic conditions. The allowance is recorded when the receivable is deemed uncollectible and is booked to bad debt expense. The largest concentration of credit for any one customer was approximately 29 % and 25 % of the Accounts receivable, net balance at December 31, 2025 and 2024, respectively. There was no balance in the allowance for doubtful accounts as of December 31, 2025 and December 31, 2024. Inventories Inventories consist of fertilizer products and raw materials (primarily pet coke), which are valued at the lower of GAAP First-In, First-Out (“FIFO”) cost or net realizable value. We compare the estimated realizable value of inventories to their cost by product. Depending on inventory levels, the estimated per-ton net realizable value of fertilizer products is determined using observable selling prices based on, in order of priority, in-transit, open, and fixed-price orders that have not shipped. For any inventory volumes not supported by such orders, management estimates the net realizable value using market-based prices obtained from third-party sources that are closest to the date the inventory is expected to be sold. Estimated selling prices are reduced, as applicable, by unreimbursed freight costs and other predictable selling costs to arrive at net realizable value. There were no inventory adjustments recognized during the years ended December 31, 2025, 2024, and 2023. Inventories also include parts and supplies that are valued at the weighted moving-average cost, which approximates FIFO. The cost of inventories includes inbound freight costs. Property, Plant and Equipment, net Additions to property, plant and equipment, including certain costs allocable to construction and property purchases, are recorded at cost. Interest costs are capitalized in accordance with ASC 835-20. The interest capitalization rate is calculated for each individual segment by dividing the interest expense on senior secured notes by the senior notes balance of the previous year. The capitalization rate is applied to the carrying amount of expenditures to determine the amount of interest to be capitalized each month. Expenditures for improvements that increase economic benefit or returns and/or extend useful life are capitalized, while expenditures for routine maintenance and repair costs are expensed when incurred and are reported in Direct operating expenses (exclusive of depreciation and amortization) in the Partnership’s Consolidated Statements of Operations. Depreciation is computed using the straight-line method over the estimated useful lives of the various classes of depreciable assets. The lives used in computing depreciation for significant asset classes are as follows: Asset Range of Useful Lives, in Years Land improvements 10 to 30 Buildings and improvements 3 to 30 Automotive equipment 5 to 30 Machinery and equipment 1 to 30 Right-of-use (“ROU”) finance leases 25 Other 3 to 10 Leasehold improvements and assets held under finance leases are depreciated or amortized utilizing the straight-line method over the shorter of the related contractual lease term or the estimated useful life of the asset. December 31, 2025 | 57 Table of Contents CVR PARTNERS, LP AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Equity Method Investments The Partnership accounts for investments in which it has a noncontrolling interest, yet has significant influence over the entity, using the equity method of accounting, whereby the Partnership records its pro-rata share of earnings, contributions to, and distributions from, as adjustments to the investment balance in Other long-term assets on our Consolidated Balance Sheets. The pro-rata share of earnings is also recorded in Other income (expense), net on our Consolidated Statements of Operations. On a quarterly basis, or when a triggering event has been identified, the Partnership assesses its equity method investments for other-than-temporary impairment. If it is determined that an other-than-temporary impairment has occurred, the Partnership records an impairment charge in Other income (expense), net on the Consolidated Statements of Operations sufficient to reduce the investment’s carrying value to its fair value, resulting in a new cost basis on the Consolidated Balance Sheets. Leases At inception, the Partnership determines whether an arrangement is a lease and, if so, the appropriate lease classification. Operating leases are included as operating lease ROU assets within Other long-term assets and lease liabilities within Other current liabilities and Other long-term liabilities on our Consolidated Balance Sheets. Finance leases are included as ROU finance leases within Property, plant and equipment, net, and finance lease liabilities within Other current liabilities and Long-term debt and finance lease obligations, net of current portion on our Consolidated Balance Sheets. Leases with an initial expected term of 12 months or less are considered short-term and are not recorded on our Consolidated Balance Sheets. The Partnership recognizes operating lease expense on a straight-line basis over the lease term within Direct operating expenses (exclusive of depreciation and amortization) and Cost of materials and other and finance lease expense using the effective-interest method over the lease term within Depreciation and amortization and Interest expense, net. ROU assets and lease liabilities are recognized at the lease commencement date based on the present value of minimum lease payments over the lease term using an incremental borrowing rate with a maturity similar to the lease term. The lease term is modified to reflect options to extend or terminate the lease when it is reasonably certain we will exercise such option. The depreciable life of assets and leasehold improvements is limited by the expected lease term, unless there is a transfer of title or purchase option reasonably certain of exercise, in which case the depreciation policy in the “Property, Plant and Equipment, net” section above is applicable. The periodic lease payments are treated as payments of the lease obligation. A lease modification is assessed to conclude whether it is a separate new contract or a modified contract. If it is a modified contract, the Partnership reconsiders the lease classification and remeasures the lease. Deferred Financing Costs Lender and other third-party costs associated with debt issuances are deferred and amortized to Interest expense, net using the effective-interest method over the term of the debt and, depending on maturity, are included within Current portion of long-term debt and finance lease obligations and Long-term debt and finance lease obligations, net of current portion. Deferred financing costs related to line-of-credit arrangements are amortized using the straight-line method through the maturity date of the facility and, depending on maturity, are included within Other current assets and Other long-term assets. Impairment of Long-Lived Assets Long-lived assets (excluding intangible assets with indefinite lives and deferred tax assets) are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset or asset group may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to the estimated undiscounted future net cash flows expected to be generated by the asset. If the carrying amount of an asset exceeds its estimated undiscounted future net