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What changed in ConocoPhillips's 10-K — 2024 vs 2025

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Paragraph-level year-over-year comparison of ConocoPhillips's 2024 and 2025 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2025 report.

+289 added−326 removedSource: 10-K (2026-02-17) vs 10-K (2025-02-18)

Top changes in ConocoPhillips's 2025 10-K

289 paragraphs added · 326 removed · 228 edited across 7 sections

Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

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Biggest changeCOP28 included a decision on the world's first 'global stocktake' to ratchet up climate action before the end of the decade — including a goal to triple renewable energy capacity by 2030 — and for the first time its final agreement explicitly recommended "transitioning away from fossil fuels in the energy system." The implementation of current agreements and regulatory or judicial measures, as well as any future agreements or measures addressing climate change and GHG emissions, may adversely increase our capital and operating expenses, impact the demand for our products, impose taxes on our products or operations, or require us to purchase emission credits or reduce emissions of GHGs from our operations.
Biggest changeThe implementation of current agreements and regulatory or judicial measures, as well as any future agreements or measures addressing climate change and GHG emissions, may adversely increase our capital and operating expenses, impact the demand for our products, impose taxes on our products or operations, or require us to purchase emission credits or reduce emissions of GHGs from our operations.
Our framework for managing climate-related business risk is set out in our Climate Risk Strategy, which describes our strategic flexibility, approach to reducing Scope 1 and 2 emissions intensity, technology choices and engagement efforts. Among other things, we have set near- and medium-term GHG intensity reduction targets, as well as targets around flaring and methane.
Our framework for managing climate-related business risk is set out in our Climate-related Risk Strategy, which describes our strategic flexibility, approach to reducing Scope 1 and 2 emissions intensity, technology choices and engagement efforts. Among other things, we have set near- and medium-term GHG intensity reduction targets, as well as targets around flaring and methane.
Although we may support the intent of legislative and regulatory measures aimed at addressing climate-related risks, the specifics of how and when they are enacted could result in a material adverse effect to our business, financial condition, results of operations and cash flows in future periods as well as our ability to implement and advance our Climate Risk Strategy.
Although we may support the intent of legislative and regulatory measures aimed at addressing climate-related risks, the specifics of how and when they are enacted could result in a material adverse effect to our business, financial condition, results of operations and cash flows in future periods as well as our ability to implement and advance our Climate-related Risk Strategy.
Our risks may be exacerbated by a delay or failure to detect a cybersecurity incident or understand the full extent of such incident notwithstanding our risk management processes and controls. We face risks associated with new and ever-increasing phishing techniques, hidden malware, as well as risks associated with electronic data proliferation and technology digitization.
Our risks may be exacerbated by a delay or failure to detect a cybersecurity incident or to understand the full extent of such incident notwithstanding our risk management processes and controls. We face risks associated with new and ever-increasing phishing techniques, hidden malware, as well as risks associated with electronic data proliferation and technology digitization.
If any facilities, equipment or diluents, or any of the transportation methods and channels that we rely on become unavailable for any period of time, we may incur increased costs to transport our crude oil, bitumen, LNG, natural gas and NGLs for sale; we may be forced to curtail our production of crude oil, bitumen, natural gas or NGLs, or we may not be able to meet all the objectives in our Climate Risk Strategy, such as reducing routine flaring.
If any facilities, equipment or diluents, or any of the transportation methods and channels that we rely on become unavailable for any period of time, we may incur increased costs to transport our crude oil, bitumen, LNG, natural gas and NGLs for sale; we may be forced to curtail our production of crude oil, bitumen, natural gas or NGLs, or we may not be able to meet all the objectives in our Climate-related Risk Strategy, such as reducing routine flaring.
Our operations are subject to a variety of hazards and risks that require significant and continuous oversight, such as the monitoring, prevention or mitigation of or protection from explosions, fires, product spills, severe weather, geological events, global health crises, such as epidemics and pandemics, labor disputes, geopolitical tensions, armed hostilities, terrorist or piracy attacks, sabotage, civil unrest or cyberattacks.
Our operations are subject to a variety of hazards and risks that require significant and continuous oversight, such as the monitoring, prevention or mitigation of or protection from explosions; fires; product spills; severe weather; geological events; global health crises, such as epidemics and pandemics; labor disputes; geopolitical tensions and escalations; armed hostilities; terrorist or piracy attacks; sabotage; civil unrest or cyberattacks.
Our ability to achieve the stated targets, goals and ambitions within the Climate Risk Strategy's framework is subject to a number of risks and uncertainties beyond our control, including government policies and markets, acceptance of carbon capture technologies, development of markets and potential permitting and regulatory changes, all of which may impair our ability to execute on current or future plans.
Our ability to achieve the stated targets, goals and ambitions within the Climate-related Risk Strategy's framework is subject to a number of risks and uncertainties beyond our control, including government policies and markets, acceptance of carbon capture technologies, development of markets and potential permitting and regulatory changes, all of which may impair our ability to execute on current or future plans.
Furthermore, executing our Climate Risk Strategy could be costly, is likely to encounter unforeseen obstacles, will proceed at varying paces and may be accomplished in a manner that we cannot predict at this time. We expect to be required to purchase emission credits and/or offsets in the future.
Furthermore, executing our Climate-related Risk Strategy could be costly, is likely to encounter unforeseen obstacles, will proceed at varying paces and may be accomplished in a manner that we cannot predict at this time. We expect to be required to purchase emission credits and/or offsets in the future.
Such compliance costs and delays, curtailments, limitations or prohibitions could have a material adverse effect on our business, prospects, results of operations, financial condition, liquidity and ability to implement and advance the Climate Risk Strategy. Political and economic factors in international markets could have a material adverse effect on us.
Such compliance costs and delays, curtailments, limitations or prohibitions could have a material adverse effect on our business, prospects, results of operations, financial condition, liquidity and ability to implement and advance the Climate-related Risk Strategy. Political and economic factors in international markets could have a material adverse effect on us.
To the extent these expenditures, as with all costs, are not ultimately reflected in the prices of our products, our business, financial condition, results of operations and cash flows in future periods, as well as our ability to implement and advance our Climate Risk Strategy could be adversely affected.
To the extent these expenditures, as with all costs, are not ultimately reflected in the prices of our products, our business, financial condition, results of operations and cash flows in future periods, as well as our ability to implement and advance our Climate-related Risk Strategy could be adversely affected.
Any of these factors, or other cascading effects of such factors, could materially increase our costs; negatively impact our revenues or ability to implement and advance our Climate Risk Strategy; and damage our financial condition, results of operations, cash flows and liquidity position.
Any of these factors, or other cascading effects of such factors, could materially increase our costs; negatively impact our revenues or ability to implement and advance our Climate-related Risk Strategy; and damage our financial condition, results of operations, cash flows and liquidity position.
In addition, the pace of development of effective emissions measurement and abatement technologies, and the actual pace of development may be inadequate, or the technologies actually developed may be insufficient to allow us to achieve our stated targets, goals and ambitions.
In addition, the pace of development of effective emissions measurement and abatement technologies, and the actual pace of deployment may be inadequate, or the technologies actually developed may be insufficient to allow us to achieve our stated targets, goals and ambitions.
Increasing attention to global climate change has also resulted in pressure from and upon stockholders, financial institutions and other financial market participants to potentially limit or discontinue investments, insurance and funding to oil and gas companies.
Attention to global climate change has also resulted in pressure from and upon stockholders, financial institutions and other financial market participants to potentially limit or discontinue investments, insurance and funding to oil and gas companies.
Furthermore, increasing attention to global climate change has resulted in an increased likelihood of governmental investigations and private litigation, which could increase our costs or otherwise adversely affect our business.
Furthermore, attention to global climate change has resulted in an increased likelihood of governmental investigations and private litigation, which could increase our costs or otherwise adversely affect our business.
As advanced technologies are developed to accurately measure emissions, we may be required to revise our emissions estimates and reduction goals or otherwise revise aspects of our Climate Risk Strategy.
As advanced technologies are developed to accurately measure emissions, we may be required to revise our emissions estimates and reduction goals or otherwise revise aspects of our Climate-related Risk Strategy.
There may be an insufficient supply of offsets, and we could incur increasingly greater expenses related to our purchase of such offsets. Even if we are able to acquire an adequate amount of such offsets at satisfactory prices, investors, regulators or other third parties may not perceive this practice as an acceptable means of achieving our emission reduction goals.
There may be an insufficient supply of offsets, and we could incur increasingly greater expenses related to our purchase of such offsets. Even if we are able to acquire an adequate amount of such offsets at satisfactory prices, investors, regulators or other third parties may not perceive this practice as an acceptable means of achieving our operational emission reduction targets.
Beginning in 2017 and continuing through 2024, cities, counties, governments and other entities in several states/territories in the U.S. have filed lawsuits against oil and gas companies, including ConocoPhillips, seeking compensatory damages and equitable relief to abate alleged climate change impacts. Additional lawsuits with similar allegations are expected to be filed.
Beginning in 2017 and continuing through 2025, cities, counties, governments and other entities in several states/territories in the U.S. have filed lawsuits against oil and gas companies, including ConocoPhillips, seeking compensatory damages and equitable relief to abate alleged climate change impacts. Additional lawsuits with similar allegations are expected to be filed by governmental entities.
We could also receive lawsuits alleging a failure or lack of diligence to meet our publicly stated ESG goals or alleging misrepresentation related to our ESG activity. 23 ConocoPhillips 2024 10-K Risk Factors Table of Contents Political and economic developments could damage our operations and materially reduce our profitability and cash flows.
We could also receive lawsuits alleging a failure or lack of diligence to meet our publicly stated ESG goals or alleging misrepresentation related to our ESG activity. ConocoPhillips 2025 10-K 22 Risk Factors Table of Contents Political and economic developments could damage our operations and materially reduce our profitability and cash flows.
The success of our low-carbon strategy will depend in part upon the cooperation of government agencies, the support of stakeholders, the development of relevant markets for low carbon fuels, our ability to research and forecast potential investments, willingness of industry partners to collaborate and our ability to apply our existing strengths and expertise to new technologies, projects and markets.
The success of any such investment will depend in part upon the cooperation of government agencies, the support of stakeholders, the development of relevant markets for low carbon fuels, our ability to research and forecast potential investments, willingness of industry partners to collaborate and our ability to apply our existing strengths and expertise to new technologies, projects and markets.
ConocoPhillips 2024 10-K 26 Risk Factors Table of Contents There are substantial risks with any acquisitions or divestitures we have completed or that we may choose to undertake. We regularly review our portfolio and pursue growth through acquisitions and seek to divest noncore assets or businesses.
ConocoPhillips 2025 10-K 24 Risk Factors Table of Contents There are substantial risks with any acquisitions or divestitures we have completed or that we may choose to undertake. We regularly review our portfolio and pursue growth through acquisitions and seek to divest noncore assets or businesses.
If we are unable to generate sufficient funds from operations or raise additional capital for any reason, our business could be adversely affected. 25 ConocoPhillips 2024 10-K Risk Factors Table of Contents In addition, we are regularly evaluated by the major rating agencies based on a number of factors, including our financial strength and conditions affecting the oil and gas industry generally.
If we are unable to generate sufficient funds from operations or raise additional capital for any reason, our business could be adversely affected. In addition, we are regularly evaluated by the major rating agencies based on a number of factors, including our financial strength and conditions affecting the oil and gas industry generally.
Approximately 32 percent of our hydrocarbon production was derived from production outside the U.S. in 2024, and 32 percent of our proved reserves, as of December 31, 2024, were located outside the U.S.
Approximately 29 percent of our hydrocarbon production was derived from production outside the U.S. in 2025, and 31 percent of our proved reserves, as of December 31, 2025, were located outside the U.S.
For additional information regarding our cybersecurity risk management, strategy and governance, see Item 1C. Cybersecurity . 27 ConocoPhillips 2024 10-K Table of Contents
For additional information regarding our cybersecurity risk management, strategy and governance, see Item 1C. Cybersecurity . 25 ConocoPhillips 2025 10-K Table of Contents
We are subject to risks associated with our operations in foreign jurisdictions and international markets, including changes in foreign governmental policies relating to crude oil, bitumen, LNG, natural gas or NGLs pricing and taxation; other regulatory or economic developments (including the macro effects of international trade policies and disputes); disruptive geopolitical conditions such as the escalation of geopolitical tension in the Middle East in late 2023 and through 2024; and international monetary and currency rate fluctuations.
We are subject to risks associated with our operations in foreign jurisdictions and international markets, including changes in foreign governmental policies relating to crude oil, bitumen, LNG, natural gas or NGLs pricing and taxation; other regulatory or economic developments (including the macro effects of U.S. and international trade policies and disputes); disruptive geopolitical conditions such as recent conflict escalation in the Middle East and Eastern Europe; and international monetary and currency rate fluctuations.
ConocoPhillips 2024 10-K 22 Risk Factors Table of Contents For example, in 2024, New York and Vermont passed legislation seeking to hold certain energy companies financially responsible for state climate change mitigation and adaptation measures, following the " polluter pays " model of existing Superfund laws.
For example, in 2024, New York and Vermont passed legislation seeking to hold certain energy companies financially responsible for state climate change mitigation and adaptation measures, following the "polluter pays" model of existing Superfund laws.
Further, our insurance may not be adequate to compensate us for all resulting losses described above, and the cost to obtain adequate coverage may increase for us in the future or may not be available. 21 ConocoPhillips 2024 10-K Risk Factors Table of Contents In addition, although we design and operate our business operations to accommodate expected climatic conditions, to the extent there are significant changes in the earth's climate, such as more severe or frequent weather conditions in the markets where we operate or the areas where our assets reside, we could incur increased expenses, our operations and supply chain could be adversely impacted and demand for our products could fall.
ConocoPhillips 2025 10-K 20 Risk Factors Table of Contents In addition, although we design and operate our business operations to accommodate expected climatic conditions, to the extent there are significant changes in the earth's climate, such as more severe or frequent weather conditions in the markets where we operate or the areas where our assets reside, we could incur increased expenses, our operations and supply chain could be adversely impacted and demand for our products could fall.
ConocoPhillips 2024 10-K 20 Risk Factors Table of Contents Our business may be adversely affected by price controls; government-imposed limitations on production or exports of crude oil, bitumen, LNG, natural gas and NGLs; or the unavailability of adequate gathering, processing, compression, transportation, and pipeline facilities and equipment for our production of crude oil, bitumen, natural gas and NGLs.
For more information on estimates used, see the "Critical Accounting Estimates" section of Management's Discussion and Analysis of Financial Condition and Results of Operations . 19 ConocoPhillips 2025 10-K Risk Factors Table of Contents Our business may be adversely affected by price controls; government-imposed limitations on production or exports of crude oil, bitumen, LNG, natural gas and NGLs; or the unavailability of adequate gathering, processing, compression, transportation, and pipeline facilities and equipment for our production of crude oil, bitumen, natural gas and NGLs.
Given the volatility in commodity price drivers and the worldwide political and economic environment, including potential economic slowdowns or recessions, unexpected shocks to supply and demand resulting from future global health crises, such as those that were experienced in connection with the COVID-19 pandemic, or increased uncertainty generated by armed hostilities and geopolitical tension in various oil-producing regions around the globe, prices for crude oil, bitumen, LNG, natural gas and NGLs may continue to be volatile.
Given the volatility in the drivers of commodity prices and our associated realizations, the worldwide political and economic environment, including potential economic slowdowns or recessions, unexpected shocks to supply and demand, or increased uncertainty generated by armed hostilities and geopolitical tension and escalations in various oil-producing regions around the globe, prices for crude oil, bitumen, LNG, natural gas and NGLs may continue to be volatile.
For example, over the course of 2024, WTI crude oil prices ranged from a high of $87 per barrel in April to a low of $66 per barrel in September.
For example, over the course of 2025, WTI crude oil prices ranged from a high of $80 per barrel in January to a low of $55 per barrel in December.
If we are not successful in any facet of this competition, our financial condition and results of operations may be adversely affected. 19 ConocoPhillips 2024 10-K Risk Factors Table of Contents Our ability to successfully execute on our plans to reduce operational GHG emissions intensity is subject to a number of risks and uncertainties and such reductions may be costly and challenging to achieve.
ConocoPhillips 2025 10-K 18 Risk Factors Table of Contents Our ability to successfully execute on our plans to reduce operational GHG emissions intensity is subject to a number of risks and uncertainties and such reductions may be costly and challenging to achieve.
The ultimate outcome and impact to us cannot be predicted with certainty, and we expect to incur substantial legal costs associated with defending these and similar lawsuits in the future.
We believe these lawsuits are factually and legally meritless and are an inappropriate vehicle to address the challenges associated with climate change, and we will vigorously defend against such lawsuits. The ultimate outcome and impact to us cannot be predicted with certainty, and we expect to incur substantial legal costs associated with defending these and similar lawsuits in the future.
We must also compete for the materials, equipment, services, employees and other personnel (including geologists, geophysicists, engineers and other specialists) necessary to conduct our business.
We must also compete for the materials, equipment, services, employees and other personnel (including geologists, geophysicists, engineers and other specialists) necessary to conduct our business. If we are not successful in any facet of this competition, our financial condition and results of operations may be adversely affected.
Other Risk Factors Facing our Business or Operations We may need additional capital in the future, and it may not be available on acceptable terms or at all.
Any of these actions could adversely affect our business or operating results, including our ability to implement and advance the Climate-related Risk Strategy. 23 ConocoPhillips 2025 10-K Risk Factors Table of Contents Other Risk Factors Facing our Business or Operations We may need additional capital in the future, and it may not be available on acceptable terms or at all.
In early 2021, we established a multidisciplinary Low Carbon Technologies organization with the remit of supporting our emissions reduction objectives, understanding the alternative energy landscape and prioritizing opportunities for future competitive investment. Such potential investments may expose us to numerous financial, legal, operational, reputational and other risks.
We continue to evaluate low carbon opportunities for potential future investment in support of our operational emission reduction targets. Such potential investments may expose us to numerous financial, legal, operational, reputational and other risks and may not ultimately contribute materially to operational emissions reductions.
This responsibility may include paying into a fund for infrastructure repairs and recovery from extreme weather events that would otherwise be covered by the government. While only two U.S. states have enacted such laws to date, other states have introduced similar measures, and it is likely that more states will consider a similar approach.
While only two U.S. states have enacted such laws to date, other states have introduced similar measures, and it is likely that more states will consider a similar approach. Compliance with such legislation may expose us to significant additional liabilities.
Future reserve revisions could also result from changes in, among other things, governmental regulation and commodity prices. For more information on estimates used, see the "Critical Accounting Estimates" section of Management's Discussion and Analysis of Financial Condition and Results of Operations .
Future reserve revisions could also result from changes in, among other things, governmental regulation and commodity prices.
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While we perform a thorough analysis on these investments, the related technologies and markets are at early stages of development and we do not yet know what rate of return we will achieve, if any, and we may suspend our evaluation or investment if we determine that applicable markets have not developed at the pace required to support further investment.
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Further, our insurance may not be adequate to compensate us for all resulting losses described above, and the cost to obtain adequate coverage may increase for us in the future or may not be available.
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For example, as a result of the hydrogen and ammonia markets not developing at a pace required to support further investment, in 2024 we decided to suspend our evaluation of a low-carbon ammonia production facility on the U.S. Gulf Coast. Furthermore, we may not be able to scale potential investments.
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This responsibility may include paying into a fund for infrastructure repairs and recovery from extreme 21 ConocoPhillips 2025 10-K Risk Factors Table of Contents weather events that would otherwise be covered by the government.
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Compliance with such legislation may expose us to significant additional liabilities.
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Additionally, legislation has been introduced in certain U.S. states that would provide Attorneys General, insurers and individuals a right to recover against certain energy companies for alleged climate change impacts. Should such legislation become law, we may be exposed to additional, significant liabilities.
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Also pursuant to the Inflation Reduction Act of 2022, the EPA published certain rules in 2024 to facilitate the determination and payment of a charge on methane emissions from selected facilities in the oil and natural gas industry, including many of the facilities operated by ConocoPhillips.
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However, in 2025 the EPA moved to dismantle some climate-related regulations (e.g. delaying compliance deadlines for methane standards and proposing to eliminate most obligations under the Greenhouse Gas Reporting Program). These policy swings create additional uncertainty for companies who need to plan for operations that will endure through administrations.
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These final rules could result in additional capital expenditures and compliance, operating and maintenance costs, any of which may have an adverse effect on our business and results of operations.
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These regulatory changes may also complicate our ability to access non-operated or joint venture emissions data to complete our inventory of emissions. Additionally, international climate initiatives, such as the United Nations Conference of the Parties summits, continue to shape the global response to climate change.
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Additionally, in 2023, at the international community at the 28th Conference of the Parties (COP28), nearly 200 countries, including most of the countries in which we operate, renewed their commitment to deliver on the aims of the 2015 Paris Agreement.
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These summits can lead to commitments from numerous countries to meet the objectives of agreements like the Paris Agreement, through adopting country level regulation to reduce greenhouse gas emissions.
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The amounts claimed by plaintiffs are unspecified and the legal and factual issues involved in these cases are unprecedented. We believe these lawsuits are factually and legally meritless and are an inappropriate vehicle to address the challenges associated with climate change, and we will vigorously defend against such lawsuits.
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In 2025, a putative class action was filed against oil and gas companies, including ConocoPhillips, seeking to hold energy companies liable for increased home insurance premiums allegedly due to climate change losses. The amounts claimed by plaintiffs are unspecified and the legal and factual issues involved in these cases are unprecedented.
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Any of these actions could adversely affect our business or operating results, including our ability to implement and advance the Climate Risk Strategy.
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We paid a quarterly ordinary dividend to our shareholders in each quarter of 2025. Our Board may determine not to pay a dividend in a quarter or may cease declaring a dividend at any time. Additionally, as of December 31, 2025, up to $25.7 billion of share repurchase authority remained.
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ConocoPhillips 2024 10-K 24 Risk Factors Table of Contents Risks Related to Our Acquisition of Marathon Oil Integrating Marathon Oil's business may be more difficult, costly or time-consuming than expected, and we may fail to achieve the expected benefits and synergies of the Marathon Oil acquisition, which may adversely affect our business results and negatively affect the value of our common stock.
Removed
The success of our acquisition of Marathon Oil will depend on, among other things, our ability to integrate Marathon Oil with our business in a manner that facilitates development opportunities and realizes expected synergies. We may encounter difficulties in integrating our and Marathon Oil’s businesses and realizing the expected benefits and synergies of the acquisition of Marathon Oil.
Removed
If we are not able to successfully achieve our objectives, the anticipated benefits of the acquisition of Marathon Oil may not be realized fully, or at all, or may take longer to realize than expected. Prior to the completion of our acquisition of Marathon Oil, each of ConocoPhillips and Marathon Oil operated as an independent public company.
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There can be no assurances that Marathon Oil’s business can be integrated successfully into ours.
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It is possible that the integration process could result in the loss of commercial and vendor partners; the disruption of our, Marathon Oil’s or both companies’ ongoing businesses; inconsistencies in standards, controls, procedures and policies; unexpected integration issues; higher than expected integration costs; and an overall post-completion integration process that takes longer than originally anticipated.
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We will be required to devote management attention and resources to integrating Marathon Oil’s business practices and operations.
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An inability to realize the full extent of the anticipated benefits of the acquisition of Marathon Oil, as well as any delays encountered in the integration process, could have an adverse effect upon our revenues, level of expenses and operating results, which may adversely affect the value of our common stock.
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In addition, the actual integration may result in additional and unforeseen expenses, and the anticipated benefits of the integration plan may not be realized. There are numerous processes, policies, procedures, operations and technologies and systems that must be integrated in connection with our acquisition of Marathon Oil and the integration of Marathon Oil’s business.
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Any efficiencies related to the integration of Marathon Oil’s business may not offset incremental transaction and acquisition-related costs in the near term or at all. If we are not able to adequately address integration challenges, we may be unable to successfully integrate operations or realize the anticipated benefits of the acquisition.
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The market value of our common stock could decline if large amounts of our common stock are sold now that the Marathon Oil acquisition has been consummated. We issued shares of ConocoPhillips common stock to former Marathon Oil stockholders.
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Former Marathon Oil stockholders may decide not to hold the shares of ConocoPhillips common stock that they received in the acquisition of Marathon Oil, and ConocoPhillips stockholders may decide to reduce their investment in ConocoPhillips due to the changes to ConocoPhillips’ investment profile as a result of the acquisition of Marathon Oil.
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Other Marathon Oil stockholders, such as funds with limitations on their permitted holdings of stock in individual issuers, may be required to sell the shares of ConocoPhillips common stock that they received in the acquisition of Marathon Oil. Such sales of ConocoPhillips common stock could have the effect of depressing the market price for ConocoPhillips common stock.
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We paid a quarterly VROC to our shareholders in the first three quarters of 2024. In the fourth quarter of 2024, we declared an ordinary dividend that incorporated the prior VROC equivalent per share payment and did not make a separate VROC payment.
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VROC distributions remain an option in elevated price environments, to be authorized and determined by our Board of Directors in its sole discretion and depending on factors it deems relevant. Our Board may determine not to pay a dividend in a quarter or may cease declaring a dividend at any time.
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Additionally, as of December 31, 2024, $30.7 billion of repurchase authority remained.
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In October 2024, our Board of Directors approved an increase from our prior authorization of $45 billion by a total of the lesser of $20 billion or the number of shares issued in our acquisition of Marathon Oil, such that the company is not to exceed $65 billion in aggregate purchases.

Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

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Biggest changeAs part of the cybersecurity incident response process described above, we engage third-party experts as needed to support incident response, such as external legal advisors, cybersecurity forensic firms and other specialists. Third-Party Service Provider Risk Management Our third-party risk management process is designed to identify, assess, and mitigate risks associated with third-party service providers, including cybersecurity risks.
Biggest changeAs part of the cybersecurity incident response process described above, we engage third-party experts as needed to support incident response, such as external legal advisors, cybersecurity forensic firms and other specialists.
Cybersecurity Governance Management's Role A dedicated CISO leads the IT/OT Security Team and is responsible for our cybersecurity risk management and strategy. The CISO has over 20 years of experience in security, of which 15 years is specific to cybersecurity and has served as a CISO since 2013, having joined ConocoPhillips as CISO in 2022.
Cybersecurity Governance Management's Role A dedicated CISO leads the IT/OT Security Team and is responsible for our cybersecurity risk management and strategy. The CISO has over 20 years of experience in security, of which 18 years is specific to cybersecurity and has served as a CISO since 2013, having joined ConocoPhillips as CISO in 2022.
Nevertheless, we recognize cybersecurity threats are on-going and evolving, and our program is designed to identify and manage those threats. See item 1A. Risk Factors— Our technologies, systems and networks are subject to cybersecurity threats for more information on our risks relating to our technologies, systems, and networks.
Nevertheless, we recognize cybersecurity threats are on-going and evolving, and our program is designed to identify and manage those threats. See I tem 1A. Risk Factors— Our technologies, systems and networks are subject to cybersecurity threats for more information on our risks relating to our technologies, systems, and networks.
ConocoPhillips 2024 10-K 28 Table of Contents Engagement of Third Parties We engage third-party cybersecurity consultants and experts to supplement staffing of our CSOC, as well as to help us assess, validate, and enhance our security practices, including conducting cybersecurity maturity assessments, vulnerability assessments and penetration tests.
Engagement of Third Parties We engage third-party cybersecurity consultants and experts to supplement staffing of our CSOC, as well as to help us assess, validate, and enhance our security practices, including conducting cybersecurity maturity assessments, vulnerability assessments and penetration tests.
The CISO holds a master’s degree and is a Certified Information Security Professional. The CISO reports to the CD&IO, who holds a master’s degree in information technology and has served as Chief Information Officer/Chief Technology Officer and various roles in information technology for over 28 years. The CD&IO reports to the Executive Vice President and Chief Financial Officer.
The CISO holds a master’s degree and is a Certified Information Security Professional. The CISO reports to the CD&IO, who holds a master’s degree in information technology and has served as Chief Information Officer/Chief Technology Officer and various roles in information technology for over 29 years. The CD&IO reports to the Executive Vice President, Global Operations and Technical Functions.
In addition to this regular reporting, significant cybersecurity risks or threats may also be escalated on an as needed basis to the AFC and Board of Directors. 29 ConocoPhillips 2024 10-K Table of Contents
In addition to this regular reporting, significant cybersecurity risks or threats may also be escalated on an as needed basis to the AFC and Board of Directors.
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ConocoPhillips 2025 10-K 26 Table of Contents Third-Party Service Provider Risk Management Our third-party risk management process is designed to identify, assess, and mitigate risks associated with third-party service providers, including cybersecurity risks.

Item 3. Legal Proceedings

Legal Proceedings — active lawsuits and investigations

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Biggest changeSee Note 10 for information regarding other legal and administrative proceedings.
Biggest changeSee Note 9 for information regarding other legal and administrative proceedings. 27 ConocoPhillips 2025 10-K Table of Contents
ConocoPhillips has elected to use a $1 million threshold for disclosing certain proceedings arising under federal, state or local environmental laws when a governmental authority is a party. ConocoPhillips believes proceedings under this threshold are not material to ConocoPhillips' business and financial condition. Applying this threshold, there are no such proceedings to disclose for the year ended December 31, 2024.
ConocoPhillips has elected to use a $1 million threshold for disclosing certain proceedings arising under federal, state or local environmental laws when a governmental authority is a party. ConocoPhillips believes proceedings under this threshold are not material to ConocoPhillips' business and financial condition. Applying this threshold, there are no such proceedings to disclose for the year ended December 31, 2025.

Item 4. Mine Safety Disclosures

Mine Safety Disclosures — required of mining issuers

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Biggest changePrior to that, he served as Senior Vice President, Global Operations from August 2020 to September 2021, Vice President, Corporate Planning & Development from June 2018 to August 2020, Vice President, Mid-Continent Business Unit, Lower 48 from September 2016 to June 2018, and Vice President, North Slope Operations and Development in Alaska from August 2012 to September 2016. Kelly B.
Biggest changeOlds 56 Executive Vice President, Lower 48 and Global HSE (since January 2026) Executive Vice President, Lower 48 (November 2022 to December 2025) Executive Vice President, Global Operations (September 2021 to October 2022) Senior Vice President, Global Operations (August 2020 to September 2021) Vice President, Corporate Planning and Development (June 2018 to August 2020) Kelly B.
Rose Senior Vice President, Legal, General Counsel and Corporate Secretary 58 _____________________ *On February 18, 2025. There are no family relationships among any of the officers named above. Each officer of the company is elected by the Board of Directors at its first meeting after the Annual Meeting of Stockholders and thereafter as appropriate.
Rose 59 Senior Vice President, Legal, General Counsel and Corporate Secretary (since September 2018) *On February 17, 2026. There are no family relationships among any of the officers named above. Each officer of the company is elected by the Board of Directors at its first meeting after the Annual Meeting of Stockholders and thereafter as appropriate.
Each officer of the company holds office from the date of election until the first meeting of the directors held after the next Annual Meeting of Stockholders or until a successor is elected. The date of the next annual meeting is May 13, 2025. Set forth below is information about the executive officers. William L.
Each officer of the company holds office from the date of election until the first meeting of the directors held after the next Annual Meeting of Stockholders or until a successor is elected. The date of the next annual meeting is May 12, 2026. ConocoPhillips 2025 10-K 28 Table of Contents Part II
Lance was appointed Chairman of the Board of Directors and Chief Executive Officer in May 2012, having previously served as Senior Vice President, Exploration and Production—International since May 2009. Andrew D. Lundquist was appointed Senior Vice President, Government Affairs in February 2013. Prior to that, he served as managing partner of BlueWater Strategies LLC, since 2002. Andrew M.
Lance 63 Chairman of the Board of Directors and Chief Executive Officer (since May 2012) Andrew D. Lundquist 65 Senior Vice President, Government Affairs (since February 2013) Andrew M.
Hrap was appointed Senior Vice President, Human Resources and Real Estate and Facilities Services in March 2022, having previously served as Vice President, Human Resources from January 2019. Prior to that, she served as Human Resources General Manager from October 2015 to January 2019. Kirk L.
Hrap 53 Senior Vice President, Human Resources and Real Estate and Facilities Services (since March 2022) Vice President, Human Resources (January 2019 to February 2022) Kirk L.
Johnson was appointed Senior Vice President, Global Operations in 2024, having previously served as Senior Vice President, Lower 48 Assets and Operations since May 2022.
Johnson 50 Executive Vice President, Global Operations and Technical Functions (since June 2025) Senior Vice President, Global Operations (March 2024 to May 2025) Senior Vice President, Lower 48 Assets and Operations (May 2022 to February 2024) Vice President, Corporate Planning and Development (June 2021 to April 2022) President Canada (June 2018 to May 2021) Ryan M.
Removed
Item 4. Mine Safety Disclosures Not applicable. Information about our Executive Officers Name Position Held Age* William L. Bullock, Jr. Executive Vice President and Chief Financial Officer 60 Christopher P. Delk Vice President, Controller and General Tax Counsel 55 Heather G. Hrap Senior Vice President, Human Resources and Real Estate and Facilities Services 52 Kirk L.
Added
Item 4. Mine Safety Disclosures Not applicable. Information about our Executive Officers Name Age* Current and Prior Positions (up to five years) Kontessa S.
Removed
Johnson Senior Vice President, Global Operations 49 Ryan M. Lance Chairman of the Board of Directors and Chief Executive Officer 62 Andrew D. Lundquist Senior Vice President, Government Affairs 64 Andrew M. O'Brien Senior Vice President, Strategy, Commercial, Sustainability and Technology 50 Nicholas G. Olds Executive Vice President, Lower 48 55 Kelly B.
Added
Haynes-Welsh 51 Vice President, Finance and Controller (since March 2025) Vice President and Treasurer (November 2022 to February 2025) Chief Accounting Officer (March 2021 to October 2022) Assistant Controller (January 2020 to February 2021) Manager, Strategy, Planning and Portfolio Management (June 2018 to January 2020) Heather G.
Removed
Bullock, Jr. was appointed Executive Vice President and Chief Financial Officer as of September 2020, having previously served as President, Asia Pacific & Middle East since April 2015. Prior to that, he was Vice President, Corporate Planning & Development since May 2012. Christopher P.
Added
O'Brien 51 Chief Financial Officer and Executive Vice President, Strategy & Commercial (since June 2025) Senior Vice President, Strategy, Commercial, Sustainability and Technology (March 2024 to May 2025) Senior Vice President, Global Operations (November 2022 to February 2024) Vice President and Treasurer (May 2021 to October 2022) Vice President, Corporate Planning and Development (August 2020 to May 2021) Nicholas G.
Removed
Delk was appointed Vice President, Controller and General Tax Counsel in November 2022, having previously served as Vice President and General Tax Counsel since July 2015. ConocoPhillips 2024 10-K 30 Table of Contents Heather G.
Removed
Prior to that he served as Vice President, Corporate Planning and Development since June 2021, President Canada from June 2018 to May 2021 and Manager, Strategy, Planning and Portfolio Management from July 2017 to June 2018. Ryan M.
Removed
O'Brien was appointed Senior Vice President, Strategy, Commercial, Sustainability and Technology in 2024, having previously served as Senior Vice President, Global Operations since November 2022.
Removed
Prior to that, he served as Vice President and Treasurer since May 2021, Vice President of Corporate Planning and Development from August 2020 to May 2021, Lower 48 Finance Manager from August 2018 to August 2020, and Manager of Investor Relations from November 2016 to August 2018. Nicholas G.
Removed
Olds was appointed Executive Vice President, Lower 48 in November 2022, having previously served as Executive Vice President, Global Operations since September 2021.
Removed
Rose was appointed Senior Vice President, Legal, General Counsel and Corporate Secretary in September 2018. Prior to that, she was a senior partner in the Houston office of an international law firm, Baker Botts L.L.P., where she counseled clients on corporate and securities matters.
Removed
She began her career at the firm in 1991. 31 ConocoPhillips 2024 10-K Table of Contents Part II

