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Forward-Looking Information
−Removed: This annual report on Form 10-K, including this “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” contains forward-looking statements regarding the plans and objectives of management for future operations.
−Removed: This information may involve known and unknown risks, uncertainties and other factors that may cause UNL’s actual results, performance or achievements to be materially different from future results, performance or achievements expressed or implied by any forward-looking statements.
−Removed: UNL believes these factors include, but are not limited to, the following:
−Removed: changes in inflation in the United States, movements in U.S.
−Removed: and foreign currencies, market volatility in the natural gas markets and futures markets, in part attributable to the COVID-19 pandemic in February 2020, the Russia-Ukraine war and conflicts in the Middle East.
−Removed: Forward-looking statements, which involve assumptions and describe UNL’s future plans, strategies and expectations, are generally identifiable by use of the words “may,” “will,” “should,” “expect,” “anticipate,” “estimate,” “believe,” “intend” or “project,” the negative of these words, other variations on these words or comparable terminology.
−Removed: These forward-looking statements are based on assumptions that may be incorrect, and UNL cannot assure investors that the projections included in these forward-looking statements will come to pass.
−Removed: UNL’s actual results could differ materially from those expressed or implied by the forward-looking statements as a result of various factors.
+Added: This annual report on Form 10-K, including this “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” contains “forward-looking statements” which generally relate to future events or future performance.
+Added: In some cases, you can identify forward-looking statements by terminology such as “may,” “will,” “should,” “expect,” “plan,” “anticipate,” “believe,” “estimate,” “predict,” “potential” or the negative of these terms or other comparable terminology.
+Added: All statements (other than statements of historical fact) included in this annual report on Form 10-K that address activities, events or developments that will or may occur in the future, including such matters as changes in inflation in the United States, movements in the stock market, movements in U.S.
+Added: and foreign currencies, and market volatility in the commodities markets and futures markets and indexes that track such movements, the Russia-Ukraine war and conflicts in the Middle East, UNL’s operations, USCF’s plans and references to UNL’s future success and other similar matters, are forward-looking statements.
+Added: These statements are only predictions.
+Added: Actual events or results may differ materially.
+Added: These statements are based upon certain assumptions and analyses USCF has made based on its perception of historical trends, current conditions and expected future developments, as well as other factors appropriate in the circumstances.
+Added: Whether or not actual results and developments will conform to USCF’s expectations and predictions, however, is subject to a number of risks and uncertainties, including the special considerations discussed in this annual report on Form 10-K, general economic, market and business conditions, changes in laws or regulations, including those concerning taxes, made by governmental authorities or regulatory bodies, and other world economic and political developments.
+Added: Consequently, all the forward-looking statements made in this annual report on Form 10- K are qualified by these cautionary statements, and there can be no assurance that the actual results or developments USCF anticipates will be realized or, even if substantially realized, that they will result in the expected consequences to, or have the expected effects on, UNL’s operations or the value of its shares.
UNL has based the forward-looking statements included in this annual report on Form 10-K on information available to it on the date of this annual report on Form 10-K, and UNL assumes no obligation to update any such forward-looking statements.
Although UNL undertakes no obligation to revise or update any forward-looking statements, whether as a result of new information, future events or otherwise, investors are advised to consult any additional disclosures that UNL may make directly to them or through reports that UNL files in the future with the SEC, including annual reports on Form 10-K, quarterly reports on Form 10-Q and current reports on Form 8-K.
−Removed: UNL, a Delaware limited partnership, is a commodity pool that issues shares that may be purchased and sold on the NYSE Arca.
+Added: UNL, a Delaware limited partnership, is a commodity pool that issues shares that are traded on the NYSE Arca.
The investment objective of UNL is for the average daily percentage changes in the NAV per share to reflect the average daily percentage changes of the spot price of natural gas delivered at the Henry Hub, Louisiana, as measured by the daily changes in the average of the prices of 12 futures contracts for natural gas traded on the New York Mercantile Exchange (the “NYMEX”), consisting of the near month contract to expire and the contracts for the following 11 months, for a total of 12 consecutive months’ contracts, except when the near month contract is within two weeks of expiration, in which case it will be measured by the futures contract that is the next month contract to expire and the contracts for the following 11 consecutive months (the “Benchmark Futures Contracts”), plus interest earned on UNL’s collateral holdings less UNL’s expenses.
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UNL’s investment objective is not for its NAV or market price of shares to equal, in dollar terms, the spot price of natural gas or any particular futures contract based on natural gas nor is UNL’s investment objective for the percentage change in its NAV to reflect the percentage change of the price of any particular futures contract as measured over a time period greater than one day .
−Removed: The general partner of UNL, United States Commodity Funds LLC (“USCF”), believes that it is not practical to manage the portfolio to achieve such an investment goal when investing in Natural Gas Futures Contracts (as defined below) and Other Natural Gas-Related Investments (as defined below).