cash flows, an impairment charge is recognized for the amount by which the carrying amount of the asset exceeds their fair value. Assets to be disposed of are reported at the lower of their carrying value or fair value less cost to sell. Asset Retirement Obligations The Partnership records an asset retirement obligation (“ARO”) at fair value for the estimated cost to retire a tangible long-lived asset at the time the liability is incurred, which is generally when the asset is purchased, constructed, or leased. The December 31, 2025 | 58 Table of Contents CVR PARTNERS, LP AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS liability is recorded when there is a legal or contractual obligation to incur costs to retire the asset and only when a reasonable estimate of the fair value can be made. Manufacturing and other processing assets can be used for extended or indeterminate periods of time with proper maintenance and upgrades, which the Partnership intends, and has a historical practice of, to support functionality of these assets as technological advances are made available. As a result, since the dates to retire these assets cannot be reasonably estimated, the Partnership believes these assets have indeterminate lives for purposes of estimating AROs. A liability is recognized when sufficient information exists to estimate a date or range of potential settlement dates needed to employ a present value technique to estimate fair value. Loss Contingencies In the ordinary course of business, CVR Partners may become party to lawsuits, administrative proceedings, and governmental investigations, including environmental, regulatory, and other matters. The outcome of these matters cannot always be predicted accurately, but the Partnership accrues liabilities for these matters if the Partnership has determined that it is probable a loss will be incurred and the loss can be reasonably estimated. Accrued amounts, if any, are reflected in Other current liabilities or Other long-term liabilities on our Consolidated Balance Sheets depending on when the Partnership expects to expend such amounts and are adjusted as additional information becomes available or upon a change in circumstance, as applicable. Insurance recoveries and recoveries related to loss contingencies are recognized as receivables in Other current assets only when an enforceable contract is in place covering the loss event and realization of the claim underlying the recovery is probable. The probable recovery asset is not netted against potential liabilities. Environmental, Health & Safety (“EH&S”) Matters The Partnership is subject to various stringent federal, state, and local environmental, health, and safety rules and regulations. Liabilities related to future remediation costs of past environmental contamination of properties are recognized when the related costs are considered probable and can be reasonably estimated. Estimates of these costs are based upon currently available facts, internal and third-party assessments of contamination, available remediation technology, site-specific costs, and currently enacted laws and regulations. In reporting environmental liabilities, no offset is made for potential recoveries. Loss contingency accruals, including those for environmental remediation, are subject to periodic management review and revision as further information develops or circumstances change and such accruals can take into account the legal liability of other parties. Environmental expenditures for capital assets are capitalized at the time of the expenditure when such costs provide future economic benefits. Accrued amounts, if any, are reflected in Other current liabilities or Other long-term liabilities on our Consolidated Balance Sheets depending on when the Partnership expects to expend such amounts. As of December 31, 2025 and 2024, no liabilities have been recognized for environmental remediation matters, as no matters have been identified that are considered to be probable and estimable. Revenue Recognition The Partnership’s revenue is generated from contracts with customers and is recognized at a point in time when performance obligations are satisfied by transferring control of the products or services to a customer. The transfer of control occurs upon delivery of the product, as the customer accepts the product, has title and significant risks and rewards of ownership of the product, physical possession of the product has been transferred, and we have the right to payment. The transaction prices of the Partnership’s contracts are either fixed or based on market indices, and any uncertainty related to the variable consideration when determining the transaction price is resolved on the pricing date or the date when the product is delivered. The payment terms depend on the product and type of contract, but generally require customers to pay within 30 days or less, and do not contain significant financing components. Any pass-through finished goods delivery costs reimbursed by customers are reported in Net sales, while an offsetting expense is included in Cost of materials and other. Non-monetary product exchanges which are entered into in the normal course of business are included on a net cost basis in Cost of materials and other on our Consolidated Statements of Operations. Qualifying excise and other taxes collected from customers and remitted to governmental authorities are recorded as a reduction of the transaction price. December 31, 2025 | 59 Table of Contents CVR PARTNERS, LP AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Certain sales contracts require customer prepayment prior to product delivery to guarantee a price and supply of nitrogen fertilizer. Deferred revenue is recorded at the point in time in which a prepaid contract is legally enforceable and the associated right to consideration is unconditional prior to transferring product to the customer. An associated receivable is recorded for uncollected prepaid contract amounts. Cost Classifications Cost of materials and other consists primarily of feedstock expenses, purchased ammonia, purchased hydrogen, and freight and distribution expenses. Direct operating expenses (exclusive of depreciation and amortization) consist primarily of energy and other utility costs, direct costs of labor, property taxes, facility-related maintenance services, including turnaround expenses, and environmental and safety compliance costs, as well as catalyst and chemical costs. Each of these financial statement line items are also impacted by changes in inventory balances, as they include inventory production costs. Direct operating expenses also include allocated share-based compensation from CVR Energy and its subsidiaries. Selling, general and administrative expenses consist primarily of legal expenses, treasury, accounting, marketing, human resources, information technology, and maintaining the corporate and administrative offices in Texas and Kansas. Fair Value of Financial Instruments In accordance with Financial Accounting Standards Board (“ FASB”) Accounting Standards Codification (“ASC”) Topic 820, Fair Value Measurements and Disclosures (“Topic 820”), the Partnership utilizes the market approach to measure fair value for its financial assets and liabilities. The market approach uses prices and other relevant information generated by market