XPLR Infrastructure, LP (XIFR)

Item 1. Business

XPLR, through its ownership in XPLR OpCo, has a partial ownership interest in a clean energy infrastructure portfolio in the U.S. with approximately 10 gigawatts of net generating capacity in 28 states as of December 31, 2025 and is one of the largest generators of energy from the wind and sun in the U.S. based on 2025 MWh produced on a net generation basis. XPLR's portfolio is diversified across generation technologies including wind, solar and battery storage projects.

XPLR believes anticipated long-term growth in U.S. electricity demand will create opportunities for XPLR to invest in its existing portfolio, including through additional investments in renewable energy repowering projects and co-located battery storage and through renewing, extending or recontracting existing PPAs. XPLR also plans to pursue investment opportunities in areas adjacent to its existing clean energy projects, with a focus on assets that are expected to provide incremental cash flows and opportunities for growth. XPLR believes its cash flow profile, geographic, technological and resource diversity, operational excellence, contractual relationships with NEE and disciplined approach to capital allocation provide XPLR with a competitive advantage and position XPLR well to take advantage of opportunities in the growing U.S. power sector.

OWNERSHIP STRUCTURE AND PORTFOLIO

XPLR is a limited partnership. At December 31, 2025, XPLR owned a controlling, non-economic general partner interest and an approximately 48.8% limited partner interest in XPLR OpCo. Through XPLR OpCo, XPLR has a partial ownership interest in a portfolio of contracted clean energy assets consisting of wind, solar and solar-plus-storage projects and a stand-alone battery storage project.

The following diagram depicts XPLR's simplified ownership structure:

(a) At December 31, 2025, NEE owns 2,337,882 XPLR common units.

(b) At December 31, 2025, NEE Equity owns approximately 51.2% of XPLR OpCo's common units representing limited partnership interests and 100% of XPLR OpCo's Class P units. NEE Equity may tender its XPLR OpCo common units and in exchange receive XPLR common units on a one-for-one basis, or the value of such common units in cash, subject to the terms of an exchange agreement.

(c) At December 31, 2025, certain project entities are subject to noncontrolling interests. See Note 2 – Noncontrolling Interests.

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Clean energy projects – At December 31, 2025, XPLR owned interests in a portfolio of contracted clean energy projects located in 28 states as summarized below:

Technology

Net MW(a)

Contract Expiration

Wind

8,069

2026 – 2051

Solar

1,718

2035 – 2051

Battery Storage

274

2037 – 2051

10,061

(b)

____________________

(a) MWs reflect XPLR OpCo's net ownership in the clean energy project capacity based on respective ownership interests. XPLR OpCo has indirect equity method investments in projects with a net generating capacity of approximately 790 MW with ownership interests ranging from 33.3% to 50%. Additionally, XPLR OpCo has indirect controlling ownership interests ranging from 49% to 67% in projects with a net generating capacity of approximately 2,087 MW and battery storage capacity of 244 MW. See Note 2 – Investments in Unconsolidated Entities and – Noncontrolling Interests.

(b) Third-party investors own Class B noncontrolling membership interests in the XPLR subsidiaries that own interests in projects with net generating capacity of approximately 4,427 MW and battery storage capacity of 120 MW. Third-party investors own differential membership interests in projects with net generating capacity of approximately 5,736 MW and battery storage capacity of 274 MW. See Note 2 – Noncontrolling Interests, Note 11 and Note 14 – Class B Noncontrolling Interests. Projects with net generating capacity of approximately 3,221 MW are encumbered by liens against their assets securing various financings.

During 2025, XPLR OpCo generated approximately 26.0 million MWh and 4.0 million MWh from wind and solar generation facilities, respectively, and discharged 0.4 million MWh from its battery storage projects. During 2024, XPLR OpCo generated approximately 27.0 million MWh and 4.0 million MWh from wind and solar generation facilities, respectively, and discharged 0.2 million MWh from its battery storage projects.

Discontinued operations – In September 2025, indirect subsidiaries of XPLR completed the sale of their ownership interests in Meade Pipeline Co, LLC (Meade), which owned an investment in natural gas pipeline assets in Pennsylvania (Meade pipeline investment). In December 2023, XPLR sold its interests in a portfolio of seven natural gas pipelines assets in Texas (Texas pipelines). See Note 4.

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The following map shows XPLR's ownership interests in clean energy projects in operation.