+Added: The general partner of UNL, United States Commodity Funds LLC (“USCF”), believes that it is not practical to manage the portfolio to achieve such an investment goal when investing in Futures Contracts (as defined below) and Other Natural Gas-Related Investments (as defined below).
UNL invests primarily in natural gas futures contracts that are traded on the NYMEX, ICE Futures Exchange (“ICE Futures”) or other U.S.
−Removed: and foreign exchanges (collectively, “Natural Gas Futures Contracts”) and to a lesser extent, in order to comply with regulatory requirements, risk mitigation measures (including those that may be taken by UNL, UNL’s FCMs, counterparties or other market participants), liquidity requirements, or in view of market conditions, other natural gas-related investments such as cash-settled options on Natural Gas Futures Contracts, forward contracts for natural gas, cleared swap contracts and non-exchange traded over-the-counter (“OTC”) swaps that are based on the price of natural gas, crude oil and, other petroleum-based fuels and indices based on the foregoing (collectively, “Other Natural Gas-Related Investments”).
+Added: and foreign exchanges (collectively, “Futures Contracts”) and to a lesser extent, in order to comply with regulatory requirements, risk mitigation measures (including those that may be taken by UNL, UNL’s FCMs, counterparties or other market participants), liquidity requirements, or in view of market conditions, other natural gas-related investments such as cash-settled options on Futures Contracts, forward contracts for natural gas, cleared swap contracts and non-exchange traded over-the-counter (“OTC”) swaps that are based on the price of natural gas, crude oil and other petroleum-based fuels and indices based on the foregoing (collectively, “Other Natural Gas-Related Investments”).
Market conditions that USCF currently anticipates could cause UNL to invest in Other Natural Gas-Related Investments include those allowing UNL to obtain greater liquidity or to execute transactions with more favorable pricing.
−Removed: For convenience and unless otherwise specified, Natural Gas Futures Contracts and Other Natural Gas-Related Investments collectively are referred to as “Natural Gas Interests” in this annual report on Form 10-K.
−Removed: USCF believes that market arbitrage opportunities will cause daily changes in UNL’s share price on the NYSE Arca on a percentage basis to closely track daily changes in UNL’s per share NAV on a percentage basis.
+Added: For convenience and unless otherwise specified, Futures Contracts and Other Natural Gas-Related Investments collectively are referred to as “Natural Gas Interests” in this annual report on Form 10-K.
+Added: In addition, USCF believes that market arbitrage opportunities will cause daily changes in UNL’s share price on the NYSE Arca on a percentage basis to closely track daily changes in UNL’s per share NAV on a percentage basis.
USCF further believes that daily changes in the average prices of the Benchmark Futures Contracts have historically closely tracked the daily changes in spot price of natural gas.
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Once the daily price fluctuation limit has been reached in a particular futures contract, no trades may be made at a price beyond that limit.
−Removed: The accountability levels for the Benchmark Futures Contracts and other Natural Gas Futures Contracts traded on U.S.-based futures exchanges such as the NYMEX are not a fixed ceiling, but rather a threshold above which the NYMEX may exercise greater scrutiny and control over an investor’s positions.
−Removed: The current accountability level for investments for any one-month in the Benchmark Futures Contracts is 6,000 net contracts.
+Added: The accountability levels for the Benchmark Futures Contracts and other Futures Contracts traded on U.S.-based futures exchanges such as the NYMEX are not a fixed ceiling, but rather a threshold above which the NYMEX may exercise greater scrutiny and control over an investor’s positions.
+Added: The current accountability levels for investments for any one-month in the Benchmark Futures Contracts is 6,000 net contracts.
In addition, the NYMEX imposes an accountability level for all months of 12,000 net futures contracts for investments in futures contracts for natural gas.
In addition, the ICE Futures maintains accountability levels position limits and monitoring authority for its futures contracts for natural gas contracts.
−Removed: If UNL and the Related Public Funds exceed these accountability levels for investments in the futures contract for natural gas, the NYMEX and ICE Futures will monitor UNL’s and the Related Public Funds’ exposure and may ask for further information on their activities, including the total size of all positions, investment and trading strategy, and the extent of liquidity resources of UNL and the Related Public Funds.
−Removed: If deemed necessary by the NYMEX and/or ICE Futures, UNL and the Related Public Funds could be ordered to reduce their aggregate net futures contracts back to the accountability level.
+Added: If UNL and the Related Public Funds exceed these accountability levels for investments in the futures contract for natural gas, the NYMEX and ICE Futures will monitor UNL’s and the Related Public Funds’ exposure and may ask for further information on UNL and the Related Public Funds’ activities, including the total size of all positions, investment and trading strategy, and the extent of liquidity resources of UNL and the Related Public Funds.