transactions involving identical or comparable assets, liabilities, or a group of assets or liabilities, such as a business. Topic 820 utilizes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The following is a brief description of those three levels: • Level 1 — Quoted prices in active markets for identical assets or liabilities • Level 2 — Other significant observable inputs (including quoted prices in active markets for similar assets or liabilities) • Level 3 — Significant unobservable inputs (including the Partnership’s own assumptions in determining the fair value) Financial instruments consist of cash and cash equivalents, accounts receivable, accounts payable, and operating and finance lease obligations which are carried at cost and approximate their estimated fair value. The Partnership may enter into forward contracts with fixed or indexed delivery prices to purchase portions of its natural gas requirements. These natural gas contracts are not treated as derivatives as they qualify for the normal purchase and normal sale exclusions. Accordingly, the fair value of these contracts are not recorded at the end of each reporting period. Turnaround Expenses Turnarounds represent major maintenance activities that require the shutdown of significant parts of a facility to perform necessary inspections, cleanings, repairs, and replacements of assets. Costs incurred for routine repairs and maintenance or unplanned outages at our Facilities are expensed as incurred. Planned turnaround activities vary in frequency, dependent on our Facilities, but generally occur every three years . The Partnership follows the direct-expense method of accounting for turnaround activities, with associated costs included in Direct operating expenses (exclusive of depreciation and amortization) on our Consolidated Statements of Operations. During the years ended December 31, 2025, 2024, and 2023, the Partnership incurred turnaround expenses of $ 16.7 million, $ 0.5 million, and $ 1.8 million, respectively. Share-Based Compensation The Partnership accounts for share-based compensation in accordance with FASB ASC Topic 718, Compensation — Stock Compensation . Currently, all of the Partnership’s share-based compensation awards are liability-classified and are measured at fair value at the end of each reporting period based on the applicable closing unit price. Compensation expense will fluctuate based on changes in the applicable unit price value and expense reversals resulting from employee terminations prior to award December 31, 2025 | 60 Table of Contents CVR PARTNERS, LP AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS vesting. The Partnership recognizes forfeitures as they occur. Any previously recognized compensation expense is reversed in the period of forfeiture, and the corresponding liability is extinguished. Income Taxes The Partnership is not a taxable entity for federal income tax purposes or states that follow the federal income tax treatment of partnerships. Instead, for purposes of these income taxes, each partner of the Partnership is required to take into account its share of items of income, gain, loss and deduction in computing its federal and state income tax liabilities, regardless of whether cash distributions are made to such partner by the Partnership. We are subject to income taxes in certain states that do not follow the federal tax treatment of partnerships. These taxes are accounted for utilizing the asset and liability approach. Under this method, deferred tax assets and liabilities are recognized for the anticipated future tax consequences attributable to differences between the amounts recorded in the accounting books and their respective tax basis. Deferred amounts are measured using enacted tax rates expected to apply to taxable income in the year those temporary differences are expected to be recovered or settled. Allocation of Costs CVR Energy and its subsidiaries provide a variety of services to the Partnership, including employee benefits provided through CVR Energy’s benefit plans, administrative services provided by CVR Energy’s employees and management, insurance, and office space leased by CVR Energy. As such, the accompanying consolidated financial statements include costs that have been incurred by CVR Energy on behalf of the Partnership, which are then billed or allocated to the Partnership and are classified on our Consolidated Statements of Operations as either Direct operating expenses (exclusive of depreciation and amortization) or as Selling, general and administrative expenses. New Tax Legislation On July 4, 2025, the One Big Beautiful Bill Act (“OBBB”) was signed into law, making significant amendments to federal tax law, including permanently extending several provisions of the 2017 Tax Cuts and Jobs Act (“TCJA”). The Partnership benefited from the permanent extension of certain TCJA provisions; however, the impact to its income tax balances was immaterial. The Partnership will continue to monitor developments and evaluate any potential future impacts related to the OBBB. Recently Adopted Accounting Pronouncement In December 2023, the FASB issued Accounting Standards Update (“ASU”) 2023-09, Income Taxes (Topic 740) - Improvements to Income Tax Disclosures, which requires enhanced income tax disclosures that reflect how operations and related tax risks, as well as how tax planning and operational opportunities, affect the tax rate and prospects for future cash flows. Effective with this Report, the Partnership adopted this ASU and determined the impact of this ASU to be immaterial for the periods presented. Therefore, no additional disclosures were deemed necessary. Recently Issued Accounting Pronouncements But Not Yet Implemented In November 2024, the FASB issued ASU 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40) , which requires additional disclosures in the footnotes that disaggregate certain expenses presented on the face of the income statement. This standard is effective for the Partnership’s annual reporting period beginning January 1, 2027 and interim reporting periods beginning January 1, 2028. Retrospective application to comparative periods is optional, and early adoption is permitted. The Partnership continues to evaluate the impact of adopting this new accounting guidance but anticipates that the adoption will primarily affect disclosures and it will not have a material impact on the results of operations, financial condition or cash flows. In September 2025, the FASB issued ASU 2025-06, Intangibles (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software , which amends certain aspects of the accounting for and disclosure of software costs under ASC 350-40, including the elimination of accounting consideration of software project development stages and enhancement of the guidance around the ‘probable-to-complete’ threshold. This standard is effective for the Partnership’s annual reporting period beginning January 1, 2028 and interim reporting periods beginning within that annual reporting period. December 31, 2025 | 61 Table of Contents CVR PARTNERS, LP AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Retrospective application to comparative periods is optional, and early adoption is permitted. The Partnership is evaluating the potential impacts of adopting this new accounting guidance. (3) Inventories