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

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Paragraph-level year-over-year comparison of Kinder Morgan'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.

+212 added−249 removedSource: 10-K (2026-02-13) vs 10-K (2025-02-13)

Top changes in Kinder Morgan's 2025 10-K

212 paragraphs added · 249 removed · 169 edited across 7 sections

Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

49 edited+26 added−27 removed162 unchanged
Biggest changeIn addition to environmental and pipeline safety matters, we are subject to regulations extending to such matters as (i) federal, state, local and foreign taxation; (ii) rates (which include reservation, commodity, surcharges, fuel and gas lost and unaccounted for), operating terms and conditions of service; (iii) the types of services we may offer to our customers; (iv) the contracts for service entered into with our customers; (v) the certification and construction of new facilities; (vi) the costs of raw materials, such as steel, which may be affected by tariffs (such as those proposed by the new U.S. presidential administration) or otherwise; (vii) the integrity, safety and security (including against cyber-attacks) of facilities and operations; (viii) the acquisition of other businesses; (ix) the acquisition, extension, disposition or abandonment of services or facilities; (x) reporting and information posting requirements; (xi) the maintenance of accounts and records; and (xii) relationships with affiliated companies involved in various aspects of the natural gas and energy businesses.
Biggest changeIn addition to environmental and pipeline safety matters, we are subject to regulations extending to such matters as (i) federal, state, local and foreign taxation; (ii) rates, operating terms, and conditions of service we may offer to our customers; (iii) the types of services and contracts we may offer to our customers; (iv) permitting, certification, and construction of new facilities; (v) the costs of raw materials, such as steel, which may be affected by tariffs (such as those discussed under “— Changes in U.S. trade policy and the impact of tariffs may have a material adverse effect on our business and results of operations .”) or otherwise; (vi) the integrity, safety and security (including against cyber-attacks) of facilities and operations; (vii) the acquisition of other businesses; (viii) the acquisition, extension, disposition, or abandonment of services or facilities; (ix) reporting and information posting requirements; (x) the maintenance of accounts and records; and (xi) relationships with affiliated companies involved in various aspects of the natural gas and energy businesses.
Federal reserve will continue rate reductions, will not resume rate increases or regarding the pace at which any such reductions or increases could occur.
Federal Reserve will continue rate reductions, or will not resume rate increases, or regarding the pace at which any such reductions or increases could occur.
Negative impacts from a compromised reputation or changes in public opinion (including with respect to the production, transportation and use of hydrocarbons generally) could include increased 26 regulatory oversight and costs, difficulty obtaining rights-of-way and delays in obtaining, or challenges to, regulatory approvals with respect to growth projects, blockades, project cancellations, difficulty securing financing, revenue loss, reduction in customer base, and decreased value of our securities and our business.
Negative impacts from a compromised reputation or changes in public opinion (including with respect to the production, transportation, and use of hydrocarbons generally) could include increased regulatory oversight and costs, difficulty obtaining rights-of-way and delays in obtaining, or challenges to, regulatory approvals with respect to growth projects, blockades, project cancellations, difficulty securing financing, revenue loss, reduction in customer base, and decreased value of our securities and our business.
If we do not comply with any of these requirements, we would be prohibited from operating our vessels in the U.S. coastwise trade and, under certain circumstances, we could be deemed to have undertaken an unapproved transfer to non-U.S. citizens that could result in severe penalties, including permanent loss of U.S. coastwise 35 trading rights for our vessels, fines or forfeiture of vessels.
If we do not comply with any of these requirements, we would be prohibited from operating our vessels in the U.S. coastwise trade and, under certain circumstances, we could be deemed to have undertaken an unapproved transfer to non-U.S. citizens that could result in severe penalties, including permanent loss of U.S. coastwise trading rights for our vessels, fines or forfeiture of vessels.
Decreases in the supply of or demand for natural gas, crude oil and other products could adversely impact the utilization of our assets. Conditions in the business environment generally, such as declining or sustained low commodity prices, supply disruptions, or higher development or production costs, could result in a slowing of supply to our pipelines, terminals and other assets.
Decreases in the supply of or demand for natural gas, crude oil, and other products could adversely impact the utilization of our assets. 23 Conditions in the business environment generally, such as declining or sustained low commodity prices, supply disruptions, or higher development or production costs, could result in a slowing of supply to our pipelines, terminals, and other assets.
In addition, to the extent that companies pursuing development of carbon capture and sequestration technology are successful, they could compete with us for customers who purchase CO 2 for use in enhanced oil recovery operations. 24 The volatility of crude oil, NGL and natural gas prices could adversely affect our business.
In addition, to the extent that companies pursuing development of carbon capture and sequestration technology are successful, they could compete with us for customers who purchase CO 2 for use in enhanced oil recovery operations. The volatility of crude oil, NGL, and natural gas prices could adversely affect our business.
Some of our pipelines, terminals and other assets are located in, and our shipping vessels operate in, areas that are susceptible to hurricanes, earthquakes, flooding and other natural disasters or could be impacted by subsidence and coastal erosion. These natural disasters could potentially damage or destroy our assets and disrupt the supply of the products we transport.
Some of our pipelines, terminals, and other assets are located in, and our shipping vessels operate in, areas that are susceptible to hurricanes, earthquakes, flooding, and other natural disasters or could be impacted by subsidence and coastal 28 erosion. These natural disasters could potentially damage or destroy our assets and disrupt the supply of the products we transport.
These redemption provisions may adversely impact the marketability of our common stock, particularly in markets outside of the U.S. Further, those stockholders would not have control over the timing of such redemption and may be subject to redemption at a time when the market price or timing of the redemption is disadvantageous.
These redemption provisions may adversely impact the marketability 36 of our common stock, particularly in markets outside of the U.S. Further, those stockholders would not have control over the timing of such redemption and may be subject to redemption at a time when the market price or timing of the redemption is disadvantageous.
A significant failure, compromise, breach or interruption in our systems, which may result from problems such as ransomware, malware, computer viruses, hacking attempts or third-party error or malfeasance, could result in a disruption of our operations, customer dissatisfaction, damage to our reputation and a loss of customers or revenues.
A significant failure, 27 compromise, breach, or interruption in our systems, which may result from problems such as ransomware, malware, computer viruses, hacking attempts, or third-party error or malfeasance, could result in a disruption of our operations, customer dissatisfaction, damage to our reputation and a loss of customers or revenues.
“ Business and Properties—Narrative Description of Business—Environmental Matters. ” 33 Increased regulatory requirements relating to the safety and integrity of our pipelines may require us to incur significant capital and operating expenses. We are subject to extensive laws and regulations related to pipeline safety and integrity at the federal and state levels.
“ Business and Properties—Narrative Description of Business—Environmental Matters. ” Increased regulatory requirements relating to the safety and integrity of our pipelines may require us to incur significant capital and operating expenses. We are subject to extensive laws and regulations related to pipeline safety and integrity at the federal and state levels.
These 28 climate-related changes could result in damage to our physical assets, especially operations located in low-lying areas near coasts and river banks, and facilities situated in hurricane-prone and rain-susceptible regions. Natural disasters can similarly affect the facilities of our customers.
These climate-related changes could result in damage to our physical assets, especially operations located in low-lying areas near coasts and river banks, and facilities situated in hurricane-prone and rain-susceptible regions. Natural disasters can similarly affect the facilities of our customers.
For example, the 25 global economic downturn caused by the coronavirus pandemic in 2020 affected numerous industries, including the crude oil and gas industry, the steel industry and specific segments and markets in which we operate, resulting in reduced demand and increased price competition for our products and services.
For example, the global economic downturn caused by the coronavirus pandemic in 2020 affected numerous industries, including the crude oil and gas industry, the steel industry, and specific segments and markets in which we operate, resulting in reduced demand and increased price competition for our products and services.
Efforts by us and our vendors to develop, 27 implement and maintain security measures, including malware and anti-virus software and controls, may not be successful in preventing these events, and any network and information systems-related events could require us to expend significant remedial resources.
Efforts by us and our vendors to develop, implement and maintain security measures, including malware and anti-virus software and controls, may not be successful in preventing these events, and any network and information systems-related events could require us to expend significant remedial resources.