Each of the clean energy projects sells the majority of its output and related renewable energy attributes pursuant to long-term, fixed price PPAs to various counterparties. In 2025, XPLR derived approximately 14% and 15% of its consolidated revenues from its contracts with Pacific Gas and Electric Company and Southern California Edison Company, respectively. See Item 1A for a discussion of risks related to XPLR's counterparties.

XPLR, XPLR OpCo and XPLR OpCo GP are parties to the MSA with an indirect wholly owned subsidiary of NEE, under which operational, management and administrative services are provided to XPLR under the direction of the board, including managing XPLR’s day-to-day affairs and providing individuals to act as XPLR’s executive officers, in addition to those services that are provided under O&M agreements and ASAs between NEER subsidiaries and XPLR subsidiaries. XPLR OpCo pays NEE a management fee pursuant to the terms of the MSA. The MSA continues until January 1, 2068 and thereafter renews for successive five-year periods, subject to certain termination rights of XPLR OpCo and NEE Management pursuant to the terms of the MSA. The O&M agreements and ASAs have initial terms ranging between 20 to 30 years and will each be automatically extended for an additional five-year period subject to certain termination rights pursuant to the respective agreement. See Note 15 – Management Services Agreement.

XPLR and XPLR OpCo are parties to a ROFR agreement with NEER granting NEER and its subsidiaries (other than XPLR OpCo and its subsidiaries) a right of first refusal on any proposed sale of any XPLR OpCo ROFR assets. Pursuant to the terms of the ROFR agreement, prior to engaging in any negotiation regarding any sale of a XPLR OpCo ROFR asset, XPLR OpCo must first negotiate with NEER to attempt to reach an agreement on a sale of such asset to NEER or any of its subsidiaries. This negotiation with NEER and its subsidiaries could occur over two separate 30-day periods, by the end of which, if NEER and XPLR OpCo have not reached an agreement, XPLR OpCo will have the right to sell such asset to a third party.

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INDUSTRY OVERVIEW

Energy Industry

U.S. electric power demand is expected to undergo long-term secular growth due in part to data centers, onshoring of manufacturing and electrification of industry, which XPLR expects will increase demand for clean energy. The expected need for electric power will require utilities and other wholesale end users to look to new electricity generation across a wide range of energy generating options including renewable and other clean energy sources, such as battery storage, natural gas-fired generation and other adjacent and complementary infrastructure. XPLR believes this will create a variety of opportunities at its existing portfolio as well as other adjacent investment opportunities.

Policy Incentives

U.S. federal, state and local governments have established various incentives to support the development of clean energy projects. These incentives include accelerated tax depreciation, PTCs, ITCs, cash grants, tax abatements and RPS programs. Pursuant to the U.S. federal Modified Accelerated Cost Recovery System (MACRS), wind and solar generation facilities are depreciated for tax purposes over a five-year period even though the useful life of such facilities is generally much longer than five years.

Owners of wind and solar facilities are eligible to claim an income tax credit (the PTC, or an ITC in lieu of the PTC) upon initially achieving commercial operation. The One Big Beautiful Bill Act (OBBBA) modified several pre-existing provisions, including the phase out of these income tax credits, of the Inflation Reduction Act and other laws. Wind and solar generation facilities are eligible for 100% PTC or 30% ITC if such facilities begin construction before July 5, 2026 or are placed in service by December 31, 2027. The PTC is determined based on the amount of electricity produced by the facility during the first ten years of commercial operation. A facility must also meet certain labor requirements to qualify for the 100% PTC or 30% ITC rate or construction must have started on the facility before January 29, 2023. In addition, the PTC is increased by 10% and the ITC rate is increased by 10 percentage points for facilities that satisfy certain tax credit enhancement requirements. Retrofitted wind and solar generation facilities may qualify for a PTC or an ITC if the cost basis of the new investment is at least 80% of the retrofitted facility’s total fair value.

In addition, the 30% ITC, subject to a phase-down in 2034 and 2035, applies to energy storage projects placed in service after 2022 that begin construction by December 31, 2033 (no eligibility for projects that begin construction after 2035). These projects are subject to the same labor requirements and credit enhancements applicable to wind and solar facilities (discussed above).