+Added: If deemed necessary by the NYMEX and/or ICE Futures, UNL and the Related Public Funds could be required to reduce their aggregate positions back to the accountability level.
The foregoing accountability levels and position limits are subject to change.
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For the year ended December 31, 2025, UNL did not exceed accountability levels imposed by the NYMEX and ICE Futures, however, the aggregated total of certain of the Related Public Funds did exceed the accountability levels.
−Removed: No action was taken by NYMEX and UNL did not reduce the number of Natural Gas Futures Contracts held as a result.
+Added: No action was taken by NYMEX and UNL did not reduce the number of Futures Contracts held as a result.
Position limits differ from accountability levels in that they represent fixed limits on the maximum number of futures contracts that any person may hold and cannot allow such limits to be exceeded without express CFTC authority to do so.
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exchanges to be offered and sold in the United States.
−Removed: Infectious disease outbreaks like COVID-19 could negatively affect the valuation and performance of UNL’s investments.
−Removed: Infectious disease outbreaks like the COVID-19 pandemic may arise in the future and could adversely affect UNL and, more generally, individual issuers and capital markets, in ways that cannot necessarily be foreseen.
−Removed: For example, COVID-19 resulted in numerous deaths, travel restrictions, closed international borders, enhanced health screenings at ports of entry and elsewhere, disruption of and delays in healthcare service preparation and delivery, prolonged quarantines and the imposition of both local and more widespread “work from home” measures, cancellations, loss of employment, supply chain disruptions, and lower consumer and institutional demand for goods and services, as well as general concern and uncertainty.
−Removed: The COVID-19 pandemic that occurred in 2020 had a material adverse impact on local economies in the affected jurisdictions and also on the global economy, as cross border commercial activity and market sentiment were impacted by the outbreak and government and other measures seeking to contain COVID-19’s spread.
−Removed: An infectious disease outbreak may arise in the future and could have the same or similar effects as the COVID-19 pandemic, or different effects that cannot be foreseen.
−Removed: Moreover, as was the case with the COVID-19 pandemic, actions taken by government and quasi-governmental authorities and regulators throughout the world in response to an infectious disease outbreak, including the potential for significant fiscal and monetary policy changes, may affect the value, volatility, pricing and liquidity of some investments or other assets, including those held by or invested in by UNL.
−Removed: Public health crises caused by infectious disease outbreaks may exacerbate other pre-existing political, social and economic risks in certain countries or globally and their duration cannot be determined with certainty.
−Removed: UNL may be subject to interest rate risk, which may prevent UNL from investing fully at prevailing rates until any current investments in Treasury Bills mature in order to avoid selling those investments at a loss.
+Added: Natural disasters, public health disruptions (such as the COVID-19 pandemic), and international armed conflicts could impact the price of commodities and/or the value, pricing and liquidity of UNL‘s investments or assets which, in turn, could cause the loss of your investment in UNL.
+Added: Natural or environmental disasters, such as earthquakes, fires, floods, hurricanes, tsunamis and other severe weather-related phenomena generally, and widespread disease, including public health disruptions, pandemics and epidemics (for example, the COVID-19 pandemic), can be highly disruptive to economies and markets.
+Added: Such events can, directly or indirectly, negatively impact, and/or cause volatility in, the price of commodities such as natural gas and the value, pricing, and liquidity of the investments or other assets held by UNL.
+Added: Geopolitical conflict, including war and armed conflicts (such as the Russia-Ukraine war, conflicts in the Middle East, and the expansion of such conflicts in surrounding areas), sanctions, the introduction of or changes in tariffs or trade barriers, global or local recessions, and acts of terrorism, can also, directly or indirectly, negatively impact, and/or cause volatility in, the price of commodities such as natural gas and the value, pricing, and liquidity of the investments or other assets held by UNL.
+Added: A negative impact on, or volatility in, the price of natural gas or the value, pricing and liquidity of UNL’s investments or other assets resulting from the occurrence of any of the aforementioned events, or similar events, could cause you to lose all, or substantially all, of your investment in UNL.
+Added: UNL may be subject to interest rate risk, which may prevent UNL from investing fully at prevailing rates until any current investments in Treasuries mature in order to avoid selling those investments at a loss.
Interest rate risk is the risk that fixed income securities and other investments in UNL’s portfolio will fluctuate in value because of a change in interest rates.
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When interest rates rise, the value of fixed income securities typically falls.
−Removed: In a rising interest rate environment, UNL may not be able to fully invest at prevailing rates until any current investments in Treasury Bills mature in order to avoid selling those investments at a loss.
+Added: In a rising interest rate environment, UNL may not be able to fully invest at prevailing rates until any current investments in Treasuries mature in order to avoid selling those investments at a loss.
Interest rate risk is generally lower for shorter term investments and higher for longer term investments.
−Removed: In addition, in risk interest rate environments, it is possible that the Treasury Bills held by UNL will decline in value.
