HF Sinclair Corporation
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Items 1 and 2. Business and Properties
COMPANY OVERVIEW
References herein to HF Sinclair Corporation (“HF Sinclair” or the “Company”) include HF Sinclair and its consolidated subsidiaries. In this document, the words “we,” “our,” “ours” and “us” refer only to HF Sinclair and its consolidated subsidiaries or, in certain contexts, to HF Sinclair or an individual consolidated subsidiary and not to any other person, with certain exceptions. References herein to Holly Energy Partners, L.P. (“HEP”) with respect to time periods prior to the HEP Merger Transaction (as defined below) refer to HEP and its consolidated subsidiaries.
We are an independent energy company that produces and markets high-value light products such as gasoline, diesel fuel, jet fuel, renewable diesel and other specialty products. We were incorporated in Delaware in 1947 and maintain our principal corporate offices at 2323 Victory Avenue, Suite 1400, Dallas, Texas 75219. Our telephone number is 214-871-3555, and our internet website address is www.hfsinclair.com. We use our website and social media accounts, including LinkedIn (@HF Sinclair) and Facebook (@HF Sinclair), as a means of disclosing information about us and our services, which information may be deemed material. Except as specifically noted, the information found on our website and social media accounts is not incorporated by reference into, and do not constitute part of, this Annual Report on Form 10-K or any other report filed with or furnished to the Securities and Exchange Commission (“SEC”). A print copy of this Annual Report on Form 10-K will be provided without charge upon written request to the Vice President, Investor Relations at the above address. A direct link to our SEC filings is available on our website under the Investor Relations tab. Also available on our website are copies of our Corporate Governance Guidelines, Audit Committee Charter, Compensation Committee Charter, Nominating, Governance and Social Responsibility Committee Charter, Finance Committee Charter, Environmental, Health, Safety, and Public Policy Committee Charter and Code of Business Conduct and Ethics, all of which will be provided without charge upon written request to the Vice President, Investor Relations at the above address. Our Code of Business Conduct and Ethics applies to all of our officers, employees and directors, including our principal executive officer, principal financial officer and principal accounting officer. Our common stock is traded on the New York Stock Exchange and NYSE Texas, Inc. under the trading symbol “DINO.”
HEP Merger Transaction
On December 1, 2023, we completed the merger of HEP into an indirect wholly owned subsidiary of HF Sinclair pursuant to an Agreement and Plan of Merger dated August 15, 2023 (the “HEP Merger Transaction”). Consideration paid in connection with the merger included cash and shares of HF Sinclair common stock.
Operations Overview
As of December 31, 2025, we:
•owned and operated a refinery in El Dorado, Kansas (the “El Dorado Refinery”), two refinery facilities located in Tulsa, Oklahoma (collectively, the “Tulsa Refineries”), the Puget Sound refinery in Anacortes, Washington (the “Puget Sound Refinery”), a refinery in Artesia, New Mexico and a refinery in Lovington, New Mexico (collectively, the “Navajo Refineries”), a refinery in West Bountiful, Utah (the “Woods Cross Refinery”), a refinery in Sinclair, Wyoming (the “Parco Refinery”) and a refinery in Casper, Wyoming (the “Casper Refinery”);
•owned and operated an RDU in Artesia, New Mexico (the “Artesia RDU”), an RDU in Cheyenne, Wyoming (the “Cheyenne RDU”) and an RDU in Sinclair, Wyoming (the “Sinclair RDU”), and a pre-treatment unit (“PTU”) in Artesia, New Mexico (the “Artesia PTU”);
•owned and operated a manufacturing facility in Mississauga, Ontario, which produces base oils and other specialized lubricant products for our Petro-Canada Lubricants business;
•owned and operated manufacturing facilities in Petrolia, Pennsylvania and the Netherlands, which produce specialty lubricant products for our Sonneborn business, such as white oils, petrolatums and waxes;
•owned and operated Red Giant Oil Company LLC (“Red Giant Oil”), which supplies locomotive engine oil and has blending, storage and packaging capabilities, and distribution facilities in Iowa and Texas;
•owned and operated HF Sinclair Asphalt Company LLC (“Asphalt”), which operates various asphalt terminals in Arizona, New Mexico and Oklahoma; and
•owned and operated logistics and refinery assets consisting of petroleum product and crude oil pipelines, terminals, tankage, loading rack facilities and refinery processing units that principally support our refining operations in the Mid-Continent, Southwest and Rocky Mountains geographic regions of the United States.