Inventories consisted of the following: December 31, (in thousands) 2025 2024 Finished goods $ 15,841 $ 17,066 Raw materials 1,058 2,755 Parts, supplies and other 65,784 55,758 Total inventories $ 82,683 $ 75,579 (4) Property, Plant and Equipment Property, plant and equipment, net consisted of the following: December 31, (in thousands) 2025 2024 Machinery and equipment $ 1,440,354 $ 1,435,691 ROU finance lease 25,543 25,076 Buildings and improvements 18,369 18,188 Automotive equipment 16,279 16,279 Land and improvements 15,266 14,959 Construction in progress 48,370 30,623 Other 3,467 2,939 1,567,648 1,543,755 Less: Accumulated depreciation and amortization ( 855,824 ) ( 808,164 ) Total property, plant and equipment, net $ 711,824 $ 735,591 For the years ended December 31, 2025, 2024, and 2023, depreciation and amortization expenses related to property, plant, and equipment was $ 80.5 million, $ 87.1 million, and $ 78.9 million, respectively, and capitalized interest was $ 1.6 million, $ 1.0 million, and $ 0.5 million, respectively. (5) Equity Method Investment As part of a series of agreements entered into with unaffiliated parties in January 2023 with the objective to monetize certain tax credits under Section 45Q of the Internal Revenue Code of 1986 (“45Q Transaction”), the Partnership received a 50 % interest in CVR-CapturePoint Parent, LLC (“CVRP JV”) in connection with a modification to a carbon oxide contract (“CO Contract”) with a customer. The Partnership applied the variable interest entity (“VIE”) model under FASB ASC Topic 810, Consolidation, to its variable interest in CVRP JV and determined that CVRP JV is a VIE. While the Partnership concluded it is not the primary beneficiary of CVRP JV, it does have significant influence over CVRP JV’s operating and financial policies and, therefore, applied the equity method of accounting for its investment in CVRP JV. The Partnership valued the equity interest received using a combination of the market approach and the discounted cash flow methodology with key inputs including the discount rate, contractual and expected future cash flows, and market multiples. The fair value of the consideration received, which was a non-recurring Level 3 measurement as defined by FASB ASC Topic 820, Fair Value Measurements , was estimated to be $ 46.0 million in January 2023 based on the use of the Partnership’s own assumptions described above. The Partnership deferred the recognition of the noncash consideration received at inception and has been recognizing the associated revenue proportionally as the performance obligations associated with the CO Contract are satisfied. Refer to Note 9 December 31, 2025 | 62 Table of Contents CVR PARTNERS, LP AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (“Revenue”) for further discussion. The Partnership has elected to record its share of the earnings or loss of CVRP JV one quarter in arrears. Distributions received from CVRP JV reduce the Partnership’s equity method investment and are recorded in the period they are received. The investment in CVRP JV is presented within Other long-term assets on our Consolidated Balance Sheets. (in thousands) CVRP JV Balance at December 31, 2023 $ 24,518 Cash contributions 14 Cash distributions (1) ( 5,193 ) Equity loss ( 11 ) Balance at December 31, 2024 19,328 Cash contributions 4 Cash distributions (1) ( 6,665 ) Equity loss ( 14 ) Balance at December 31, 2025 $ 12,653 (1) Includes distributions of $ 3.2 million and $ 2.2 million to the Partnership for CVRP JV exceeding certain carbon oxide capture and sequestration milestones during 2024 and 2023 , respectively. (6) Leases Lease Overview We lease railcars, equipment, real estate, and certain facilities to support the Partnership’s operations. Most of our leases include one or more renewal options to extend the lease term, which can be exercised at our sole discretion. Certain leases also include options to purchase the leased asset. Additionally, certain of our lease agreements include rental payments, which are adjusted periodically for factors such as inflation. Our lease agreements do not contain any material residual value guarantees or material restrictive covenants. Furthermore, we do not have any material lessor or sub-leasing arrangements. Balance Sheet Summary as of December 31, 2025 and 2024 The following table summarizes the ROU asset and lease liability balances for the Partnership’s operating and finance leases at December 31, 2025 and 2024. (in thousands) December 31, 2025 December 31, 2024 Operating Leases Finance Leases Operating Leases Finance Leases ROU asset, net Equipment, real estate and other $ 1,947 $ 24,488 $ 1,794 $ 24,995 Railcars 14,339 — 16,357 — Lease liability Equipment, real estate and other $ 562 $ 21,423 $ 231 $ 21,003 Railcars 13,916 — 16,168 — December 31, 2025 | 63 Table of Contents CVR PARTNERS, LP AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Lease Expense Summary for the Years Ended December 31, 2025, 2024, and 2023 For the years ended December 31, 2025, 2024, and 2023, we recognized lease expense comprised of the following components: Year Ended December 31, (in thousands) 2025 2024 2023 Operating lease expense $ 6,083 $ 5,542 $ 4,664 Finance lease expense: Amortization of ROU asset 974 81 — Interest expense on lease liability 2,396 231 — Short-term lease expense 2,218 2,789 3,022 Lease Terms and Discount Rates The following outlines the remaining lease terms and discount rates used in the measurement of the ROU assets and lease liabilities of the Partnership’s operating leases at December 31, 2025 and 2024: December 31, 2025 December 31, 2024 Operating Leases Finance Leases Operating Leases Finance Leases Weighted-average remaining lease term 3.9 years 13.6 years 4.5 years 14.6 years Weighted-average discount rate 7.8 % 11.3 % 7.3 % 11.3 % Maturities of Lease Liabilities The following summarizes the remaining minimum lease payments through maturity of the Partnership’s lease liabilities at December 31, 2025: (in thousands) Operating Leases Finance Leases Year Ending December 31, 2026 $ 4,876 $ 3,148 2027 4,884 3,148 2028 2,847 3,148 2029 1,959 3,148 2030 1,657 3,148 Thereafter 674 25,596 Total lease payments 16,897 41,336 Less: Imputed interest ( 2,419 ) ( 19,913 ) Total lease liability $ 14,478 $ 21,423 December 31, 2025 | 64 Table of Contents CVR PARTNERS, LP AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (7) Other Current Liabilities Other current liabilities consisted of the following: December 31, (in thousands) 2025 2024 Personnel accruals $ 10,948 $ 9,693 Operating lease liabilities 4,261 4,041 Share-based compensation 2,248 1,339 Accrued taxes other than income taxes 1,948 1,332 Accrued interest 1,481 2,531 Sales incentives 1,245 1,338 Current portion of finance lease obligation 778 877 Other accrued expenses and liabilities 2,441 2,832 Total other current liabilities $ 25,350 $ 23,983 (8) Long-Term Debt Long-term debt and finance lease obligations consisted of the following: December 31, (in thousands) 2025 2024 6.125 % Senior Secured Notes, due June 2028 (1) $ 550,000 $ 550,000 Finance lease obligation, net of current portion 20,645 20,126 Unamortized debt issuance costs ( 1,577 ) ( 2,152 ) Total long-term debt and finance lease obligations, net of current portion 569,068 567,974 Current portion of finance lease obligation 778 877 Total long-term