ConocoPhillips

    COP ·NYSE ·Petroleum Refining ·Inc. in DE
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    Items 1 and 2. Business and Properties
    Corporate Structure
    ConocoPhillips is an independent E&P company headquartered in Houston, Texas with operations and activities in 14 countries. Our diverse, low cost of supply portfolio includes resource-rich unconventional plays in North America; conventional assets in North America, Europe, Africa and Asia; LNG developments; oil sands in Canada; and an inventory of global exploration prospects. On December 31, 2025, we employed approximately 9,900 people worldwide and had total assets of about $122 billion. Total company production for the year was 2,375 MBOED.
    ConocoPhillips was incorporated in the state of Delaware in 2001 in connection with and in anticipation of the merger between Conoco Inc. and Phillips Petroleum Company. The merger between Conoco and Phillips was consummated on August 30, 2002. In April 2012, ConocoPhillips completed the separation of the downstream business into an independent, publicly traded energy company, Phillips 66.
    Segment and Geographic Information



    ConocoPhillips   2025 10-K
    2

    Business and Properties
    We manage our operations through five operating segments, defined by geographic region: Alaska; Lower 48; Canada; Europe, Middle East and North Africa; and Asia Pacific. For operating segment and geographic information, see Note 22.
    We explore for, produce, transport and market crude oil, bitumen, natural gas, NGLs and LNG on a worldwide basis. At December 31, 2025, our operations were producing in the U.S., Norway, Canada, Australia, Malaysia, Libya, China, Qatar and Equatorial Guinea.
    The information listed below appears in the “Supplementary Data - Oil and Gas Operations” disclosures following the Notes to Consolidated Financial Statements and is incorporated herein by reference:
    Proved worldwide crude oil, NGLs, natural gas and bitumen reserves.
    Net production of crude oil, NGLs, natural gas and bitumen.
    Average sales prices of crude oil, NGLs, natural gas and bitumen.
    Average production costs per BOE.
    Net wells completed, wells in progress and productive wells.
    Developed and undeveloped acreage.
    The following table is a summary of the proved reserves information included in the “Supplementary Data - Oil and Gas Operations” disclosures following the Notes to Consolidated Financial Statements. Approximately 84 percent of our proved reserves are in countries that belong to the Organization for Economic Cooperation and Development. Natural gas reserves are converted to BOE based on a 6:1 ratio: six MCF of natural gas converts to one BOE. See Management’s Discussion and Analysis of Financial Condition and Results of Operations for a discussion of factors that will enhance the understanding of the following summary reserves table.
    Millions of Barrels of Oil Equivalent 
    Net Proved Reserves at December 31
    2025
    2024
    2023
    Crude oil
    Consolidated operations3,321 3,406 3,032 
    Equity affiliates103 108 89 
    Total crude oil3,424 3,514 3,121 
    Natural gas liquids
    Consolidated operations1,166 1,147 892 
    Equity affiliates59 62 48 
    Total natural gas liquids1,225 1,209 940 
    Natural gas
    Consolidated operations1,617 1,629 1,408 
    Equity affiliates969 977 879 
    Total natural gas2,586 2,606 2,287 
    Bitumen
    Consolidated operations402 483 410 
    Total bitumen402 483 410 

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    Financial statements

    data from SEC XBRL filings. Values are as-reported; restatements supersede originals. Values reported in .

    From 10-Q filed 2026-08-06 (period ending 2026-06-30).