Pipeline safety regulation has increased over time, including recent revised gas and hazardous liquid regulations that we must timely implement, and existing obligations may increase with new proposed rules that are currently under consideration.
Pipeline safety regulation has 33 increased over time, including recent revised gas and hazardous liquid regulations that we must timely implement, and existing obligations may increase with new proposed rules that are currently under consideration.
Our reputation and public opinion could also be impacted by the actions and activities of other companies operating in the energy industry, particularly other energy infrastructure providers, over which we have no control.
Our reputation and public opinion could also be impacted by the actions and activities of other companies operating in the 26 energy industry, particularly other energy infrastructure providers, over which we have no control.
Recovery of such increased costs from our customers is uncertain in all 34 cases and may depend on events beyond our control, including the outcome of future rate proceedings before the FERC.
Recovery of such increased costs from our customers is uncertain in all cases and may depend on events beyond our control, including the outcome of future rate proceedings before the FERC.
Public concern about the potential risks posed by climate change has resulted in increased demand for energy efficiency and a transition to energy provided from renewable energy sources rather than fossil fuels, fuel-efficient alternatives such as hybrid and electric vehicles, and pursuit of other technologies to reduce GHG emissions, such as carbon capture and sequestration.
In recent years, public concern about the potential risks posed by climate change has resulted in increased demand for energy efficiency and a transition to energy provided from renewable energy sources rather than fossil fuels, fuel-efficient alternatives such as hybrid and electric vehicles, and pursuit of other technologies to reduce GHG emissions, such as carbon capture and sequestration.
If capacity on our assets remains unused, our ability to re-contract for expiring capacity at favorable rates or otherwise retain existing customers could be impaired.
If capacity on our assets remains unused, our ability to re- 24 contract for expiring capacity at favorable rates or otherwise retain existing customers could be impaired.
Federal regulators may also expand existing regulatory requirements, such as PHMSA’s recent expansion of gas gathering pipeline regulation and the Congressional mandate under the Pipeline Safety Act that PHMSA regulate the transportation of gaseous CO 2 . Such factors can be exacerbated by public opposition to our projects.
Federal regulators may also expand existing regulatory requirements, such as PHMSA’s 2021 expansion of gas gathering pipeline regulation and the Congressional mandate under the Pipeline Safety Act that PHMSA regulate the transportation of gaseous CO 2 . Such factors can be exacerbated by public opposition to our projects.
Sharp declines in the prices of crude oil, NGL or natural gas, or a prolonged unfavorable price environment, may result in a commensurate reduction in our revenues, income and cash flows from our businesses that produce, process, or purchase and sell crude oil, NGL, or natural gas, and could have a material adverse effect on the carrying value (which includes assigned goodwill) of our CO 2 business segment’s proved reserves, certain assets in certain midstream businesses within our Natural Gas Pipelines business segment, and certain assets within our Products Pipelines business segment.
Sharp declines in the prices of crude oil, NGL, or natural gas, or a prolonged unfavorable price environment, may result in a commensurate reduction in our revenues, income, and cash flows from our businesses that produce, process, or purchase and sell crude oil, NGL, or natural gas, and could have a material adverse effect on the carrying value (which includes assigned goodwill) of our CO 2 business segment’s proved reserves, and to a lesser extent, certain assets in certain midstream businesses within our Natural Gas Pipelines business segment and certain assets within our Products Pipelines business segment.
Risks Related to Financing Our Business Our substantial debt could adversely affect our financial health and make us more vulnerable to adverse economic conditions. As of December 31, 2024, we had approximately $31.8 billion of consolidated debt (excluding debt fair value adjustments).
Risks Related to Financing Our Business Our substantial debt could adversely affect our financial health and make us more vulnerable to adverse economic conditions. As of December 31, 2025, we had approximately $31.8 billion of consolidated debt (excluding debt fair value adjustments).
As of December 31, 2024, we had approximately $31.8 billion of consolidated debt (excluding debt fair value adjustments), including $1.5 billion of senior notes maturing within the next 12 months, and approximately $3.6 billion of debt subject to variable interest rates, either as short-term or long-term variable-rate debt obligations, or as long-term fixed-rate debt effectively converted to variable rates through the use of interest rate swaps.
As of December 31, 2025, we had approximately $31.8 billion of consolidated debt (excluding debt fair value adjustments), including $1.1 billion of senior notes maturing within the next 12 months, and approximately $3.5 billion of debt subject to variable interest rates, either as short-term or long-term variable-rate debt obligations, or as long-term fixed-rate debt effectively converted to variable rates through the use of interest rate swaps.
See “— We are subject to reputational risks and risks relating to public opinion. ” Inclement weather, natural disasters and delays in performance by third-party contractors have also resulted in, and may continue to result in, increased costs or delays in construction.
See “— We are subject to reputational risks and risks relating to public opinion. ” Inclement weather, natural disasters, and delays in performance by third-party contractors have also resulted in, and may in the future result in, increased costs or delays in construction.
Also, sustained lower demand for hydrocarbons, or changes in the regulatory environment or applicable governmental 23 policies, including in relation to climate change or other environmental concerns, may have a negative impact on the supply of crude oil and other products.
Also, sustained lower demand for hydrocarbons, or changes in the regulatory environment or applicable government policies and priorities, including in relation to climate change or other environmental concerns, may have a negative impact on the supply of crude oil and other products.
These and other initiatives of regulatory authorities may affect our assets and operations directly or indirectly, such as by preventing or delaying the exploration for and production of natural gas and liquids that we transport or expanding regulation of existing infrastructure or new sources that are not currently regulated. Regulation affects almost every part of our business.
These and other initiatives of regulatory authorities may affect our assets and operations directly or indirectly, such as by preventing or delaying the exploration for and production of natural gas and liquids that we transport or expanding regulation of existing infrastructure or new sources that are not currently regulated.
Also, economic conditions in the wake of the pandemic included inflationary pressure, which resulted in higher operating expenses and project costs for us, as well as higher interest rates. More recently, we may see increasing market uncertainty and volatility due to possible shifts in U.S. and foreign trade, economic and other policies following the recent change in U.S. presidential administration.
Also, economic conditions in the wake of the pandemic included inflationary pressure, which resulted in higher operating expenses and project costs for us, as well as higher interest rates. More recently, we may see increasing market uncertainty and volatility due to shifts in U.S. and foreign trade, economic, and other policies.
New growth projects generally will be subject to, among other things, the receipt of regulatory approvals, feasibility and cost analyses, funding availability, industry, market and demand conditions, and environmental justice considerations.
These projects generally will be subject to, among other things, the receipt of regulatory approvals, feasibility and cost analyses, funding availability, industry, market and demand conditions, and environmental considerations.
If we fail to comply with any applicable statutes, rules, regulations, and orders of such regulatory authorities, we could be subject to substantial penalties and fines and potential loss of government contracts.
If we fail to comply with any applicable laws or regulations, and orders of such regulatory authorities, we could be subject to substantial penalties and fines and potential loss of government contracts.
Additional risks to our vessels include capsizing, grounding and navigation errors.
Additional risks to our vessels include capsizing, collision, allision, grounding, and navigation errors.
New laws or regulations, or different 32 interpretations of existing laws or regulations, including unexpected policy changes, applicable to our income, operations, assets or another aspect of our business could have a material adverse impact on our earnings, cash flow, financial condition and results of operations. For more information, see Items 1 and 2.
New or amended laws or regulations, or different interpretations of existing laws or regulations, including policy changes, applicable to our business could have a material adverse impact on our earnings, cash flow, financial condition, and results of operations. For more information, see Items 1 and 2.
Our operating results may be adversely affected by unfavorable economic and market conditions. Unfavorable conditions such as a general slowdown of the global or U.S. economy, uncertainty and volatility in the financial markets, or inflation and rising interest rates, could materially adversely affect our operating results.
Unfavorable conditions such as a general slowdown of the global or U.S. economy, uncertainty and volatility in the financial markets, or inflation and rising interest rates, could materially adversely affect our operating results.
In addition, the consequences of any operational incident (including as a result of adverse sea conditions) at one of our marine terminals may be even more significant as a result of the complexities involved in addressing leaks and releases occurring in the ocean or along coastlines and/or the repair of marine terminals.
In addition, the consequences of any operational incident (including as a result of adverse sea conditions) at one of our marine terminals may be even more significant as a result of the complexities involved in addressing leaks and releases occurring in the ocean or along coastlines and/or the repair of marine terminals. 25 Our operating results may be adversely affected by unfavorable economic and market conditions.