debt and finance lease obligations, including current portion $ 569,846 $ 568,851 (1) The estimated fair value of the 2028 Notes, defined below, was approximately $ 551.4 million and $ 533.5 million as of December 31, 2025 and 2024, respectively. The fair value estimate is a Level 2 measurement, as defined by FASB ASC Topic 820, Fair Value Measurements, as it was determined by quotations obtained from a broker-dealer who makes a market in these and similar securities. Credit Agreements (in thousands) Total Available Borrowing Capacity Amount Borrowed as of December 31, 2025 Outstanding Letters of Credit Available Capacity as of December 31, 2025 Maturity Date ABL Credit Facility $ 47,931 $ — $ — $ 47,931 September 26, 2028 6.125 % Senior Secured Notes due June 2028 On June 23, 2021, CVR Partners and CVR Nitrogen Finance Corporation (“Finance Co.” and collectively with CVR Partners, the “Issuers”), completed a private offering of $ 550 million aggregate principal amount of 6.125 % Senior Secured Notes due June 2028 (the “2028 Notes”). Interest on the 2028 Notes is payable semi-annually in arrears on June 15 and December 15 each year, commencing on December 15, 2021. The 2028 Notes mature on June 15, 2028, unless earlier redeemed or repurchased by the Issuers. The 2028 Notes are jointly and severally guaranteed on a senior secured basis by all the existing domestic subsidiaries of CVR Partners, excluding Finance Co. We may, at our option, at any time and from time to time prior to June 15, 2024, on any one or more occasions, redeem all or part of the 2028 Notes at a price equal to 100 % of the principal amount plus a “make whole” premium, plus accrued and unpaid interest. We may, on any one or more occasions, redeem all or part of the 2028 Notes at the redemption prices set forth December 31, 2025 | 65 Table of Contents CVR PARTNERS, LP AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS below, expressed as a percentage of the principal amount of the respective notes, plus accrued and unpaid interest to the applicable redemption date. 12-month period beginning June 15, Percentage 2025 101.531 % 2026 and thereafter 100.000 % The 2028 Notes contain customary covenants for a financing of this type that, among other things, restricts CVR Partners’ ability and the ability of certain of its subsidiaries to: (i) sell assets; (ii) pay distributions on, redeem or repurchase the Partnership’s units or redeem or repurchase its subordinated debt; (iii) make investments; (iv) incur or guarantee additional indebtedness or issue disqualified stock; (v) create or incur certain liens; (vi) enter into agreements that restrict distributions or other payments from CVR Partners’ restricted subsidiaries to CVR Partners; (vii) consolidate, merge or transfer all or substantially all of CVR Partners’ assets; (viii) engage in transactions with affiliates; and (ix) create unrestricted subsidiaries. The 2028 Notes contains a permitted investment activity carveout that allows for the transfer of certain carbon capture assets to a joint venture for the purpose of monetizing potential tax credits. In addition, the indenture contains customary events of default, the occurrence of which would result in or permit the trustee or the holders of at least 25 % of the 2028 Notes to cause the acceleration of the 2028 Notes, in addition to the pursuit of other available remedies. ABL Credit Agreement On September 26, 2023, CVR Partners and certain of its subsidiaries entered into Amendment No. 1 to the Credit Agreement (the “ABL Amendment”) with Wells Fargo Bank National Association, a national banking association, as the administrative agent, collateral agent, and lender. The ABL Amendment amended that certain Credit Agreement, dated as of September 30, 2021 (as amended, the “ABL Credit Facility”), by and among the credit parties thereto and Wells Fargo, as administrative agent, collateral agent and a lender, to, among other things, (i) increase the aggregate principal amount available under the credit facility by an additional $ 15.0 million to a total of $ 50.0 million in the aggregate, with an incremental facility for another $ 15.0 million in the aggregate subject to additional lender commitments and certain other conditions, and (ii) extend the maturity date by an additional four years to September 26, 2028. The ABL Credit Facility provides for loans and letters of credit, subject to meeting certain borrowing base conditions, with sub-limits of $ 3.5 million for swingline loans and $ 10.0 million for letters of credit. The proceeds of the loans may be used for general corporate purposes of the Partnership and its subsidiaries. The foregoing description of the ABL Amendment does not purport to be complete and is qualified in its entirety by its terms, which is furnished as an exhibit to this Report. Loans under the Partnership’s ABL Credit Facility bear interest at an annual rate equal to, at the option of the borrowers, (i) (a) 1.615 % plus the daily simple Secured Overnight Financing Rate (“SOFR”) or (b) 0.615 % plus a base rate, if our quarterly excess availability is greater than or equal to 75%, (ii) (a) 1.865 % plus SOFR or (b) 0.865 % plus a base rate, if our quarterly excess availability is greater than or equal to 50% but less than 75%, or (iii) (a) 2.115 % plus SOFR or (b) 1.115 % plus a base rate, otherwise. The borrowers must also pay a commitment fee on the unutilized commitments and also pay customary letter of credit fees. The ABL Credit Facility contains customary covenants for a financing of this type and requires the Partnership in certain circumstances to comply with a minimum fixed charge coverage ratio test and contains other restrictive covenants that limit the ability of the Partnership and its subsidiaries ability to, among other things, incur liens, engage in a consolidation, merger, purchase or sale of assets, pay dividends, incur indebtedness, make advances, investments and loans, enter into affiliate transactions, issue certain equity interests, create subsidiaries and unrestricted subsidiaries, and create certain restrictions on the ability to make distributions, loans, and asset transfers among the Partnership or its subsidiaries. Covenant Compliance The Partnership and its subsidiaries were in compliance with all covenants under their respective debt instruments as of December 31, 2025. December 31, 2025 | 66 Table of Contents CVR PARTNERS, LP AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (9) Revenue The following table presents the Partnership’s revenue, disaggregated by major products: Year Ended December 31, (in thousands) 2025 2024 2023 Ammonia $ 143,089 $ 129,952 $ 161,004 UAN 374,316 312,008 431,451 Urea products 37,384 30,449 28,730 Other revenue (1) 51,249 52,915 60,292 Total revenue $ 606,038 $ 525,324 $ 681,477 (1) Consists mainly of freight revenue and includes sales of carbon oxide (“CO”) made in connection with the 45Q Transaction, as well as the noncash consideration received, which is recognized as the performance obligation associated with the CO Contract is satisfied over its term through April 2030. Revenue from the CO Contract is recognized over time based on carbon oxide volumes measured at delivery. Remaining Performance Obligations We have spot and term contracts with customers and the transaction prices are either fixed or based on market indices (variable consideration). The Partnership does not disclose remaining performance obligations for contracts that have terms of one year or less and for contracts where the variable consideration was entirely allocated to an unsatisfied performance obligation. As of December 31, 2025, the Partnership had approximately $ 3.6 million of remaining performance obligations for contracts with an original expected duration of more than one year. The Partnership expects to recognize $ 3.3 million of these performance obligations as revenue by the end of 2026 and an additional $ 0.3 million in 2027. Contract Balances During the years ended December 31, 2025 and 2024, the Partnership recognized revenue of $ 50.5 million and $ 15.7 million, respectively, that was included in the deferred revenue balances of $ 77.8 million and $ 49.1 million as of December 31, 2024 and 2023, respectively. Accounts receivable from contracts with customers was $ 57.9 million, $ 63.1 million, and $ 39.6 million as of December 31, 2025, 2024, and 2023, respectively. Major Customers CVR Partners had two customers that comprised 10% or more of net sales at approximately 15 % and 13 % for the year ended December 31, 2025 and 13 % and 12 % for the year ended December 31, 2023. CVR Partners had one customer that accounted for 10% or more of net sales at approximately 14 % for the year ended December 31, 2024. (10) Share-Based Compensation CVR Partners has a Long-Term Incentive Plan (the “CVR Partners LTIP”) that permits the granting of options, unit appreciation rights, distribution equivalent rights; restricted and phantom units, and other unit-based awards to the employees, officers, consultants and directors of CVR Partners and its subsidiaries. The Partnership had 0.5 million units available for future grants under the CVR Partners LTIP at December 31, 2025. The Partnership has issued long-term phantom unit awards under the CVR Partners LTIP, which represent the right to receive for each phantom unit, upon vesting, at the election of the Compensation Committee of the Board, (i) one CVR Partners common unit together with the per unit value of all distributions declared and paid on CVR Partners common units, from the grant date through the vesting date, or (ii) a cash payment equal to the average fair market value of one CVR Partners common unit calculated in accordance with the award agreement, plus the per unit value of all distributions declared and paid on CVR Partners common units from the grant date through the vesting date, both subject to the terms of the applicable award agreement (“LTIP Awards”). December 31, 2025 | 67 Table of Contents CVR PARTNERS, LP AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS The Partnership has also issued long-term, cash phantom unit awards in connection with (but not under) the CVR Partners LTIP (the “Share-Based Cash Awards” and together with the LTIP Awards, “Share-Based Awards”). These Share-Based Cash Awards represent the right to receive for each phantom unit, upon vesting, a cash payment equal to (i) the average fair market value of one CVR Partners common unit, calculated in accordance with the award agreement, plus (ii) the per share value of all distributions declared and paid on CVR Partners common units from the grant date through the vesting date, subject to the terms of the applicable award agreement. The Share-Based Awards are graded-vesting awards, which vest over three years with one-third of the award vesting each year provided the grantee remains employed by the Partnership and its subsidiaries on the applicable vesting date. Compensation expense is recognized ratably, based on service provided to the Partnership and its subsidiaries, with the amount recognized fluctuating as a result of the Share-Based Awards being remeasured to fair value at the end of each reporting period due to their liability-award classification. As of December 31, 2025, all outstanding Share-Based Awards were liability-classified under ASC 718 and, therefore, do not represent potentially dilutive securities. A summary of the Share-Based Award activity during the year ended December 31, 2025 is presented below: (in thousands, except per unit data) Units (1)(2) Weighted- Average Grant Date Fair Value Aggregate Intrinsic Value Non-vested at December 31, 2024 109,087 $ 74.70 $ 8,286 Granted 49,065 93.56 Vested ( 47,032 ) 77.78 Forfeited ( 4,937 ) 74.69 Non-vested at December 31, 2025 106,183 $ 82.05 $ 10,884 (1) Units reflected above are phantom units awarded by the Partnership and do not include any incentive units granted by CVR Energy for which it shares in the expense. (2) All units granted are LTIP Awards issued under the CVR Partners LTIP. The remainder of the outstanding and unvested units, as well as the vested and forfeited units, were issued as Share-Based Cash Awards in connection with (and not under) the CVR Partners LTIP. Unrecognized compensation expense associated with the Share-Based Awards at December 31, 2025 was approximately $ 7.6 million, which is expected to be recognized over a weighted average period of 1.7 years. Compensation expense recorded for the years ended December 31, 2025, 2024, and 2023 related to these awards was $ 6.8 million, $ 4.6 million, and $ 6.4 million, respectively. As of December 31, 2025 and 2024, the Partnership had a liability of $ 2.9 million and $ 1.8 million, respectively, for non-vested Share-Based Awards and associated distribution equivalent rights, and for the years ended December 31, 2025, 2024, and 2023, paid $ 4.3 million, $ 3.3 million, and $ 12.6 million, respectively, to settle Share-Based Awards upon vesting. Incentive Unit Awards — CVR Energy CVR Energy grants awards of incentive units and dividend equivalent rights to certain of its officers and employees and those of its subsidiaries, including officers of the Partnership’s subsidiaries, who provide shared services for CVR Energy and its subsidiaries. Costs related to these incentive unit awards are allocated to the Partnership based on time spent on Partnership business. Total compensation expense allocated to the Partnership for the years ended December 31, 2025, 2024, and 2023 related to the incentive units was $ 4.4 million, $ 1.4 million and $ 3.4 million, respectively. The Partnership had no separate liabilities related to these incentive unit awards as of December 31, 2025 and 2024, as the allocation of compensation expense for incentive unit awards is part of the amount charged to the Partnership under the Corporate Master Service Agreement (“Corporate MSA”). For the years ended December 31, 2025, 2024, and 2023, the Partnership had no reimbursements related to its allocated portion of CVR Energy’s incentive unit awards payments. See Note 13 (“Related Party Transactions”) for further discussion of the Corporate MSA. December 31, 2025 | 68 Table of Contents CVR PARTNERS, LP AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Performance Unit Awards A performance award agreement effective November 1, 2017, as amended on December 22, 2021 between CVR Energy and our former Executive Chairman (the “PU Award”) represents our former Executive Chairman’s right to receive upon vesting, a cash payment equal to $ 10.0 million if the average closing price of CVR Energy’s common stock over the 30 -day trading period from January 6, 2025 through February 20, 2025 is