    Management’s Discussion and Analysis
    Item 2.    Management’s Discussion and Analysis of Financial Condition and Results of Operations
    Management’s Discussion and Analysis is the company’s analysis of its financial performance and of significant trends that may affect future performance. It should be read in conjunction with the financial statements and notes. It contains forward-looking statements including, without limitation, statements relating to the company’s plans, strategies, objectives, expectations and intentions that are made pursuant to the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. The words “ambition,” “anticipate,” “believe,” “budget,” “continue,” “could,” “effort,” “estimate,” “expect,” “forecast,” “goal,” “guidance,” “intend,” “may,” “objective,” “outlook,” “plan,” “potential,” “predict,” “projection,” “seek,” “should,” “target,” “will,” “would” and similar expressions identify forward-looking statements. The company does not undertake to update, revise or correct any of the forward-looking information unless required to do so under the federal securities laws. Readers are cautioned that such forward-looking statements should be read in conjunction with the company’s disclosures under the heading: “CAUTIONARY STATEMENT FOR THE PURPOSES OF THE ‘SAFE HARBOR’ PROVISIONS OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995,” beginning on page 48.
    The terms “earnings” and “loss” as used in Management’s Discussion and Analysis refer to net income (loss). Throughout this quarterly report on Form 10-Q, certain totals and percentages may differ from the precise sum of the underlying components due to rounding.
    Business Environment and Executive Overview
    ConocoPhillips is one of the world’s leading E&P companies based on production and reserves, with operations and activities in 15 countries. Our diverse, low cost of supply portfolio includes resource-rich unconventional plays in North America; conventional assets in North America, Europe, Africa and Asia; global LNG developments; oil sands in Canada; and an inventory of global exploration prospects. Headquartered in Houston, Texas, at June 30, 2026, we employed approximately 9,600 people worldwide and had total assets of $124 billion.

    Overview
    At ConocoPhillips, we anticipate that commodity prices will continue to be cyclical and volatile, and our view is that a successful business strategy in the E&P industry must be resilient in lower price environments while also retaining upside during periods of higher prices. As such, we are unhedged, remain committed to our disciplined investment framework and continually monitor market fundamentals, including the impacts associated with geopolitical tensions and conflicts, global demand for our products, oil and gas inventory levels, governmental policies, tariffs, inflation and supply chain disruptions. We continue to closely monitor the macroeconomic environment and the ongoing market volatility in the energy landscape and across global markets for implications to our business, results of operations and financial condition.

    Geopolitical tensions in the Middle East, including the ongoing conflict involving Iran, have increased volatility in global energy markets and may elevate risks to regional operations, infrastructure and shipping routes. We have investments in LNG facilities in Qatar, including one producing asset and two projects under construction. Our investments have not been damaged, though production remained constrained through the second quarter of 2026, and there are no indications of impairment. However, further escalation could adversely affect operations, LNG transportation and construction and have broader supply chain impacts. Production from our Qatar investments was approximately four percent of total company production volumes in 2025. The company continues to monitor developments and prioritize the safety of personnel and the integrity of our operations. See Note 6.

    As the global energy industry continues to evolve, we remain committed to creating long-term value for our stockholders. We believe ConocoPhillips plays an essential role in responsibly meeting the global demand for energy, while continuing to deliver competitive returns on and of capital and working to meet our previously established emissions-reduction targets. Our value proposition to deliver competitive returns to stockholders through price cycles is guided by our foundational principles which consist of maintaining balance sheet strength, providing peer-leading distributions, making disciplined investments and demonstrating responsible and reliable ESG performance.

    In 2025, we made clear commitments to enhance portfolio value and structural profitability, and we remain focused on
    seeing those commitments through to completion. In the second half of 2025, we announced incremental cost reductions
    and margin enhancements exceeding $1 billion anticipated on a run-rate basis by year-end 2026, reflecting continued
    progress toward delivering sustainable improvements in our cost structure and margins.

    ConocoPhillips      2026 Q2 10-Q
    28

    Management’s Discussion and Analysis
    In the third quarter of 2025, we announced a total disposition target of $5 billion by year-end 2026. In the second quarter of 2026, we entered into agreements to sell our interests in certain noncore assets in the Lower 48 segment for approximately $1.7 billion, subject to customary closing adjustments. These transactions closed in the third quarter of 2026. These transactions, coupled with our 2025 dispositions, achieved the $5 billion disposition target. See Note 3.

    Operationally, we remain focused on safely executing the business while also progressing key strategic initiatives. During the second quarter of 2026, we entered into certain commercial LNG agreements, expanding our commercial offtake from 10.2 MTPA to 12.2 MTPA.