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As of December 31, 2025, our operations were organized into five reportable segments: Refining, Renewables, Marketing, Lubricants & Specialties and Midstream. The Refining segment includes the operations of our El Dorado, Tulsa, Puget Sound, Navajo, Woods Cross, Parco and Casper refineries and Asphalt. The Renewables segment includes the operations of the Artesia, Cheyenne and Sinclair RDUs and the Artesia PTU. The Marketing segment includes branded fuel sales. The Lubricants & Specialties segment includes the operations of our Petro-Canada Lubricants, Red Giant Oil and Sonneborn businesses in addition to specialty lubricant products produced at our Tulsa West refinery. The Midstream segment includes petroleum product and crude pipelines, and terminal, tankage and loading rack facilities that primarily support our refining operations. See Note 19 “Segment Information” in the Notes to Consolidated Financial Statements in Item 8 of Part II of this Annual Report on Form 10-K for additional information on our reportable segments.
REFINERY OPERATIONS
Our refinery operations serve the Mid-Continent, Southwest and Rocky Mountains extending into the Pacific Northwest geographic regions of the United States. We own and operate seven complex refineries having a combined crude oil processing capacity of 678,000 BPSD. Each of our refineries has the complexity to convert discounted, heavy or sour crude oils into a high percentage of gasoline, diesel and other high-value refined products.
Products and Customers
Light products are shipped to customers via product pipelines or are available for loading at our refinery truck facilities, marine dock and terminals. Light products are also made available to customers at various other locations via exchange with other parties.
Our principal customers for gasoline include other refiners, branded sites, convenience store chains, independent marketers and retailers. Diesel fuel is sold to other refiners, branded sites, truck stop chains, wholesalers and railroads. Jet fuel is sold for commercial airline use. Base oils are sold to our Lubricants & Specialties segment through intercompany transactions. LPG’s are sold to LPG wholesalers and LPG retailers. We produce and purchase asphalt products that are sold to governmental entities, paving contractors or manufacturers. Asphalt is also blended into fuel oil and is either sold locally or is shipped to the Gulf Coast. For the year ended December 31, 2025, no customers accounted for 10% or more of our total annual revenues. For the years ended December 31, 2024 and 2023, we had one customer, Shell, together with certain of its affiliates, that accounted for 10% or more of our total annual revenues at approximately 11% and 12%, respectively. See Note 4 “Revenues” in the Notes to Consolidated Financial Statements for additional information on our revenues.
Mid-Continent Region
Facilities
The El Dorado Refinery is a high-complexity coking refinery with a 135,000 BPSD processing capacity and the ability to process significant volumes of heavy and sour crudes. The integrated refining processes at the Tulsa West and East refinery facilities provide us with a highly complex refining operation having a combined crude processing rate of approximately 125,000 BPSD.
The El Dorado Refinery is located on 1,100 acres south of El Dorado, Kansas and is a fully integrated refinery. The principal processing units at the El Dorado Refinery consist of crude and vacuum distillation; hydrodesulfurization of naphtha, kerosene, diesel, and gas oil streams; naphtha fractionation; isomerization; catalytic reforming; aromatics recovery; catalytic cracking; alkylation; delayed coking; hydrogen production; hydrogen generation; and sulfur recovery.
The Tulsa West facility is located on a 750-acre site in Tulsa, Oklahoma. The principal processing units at the Tulsa West facility consist of crude and vacuum distillation (with light ends recovery), naphtha hydrodesulfurization, propane de-asphalting, lubes extraction, MEK dewaxing, delayed coker and butane splitter units.
The Tulsa East facility is located on a 466-acre site also in Tulsa, Oklahoma. The principal processing units at the Tulsa East facility consist of crude and vacuum distillation, naphtha hydrodesulfurization, FCC, isomerization, catalytic reforming, alkylation, scanfiner, diesel hydrodesulfurization and sulfur units.
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Crude Oil and Feedstock Supplies
Both of our Mid-Continent refineries are connected via pipeline to Cushing, Oklahoma, a significant crude oil pipeline trading and storage hub. The El Dorado Refinery and the Tulsa Refineries are located approximately 125 miles and 50 miles, respectively, from Cushing, Oklahoma. Local pipelines provide direct access to regional Oklahoma crude production as well as access to United States onshore and Canadian crudes. The proximity of the refineries to the Cushing pipeline and storage hub provides the flexibility to optimize their crude slate with a wide variety of crude oil supply options. Additionally, we have transportation service agreements to transport Canadian crude oil on the Spearhead and Keystone Pipelines, enabling us to transport Canadian crude oil to Cushing for subsequent shipment to either of our Mid-Continent refineries.