XPLR and the wind and solar industries have relied on the settled understanding of the term "begin construction" as informed by longstanding Treasury Department guidance regarding what constitutes the "beginning of construction" for purposes of claiming clean energy tax credits. On August 15, 2025, the Internal Revenue Service issued new guidance for the purpose of determining whether wind and solar facilities "begin construction" before July 5, 2026 such that they are not subject to the December 31, 2027 placed in service requirement. The new guidance applies to wind and solar facilities that begin construction on or after September 2, 2025, with prior guidance applying before that. The new guidance is substantially similar to the prior guidance except that it eliminates the 5% spend test safe harbor as a method to begin construction, such that wind and solar facilities must begin construction by starting physical work of a significant nature. Physical work of a significant nature includes onsite work other than preliminary activities, and offsite work on non-inventory equipment performed by a third-party manufacturer under a binding written contract. The new guidance also retains the "continuity requirement" from prior guidance, as well as the continuity safe harbor that deems the continuity requirement as satisfied if the related facility is placed in service no more than four years after the year it began construction. There will be no clean energy tax credits for wind or solar facilities placed in service after 2030.

All projects discussed above that begin construction after December 31, 2025 must satisfy the prohibited foreign entity material assistance requirements under the OBBBA in order to be eligible for tax credits.

Clean energy tax credits can be transferred to an unrelated purchaser for cash, providing an additional path, along with sales of differential membership interests, for developers to monetize the value of the clean energy tax credits.

The foregoing incentives have the effect of making the development of renewable energy projects more competitive. A loss of, or reduction in, the foregoing incentives could decrease the attractiveness of renewable energy projects to developers.

Regulation

XPLR's projects, including projects under development, are subject to regulation by a number of U.S. federal, state and other organizations, including, but not limited to, the following:

•the FERC, which oversees the acquisition and disposition of electric generation, transmission and other facilities, transmission of electricity in interstate commerce and wholesale purchases and sales of electric energy, among other things;

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•the NERC, which, through its regional entities, establishes and enforces mandatory reliability standards, subject to approval by the FERC, to ensure the reliability of the U.S. electric transmission and generation system and to prevent major system blackouts; and

•the Environmental Protection Agency (EPA), which has the responsibility to maintain and enforce national standards under a variety of environmental laws, and in some cases delegates authority to state agencies. The EPA also works with industries and all levels of government, including U.S. federal and state governments, in a wide variety of voluntary pollution prevention programs and energy conservation efforts.

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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 2026-07-28 (period ending 2026-06-30).

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

Overview

XPLR is a limited partnership that, through its ownership in XPLR OpCo, has a partial ownership interest in clean energy infrastructure assets including wind, solar and battery storage projects and had an investment in natural gas pipeline assets, which was sold in September 2025 and has been presented as discontinued operations (see Note 1). XPLR consolidates the results of XPLR OpCo and its subsidiaries through its controlling interest in the general partner of XPLR OpCo. At June 30, 2026, XPLR owned an approximately 48.8% limited partner interest in XPLR OpCo and NEE Equity owned a noncontrolling 51.2% limited partner interest in XPLR OpCo. XPLR's financial results are shown on a consolidated basis with financial results attributable to NEE Equity reflected in noncontrolling interests.

This discussion should be read in conjunction with the Notes contained herein and Management's Discussion and Analysis of Financial Condition and Results of Operations appearing in the 2025 Form 10-K. The results of operations for an interim period generally will not give a true indication of results for the year. In the following discussions, all comparisons are with the corresponding items in the prior year period. Further, in March 2026, an XPLR subsidiary exercised its option to invest a 49% equity interest in each of four to-be-built battery storage projects. In July 2026, XPLR subsidiaries entered into joint venture agreements with subsidiaries of NEER to develop and own two of the battery storage projects. See Note 10 – Sale and Co-Investment Agreement.

A number of legislative, executive and administrative activities occurred in 2025 and 2026 that affect XPLR including 1) the enactment of the One Big Beautiful Bill Act (OBBBA) which, among other things, modified tax legislation affecting clean energy tax credits, 2) the issuance of a number of federal executive orders and presidential actions, 3) the imposition of tariffs on a variety of imports and 4) the issuance of guidance by various federal agencies. A number of similar activities remain pending or are in various phases of implementation, such as certain Treasury Department rulemaking authorized by the OBBBA, trade investigations that may lead to additional tariffs or place limitations on imports of certain materials and ordered reviews of, or process or policy changes with respect to, federal permitting and approvals for wind and solar projects. There has been no material impact on XPLR's operations or financial performance as a result of these developments and XPLR believes that the previously announced wind repowering program will qualify for clean energy tax credits if placed into service as planned. XPLR will assess any further developments for potential impacts in future periods.