    In June 2026, we and a third-party operator jointly signed an agreement with the Syrian government and Syrian Petroleum Company to increase production from, and further develop, certain gas fields in Syria, from which we do not expect material impacts in 2026.
    In July 2026, we entered into an agreement with a wholly owned subsidiary of BP p.l.c. (bp) to acquire a 42 percent direct equity holding in a non-operated joint venture, supporting the ongoing redevelopment of four large-scale, currently producing oil fields in the Kirkuk area of northern Iraq. The cash outflow at close is expected to be $0.3 billion to $0.5 billion, including reimbursement of our proportionate share of bp's project costs incurred from the effective date of the agreement through close. In addition, deferred payments of $0.2 billion will be paid no later than three years from the date of close. This transaction is expected to close by the end of 2026, subject to regulatory approvals and other customary closing conditions, with an effective date of July 1, 2026. See Note 3.

    Production was 2,248 MBOED in the second quarter of 2026, a decrease of 143 MBOED from the same period a year ago. After adjusting for impacts from closed acquisitions and dispositions, second-quarter 2026 production decreased by 98 MBOED or four percent from the same period a year ago.

    Second-quarter 2026 production resulted in $7.4 billion of cash provided by operating activities. We returned $3.0 billion to shareholders, consisting of $2.0 billion through share repurchases and $1.0 billion through our ordinary dividend. We ended the quarter with cash, cash equivalents, restricted cash and short-term investments totaling $8.1 billion and long-term investments in debt securities of $1.2 billion.

    Also in the second quarter of 2026, we reinvested $3.0 billion into the business in the form of capital expenditures and investments, with over half of the expenditures related to flexible, short-cycle unconventional plays in the Lower 48 segment.

    In August 2026, we declared a third-quarter ordinary dividend of $0.84 per share.
    Business Environment
    Commodity prices are the most significant factor impacting our profitability and related returns on and of capital to our shareholders. Dynamics that could influence world energy markets and commodity prices include, but are not limited to, global economic health, supply or demand disruptions or fears thereof caused by civil unrest, global pandemics, military conflicts, actions taken by OPEC Plus and other major oil producing countries, environmental laws, tariffs, governmental policies and weather-related disruptions. Our strategy is to create value through price cycles by delivering on the financial, operational and ESG priorities that underpin our value proposition.

    Our earnings and operating cash flows generally correlate with price levels for crude oil and natural gas, which are subject to factors external to the company and over which we have no control. The following graph depicts the trend in average benchmark prices for WTI crude oil, Brent crude oil and U.S. Henry Hub natural gas:
    29
    ConocoPhillips      2026 Q2 10-Q

    Management’s Discussion and Analysis
    The following table presents average prices for the second quarter of 2026 compared to the second quarter of 2025.

     Three Months Ended
    June 30
    Industry Prices20262025Change
    Brent ($ per BBL)104.5267.8254 %
    WTI ($ per BBL)92.7963.7446 %
    Henry Hub ($ per MMBTU)2.903.44(16)%
    Average Realized Prices
    Crude ($ per BBL)99.40 64.23 55 %
    Bitumen ($ per BBL)61.01 39.43 55 %
    Gas ($ per MCF)2.58 4.16 (38)%
    Total ($ per BOE)62.33 45.77 36 %

    Oil and bitumen prices were higher in the second quarter of 2026 compared with the same period of 2025 as Middle East supply disruptions that began in the first quarter of 2026 persisted through the second quarter.

    U.S. Henry Hub prices decreased relative to the first quarter of 2026 due to seasonally softer demand coupled with rising domestic production and above normal inventory levels. Prices decreased relative to the same quarter last year as rising domestic production contributed to a well-supplied market. The risk of volatility in regional markers remains throughout 2026.