equal to or greater than $ 60 per share (subject to any equitable adjustments required to account for splits, dividends, combinations, acquisitions, dispositions, recapitalizations, and the like). The Performance Cycle (as such term is defined in the PU Award) ended on December 31, 2024, and the measurement period thereunder expired on February 20, 2025. The condition under the PU Award was not achieved, and no amounts were paid thereunder. No compensation costs related to the PU Award were recognized for the years ended December 31, 2025, 2024, and 2023. Other Benefit Plans CVR Energy sponsors and administers two defined contribution 401(k) plans, the CVR Energy 401(k) Plan and the CVR Energy 401(k) Plan for Represented Employees (collectively, the “Plans”), in which employees of the General Partner, CVR Partners and its subsidiaries may participate. Participants in the Plans may elect to contribute a designated percentage of their eligible compensation in accordance with the Plans, subject to statutory limits. CVR Partners provides a matching contribution of 100 % of the first 6 % of eligible compensation contributed by participants. Participants in both Plans are immediately vested in their individual contributions. The Plans provide for a three-year vesting schedule for the Partnership’s matching contributions and contain a provision to count service with predecessor organizations. The Partnership had contributions under the Plans of $ 2.8 million, $ 2.5 million, and $ 2.4 million for the years ended December 31, 2025, 2024, and 2023, respectively. (11) Commitments and Contingencies Unconditional Purchase Obligations The minimum required payments for unconditional purchase obligations, as defined in ASC 440, Commitments , related to ancillary production supplies and transportation are as follows: (in thousands) Unconditional Purchase Obligations Year Ending December 31, 2026 $ 4,120 2027 4,120 2028 4,120 2029 4,120 2030 4,120 Thereafter 36,047 $ 56,647 Expenses associated with these obligations are included in Direct operating expenses (exclusive of depreciation and amortization), and, for the years ended December 31, 2025, 2024, and 2023, totaled $ 4.1 million, $ 3.9 million, and $ 3.7 million, respectively. Litigation CRNF Ammonia Release - CVR Energy, CVR Partners and certain of their affiliates have been served with several lawsuits filed in state courts in Fort Bend County, Texas and/or received demand letters each alleging damages arising from an ammonia release that occurred at the Coffeyville Facility in October 2025, following which multiple individuals were transported to hospitals for evaluation and treatment. As these matters are in their earliest stages, the Partnership cannot yet determine whether these matters could have a material adverse effect on the Partnership’s financial position, results of operations, or cash flows. December 31, 2025 | 69 Table of Contents CVR PARTNERS, LP AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Kansas Environmental Claims - In January 2026, a lawsuit was filed in the United States District Court for the District of Kansas against CVR Energy, CVR Partners and certain of their affiliates (collectively, the “Kansas Defendants”) by three residents of Coffeyville and a purported class of similarly situated persons seeking compensatory and punitive damages in excess of $ 5 million for nuisance and other equitable relief arising from alleged environmental abuse from operations at CVR Energy’s Coffeyville refinery and the Coffeyville Facility. On February 3, 2026, the Kansas Defendants were served with the lawsuit. The Kansas Defendants dispute the claims and intend to vigorously defend themselves. As this matter is in its earliest stages, the Partnership cannot yet determine whether this lawsuit could have a material adverse effect on the Partnership’s financial position, results of operations, or cash flows. (12) Business Segments CVR Partners has one operating and reportable segment: Nitrogen Fertilizer. The Partnership derives revenue by producing and marketing nitrogen fertilizer products within the United States, which are used by farmers to improve the yield and quality of their crops. The segment determination is based on the management approach, reflecting the internal reporting used by the Chief Operating Decision Maker (“CODM”), the Partnership’s Chief Executive Officer, to evaluate performance and make strategic decisions. The CODM evaluates the performance of the Nitrogen Fertilizer Segment and decides how to allocate resources based on net income, which is reported in the Consolidated Statements of Operations. The CODM uses net income to assess the income generated by the Nitrogen Fertilizer Segment and to decide whether to recommend that the Board reinvest profits into the Partnership or pay distributions. Net income is also used to analyze performance against the budget and the Partnership’s competitors. While segment assets are not reported to, or used by, the CODM to allocate resources or to assess performance of the segment, total assets are disclosed in the Consolidated Balance Sheets. The following table presents the operating results and capital expenditures information for the Nitrogen Fertilizer Segment: Year Ended December 31, (in thousands) 2025 2024 2023 Net sales $ 606,038 $ 525,324 $ 681,477 Less: Feedstocks 58,715 55,427 76,831 Distribution costs 49,304 49,898 52,036 Other costs of materials (1) ( 1,276 ) ( 1,184 ) 5,510 Cost of materials and other 106,743 104,141 134,377 Less: Direct operating expenses (exclusive of depreciation and amortization and turnaround expenses) 237,336 213,736 233,138 Turnaround expenses 16,722 486 1,778 Depreciation and amortization 81,867 88,096 79,720 Selling, general and administrative expenses 33,594 28,414 29,523 Interest expense 35,837 34,044 34,317 Interest income ( 5,492 ) ( 4,217 ) ( 5,664 ) Other segment items (2) 769 ( 276 ) 1,855 Net income $ 98,662 $ 60,900 $ 172,433 Capital expenditures $ 56,923 $ 37,063 $ 29,081 (1) Other costs of materials includes inventory cost adjustments and lease expense. (2) Other segment items includes (gain) loss on asset disposal, other (income) expense, and income tax expense. December 31, 2025 | 70 Table of Contents CVR PARTNERS, LP AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (13) Related Party Transactions Limited Partnership Agreement The Partnership’s General Partner manages the Partnership’s operations and activities as specified in CVR Partners’ limited partnership agreement. The General Partner is managed by its board of directors. The partnership agreement provides that the Partnership will reimburse the General Partner for all direct and indirect expenses it incurs or payments it makes on behalf of the Partnership, including salary, bonus, incentive compensation, and other amounts paid to any person to perform services for the Partnership or for its General Partner in connection with operating the Partnership. Omnibus Agreement We are party to an omnibus agreement with CVR Energy and our General Partner, pursuant to which we have agreed that CVR Energy will have a preferential right to acquire any assets or group of assets that do not constitute assets used in a fertilizer restricted business. In determining whether to exercise any preferential right under the omnibus agreement, CVR Energy will be permitted