−Removed: When interest rates fall, UNL may be required to reinvest the proceeds from the sale, redemption or early prepayment of a Treasury Bill or money market security at a lower interest rate.
+Added: In addition, in rising interest rate environments, it is possible that the Treasuries held by UNL will decline in value.
+Added: When interest rates fall, UNL may be required to reinvest the proceeds from the sale, redemption or early prepayment of the Treasuries or money market security at a lower interest rate.
+Added: As inflation increases, the present value of UNL’s assets may decline.
+Added: Inflation is a general increase in the overall price level of goods and services in the economy.
+Added: The United States Federal Reserve has a stated goal of maintaining a two percent increase in inflation over the long run, as measured by the annual change in the price index for personal consumption expenditures.
+Added: Following the COVID-19 pandemic, the United States experienced inflation above the Federal Reserve’s stated two-percent goal.
+Added: Other world economies similarly experienced elevated inflation rates.
+Added: The Federal Reserve increased interest rates and successfully reduced inflation so that it is close to the stated two percent goal.
+Added: As a result, in 2024, the Federal Reserve began reducing interest rates.
+Added: However, the rate of inflation in the United States is still above the stated two percent goal.
+Added: Inflation has the effect of eroding the value of cash or bonds.
+Added: In a high inflation environment the value of UNL’s cash and Treasury investments may decline.
UNL may potentially lose money by investing in government money market funds.
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The average price of the Benchmark Futures Contracts started the year at $3.622 per million British thermal shares (“MMBtu”).
−Removed: The high of the year was on December 30, 2024 when the price of the Benchmark Futures Contracts reached $3.739 per MMBtu.
−Removed: The low of the year was on February 20, 2024 when the price dropped to $2.509 per MMBtu.
+Added: The high of the year was on March 10, 2025 when the price of the Benchmark Futures Contracts reached $4.931 per MMBtu.
+Added: The low of the year was on January 3, 2025 when the price dropped to $3.507 per MMBtu.
The year ended with the Benchmark Futures Contracts at $3.723 per MMBtu, an increase of approximately 2.79% over the year.
−Removed: UNL’s per share NAV began the year at $8.58 and ended the year at $8.12 on December 31, 2024, an decrease of approximately (5.36)% over the year.
+Added: UNL’s per share NAV began the year at $8.12 and ended the year at $7.34 on December 31, 2025, a decrease of approximately (9.61)% over the year.
The Benchmark Futures Contracts prices listed above began with the February 2025 to January 2026 contracts and ended with the February 2026 to January 2027 contracts.
−Removed: The increase of approximately 30.81% on the Benchmark Futures Contracts listed above is a hypothetical return only and would not actually be realized by an investor holding Futures Contracts.
+Added: An increase of approximately 2.79% on the Benchmark Futures Contracts listed above is a hypothetical return only and would not actually be realized by an investor holding Futures Contracts.
An investment in Futures Contracts would need to be rolled forward during the time period described in order to simulate such a result.
Furthermore, the change in the nominal price of these differing Futures Contracts, measured from the start of the year to the end of the year, does not represent the actual benchmark results that UNL seeks to track, which are more fully described below in the section titled “ Tracking UNL’s Benchmark .”
−Removed: During the year ended December 31, 2024, the natural gas futures market experienced states of both contango and backwardation.
+Added: During the year ended December 31, 2025, the natural gas futures market experienced states of both mild contango and backwardation.
When the market is in a state of contango, the near month natural gas futures contract is lower than the price of the next month natural gas futures contract, or contracts further away from expiration.
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As of December 31, 2025, UNL had the following Authorized Participants:
−Removed: Citadel Securities LLC, Citigroup Global Markets, Inc., Credit Suisse Securities USA LLC, JP Morgan Securities Inc., Merrill Lynch Professional Clearing Corp., Morgan Stanley & Company Inc., RBC Capital Markets LLC, SG Americas Securities LLC and Virtu Americas LLC.
+Added: Citadel Securities LLC, Citigroup Global Markets, Inc., JP Morgan Securities Inc., Jane Street Capital LLC, Merrill Lynch Professional Clearing Corp., Morgan Stanley & Company Inc., RBC Capital Markets LLC, SG Americas Securities LLC and Virtu Americas LLC.
For the Year Ended December 31, 2025 Compared to the Year Ended December 31, 2024
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The fee is accrued daily and paid monthly.
−Removed: The decrease in the per share NAV for the year ended December 31, 2024, compared to the year ended December 31, 2023, was due primarily to lower prices for natural gas and the related decrease in the value of the Natural Gas Futures Contracts in which UNL held and traded.
−Removed: Average interest rates earned on short-term investments held by UNL, including cash, cash equivalents and Treasuries, were higher during the year ended December 31, 2024, compared to the year ended December 31, 2023.