    Total realized prices were higher in the second quarter of 2026 compared with the same period of 2025 primarily driven by higher industry prices for oil.
    ConocoPhillips      2026 Q2 10-Q
    30

    Management’s Discussion and Analysis
    Key Operating and Financial Summary
    Reported second-quarter 2026 earnings per share of $3.23;
    Generated cash provided by operating activities of $7.4 billion;
    Distributed $3.0 billion to shareholders, including $2.0 billion through share repurchases and $1.0 billion through the ordinary dividend;
    Declared third-quarter ordinary dividend of $0.84 per share;
    Reaffirmed full-year guidance items;
    Delivered total company and Lower 48 production of 2,248 MBOED and 1,479 MBOED, respectively;
    Signed agreements to sell noncore Lower 48 assets for $1.7 billion, which closed in July, achieving $5 billion disposition target ahead of schedule;
    Signed an agreement to acquire a 42% interest in a joint venture in the Kirkuk area of northern Iraq, accessing long-life, conventional redevelopment opportunities at an attractive entry cost and competitive cost of supply; closing expected by year-end 2026;
    Executed an agreement for re-entry into Syria, leveraging existing infrastructure to restore and increase production at onshore fields;
    Advanced commercial LNG strategy with additional 2 MTPA of offtake agreements, bringing total LNG offtake to 12 MTPA; and
    Ended the quarter with cash, cash equivalents and restricted cash of $7.0 billion, short-term investments of $1.1 billion and long-term investments of $1.2 billion.

    Outlook
    Production
    Third-quarter 2026 production is expected to be 2.29 to 2.32 MMBOED.

    All full-year guidance items remain unchanged.









    31
    ConocoPhillips      2026 Q2 10-Q

    Results of Operations
    Results of Operations
    Unless otherwise indicated, discussion of consolidated results for the three- and six-month periods ended June 30, 2026, is based on a comparison with the corresponding period of 2025.
    Consolidated Results

    Summary Operating Statistics
    Three Months Ended
    June 30
    Six Months Ended
    June 30
    2026202520262025
    Average Net Production
    Crude oil (MBD)
    Consolidated operations
    1,092 1,144 1,096 1,149 
    Equity affiliates
    2 11 6 12 
    Total crude oil
    1,094 1,155 1,102 1,161 
    Natural gas liquids (MBD)
    Consolidated operations
    419 418 414 406 
    Equity affiliates
    1 4 
    Total natural gas liquids
    420 424 418 413 
    Bitumen (MBD)
    115 144 117 144 
    Natural gas (MMCFD)
    Consolidated operations
    2,845 2,855 2,834 2,848 
    Equity affiliates
    865 1,150 1,015 1,190 
    Total natural gas
    3,710 4,005 3,848 4,038 
    Total Production (MBOED)
    2,248 2,391 2,278 2,391 
    Total Production (MMBOE)
    205 218 412 433 

    Dollars Per Unit
    Average Sales Prices
    Crude oil (per BBL)
    Consolidated operations
    $99.47 64.21 86.70 67.92 
    Equity affiliates
    66.95 65.87 68.46 71.15 
    Total crude oil
    99.40 64.23 86.60 67.95 
    Natural gas liquids (per BBL)
    Consolidated operations24.43 20.51 22.29 22.60 
    Equity affiliates
    45.20 48.93 45.97 50.72 
    Total natural gas liquids
    24.54 20.98 22.51 23.11 
    Bitumen (per BBL)
    61.01 39.43 55.80 42.30 
    Natural gas (per MCF)
    Consolidated operations1.60 2.99 2.47 3.88 
    Equity affiliates
    5.62 6.91 5.76 7.24 
    Total natural gas
    $2.58 4.16 3.36 4.90 
    ConocoPhillips      2026 Q2 10-Q
    32

    Results of Operations
    Millions of Dollars
    Three Months Ended
    June 30
    Six Months Ended
    June 30
    2026202520262025
    Exploration Expenses
    General administrative, geological and geophysical,
       lease rental and other
    $53 57 128 113 
    Leasehold impairment
    18 18 43 36 
    Dry hole
    4 13 49 
    Total exploration expenses$75 81 184 198 