Results of Operations

	Three Months Ended June 30,				Six Months Ended June 30,
	2026		2025		2026		2025
	(millions)
OPERATING REVENUES	$	363	$	342	$	638	$	624
OPERATING EXPENSES
Operations and maintenance	144		102		277		212
Depreciation and amortization	143		141		284		277
Goodwill impairment charge	—		—		—		253
Taxes other than income taxes and other – net	17		18		35		37
Total operating expenses – net	304		261		596		779
GAINS ON DISPOSAL OF BUSINESSES/ASSETS – NET	1		9		1		12
OPERATING INCOME (LOSS)	60		90		43		(143)
OTHER INCOME (DEDUCTIONS)
Interest expense	(92)		(114)		(194)		(250)
Equity in earnings of equity method investees	25		31		37		48
Other – net	9		5		17		7
Total other deductions – net	(58)		(78)		(140)		(195)
INCOME (LOSS) BEFORE INCOME TAXES	2		12		(97)		(338)
INCOME TAX BENEFIT	(11)		(38)		(62)		(80)
INCOME (LOSS) FROM CONTINUING OPERATIONS	13		50		(35)		(258)
LOSS FROM DISCONTINUED OPERATIONS, net of tax benefit of $3 and $6, respectively	—		(14)		—		(34)
NET INCOME (LOSS)	13		36		(35)		(292)
NET LOSS ATTRIBUTABLE TO NONCONTROLLING INTERESTS	25		43		106		273
NET INCOME (LOSS) ATTRIBUTABLE TO XPLR	$	38	$	79	$	71	$	(19)

Three Months Ended June 30, 2026 Compared to Three Months Ended June 30, 2025

Operating Revenues

Operating revenues increased $21 million for the three months ended June 30, 2026 primarily due to favorable wind resource (102% of long-term average wind speeds in 2026 compared to 97% in 2025).

Operating Expenses

Operations and Maintenance

O&M expenses increased $42 million during the three months ended June 30, 2026 primarily reflecting higher net operating expenses at the existing XPLR projects primarily due to approximately $45 million higher benefit in 2025 relating to certain vendor credits for unplanned O&M expenses.

Other Income (Deductions)

Interest Expense

The decrease in interest expense of $22 million during the three months ended June 30, 2026 primarily reflects approximately $45 million of favorable mark-to-market activity ($21 million of gains recorded in 2026 compared to $24 million of losses in 2025), partly offset by $22 million of higher interest expense due to higher average debt outstanding with higher interest rates.

Income Taxes

For the three months ended June 30, 2026, XPLR recorded income tax benefit of $11 million on income from continuing operations before income taxes of $2 million, resulting in an effective tax rate of approximately (550)%. The tax benefit is primarily comprised of income tax benefits of approximately $8 million related to taxes attributable to noncontrolling interests and $5 million attributable to clean energy tax credits. See Note 5.

For the three months ended June 30, 2025, XPLR recorded income tax benefit of $38 million on income from continuing operations before income taxes of $12 million, resulting in an effective tax rate of approximately (317)%. The tax benefit is primarily comprised of $24 million related to taxes attributable to noncontrolling interests, $9 million attributable to clean energy tax credits and $7 million of state income taxes, partly offset by income tax expense of approximately $3 million at the federal statutory rate of 21%. See Note 5.

Loss from Discontinued Operations

Loss from discontinued operations reflects the results of the Meade pipeline investment and interest on related project-level indebtedness prior to the sale in September 2025. See Note 1.

Net Loss Attributable to Noncontrolling Interests

For the three months ended June 30, 2026, the change in net loss attributable to noncontrolling interests primarily reflects lower net loss allocated to differential membership investors of $38 million ($157 million in 2026 compared to $195 million in 2025), partly offset by lower net income attributable to NEE Equity's noncontrolling interest of approximately $12 million ($55 million in 2026 compared to $67 million in 2025) and lower net income attributable to Class B noncontrolling membership interests of $7 million, primarily due to the buyout of the Class B noncontrolling membership interests in XPLR Renewables II in April 2025 and XPLR Pipelines in September 2025. See Note 10 – Noncontrolling Interests.

