What changed in Antero Midstream Corp's 10-K — 2024 vs 2025
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Paragraph-level year-over-year comparison of Antero Midstream Corp'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.
+127 added−120 removedSource: 10-K (2026-02-11) vs 10-K (2025-02-12)
Top changes in Antero Midstream Corp's 2025 10-K
127 paragraphs added · 120 removed · 102 edited across 4 sections
- Item 6. [Reserved]+108 / −101 · 85 edited
- Item 1C. Cybersecurity+9 / −9 · 8 edited
- Item 4. Mine Safety Disclosures+9 / −9 · 8 edited
- Item 3. Legal Proceedings+1 / −1 · 1 edited
Item 1C. Cybersecurity
Cybersecurity — threats and controls disclosure
8 edited+1 added−1 removed21 unchanged
Item 1C. Cybersecurity
Cybersecurity — threats and controls disclosure
8 edited+1 added−1 removed21 unchanged
2024 filing
2025 filing
Biggest changeAs cybersecurity threats continue to evolve in complexity and scale, it remains an ongoing and increasingly difficult task for the industry to prevent, detect, mitigate, and remediate these incidents. 40 Table of Contents As of the date of this Annual Report on Form 10-K, we are not aware of any cybersecurity threats, including as a result of any previous cybersecurity incidents, that have materially affected or are reasonably likely to materially affect us.
Biggest changeAs of the date of this Annual Report on Form 10-K, we are not aware of any cybersecurity threats, including as a result of any previous cybersecurity incidents, that have materially affected or are reasonably likely to materially affect us. However, we acknowledge that cybersecurity threats are continually evolving, and the possibility of future discovery of cybersecurity incidents remains.
Our Vice President – IT, Biren Kumar, has more than 16 years of experience serving as a Chief Information Officer (“CIO”) or similar role, which included responsibility for managing cybersecurity risk. Mr. Kumar was named Vice President – IT in 2024.
Our Vice President – IT, Biren Kumar, has more than 17 years of experience serving as a Chief Information Officer (“CIO”) or similar role, which included responsibility for managing cybersecurity risk. Mr. Kumar was named Vice President – IT in 2024.
A successful attack on our IT systems could have significant consequences to the business. While we devote resources to our security measures to protect our systems and information, these measures cannot provide absolute security. See “Item 1A. Risk Factors” for additional information about the risks to our business associated with a breach or compromise to our information technology systems.
While we devote resources to our security measures to protect our systems and information, these measures cannot provide absolute security. See “Item 1A. Risk Factors” for additional information about the risks to our business associated with a breach or compromise to our information technology systems.
We monitor and manage our cybersecurity risk and threat exposure through prioritized remediation efforts. Any cybersecurity risk or threat that requires corrective action is managed by our security and compliance team together with certain business partners and IT specialists, as deemed necessary. Potential solutions are assessed in alignment with risk, business and cybersecurity priorities and our controls and security architecture.
Any cybersecurity risk or threat that requires corrective action is managed by our security and compliance team together with certain business partners and IT specialists, as deemed necessary. Potential solutions are assessed in alignment with risk, business and cybersecurity priorities and our controls and security architecture. Plans to remediate cybersecurity risks are approved and monitored regularly for completion.
In the event of any breach or cybersecurity incident, we have a formal incident response plan designed to provide for immediate action to contain the incident, mitigate the impact and restore normal operations efficiently.
Incident Identification and Response We have implemented a monitoring and detection system, with oversight from our Vice President – IT to help promptly identify cybersecurity incidents. In the event of any breach or cybersecurity incident, we have a formal incident response plan designed to provide for immediate action to contain the incident, mitigate the impact and restore normal operations efficiently.
In addition, the Company engages several third-party consultants in connection with the risk assessments, and we have established separate processes and procedures to oversee and identify cybersecurity risks associated with third parties. All third parties involved in our cybersecurity risk assessments are required to provide reports designed to allow us to monitor and assess such third parties’ security controls.
In addition, the Company engages several third-party consultants in connection with the risk assessments, and we have established separate processes and procedures to oversee and identify cybersecurity risks associated with third parties.
However, we acknowledge that cybersecurity threats are continually evolving, and the possibility of future discovery of cybersecurity incidents remains. Please see “Item 1A. Risk Factors” for additional information about cybersecurity risks. Despite the implementation of our cybersecurity programs, our security measures cannot guarantee that a cyberattack with significant impact will not occur.
Please see “Item 1A. Risk Factors” for additional information about cybersecurity risks. Despite the implementation of our cybersecurity programs, our security measures cannot guarantee that a cyberattack with significant impact will not occur. A successful attack on our IT systems could have significant consequences to the business.
As a result, the global rise of cybersecurity incidents, whether from intentional attacks or accidental events, poses a significant challenge to our industry.
As a result, the global 39 Table of Contents rise of cybersecurity incidents, whether from intentional attacks or accidental events, poses a significant challenge to our industry. As cybersecurity threats continue to evolve in complexity and scale, it remains an ongoing and increasingly difficult task for the industry to prevent, detect, mitigate, and remediate these incidents.
Removed
Plans to remediate cybersecurity risks are approved and monitored regularly for completion. 39 Table of Contents Incident Identification and Response We have implemented a monitoring and detection system, with oversight from our Vice President – IT to help promptly identify cybersecurity incidents.
Added
All third parties involved in our cybersecurity risk assessments are required to provide reports designed to allow us to monitor and assess such third parties’ security controls. 38 Table of Contents We monitor and manage our cybersecurity risk and threat exposure through prioritized remediation efforts.
Item 3. Legal Proceedings
Legal Proceedings — active lawsuits and investigations
1 edited+0 added−0 removed2 unchanged
Item 3. Legal Proceedings
Legal Proceedings — active lawsuits and investigations
1 edited+0 added−0 removed2 unchanged
2024 filing
2025 filing
Biggest changeWe cannot, however, assure you that this insurance will be adequate to protect us from all material expenses related to potential future claims for personal and property damage or that these levels of insurance will be available in the future at economical prices. See Note 15—Contingencies to our consolidated financial statements for additional information.
Biggest changeWe cannot, however, assure you that this insurance will be adequate to protect us from all material expenses related to potential future claims for personal and property damage or that these levels of insurance will be available in the future at economical prices. See Note 16—Contingencies to our consolidated financial statements for additional information.
Item 4. Mine Safety Disclosures
Mine Safety Disclosures — required of mining issuers
8 edited+1 added−1 removed5 unchanged
Item 4. Mine Safety Disclosures
Mine Safety Disclosures — required of mining issuers
8 edited+1 added−1 removed5 unchanged
2024 filing
2025 filing
Biggest changeIssuer Purchases of Equity Securities The following table sets forth our common stock share purchase activity for each period presented: Approximate Dollar Value of Total Number of Shares that May Total Number Average Price Shares Purchased Yet be Purchased of Shares Paid per as Part of Publicly Under the Plan Period Purchased (1) Share Announced Plans ($ in thousands) October 1, 2024 – October 31, 2024 (1) 11,073 $ 15.31 — $ 500,000 November 1, 2024 – November 30, 2024 — — — 500,000 December 1, 2024 – December 31, 2024 1,902,088 15.08 1,902,088 471,310 Total 1,913,161 $ 15.08 1,902,088 (1) The total number of shares purchased includes shares of our common stock transferred to us in order to satisfy tax withholding obligations incurred upon the vesting of equity awards held by our employees.