    Total Company Production

    We explore for, produce, transport and market crude oil, bitumen, natural gas, LNG and NGLs on a worldwide basis. In the quarter ended June 30, 2026, our operations were producing in the U.S., Australia, Canada, China, Equatorial Guinea, Libya, Malaysia, Norway and Qatar.
    Total production in the second quarter of 2026 was 2,248 MBOED, a decrease of 143 MBOED or six percent from the same period a year ago. Total production in the six-month period ended June 30, 2026, was 2,278 MBOED, a decrease of 113 MBOED or five percent from the same period a year ago. Production decreases were primarily driven by normal field decline.
    Production decreases were partly offset by new wells online in the Lower 48, Canada, Alaska, China, Australia and Libya.
    After adjusting for impacts from closed acquisitions and dispositions, second-quarter 2026 production decreased by 98 MBOED or four percent from the same period a year ago. After adjusting for closed acquisitions and dispositions, production in the six-month period ended June 30, 2026, decreased by 57 MBOED or four percent.
    33
    ConocoPhillips      2026 Q2 10-Q

    Results of Operations
    Income Statement Analysis
    Unless otherwise indicated, all results in Income Statement Analysis are before-tax.

    Below is select financial data provided on a consolidated basis. The full Income Statement can be found in Item 1. Financial Statements.

    Millions of Dollars
    Three Months Ended
    June 30
    Six Months Ended
    June 30
    2026202520262025
    Sales and other operating revenues$19,161 14,004 34,922 30,521 
    Purchased commodities6,712 5,085 12,995 11,273 
    Production and operating expenses2,431 2,572 4,707 5,078 
    Depreciation, depletion and amortization2,983 2,838 5,889 5,584 
    Taxes other than income taxes793 572 1,400 1,123 
    Sales and other operating revenues for the three- and six-month periods ended June 30, 2026, increased $5,157 million and $4,401 million, respectively. Increases for the three- and six-month periods include higher crude and bitumen prices of $3,730 million and $3,988 million, respectively. For the three- and six-month periods, these increases were partly offset by lower volumes of $409 million and $835 million, respectively.
    Purchased commodities for the three- and six-month periods ended June 30, 2026, increased $1,627 million and $1,722 million, respectively, primarily due to higher crude prices partly offset by lower gas prices.
    Production and operating expenses for the three- and six-month periods ended June 30, 2026, decreased $141 million and $371 million, respectively, primarily due to increased efficiencies.

    DD&A for the three- and six-month periods ended June 30, 2026, increased $145 million and $305 million, respectively, primarily due to higher DD&A rates, driven by higher net book values from the finalized allocations of our Marathon Oil purchase price to specific assets and lower proved developed reserves as of December 31, 2025.
    ConocoPhillips      2026 Q2 10-Q
    34

    Results of Operations
    Segment Results
    Unless otherwise indicated, discussion of segment results for the three- and six-month periods ended June 30, 2026, is based on a comparison with the corresponding period of 2025 and are shown after-tax.

    A summary of the company's net income (loss) by business segment follows:
    Millions of Dollars
    Three Months Ended
    June 30
    Six Months Ended
    June 30
    2026202520262025
    Alaska
    $522 135 816 462 
    Lower 48
    2,584 1,399 3,987 3,189 
    Canada
    320 149 405 405 
    Europe, Middle East and North Africa
    346 237 611 656 
    Asia Pacific
    389 330 684 641 
    Segment Totals
    4,161 2,250 6,503 5,353 
    Corporate and Other
    (230)(279)(389)(533)
    Net income (loss)
    $3,931 1,971 6,114 4,820 
    For further discussion of segment results, see the following pages.
    35
    ConocoPhillips      2026 Q2 10-Q

    Results of Operations
    Alaska

    Three Months Ended
    June 30
    Six Months Ended
    June 30

    2026202520262025
    Select financial data by segment before-tax ($MM)
    Sales and other operating revenues$1,873 1,315 3,396 2,925 
    Production and operating expenses522 546 997 1,052 
    Depreciation, depletion and amortization346 361 698 716 
    Taxes other than income taxes182 128 330 188 
    Net income (loss) ($MM)
    $522 135 816 462 
    Average Net Production
    Crude oil (MBD)
    169 182 172 183 
    Natural gas liquids (MBD)
    14 15 15 16 
    Natural gas (MMCFD)
    14 48 20 48 
    Total Production (MBOED)
    185 205 190 207 
    Total Production (MMBOE)
    17 19 34 37 
    Average Sales Prices
    Crude oil ($ per BBL)
    $108.49 70.87 94.49 73.90 
    Natural gas ($ per MCF)
    3.29 3.80 3.51 3.85 
    The Alaska segment primarily explores for, produces, transports and markets crude oil, NGLs and natural gas. As of June 30, 2026, Alaska contributed 11 percent of our consolidated liquids production and one percent of our consolidated natural gas production.
    Net Income (Loss)
    Alaska reported earnings of $522 million and $816 million in the three- and six-month periods ended June 30, 2026, respectively, compared with earnings of $135 million and $462 million for the same periods of 2025.