to act in its sole discretion, without any fiduciary obligation to us or the unitholders whatsoever. These obligations will continue so long as CVR Energy owns at least 50 % of our General Partner. There was no activity reported under this agreement during the years ended December 31, 2025, 2024, and 2023. Coffeyville Master Services Agreement (“Coffeyville MSA”) Under the Coffeyville MSA, CRNF and an indirect, wholly owned subsidiary of CVR Energy (“CVR Energy Subsidiary”) are party to various services, including cross easements, hydrogen purchase and sale, raw water and facilities sharing, pet coke supply, feedstock and shared services, and a lease. The Coffeyville MSA provides for monthly payments for all goods and services supplied under the Coffeyville MSA and is in effect until terminated in writing, in whole or in part, by either party, or until terminated automatically in the event a party falls out of common control with the other party. Corporate MSA Under the Corporate MSA, the General Partner and the Partnership and its subsidiaries, as “service recipients” thereunder, obtain certain management and other administrative and professional services from CVR Services, LLC. The Corporate MSA provides for payment by each service recipient, including the General Partner and the Partnership and its subsidiaries, of a monthly fee for goods and services supplied thereunder, subject to an annual true up, as well as pass-through of any direct costs incurred on behalf of a service recipient without markup. Any party may terminate the Corporate MSA upon at least 90 days’ notice. Environmental Agreement CRNF and certain of CVR Energy’s subsidiaries are parties to an environmental agreement which provides for certain indemnification and access rights in connection with environmental matters affecting CVR Energy’s Coffeyville refinery and the Coffeyville Facility. To the extent that liability arises from environmental contamination that is caused by the Coffeyville refinery but is also commingled with environmental contamination caused by the Coffeyville Facility, the Coffeyville refinery may elect, in its sole discretion and at its own cost and expense, to perform government mandated environmental activities relating to such liability, subject to certain conditions and provided that it does not waive any rights to indemnification or compensation otherwise provided for in the agreement. No liability under this agreement was recorded as of December 31, 2025 and 2024. Terminal and Operating Agreement CRNF is part of a lease and operating agreement with an affiliated CVR Energy subsidiary, under which it leases the premises located at Phillipsburg, Kansas to be utilized as a UAN terminal. The initial term of the agreement will expire in May 2032, provided, however, CRNF may terminate the lease at any time during the initial term by providing 180 days prior written notice. In addition, this agreement will automatically renew for successive five-year terms, provided that CRNF may terminate the agreement during any renewal term with at least 180 days written notice. Under the terms of this agreement, CRNF will pay for UAN placed into and taken out of the terminal, as well as to lease the premises. December 31, 2025 | 71 Table of Contents CVR PARTNERS, LP AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Related Party Activity Activity associated with the Partnership’s related party arrangements for the years ended December 31, 2025, 2024, and 2023 is summarized below: Year Ended December 31, (in thousands) 2025 2024 2023 Sales to related parties: (1) CVR Energy subsidiary $ 1,219 $ 1,395 $ 4 CVRP JV 2,188 2,690 3,613 Expenses from related parties: (2) CVR Energy subsidiary 12,900 13,890 21,336 CVR Services 29,416 27,227 28,505 December 31, 2025 2024 Due to related parties (3) $ 3,784 $ 6,213 (1) Sales to related parties, included in Net sales in our consolidated financial statements, consist of (a) sales of feedstocks and services under the Coffeyville MSA and (b) CO sales to CVRP JV and its subsidiaries. (2) Expenses from related parties, included in Cost of materials and other, Direct operating expenses (exclusive of depreciation and amortization), and Selling, general and administrative expenses in our consolidated financial statements, consist primarily of pet coke and hydrogen purchased under the Coffeyville MSA and management and other professional services under the Corporate MSA. (3) Consists primarily of amounts payable to CVR Energy subsidiaries under the Coffeyville MSA and Corporate MSA, included in Accounts payable to affiliates. Distributions to CVR Partners’ Unitholders The Board has a policy for the Partnership to distribute all available cash, as determined in its sole discretion, generated on a quarterly basis. Cash distributions are made to the common unitholders of record on the applicable record date, generally within 60 days after the end of each quarter. Available cash for distribution for each quarter is determined by the Board following the end of such quarter and may be adjusted through reserves based on the Board’s judgment and prevailing business concerns. Distributions, if any—including the amount, timing, and the Board’s distribution policy—are subject to change at the discretion of the Board. The following table presents distributions paid by the Partnership to CVR Partners’ unitholders, including amounts paid to CVR Energy and IEP, during 2025, 2024, and 2023 (amounts presented in table below may not add to totals presented due to rounding): Year Ended December 31, (in thousands, except per unit data) 2025 2024 2023 Public unitholders $ 76,524 $ 44,673 $ 177,759 IEP 3,074 — — CVR Energy 46,393 26,037 103,605 Total distributions paid $ 125,990 $ 70,710 $ 281,364 Distributions per common unit (1) $ 11.92 $ 6.69 $ 26.62 (1) Amount represents the cumulative distributions, calculated quarterly, paid in the respective period. For the fourth quarter of 2025, upon approval by the Board on February 18, 2026, the Partnership declared a distribution of $ 0.37 per common unit, or $ 3.9 million, which is payable March 9, 2026 to unitholders of record as of March 2, 2026. Of this December 31, 2025 | 72 Table of Contents CVR PARTNERS, LP AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS amount, CVR Energy and IEP will receive approximately $ 1.4 million and $ 0.1 million, respectively, with the remaining amount payable to public unitholders. (14) Supplemental Cash Flow Information Cash flows related to income taxes, interest, leases, and capital expenditures included in accounts payable are as follows: Year Ended December 31, (in thousands) 2025 2024 2023 Supplemental disclosures: Cash paid for income taxes, net of refunds $ 41 $ 84 $ 281 Cash paid for interest 36,754 34,135 34,083 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases 5,282 4,981 3,786 Operating cash flows from finance leases 2,316 213 — Financing cash flows from finance leases 1,174 2,361 — Noncash investing and financing activities: Change in capital expenditures included in accounts payable 6,121 ( 11 ) 4,885 ROU assets obtained in exchange for new or modified operating lease liabilities 475 8,143 — ROU assets obtained in exchange for new or modified finance lease liabilities — 25,307 — December 31, 2025 | 73 Table of Contents Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure None.