Existing EPA regulations require us to report GHG emissions in the U.S. from sources such as our larger natural gas compressor stations, fractionated NGL, and production of naturally occurring CO 2 (for example, from our McElmo Dome CO 2 field), even when such production is not emitted to the atmosphere.
Although the EPA recently announced its intention to reconsider certain findings underlying the agency’s regulation of GHGs, as well as mandatory GHG reporting requirements, the EPA’s current regulations require us to report GHG emissions in the U.S. from sources such as our larger natural gas compressor stations, fractionated NGL, and production of naturally occurring CO 2 (for example, from our McElmo Dome CO 2 field), even when such production is not emitted to the atmosphere.
Failure to comply with these laws and regulations, including required permits and other approvals, also may expose us to civil, criminal and administrative fines, penalties and/or interruptions in our operations that could harm our business, financial position, results of operations and prospects.
Our insurance may not cover all environmental risks and costs and/or may not provide sufficient coverage in the event an environmental claim is made against us. 32 Failure to comply with these laws and regulations, including required permits and other approvals, also may expose us to civil, criminal, and administrative fines, penalties, and/or interruptions in our operations that could harm our business, financial position, results of operations, and prospects.
In addition, uncertain or changing economic conditions within one or more geographic regions may affect our operating results within the affected regions. Sustained unfavorable commodity prices, volatility in commodity prices or changes in markets for a given commodity might also have a negative impact on many of our customers, which could impair their ability to meet their obligations to us.
Sustained unfavorable commodity prices, volatility in commodity prices or changes in markets for a given commodity might also have a negative impact on many of our customers, which could impair their ability to meet their obligations to us.
In response to increasing inflation, the U.S. Federal Reserve raised interest rates over the period from March 2022 to July 2023 before beginning rate reductions in September 2024 due to slowing inflation. There can be no assurance that the U.S.
The U.S. Federal Reserve raised interest rates over the period from March 2022 to July 2023 in response to increasing inflation, then reduced rates beginning in September 2024 as inflation slowed and the labor market weakened. Although rate reductions continued through December 2025, there can be no assurance that the U.S.
We are unable to predict the extent to which these proceedings will result in lower transportation rates on our pipelines, and in the case of a protest, refunds for alleged overcharges.
Further, the FERC has initiated and may continue to initiate investigations to determine whether our interstate natural gas pipeline rates are just and reasonable. We are unable to predict the extent to which these proceedings will result in lower transportation rates on our pipelines, and in the case of a protest, refunds for alleged overcharges.
Our large amount of debt makes us vulnerable to increases in interest rates to the extent we have variable-rate debt and maturing fixed-rate debt.
A significant reduction in the availability of credit could materially and adversely affect our business, financial condition, and results of operations. 30 Our large amount of debt makes us vulnerable to increases in interest rates to the extent we have variable-rate debt and maturing fixed-rate debt.
PHMSA is also working on a final rulemaking regarding requirements for pipelines located in coastal ecological unusually sensitive areas, as well as a final rule that updates requirements for responding to changes in class location for gas pipelines.
PHMSA is also working on a final rule regarding requirements for pipelines located in coastal ecological unusually sensitive areas and a rulemaking that seeks to update the repair criteria applicable to hazardous liquid and gas pipelines.
Such laws and regulations affect many aspects of our past, present and future operations, and generally require us to obtain and comply with various environmental registrations, licenses, permits, inspections and other approvals.
Such laws and regulations affect many aspects of our past, present, and future operations, and generally require us to obtain and comply with various environmental registrations, licenses, permits, inspections, and other approvals. It is possible that costs associated with complying with the aforementioned laws will change depending on the emphasis regulatory authorities are placing on protection of the environment.
There can be no assurance as to the amount or timing of future expenditures for pipeline safety and integrity regulation, and actual future expenditures may be different from the amounts we currently anticipate.
Additionally, Congress is working on the reauthorization of the Pipeline Safety Act, which could further expand PHMSA’s current rulemaking agenda and/or statutory authority in certain areas. There can be no assurance as to the amount or timing of future expenditures for pipeline safety and integrity regulation, and actual future expenditures may be different from the amounts we currently anticipate.
The majority of compliance costs relate to pipeline integrity management regulations, which include enhanced assessment and repair requirements in HCAs, and compliance with recently issued regulations which impose additional assessment and repair criteria for gas pipelines in MCAs.
The majority of compliance costs relate to enhanced assessment and repair requirements in HCAs (pursuant to PHMSA’s integrity management regulations) and MCAs.
The State of California also has enacted legislation requiring climate-related disclosures. Other U.S. states have announced similar proposed regulations. These types of regulations may expose us to significant additional compliance costs. Some customers and other third parties also have begun requesting disclosures from us related to their own reporting obligations.
The State of California has enacted legislation requiring climate-related disclosures, and the California Air Resources Board (CARB) has begun implementation of such legislation, which requires that certain companies doing business in California submit reporting of GHG emissions. Other U.S. states have announced similar proposed regulations. These types of regulations may expose us to significant additional compliance costs.
Any successful challenge to our rates could materially adversely affect our future earnings, cash flows and financial condition. 31 New laws, policies, regulations, rulemaking and oversight, as well as changes to those currently in effect, could adversely impact our earnings, cash flows and operations.
Any successful challenge to our rates could materially adversely affect our future earnings, cash flows, and financial condition. New or amended laws, policies, regulations and oversight requirements, and compliance complexity resulting from disparities in requirements imposed by federal, state, and local authorities, could adversely impact our earnings, cash flows, and operations.
See also “ —Business Risks—We are subject to reputational risks and risks relating to public opinion. ” and “ —Business Risks—Hurricanes, earthquakes, flooding and other natural disasters, as well as subsidence and coastal erosion and climate-related physical risks, could have an adverse effect on our business, financial condition and results of operations .” In March 2024, the SEC finalized rules requiring significant new climate-related disclosure in SEC filings, including certain climate-related metrics and GHG emissions data, and third-party attestation requirements.
See also “ —Business Risks—We are subject to reputational risks and risks relating to public opinion. ” and “ —Business Risks—Hurricanes, earthquakes, flooding, and other natural disasters, as well as subsidence and coastal erosion and climate-related physical risks, could have an adverse effect on our business, financial condition, and results of operations .” Public attention with respect to climate matters has resulted in an overall increase in climate focused activities in recent years by interested stakeholders, including government authorities and private interest groups.
From 2021 to 2024, the federal government deprioritized onshore leasing and its review of applications for permits to drill. Third-party interest groups and members of the oil and gas industry have initiated litigation challenging decisions to approve or prohibit oil and gas activities on federally managed lands.
Third-party interest groups and members of the oil and gas industry have initiated litigation challenging decisions to approve or prohibit oil and gas activities on federally managed lands. 35 In addition, oil and gas development and production activities are subject to increasing regulation at the federal, state, and local levels.
At this time, we cannot predict the costs of compliance with, or other potential adverse impacts resulting from, these or similar future rules that may be adopted. Any of the foregoing could have adverse effects on our business, financial position, results of operations or cash flows.
In addition, some customers and other third parties request disclosures from us related to their own reporting obligations. At this time, we cannot predict the costs of compliance with, or other potential adverse impacts resulting from, these or similar future rules that may be adopted.
In addition, we may experience increasing costs for construction materials, including cost increases associated with increased tariffs (such as those proposed by the new U.S. presidential administration).
In addition, we have experienced increasing costs for construction materials, including cost increases associated with increased tariffs (such as those discussed under “— Changes in U.S. trade policy and the impact of tariffs may have a material adverse effect on our business and results of operations. ”) and may continue to experience such cost impacts.
Climate-related risks and related regulation could result in significantly increased operating and capital costs for us and could reduce demand for our products and services.
If we are unable to navigate further changes in U.S. or international trade policy, it could have a material adverse impact on our business and results of operations. 34 Climate-related risks and related regulation could result in significantly increased operating, capital, and other costs for us and could reduce demand for our products and services.