−Removed: As a result, the amount of income earned by UNL as a percentage of average daily total net assets was higher during the year ended December 31, 2024, compared to the year ended December 31, 2023.
−Removed: To the degree that the aggregate yield is higher, the net expense ratio, inclusive of income, will be lower.
−Removed: The increase in total fees and other expenses excluding management fees for the year ended December 31, 2024, compared to the year ended December 31, 2023 was due primarily to a increase in reporting costs and professional fees.
−Removed: The increase in total commissions accrued to brokers for the year ended December 31, 2024, compared to the year ended December 31, 2023, was due primarily to a higher number of Natural Gas Futures Contracts being held and traded.
+Added: Average interest rates earned on short-term investments held by UNL, including cash, cash equivalents and Treasuries, were lower during the year ended December 31, 2025, compared to the year ended December 31, 2024.
+Added: As a result, the amount of income earned by UNL as a percentage of average daily total net assets was lower during the year ended December 31, 2025, compared to the year ended December 31, 2024.
+Added: To the degree that the aggregate yield is lower, the net expense ratio, inclusive of income, will be higher.
+Added: The decrease in total fees and other expenses excluding management fees for the year ended December 31, 2025, compared to the year ended December 31, 2024 was due primarily to a decrease in reporting costs and professional fees.
+Added: The decrease in total commissions accrued to brokers for the year ended December 31, 2025, compared to the year ended December 31, 2024, was due primarily to the number of Futures Contracts being held and traded.
Tracking UNL’s Benchmark
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For the 30-valuation days ended December 31, 2025, the average daily change in the average of the prices of the Benchmark Futures Contracts was (0.375)%, while the average daily change in the per share NAV of UNL over the same time period was (0.364)%.
−Removed: The average daily difference was 0.016% (or 1.6 basis points, where 1 basis point equals 1/100 of 1%), meaning that over this time period UNL’s NAV performed was within the plus or minus 10% range established as its benchmark tracking goal.
+Added: The average daily difference was 0.011% (or 1.1 basis point, where 1 basis point equals 1/100 of 1%), meaning that over this time period UNL’s NAV performed was within the plus or minus 10% range established as its benchmark tracking goal.
Since the commencement of the offering of UNL’s shares to the public on November 18, 2009 to December 31, 2025, the average daily change in the average price of the Benchmark Futures Contracts was (0.029)%, while the average daily change in the per share NAV of UNL over the same time period was (0.027)%.
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The following two charts demonstrate the correlation between the changes in UNL’s NAV and the changes in the Benchmark Futures Contracts.
−Removed: The first graph exhibits the daily changes in the last 30 valuation days ended December 31, 2024.
−Removed: The second graph measures monthly below shows the daily movement of UNL’s per share NAV versus the daily movement of the Benchmark Futures Contracts for the 30 valuation day period ended December 31, 2024, the last trading day in December.
+Added: The first chart below shows the daily movement of UNL’s per share NAV versus the daily movement of the Benchmark Futures Contracts for the 30 valuation day period ended December 31, 2025, the last trading day in December.
The second chart below shows the monthly total returns of UNL as compared to the monthly value of the Benchmark Futures Contracts for the five years ended December 31, 2025.
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*PAST PERFORMANCE IS NOT NECESSARILY INDICATIVE OF FUTURE RESULTS
−Removed: An alternative tracking measurement of the return performance of UNL versus the return of its Benchmark Futures Contracts can be calculated by comparing the actual return of UNL, measured by changes in its per share NAV, versus the expected changes in its per share NAV under the assumption that UNL’s returns had been exactly the same as the daily changes in its Benchmark Futures Contracts.
+Added: An alternative tracking measurement of the return performance of UNL versus the return of its Benchmark Futures Contracts can be calculated by comparing the actual return of UNL, measured by changes in its per share NAV, versus the expected changes in its per share NAV under the assumption that UNL’s returns had been exactly the same as the daily changes in the average of the prices of its Benchmark Futures Contracts.
For the year ended December 31, 2025, the actual total return of UNL as measured by changes in its per share NAV was (9.61)%.
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However, if UNL’s daily changes in its per share NAV had instead exactly tracked the changes in the daily total return of the Benchmark Futures Contracts, UNL would have had an estimated per share NAV of $7.74 as of December 31, 2024, for a total return over the relevant time period of (9.82)%.
−Removed: The difference between the actual per share NAV total return of UNL of (50.23)%.
−Removed: and the expected total return based on the Benchmark Futures Contracts of (52.20)% was an error over the time period of 1.97%, which is to say that UNL’s actual total return outperformed its benchmark by that percentage.
−Removed: UNL incurred expenses primarily composed of the management fee, brokerage commissions for the buying and selling of futures contracts, and other expenses.
−Removed: The impact of these expenses, offset by interest and dividend income, and net of positive or negative execution, tended to cause daily changes in the per share NAV of UNL to track slightly lower or higher than daily changes in the price of the Benchmark Futures Contracts.