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

7 edited+0 added−1 removed4 unchanged
Biggest changeThe comparison assumes $100 was invested on December 31, 2019, in ConocoPhillips stock, the S&P 500 Index and ConocoPhillips’ peer group and assumes that all dividends were reinvested. The cumulative total returns of the peer group companies' common stock do not include the cumulative total return of ConocoPhillips’ common stock.
Biggest changeDue to Chevron’s acquisition of Hess Corporation in 2025, Hess Corporation has been removed from our performance peer group and has been excluded from all five years of the peer group performance. The comparison assumes $100 was invested on December 31, 2020, in ConocoPhillips stock, the S&P 500 Index and ConocoPhillips’ peer group and assumes that all dividends were reinvested.
The graph also compares the cumulative total returns for the same five-year period with the S&P 500 Index and our performance peer group consisting of APA Corporation, Chevron, Devon Energy, Diamondback Energy, EOG Resources, ExxonMobil, Hess, and Occidental Petroleum weighted according to the respective peer’s stock market capitalization at the beginning of each annual period.
The graph also compares the cumulative total returns for the same five-year period with the S&P 500 Index and our performance peer group consisting of APA Corporation, Chevron, Devon Energy, Diamondback Energy, EOG Resources, ExxonMobil and Occidental Petroleum weighted according to the respective peer’s stock market capitalization at the beginning of each annual period.
As of December 31, 2024, we had repurchased $34.3 billion of shares since 2016. Repurchases are made at management’s discretion, at prevailing prices, subject to market conditions and other factors. Except as limited by applicable legal requirements, repurchases may be increased, decreased or discontinued at any time without prior notice.
As of December 31, 2025, we had repurchased $39.3 billion of shares since 2016. Repurchases are made at management’s discretion, at prevailing prices, subject to market conditions and other factors. Except as limited by applicable legal requirements, repurchases may be increased, decreased or discontinued at any time without prior notice.
For more information, see “Item 1A—Risk Factors – Our ability to execute our capital return program is subject to certain considerations.” ConocoPhillips 2024 10-K 32 Table of Contents Stock Performance Graph The following graph shows the cumulative TSR for ConocoPhillips’ common stock in each of the five years from December 31, 2019 to December 31, 2024.
For more information, see “Item 1A—Risk Factors – Our ability to execute our capital return program is subject to certain considerations.” 29 ConocoPhillips 2025 10-K Table of Contents Stock Performance Graph The following graph shows the cumulative TSR for ConocoPhillips’ common stock in each of the five years from December 31, 2020 to December 31, 2025.
Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities ConocoPhillips’ common stock is traded on the NYSE under the symbol “COP.” Cash Dividends Per Share 2024 2023 Ordinary VROC Ordinary VROC First $ 0.58 0.20 0.51 0.60 Second 0.58 0.20 0.51 0.60 Third 0.58 0.20 0.51 0.60 Fourth 0.78 — 0.58 — Number of Stockholders of Record at January 31, 2025* 48,051 Dividends shown above reflect the quarter in which the dividend was declared. *In determining the number of stockholders, we consider clearing agencies and security position listings as one stockholder for each agency listing.
Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities ConocoPhillips’ common stock is traded on the NYSE under the symbol “COP.” Cash Dividends Per Share 2025 2024 Ordinary Ordinary VROC First $ 0.78 0.58 0.20 Second 0.78 0.58 0.20 Third 0.78 0.58 0.20 Fourth 0.84 0.78 — Number of Stockholders of Record at January 31, 2026* 46,054 Dividends shown above reflect the quarter in which the dividends were declared. *In determining the number of stockholders, we consider clearing agencies and security position listings as one stockholder for each agency listing.
For more information on factors considered when determining the level of these distributions, see “Item 1A —Risk Factors – Our ability to execute our capital return program is subject to certain considerations.” Issuer Purchases of Equity Securities Millions of Dollars Period Total Number of Shares Purchased* Average Price Paid Per Share Shares Purchased as Part of Publicly Announced Plans or Programs Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs October 1-31, 2024 6,052,176 $ 107.40 6,052,176 $ 32,028 November 1-30, 2024 5,853,754 111.04 5,853,754 31,378 December 1-31, 2024 6,462,609 100.58 6,462,609 30,728 18,368,539 18,368,539 * There were no repurchases of common stock from company employees in connection with the company's broad-based employee incentive plans.
For more information on factors considered when determining the level of these distributions, see “Item 1A —Risk Factors – Our ability to execute our capital return program is subject to certain considerations.” Issuer Purchases of Equity Securities Millions of Dollars Period Total Number of Shares Purchased* Average Price Paid Per Share Shares Purchased as Part of Publicly Announced Plans or Programs Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs October 1-31, 2025 5,084,464 $ 90.02 5,084,464 $ 26,274 November 1-30, 2025 3,277,056 88.28 3,277,056 25,985 December 1-31, 2025 2,963,034 92.81 2,963,034 25,710 11,324,554 11,324,554 * There were no repurchases of common stock from company employees in connection with the company's broad-based employee incentive plans.
The stock price performance included in this graph is not necessarily indicative of future stock price performance. 33 ConocoPhillips 2024 10-K Management’s Discussion and Analysis Table of Contents
The cumulative total returns of the peer group companies' common stock do not include the cumulative total return of ConocoPhillips’ common stock. The stock price performance included in this graph is not necessarily indicative of future stock price performance. ConocoPhillips 2025 10-K 30 Management’s Discussion and Analysis Table of Contents
Removed
In 2024, we updated our performance peer group, adding Diamondback Energy, to better align with our business and market capitalization, and removing Pioneer. Due to ExxonMobil’s acquisition of Pioneer completed in 2024, Pioneer’s performance has been excluded from all five years of the previous peer group performance.

Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

162 edited+49 added−63 removed113 unchanged
Biggest changeAny differences could result from a variety of factors and uncertainties, including, but not limited to, the following: • Effects of volatile commodity prices, including prolonged periods of low commodity prices, which may adversely impact our operating results and our ability to execute on our strategy and could result in recognition of impairment charges on our long-lived assets, leaseholds and nonconsolidated equity investments. • Global and regional changes in the demand, supply, prices, differentials or other market conditions affecting oil and gas, including changes as a result of any ongoing military conflict and the global response to such conflict; security threats on facilities and infrastructure; global health crises; the imposition or lifting of crude oil production quotas or other actions that might be imposed by OPEC and other producing countries; or the resulting company or third-party actions in response to such changes. • The potential for insufficient liquidity or other factors, such as those described herein, that could impact our ability to repurchase shares and declare and pay dividends, whether fixed or variable. • Potential failures or delays in achieving expected reserve or production levels from existing and future oil and gas developments, including due to operating hazards, drilling risks and the inherent uncertainties in predicting reserves and reservoir performance. • Reductions in our reserve replacement rates, whether as a result of significant declines in commodity prices or otherwise. • Unsuccessful exploratory drilling activities or the inability to obtain access to exploratory acreage. • Failure to progress or complete announced and future development plans related to constructing, modifying or operating E&P and LNG facilities, or unexpected changes in costs, inflationary pressures or technical equipment related to such plans. • Significant operational or investment changes imposed by legislative and regulatory initiatives and international agreements addressing environmental concerns, including initiatives addressing the impact of global climate change, such as limiting or reducing GHG emissions; regulations concerning hydraulic fracturing, methane emissions, flaring or water disposal; and prohibitions on commodity exports. • Broader societal attention to and efforts to address climate change may cause substantial investment in and increased adoption of competing or alternative energy sources. • Risks, uncertainties and high costs that may prevent us from successfully executing on our Climate Risk Strategy. • Lack or inadequacy of, or disruptions in, reliable transportation for our crude oil, bitumen, natural gas, LNG and NGLs. • Inability to timely obtain or maintain permits, including those necessary for construction, drilling and/or development, or inability to make capital expenditures required to maintain compliance with any necessary permits or applicable laws or regulations. • Potential disruption or interruption of our operations and any resulting consequences due to accidents; extraordinary weather events; supply chain disruptions; civil unrest; political events; war; terrorism; cybersecurity threats or information technology failures, constraints or disruptions. 65 ConocoPhillips 2024 10-K Table of Contents • Liability for remedial actions, including removal and reclamation obligations, under existing or future environmental regulations and litigation. • Liability resulting from pending or future litigation or our failure to comply with applicable laws and regulations. • General domestic and international economic, political and diplomatic developments, including deterioration of international trade relationships; the imposition of trade restrictions or tariffs relating to commodities and material or products (such as aluminum and steel) used in the operation of our business; expropriation of assets; changes in governmental policies relating to commodity pricing, including the imposition of price caps; sanctions; or other adverse regulations or taxation policies. • Competition and consolidation in the oil and gas E&P industry, including competition for sources of supply, services, personnel and equipment. • Any limitations on our access to capital or increase in our cost of capital or insurance, including as a result of illiquidity, changes or uncertainty in domestic or international financial markets, foreign currency exchange rate fluctuations or investment sentiment. • Challenges or delays to our execution of, or successful implementation of the acquisition of Marathon Oil or any future asset dispositions or acquisitions we elect to pursue; potential disruption of our operations, including the diversion of management time and attention; our inability to realize anticipated cost savings or capital expenditure reductions; difficulties integrating acquired businesses and technologies; or other unanticipated changes. • Our inability to deploy the net proceeds from any asset dispositions that are pending or that we elect to undertake in the future in the manner and timeframe we anticipate, if at all. • The operation, financing and management of risks of our joint ventures. • The ability of our customers and other contractual counterparties to satisfy their obligations to us, including our ability to collect payments when due from the government of Venezuela or PDVSA. • Uncertainty as to the long-term value of our common stock. • The factors generally described in Part I—Item 1A in this 2024 Annual Report on Form 10-K and any additional risks described in our other filings with the SEC.
Biggest changeAny differences could result from a variety of factors and uncertainties, including, but not limited to, the following: • Effects of volatile commodity prices, including prolonged periods of low commodity prices, which may adversely impact our operating results and our ability to execute on our strategy and could result in recognition of impairment charges on our long-lived assets, leaseholds and nonconsolidated equity investments. • Global and regional changes in the demand, supply, prices, differentials or other market conditions affecting oil and gas, including changes as a result of any ongoing military conflict and the global response to such conflict; geopolitical tensions; security threats on facilities and infrastructure; global health crises; the imposition or lifting of crude oil production quotas or other actions that might be imposed by OPEC and other producing countries; or the resulting company or third-party actions in response to such changes. • The potential for insufficient liquidity or other factors, such as those described herein, that could impact our ability to repurchase shares and declare and pay dividends, whether fixed or variable. • Potential failures or delays in achieving expected reserve or production levels from existing and future oil and gas developments, including due to operating hazards, drilling risks and the inherent uncertainties in predicting reserves and reservoir performance. • Reductions in our reserve replacement rates, whether as a result of significant declines in commodity prices or otherwise. • Unsuccessful exploratory drilling activities or the inability to obtain access to exploratory acreage. • Failure to progress or complete announced and future development plans related to constructing, modifying or operating E&P and LNG facilities, or unexpected changes in costs, inflationary pressures or technical equipment related to such plans. • Significant operational or investment changes imposed by legislative and regulatory initiatives and international agreements addressing environmental concerns, including initiatives addressing the impact of global climate change, such as limiting or reducing GHG emissions; regulations concerning hydraulic fracturing, methane emissions, flaring or water disposal; and prohibitions on commodity exports. • Broader societal attention to and efforts to address climate change may cause substantial investment in and increased adoption of competing or alternative energy sources. • Risks, uncertainties and high costs that may prevent us from successfully executing on our Climate-related Risk Strategy. • Lack or inadequacy of, or disruptions in, reliable transportation for our crude oil, bitumen, natural gas, LNG and NGLs. • Inability to timely obtain or maintain permits, including those necessary for construction, drilling and/or development, or inability to make capital expenditures required to maintain compliance with any necessary permits or applicable laws or regulations. • Potential disruption or interruption of our operations and any resulting consequences due to accidents; extraordinary weather events; supply chain disruptions; civil unrest; political events; war; terrorism; cybersecurity threats or information technology failures, constraints or disruptions.
After exercising our preferential rights, we completed an acquisition that increased our working interest by approximately five percent in the Kuparuk River Unit and approximately 0.4 percent in the Prudhoe Bay Unit in Alaska from Chevron U.S.A. Inc. and Union Oil Company of California in the fourth quarter of 2024 for $296 million before customary adjustments. See Note 3.
In the fourth quarter of 2024, after exercising our preferential rights, we completed an acquisition that increased our working interest by approximately five percent in the Kuparuk River Unit and approximately 0.4 percent in the Prudhoe Bay Unit in Alaska from Chevron U.S.A. Inc. and Union Oil Company of California for $296 million, before customary adjustments. See Note 3.
Accordingly, parties to the Paris Agreement have set targets to reduce emissions by 2030. While the current administration has officially withdrawn the U.S. from the Paris Agreement, some states have indicated that they plan to remain committed to the goals of the agreement. Regulated sustainability disclosures.
Accordingly, parties to the Paris Agreement have set targets to reduce emissions by 2030. While the current administration has officially withdrawn the U.S. from the Paris Agreement, some U.S. states have indicated that they plan to remain committed to the goals of the agreement. Regulated sustainability disclosures.
We based the forward-looking statements on our current expectations, estimates and projections about ourselves and the industries in which we operate in general. We caution you these statements are not guarantees of future performance as they involve assumptions that, while made in good faith, may prove to be incorrect or inaccurate, and involve risks and uncertainties we cannot predict.
We based our forward-looking statements on our current expectations, estimates and projections about ourselves and the industries in which we operate in general. We caution you these statements are not guarantees of future performance as they involve assumptions that, while made in good faith, may prove to be incorrect or inaccurate, and involve risks and uncertainties we cannot predict.
Our Climate Risk Strategy does not include a Scope 3 emissions target. We recognize that end-use emissions must be reduced to meet global climate objectives. However, it is our view that supply-side constraints through Scope 3 targets for North American and European upstream oil and gas producers would be counterproductive to climate goals.
Our Climate-related Risk Strategy does not include a Scope 3 emissions target. We recognize that end-use emissions must be reduced to meet global climate objectives. However, it is our view that supply-side constraints through Scope 3 targets for North American and European upstream oil and gas producers would be counterproductive to climate goals.
Federal Oil Pollution Act of 1990 (OPA90), under which owners and operators of onshore facilities and pipelines, lessees or permittees of an area in which an offshore facility is located, and owners and operators of vessels are liable for removal costs and damages that result from a discharge of oil into navigable waters of the U.S.; • U.S.
Federal Oil Pollution Act of 1990, under which owners and operators of onshore facilities and pipelines, lessees or permittees of an area in which an offshore facility is located, and owners and operators of vessels are liable for removal costs and damages that result from a discharge of oil into navigable waters of the U.S.; • U.S.
We invest in short-term investments as part of our cash investment strategy, the primary objective of which is to protect principal, maintain liquidity and provide yield and total returns; these investments include time deposits, commercial paper, as well as debt securities classified as available for sale.
We invest in short-term and long-term investments as part of our cash investment strategy, the primary objective of which is to protect principal, maintain liquidity and provide yield and total returns; these investments include time deposits, commercial paper, as well as debt securities classified as available for sale.
Federal Emergency Planning and Community Right-to-Know Act (EPCRA), which requires facilities to report toxic chemical inventories with local emergency planning committees and response departments; • U.S. Federal Safe Drinking Water Act, which governs the disposal of wastewater in underground injection wells; • U.S.
Federal Emergency Planning and Community Right-to-Know Act, which requires facilities to report toxic chemical inventories with local emergency planning committees and response departments; • U.S. Federal Safe Drinking Water Act, which governs the disposal of wastewater in underground injection wells; • U.S.
Company Response to Climate-Related Risks The objective of our Climate Risk Strategy is to manage climate-related risk, optimize opportunities and equip the company to respond to changes in key uncertainties, including government policies around the world, technologies for emissions reduction, alternative energy technologies and changes in consumer trends.
Company Response to Climate-Related Risks The objective of our Climate-related Risk Strategy is to manage climate-related risk, optimize opportunities and equip the company to respond to changes in key uncertainties, including government policies around the world, emissions reduction technologies, alternative energy technologies and changes in consumer trends.
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 65 . The terms “earnings” and “loss” as used in Management’s Discussion and Analysis refer to net income (loss).
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 62 . The terms “earnings” and “loss” as used in Management’s Discussion and Analysis refer to net income (loss).
See Item 1A. Risk Factors—Existing and future laws, regulations and internal initiatives relating to global climate changes, such as limitations on GHG emissions may impact or limit our business plans, result in significant expenditures, promote alternative uses of energy or reduce demand for our products and Note 10 for information on climate change litigation.
See Item 1A. Risk Factors—Existing and future laws, regulations and internal initiatives relating to global climate changes, such as limitations on GHG emissions may impact or limit our business plans, result in significant expenditures, promote alternative uses of energy or reduce demand for our products and Note 9 for information on climate change litigation.
Corporate and Other represents income and costs not directly associated with an operating segment, such as most interest income and expense; impacts from certain debt transactions; corporate overhead and certain technology activities, including licensing revenues; and unrealized holding gains or losses on equity securities. All cash and cash equivalents and short-term investments are included in Corporate and Other.
Our combined Corporate and Other represents income and costs not directly associated with an operating segment, such as most interest income and expense; impacts from certain debt transactions; corporate overhead and certain technology activities, including licensing revenues; and unrealized holding gains or losses on equity securities. All cash and cash equivalents and short-term investments are included in Corporate and Other.