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We have seen and may see further intensification of these trends.
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See “— Changes in U.S. trade policy and the impact of tariffs may have a material adverse effect on our business and results of operations .” In addition, uncertain or changing economic conditions within one or more geographic regions may affect our operating results within the affected regions.
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In the past, governmental agencies have responded to environmental justice concerns by imposing greater scrutiny in the permit approval process and enforcement actions that could exacerbate the negative reputational impacts, and they may do so in the future.
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Our assets and operations are subject to extensive and in some cases overlapping regulation and oversight by federal, state, and local authorities. Changes in the policy priorities of federal, state, and local authorities create a dynamic regulatory landscape—where, for example, federal priorities may ease while state and local requirements become more stringent—resulting in compliance complexity and potential cost increases.
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A significant reduction in the availability of credit could materially and adversely affect our business, financial condition and results of operations. 30 Our and our customers’ access to capital could be affected by evolving financial institutions’ policies concerning businesses linked to fossil fuels.
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Future administrations, court decisions, or state-level initiatives could reverse or tighten standards or result in enhanced requirements, creating uncertainty and volatility in compliance obligations and costs.
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Our and our customers’ access to capital could be affected by financial institutions’ evolving policies concerning businesses linked to fossil fuels.
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For example, with respect to our products pipelines, the FERC resets the ceiling level calculation formula every five years, and the five-year review is typically the 31 subject of litigation between liquids pipelines, their customers, and industry groups. Changes in the index formula used to calculate ceiling levels would impact the revenues we receive from FERC-jurisdictional service.
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Concerns about the potential effects of climate change have caused some to direct their attention towards sources of funding for fossil-fuel energy companies, which has resulted in certain financial institutions, funds and other sources of capital restricting or eliminating their investment in such companies.
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While policy shifts under the current U.S. presidential administration have generally emphasized support for domestic energy production and have reduced certain environmental regulatory burdens at the federal level, these changes introduce their own uncertainties.
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Ultimately, this could make it more difficult for our customers to secure funding for exploration and production activities or for us to secure funding for growth projects, and consequently could both indirectly affect demand for our services and directly affect our ability to fund construction or other capital projects.
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Deregulatory actions at the federal level, such as the EPA’s rescission of its previous endangerment finding relating to GHGs announced on February 12, 2026, are likely to be subject to legal challenges. Also, as the U.S. federal government has taken some steps to relax regulatory requirements, some states have adopted new laws and regulations.
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Further, the FERC has initiated and may continue to initiate investigations to determine whether our interstate natural gas pipeline rates are just and reasonable. Please read Note 17 “Litigation and Environmental” to our consolidated financial statements for a description of material pending challenges to the rates we charge on our pipelines.
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Many states have adopted policies related to GHG emission reduction targets. These and other expansion of U.S. state laws and regulations with potentially divergent obligations could require us to incur additional expenditures to comply with disparate obligations related to GHG emission requirements, or other reporting or safety regulations.
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Our assets and operations are subject to extensive regulation and oversight by federal, state and local regulatory authorities. Legislative changes, as well as regulatory actions taken by these authorities, have the potential to adversely affect our profitability.
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For example, the EPA finalized methane and volatile organic compound emissions standards in late 2023 and, although EPA priorities have shifted under the current U.S. presidential administration, several states continue to pursue aggressive climate and emissions-reduction programs, which could require us to comply with obligations that are more stringent than those imposed by the EPA.
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Additional regulatory burdens and uncertainties will be created if and to the extent that more stringent energy and environmental and pipeline safety policies are enacted.
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Moreover, political and legal challenges to existing rules, combined with evolving public expectations around environmental stewardship, add to the risk that new or reinstated regulations could materially impact our operations. Regulation affects almost every part of our business.
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In recent years, we saw an increase in the efforts of regulatory authorities to issue new regulations and guidance and to interpret existing laws and regulations in ways that promoted the use of renewable energy sources and further protection of the environment, called upon companies to increase monitoring and emissions reduction efforts, and increased investigations and enforcement actions for potential violations of environmental laws.
Added
Changes in U.S. trade policy and the impact of tariffs may have a material adverse effect on our business and results of operations. Our business and results of operations may be adversely affected by uncertainty and changes in U.S. trade policies, including tariffs, trade agreements, or other trade restrictions imposed by the U.S. or other governments.
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For example, in December 2023, the EPA finalized a rule containing standards of performance for methane and volatile organic compound emissions from crude oil and natural gas sources, including the production, processing, and transmission and storage segments. In addition, a certain degree of regulatory uncertainty is created by the recent change in U.S. presidential administrations.
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For example, in 2025, the U.S. government announced multiple tariffs on several foreign jurisdictions and imports into the U.S. Several of these tariff announcements have been followed by announcements of limited exemptions and temporary pauses. These actions have caused substantial uncertainty and volatility in financial markets.
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It remains unclear specifically what the new administration may do with respect to future policies and regulations that may affect us.
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Additionally, in response to these actions, certain governments have announced retaliatory measures against the U.S. and/or are in the process of negotiating with the U.S on tariff agreements. While the U.S. government has announced various trade deals, many such agreements are preliminary and may be subject to change.
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These types of rules and others that are currently proposed, if finalized, would affect our assets and operations indirectly, such as by increasing the costs associated with the production of natural gas and liquids that we transport, or directly, such as by increasing significantly our capital and operating costs associated with impacted equipment or subjecting us to the potential for regulatory penalties associated with the inability to comply with the rules in the timeframe allotted.
Added
Further, any future disagreement between the U.S. government and other countries over the implementation of trade deals or any failure to obtain required governmental approvals or otherwise reach a final agreement could result in prolonged uncertainty regarding the scope and duration of such trade actions by the U.S. government and other countries. In August 2025, the U.S.
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The EPA’s final rule known as the “Good Neighbor Plan” (the Plan) was predicated on the EPA’s disapproval of numerous state implementation plans, or SIPs, submitted under the interstate transport (Good Neighbor) provisions of the Clean Air Act for the 2015 Ozone NAAQS and became effective on August 4, 2023.
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Court of Appeals for the Federal Circuit ruled that many of the tariffs imposed under the Trump Administration exceed presidential authority and therefore are invalid, though the decision has been stayed pending U.S. Supreme Court review. This ruling introduces additional uncertainty as to the scope and durability of existing and future tariff measures.
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The Plan imposes prescriptive emission standards for several sectors, including new and existing reciprocating internal combustion engines of a certain size used in pipeline transportation of natural gas.
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Our business requires access to steel and other materials to construct and maintain our pipelines. Any imposition of or increase in tariffs on imports of steel or other materials, as well as corresponding price increases for such materials available domestically, could increase our construction costs and our costs to maintain our assets.
Removed
The Plan’s emission standards would require installation of more stringent air pollution controls on hundreds of existing internal combustion engines used by our Natural Gas Pipelines business segment by May 1, 2026, except for any compliance schedule extensions granted by the EPA, which would need to be supported by us and approved by the EPA on an engine-by-engine basis.