We also purchase isobutane, natural gasoline, butane and other feedstocks for processing at our Mid-Continent refineries. The El Dorado Refinery is connected to Conway, Kansas, a major gas liquids trading and storage hub, via the ONEOK, Inc. (“ONEOK”) Pipeline. From time to time, other feedstocks, such as gas oil, naphtha and light cycle oil, are purchased from other refiners for use at our refineries.
Markets and Competition
The El Dorado Refinery primarily serves Colorado and the Plains states, which includes the Kansas City metropolitan area. The gasoline, diesel and jet fuel produced by the El Dorado Refinery are primarily shipped via pipeline to terminals for distribution by truck or rail. We ship product via the NuStar Pipeline Operating Partnership L.P. pipeline to the northern Plains states, via the ONEOK mountain pipeline to Denver, Colorado, and on the ONEOK mid-continent pipeline to the Plains states. Additionally, our midstream operations’ on-site truck and rail racks facilitate access to local refined product markets.
The El Dorado Refinery faces competition from other Plains states and Mid-Continent refiners, but the principal competitors for the El Dorado Refinery are Gulf Coast refiners. The Gulf Coast refiners typically have lower production costs due to greater economies of scale; however, they incur higher refined product transportation costs, which allows the El Dorado Refinery to compete effectively in the Plains states and Rocky Mountains region.
The Tulsa Refineries serve the Mid-Continent geographic region of the United States. Distillates and gasolines are primarily delivered from the Tulsa Refineries to market via pipelines owned and operated by ONEOK. These pipelines connect the refinery to distribution channels throughout Colorado, Oklahoma, Kansas, Missouri, Illinois, Iowa, Minnesota, Nebraska and Arkansas. Additionally, our midstream operations’ on-site truck and rail racks facilitate geographic refined product distribution within the Mid-Continent region.
West Region
Facilities
The Navajo Refineries have a crude oil processing capacity of 100,000 BPSD and have the ability to process sour crude oils into high-value light products such as gasoline, diesel fuel and jet fuel. The Woods Cross Refinery has a crude oil processing capacity of 45,000 BPSD and processes regional sweet and wax crude oil into high-value light products. The Puget Sound Refinery, which is a complex refinery with a 149,000 BPSD processing capacity, has the ability to process a variety of light, medium, heavy sweet and sour crudes. The Parco Refinery, which has a crude oil processing capacity of 94,000 BPSD, has the ability to process heavy and sweet crudes. The Casper Refinery has a crude oil processing capacity of 30,000 BPSD and processes regional sweet crude into high-value light products.
The Artesia facility is located on a 561-acre site in Artesia, New Mexico, and is a fully integrated refinery with crude oil distillation, vacuum distillation, FCC, ROSE (solvent deasphalter), HF alkylation, catalytic reforming, hydrodesulfurization, mild hydrocracking, isomerization, sulfur recovery and product blending units.
The Lovington facility is located in Lovington, New Mexico, approximately 65 miles east of Artesia. The principal equipment at the Lovington facility consists of a crude oil distillation unit and associated vacuum distillation units. The Lovington facility processes crude oil into intermediate products that are transported to Artesia by three of our midstream operations’ intermediate pipelines. These products are then upgraded into finished products at the Artesia facility. In addition to crude oil throughput, the Navajo Refineries typically processes or blends an additional 10,000 BPSD of natural gasoline, butane, gas oil and naphtha.
The Woods Cross Refinery facility is located on a 200-acre site in West Bountiful, Utah and is a fully integrated refinery with crude oil distillation, solvent deasphalter, FCC, HF alkylation, catalytic reforming, hydrodesulfurization, isomerization, polymerization, sulfur recovery and product blending units. In addition, our Woods Cross Refinery includes a crude unit, which is primarily an atmospheric distillation tower, a desalter and heat exchanger. The facility typically processes or blends an additional 2,000 BPSD of natural gasoline, butane and gas oil over its crude oil throughput.