Biggest changeIssuer Purchases of Equity Securities The following table sets forth our common stock share purchase activity for each period presented: Approximate Dollar Value of Total Number of Shares that May Total Number Average Price Shares Purchased Yet be Purchased of Shares Paid per as Part of Publicly Under the Plan Period Purchased (1) Share Announced Plans ($ in thousands) October 1, 2025 – October 31, 2025 736,197 $ 18.04 736,197 $ 371,362 November 1, 2025 – November 30, 2025 1,074,617 17.68 1,046,012 352,870 December 1, 2025 – December 31, 2025 922,173 17.94 922,173 336,329 Total 2,732,987 $ 17.86 2,704,382 (1) The total number of shares purchased includes shares of our common stock transferred to us in order to satisfy tax withholding obligations incurred upon the vesting of equity-based awards held by our employees. 40 Table of Contents Dividends On January 14, 2026, the Board declared an aggregate cash dividend on the shares of our common stock of $0.2250 per share for the quarter ended December 31, 2025.
We believe the AMNA Index is meaningful because it is an independent, objective view of the performance of similarly-sized midstream energy companies. The information in this Form 10-K appearing under the heading “Stock Performance Graph” is being “furnished” pursuant to Item 2.01(e) of Regulation S-K under the Securities Act and shall not be deemed to be “soliciting material” or “filed” with the SEC or subject to Regulation 14A or 14C, other than as provided in Item 2.01(e) of Regulation S-K, or to the liabilities of Section 18 of the Exchange Act and shall not be deemed incorporated by reference into any filing under the Securities Act of the Exchange Act except to the extent that we specifically request that it be treated as such.
We believe the AMNA Index is meaningful because it is an independent, objective view of the performance of similarly-sized midstream energy companies. 41 Table of Contents The information in this Form 10-K appearing under the heading “Stock Performance Graph” is being “furnished” pursuant to Item 2.01(e) of Regulation S-K under the Securities Act and shall not be deemed to be “soliciting material” or “filed” with the SEC or subject to Regulation 14A or 14C, other than as provided in Item 2.01(e) of Regulation S-K, or to the liabilities of Section 18 of the Exchange Act and shall not be deemed incorporated by reference into any filing under the Securities Act of the Exchange Act except to the extent that we specifically request that it be treated as such.
As of December 31, 2024, there were dividends in the amount of $68,750 accumulated in arrears on our Series A Preferred Stock. The amount and timing of future payment of cash dividends on our common stock, if any, is within the discretion of the Board and will depend on our earnings, capital requirements, financial condition and other relevant factors.
As of December 31, 2025, there were dividends in the amount of $68,750 accumulated in arrears on our Series A Preferred Stock. The amount and timing of future payment of cash dividends on our common stock, if any, is within the discretion of the Board and will depend on our earnings, capital requirements, financial condition and other relevant factors.
Stock Performance Graph The graph below shows the cumulative total shareholder return assuming the investment of $100 on December 31, 2019 in (i) our common stock (assuming reinvestment of dividends), (ii) the Standard & Poor’s 500 (“S&P 500”) Index and (iii) the Alerian Midstream Energy (“AMNA”) Index.
Stock Performance Graph The graph below shows the cumulative total shareholder return assuming the investment of $100 on December 31, 2020 in (i) our common stock (assuming reinvestment of dividends), (ii) the Standard & Poor’s 500 (“S&P 500”) Index and (iii) the Alerian Midstream Energy (“AMNA”) Index.
Our common stock is listed on the New York Stock Exchange and traded under the symbol “AM.” On February 7, 2025, shares of our common stock were held by 42 holders of record. The number of holders does not include the holders for whom shares of our common stock are held in a “nominee” or “street” name.
Our common stock is listed on the New York Stock Exchange and traded under the symbol “AM.” On February 6, 2026, shares of our common stock were held by 53 holders of record. The number of holders does not include the holders for whom shares of our common stock are held in a “nominee” or “street” name.
In addition, as of February 7, 2025, Antero Resources and its subsidiaries owned 139,172,515 shares of our common stock, which represented a 29% interest in us.
In addition, as of February 6, 2026, Antero Resources and its subsidiaries owned 139,172,515 shares of our common stock, which represented a 29% interest in us.
The dividend was paid on February 12, 2025 to stockholders of record as of January 29, 2025. 41 Table of Contents The Board also declared a cash dividend of $137,500 on shares of our Series A Non-Voting Perpetual Preferred Stock, par value $0.01 (the “Series A Preferred Stock”), that will be paid on February 14, 2025 in accordance with the terms of the Series A Preferred Stock, which are discussed in Note 12—Equity and Net Income Per Common Share to our consolidated financial statements.
The Board also declared a cash dividend of $137,500 on shares of our Series A Non-Voting Perpetual Preferred Stock, par value $0.01 (the “Series A Preferred Stock”), that will be paid on February 17, 2026 in accordance with the terms of the Series A Preferred Stock, which are discussed in Note 13—Equity and Net Income Per Common Share to our consolidated financial statements.
During the year ended December 31, 2024, we repurchased approximately 2 million shares of our common stock through our share repurchase program for a total cost of $29 million. As of December 31, 2024, there was $471 million remaining under our share repurchase program.
During the year ended December 31, 2025, we repurchased and retired approximately 8 million shares of our common stock through our share repurchase program for a total cost of $135 million. As of December 31, 2025, there was $336 million remaining under our share repurchase program.
Removed
Dividends On January 14, 2025, the Board declared an aggregate cash dividend on the shares of our common stock of $0.2250 per share for the quarter ended December 31, 2024.
Added
The dividend was paid on February 11, 2026 to stockholders of record as of January 28, 2026.
Item 6. [Reserved]
Selected Financial Data — reserved (removed by SEC in 2021)
85 edited+23 added−16 removed52 unchanged
Item 6. [Reserved]
Selected Financial Data — reserved (removed by SEC in 2021)
85 edited+23 added−16 removed52 unchanged
2024 filing
2025 filing
Biggest changeSee Note 16—Reportable Segments to our consolidated financial statements for additional information. 46 Table of Contents Year Ended December 31, 2023 Compared to Year Ended December 31, 2024 The operating results of our reportable segments were as follows: Year Ended December 31, 2023 Gathering and Water Consolidated (in thousands) Processing Handling Unallocated (1) Total Revenues: Revenue–Antero Resources $ 893,862 268,667 — 1,162,529 Revenue–third-party — 1,414 — 1,414 Gathering—low pressure fee rebate (51,500) — — (51,500) Amortization of customer relationships (37,086) (33,586) — (70,672) Total revenues 805,276 236,495 — 1,041,771 Operating expenses: Direct operating 95,507 117,658 — 213,165 General and administrative (excluding equity-based compensation) 22,532 12,497 4,433 39,462 Equity-based compensation 23,313 7,362 931 31,606 Facility idling — 2,459 — 2,459 Depreciation 83,409 52,650 — 136,059 Impairment of property and equipment 133 13 — 146 Accretion of asset retirement obligations — 177 — 177 Loss on settlement of asset retirement obligations — 805 — 805 Loss (gain) on asset sale 6,039 (9) — 6,030 Total operating expenses 230,933 193,612 5,364 429,909 Operating income 574,343 42,883 (5,364) 611,862 Other income (expense): Interest expense, net — — (217,245) (217,245) Equity in earnings of unconsolidated affiliates 105,456 — — 105,456 Total other income (expense) 105,456 — (217,245) (111,789) Income before income taxes 679,799 42,883 (222,609) 500,073 Income tax expense — — (128,287) (128,287) Net income and comprehensive income $ 679,799 42,883 (350,896) 371,786 (1) Corporate expenses that are not directly attributable to either the gathering and processing or water handling segments. 