The benchmarks and guidance for these emissions have yet to be finalized, and compliance payments are not due until later in 2025.
The benchmarks and guidance for these emissions have yet to be finalized, and compliance payments for 2025 are not due until later in 2026.
Estimated future costs related to contingencies are subject to change as events evolve and as additional information becomes available during the administrative and litigation processes. For additional information on contingent liabilities, see the “Contingencies” section within “Capital Resources and Liquidity” and Note 10 . Income Taxes We are subject to income taxation in numerous jurisdictions worldwide.
Estimated future costs related to contingencies are subject to change as events evolve and as additional information becomes available during the administrative and litigation processes. For additional information on contingent liabilities, see the “Contingencies” section within “Capital Resources and Liquidity” and Note 9 . Income Taxes We are subject to income taxation in numerous jurisdictions worldwide.
First, meeting global energy demand requires a focus on delivering production that will best compete in any energy mix scenario. This production will be delivered from resources with a competitive cost of supply and low GHG intensity, as well as portfolio diversity by market and asset type.
First, meeting global energy demand requires a focus on delivering production that will best compete in any energy demand scenario. This production will be delivered from resources with a competitive cost of supply and low operational GHG intensity, as well as portfolio diversity by market and asset type.
Based on professional judgment and experience in using these litigation management tools and available information about current developments in all our cases, our legal organization regularly assesses the adequacy of current accruals and determines if adjustment of existing accruals, or establishment of new accruals, is required. See Note 16 .
Based on professional judgment and experience in using these litigation management tools and available information about current developments in all our cases, our legal organization regularly assesses the adequacy of current accruals and determines if adjustment of existing accruals, or establishment of new accruals, is required. See Note 15 .
The assumptions and inputs incorporated within the fair value estimates are subject to considerable management judgement and are based on industry, market and economic conditions prevalent at the time of the acquisition. Although we based these estimates on assumptions believed to be reasonable, these estimates are inherently unpredictable and uncertain and actual results could differ.
The assumptions and inputs incorporated within the fair value estimates are subject to considerable management judgment and are based on industry, market and economic conditions prevalent at the time of the acquisition. Although we based these estimates on assumptions believed to be reasonable, these estimates are inherently unpredictable and uncertain and actual results could differ.
Using various methodologies, we monitor costs monthly, on an absolute-dollar basis and a per-unit basis and report to management. Managing costs is critical to maintaining a competitive position in our cyclical industry and positively impacts our ability to deliver strong cash from operations. • Optimize our portfolio.
Using various methodologies, we monitor costs monthly, on an absolute-dollar basis and a per-unit basis, and report to management. Managing costs is critical to maintaining a competitive position in our cyclical industry and positively impacts our ability to deliver strong cash from operations.
With no commercial paper outstanding and no direct borrowings or letters of credit, we had access to $5.5 billion in available borrowing capacity under our revolving credit facility at December 31, 2024. In November 2024, Fitch affirmed our long-term credit rating.
With no commercial paper outstanding and no direct borrowings or letters of credit, we had access to $5.5 billion in available borrowing capacity under our revolving credit facility at December 31, 2025 . In November 2025, Fitch affirmed our long-term credit rating.
Estimating future asset removal costs requires significant judgement. Most of these removal obligations are many years, or decades, in the future and the contracts and regulations often have vague descriptions of what removal practices and criteria must be met when the removal event actually occurs.
Estimating future asset removal costs requires significant judgment. Most of these removal obligations are many years, or decades, in the future and the contracts and regulations often have vague descriptions of what removal practices and criteria must be met when the removal event actually occurs.
In the event there is a significant reduction in the expected years of future service of present employees or the elimination of the accrual of defined benefits for some or all of their future services for a significant number of employees, we could recognize a curtailment gain or loss. See Note 15 .
In the event there is a significant reduction in the expected years of future service of present employees or the elimination of the accrual of defined benefits for some or all of their future services for a significant number of employees, we could recognize a curtailment gain or loss. See Note 14 .
Risk Factors—We expect to continue to incur substantial capital expenditures and operating costs as a result of our compliance with existing and future environmental laws and regulations and Note 10 for information on environmental litigation.
Risk Factors—We expect to continue to incur substantial capital expenditures and operating costs as a result of our compliance with existing and future environmental laws and regulations and Note 9 for information on environmental litigation.
In the previous Australian financial year of July 1, 2023, to June 30, 2024, our operated downstream APLNG facility was in excess of its baseline emissions, while the upstream partner-operated facilities were below their baseline emissions.
In the previous Australian financial year of July 1, 2024, to June 30, 2025, our operated downstream APLNG facility was in excess of its baseline emissions, while the upstream partner-operated facilities were below their baseline emissions.
We accrue for losses associated with legal claims when such losses are considered probable and the amounts can be reasonably estimated. See “Critical Accounting Estimates” and Note 10 for information on contingencies.
We accrue for losses associated with legal claims when such losses are considered probable and the amounts can be reasonably estimated. See “Critical Accounting Estimates” and Note 9 for information on contingencies.
See Note 16 . We regularly assess and, if required, establish accruals for uncertain tax positions that could result from assessments of additional tax by taxing jurisdictions in countries where we operate.
See Note 15 . We regularly assess and, if required, establish accruals for uncertain tax positions that could result from assessments of additional tax by taxing jurisdictions in countries where we operate.
In support of addressing our Scope 1 and 2 emissions, we have made recent progress in several key areas. • Completed our 2024 scope 1 and 2 emissions reduction projects within the allotted capital and cost budget.
In support of addressing our Scope 1 and 2 emissions, we have made recent progress in several key areas. • Completed our 2025 scope 1 and 2 emissions reduction projects within the allotted capital and cost budget.
Future environmental remediation costs are difficult to estimate because they are subject to change due to such factors as the uncertain magnitude of cleanup costs, the unknown time and extent of such remedial actions that may be required, and the determination of our liability in proportion to that of other responsible parties.
Future environmental remediation costs are difficult to estimate because they are subject to change due to such factors as the uncertain magnitude of cleanup costs, the unknown time and extent of such remedial actions that may be required, and the determination of our liability in proportion to that of other responsible parties. See Note 6 .
A 100 basis-point decrease in the discount rate assumption would increase annual benefit expense by $40 million, while a 100 basis-point decrease in the return on plan assets assumption would increase annual benefit expense by $70 million. In determining the discount rate, we use yields on high-quality fixed income investments matched to the estimated benefit cash flows of our plans.
A 100 basis-point decrease in the discount rate assumption would increase annual benefit expense by $50 million, while a 100 basis-point decrease in the return on plan assets assumption would increase annual benefit expense by $50 million. In determining the discount rate, we use yields on high-quality fixed income investments matched to the estimated benefit cash flows of our plans.
For discussion of year-to-year comparisons between 2023 and 2022, see "Management's Discussion and Analysis of Financial Condition and Results of Operations" in Part II, Item 7 of our 2023 10-K.
For discussion of year-to-year comparisons between 2024 and 2023, see "Management's Discussion and Analysis of Financial Condition and Results of Operations" in Part II, Item 7 of our 2024 10-K.
If our credit rating were to deteriorate to a level prohibiting us from accessing the commercial paper market, we would still be able to access funds under our revolving credit facility. 51 ConocoPhillips 2024 10-K Capital Resources and Liquidity Table of Contents Certain of our project-related contracts, commercial contracts and derivative instruments contain provisions requiring us to post collateral.
If our credit rating were to deteriorate to a level prohibiting us from accessing the commercial paper market, we would still be able to access funds under our revolving credit facility. 49 ConocoPhillips 2025 10-K Capital Resources and Liquidity Table of Contents Certain of our project-related contracts, commercial contracts and derivative instruments contain provisions requiring us to post collateral.
The plan includes funding for ongoing development drilling programs, major projects, exploration and appraisal activities and base maintenance. 53 ConocoPhillips 2024 10-K Capital Resources and Liquidity Table of Contents Guarantor Summarized Financial Information We have various cross guarantees among ConocoPhillips, ConocoPhillips Company and Burlington Resources LLC with respect to publicly held debt securities.
The plan includes funding for ongoing development drilling programs, major projects, exploration and appraisal activities and base maintenance. 51 ConocoPhillips 2025 10-K Capital Resources and Liquidity Table of Contents Guarantor Summarized Financial Information We have various cross guarantees among ConocoPhillips, ConocoPhillips Company and Burlington Resources LLC with respect to publicly held debt securities.
Examples of legislation and precursors for possible regulation that do or could affect our operations include: Emissions trading schemes. • EU ETS is the program through which many of the EU member states aim to reduce emissions. Our cost of compliance with the EU ETS in 2024 was approximately $20 million (net share before-tax). • The U.K.
Examples of legislation and precursors for possible regulation that do or could affect our operations include: Emissions trading schemes. • EU ETS is the program through which many of the EU member states aim to reduce emissions. Our cost of compliance with the EU ETS in 2025 was approximately $21 million (net share before-tax). • The U.K.
Absent other mitigating factors, as these prices and margins fluctuate, we would expect a corresponding change in our operating cash flows. 49 ConocoPhillips 2024 10-K Capital Resources and Liquidity Table of Contents The level of absolute production volumes, as well as product and location mix, is another significant factor impacting our cash flows.
Absent other mitigating factors, as these prices and margins fluctuate, we would expect a corresponding change in our operating cash flows. 47 ConocoPhillips 2025 10-K Capital Resources and Liquidity Table of Contents The level of absolute production volumes, as well as the product and location mix, is another significant factor impacting our cash flows.
The debt transactions simplified our capital structure, extended the debt portfolio's weighted average maturity, lowered its weighted average coupon and reduced near-term maturities. See Note 8.
The debt transactions simplified our capital structure, extended the debt portfolio's weighted average maturity, lowered its weighted average coupon and reduced near-term maturities. See Note 7.
Our key performance indicators, shown in the statistical tables provided at the beginning of the operating segment sections that follow, reflect results from our operations, including commodity prices and production. ConocoPhillips 2024 10-K 38 Results of Operations Table of Contents Results of Operations This section of the Form 10-K discusses year-to-year comparisons between 2024 and 2023.
Our key performance indicators, shown in the statistical tables provided at the beginning of the operating segment sections that follow, reflect results from our operations, including commodity prices and production. ConocoPhillips 2025 10-K 36 Results of Operations Table of Contents Results of Operations This section of the Form 10-K discusses year-to-year comparisons between 2025 and 2024.
Many of these contracts and instruments permit us to post either cash or letters of credit as collateral. At December 31, 2024 and December 31, 2023, we had direct bank letters of credit of $278 million and $340 million, respectively, which secured performance obligations related to various purchase commitments incident to the ordinary conduct of business.
Many of these contracts and instruments permit us to post either cash or letters of credit as collateral. At December 31, 2025 and 2024, we had direct bank letters of credit of $331 million and $278 million, respectively, which secured performance obligations related to various purchase commitments incident to the ordinary conduct of business.
The 2024 capital expenditures and investments supported key operating activities and acquisitions, primarily: • Appraisal and development activities in Alaska related to the Western North Slope, inclusive of Willow, and development activities in the Greater Kuparuk Area. • Development activities in the Lower 48, primarily in the Delaware Basin, Eagle Ford, Midland Basin and Bakken. • Appraisal and development activities in the Montney as well as development and optimization of Surmont in Canada. • Development activities across assets in Norway. • Continued development activities in Malaysia and China. • Investments in PALNG, NFE4 and NFS3. 2025 Capital Budget In February 2025, we announced our 2025 operating plan capital is expected to be $12.9 billion.
The 2025 capital expenditures and investments supported key operating activities and acquisitions, primarily: • Appraisal and development activities in Alaska related to the Western North Slope, inclusive of Willow, and development activities in the Greater Kuparuk Area. • Development activities in the Lower 48, primarily in the Delaware Basin, Eagle Ford, Midland Basin and Bakken. • Appraisal and development activities in the Montney as well as development and optimization of Surmont in Canada. • Development and appraisal activities across assets in Norway and development activities in Libya. • Continued development activities in China. • Investments in NFE4, NFS3 and PALNG. 2026 Capital Budget In February 2026, we announced our 2026 operating plan capital is expected to be approximately $12 billion.