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Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

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Biggest changeVulnerability Assessments and Penetration Testing We hire an independent third-party cybersecurity firm to perform penetration testing annually. The third-party checks for vulnerabilities on our external and internal network perimeters. If vulnerabilities are found, corrective actions are implemented to remediate any issues.
Biggest changeAdditionally, the plan requires that the appropriate level of our management be made aware of incidents and be updated as the situation warrants. Vulnerability Assessments and Penetration Testing We hire an independent third-party cybersecurity firm to perform penetration testing annually. The third-party checks for vulnerabilities on our external and internal network perimeters.
Employees are tested regularly on cybersecurity, and cybersecurity performance is considered in annual employee performance reviews. 37 Cybersecurity Governance Structures Management’s Role in Managing Cybersecurity Risk We are committed to protecting sensitive information and have a dedicated cybersecurity group within our IT department that is overseen by our Chief Information Officer.
Employees are tested regularly on cybersecurity, and cybersecurity performance is considered in annual employee performance reviews. Cybersecurity Governance Structures Management’s Role in Managing Cybersecurity Risk We are committed to protecting sensitive information and have a dedicated cybersecurity group within our IT department that is overseen by our Chief Information Officer.
We perform 36 cybersecurity assessments with respect to third parties who provide critical services or who have access to or store critical confidential data. We have not identified any cybersecurity threats that have materially impaired or are reasonably likely to materially impair our operations or financial standing. Please read Item 1A.
We perform cybersecurity assessments with respect to third parties who provide critical services or who have access to or store critical confidential data. We have not identified any cybersecurity threats that have materially impaired or are reasonably likely to materially impair our operations or financial standing. Please read Item 1A.
These leaders hold top-secret clearance from the U.S. federal government and have attended classified briefings from relevant federal agencies. Our cybersecurity team has in excess of 100 years of combined cybersecurity experience as of year-end 2024, and members of the team hold various specialized certifications related to cybersecurity, including training related to penetration testing and information system auditing.
These leaders hold top-secret clearance from the U.S. federal government and have attended classified briefings from relevant federal agencies. Our cybersecurity team has in excess of 100 years of combined cybersecurity experience as of year-end 2025, and members of the team hold various specialized certifications related to cybersecurity, including training related to penetration testing and information system auditing.
In the event of a significant cybersecurity incident, our Chief Executive Officer will notify the Chairman of the Board or, in that person’s absence, the lead independent director of the Board. Item 3. Legal Proceedings. See Note 17 “Litigation and Environmental” to our consolidated financial statements.
In the event of a significant cybersecurity incident, our Chief Executive Officer will notify the Chairman of the Board or, in that person’s absence, the lead independent director of the Board.
Our processes and cybersecurity plans are part of our overall emergency response plans, and we conduct simulated exercise drills, including with multiple U.S. government agencies and peer companies, to enhance our preparedness and provide for continual process improvement.
Our processes and cybersecurity plans are part of our overall emergency response plans, and we conduct simulated exercise drills, including with multiple U.S. government agencies and peer companies, to enhance our preparedness and provide for continual process improvement. 37 If data and network defenses are bypassed, processes detailed in our Cyber Incident Response Plan would help identify, contain and eradicate threats and bring our systems back online if needed.
Removed
If data and network defenses are bypassed, processes detailed in our Cyber Incident Response Plan would help identify, contain and eradicate threats and bring our systems back online if needed. Additionally, the plan requires that the appropriate level of our management be made aware of incidents and be updated as the situation warrants.
Added
If vulnerabilities are found, corrective actions are implemented to remediate any issues.

Item 4. Mine Safety Disclosures

Mine Safety Disclosures — required of mining issuers

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Biggest changeItem 4. Mine Safety Disclosures. Except for one terminal facility that is in temporary idle status with the Mine Safety and Health Administration, we do not own or operate mines for which reporting requirements apply under the mine safety disclosure requirements of the Dodd-Frank Act.
Biggest changeItem 4. Mine Safety Disclosures. We do not own or operate mines for which reporting requirements apply under the mine safety disclosure requirements of the Dodd-Frank Act.
We have not received any specified health and safety violations, orders or citations, related assessments or legal actions, mining-related fatalities, or similar events requiring disclosure pursuant to the mine safety disclosure requirements of the Dodd-Frank Act for the year ended December 31, 2024. 38 PART II
We have not received any specified health and safety violations, orders or citations, related assessments or legal actions, mining-related fatalities, or similar events requiring disclosure pursuant to the mine safety disclosure requirements of the Dodd-Frank Act for the year ended December 31, 2025. 39 PART II

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

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Biggest changeOur Class P common stock is listed for trading on the NYSE under the symbol “KMI.” As of February 12, 2025, we had 9,082 holders of record of our Class P common stock, which does not include beneficial owners whose shares are held by a nominee, such as a broker or bank.
Biggest changeOur Class P common stock is listed for trading on the NYSE under the symbol “KMI.” As of February 12, 2026, we had 8,596 holders of record of our Class P common stock, which does not include beneficial owners whose shares are held by a nominee, such as a broker or bank.
For information on our equity compensation plans, see Note 9 “Share-based Compensation and Employee Benefits —Share-based Compensation ” to our consolidated financial statements. For information about our expectations regarding dividends, please see Item 7. “ Management’s Discussion and Analysis of Financial Condition and Results of Operations—General—2025 Dividends and Discretionary Capital .” Item 6. [Reserved]
For information on our equity compensation plans, see Note 9 “Share-based Compensation and Employee Benefits —Share-based Compensation ” to our consolidated financial statements. For information about our expectations regarding dividends, please see Item 7. “ Management’s Discussion and Analysis of Financial Condition and Results of Operations—General—2026 Dividends and Discretionary Capital .” Item 6. [Reserved]

Item 6. [Reserved]

Selected Financial Data — reserved (removed by SEC in 2021)