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The Puget Sound Refinery facility is located on approximately 850 acres in Anacortes, Washington and is a fully integrated refinery. The principal processing units at the Puget Sound Refinery consist of crude and vacuum distillation, FCC, delayed coking, sulfuric alkylation, catalytic reforming, hydrodesulfurization, isomerization, sulfur recovery, cogeneration and product blending. In addition to refining assets and an on-site cogeneration facility, the Puget Sound Refinery also includes a deep-water marine dock, a light product loading rack, a rail terminal and storage tanks with approximately 5.8 million barrels of crude, product and other hydrocarbon storage capacity.
The Parco Refinery facility is located on approximately 420 acres in Sinclair, Wyoming and is a fully integrated refinery. The principal processing units at the Parco Refinery consist of gas oil hydrocracking, gas oil hydrotreating, delayed coking units and associated hydrogen generation.
The Casper Refinery facility is located on approximately 250 acres in Casper, Wyoming and is a fully integrated refinery. The principal processing units at the Casper Refinery consist of crude oil distillation, FCC, catalytic reforming, hydrodesulfurization, sulfur recovery and product blending. In addition to refining assets, the Casper Refinery also includes a light product loading rack, a heavy oil rail terminal and crude and product storage tanks.
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Financial statements
data from SEC XBRL filings. Values are as-reported; restatements supersede originals. Values reported in .
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Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations
This Item 2 contains “forward-looking” statements. See “Forward-Looking Statements” at the beginning of Part I of this Quarterly Report on Form 10-Q. In this document, the words “we,” “our,” “ours” and “us” refer only to HF Sinclair and its consolidated subsidiaries or to HF Sinclair or an individual subsidiary and not to any other person, with certain exceptions.
We use certain non-GAAP financial measures in our Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”). For a description of each of the non-GAAP measures used in this MD&A, please refer to the discussion under “Reconciliations to Amounts Reported Under Generally Accepted Accounting Principles” following Item 2 of Part I of this Quarterly Report on Form 10-Q. This Item 2 should be read in conjunction with our consolidated financial statements and the notes thereto included in this interim report. In addition, this Item 2 should be read in conjunction with our audited consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2025.
OVERVIEW
We are an independent energy company that produces and markets high-value light products such as gasoline, diesel fuel, jet fuel, renewable diesel and lubricants and specialty products. We own and operate refineries located in Kansas, Oklahoma, New Mexico, Wyoming, Washington and Utah. We provide petroleum product and crude oil transportation, terminalling, storage and throughput services to our refineries and the petroleum industry. We market our refined products principally in the Southwest United States, the Rocky Mountains extending into the Pacific Northwest and in other neighboring Plains states, and we supply high-quality fuels to more than 1,850 branded stations and license the use of the Sinclair brand to more than 350 additional locations throughout the country. We produce renewable diesel at two of our facilities in Wyoming and one facility in New Mexico. In addition, we produce and market base oils and other specialized lubricants in the United States, Canada and the Netherlands, and export products to more than 80 countries.
Market Developments
For the three months ended September 30, 2026, Net income attributable to HF Sinclair stockholders was $2,015 million, compared to a Net income attributable to HF Sinclair stockholders of $403 million for the three months ended September 30, 2025. For the nine months ended September 30, 2026, Net income attributable to HF Sinclair stockholders was $3,555 million, compared to $607 million for the nine months ended September 30, 2025.
Adjusted refinery gross margin per barrel sold increased $35.06, or 183%, from $19.16 for the three months ended September 30, 2025 to $54.22 for the three months ended September 30, 2026. Adjusted refinery gross margin per barrel sold increased $15.05, or 100%, from $15.07 for the nine months ended September 30, 2025 to $30.12 for the nine months ended September 30, 2026.
In the Refining segment, we saw favorable refining margins in the Mid-Continent and West regions, driven principally by the tight supply of transportation fuels across the markets, elevated crack spreads and benefits from the small refinery RINs waivers granted by the EPA. Additionally, stronger transportation fuel sales in the West region were offset by lower sales in the Mid-Continent region due to the planned turnaround at our El Dorado refinery. For the fourth quarter of 2026, we expect to run between 560,000-600,000 barrels per day of crude oil, which reflects the completion of the planned turnaround at our El Dorado refinery.
In the Renewables segment, margins were favorably impacted in the third quarter of 2026 by improved RINs prices, higher Producer’s Tax Credit (“PTC”) benefits and increased sales volumes. During the third quarter of 2025, we were only able to recognize partial benefits from the PTC.