    Earnings in the second quarter of 2026 included higher sales revenues resulting from higher realized prices of $480 million. This increase was partly offset by lower produced volumes of $78 million.

    Earnings in the six-month period ended June 30, 2026 included higher sales revenues resulting from higher realized prices of $532 million. This increase was partly offset by lower produced volumes of $138 million and higher taxes other than income of $109 million primarily driven by the absence of an impact from the settlement of a contingent matter.

    Production
    Average production decreased 20 MBOED and 17 MBOED in the three- and six-month periods ended June 30, 2026, respectively, primarily driven by normal field decline.

    The production decreases were partly offset by new wells online.

    ConocoPhillips      2026 Q2 10-Q
    36

    Results of Operations
    Lower 48
    Three Months Ended
    June 30
    Six Months Ended
    June 30
    2026202520262025
    Select financial data by segment before-tax ($MM)
    Sales and other operating revenues$13,028 9,963 24,108 21,511 
    Production and operating expenses1,276 1,474 2,529 2,965 
    Depreciation, depletion and amortization2,147 2,003 4,198 3,907 
    Taxes other than income taxes513 396 907 825 
    Net income (loss) ($MM)
    $2,584 1,399 3,987 3,189 
    Average Net Production
    Crude oil (MBD)
    732 761 732 757 
    Natural gas liquids (MBD)
    392 389 385

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    Held by

    holders ( registered funds via N-PORT, institutional investors via 13F). Showing top by dollar value.

    Holder Type ETF MF Position ($) % of holder Δ % of holder Holder AUM

    Recent insider activity

    Last 90 days. Open-market trades (purchases & sales) by directors, officers, and 10%+ owners. 2 transactions across 2 insiders. Net: -24,487 shares, -$3,299,893.

    Date Insider Role Action Shares Price Value
    2026-08-21 LUNDQUIST ANDREW D Senior Vice President Sell -9,487 $135.15 -$1,282,168
    2026-08-20 Rose Kelly Brunetti SVP & General Counsel Sell -15,000 $134.51 -$2,017,725

    Source: SEC Form 4 filings.

    Next expected filings

    • ~2026-11-05 10-Q expected by 2026-11-11 (in 53 days)
    • ~2027-02-16 10-K expected by 2027-03-01 (in 156 days)
    • ~2027-04-29 10-Q expected by 2027-05-05 (in 228 days)
    • ~2027-08-05 10-Q expected by 2027-08-11 (in 326 days)

    Predicted from historical filing cadence; not an SEC commitment.

    Recent SEC filings

    • 2026-08-11 8-K Officer/Director Change; Financial Statements and Exhibits
    • 2026-08-06 8-K Earnings Release; Financial Statements and Exhibits
    • 2026-08-06 10-Q Quarterly Report
    • 2026-06-30 S-3ASR S-3ASR
    • 2026-06-23 8-K Officer/Director Change
    • 2026-04-30 8-K Earnings Release; Financial Statements and Exhibits
    • 2026-04-30 10-Q Quarterly Report
    • 2026-02-17 10-K Annual Report
    • 2026-02-05 8-K Earnings Release; Financial Statements and Exhibits
    • 2025-11-06 10-Q Quarterly Report
    • 2025-11-06 8-K Earnings Release; Financial Statements and Exhibits
    • 2025-08-07 10-Q Quarterly Report
    • 2025-08-07 8-K Earnings Release; Financial Statements and Exhibits
    • 2025-07-01 8-K Officer/Director Change; Regulation FD Disclosure; Financial Statements and Exhibits
    • 2025-05-08 10-Q Quarterly Report