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Biggest changeItem 6. [Reserved] 39 Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations 39 General 39 Critical Accounting Estimates 40 Results of Operations 41 Overview 41 Consolidated Earnings Results 45 Non-GAAP Financial Measures 47 Segment Earnings Results 50 Liquidity and Capital Resources 56 General 56 Short-term Liquidity 57 KINDER MORGAN, INC.
Biggest changeManagement’s Discussion and Analysis of Financial Condition and Results of Operations 40 General 40 Critical Accounting Estimates 41 Results of Operations 42 Overview 42 Consolidated Earnings Results 46 Non-GAAP Financial Measures 48 Segment Earnings Results 50 Liquidity and Capital Resources 56 General 56 Short-term Liquidity 57 Long-term Financing 58 Capital Expenditures 58 KINDER MORGAN, INC.
Quantitative and Qualitative Disclosures About Market Risk 65 Energy Commodity Market Risk 65 Interest Rate Risk 66 Foreign Currency Risk 67 Item 8. Financial Statements and Supplementary Data 68 Index to Financial Statements 68
Quantitative and Qualitative Disclosures About Market Risk 64 Energy Commodity Market Risk 64 Interest Rate Risk 65 Foreign Currency Risk 65 Item 8. Financial Statements and Supplementary Data 66 Index to Financial Statements 66
AND SUBSIDIARIES (continued) TABLE OF CONTENTS Page Number Long-term Financing 58 Capital Expenditures 58 Off Balance Sheet Arrangements 61 Contractual Obligations and Commercial Commitments 61 Cash Flows 62 Dividends and Stock Buy-back Program 63 Summarized Combined Financial Information for Guarantee of Securities of Subsidiaries 64 Recent Accounting Pronouncements 65 Item 7A.
AND SUBSIDIARIES (continued) TABLE OF CONTENTS Page Number Off Balance Sheet Arrangements 60 Contractual Obligations and Commercial Commitments 60 Cash Flows 61 Dividends and Stock Buy-back Program 62 Summarized Combined Financial Information for Guarantee of Securities of Subsidiaries 63 Recent Accounting Pronouncements 64 Item 7A.