In the Marketing segment, we continued to realize strong value from our Sinclair branded sites during the third quarter of 2026, as the marketing business provided a consistent sales channel with margin uplift for our produced fuels. We expect to grow the number of branded sites by approximately 10% annually.
During the three months ended September 30, 2026, the Lubricants & Specialties segment continued to see solid performance (excluding first-in, first out (“FIFO”) impacts), driven by sales mix optimization and strong product and base oil prices, despite one-time costs related to the decision to retire our Mississauga, Ontario base oil refining assets (the “Mississauga Refinery”).
In the Midstream segment, our results continued to benefit from higher pipeline revenues and throughput volumes, offset by higher operating expenses during the three months ended September 30, 2026.
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We continue to review and adjust our operational plans to evolving market conditions. The extent to which our future results are affected by volatile regional and global economic conditions, including ongoing tariff and trade negotiations and global hostilities, such as the ongoing military conflicts in Ukraine and the Middle East, will depend on various factors and consequences beyond our control.
On August 26, 2026, our Board of Directors (the “Board”) approved a new $1.5 billion share repurchase program (the “New Share Repurchase Program”), which replaced all existing share repurchase programs, including the approximately $11 million remaining under the share repurchase program initially authorized by the Board in May 2024 (the “2024 Share Repurchase Program”). The New Share Repurchase Program authorizes us to repurchase common stock in the open market or through privately negotiated transactions, including transactions with REH Advisors Inc. (“REH”) (now the parent company of REH Company, LLC), which are subject to REH’s interest in selling its shares and other limitations. The timing and amount of share repurchases, including those from REH, will depend on market conditions and corporate, tax, regulatory and other relevant considerations. In addition, we are authorized by our Board to repurchase shares in an amount sufficient to offset shares issued under our compensation programs. The Board has discretion to cancel the New Share Repurchase Program at any time.
On October 28, 2026, our Board declared a regular quarterly dividend in the amount of $0.525 per share, payable on December 2, 2026 to holders of record of common stock on November 12, 2026.
Western Gateway
In August 2026, we entered into a joint venture with affiliates of Phillips 66 and Kinder Morgan to form the proposed Western Gateway Pipeline system (“Western Gateway”). We will own a 15.0% interest in the joint venture while Phillips 66 and Kinder Morgan will own the remaining 49.9% and 35.1% interests, respectively. Western Gateway is a proposed 1,300-mile refined products pipeline system that would create a new fuel supply path from St. Louis, Missouri, to Arizona and California.
Lubricants & Specialties Planned Separation
In July 2026, we announced plans to pursue a separation of our Lubricants & Specialties segment through the capital markets, creating a new independent, publicly traded company (the “Planned Separation”). The Planned Separation is expected to be executed in a tax-efficient manner. We expect the Planned Separation will be in the form of a distribution of at least 80.1% of the Lubricants & Specialties company’s stock and will be substantially completed over the course of 2027.
Mississauga Asset Retirement
In July 2026, concurrently with the announcement of the Planned Separation, we announced the decision to retire the Mississauga Refinery, with the transition expected to be substantially completed in the second half of 2027 (the “Mississauga Asset Retirement”). The Lubricants & Specialties business will maintain the continued operations of its R&D laboratory, lubricant blending and packaging, as well as supply chain, logistics, and commercial operations in the Ontario region, and will also continue to deliver base oil solutions through strategic third-party commercial arrangements, complemented by continued access to Group I and specialty products from HF Sinclair’s Tulsa refinery. See Note 2 “Lubricants & Specialties Planned Separation and Mississauga Asset Retirement” in the Consolidated Financial Statements for additional information.
Renewable Fuel Standard Regulations
Pursuant to the 2007 Energy Independence and Security Act, the EPA promulgated the Renewable Fuel Standard (“RFS”) regulations, which increased the volume of renewable fuels mandated to be blended into the nation’s fuel supply. The regulations, in part, require refiners to satisfy annual renewable volume obligations calculated as a percentage of their petroleum fuel shipments or imports, which may be met through physical blending of renewable fuels or by purchasing and retiring RINs. Excluding the benefits from small refinery RINs waivers granted by the EPA, our compliance costs related to the RFS regulation significantly increased our Cost of materials and other to $516 million and $1,512 million for the three and nine months ended September 30, 2026, respectively. For the three and nine months ended September 30, 2026, the Refining segment recognized $181 million and $364 million in revenues related to RINs sales which are included in Sales and other revenues in our consolidated statement of operations. Small refinery RINs waivers granted increased pre-tax earnings by $603 million for the nine months ended September 30, 2026. We recognized $582 million in Cost of materials and other and $21 million in Sales and other revenues related to the small refinery RINs waivers granted in the third quarter of 2026 and the fourth quarter of 2025, respectively. At September 30, 2026, our open RINs credit obligations were $41 million. For additional information regarding the RFS and small refinery RINs waivers, refer to the discussion under “Renewable Fuel Standard” in Item 1 of Part II of this Quarterly Report on Form 10-Q.