47 Table of Contents Year Ended December 31, 2024 Gathering and Water Consolidated (in thousands) Processing Handling Unallocated (1) Total Revenues: Revenue–Antero Resources $ 926,063 248,858 — 1,174,921 Revenue–third-party — 1,944 — 1,944 Amortization of customer relationships (37,086) (33,586) — (70,672) Total revenues 888,977 217,216 — 1,106,193 Operating expenses: Direct operating 103,053 114,923 — 217,976 General and administrative (excluding equity-based compensation) 28,814 8,279 4,661 41,754 Equity-based compensation 35,535 7,800 997 44,332 Facility idling — 1,721 — 1,721 Depreciation 84,398 55,602 — 140,000 Impairment of property and equipment 332 — — 332 Accretion of asset retirement obligations — 189 — 189 Loss on asset sale — 723 — 723 Total operating expenses 252,132 189,237 5,658 447,027 Operating income 636,845 27,979 (5,658) 659,166 Other income (expense): Interest expense, net — — (207,027) (207,027) Equity in earnings of unconsolidated affiliates 110,573 — — 110,573 Loss on early extinguishment of debt — — (14,091) (14,091) Total other income (expense) 110,573 — (221,118) (110,545) Income before income taxes 747,418 27,979 (226,776) 548,621 Income tax expense — — (147,729) (147,729) Net income and comprehensive income $ 747,418 27,979 (374,505) 400,892 (1) Corporate expenses that are not directly attributable to either the gathering and processing or water handling segments. 48 Table of Contents The operating data for Antero Midstream is as follows: Amount of Year Ended December 31, Increase Percentage 2023 2024 or Decrease Change Operating Data: Gathering—low pressure (MMcf) 1,202,510 1,199,804 (2,706) * Compression (MMcf) 1,186,641 1,193,306 6,665 1 % Gathering—high pressure (MMcf) 1,068,292 1,102,673 34,381 3 % Fresh water delivery (MBbl) 39,072 34,626 (4,446) (11) % Other fluid handling (MBbl) 20,084 19,615 (469) (2) % Wells serviced by fresh water delivery 76 61 (15) (20) % Gathering—low pressure (MMcf/d) 3,295 3,278 (17) (1) % Compression (MMcf/d) 3,251 3,260 9 * Gathering—high pressure (MMcf/d) 2,927 3,013 86 3 % Fresh water delivery (MBbl/d) 107 95 (12) (11) % Other fluid handling (MBbl/d) 55 54 (1) (2) % Average Realized Fees (1) : Average gathering—low pressure fee ($/Mcf) $ 0.35 0.36 0.01 3 % Average compression fee ($/Mcf) $ 0.21 0.21 — * Average gathering—high pressure fee ($/Mcf) $ 0.21 0.22 0.01 5 % Average fresh water delivery fee ($/Bbl) $ 4.21 4.31 0.10 2 % Joint Venture Operating Data: Processing—Joint Venture (MMcf) 581,785 588,583 6,798 1 % Fractionation—Joint Venture (MBbl) 14,135 14,640 505 4 % Processing—Joint Venture (MMcf/d) 1,594 1,608 14 1 % Fractionation—Joint Venture (MBbl/d) 39 40 1 3 % * Not meaningful or applicable.
Biggest changeYear Ended December 31, 2024 Compared to Year Ended December 31, 2025 The operating results of our reportable segments are as follows: Year Ended December 31, 2024 Gathering and Water Consolidated (in thousands) Processing Handling Unallocated (1) Total Revenues: Revenue–Antero Resources $ 926,063 248,858 — 1,174,921 Revenue–third-party — 1,944 — 1,944 Amortization of customer relationships (37,086) (33,586) — (70,672) Total revenues 888,977 217,216 — 1,106,193 Operating expenses: Direct operating 103,053 114,923 — 217,976 General and administrative (excluding equity-based compensation) 28,814 8,279 4,661 41,754 Equity-based compensation 35,535 7,800 997 44,332 Facility idling — 1,721 — 1,721 Depreciation 84,398 55,602 — 140,000 Impairment of property and equipment 332 — — 332 Other operating expense — 912 — 912 Total operating expenses 252,132 189,237 5,658 447,027 Operating income 636,845 27,979 (5,658) 659,166 Other income (expense): Interest expense, net — — (207,027) (207,027) Equity in earnings of unconsolidated affiliates 110,573 — — 110,573 Loss on early extinguishment of debt — — (14,091) (14,091) Total other income (expense) 110,573 — (221,118) (110,545) Income before income taxes 747,418 27,979 (226,776) 548,621 Income tax expense — — (147,729) (147,729) Net income and comprehensive income $ 747,418 27,979 (374,505) 400,892 (1) Corporate expenses that are not directly attributable to either the gathering and processing or water handling segments. 46 Table of Contents Year Ended December 31, 2025 Gathering and Water Consolidated (in thousands) Processing Handling Unallocated (1) Total Revenues: Revenue–Antero Resources $ 987,284 269,399 — 1,256,683 Revenue–third-party — 2,415 — 2,415 Amortization of customer relationships (37,086) (33,586) — (70,672) Total revenues 950,198 238,228 — 1,188,426 Operating expenses: Direct operating 107,846 124,064 — 231,910 General and administrative (excluding equity-based compensation) 21,394 14,879 5,703 41,976 Equity-based compensation 30,025 14,789 1,144 45,958 Facility idling — 1,801 — 1,801 Depreciation 76,559 57,751 — 134,310 Impairment of property and equipment — 984 — 984 Loss on long-lived assets 82,960 3,666 — 86,626 Other operating expense, net — 192 — 192 Total operating expenses 318,784 218,126 6,847 543,757 Operating income 631,414 20,102 (6,847) 644,669 Other income (expense): Interest expense, net — — (190,404) (190,404) Equity in earnings of unconsolidated affiliates 116,439 — — 116,439 Loss on early extinguishment of debt — — (1,313) (1,313) Transaction expense — — (5,195) (5,195) Total other income (expense) 116,439 — (196,912) (80,473) Income before income taxes 747,853 20,102 (203,759) 564,196 Income tax expense — — (151,033) (151,033) Net income and comprehensive income $ 747,853 20,102 (354,792) 413,163 (1) Corporate expenses that are not directly attributable to either the gathering and processing or water handling segments. 47 Table of Contents The operating data for Antero Midstream is as follows: Amount of Year Ended December 31, Increase Percentage 2024 2025 or Decrease Change Operating Data: Gathering—low pressure (MMcf) 1,199,804 1,247,889 48,085 4 % Compression (MMcf) 1,193,306 1,243,205 49,899 4 % Gathering—high pressure (MMcf) 1,102,673 1,158,138 55,465 5 % Fresh water delivery (MBbl) 34,626 35,342 716 2 % Other fluid handling (MBbl) 19,615 20,837 1,222 6 % Wells serviced by fresh water delivery 61 75 14 23 % Gathering—low pressure (MMcf/d) 3,278 3,419 141 4 % Compression (MMcf/d) 3,260 3,406 146 4 % Gathering—high pressure (MMcf/d) 3,013 3,173 160 5 % Fresh water delivery (MBbl/d) 95 97 2 2 % Other fluid handling (MBbl/d) 54 57 3 6 % Average Realized Fees (1) : Average gathering—low pressure fee ($/Mcf) $ 0.36 0.36 — * Average compression fee ($/Mcf) $ 0.21 0.22 0.01 5 % Average gathering—high pressure fee ($/Mcf) $ 0.22 0.23 0.01 5 % Average fresh water delivery fee ($/Bbl) $ 4.31 4.37 0.06 1 % Joint Venture Operating Data: Processing—Joint Venture (MMcf) 588,583 615,688 27,105 5 % Fractionation—Joint Venture (MBbl) 14,640 14,600 (40) * Processing—Joint Venture (MMcf/d) 1,608 1,687 79 5 % Fractionation—Joint Venture (MBbl/d) 40 40 — * * Not meaningful or applicable.
Fresh water operating costs vary with the miles of pipeline, number of pumping stations and the number of well completions in the Appalachian Basin for which we deliver fresh water and number of impoundments in our water system. Other fluid handling costs relate to contract services performed by us and third parties.
Fresh water operating costs vary with the miles of pipeline, number of pumping stations and number of well completions in the Appalachian Basin for which we deliver fresh water and number of impoundments in our water system. Other fluid handling costs relate to contract services performed by us and third parties.