Based on interim benchmarks, our BC OBPS obligation is expected to total $1.5 million (net share before-tax) for Montney in 2024. • In 2024, the EU passed regulation on the reduction of methane emissions in the energy sector that will apply a methane limit on oil and gas imports to the EU, as well as mandate the monitoring, reporting, verification and reduction of methane emissions. • Our APLNG assets in Australia are subject to the Safeguard Mechanism, enacted through the National Greenhouse and Energy Reporting Act 2007.
Based on interim benchmarks, our BC OBPS obligation is expected to total a maximum of $12.3 million (net share before-tax) for Montney in 2025. • In 2024, the EU passed regulation on the reduction of methane emissions in the energy sector that will apply a methane limit on oil and gas imports to the EU, as well as mandate the monitoring, reporting, verification and reduction of methane emissions. • Our APLNG assets in Australia are subject to the Safeguard Mechanism, enacted through the National Greenhouse and Energy Reporting Act 2007.
In 2024, cash provided by operating activities improved from 2023 due to increased production primarily from Canada and the Lower 48, including the Surmont 50 percent working interest acquired in the fourth quarter of 2023 and our acquisition of Marathon Oil in late 2024.
The increase in cash provided by operating activities in 2024 compared to 2023 is due to increased production primarily from Canada and the Lower 48, including the Surmont 50 percent working interest acquired in the fourth quarter of 2023 and our acquisition of Marathon Oil in late 2024.
Governments and financial regulators are developing new reporting rules requiring increased disclosure around a range of sustainability topics. The patchwork of reporting standards that is developing may require significant increases in disclosures, which may be costly to implement. In March 2022 the U.S.
Governments and financial regulators are developing new reporting rules requiring increased disclosure around a range of sustainability topics. The patchwork of reporting standards that is developing may require significant increases in disclosures, which may be costly to implement.
Of this amount, approximately $13.4 billion is concentrated in the Lower 48 Basins, primarily the Delaware, Eagle Ford and Bakken Basins, where we have an ongoing significant and active development program. Outside of the Lower 48 Basins, the remaining $1.3 billion is primarily concentrated in Canada.
Of this amount, approximately $8.7 billion is concentrated in the Lower 48 Basins, primarily the Delaware, Eagle Ford and Bakken Basins, where we have an ongoing significant and active development program. Outside of the Lower 48 Basins, the remaining $1.3 billion is primarily concentrated in Canada.
If the estimates of proved reserves used in the unit-of-production calculations had been lower by 10 percent across all calculations, before-tax DD&A in 2024 would have increased by an estimated $1,040 million.
If the estimates of proved reserves used in the unit-of-production calculations had been lower by 10 percent across all calculations, before-tax DD&A in 2025 would have increased by an estimated $1,250 million.
The Canada segment operations include the Surmont oil sands development in Alberta, the Montney unconventional play in British Columbia and commercial operations. In 2024, Canada contributed ten percent of our consolidated liquids production and five percent of our consolidated natural gas production.
The Canada segment operations include the Surmont oil sands development in Alberta, the Montney unconventional play in British Columbia and commercial operations. In 2025, Canada contributed nine percent of our consolidated liquids production and five percent of our consolidated natural gas production.
We have also expanded policy advocacy beyond carbon pricing to include energy efficiency, end-use emissions policy and regulatory action, such as support for the direct federal regulation of methane.
We have also supported policy interests beyond carbon pricing to include energy efficiency, end-use emissions policy and regulatory action, such as support for the direct federal regulation of methane.
The strategy sets out our choices around portfolio composition, emissions reductions, targets and incentives, emissions-related technology development, and our climate-related policy and finance sector engagement. Our Climate Risk Strategy is intended to enable us to responsibly meet the global demand for energy, deliver competitive returns on and of capital and work to meet our previously established emissions-reduction targets.
The strategy guides our choices around portfolio composition, emissions reductions, targets, incentives, emissions-related technology development, and our climate-related policy and finance sector engagement. Our Climate-related Risk Strategy is intended to enable us to responsibly meet the global demand for energy, deliver competitive returns on and of capital and work to meet our operational emissions-reduction targets.
New Accounting Standards For discussion of new accounting standards, see Note 24 . ConocoPhillips 2024 10-K 60 Table of Contents Critical Accounting Estimates The preparation of financial statements in conformity with GAAP requires management to select appropriate accounting policies and to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses.
New Accounting Standards For discussion of new accounting standards, see Note 23 . 57 ConocoPhillips 2025 10-K Table of Contents Critical Accounting Estimates The preparation of financial statements in conformity with GAAP requires management to select appropriate accounting policies and to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses.
See Note 7 . 63 ConocoPhillips 2024 10-K Table of Contents Projected Benefit Obligations The actuarial determination of projected benefit obligations and company contribution requirements involves judgment about uncertain future events, including estimated retirement dates, salary levels at retirement, mortality rates, lump-sum election rates, rates of return on plan assets, future health care cost-trend rates and rates of utilization of health care services by retirees.
ConocoPhillips 2025 10-K 60 Table of Contents Projected Benefit Obligations The actuarial determination of projected benefit obligations and company contribution requirements involves judgment about uncertain future events, including estimated retirement dates, salary levels at retirement, mortality rates, lump-sum election rates, rates of return on plan assets, future health care cost-trend rates and rates of utilization of health care services by retirees.
Any adjustment that arises from information obtained that did not exist as of the date of acquisition is recorded in the period the adjustment arises. See Note 3 .
Any adjustment that arises from information obtained that did not exist as of the date of acquisition is recorded in the period the adjustment arises.
See Note 16. ConocoPhillips 2024 10-K 64 Table of Contents Cautionary Statement for the Purposes of the “Safe Harbor” Provisions of the Private Securities Litigation Reform Act of 1995 This report includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934.
See Note 15. 61 ConocoPhillips 2025 10-K Table of Contents Cautionary Statement for the Purposes of the “Safe Harbor” Provisions of the Private Securities Litigation Reform Act of 1995 This report includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934.
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 December 31, 2024, we employed approximately 11,800 people worldwide and had total assets of $123 billion.
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 December 31, 2025, we employed approximately 9,900 people worldwide and had total assets of $122 billion.
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, inflation and supply chain disruptions. The macro-environment of the global energy industry continues to evolve.
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, inflation and supply chain disruptions.
ConocoPhillips 2024 10-K 62 Table of Contents Impairments Long-lived assets used in operations are assessed for impairment whenever changes in facts and circumstances indicate a possible significant deterioration in the future cash flows expected to be generated by an asset group.
See Note 3 . 59 ConocoPhillips 2025 10-K Table of Contents Impairments Long-lived assets used in operations are assessed for impairment whenever changes in facts and circumstances indicate a possible significant deterioration in the future cash flows expected to be generated by an asset group.
Finally, to drive accountability for the emissions that are within our control, we are progressing toward our Scope 1 and Scope 2 emissions intensity targets. 59 ConocoPhillips 2024 10-K Capital Resources and Liquidity Table of Contents Key elements of the Climate Risk Strategy include: • Strategic flexibility and portfolio composition ◦ Building a resilient asset portfolio with a focus on low cost of supply and low GHG intensity to meet global energy demand. ◦ Committing to capital discipline through use of a fully burdened cost of supply, including cost of carbon, as the basis for capital allocation. ◦ Testing our portfolio against future energy demand scenarios through a comprehensive scenario planning process that helps us assess the resilience of our corporate strategy to climate risk. • Scope 1 and 2 emissions targets and reductions ◦ Setting targets for emissions over which we have ownership and control. ◦ Reducing emissions through the marginal abatement cost curve process. • LNG and technology ◦ Building an attractive LNG portfolio as an important component of responsibly meeting global energy demand due to LNG's opportunity to displace higher-emissions fuels such as coal for electricity generation. ◦ Evaluating potential investments in emerging alternative energy sources and low-carbon technologies. • External engagement ◦ Advocating for a well-designed, economy-wide price on carbon and engaging in development of other policy and legislation to address end-use emissions. ◦ Working with our suppliers and commercial partners to reduce emissions along the value chain.
Key elements of the Climate-related Risk Strategy include: • Strategic flexibility and portfolio composition ◦ Building a resilient asset portfolio with a focus on low cost of supply and low operational GHG intensity to meet global energy demand. ◦ Committing to capital discipline through use of a fully burdened cost of supply, including cost of carbon, as the basis for capital allocation. ◦ Testing our portfolio against future energy demand scenarios through a comprehensive scenario planning process that helps us assess the resilience of our corporate strategy to climate risk. • Scope 1 and 2 GHG emissions targets and reductions ◦ Setting targets for emissions over which we have ownership and control. ◦ Reducing emissions through the marginal abatement cost curve process. • LNG and technology ◦ Building an attractive LNG portfolio as an important component of responsibly meeting global energy demand due to LNG's opportunity to displace higher-emissions fuels such as coal for electricity generation. ◦ Evaluating potential investments in emerging alternative energy sources and low-carbon technologies. • External engagement ◦ Supporting a well-designed, economy-wide price on carbon and development of other policy and legislation to address end-use emissions. ◦ Working with our suppliers and commercial partners to understand our emissions along the value chain.
Emissions Trading Scheme (U.K. ETS) is the program with which the U.K. has replaced the EU ETS. Our cost of compliance with the U.K. ETS in 2024 was approximately $0.8 million (net share before-tax).
Emissions Trading Scheme (U.K. ETS) is the program with which the U.K. has replaced the EU ETS. Our cost of compliance with the U.K. ETS in 2025 was approximately $2.2 million (net share before-tax).
At year-end 2024, the net book value of productive PP&E subject to a unit-of-production calculation was approximately $77 billion and the DD&A recorded on these assets in 2024 was approximately $9.4 billion. The estimated proved developed reserves for our consolidated operations were 4.4 billion BOE at the end of 2023 and 5.1 billion BOE at the end of 2024.
At year-end 2025, the net book value of productive PP&E subject to a unit-of-production calculation was approximately $80 billion and the DD&A recorded on these assets in 2025 was approximately $11.2 billion. The estimated proved developed reserves for our consolidated operations were 4.5 billion BOE at the end of 2024 and 4.2 billion BOE at the end of 2025.
The current credit ratings on our long-term debt are: • Fitch: “A” with a “stable” outlook • S&P: “A-” with a “stable” outlook • Moody's: " A2 " with a " stable " outlook See Note 8 for additional information on debt and the revolving credit facility.
The current credit ratings on our long-term debt are: • Fitch: “A” with a “stable” outlook • S&P: “A-” with a “stable” outlook • Moody's: “A2 " with a “stable " outlook See Note 7 for additional information on debt and the revolving credit facility.
We believe in delivering value to our shareholders via our return of capital framework, which consists of a growing, sustainable ordinary dividend, share repurchases and the discretion to utilize VROC in an elevated price environment. This framework is how we plan to return greater than 30 percent of our net cash provided by operating activities to shareholders.
We believe in delivering value to our shareholders via our return of capital framework, which consists of a growing, sustainable ordinary dividend and share repurchases. This framework is how we plan to return greater than 30 percent of our net cash provided by operating activities to shareholders.
During 2024, Asia Pacific contributed four percent of our consolidated liquids production and two percent of our consolidated natural gas production. Net Income (Loss) Asia Pacific reported earnings of $1,724 million in 2024, compared with $1,961 million in 2023. Decreases to earnings included lower revenues resulting from lower commodity prices of $49 million and lower volumes of $20 million.
During 2025, Asia Pacific contributed four percent of our consolidated liquids production and two percent of our consolidated natural gas production. Net Income (Loss) Asia Pacific reported earnings of $1,167 million in 2025, compared with $1,724 million in 2024. Decreases to earnings included lower revenues resulting from lower commodity prices of $206 million.
Non-regulatory initiatives or agreements. • The U.S. government announced on September 17, 2021 the Global Methane Pledge, a global initiative to reduce global methane emissions by at least 30 percent from 2020 levels by 2030. • The agreement reached in Paris in December 2015 at the 21st Conference of the Parties to the United Nations Framework Convention on Climate Change set out a process for achieving global emissions reductions.
Non-regulatory initiatives or agreements. • The Global Methane Pledge (GMP) was launched at COP26 by the EU and the U.S., a global initiative to reduce global methane emissions by at least 30 percent from 2020 levels by 2030. • The agreement reached in Paris in December 2015 at the 21st Conference of the Parties to the United Nations Framework Convention on Climate Change set out a process for achieving global emissions reductions.
In the three years ended December 31, 2024, our reserve replacement was 183 percent. Our organic reserve replacement during the three years ended December 31, 2024, which excludes a net increase of 1,064 MMBOE related to sales and purchases, was 131 percent. See "Supplementary Data - Oil and Gas Operations" for more information. Environmental, Social and Governance performance.
In the three years ended December 31, 2025, our reserve replacement was 145 percent. Our organic reserve replacement during the three years ended December 31, 2025, which excludes a net increase of 905 MMBOE related to sales and purchases, was 106 percent. See "Supplementary Data - Oil and Gas Operations" for more information. Environmental, Social and Governance performance.