A more detailed discussion of our financial and operating results for the three and nine months ended September 30, 2026 and 2025 is presented in the following sections.
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RESULTS OF OPERATIONS
Financial Data
| Three Months Ended September 30, | Change from 2025 | |||||||||||||||||||||||||
| 2026 | 2025 | Change | Percent | |||||||||||||||||||||||
| (In millions, except share and per share data) | ||||||||||||||||||||||||||
| Sales and other revenues | $ | 10,857 | $ | 7,251 | $ | 3,606 | 50 | % | ||||||||||||||||||
| Operating costs and expenses: | ||||||||||||||||||||||||||
Cost of sales: (1) | ||||||||||||||||||||||||||
Cost of materials and other (2) | 7,012 | 5,692 | 1,320 | 23 | % | |||||||||||||||||||||
| Lower of cost or market inventory valuation adjustments | (30) | 66 | (96) | NM | ||||||||||||||||||||||
| Operating expenses | 723 | 590 | 133 | 23 | % | |||||||||||||||||||||
| 7,705 | 6,348 | 1,357 | 21 | % | ||||||||||||||||||||||
Selling, general and administrative expenses (1) | 146 | 105 | 41 | 39 | % | |||||||||||||||||||||
| Depreciation and amortization | 278 | 230 | 48 | 21 | % | |||||||||||||||||||||
| Other operating expenses, net | 56 | 4 | 52 | 1,300 | % | |||||||||||||||||||||
| Total operating costs and expenses | 8,185 | 6,687 | 1,498 | 22 | % | |||||||||||||||||||||
| Income from operations | 2,672 | 564 | 2,108 | 374 | % | |||||||||||||||||||||
| Other income (expense): | ||||||||||||||||||||||||||
| Earnings of equity method investments | 5 | 6 | (1) | (17) | % | |||||||||||||||||||||
| Interest income | 25 | 11 | 14 | 127 | % | |||||||||||||||||||||
| Interest expense | (54) | (51) | (3) | 6 | % | |||||||||||||||||||||
Other income (expense), net | 1 | (2) | 3 | NM | ||||||||||||||||||||||
| (23) | (36) | 13 | (36) | % | ||||||||||||||||||||||
| Income before income taxes | 2,649 | 528 | 2,121 | 402 | % | |||||||||||||||||||||
| Income tax expense: | ||||||||||||||||||||||||||
| Current | 622 | 74 | 548 | 741 | % | |||||||||||||||||||||
| Deferred | 10 | 49 | (39) | (80) | % | |||||||||||||||||||||
| 632 | 123 | 509 | 414 | % | ||||||||||||||||||||||
| Net income | 2,017 | 405 | 1,612 | 398 | % | |||||||||||||||||||||
| Less: net income attributable to noncontrolling interests | 2 | 2 | — | — | % | |||||||||||||||||||||
| Net income attributable to HF Sinclair stockholders | $ | 2,015 | $ | 403 | $ | 1,612 | 400 | % | ||||||||||||||||||
| Earnings per share attributable to HF Sinclair stockholders: | ||||||||||||||||||||||||||
| Basic | $ | 11.38 | $ | 2.15 | $ | 9.23 | 429 | % | ||||||||||||||||||
| Diluted | $ | 11.38 | $ | 2.15 | $ | 9.23 | 429 | % | ||||||||||||||||||
| Average number of common shares outstanding (in thousands): | ||||||||||||||||||||||||||
| Basic | 175,871 | 186,499 | (10,628) | (6) | % | |||||||||||||||||||||
| Diluted | 175,871 | 186,499 | (10,628) | (6) | % | |||||||||||||||||||||