In order to manage the inflation risk present in the United States’ economy, the Federal Reserve utilized monetary policy in the form of interest rate increases beginning in March 2022 in an effort to bring the inflation rate in line with its stated goal of 2% on a long-term basis.
In order to manage the inflation risk present in the United States’ economy, the Federal Reserve utilized monetary policy in the form of interest rate increases beginning in 2022 in an effort to bring the inflation rate in line with its stated goal of 2% on a long-term basis.
This forward-looking information provides indicators of how we view and manage our ongoing market risk exposures. 53 Table of Contents Commodity Price Risk Our gathering and compression and water services agreements with Antero Resources provide for fixed-fee and cost of service fee structures, and we intend to continue to pursue additional fixed- fee or cost of service fee opportunities with Antero Resources and third parties in order to avoid direct commodity price exposure.
This forward-looking information provides indicators of how we view and manage our ongoing market risk exposures. 52 Table of Contents Commodity Price Risk Our gathering and compression and water services agreements with Antero Resources provide for fixed-fee and cost of service fee structures, and we intend to continue to pursue additional fixed- fee or cost of service fee opportunities with Antero Resources and third parties in order to avoid direct commodity price exposure.
See Note 5—Revenue to our consolidated financial statements for additional information on our gathering and compression agreements. ● Water Handling. Our fresh water delivery systems and other fluid handling services support well completion and production operations for Antero Resources. These services are provided by us directly or through third-parties with which we contract.
See Note 6—Revenue to our consolidated financial statements for additional information on our gathering and compression agreements. ● Water Handling. Our fresh water delivery systems and other fluid handling services support well completion and production operations for Antero Resources. These services are provided by us directly or through third-parties with which we contract.
See Note 6—Property and Equipment to our consolidated financial statements for additional information on our asset classes and estimated lives of our assets. ● Impairment . We evaluate our long- lived assets for impairment when events or changes in circumstances indicate that the related carrying values of the assets may not be recoverable.
See Note 7—Property and Equipment to our consolidated financial statements for additional information on our asset classes and estimated lives of our assets. ● Impairment . We evaluate our long- lived assets for impairment when events or changes in circumstances indicate that the related carrying values of the assets may not be recoverable.
We receive a low pressure gathering fee per Mcf, a compression fee per Mcf and a high pressure gathering fee per Mcf, as applicable, substantially all of which are subject to annual CPI-based adjustments. Additionally, our gathering and compression agreements provide for certain minimum volume commitments for gathering and compression services that run to 2034.
We receive a low pressure gathering fee per Mcf, a compression fee per Mcf and a high pressure gathering fee per Mcf, as applicable, substantially all of which are subject to annual CPI-based adjustments. Additionally, our gathering and compression agreements provide for certain minimum volume commitments for gathering and compression services that run to 2035.
Our interest expense also includes amortization of deferred financing costs incurred in connection with our Credit Facility and senior notes and amortization of senior notes premiums. See Note 8—Long-Term Debt to our consolidated financial statements for additional information on our debt agreements. ● Income tax expense .
Our interest expense also includes amortization of deferred financing costs incurred in connection with our Credit Facility and senior notes and amortization of senior notes premiums. See Note 9—Long-Term Debt to our consolidated financial statements for additional information on our debt agreements. ● Income tax expense .
We have a long-term water services agreement covering Antero Resources’ approximately 567,000 gross acres in West Virginia and Ohio, with a right of first offer on all future areas of operation. The initial term of the water services agreement runs to 2035.
We have a long-term water services agreement covering Antero Resources’ approximately 566,000 gross acres in West Virginia and Ohio, with a right of first offer on all future areas of operation. The initial term of the water services agreement runs to 2035.
We are subject to state and federal income taxes, but are currently not in a cash tax paying position with respect to federal income taxes. We record a valuation allowance when we believe all or a portion of our deferred income tax assets will not be realized.
We are subject to state and U.S. federal income taxes, but are currently not in a cash tax paying position with respect to U.S. federal income taxes. We record a valuation allowance when we believe all or a portion of our deferred income tax assets will not be realized.
Code of Ethics We intend to satisfy the disclosure requirement under Item 5.05 of Form 8-K relating to amendments to or waivers from any provision of our Corporate Code of Business Conduct and Ethics applicable to our principal executive officer, principal financial officer, principal accounting officer and other persons performing similar functions by posting such information in the “Governance” subsection of our website at www.anteromidstream.com . 55 Table of Contents
Code of Ethics We intend to satisfy the disclosure requirement under Item 5.05 of Form 8-K relating to amendments to or waivers from any provision of our Corporate Code of Business Conduct and Ethics applicable to our principal executive officer, principal financial officer, principal accounting officer and other persons performing similar functions by posting such information in the “Governance” subsection of our website at www.anteromidstream.com .
Management’s Discussion and Analysis of Financial Condition and Results of Operations —Capital Resources and Liquidity” in our Annual Report on Form 10-K for the year ended December 31, 2023 for a discussion of the cash flows for the year ended December 31, 2022 compared to the year ended December 31, 2023.
Management’s Discussion and Analysis of Financial Condition and Results of Operations —Capital Resources and Liquidity” in our Annual Report on Form 10-K for the year ended December 31, 2024 for a discussion of the cash flows for the year ended December 31, 2023 compared to the year ended December 31, 2024.
Based upon that evaluation, our principal executive officer and principal financial officer concluded that our disclosure controls and procedures were effective as of December 31, 2024 at a reasonable assurance level. 54 Table of Contents Changes in Internal Control Over Financial Reporting There have been no changes in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the three months ended December 31, 2024 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
Based upon that evaluation, our principal executive officer and principal financial officer concluded that our disclosure controls and procedures were effective as of December 31, 2025 at a reasonable assurance level. 53 Table of Contents Changes in Internal Control Over Financial Reporting There have been no changes in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the three months ended December 31, 2025 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
Management’s Discussion and Analysis of Financial Condition and Results of Operations —Results of Operations” in our 2023 Annual Report on Form 10-K for a discussion of the results of operations for the year ended December 31, 2022 compared to the year ended December 31, 2023.
Management’s Discussion and Analysis of Financial Condition and Results of Operations —Results of Operations” in our 2024 Annual Report on Form 10-K for a discussion of the results of operations for the year ended December 31, 2023 compared to the year ended December 31, 2024.
We base our estimates on historical experience and various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the reported amounts in our consolidated financial statements that are not readily apparent from other sources.
We base our estimates on historical experience and various other assumptions that are believed to 51 Table of Contents be reasonable under the circumstances, the results of which form the basis for making judgments about the reported amounts in our consolidated financial statements that are not readily apparent from other sources.
Additionally, we monitor our existing assets and look for opportunities to reuse or otherwise repurpose assets in an effort to optimize our capital efficiency. Debt Agreements We may, from time to time, seek to retire or purchase our outstanding debt through cash purchases and/or exchanges for equity securities, open market purchases, privately negotiated transactions or otherwise.
Additionally, we monitor our existing assets and look for opportunities to reuse or otherwise repurpose assets in an effort to optimize our capital efficiency. Debt Agreements We may, from time to time, seek to retire or purchase our outstanding debt through cash purchases, open market purchases, privately negotiated transactions or otherwise.
Any such repurchases will depend on prevailing market conditions, our liquidity requirements, contractual restrictions and other factors. The amounts involved could be material. We were in compliance with all covenants and ratios applicable to our debt agreements as of December 31, 2023 and 2024. See Note 8—Long-Term Debt to our consolidated financial statements for additional information.
Any such repurchases will depend on prevailing market conditions, our liquidity requirements, contractual restrictions and other factors. We were in compliance with all covenants and ratios applicable to our debt agreements as of December 31, 2024 and 2025. The amounts involved could be material. See Note 9—Long-Term Debt to our consolidated financial statements for additional information.