ConocoPhillips 2024 10-K 58 Capital Resources and Liquidity Table of Contents Compliance with changes in laws and regulations that create a GHG tax, emission trading scheme or GHG reduction policies could significantly increase our costs, reduce demand for fossil energy derived products, impact the cost and availability of capital and increase our exposure to litigation.
Compliance with changes in laws and regulations that create a GHG tax, emission trading scheme or GHG reduction policies could significantly increase our costs, reduce demand for fossil energy derived products, impact the cost and availability of capital and increase our exposure to litigation.
In 2024, our Europe, Middle East and North Africa operations contributed nine percent of our consolidated liquids production and 17 percent of our consolidated natural gas production. Net Income (Loss) The Europe, Middle East and North Africa segment reported earnings of $1,189 million in 2024 compared with earnings of $1,189 million in 2023.
In 2025, our Europe, Middle East and North Africa operations contributed eight percent of our consolidated liquids production and 18 percent of our consolidated natural gas production. Net Income (Loss) The Europe, Middle East and North Africa segment reported earnings of $1,224 million in 2025 compared with earnings of $1,189 million in 2024.
We also balance our investments between short and longer cycle projects. For example, in 2024, we invested in short-cycle projects in the Lower 48 segment, as well as longer-cycle projects such as Willow in Alaska and LNG projects in Qatar and Port Arthur. This capital allocation framework seeks to maximize free cash flow through price cycles.
We also balance our investments between short- and longer-cycle projects. For example, in 2025, we continued to invest in short-cycle projects in the Lower 48 segment, as well as longer-cycle projects such as Willow in Alaska. This capital allocation framework seeks to maximize free cash flow through price cycles.
See Note 16 —Income Taxes for information regarding our income tax provision and effective tax rate. 41 ConocoPhillips 2024 10-K Results of Operations Table of Contents Segment Results Unless otherwise indicated, discussion of Segment Results is after-tax.
See Note 7 . See Note 15 —Income Taxes for information regarding our income tax provision and effective tax rate. 39 ConocoPhillips 2025 10-K Results of Operations Table of Contents Segment Results Unless otherwise indicated, discussion of Segment Results is after-tax.
In October 2023, we acquired the remaining 50 percent working interest in Surmont from TotalEnergies EP Canada Ltd. for approximately $2.7 billion of cash after customary adjustments. We funded this transaction by issuing new long-term debt. See Note 3 and Note 8. Proceeds from asset sales were $0.3 billion in 2024, $0.6 billion in 2023 and $3.5 billion in 2022.
In October 2023, we acquired the remaining 50 percent working interest in Surmont from TotalEnergies EP Canada Ltd. for approximately $2.7 billion of cash after customary adjustments. We funded this transaction by issuing new long-term debt. See Note 3 and Note 7.
ConocoPhillips 2024 10-K 48 Capital Resources and Liquidity Table of Contents Capital Resources and Liquidity Financial Indicators Millions of Dollars Except as Indicated 2024 2023 2022 Net cash provided by operating activities $ 20,124 19,965 28,314 Cash and cash equivalents 5,607 5,635 6,458 Short-term investments 507 971 2,785 Short-term debt 1,035 1,074 417 Total debt 24,324 18,937 16,643 Total equity 64,796 49,279 48,003 Percent of total debt to capital* 27 % 28 26 Percent of floating-rate debt to total debt 1 % 2 2 Balance Sheet related line items are shown as of December 31st. *Capital includes total debt and total equity.
ConocoPhillips 2025 10-K 46 Capital Resources and Liquidity Table of Contents Capital Resources and Liquidity Financial Indicators Millions of Dollars Except as Indicated 2025 2024 2023 Net cash provided by operating activities $ 19,796 20,124 19,965 Cash and cash equivalents 6,497 5,607 5,635 Short-term investments 484 507 971 Short-term debt 1,020 1,035 1,074 Total debt 23,444 24,324 18,937 Total equity 64,487 64,796 49,279 Percent of total debt to capital* 27 % 27 28 Percent of floating-rate debt to total debt 1 % 1 2 Balance Sheet related line items are shown as of December 31st. *Capital includes total debt and total equity.
During 2024, the Lower 48 contributed 63 percent of our consolidated liquids production and 74 percent of our consolidated natural gas production. Net Income (Loss) Lower 48 reported earnings of $5,175 million in 2024, compared with earnings of $6,461 million in 2023.
During 2025, the Lower 48 contributed 67 percent of our consolidated liquids production and 74 percent of our consolidated natural gas production. Net Income (Loss) Lower 48 reported earnings of $5,264 million in 2025, compared with earnings of $5,175 million in 2024.
ConocoPhillips 2024 10-K 42 Results of Operations Table of Contents Alaska 2024 2023 2022 Select financial data by segment before-tax ($MM) Sales and other operating revenues ($MM) $ 6,553 7,098 7,905 Production and operating expenses ($MM) 1,951 1,829 1,703 Depreciation, depletion and amortization ($MM) 1,299 1,061 939 Taxes other than income taxes ($MM) 470 497 1,323 Net Income (Loss) ($MM) $ 1,326 1,778 2,352 Average Net Production Crude oil (MBD) 173 173 177 Natural gas liquids (MBD) 15 16 17 Natural gas (MMCFD) 39 38 34 Total Production (MBOED) 194 195 200 Total Production (MMBOE) 71 71 73 Average Sales Prices Crude oil ($ per bbl) $ 81.73 83.05 101.72 Natural gas ($ per mcf) 3.90 4.47 3.64 The Alaska segment primarily explores for, produces, transports and markets crude oil, NGLs and natural gas.
ConocoPhillips 2025 10-K 40 Results of Operations Table of Contents Alaska 2025 2024 2023 Select financial data by segment before-tax ($MM) Sales and other operating revenues ($MM) $ 5,638 6,553 7,098 Production and operating expenses ($MM) 2,158 1,951 1,829 Depreciation, depletion and amortization ($MM) 1,399 1,299 1,061 Taxes other than income taxes ($MM) 438 470 497 Net income (loss) ($MM) $ 730 1,326 1,778 Average Net Production Crude oil (MBD) 177 173 173 Natural gas liquids (MBD) 15 15 16 Natural gas (MMCFD) 41 39 38 Total Production (MBOED) 199 194 195 Total Production (MMBOE) 73 71 71 Average Sales Prices Crude oil ($ per BBL) $ 71.79 81.73 83.05 Natural gas ($ per MCF) 3.81 3.90 4.47 The Alaska segment primarily explores for, produces, transports and markets crude oil, NGLs and natural gas.
Share repurchases were $5.5 billion, $5.4 billion, and $9.3 billion in 2024, 2023, and 2022, respectively. As of December 31, 2024, share repurchases since the inception of our current program totaled 432.6 million shares and $34.3 billion since 2016. Repurchases are made at management’s discretion, at prevailing prices, subject to market conditions and other factors.
Share repurchases were $5.0 billion, $5.5 billion, and $5.4 billion in 2025, 2024, and 2023, respectively. As of December 31, 2025, share repurchases since the inception of our current program totaled 486.1 million shares for $39.3 billion since 2016. Repurchases are made at management’s discretion, at prevailing prices, subject to market conditions and other factors.
For more information on factors considered when determining the levels of returns of capital see “Item 1A—Risk Factors – Our ability to execute our capital return program is subject to certain considerations.” ConocoPhillips 2024 10-K 52 Capital Resources and Liquidity Table of Contents As of December 31, 2024, in addition to the priorities described above, we have contractual obligations to purchase goods and services of approximately $31.6 billion.
For more information on factors considered when determining the levels of returns of capital see “Item 1A—Risk Factors – Our ability to execute our capital return program is subject to certain considerations.” As of December 31, 2025, in addition to the priorities described above, we have contractual obligations to purchase goods and services of approximately $45.0 billion.
Governmental restrictions on hydraulic fracturing could impact the overall profitability or viability of certain of our oil and natural gas investments. We have adopted operating principles that incorporate established industry standards designed to meet or exceed government requirements. Our practices continually evolve as technology improves and regulations change.
Governmental restrictions on hydraulic fracturing could impact the overall profitability or viability of certain of our oil and natural gas investments. We have adopted operating principles that incorporate established industry standards that are designed to meet government requirements.
Our legal organization applies its knowledge, experience and professional judgment to the specific characteristics of our cases, employing a litigation management process to manage and monitor the legal proceedings against us. Our process facilitates the early evaluation and quantification of potential exposures in individual cases.
Our legal organization applies its knowledge, experience and professional judgment to the specific characteristics of our cases, employing a litigation management process to manage and monitor the legal proceedings against us. Our process ConocoPhillips 2025 10-K 52 Capital Resources and Liquidity Table of Contents facilitates the early evaluation and quantification of potential exposures in individual cases.
ConocoPhillips 2024 10-K 44 Results of Operations Table of Contents Canada 2024 2023 2022 Select financial data by segment before-tax ($MM) Sales and other operating revenues ($MM) $ 3,514 3,006 3,714 Production and operating expenses ($MM) 902 619 591 Depreciation, depletion and amortization ($MM) 639 420 402 Taxes other than income taxes ($MM) 31 26 21 Net Income (Loss) ($MM) $ 712 402 714 Average Net Production Crude oil (MBD) 17 9 6 Natural gas liquids (MBD) 6 3 3 Bitumen (MBD) 122 81 66 Natural gas (MMCFD) 115 65 61 Total Production (MBOED) 164 104 85 Total Production (MMBOE) 60 38 31 Average Sales Prices Crude oil ($ per bbl) $ 64.47 66.19 79.94 Natural gas liquids ($ per bbl) 29.59 26.13 37.70 Bitumen ($ per bbl) 47.92 42.15 55.56 Natural gas ($ per mcf)* 0.54 1.80 3.62 *Average sales prices include unutilized transportation costs.
ConocoPhillips 2025 10-K 42 Results of Operations Table of Contents Canada 2025 2024 2023 Select financial data by segment before-tax ($MM) Sales and other operating revenues ($MM) $ 3,625 3,514 3,006 Production and operating expenses ($MM) 833 902 619 Depreciation, depletion and amortization ($MM) 556 639 420 Taxes other than income taxes ($MM) 27 31 26 Net Income (Loss) ($MM) $ 741 712 402 Average Net Production Crude oil (MBD) 17 17 9 Natural gas liquids (MBD) 6 6 3 Bitumen (MBD) 133 122 81 Natural gas (MMCFD) 125 115 65 Total Production (MBOED) 177 164 104 Total Production (MMBOE) 65 60 38 Average Sales Prices Crude oil ($ per BBL) $ 55.35 64.47 66.19 Natural gas liquids ($ per BBL) 22.54 29.59 26.13 Bitumen ($ per BBL) 40.74 47.92 42.15 Natural gas ($ per MCF)* 1.02 0.54 1.80 *Average sales prices include unutilized transportation costs.
Funds for short-term investments needs to support our operating plan and provide resiliency to react to short-term price volatility are invested in highly liquid instruments with maturities within the year.
Funds needed for short-term investments to support our operating plan and provide resiliency to react to short-term price volatility are invested in highly liquid instruments with maturities of less than one year.
ConocoPhillips 2024 10-K 46 Results of Operations Table of Contents Asia Pacific 2024 2023 2022 Select financial data by segment before-tax ($MM) Sales and other operating revenues ($MM) $ 1,847 1,913 2,606 Production and operating expenses ($MM) 384 391 365 Depreciation, depletion and amortization ($MM) 425 455 518 Taxes other than income taxes ($MM) 109 117 243 Net Income (Loss) ($MM) $ 1,724 1,961 2,736 Consolidated Operations Average Net Production Crude oil (MBD) 59 60 61 Natural gas (MMCFD) 50 48 114 Total Production (MBOED) 67 68 80 Total Production (MMBOE) 25 25 29 Average Sales Prices Crude oil ($ per bbl) $ 82.42 84.79 105.52 Natural gas ($ per mcf) 3.74 3.95 5.84 The Asia Pacific segment consists of operations in China, Malaysia, and Australia, and commercial operations in China, Singapore and Japan.
ConocoPhillips 2025 10-K 44 Results of Operations Table of Contents Asia Pacific 2025 2024 2023 Select financial data by segment before-tax ($MM) Sales and other operating revenues ($MM) $ 1,770 1,847 1,913 Production and operating expenses ($MM) 367 384 391 Depreciation, depletion and amortization ($MM) 460 425 455 Taxes other than income taxes ($MM) 57 109 117 Net income (loss) ($MM) $ 1,167 1,724 1,961 Consolidated Operations Average Net Production Crude oil (MBD) 59 59 60 Natural gas (MMCFD) 63 50 48 Total Production (MBOED) 70 67 68 Total Production (MMBOE) 26 25 25 Average Sales Prices Crude oil ($ per BBL) $ 71.05 82.42 84.79 Natural gas ($ per MCF) 3.59 3.74 3.95 The Asia Pacific segment consists of operations in China, Malaysia, and Australia, and commercial operations in China, Singapore and Japan.
At December 31, 2024, our operations were producing in the U.S., Norway, Canada, Australia, China, Malaysia, Qatar, Libya and Equatorial Guinea. Total production of 1,987 MBOED increased 161 MBOED or nine percent in 2024 compared with 2023.
At December 31, 2025, our operations were producing in the U.S., Norway, Canada, Australia, China, Malaysia, Qatar, Libya and Equatorial Guinea. Total production of 2,375 MBOED increased 388 MBOED or 20 percent in 2025 compared with 2024.
Therefore, it is difficult to develop reasonable estimates of future site remediation costs. At December 31, 2024, our balance sheet included total accrued environmental costs of $206 million, compared with $184 million at December 31, 2023, for remediation activities in the U.S. and Canada. We expect to incur a substantial amount of these expenditures within the next 30 years.
At December 31, 2025, our balance sheet included total accrued environmental costs of $220 million, compared with $206 million at December 31, 2024, for remediation activities in the U.S. and Canada. We expect to incur a substantial amount of these expenditures within the next 30 years.
In 2024, Alaska contributed 14 percent of our consolidated liquids production and two percent of our consolidated natural gas production. Net Income (Loss) Alaska reported earnings of $1,326 million in 2024, compared with earnings of $1,778 million in 2023.
In 2025, Alaska contributed 12 percent of our consolidated liquids production and one percent of our consolidated natural gas production. Net Income (Loss) Alaska reported earnings of $730 million in 2025, compared with earnings of $1,326 million in 2024.
While only two U.S. states have enacted such laws to date, it is likely that more states will consider a similar approach. Compliance with such legislation may expose us to significant additional liabilities. • Climate Private Action laws.
While only two U.S. states have enacted such laws to date, it is likely that more states will consider a similar approach. Compliance with such legislation may expose us to significant additional liabilities. 55 ConocoPhillips 2025 10-K Capital Resources and Liquidity Table of Contents • Climate Private Action laws.
Consolidated Production Average consolidated production increased 16 MBOED in 2024, compared with 2023. The consolidated production increase was primarily due to new wells online and improved performance in Norway, as well as the impact from assets acquired from Marathon Oil. See Note 3 . The production increase was partly offset by normal field decline.
The consolidated production increase was primarily due to the impact from assets acquired from Marathon Oil as well as new wells online in Norway and Libya. See Note 3 . The production increase was partly offset by normal field decline.