Item 7. Management's Discussion & Analysis

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

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Biggest changeThese increases were partially offset by higher labor and maintenance expenses and demurrage costs incurred at our International Marine Terminal. 54 CO 2 Year Ended December 31, 2024 2023 (In millions, except operating statistics) Revenues $ 1,204 $ 1,209 Costs of sales (82) (77) Other operating expenses (504) (473) Other income 40 — Earnings from equity investments 34 30 Segment EBDA 692 689 Certain Items: Change in fair value of derivative contracts 2 4 Gain of divestitures (40) — Certain Items(a) (38) 4 Adjusted Segment EBDA $ 654 $ 693 Change from prior period Increase/(Decrease) Segment EBDA $ 3 Adjusted Segment EBDA $ (39) Volumetric data(b) SACROC oil production 19.01 20.22 Yates oil production 6.13 6.63 Other 1.02 1.08 Total oil production, net (MBbl/d)(c) 26.16 27.93 NGL sales volumes, net (MBbl/d)(c) 8.57 8.97 CO 2 sales volumes, net (Bcf/d) 0.322 0.336 RNG sales volumes (BBtu/d) 9 6 Realized weighted average oil price ($ per Bbl) $ 68.46 $ 67.42 Realized weighted average NGL price ($ per Bbl) $ 30.83 $ 30.84 (a) See table included in “ —Overview—Non-GAAP Financial Measures— Certain Items” above. 2024 and 2023 Certain Items are associated with our Oil and Gas Producing activities.
Biggest changeBelow are the changes in Terminals Segment EBDA: Year Ended December 31, 2025 2024 Increase/(Decrease) (In millions) Jones Act tankers $ 240 $ 195 $ 45 Liquids 656 633 23 Bulk 247 267 (20) Other — 4 (4) Total Terminals $ 1,143 $ 1,099 $ 44 The changes in Terminals Segment EBDA in the comparable years of 2025 and 2024 are explained by the following discussion: • The $45 million (23%) increase in Jones Act tankers was primarily due to higher average charter rates. • The $23 million (4%) increase in Liquids was driven by higher rates and ancillary fees at our Houston Ship Channel facilities and contributions from expansion projects, partially offset by lower equity earnings resulting from an impairment of an equity investment in the 2025 period. • The $20 million (7%) decrease in Bulk was primarily driven by the impact of the 2025 closure of LyondellBasell’s Houston refinery on our petroleum coke handling operations partially offset by decreased demurrage costs at our International Marine Terminal. 54 CO 2 (including reconciliation of Segment EBDA to Adjusted Segment EBDA) Year Ended December 31, 2025 2024 (In millions, except operating statistics) Revenues $ 1,170 $ 1,204 Costs of sales (94) (82) Other operating expenses(a) (487) (504) Other income — 40 Earnings from equity investments 23 27 Segment EBDA 612 685 Certain Items: Risk management activities (4) 2 Gain on divestitures — (40) Certain Items(b) (4) (38) Adjusted Segment EBDA $ 608 $ 647 Change from prior period Increase/(Decrease) Segment EBDA $ (73) Adjusted Segment EBDA $ (39) Volumetric data(c) SACROC oil production 18.70 19.01 Yates oil production 5.95 6.13 Other 1.11 1.17 Total oil production, net (MBbl/d)(d) 25.76 26.31 NGL sales volumes, net (MBbl/d)(d) 8.97 8.56 CO 2 sales volumes, net (Bcf/d) 0.297 0.322 RNG sales volumes (BBtu/d) 11 9 Realized weighted average oil price ($ per Bbl) $ 67.51 $ 68.46 Realized weighted average NGL price ($ per Bbl) $ 32.43 $ 30.83 (a) Operating expenses include operations and maintenance expenses and taxes, other than income taxes.
Examples of certain areas that require more judgment relative to others when preparing our consolidated financial statements and related disclosures include our use of estimates in determining (i) revenue recognition; (ii) income taxes; (iii) the economic useful lives of our assets and related depletion rates; (iv) the fair values used in (a) assignment of the purchase price for a business acquisition, (b) calculations of possible asset and equity investment impairment charges, (c) calculation for the annual goodwill impairment test (or interim tests if triggered), and (d) recording derivative contract assets and liabilities; (v) reserves for environmental claims, legal fees, transportation rate cases and other litigation liabilities; (vi) provisions for credit losses; and (vii) exposures under contractual indemnifications.
Examples of certain areas that require more judgment relative to others when preparing our consolidated financial statements and related disclosures include our use of estimates in determining (i) revenue recognition; (ii) income taxes; (iii) the economic useful lives of our assets and related depreciation and depletion rates; (iv) the fair values used in (a) assignment of the purchase price for a business acquisition, (b) calculations of possible asset and equity investment impairment charges, (c) calculation for the annual goodwill impairment test (or interim tests if triggered), and (d) recording derivative contract assets and liabilities; (v) reserves for environmental claims, legal fees, transportation rate cases, and other litigation liabilities; (vi) provisions for credit losses; and (vii) exposures under contractual indemnifications.
We utilize both internal and external counsel in evaluating our potential exposure to adverse outcomes from orders, judgments or settlements. Any such liability recorded is revised as better information becomes available. Accordingly, to the extent that actual outcomes differ from our estimates, or additional facts and circumstances cause us to revise our estimates, our earnings will be affected.
We utilize both internal and external counsel in evaluating our potential exposure to adverse outcomes from orders, judgments, or settlements. Any such liability recorded is revised as better information becomes available. Accordingly, to the extent that actual outcomes differ from our estimates, or additional facts 41 and circumstances cause us to revise our estimates, our earnings will be affected.
Many of the factors that will determine these expectations are beyond our ability to control or predict, and because of these uncertainties, it is advisable not to put undue reliance on any forward-looking statement. Please read “ Information Regarding Forward-Looking Statements ” at the beginning of this report and Item 1A. “ Risk Factors ” for more information.
Many of the factors that will determine these expectations are beyond our ability to control or predict, and because of these uncertainties, it is advisable not to put undue reliance on any forward-looking statement. Please read 40 “ Information Regarding Forward-Looking Statements ” at the beginning of this report and Item 1A. “ Risk Factors ” for more information.
“ Business and Properties—Narrative Description of Business—Environmental Matters. ” For more information on our environmental disclosures, see Note 17 “Litigation and Environmental” to our consolidated financial statements. 40 Legal and Regulatory Matters Many of our operations are regulated by various U.S. regulatory bodies, and we are subject to legal and regulatory matters as a result of our business operations and transactions.
“ Business and Properties—Narrative Description of Business—Environmental Matters. ” For more information on our environmental disclosures, see Note 17 “Litigation and Environmental” to our consolidated financial statements. Legal and Regulatory Matters Many of our operations are regulated by various U.S. regulatory bodies, and we are subject to legal and regulatory matters as a result of our business operations and transactions.
GAAP Financial Measures The Consolidated Earnings Results for the years ended December 31, 2024 and 2023 present Net income attributable to Kinder Morgan, Inc., as prepared and presented in accordance with GAAP, and Segment EBDA, which is disclosed in Note 15 “Reportable Segments” pursuant to FASB ASC 280.
GAAP Financial Measures The Consolidated Earnings Results for the years ended December 31, 2025 and 2024 present Net income attributable to Kinder Morgan, Inc., as prepared and presented in accordance with GAAP, and Segment EBDA, which is disclosed in Note 15 “Reportable Segments” pursuant to FASB ASC 280.
For more detail of significant Certain Items, see the discussion of changes in Segment EBDA below. (b) Joint venture throughput is reported at our ownership share. Volumes for acquired assets are included for all periods presented. However, EBDA contributions from acquisitions are included only for the periods subsequent to their acquisition.
For more detail of significant Certain Items, see the discussion of changes in Segment EBDA below. (c) Joint venture throughput is reported at our ownership share. Volumes for acquired assets are included for all periods presented. However, EBDA contributions from acquisitions are included only for the periods subsequent to their acquisition.
Our ratio of Net Debt-to-Adjusted EBITDA is also used as a supplemental performance target for purposes of our annual incentive compensation program. We believe the most comparable measure to Net Debt is total debt. 44 Consolidated Earnings Results The following tables summarize the key components of our consolidated earnings results.
Our ratio of Net Debt-to-Adjusted EBITDA is also used as a supplemental performance target for purposes of our annual incentive compensation program. We believe the most comparable measure to Net Debt is total debt. 45 Consolidated Earnings Results The following tables summarize the key components of our consolidated earnings results.
(d) Represents the amount by which the benefit obligations exceeded the fair value of plan assets at year-end for pension and OPEB plans whose accumulated postretirement benefit obligations exceeded the fair value of plan assets. The payments by period include expected pension contributions in 2025 and estimated benefit payments for underfunded plans in all years.
(d) Represents the amount by which the benefit obligations exceeded the fair value of plan assets at year-end for pension and OPEB plans whose accumulated postretirement benefit obligations exceeded the fair value of plan assets. The payments by period include expected pension contributions in 2026 and estimated benefit payments for underfunded plans in all years.
Additional sections in this report which should be helpful to the reading of our discussion and analysis include the following: (i) a description of our business strategy found in Items 1 and 2. “ Business and Properties—Narrative Description of Business—Business Strategy; ” (ii) a description of developments during 2024, found in Items 1 and 2.
Additional sections in this report which should be helpful to the reading of our discussion and analysis include the following: (i) a description of our business strategy found in Items 1 and 2. “ Business and Properties—Narrative Description of Business—Business Strategy; ” (ii) a description of developments during 2025, found in Items 1 and 2.
(b) Interest payment obligations exclude adjustments for interest rate swap agreements and assume no change in variable interest rates from those in effect at December 31, 2024. (c) Represents commitments pursuant to the terms of operating lease agreements as of December 31, 2024.
(b) Interest payment obligations exclude adjustments for interest rate swap agreements and assume no change in variable interest rates from those in effect at December 31, 2025. (c) Represents commitments pursuant to the terms of operating lease agreements as of December 31, 2025.
Our dividends generally will be paid on or about the 15th day of each February, May, August and November. 63 Summarized Combined Financial Information for Guarantee of Securities of Subsidiaries KMI and certain subsidiaries (Subsidiary Issuers) are issuers of certain debt securities.
Our dividends generally will be paid on or about the 15th day of each February, May, August and November. 62 Summarized Combined Financial Information for Guarantee of Securities of Subsidiaries KMI and certain subsidiaries (Subsidiary Issuers) are issuers of certain debt securities.