−Removed: There are three factors that typically have impacted or are most likely to impact UNL’s ability to accurately track Benchmark Futures Contracts in addition to the foregoing.
+Added: The difference between the actual per share NAV total return of UNL of (5.36)% and the expected total return based on the Benchmark Futures Contract of (9.82)% was a difference over the time period of 4.46%, which is to say that UNL’s actual total return outperformed its benchmark by that percentage.
+Added: UNL incurs expenses primarily composed of the management fee, brokerage commissions for the buying and selling of futures contracts, and other expenses.
+Added: The impact of these expenses, offset by interest and dividend income, and net of positive or negative execution, tends to cause daily changes in the per share NAV of UNL to track slightly lower or higher than daily changes in the price of the Benchmark Futures Contracts.
+Added: There are three factors that typically have impacted or are most likely to impact UNL’s ability to accurately track its Benchmark Futures Contracts in addition to the foregoing.
First, UNL may buy or sell its holdings in the then current Benchmark Futures Contracts at a price other than the closing settlement price of that contract on the day during which UNL executes the trade.
−Removed: In that case, UNL may pay a price that is higher, or lower, than the closing settlement price of the Benchmark Futures Contracts, which could cause the changes in the daily per share NAV of UNL to either be higher or lower relative to the daily changes in the average price of the Benchmark Futures Contracts.
+Added: In that case, UNL may pay a price that is higher, or lower, than the closing settlement price of the Benchmark Futures Contracts, which could cause the changes in the daily per share NAV of UNL to either be higher or lower to the daily changes in the average of the prices of the Benchmark Futures Contracts.
During the year ended December 31, 2025, USCF attempted to minimize the effect of these transactions by seeking to execute its purchase or sale of the Benchmark Futures Contracts at, or as close as possible to, the end of the day settlement price.
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Second, UNL incurs expenses primarily composed of the management fee, brokerage commissions for the buying and selling of futures contracts, and other expenses.
−Removed: The impact of these expenses tends to cause daily changes in the per share NAV of UNL to track slightly lower than daily changes in the average of the prices of the Benchmark Futures Contracts.
+Added: The impact of these expenses tends to cause daily changes in the per share NAV of UNL to track slightly lower or higher than daily changes in the average of the prices of the Benchmark Futures Contracts.
At the same time, UNL earns dividend and interest income on its cash, cash equivalents and Treasuries.
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When short-term yields drop to a level lower than the combined expenses of the management fee and the brokerage commissions, then the tracking error becomes a negative number and would tend to cause the daily returns of the per share NAV to underperform the daily returns of the Benchmark Futures Contracts.
−Removed: USCF anticipates that interest rates may continue to stagnate over the near term.
−Removed: It is anticipated that fees and expenses paid by UNL may continue to be lower than interest earned by UNL.
−Removed: As such, USCF anticipates that UNL could possibly outperform its benchmark so long as interest earned is higher than the fees and expenses paid by UNL.
+Added: USCF anticipates that interest rates may continue to stagnate over the near term from historical lows.
+Added: It is anticipated that fees and expenses paid by UNL may be lower than interest earned by UNL.
+Added: As such, USCF anticipates that UNL could possibly outperform its benchmark so long as interest earned is greater than the fees and expenses paid by UNL.
Third, UNL may hold Other Natural Gas-Related Investments in its portfolio that may fail to closely track the Benchmark Futures Contracts total return movements.
−Removed: In that case, the error in tracking the Benchmark Futures Contracts could result in daily changes in the per share NAV of UNL that are either too high, or too low, relative to the daily changes in the average price of the Benchmark Futures Contracts.
+Added: In that case, the error in tracking the Benchmark Futures Contracts could result in daily changes in the per share NAV of UNL that are either too high, or too low, relative to the daily changes in the average of the prices of the Benchmark Futures Contracts.
During the year ended December 31, 2025, UNL did not hold any Other Natural Gas-Related Investments.
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*PAST PERFORMANCE IS NOT NECESSARILY INDICATIVE OF FUTURE RESULTS
−Removed: An investment in a portfolio that owned only the near month natural gas futures contract would likely produce a different result than an investment in a portfolio that owned an equal number of each of the near 12 months of natural gas futures contracts.
−Removed: Generally speaking, when the natural gas futures market is in backwardation, a portfolio of only the near month natural gas futures contract may tend to have a higher total return than a portfolio of 12 months of the natural gas futures contract.
−Removed: Conversely, if the natural gas futures market was in contango, the portfolio containing only 12 months of natural gas futures contracts may tend to outperform the portfolio holding only the near month natural gas futures contract.
Historically, the natural gas futures markets have experienced periods of contango and backwardation.