Our assets consist of gathering pipelines, compressor stations and interests in processing and fractionation plants that collect and process production from Antero Resources’ wells in the Appalachian Basin in West Virginia and Ohio. Our assets also include two independent water handling systems that deliver water from the Ohio River and several regional waterways.
Our assets consist of gathering pipelines, compressor stations and interests in processing and fractionation plants that collect and process production from the Appalachian Basin in West Virginia and Ohio. Our assets also include two independent water handling systems that deliver water from the Ohio River and several regional waterways.
ITEM 6. Reserved 42 Table of Contents Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our consolidated financial statements and related notes included elsewhere in this report.
ITEM 6. Reserved Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our consolidated financial statements and related notes included elsewhere in this report.
Gathering and compression operating costs vary with the miles of pipeline and number of compressor stations in our gathering and compression system. Fresh water operating expenses consist primarily of labor, pigging, monitoring, repair and maintenance and contract services.
Gathering and compression operating costs consist primarily of labor, water disposal, pigging, fuel, monitoring, repair and maintenance, utilities and contract services. Gathering and compression operating costs vary with the miles of pipeline and number of compressor stations in our gathering and compression system. Fresh water operating expenses consist primarily of labor, pigging, monitoring, repair and maintenance and contract services.
Based on this evaluation, our management concluded that our internal control over financial reporting was effective as of December 31, 2024.
Based on this evaluation, our management concluded that our internal control over financial reporting was effective as of December 31, 2025.
Our Board also declared a cash dividend of $137,500 on our Series A Preferred Stock that will be paid on February 14, 2025 in accordance with their terms. As of December 31, 2024, there were dividends in the amount of $68,750 accumulated in arrears on our Series A Preferred Stock.
Our Board also declared a cash dividend of $137,500 on our Series A Preferred Stock that will be paid on February 17, 2026 in accordance with their terms. As of December 31, 2025, there were dividends in the amount of $68,750 accumulated in arrears on our Series A Preferred Stock.
During the year ended December 31, 2024, we paid dividends of $0.90 per share, or a total of $438 million, to holders of our common stock, as applicable, and we paid $550,000 of dividends on our Series A Preferred Stock.
During the year ended December 31, 2025, we paid dividends of $0.90 per share, or a total of $439 million, to holders of our common stock, as applicable, and we paid $550,000 of dividends on our Series A Preferred Stock.
The 2032 Notes are unsecured and effectively subordinated to the Credit Facility to the extent of the value of the collateral securing the Credit Facility.
The 2033 Notes are unsecured and effectively subordinated to the Credit Facility to the extent of the value of the collateral securing the Credit Facility.
We are subject to state and federal income taxes but are currently not in a cash tax paying position with respect to state and federal income taxes.
We are subject to state and U.S. federal income taxes but are currently not in a material cash tax paying position with respect to state and U.S. federal income taxes.
Our deferred income tax assets result primarily from net operating loss carryforwards. As of December 31, 2024, we had U.S. federal NOL carryforwards of $438 million and state NOL carryforwards of $505 million. The Company currently considers all of its deferred income tax assets, except for those related to charitable contributions, realizable.
Our deferred income tax assets result primarily from net operating loss carryforwards. As of December 31, 2025, we had U.S. federal NOL carryforwards of $557 million and state NOL carryforwards of $406 million. The Company currently considers all of its deferred income tax assets, except for those related to charitable contributions, realizable.
Capital Resources and Liquidity Sources and Uses of Cash Capital resources and liquidity are provided by operating cash flows, available borrowings under our Credit Facility and capital market transactions. See Note 8—Long-Term Debt to our consolidated financial statements for additional information.
Capital Resources and Liquidity Sources and Uses of Cash Capital resources and liquidity are provided by operating cash flows, available borrowings under our Credit Facility, our Utica Shale Divestiture and capital market transactions. See Note 3—Transactions and Note 9—Long-Term Debt to our consolidated financial statements for additional information.
Our low pressure gathering, compression and high pressure gathering services support production operations for Antero Resources. Our gathering and processing revenues are driven by the volumes of natural gas we gather and compress.
Sources of Our Revenues The following items are the primary components of our revenues: ● Gathering and Processing. Our low pressure gathering, compression and high pressure gathering services support production operations for Antero Resources. Our gathering and processing revenues are driven by the volumes of natural gas we gather and compress.
(1) The average realized fees for the year ended December 31, 2024 include annual CPI-based adjustments of approximately 1.6%. Revenues. Total revenues increased by 6%, from $1.0 billion for the year ended December 31, 2023, to $1.1 billion for the year ended December 31, 2024.
(1) The average realized fees for the year ended December 31, 2025 include annual CPI-based adjustments of approximately 1.6%. Revenues. Total revenues increased by 7%, from $1.1 billion for the year ended December 31, 2024, to $1.2 billion for the year ended December 31, 2025.
On January 14, 2025, the Board declared a cash dividend on the shares of our common stock of $0.2250 per share for the quarter ended December 31, 2024. The dividend was paid on February 12, 2025 to stockholders of record as of January 29, 2025.
On January 14, 2026, the Board declared a cash dividend on the shares of our common stock of $0.2250 per share for the quarter ended December 31, 2025. The dividend was paid on February 11, 2026 to stockholders of record as of January 28, 2026.
Year Ended December 31, 2022 Compared to Year Ended December 31, 2023 See “Item 7.
Year Ended December 31, 2023 Compared to Year Ended December 31, 2024 See “Item 7.
The 2032 Notes rank pari passu to our other outstanding senior notes and are guaranteed on a full and unconditional and joint and several senior unsecured basis by our wholly owned subsidiaries and certain of our future restricted subsidiaries. The net proceeds from this offering were used to repay outstanding borrowings on the Credit Facility.
The 2033 Notes rank pari passu to our other outstanding senior notes and are guaranteed on a full and unconditional and joint and several senior unsecured basis by our wholly owned subsidiaries and certain of our future restricted subsidiaries. The net proceeds from this offering were used to redeem the 2027 Notes.
Net cash provided by operating activities was $779 million and $844 million for the years ended December 31, 2023 and 2024, respectively.
Net cash provided by operating activities was $844 million and $932 million for the years ended December 31, 2024 and 2025, respectively.
Net cash used in financing activities was $596 million and $601 million for the years ended December 31, 2023 and 2024, respectively.
Net cash used in financing activities was $601 million and $500 million for the years ended December 31, 2024 and 2025, respectively.
Our water handling operations are substantially dependent upon the number of wells drilled and completed by Antero Resources, as well as Antero Resources’ production. As of December 31, 2024, Antero Resources had disclosed estimated net proved reserves of 17.9 Tcfe, of which 59% was natural gas, 40% were NGLs and 1% was oil.
Our water handling operations are substantially dependent upon the number of wells drilled and completed by Antero Resources, as well as Antero Resources’ production. As of December 31, 2025, Antero Resources had disclosed estimated net proved reserves of 19.1 Tcfe, of which 61% was natural gas, 38% were NGLs and 1% was oil.
Equity in earnings of unconsolidated affiliates. Equity in earnings in unconsolidated affiliates increased by 5%, from $105 million for the year ended December 31, 2023 to $111 million for the year ended December 31, 2024 primarily due to increased processing and fractionation volumes and higher processing and fractionation fees as a result of annual CPI-based adjustments between periods .
Equity in earnings in unconsolidated affiliates increased by 5%, from $111 million for the year ended December 31, 2024 to $116 million for the year ended December 31, 2025 primarily due to increased processing volumes and higher processing and fractionation fees as a result of annual CPI-based adjustments between periods . Loss on early extinguishment of debt.