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| Nine Months Ended September 30, | Change from 2025 | |||||||||||||||||||||||||
| 2026 | 2025 | Change | Percent | |||||||||||||||||||||||
(In millions, except per share data) | ||||||||||||||||||||||||||
| Sales and other revenues | $ | 28,370 | $ | 20,405 | $ | 7,965 | 39 | % | ||||||||||||||||||
| Operating costs and expenses: | ||||||||||||||||||||||||||
Cost of sales: (1) | ||||||||||||||||||||||||||
Cost of materials and other (2) | 21,125 | 16,608 | 4,517 | 27 | % | |||||||||||||||||||||
| Lower of cost or market inventory valuation adjustments | (672) | 97 | (769) | NM | ||||||||||||||||||||||
| Operating expenses | 2,001 | 1,758 | 243 | 14 | % | |||||||||||||||||||||
| 22,454 | 18,463 | 3,991 | 22 | % | ||||||||||||||||||||||
Selling, general and administrative expenses (1) | 391 | 323 | 68 | 21 | % | |||||||||||||||||||||
| Depreciation and amortization | 735 | 681 | 54 | 8 | % | |||||||||||||||||||||
| Other operating expenses, net | 103 | 18 | 85 | 472 | % | |||||||||||||||||||||
| Total operating costs and expenses | 23,683 | 19,485 | 4,198 | 22 | % | |||||||||||||||||||||
| Income from operations | 4,687 | 920 | 3,767 | 409 | % | |||||||||||||||||||||
| Other income (expense): | ||||||||||||||||||||||||||
| Earnings of equity method investments | 19 | 27 | (8) | (30) | % | |||||||||||||||||||||
| Interest income | 50 | 27 | 23 | 85 | % | |||||||||||||||||||||
| Interest expense | (115) | (153) | 38 | (25) | % | |||||||||||||||||||||
Other income (expense), net | 19 | (48) | 67 | NM | ||||||||||||||||||||||
| (27) | (147) | 120 | (82) | % | ||||||||||||||||||||||
| Income before income taxes | 4,660 | 773 | 3,887 | 503 | % | |||||||||||||||||||||
| Income tax expense: | ||||||||||||||||||||||||||
| Current | 967 | 106 | 861 | 812 | % | |||||||||||||||||||||
| Deferred | 133 | 54 | 79 | 146 | % | |||||||||||||||||||||
| 1,100 | 160 | 940 | 588 | % | ||||||||||||||||||||||
| Net income | 3,560 | 613 | 2,947 | 481 | % | |||||||||||||||||||||
| Less: net income attributable to noncontrolling interests | 5 | 6 | (1) | (17) | % | |||||||||||||||||||||
| Net income attributable to HF Sinclair stockholders | $ | 3,555 | $ | 607 | $ | 2,948 | 486 | % | ||||||||||||||||||
| Earnings per share attributable to HF Sinclair stockholders: | ||||||||||||||||||||||||||
| Basic | $ | 19.75 | $ | 3.21 | $ | 16.54 | 515 | % | ||||||||||||||||||
| Diluted | $ | 19.75 | $ | 3.21 | $ | 16.54 | 515 | % | ||||||||||||||||||
| Average number of common shares outstanding (in thousands): | ||||||||||||||||||||||||||
| Basic | 178,630 | 187,688 | (9,058) | (5) | % | |||||||||||||||||||||
| Diluted | 178,630 | 187,688 | (9,058) | (5) | % | |||||||||||||||||||||
(1) Exclusive of Depreciation and amortization.
(2) Exclusive of Lower of cost or market inventory valuation adjustments.