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Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Market Risk — interest-rate, FX, commodity exposure

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Biggest changeThe gross notional and fair value of these positions at December 31, 2024 and 2023, were as follows: Foreign Currency Exchange Derivatives In Millions Notional Fair Value* 2024 2023 2024 2023 Buy Canadian dollar, sell U.S. dollar CAD 10 5 — — Sell British pound, buy Euro GBP 13 52 — (2) Buy British pound, sell Euro GBP 17 58 — — *Denominated in USD. 69 ConocoPhillips 2024 10-K Table of Contents
Biggest changeThe gross notional and fair value of these positions at December 31, 2025 and 2024, were immaterial. 65 ConocoPhillips 2025 10-K Table of Contents
The Commercial organization manages our commercial marketing, optimizes our commodity flows and positions, and monitors risks. The Executive Vice President and Chief Financial Officer, who reports to the Chief Executive Officer, monitors commodity price risk and risks resulting from foreign currency exchange rates and interest rates.
The Commercial organization manages our commercial marketing, optimizes our commodity flows and positions, and monitors risks. The Chief Financial Officer and Executive Vice President, Strategy and Commercial, who reports to the Chief Executive Officer, monitors commodity price risk and risks resulting from foreign currency exchange rates and interest rates.
We use a VaR model to estimate the loss in fair value that could potentially result on a single day from the effect of adverse changes in market conditions on the derivative financial instruments and derivative commodity contracts we hold or issue, including commodity purchases and sales contracts recorded on the balance sheet at December 31, 2024.
We use a VaR model to estimate the loss in fair value that could potentially result on a single day from the effect of adverse changes in market conditions on the derivative financial instruments and derivative commodity contracts we hold or issue, including commodity purchases and sales contracts recorded on the balance sheet at December 31, 2025.
Since the gain or loss on the exchange contracts is offset by the gain or loss from remeasuring cash related balances, and since our aggregate position in the forwards was not material, there would be no material impact to our income from an adverse hypothetical 10 percent change in the December 2024 or December 2023 exchange rates.
Since the gain or loss on the exchange contracts is offset by the gain or loss from remeasuring cash related balances, and since our aggregate position in the forwards was not material, there would be no material impact to our income from an adverse hypothetical 10 percent change in the December 2025 or December 2024 exchange rates.
At December 31, 2024 and 2023, we had outstanding foreign currency exchange forward contracts hedging cross-border commercial activity and for purposes of mitigating our cash-related exposures. Although these forwards hedge exposures to fluctuations in exchange rates, we elected not to utilize hedge accounting.
At December 31, 2025 and 2024, we had outstanding foreign currency exchange forward contracts hedging cross-border commercial activity and for purposes of mitigating our cash-related exposures. Although these forwards hedge exposures to fluctuations in exchange rates, we elected not to utilize hedge accounting.
A hypothetical 10 percent change in prevailing interest rates would not have a material impact on interest expense associated with our floating-rate debt. The fair value of the fixed-rate debt is measured using prices available from a pricing service that is corroborated by market data.
The carrying amount of our floating-rate debt approximates its fair value. A hypothetical 10 percent change in prevailing interest rates would not have a material impact on interest expense associated with our floating-rate debt. The fair value of the fixed-rate debt is measured using prices available from a pricing service that is corroborated by market data.
Millions of Dollars Except as Indicated Debt Expected Maturity Date Fixed Rate Maturity Average Interest Rate Floating Rate Maturity Average Interest Rate Year-End 2024 2025 $ 735 3.87 % $ — — % 2026 704 3.40 — — 2027 778 4.82 — — 2028 664 3.78 — — 2029 997 6.78 — — Remaining years 19,924 5.23 283 2.97 % Total $ 23,802 $ 283 Fair value $ 22,714 $ 283 Year-End 2023 2024 $ 759 2.70 % $ — — % 2025 735 3.87 — — 2026 104 6.41 — — 2027 438 5.79 — — 2028 265 4.50 — — Remaining years 15,829 5.45 283 4.06 % Total $ 18,130 $ 283 Fair value $ 18,338 $ 283 ConocoPhillips 2024 10-K 68 Table of Contents Foreign Currency Exchange Risk We have foreign currency exchange rate risk resulting from international operations.
Millions of Dollars Except as Indicated Debt Expected Maturity Date Fixed Rate Maturity Average Interest Rate Floating Rate Maturity Average Interest Rate Year-End 2025 2026 $ 704 3.40 % $ — — % 2027 777 4.82 — — 2028 664 3.78 — — 2029 995 6.78 — — 2030 1,601 5.17 — — Remaining years 18,323 5.24 283 2.40 % Total $ 23,064 $ 283 Fair value $ 22,415 $ 283 Year-End 2024 2025 $ 735 3.87 % $ — — % 2026 704 3.40 — — 2027 778 4.82 — — 2028 664 3.78 — — 2029 997 6.78 — — Remaining years 19,924 5.23 283 2.97 % Total $ 23,802 $ 283 Fair value $ 22,714 $ 283 Foreign Currency Exchange Risk We have foreign currency exchange rate risk resulting from international operations.
Using Monte Carlo simulation, a 95 percent confidence level and a one-day holding period, the VaR for those instruments issued or held for trading purposes or held for purposes other than trading at December 31, 2024 and 2023, was immaterial to our consolidated cash flows and net income. 67 ConocoPhillips 2024 10-K Table of Contents Interest Rate Risk The following table provides information about our debt instruments that are sensitive to changes in U.S. interest rates.
Using Monte Carlo simulation, a 95 percent confidence level and a one-day holding period, the VaR for those instruments issued or held for trading purposes or held for purposes other than trading at December 31, 2025 and 2024, was immaterial to our consolidated cash flows and net income.
The table presents principal cash flows and related weighted-average interest rates by expected maturity dates. Weighted-average variable rates are based on effective rates at the reporting date. The carrying amount of our floating-rate debt approximates its fair value.
ConocoPhillips 2025 10-K 64 Table of Contents Interest Rate Risk The following table provides information about our debt instruments that are sensitive to changes in U.S. interest rates. The table presents principal cash flows and related weighted-average interest rates by expected maturity dates. Weighted-average variable rates are based on effective rates at the reporting date.