As of December 31, 2024, we had $484 million of borrowings and no letters of credit outstanding under the New Credit Facility. A 1.0% increase in the Credit Facility interest rate would have resulted in an estimated $4 million increase in interest expense for the year ended December 31, 2024.
As of December 31, 2025, we had no outstanding borrowings or letters of credit under the Credit Facility. A 1.0% increase in the Credit Facility interest rate would have resulted in an estimated $5 million increase in interest expense for the year ended December 31, 2025.
Between March 2022 and July 2023, the Federal Reserve increased the federal funds interest rate by 5.25%. During the second half of 2024, inflation rates began to approach the Federal Reserve’s stated goal of 2%, and the Federal Reserve decreased the federal funds rate by 1.0% between September and December 2024.
Between 2022 and 2023, the Federal Reserve increased the federal funds interest rate by 5.25%. During the second half of 2024, inflation rates began to approach the Federal Reserve’s stated goal of 2%, and the Federal Reserve decreased the federal funds rate by 1.75% in 2024 and 2025.
Total revenues included amortization of customer relationships of $71 million during each of the years ended December 31, 2023 and 2024. Gathering and processing revenues increased by 10%, from $805 million for the year ended December 31, 2023 to $889 million for the year ended December 31, 2024.
Total revenues included amortization of customer relationships of $71 million for each of the years ended December 31, 2024 and 2025. Gathering and processing revenues increased by 7%, from $889 million for the year ended December 31, 2024 to $950 million for the year ended December 31, 2025.
Low pressure gathering volumes decreased between periods primarily due to natural production decline from wells connected to our system, partially offset by 51 additional wells being connected to our system since December 31, 2023 . ● Compression revenue increased $6 million period over period due to increased throughput volumes of 7 Bcf, or 9 MMcf/d, and increased compression rates as a result of annual CPI-based adjustments.
Low pressure gathering volumes increased between periods primarily due to 78 additional wells being connected to our system since December 31, 2024, partially offset by natural production decline of the wells connected to our system between periods . ● Compression revenue increased $16 million period over period primarily due to increased throughput volumes of 50 Bcf, or 146 MMcf/d, and increased compression rates as a result of annual CPI-based adjustments.
Market Conditions and Business Trends Commodity Markets Benchmark prices for natural gas decreased significantly, while benchmark prices for oil remained relatively consistent and NGLs increased during the year ended December 31, 2024 as compared to the year ended December 31, 2023.
Market Conditions and Business Trends Commodity Markets Benchmark prices for natural gas and ethane increased significantly, while benchmark prices for C3+ NGL’s and oil decreased during the year ended December 31, 2025 as compared to the year ended December 31, 2024.
Results of Operations We have two reportable segments: (i) gathering and processing and (ii) water handling. The gathering and processing segment includes a network of gathering pipelines and compressor stations that collect and process production from Antero Resources’ wells in the Appalachian Basin, as well as equity in earnings from our investments in the Joint Venture and Stonewall.
The gathering and processing segment includes a network of gathering pipelines and compressor stations that collect and process production from Antero Resources’ wells in the Appalachian Basin, as well as equity in earnings from our investments in the Joint Venture and Stonewall.
As of December 31, 2024, we did not have any off-balance sheet arrangements. Cash Flows The following table summarizes our cash flows for the years ended December 31, 2023 and 2024: Year Ended December 31, (in thousands) 2023 2024 Net cash provided by operating activities $ 779,063 843,994 Net cash used in investing activities (183,206) (242,733) Net cash used in financing activities (595,791) (601,327) Net increase (decrease) in cash and cash equivalents $ 66 (66) Year Ended December 31, 2023 Compared to Year Ended December 31, 2024 Operating Activities.
As of December 31, 2025, we did not have any off-balance sheet arrangements. Cash Flows The following table summarizes our cash flows for the years ended December 31, 2024 and 2025: Year Ended December 31, (in thousands) 2024 2025 Net cash provided by operating activities $ 843,994 932,464 Net cash used in investing activities (242,733) (169,212) Net cash used in financing activities (601,327) (500,317) Net increase (decrease) in cash, cash equivalents and restricted cash $ (66) 262,935 Year Ended December 31, 2024 Compared to Year Ended December 31, 2025 Operating activities.
Direct operating expenses. Direct operating expenses increased by 2% , from $ 213 million for the year ended December 31, 2023 to $218 million for the year ended December 31, 2024.
Direct operating expenses. Direct operating expenses increased by 6% , from $ 218 million for the year ended December 31, 2024 to $232 million for the year ended December 31, 2025.
Gathering and processing direct operating expenses increased by 8% from $ 96 million for the year ended December 31, 2023 to $103 million for the year ended December 31, 2024 primarily due to increased high pressure gathering and compression volumes between periods and our acquisition of two compressor stations and 48 miles of high pressure gathering lines during the second quarter of 2024.
Gathering and processing direct operating expenses increased by 5% from $ 103 million for the year ended December 31, 2024 to $108 million for the year ended December 31, 2025 primarily due to increased gathering and compression volumes, higher costs for the two compressor stations and 48 miles of high pressure gathering lines acquired during the second quarter of 2024 and increased heavy maintenance expense between periods.
Antero Resources’ has a vast drilling inventory of horizontal well locations in the Appalachian Basin, all of which are on acreage dedicated to us, providing us with significant opportunity for future capital investments as Antero Resources’ drilling program continues. See Note 5—Revenue to our consolidated financial statements for additional information on our water services agreement.
Antero Resources’ has a vast drilling inventory of horizontal well locations in the Appalachian Basin, all of which are on acreage dedicated to us, providing us with significant opportunity for future capital investments as Antero Resources’ drilling program continues.
PART III Item 10. Director s, Executive Officers, and Corporate Governance Pursuant to General Instruction G(3) to Form 10-K, we incorporate by reference into this Item the information to be disclosed in our definitive proxy statement for our 2025 Annual Meeting of Stockholders.
Item 9C. disclosure regarding foreign jurisdictions that prevent inspections Not applicable. 54 Table of Contents PART III Item 10. Director s, Executive Officers, and Corporate Governance Pursuant to General Instruction G(3) to Form 10-K, we incorporate by reference into this Item the information to be disclosed in our definitive proxy statement for our 2026 Annual Meeting of Stockholders.
Our other fluid handling costs consist of labor, monitoring and repair and maintenance costs. The other primary drivers of our direct operating expense include maintenance and contract services, regulatory and compliance expense and ad valorem taxes. 45 Table of Contents ● General and Administrative.
Our other fluid handling costs consist of labor, monitoring and repair and maintenance costs. The other primary drivers of our direct operating expense include maintenance and contract services, regulatory and compliance expense and ad valorem taxes. ● General and Administrative. Our general and administrative expenses include direct charges incurred by us and costs charged by Antero Resources.
Our general and administrative expenses include direct charges incurred by us and costs charged by Antero Resources. These costs relate to: (i) various business services, including payroll processing, accounts payable processing and facilities management, (ii) various corporate services, including legal, accounting, treasury, information technology and human resources and (iii) compensation, including certain equity-based compensation.
These costs relate to: (i) various business services, including payroll processing, accounts payable processing and facilities management, (ii) various corporate services, including legal, accounting, treasury, information technology and human resources and (iii) compensation, including certain equity-based compensation.
The effectiveness of our internal control over financial reporting as of December 31, 2024 has been audited by KPMG LLP, an independent registered public accounting firm, as stated in their report which appears on page F-2 in this Annual Report on Form 10-K. Item 9 B. Other Information None. Item 9C. disclosure regarding foreign jurisdictions that prevent inspections Not applicable.
The effectiveness of our internal control over financial reporting as of December 31, 2025 has been audited by KPMG LLP, an independent registered public accounting firm, as stated in their report which appears on page F-2 in this Annual Report on Form 10-K. Item 9B.