Six Months Ended June 30, 2026 Compared to Six Months Ended June 30, 2025

Operating Expenses

Operations and Maintenance

O&M expenses increased $65 million during the six months ended June 30, 2026 primarily reflecting higher net operating expenses at the existing XPLR projects primarily due to approximately $51 million higher benefit in 2025 relating to certain vendor credits for unplanned O&M expenses. The increase in O&M expenses also reflects the absence of a true-up of CSCS fees which occurred in 2025 of approximately $11 million.

Goodwill Impairment Charge

The $253 million goodwill impairment charge recognized during the six months ended June 30, 2025 reflects the non-cash goodwill impairment charge recognized in March 2025. See Note 3 – Nonrecurring Fair Value Measurements.

Gains on Disposal of Businesses/Assets – net

The $12 million net gains on disposal of businesses/assets recognized during the six months ended June 30, 2025 reflect insurance recoveries on four permanently damaged wind turbines and a working capital adjustment relating to the disposal of a business in 2025.

Other Income (Deductions)

Interest Expense

The decrease in interest expense of $56 million during the six months ended June 30, 2026 primarily reflects approximately $133 million of favorable mark-to-market activity ($30 million of gains recorded in 2026 compared to $103 million of losses in 2025), partly offset by $77 million of higher interest expense due to higher average debt outstanding with higher interest rates.

Equity in Earnings of Equity Method Investees

Equity in earnings of equity method investees decreased $11 million during the six months ended June 30, 2026 primarily due to the absence of revenue reimbursement received at one of the equity method investments in 2025 relating to an interconnection-related outage in 2024.

Other – net

For the six months ended June 30, 2026, the change in other – net primarily reflects the interest income earned on cash on hand during the period.

Income Taxes

For the six months ended June 30, 2026, XPLR recorded income tax benefit of $62 million on loss before income taxes of $97 million, resulting in an effective tax rate of approximately 64%. The tax benefit is primarily comprised of tax benefits of approximately $55 million attributable to clean energy tax credits and $20 million at the U.S. federal statutory rate of 21%, partly offset by tax expense of $10 million related to taxes attributable to noncontrolling interests. See Note 5.

For the six months ended June 30, 2025, XPLR recorded income tax benefit of $80 million on loss before income taxes of $338 million, resulting in an effective tax rate of approximately 24%. The tax benefit is comprised primarily of income tax benefits of approximately $71 million at the U.S. federal statutory rate of 21%, $15 million of state income taxes and $14 million attributable to clean energy tax credits, partly offset by tax expense of $21 million related to taxes attributable to noncontrolling interests. See Note 5.

Loss from Discontinued Operations

Loss from discontinued operations reflects the results of the Meade pipeline investment and interest on related project-level indebtedness prior to the sale in September 2025. See Note 1.

Net Loss Attributable to Noncontrolling Interests

For the six months ended June 30, 2026, the change in net loss attributable to noncontrolling interests primarily reflects the change in the net income or loss attributable to NEE Equity's noncontrolling interest of approximately $123 million ($57 million of net income in 2026 compared to $66 million of net loss in 2025) and lower net loss allocated to differential membership investors of $74 million ($314 million in 2026 compared to $388 million in 2025), partly offset by lower net income attributable to Class B noncontrolling membership interests of $27 million, primarily due to the buyout of the Class B membership interests in XPLR Renewables II in April 2025 and XPLR Pipelines in September 2025. See Note 10 – Noncontrolling Interests.

Liquidity and Capital Resources

XPLR’s ongoing operations use cash to fund O&M expenses, including related party fees discussed in Note 9, maintenance capital expenditures, debt service payments and related derivative obligations (see Note 7 and Note 3) and distributions to the holders of noncontrolling interests. XPLR expects to satisfy these requirements primarily with cash on hand and cash generated from operations. In addition, XPLR expects to consider additional repowering opportunities at its existing projects and other investment opportunities, and to exercise buyout rights relating to Class B noncontrolling members' interests under certain limited liability company agreements to which XPLR and certain of its subsidiaries are parties (see Note 8 – Class B Noncontrolling Interests and Note 10 – Noncontrolling Interests). The investment, development and buyout opportunities are expected to be funded with borrowings under credit facilities or term loans, issuances of indebtedness or capital raised pursuant to other financing structures, cash on hand and cash generated from operations and sales of clean energy tax credits (see Note 10 – Income Taxes), and may be funded with divestitures or issuances of additional XPLR common units, including under its ATM program (see Note 8 – ATM Program). XPLR may also utilize non-voting common units (convertible into common units) to fund the payment of specified portions of the purchase price payable in connection with the exercise of certain buyout rights (see Note 8 – Class B Noncontrolling Interests and Note 10 – Noncontrolling Interests). In addition, XPLR expects to fund debt maturities through refinancing.