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Balance Sheet Data
| September 30, 2026 | December 31, 2025 | ||||||||||||
| (In millions) | |||||||||||||
| Cash and cash equivalents | $ | 3,333 | $ | 978 | |||||||||
| Working capital | $ | 5,025 | $ | 2,327 | |||||||||
| Total assets | $ | 20,697 | $ | 16,510 | |||||||||
| Total debt | $ | 2,774 | $ | 2,769 | |||||||||
| Total equity | $ | 11,784 | $ | 9,249 | |||||||||
Other Financial Data
| Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||||||||||||
| 2026 | 2025 | 2026 | 2025 | ||||||||||||||||||||||
| (In millions) | |||||||||||||||||||||||||
| Net cash provided by operating activities | $ | 1,784 | $ | 809 | $ | 3,751 | $ | 1,307 | |||||||||||||||||
| Net cash used for investing activities | $ | (136) | $ | (148) | $ | (416) | $ | (341) | |||||||||||||||||
| Net cash used for financing activities | $ | (577) | $ | (84) | $ | (977) | $ | (323) | |||||||||||||||||
| Capital expenditures | $ | 137 | $ | 121 | $ | 357 | $ | 318 | |||||||||||||||||
EBITDA (1) | $ | 2,954 | $ | 796 | $ | 5,455 | $ | 1,574 | |||||||||||||||||
(1)Earnings before interest, taxes, depreciation and amortization, which we refer to as “EBITDA,” is calculated as Net income attributable to HF Sinclair stockholders plus (i) Income tax expense, (ii) Interest expense, net of Interest income and (iii) Depreciation and amortization. EBITDA is not a calculation provided for under GAAP; however, the amounts included in the EBITDA calculation are derived from amounts included in our consolidated financial statements. EBITDA should not be considered as an alternative to Net income or Income from operations as an indication of our operating performance or as an alternative to operating cash flow as a measure of liquidity. EBITDA is not necessarily comparable to similarly titled measures of other companies. EBITDA is presented here because it is a financial indicator widely used by investors and analysts to measure performance. EBITDA is also used by our management for internal analysis and as a basis for financial covenants. EBITDA presented above is reconciled to Net income under “Reconciliations to Amounts Reported Under Generally Accepted Accounting Principles” following Item 2 of Part I of this Quarterly Report on Form 10-Q.
Supplemental Segment Operating Data
Our operations are organized into five reportable segments, Refining, Renewables, Marketing, Lubricants & Specialties and Midstream. See Note 18 “Segment Information” in the Consolidated Financial Statements for additional information on our reportable segments.
35
Refining Segment Operating Data
The disaggregation of our refining geographic operating data is presented in two regions, Mid-Continent and West, to best reflect the economic drivers of our refining operations. The Mid-Continent region is comprised of the El Dorado and Tulsa refineries. The West region is comprised of the Puget Sound, Navajo, Woods Cross, Parco and Casper refineries. The following tables set forth information, including non-GAAP performance measures, about our consolidated refinery operations. Adjusted refinery gross margin per produced barrel sold is total Refining segment gross margin plus Lower of cost or market inventory valuation adjustments, Depreciation and amortization and Operating expenses, divided by sales volumes of produced refined products. This margin measure does not include the non-cash effects of Lower of cost or market inventory valuation adjustments, which relate to inventory held at the end of the period. Reconciliations to amounts reported under GAAP are provided under “Reconciliations to Amounts Reported Under Generally Accepted Accounting Principles” following Item 2 of Part I of this Quarterly Report on Form 10-Q.
| Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||||||||||
Recent insider activity
| Date | Insider | Role | Action | Shares | Price | Value |
|---|---|---|---|---|---|---|
| 2026-08-11 | MYERS FRANKLIN | CEO | Buy | +15,000 | $85.30 | $1,279,500 |
| 2026-08-05 | Kunneman Dale | SVP and CHRO | Sell | -8,936 | $84.58 | -$755,852 |
Source: SEC Form 4 filings.
Next expected filings
- ~2027-02-27 10-K expected by 2027-03-04 (in 122 days)
- ~2027-04-30 10-Q expected by 2027-05-09 (in 184 days)
- ~2027-07-29 10-Q expected by 2027-08-07 (in 274 days)
- ~2027-10-27 10-Q expected by 2027-11-05 (in 364 days)
Predicted from historical filing cadence; not an SEC commitment.
Recent SEC filings
- 2026-10-28 8-K Earnings Release; Officer/Director Change; Regulation FD Disclosure; Financial Statements and Exhibits
- 2026-10-28 10-Q Quarterly Report
- 2026-09-02 S-8 Employee Benefit Plan Registration
- 2026-08-26 8-K Other Events
- 2026-08-05 8-K Material Agreement Entered; Financial Statements and Exhibits
- 2026-07-30 10-Q Quarterly Report
- 2026-07-28 8-K Earnings Release; Regulation FD Disclosure; Financial Statements and Exhibits
- 2026-07-28 8-K Officer/Director Change
- 2026-07-08 8-K Officer/Director Change; Regulation FD Disclosure; Financial Statements and Exhibits
- 2026-05-19 8-K Material Agreement Entered; Financial Statements and Exhibits
- 2026-05-13 8-K Officer/Director Change
- 2026-05-12 8-K Officer/Director Change; Financial Statements and Exhibits
- 2026-05-01 8-K Earnings Release; Financial Statements and Exhibits
- 2026-05-01 10-Q Quarterly Report
- 2026-03-31 8-K Officer/Director Change