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During the year ended December 31, 2025, the average price of the Benchmark Natural Gas Futures Contracts traded in a range between $3.507 and $4.931.
−Removed: The average price of the Benchmark Natural Gas Futures Contracts increased 30.81% from the end of 2023 through December 31, 2024, finishing the quarter at $3.622.
−Removed: The number of rigs dedicated to natural gas production fell from 120 at the start of the year to 102 by the end of the fourth quarter.
−Removed: Natural Gas stored in the United States stood at 3,413 billion cubic feet as of December 31, 2024, about 1.9% lower than the same time last year.
+Added: The average price of the Benchmark Oil Futures Contracts increased 2.789% from December 31, 2024 through December 31, 2025, finishing the year at $3.723.
+Added: The number of rigs dedicated to natural gas production rose from 103 at the start of the year to 127 by the end of the year.
+Added: Natural Gas stored in the United States stood at 3.375 billion cubic feet as of December 31, 2025, slightly below levels at the same time last year.
While both domestic demand and U.S.
exports of natural gas have generally increased over the last five years, U.S.
−Removed: production has also continued to increase, leading to storage surpluses over one-year ago and five-year ago levels throughout 2024.
−Removed: However, the Surplus narrowed significantly in the fourth quarter as weather-related demand increased.
−Removed: Overall mild temperatures relative to expectations for the better part of the year, and the persistent surplus of gas in storage have weighed on prices.
−Removed: While the previous administration’s restrictions on natural gas exports kept prices low, the increasing demand for LNG may lift prices, as could potential new demand for natural gas to power AI data centers.
+Added: production has also continued to increase.
+Added: However, a cold winter in the United States led to heavy draws on domestic natural gas inventories, comfortably lowering natural gas inventories below one-year ago and five-year average levels, boosting prices.
+Added: The increasing demand for LNG and the spate of new export facilities (both open and under construction) may lift prices, as could potential new demand for natural gas to power AI data centers.
Natural gas prices in the United States have historically been driven by domestic supply and demand.
8 unchanged sentences
The Russia-Ukraine war caused dramatic changes in natural gas supply-demand dynamics in Europe.
−Removed: The Russian invasion led the European Union to declare it would reduce its dependance on Russian fossil fuels and phase imports out completely as soon as possible.
−Removed: Russia, in turn, slowed pipelines and cutoff supplies, ultimately reducing its natural gas supplied to Europe by more than 50% since the onset of the war.
−Removed: Uncertainty is sure to persist as the reconfiguration of natural gas supply chains and an accelerated push for alternative sources of energy, including energy from renewables, continues.
−Removed: These changes are likely to contribute to U.S.
−Removed: natural gas price volatility.
−Removed: Substantial price changes, such as those seen in 2022 and 2023, cannot be ruled out.
−Removed: It is also possible that markets have seen the most severe shocks from the Russian invasion and that further price swings could be less severe in magnitude.
+Added: The Russian invasion led the European Union to reduce its dependance on Russian fossil fuels and seek alternative imports.
+Added: Russia, in turn, slowed pipelines and cutoff supplies, reducing its natural gas supplied to Europe and then cutting off supply entirely at the start of 2025.
+Added: While some Russian flows may return to Europe once the war ends, some structural market changes may be permanent.
Of course, many factors impact natural gas prices, and the impact of the Russia-Ukraine war must be balanced with other potential events, such as extreme weather, political unrest, attacks or threats of attack by terrorists, conflicts in the Middle East, or the potential for infectious disease outbreaks like COVID-19 and responses to such an outbreak.
55 unchanged sentences
Income received from UNL’s investments in money market funds and Treasuries is paid to UNL.
−Removed: During the year ended December 31, 2024, UNL’s expenses, pre and post expense waiver, did not exceed the income UNL earned and the cash earned from the sale of Creation Baskets and the redemption of Redemption Baskets.
−Removed: During the year ended December 31, 2024, UNL did not use other assets to pay expenses, post expense waiver.
+Added: During the year ended December 31, 2025, UNL’s expenses did not exceed the income UNL earned and the cash earned from the sale of Creation Baskets and the redemption of Redemption Baskets.
+Added: During the year ended December 31, 2025, UNL did not use other assets to pay expenses.
To the extent income exceeds expenses, UNL’s NAV will be positively impacted.
−Removed: Although permitted to do so under its LP Agreement, UNL has not leveraged, and does not intend to leverage, its assets through borrowings or otherwise, and makes its investments accordingly.
+Added: Although permitted to do so under its LP Agreement, UNL has not leveraged, and does not intend to leverage, its assets through borrowings or otherwise, and UNL makes its investments accordingly.
Consistent with the foregoing, UNL’s investments will take into account the need for UNL to maintain adequate liquidity to meet its margin and collateral requirements and to avoid, to the extent reasonably possible, UNL becoming leveraged.