These sources of funds are expected to be adequate to provide for XPLR's short-term and long-term liquidity and capital needs, although its ability to fund repowering of existing projects, fund battery storage and other investment opportunities, fund the purchase price payable in connection with the exercise of buyout rights, refinance debt maturities and return capital to common unitholders will depend on its ability to access capital on acceptable terms.

As a normal part of its business, depending on market conditions, XPLR expects from time to time to consider opportunities to repay, redeem, repurchase or refinance its indebtedness or equity arrangements. If available, additional debt financing, including refinancing, could impose operating restrictions, additional cash payment obligations and additional covenants, such as limitations on distributions to common unitholders.

XPLR OpCo has agreed to allow NEER or one of its affiliates to withdraw funds received by XPLR OpCo or its subsidiaries and to hold those funds in accounts of NEER or one of its affiliates to the extent the funds are not required to pay project costs or otherwise required to be maintained by XPLR's subsidiaries, until the financing agreements permit distributions to be made, or, in the case of XPLR OpCo, until such funds are required to make distributions or to pay expenses or other operating costs. XPLR OpCo will have a claim for any funds that NEER fails to return:

• when required by its subsidiaries’ financings;

• when its subsidiaries’ financings otherwise permit distributions to be made to XPLR OpCo;

• when funds are required to be returned to XPLR OpCo; or

• when otherwise demanded by XPLR OpCo.

In addition, NEER and certain of its affiliates may withdraw funds in connection with certain long-term debt agreements and hold those funds in accounts belonging to NEER or its affiliates and provide credit support in the amount of such withdrawn funds. If NEER fails to return withdrawn funds when required by XPLR OpCo's subsidiaries’ financing agreements, the lenders will be entitled to draw on any credit support provided by NEER in the amount of such withdrawn funds.

If NEER or one of its affiliates realizes any earnings on the withdrawn funds prior to the return of such funds, it will be permitted to retain those earnings, and will not pay interest on the withdrawn funds except as otherwise agreed upon with XPLR OpCo.

Liquidity Position

At June 30, 2026, XPLR's liquidity position was approximately $1,633 million. The table below provides the components of XPLR’s liquidity position:

	June 30, 2026		Maturity Date
	(millions)
Cash and cash equivalents	$	500
Amounts due under the CSCS agreement	2
Revolving credit facility(a)	1,250		2031
Less issued letters of credit	(119)
Total	$	1,633

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(a) Excludes the term loan facility discussed below due to restrictions on the use of the borrowings. See Note 7.

Management believes that XPLR's liquidity position and cash flows from operations will be adequate to finance O&M expenses, maintenance capital expenditures and liquidity commitments. Management continues to regularly monitor XPLR's financing needs consistent with prudent balance sheet management.

Financing Arrangements

XPLR OpCo and its direct subsidiary are parties to the $1,250 million revolving credit facility which matures in February 2031. In order to borrow or to have letters of credit issued under the XPLR OpCo credit facility, as well as to avoid default and related acceleration provisions, XPLR OpCo and its direct subsidiary are required to, among other things, be in compliance with financial covenants of a maximum leverage ratio and a minimum interest coverage ratio, as defined in the XPLR OpCo credit facility. At June 30, 2026, XPLR and its direct subsidiary were in compliance with these required ratios. Under the XPLR OpCo credit facility, XPLR OpCo's ability to pay cash distributions is subject to certain other restrictions. See Note 7.

During the six months ended June 30, 2026, indirect subsidiaries of XPLR borrowed approximately $523 million under one limited-recourse senior secured variable rate term loan facility and as of July 28, 2026, $27 million was available under the facility, subject to specified conditions. In June 2026, XPLR repaid the $500 million principal amount of its 2022 convertible notes at maturity. See Note 7.