Loss on early extinguishment of debt. During the year ended December 31, 2024, we repurchased or otherwise fully redeemed the $550 million aggregate principal amount of our 2026 Notes at a weighted average premium of 101.975% of the principal amount thereof, plus accrued and unpaid interest, and recognized a loss on early debt extinguishment of $14 million.
During the year ended December 31, 2024, we recognized a loss on early extinguishment of debt of $14 million related to the premium paid to repurchase or otherwise fully redeem all of our 2026 Notes at a weighted average premium of 101.975% of the principal amount thereof, plus accrued and unpaid interest, as well as the write-off of unamortized deferred financing costs.
The increase in cash used in investing activities between periods was primarily due to our acquisition of gathering and compression assets during the second quarter of 2024 of $70 million, before closing adjustments, and increased capital spending for our gathering systems and facilities of $12 million, partially offset by decreased capital spending for our water handling systems of $23 million between periods.
The decrease in cash flows used in investing activities between periods was primarily due to our acquisition of gathering and compression assets during the second quarter of 2024 of $70 million, before closing adjustments, and lower capital spending related to our gathering systems and facilities of $50 million, partially offset by higher capital spending on our water handling systems of $40 million and additional investment in Stonewall of $4 million between periods.
Water handling revenues decreased by 8%, from $237 million for the year ended December 31, 2023 to $217 million for the year ended December 31, 2024.
Water handling revenues increased by 10%, from $217 million for the year ended December 31, 2024 to $238 million for the year ended December 31, 2025.
Capital Investments Our capital expenditures were as follows: Year Ended December 31, (in thousands) 2023 2024 Gathering systems and facilities $ 132,112 131,920 Water handling systems 52,620 27,011 Investments in unconsolidated affiliates 262 2,393 Total capital expenditures $ 184,994 161,324 On February 12, 2025, we announced a 2025 capital budget with a range of $170 million to $200 million.
Capital Investments Our capital expenditures were as follows: Year Ended December 31, (in thousands) 2024 2025 Gathering systems and facilities $ 131,920 91,115 Water handling systems 27,011 80,937 Investments in unconsolidated affiliates 2,393 6,653 Total capital expenditures $ 161,324 178,705 On February 11, 2026, we announced a 2026 capital budget with a range of $190 million to $220 million.
The high pressure gathering volumes increased period over period primarily due to 51 additional wells being connected to our high pressure system since December 31, 2023. 49 Table of Contents Water Handling ● Fresh water delivery revenue decreased $16 million period over period primarily due to decreased fresh water delivery volumes of 4 MMBbl , or 12 MBbl/d, partially offset by an increase to the fresh water delivery rate for our long-term contract with Antero Resources as a result of the annual CPI-based adjustment.
High pressure gathering volumes increased between periods primarily due to 78 additional wells being connected to our system since December 31, 2024, partially offset by natural production decline of the wells connected to our system between periods. 48 Table of Contents Water Handling ● Fresh water delivery revenue increased $5 million period over period primarily due to increased fresh water delivery volumes of 1 MMBbl , or 2 MBbl/d, and an increase to the fresh water delivery rate as a result of an annual CPI-based adjustment.
This increase was primarily due to $5 million related to assets placed in service between periods and $1 million for our assets acquired during the second quarter of 2024, partially offset by $2 million of lower expense between periods related to our program to repurpose underutilized compressor units to expand existing or construct new compressor stations. Loss on asset sale.
Depreciation expense decreased by 4%, from $140 million for the year ended December 31, 2024 to $134 million for the year ended December 31, 2025 primarily due to lower depreciation expense of $11 million related to our program to repurpose underutilized compressor units to expand existing or construct new compressor stations between periods, partially offset by depreciation expense of $4 million related to assets placed in service between periods and higher depreciation expense of $1 million for our assets acquired during the second quarter of 2024.
See Note 8—Long-Term Debt to our consolidated financial statements for additional information.
See Note 9—Long-Term Debt to our consolidated financial statements for additional information. Equity in earnings of unconsolidated affiliates.
These fluctuations primarily resulted from the following: Gathering and Processing ● Low pressure gathering revenue increased $59 million period over period primarily due to lower growth incentive rebates of $52 million due to the expiration of the program on December 31, 2023 and increased low pressure gathering rates as a result of annual CPI-based adjustments, partially offset by decreased throughput volumes of 3 Bcf, or 17 MMcf/d.
These fluctuations primarily resulted from the following: Gathering and Processing ● Low pressure gathering revenue increased $24 million period over period primarily due to increased throughput volumes of 48 Bcf, or 141 MMcf/d, and increased low pressure gathering rates as a result of annual CPI-based adjustments.
Water handling direct operating expenses decreased by 2% , from $ 117 million for the year ended December 31, 2023 to $115 million for the year ended December 31, 2024 primarily due to decreased fresh water and other fluid handling volumes between periods, partially offset by increased pipeline maintenance, repair and monitoring activities. General and administrative (excluding equity-based compensation) expenses.
Water handling direct operating expenses increased by 8% , from $ 115 million for the year ended December 31, 2024 to $124 million for the year ended December 31, 2025 primarily due to increased other fluid handling volumes, higher wastewater trucking and disposal costs, and increased blending costs between periods. General and administrative (excluding equity-based compensation) expenses.
The shares may be repurchased from time to time in open market transactions, through privately negotiated transactions or by other means in accordance with federal securities laws.
As of December 31, 2025, we have approximately $336 million of capacity remaining under our share repurchase program. The shares may be repurchased from time to time in open market transactions, through privately negotiated transactions or by other means in accordance with federal securities laws.
There was no loss on early extinguishment of debt for the year ended December 31, 2023. See Note 8—Long-Term Debt to our consolidated financial statements for additional information. Income tax expense.
There was no loss on long-lived assets during the year ended December 31, 2024. See Note 3—Transactions to our consolidated financial statements for additional information. Interest expense.
The amount of deferred income tax assets considered realizable, however, could change as we generate taxable income or as estimates of future taxable income are reduced. See Note 7—Income Taxes to our consolidated financial statements for additional information on our deferred income tax position and income tax expense.
The amount of deferred income tax assets considered realizable, however, could change as we generate taxable income or as estimates of future taxable income are reduced.
Actual results may differ from these estimates and assumptions used in preparation of our financial statements. 52 Table of Contents Property and Equipment Property and equipment primarily consists of gathering pipelines, compressor stations and the water handling assets.
Actual results may differ from these estimates and assumptions used in preparation of our financial statements. Property and Equipment Property and equipment primarily consists of gathering pipelines, compressor stations and the water handling assets. We evaluate our long-lived assets for impairment when events or changes in circumstances indicate that the related carrying values of the assets may not be recoverable.
See Note 11—Cash Dividends and Note 12—Equity and Net Income Per Common Share to our consolidated financial statements for additional information. We expect our future cash requirements relating to working capital, capital expenditures, acquisitions and quarterly cash dividends to our stockholders will be funded from cash flows internally generated from our operations or borrowings under the Credit Facility.
We expect our future cash requirements relating to working capital, capital expenditures, acquisitions and quarterly cash dividends to our stockholders will be funded from cash flows internally generated from our operations, the net proceeds from the offering of the 2034 Notes, proceeds from our Utica Shale Divestiture and borrowings under the Credit Facility.
Compression volumes increased between periods primarily due to 51 additional wells connected to our system since December 31, 2023 and two compressor stations that were acquired during the second quarter of 2024. ● High pressure gathering revenue increased $19 million period over period primarily due to increased throughput volumes of 34 Bcf, or 86 MMcf /d, our acquisition of 48 miles of high pressure gathering lines during the second quarter of 2024 and increased high pressure gathering rates as a result of an annual CPI-based adjustment.
Compression volumes increased between periods primarily due to 78 additional wells being connected to our system since December 31, 2024, partially offset by natural production decline of the wells connected to our system between periods . ● High pressure gathering revenue increased $21 million period over period primarily due to increased throughput volumes of 55 Bcf, or 160 MMcf /d, and increased high pressure gathering rates as a result of annual CPI-based adjustments.