−Removed: If market conditions require it, these risk reduction procedures, including changes to UNL’s investments, may occur on short notice.
+Added: If the market conditions require it, these risk reduction procedures, including changes to UNL’s investments, may occur on short notice.
UNL does not and will not borrow money or use debt to satisfy its margin or collateral obligations in respect of its investments, but it could become leveraged if UNL were to hold insufficient assets that would allow it to meet not only the current, but also future, margin or collateral obligations required for such investments.
30 unchanged sentences
USCF attempts to manage the credit risk of UNL by following various trading limitations and policies.
−Removed: In particular, UNL generally posts margin and/or holds liquid assets that are approximately equal to the market value of its obligations to counterparties under the Futures Contracts and Other Natural Gas-Related Investments it holds.
+Added: In particular, UNL generally posts margin and/or holds liquid assets that are approximately equal to the market value of its obligations to counterparties under
+Added: the Futures Contracts and Other Natural Gas-Related Investments it holds.
USCF has implemented procedures that include, but are not limited to, executing and clearing trades only with creditworthy parties and/or requiring the posting of collateral or margin by such parties for the benefit of UNL to limit its credit exposure.
3 unchanged sentences
In the future UNL may purchase OTC swaps, see “Item 3 Quantitative and Qualitative Disclosures About Market Risk” in this annual report on Form 10-K for a discussion of OTC swaps.
−Removed: As of December 31, 2024, UNL held cash deposits and investments in Treasuries and money market funds in the amount of $17,860,450 with the custodian and FCMs.
+Added: As of December 31, 2025, UNL held cash deposits and short-term investments in the amount of $20,821,885 with the custodian and FCMs.
Some or all of these amounts held by a custodian or an FCM, as applicable, may be subject to loss should UNL’s custodian or FCMs, as applicable, cease operations.
6 unchanged sentences
UNL’s primary contractual obligations are with USCF.
−Removed: In return for its services, USCF is entitled to a management fee calculated daily and paid monthly as a fixed percentage of UNL’s NAV, calculated at 0.75% through April 30 and effective May 1, at 0.60%.
+Added: In return for its services, USCF is entitled to a management fee calculated daily and paid monthly as a fixed percentage of UNL’s NAV, which is 0.60% of NAV on its average daily total net assets since May 1, 2024 and previously was 0.75% through April 30, 2024.
USCF agreed to pay the start-up costs associated with the formation of UNL, primarily its legal, accounting and other costs in connection with USCF’s registration with the CFTC as a CPO and the registration and listing of UNL and its shares with the SEC, FINRA and NYSE Arca (formerly, AMEX), respectively.
4 unchanged sentences
UNL also pays the fees and expenses associated with its tax accounting and reporting requirements.
−Removed: In addition to USCF’s management fee, UNL pays its brokerage fees (including fees to an FCMs), OTC dealer spreads, any licensing fees for the use of intellectual property, and, subsequent to the initial offering, registration and other fees paid to the SEC, FINRA, or other regulatory agencies in connection with the offer and sale of shares, as well as legal, printing, accounting and other expenses associated therewith, and extraordinary expenses.
+Added: In addition to USCF’s management fee, UNL pays its brokerage fees (including fees to FCMs), OTC dealer spreads, any licensing fees for the use of intellectual property, and, subsequent to the initial offering, registration and other fees paid to the SEC, FINRA, or other regulatory agencies in connection with the offer and sale of shares, as well as legal, printing, accounting and other expenses associated therewith, and extraordinary expenses.
The latter are expenses not incurred in the ordinary course of UNL’s business, including expenses relating to the indemnification of any person against liabilities and obligations to the extent permitted by law and under the LP Agreement, the bringing or defending of actions in law or in equity or otherwise conducting litigation and incurring legal expenses and the settlement of claims and litigation.
6 unchanged sentences
As of December 31, 2025, UNL’s portfolio consisted of 502 Natural Gas Futures NG contracts traded on the NYMEX.
−Removed: As of December 31, 2024, UNL did not hold any of Futures Contracts traded on the ICE Futures.
+Added: As of December 31, 2025, UNL did not hold any Futures Contracts traded on the ICE Futures.
For a list of UNL’s current holdings, please see UNL’s website at www.uscfinvestments.com.
The end of day portfolio disclosed on UNL’s website would reflect any investments in Futures Contracts beyond the Benchmark Futures Contracts, and/or Other Natural Gas-Related Investments, including any made in light of market conditions, regulatory requirements, risk mitigation measures (including those that may be taken by UNL, UNL’s FCMs, counterparties or other market participants), liquidity requirements, or other factors.
−Removed: Independent of the UNL website, UNL may make available portfolio holdings information to Authorized Participants that reflects the Fund’s anticipated holdings.
+Added: Independent of the UNL website, UNL may make available portfolio holdings information to Authorized Participants that reflects UNL’s anticipated holdings.
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.