XPLR OpCo and certain indirect subsidiaries are also subject to financings that contain financial covenants and distribution tests, including debt service coverage ratios. In general, these financings contain covenants customary for these types of financings, including limitations on investments and restricted payments. Certain of XPLR's financings provide for interest payable at a fixed interest rate. However, certain of XPLR's financings accrue interest at variable rates based on an underlying index plus a margin. Interest rate contracts were entered into for certain of these financings to hedge against interest rate movements with respect to interest payments on the related borrowings. In addition, under the project-level financing structures, each project or group of projects will be permitted to pay distributions out of available cash so long as certain conditions are satisfied, including that reserves are funded with cash or credit support, no default or event of default under the applicable financing has occurred and is continuing at the time of such distribution or would result therefrom, and each project or group of projects is otherwise in compliance with the related covenants. For substantially all of the project-level financing structures, minimum debt service coverage ratios must be satisfied in order to make a distribution. At June 30, 2026, XPLR and its subsidiaries were in compliance with all financial debt covenants under their respective financing agreements.

Equity Arrangements

XPLR's ATM program expired in late March 2026. In order to renew the ATM program, in March 2026, XPLR filed a registration statement with the SEC, which became effective in April 2026, for up to $300 million of common units which may be sold under the renewed ATM program, depending on market conditions and other considerations, to support XPLR's liquidity and capital needs.

In June 2026, XPLR exercised a buyout right and purchased 10% of the originally issued Class B noncontrolling membership interests in Genesis Holdings. See Note 8 – Class B Noncontrolling Interests.

Capital Expenditures

Annual capital spending plans are developed based on projected requirements for the projects. Capital expenditures primarily represent the estimated cost of capital improvements, including development and construction expenditures that are expected to increase XPLR OpCo’s operating income or operating capacity over the long term. Capital expenditures for projects that have already commenced commercial operations are generally not significant because most expenditures relate to repairs and maintenance and are expensed when incurred. For the six months ended June 30, 2026 and 2025, XPLR had capital expenditures of approximately $266 million and $170 million, respectively, primarily relating to repowering of wind facilities. XPLR expects to have capital expenditures totaling approximately $315 million related to investments in four joint ventures which will each develop, construct and operate a separate battery storage project which are expected to be completed in 2027 (see Note 11 – Commitments). These estimates are subject to continuing review and adjustments and actual capital expenditures may vary significantly from these estimates.

Cash Flows

Six Months Ended June 30, 2026 Compared to Six Months Ended June 30, 2025

The following table reflects the changes in cash flows for the comparative periods:

	Six Months Ended June 30,
	2026		2025		Change
	(millions)
Net cash provided by operating activities	$	228	$	322	$	(94)
Net cash provided by (used in) investing activities	$	(254)	$	265	$	(519)
Net cash provided by (used in) financing activities	$	(436)	$	15	$	(451)

Net Cash Provided by Operating Activities

The decrease in net cash provided by operating activities was primarily driven by lower distributions from equity method investments and the timing of transactions impacting working capital.

Net Cash Provided by (Used in) Investing Activities

	Six Months Ended June 30,
	2026		2025
	(millions)
Capital expenditures and other investments	$	(266)	$	(170)
Payments from related parties under CSCS agreement – net	9		111
Distributions from non-economic ownership interests	—		309
Other – net	3		15
Net cash provided by (used in) investing activities	$	(254)	$	265

The change in net cash provided by (used in) investing activities was primarily driven by the absence of distributions from non-economic ownership interests, lower payments received from NEER subsidiaries (net of amounts paid) under the CSCS agreement and higher capital expenditures and other investments.

Net Cash Provided by (Used in) Financing Activities

	Six Months Ended June 30,
	2026		2025
	(millions)
Proceeds from issuance of common units – net	$	3	$	4
Issuances (retirements) of long-term debt – net	(175)		1,352
Debt issuance costs	(10)		(35)
Partner contributions (distributions) – net	19		(346)
Proceeds related to differential membership interests – net	54		58
Buyout of differential membership investors	(141)		(48)
Payments to Class B noncontrolling interest investors	(33)		(38)
Buyout of Class B noncontrolling interest investors	(149)		(931)
Other – net	(4)		(1)
Net cash provided by (used in) financing activities	$	(436)	$	15

The change in net cash provided by (used in) financing activities primarily reflects lower issuances of long-term debt, net of retirements and higher buyouts of differential membership investors in 2026, partly offset by lower buyouts of Class B noncontrolling interest investors, lower partner distributions, net of contributions and lower debt issuance costs.