Fresh water delivery volumes decreased between periods due to fewer wells serviced by our fresh water delivery system as a result of the timing of well completions by Antero Resources. ● Other fluid handling services revenue decreased $4 million period over period primarily due to decreased wastewater handling services and lower high rate transfer volumes during the year ended December 31, 2024, partially offset by higher blending cost of service fees between periods.
Fresh water delivery volumes increased between periods due to the increase in wells serviced by our fresh water delivery system as a result of the timing of well completions by Antero Resources. ● Other fluid handling services revenue increased $16 million period over period primarily due to increased other fluid handling volumes of 1 MMBbl, or 3 MBbl/d, as a result of higher wastewater trucking and blending volumes, as well as higher costs that are billed at cost plus 3% and blending cost of service fees between periods.
See Note 8—Long-Term Debt to our consolidated financial statements for additional information. Issuance of Senior Notes On January 16, 2024, we issued $600 million of 6.625% senior notes due February 1, 2032 (the “2032 Notes”) at par.
See Note 9—Long-Term Debt to our consolidated financial statements for additional information. Issuance of 2034 Notes On December 23, 2025, we issued $600 million in aggregate principal amount of 5.75% senior notes due July 1, 2034 (the “2034 Notes”).
The exact number of shares to be repurchased by us is not guaranteed and the program may be suspended, modified or discontinued at any time without prior notice. The 1% U.S. federal excise tax on certain repurchases of stock by publicly traded U.S. corporations enacted as part of the Inflation Reduction Act of 2022 applies to our share repurchase program.
The exact number of shares to be repurchased by us is not guaranteed and the program may be suspended, modified or discontinued at any time without prior notice.
In the current economic environment, we expect that commodity prices for some or all of the commodities produced by Antero Resources could remain volatile. However, due to Antero Resources’ improved liquidity and leverage position as compared to historical levels, we do not expect to experience significant variability in our throughput volumes resulting from volatile commodity prices.
In the current economic environment, we expect that commodity prices for some or all of the commodities produced by Antero Resources could remain volatile.
Principal Components of Our Cost Structure The following items are the primary components of our operating expenses: ● Direct Operating. We seek to maximize the profitability of our operations in part by minimizing, to the extent appropriate, expenses directly tied to operating and maintaining our assets.
We seek to maximize the profitability of our operations in part by minimizing, to the extent appropriate, expenses directly tied to operating and maintaining our assets. We schedule and conduct preventative maintenance over time to avoid significant variability in our direct operating expense and minimize the impact on our cash flow.
If the carrying values of the assets are deemed not recoverable, the carrying values are reduced to the estimated fair values, which are calculated using the expected present value of future cash flows method. Significant assumptions used in the cash flow forecasts include future net operating margins, future volumes, discount rates and future capital requirements.
Generally, the basis for making such assessments is undiscounted future cash flow projections for the assets being assessed. If the carrying values of the assets are deemed not recoverable, the carrying values are reduced to the estimated fair values, which are calculated using the expected present value of future cash flows method.
Determination of depreciation expense requires judgment regarding the estimated useful lives and salvage values of property and equipment.
Significant assumptions used in the cash flow forecasts include future net operating margins, future volumes, discount rates and future capital requirements. Determination of depreciation expense requires judgment regarding the estimated useful lives and salvage values of property and equipment.
Income tax expense increased by 15% from $128 million for the year ended December 31, 2023 to $148 million for the year ended December 31, 2024, which reflects effective tax rates of 25.7% and 26.9%, respectively. This income tax expense increase was primarily due to higher pre-tax income between periods.
See Note 3—Transactions to our consolidated financial statements for additional information. Income tax expense. Income tax expense increased by 2%, from $148 million for the year ended December 31, 2024 to $151 million for the year ended December 31, 2025, which reflects effective tax rates of 26.9% and 26.8%, respectively.
Interest expense decreased by 5%, from $217 million for the year ended December 31, 2023 to $207 million for the year ended December 31, 2024 primarily due to lower Credit Facility borrowings between periods and the repurchase and redemption of $550 million principal amount of the 2026 Notes during the year ended December 31, 2024, partially offset by the issuance of $600 million principal amount of 2032 Notes during the year ended December 31, 2024.
Interest expense decreased by 8%, from $207 million for the year ended December 31, 2024 to $190 million for the year ended December 31, 2025 primarily due to lower interest expense on our senior notes due to the repurchase and redemption of the 7.875% senior notes due May 15, 2026 (the “2026 Notes”) during the year ended December 31, 2024, and the redemption of the 2027 Notes during the year ended December 31, 2025, as well as lower interest rates on our Credit Facility between periods, partially offset by the issuances of the 6.625% senior notes due February 1, 2032 (the “2032 Notes”), 2033 Notes and 2034 Notes and higher average borrowing on our Credit Facility between periods.
These events have often caused global supply chain disruptions with additional pressure due to trade sanctions on Russia and other global trade restrictions, among others. However, neither our nor Antero Resources’ supply chain has experienced any significant interruptions due to such events.
These events have often caused global supply chain disruptions with additional pressure due to trade sanctions, tariffs, other global trade restrictions and conflicts, including those in the Middle East, Iran and Venezuela, among others.
See Note 10—Equity-Based Compensation to our consolidated financial statements for additional information. Depreciation expense. Depreciation expense increased by 3% from $136 million for the year ended December 31, 2023 to $140 million for the year ended December 31, 2024.
General and administrative expenses (excluding equity-based compensation expense) remained consistent at $42 million for the year ended December 31, 2024 and 2025, respectively. Equity-based compensation expenses. Equity-based compensation expenses remained relatively consistent at $44 million and $46 million for the year ended December 31, 2024 and 2025, respectively. See Note 11—Equity-Based Compensation to our consolidated financial statements for additional information.
The increase in our effective tax rate between periods was primarily due to changes in apportionment of state income taxes during the year ended December 31, 2024. 50 Table of Contents Year Ended December 31, 2022 Compared to Year Ended December 31, 2023 See “Item 7.
This income tax expense increase was primarily due to higher income before income taxes between periods. See Note 8—Income Taxes to our consolidated financial statement for additional information. Year Ended December 31, 2023 Compared to Year Ended December 31, 2024 See “Item 7.
During the year ended December 31, 2024, we repurchased approximately 2 million shares of our common stock through our share repurchase program for a total cost of $29 million. As of December 31, 2024, we have $471 million remaining under our share repurchase program.
The 2027 Notes were retired as of September 23, 2025. See Note 9—Long-Term Debt to our consolidated financial statements for additional information. Share Repurchase Program Through our share repurchase program, during the year ended December 31, 2025, we repurchased and retired approximately 8 million shares of our common stock for a total cost of $135 million.
Economic Indicators The economy experienced elevated inflation levels as a result of global supply and demand imbalances, where global demand outpaced supplies beginning in 2021 and continuing through 2024.
However, due to Antero Resources’ increased scale, liquidity and leverage position as compared to historical levels together with Antero Resources’ increased commodity derivative portfolio, we do not expect to experience significant variability in our throughput volumes resulting from volatile commodity prices. 43 Table of Contents Economic Indicators The economy experienced elevated inflation levels as a result of global supply and demand imbalances, where global demand outpaced supplies beginning in 2021 and continuing through 2024.
These economic variables are beyond our control and may adversely impact our business, financial condition, results of operations and future cash flows. 44 Table of Contents Sources of Our Revenues The following items are the primary components of our revenues: ● Gathering and Processing.
However, our gathering and compression and water agreements provide for annual CPI-based adjustments that mitigate a portion of such inflationary pressures. These economic variables are beyond our control and may adversely impact our business, financial condition, results of operations and future cash flows.
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