New Accounting Rules and Interpretations

Environmental Credits – In May 2026, the Financial Accounting Standards Board issued an accounting standards update related

to environmental credits and environmental credit obligations. See Note 10 – Environmental Credits.

Critical Accounting Estimates

Critical accounting estimates are those that XPLR believes are both most important to the portrayal of its financial condition and results of operations, and require complex, subjective judgments, often as a result of the need to make assumptions about the effect of matters that are inherently uncertain. Judgments and uncertainties affecting the critical accounting estimates may result in materially different amounts being reported under different conditions or using different assumptions. XPLR’s significant accounting policies, including those requiring critical accounting estimates, were reported in the 2025 Form 10-K. There have been no material changes regarding these significant accounting policies, including critical accounting estimates.

See Note 4 – Nonrecurring Fair Value Measurements for a discussion of goodwill impairment.

Quantitative and Qualitative Disclosures About Market Risk

XPLR is exposed to market risks in its normal business activities. Market risk is measured as the potential loss that may result from hypothetical reasonably possible market changes associated with its business over the next year. The types of market risks include interest rate and counterparty credit risks.

Interest Rate Risk

XPLR is exposed to risk resulting from changes in interest rates associated with outstanding and expected future debt issuances and borrowings. XPLR manages interest rate exposure by monitoring current interest rates, entering into interest rate contracts and using a combination of fixed rate and variable rate debt. Interest rate swaps are used to mitigate and adjust interest rate exposure when deemed appropriate based upon market conditions or when required by financing agreements (see Note 3).

XPLR has long-term debt instruments that subject it to the risk of loss associated with movements in market interest rates. At June 30, 2026, approximately 97% of the long-term debt, including current maturities, was not exposed to fluctuations in interest expense as it was either fixed rate debt or financially hedged. At June 30, 2026, the estimated fair value of XPLR's long-term debt was approximately $6.2 billion and the carrying value of the long-term debt was $6.0 billion. See Note 4 – Financial Instruments Recorded at Other than Fair Value. Based upon a hypothetical 10% decrease in interest rates, the fair value of XPLR's long-term debt would increase by approximately $106 million at June 30, 2026.

At June 30, 2026, XPLR had interest rate contracts with a net notional amount of approximately $2.0 billion related to managing exposure to the variability of cash flows associated with outstanding and expected future debt issuances and borrowings. Based upon a hypothetical 10% decrease in rates, XPLR’s net derivative assets at June 30, 2026 would decrease by approximately $47 million.

Counterparty Credit Risk

Risks surrounding counterparty performance and credit risk could ultimately impact the amount and timing of expected cash flows. Credit risk relates to the risk of loss resulting from non-performance or non-payment by counterparties under the terms of their contractual obligations. XPLR monitors and manages credit risk through credit policies that include a credit approval process and the use of credit mitigation measures such as prepayment arrangements in certain circumstances. XPLR also seeks to mitigate counterparty risk by having a diversified portfolio of counterparties.

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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

Next expected filings

~2026-11-03 10-Q expected by 2026-11-12 (in 97 days)
~2027-02-16 10-K expected by 2027-02-25 (in 202 days)
~2027-05-06 10-Q expected by 2027-05-15 (in 281 days)
~2027-07-27 10-Q expected by 2027-08-05 (in 363 days)

Predicted from historical filing cadence; not an SEC commitment.

Recent SEC filings

2026-07-28 8-K Earnings Release; Financial Statements and Exhibits
2026-07-28 10-Q Quarterly Report
2026-05-07 8-K Earnings Release; Financial Statements and Exhibits
2026-05-07 10-Q Quarterly Report
2026-05-07 S-8 Employee Benefit Plan Registration
2026-04-07 424B5 Prospectus Supplement
2026-04-07 8-K Other Events; Financial Statements and Exhibits
2026-03-27 S-3 Registration Statement
2026-02-17 10-K Annual Report
2026-02-10 8-K Material Agreement Entered; Earnings Release; Material Financial Obligation; Financial Statements and Exhibits
2025-11-12 8-K Other Events; Financial Statements and Exhibits
2025-11-12 8-K Regulation FD Disclosure; Other Events; Financial Statements and Exhibits
2025-11-04 10-Q Quarterly Report
2025-11-04 8-K Earnings Release; Financial Statements and Exhibits
2025-09-24 8-K Completion of Acquisition/Disposition; Financial Statements and Exhibits

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