The year-to-year decrease is discussed below in “ —Cash Flows—Operating Activities. ” We primarily rely on cash provided by operations to fund our operations as well as our debt service, sustaining 56 capital expenditures, dividend payments and our growth capital expenditures; however, we may access the debt capital markets from time to time to refinance our maturing long-term debt and finance incremental investments, if any.
The year-to-year increase is discussed below in “ —Cash Flows—Operating Activities. ” We primarily rely on cash provided by operations to fund our operations as well as our debt service, sustaining capital expenditures, dividend payments, and our growth capital expenditures; however, we may access the debt capital markets from time to time to refinance our maturing long-term debt and finance incremental investments, if any.
“ Risk Factors; ” and (v) a discussion of forward-looking statements, found in “ Information Regarding Forward-Looking Statements ” at the beginning of this report. A comparative discussion of our 2023 to 2022 operating results can be found in Item 7.
“ Risk Factors; ” and (v) a discussion of forward-looking statements, found in “ Information Regarding Forward-Looking Statements ” at the beginning of this report. A comparative discussion of our 2024 to 2023 operating results can be found in Item 7.
Critical Accounting Estimates Critical accounting estimates and assumptions involve material levels of subjectivity and complex judgement to account for highly uncertain matters or matters with a high susceptibility to change, and could result in a material impact to our financial statements.
Critical Accounting Estimates Critical accounting estimates and assumptions involve material levels of subjectivity and complex judgment to account for highly uncertain matters or matters with a high susceptibility to change, and could result in a material impact to our financial statements.
For more information on regulatory matters, see Part I, Items 1 and 2. “ Business and Properties—Narrative Description of Business—Industry Regulation. ” For more information on legal proceedings, see Note 17 “Litigation and Environmental” to our consolidated financial statements. Employee Benefit Plans Our pension and OPEB obligations and net benefit costs are primarily based on actuarial calculations.
For more information on regulatory matters, see Part I, Items 1 and 2. “ Business and Properties—Narrative Description of Business—Industry Regulation. ” For more information on legal proceedings, see Note 17 “Litigation and Environmental” to our consolidated financial statements. Employee Benefit Plans Our pension and other postretirement benefits (OPEB) obligations and net benefit costs are primarily based on actuarial calculations.
The calculation of Adjusted EBITDA related to our unconsolidated and consolidated joint ventures include DD&A and income tax expense) with respect to the joint ventures as those included in the calculation of Adjusted EBITDA for our wholly-owned consolidated subsidiaries; further, we remove the portion of these adjustments attributable to non-controlling interests.
The calculation of Adjusted EBITDA related to our unconsolidated and consolidated joint ventures include DD&A, amortization of basis differences, and income tax expense with respect to the joint ventures as those included in the calculation of Adjusted EBITDA for our wholly-owned consolidated subsidiaries; further, we remove the portion of these adjustments attributable to non-controlling interests.
Generally, our working capital varies due to factors such as the timing of scheduled debt payments, timing 57 differences in the collection and payment of receivables and payables, the change in fair value of our derivative contracts and changes in our cash and cash equivalent balances as a result of excess cash from operations after payments for investing and financing activities (discussed below in “ —Long-term Financing ” and “ —Capital Expenditures ”).
Generally, our working capital varies due to factors such as the timing of scheduled debt payments, timing differences in the collection and payment of receivables and payables, the change in fair value of our derivative contracts, and changes in our cash and cash equivalents as a result of excess cash from operations after payments for investing and financing activities (discussed below in “ —Long-term Financing ” and “ —Capital Expenditures ”).
Also, see Exhibit 10.11 to this report “ Cross Guarantee Agreement, dated as of November 26, 2014, among KMI and certain of its subsidiaries, with schedules updated as of December 31, 2024. ” All significant intercompany items among the Obligated Group have been eliminated in the supplemental summarized combined financial information.
Also, see Exhibit 10.9 to this report “ Cross Guarantee Agreement, dated as of November 26, 2014, among KMI and certain of its subsidiaries, with schedules updated as of December 31, 2025. ” All significant intercompany items among the Obligated Group have been eliminated in the supplemental summarized combined financial information.
Year Ended December 31, 2024 2023 (In millions, except per share amounts) Reconciliation of Net Income Attributable to Kinder Morgan, Inc. to Adjusted Net Income Attributable to Kinder Morgan, Inc.
Year Ended December 31, 2025 2024 (In millions, except per share amounts) Reconciliation of Net Income Attributable to Kinder Morgan, Inc. to Adjusted Net Income Attributable to Kinder Morgan, Inc.
(e) To avoid duplication, adjustments for interest, net for 2024 and 2023 exclude $(5) million and $(7) million, respectively, whic h amounts are already included within “Certain Items.” See table included in “ —Overview—Non-GAAP Financial Measures— Certain Items,” above.
(e) To avoid duplication, adjustments for interest, net for 2025 and 2024 exclude $13 million and $(5) million, respectively, whic h amounts are already included within “Certain Items.” See table included in “ —Overview—Non-GAAP Financial Measures— Certain Items,” above.
Adjusted Segment EBDA is also used as a factor in determining compensation under our annual incentive compensation program for our business segment presidents and other business segment employees. We believe it is useful to investors because it is a measure that management uses to allocate resources to our segments and assess each segment’s performance.
Adjusted Segment EBDA is also used as a factor in determining compensation under our annual incentive compensation program for our business segment presidents and other business segment employees. We believe it is useful to investors because it is a measure that management uses to allocate resources to our segments and assess each segment’s performance. See “—Segment Earnings Results” below.
The following sensitivity analysis shows the estimated impact of a 1% change in the primary assumptions used in our actuarial calculations associated with our pension and OPEB plans for the year ended December 31, 2024: Pension Benefits OPEB Net benefit cost (credit) Funded status Net benefit cost (credit) Funded status(a) (In millions) One percent increase in: Discount rates $ (9) $ 118 $ — $ 10 Expected return on plan assets (15) — (3) — Rate of compensation increase 2 (9) 1 (5) One percent decrease in: Discount rates 11 (137) — (11) Expected return on plan assets 15 — 3 — Rate of compensation increase (2) 8 (1) 5 (a) Includes amounts deferred as either accumulated other comprehensive income (loss) or as a regulatory asset or liability for certain of our regulated operations.
The following sensitivity analysis shows the estimated impact of a 1% change in the primary assumptions used in our actuarial calculations associated with our pension and OPEB plans for the year ended December 31, 2025: Pension Benefits OPEB Net benefit cost (credit) Funded status Net benefit cost (credit) Funded status(a) (In millions) One percent increase in: Discount rates $ (1) $ 118 $ — $ 9 Expected return on plan assets (16) — (3) — Rate of compensation increase 2 (10) — — One percent decrease in: Discount rates 9 (136) — (10) Expected return on plan assets 16 — 3 — Rate of compensation increase (2) 9 — — (a) Includes amounts deferred as either accumulated other comprehensive income (loss) or as a regulatory asset or liability for certain of our regulated operations.
“ Quantitative and Qualitative Disclosures About Market Risk—Interest Rate Risk. ” Short-term Liquidity As of December 31, 2024, our principal sources of short-term liquidity are (i) cash from operations; and (ii) our $3.5 billion credit facility with an available capacity of approximately $3.1 billion and an associated $3.5 billion commercial paper program.
“ Quantitative and Qualitative Disclosures About Market Risk—Interest Rate Risk. ” Short-term Liquidity As of December 31, 2025, our principal sources of short-term liquidity are (i) cash from operations; and (ii) our $3.5 billion credit facility with an available capacity of approximately $3,477 million and an associated $3.5 billion commercial paper program.
We also include adjustments related to joint ventures (see “ — Amounts from Joint Ventures” below). The following table summarizes our Certain Items for the years ended December 31, 2024 and 2023, which are also described in more detail in the footnotes to tables included in “—Segment Earnings Results” below.
We also include adjustments related to joint ventures (see “ — Amounts associated with Joint Ventures” below). The following table summarizes our Certain Items for the years ended December 31, 2025 and 2024, which are also described in more detail in the footnotes to tables included in “—Segment Earnings Results” below.
(h) Represents commitments for the purchase of plant, property and equipment as of December 31, 2024. 61 Cash Flows The following table summarizes our net cash flows provided by (used in) operating, investing and financing activities between 2024 and 2023.
(h) Represents commitments for the purchase of plant, property and equipment as of December 31, 2025. 60 Cash Flows The following table summarizes our net cash flows provided by (used in) operating, investing, and financing activities between 2025 and 2024.
We plan to increase our divide nd by 2% to $1 .17 per common share in 2025. We have a board-approved share buy-back program that authorizes share repurchase of up to $3 billion that began in December 2017.
We plan to increase our divide nd by 2% to $1 .19 per common share in 2026. We have a board-approved share buy-back program that authorizes share repurchase of up to $3 billion that began in December 2017.
See “ —Summarized Combined Financial Information for Guarantee of Securities of Subsidiaries .” As of December 31, 2024 and 2023, the aggregate principal amount outstanding of our various long-term debt obligations (excluding current maturities) was $29,779 million and $27,880 million, respectively. Capital Expenditures We account for our capital expenditures in accordance with GAAP.
See “ —Summarized Combined Financial Information for Guarantee of Securities of Subsidiaries .” As of December 31, 2025 and 2024, the aggregate principal amount outstanding of our various long-term debt obligations (excluding current maturities) was $30,597 million and $29,779 million, respectively. Capital Expenditures We account for our capital expenditures in accordance with GAAP.
Additionally, fluctuations in revenues and costs of sales may be further impacted by gains or losses from derivative contracts that we use to manage our commodity price risk. Below is a discussion of significant changes in our Consolidated Earnings Results for the comparable years ended 2024 and 2023: Revenues Revenue s decreas ed $234 million in 2024 compared to 2023.
Additionally, fluctuations in revenues and costs of sales may be further impacted by gains or losses from derivative contracts that we use to manage our commodity price risk. Below is a discussion of significant changes in our Consolidated Earnings Results for the comparable years ended 2025 and 2024: Revenues Revenue s increas ed $1,837 million in 2025 compared to 2024.
Results of Operations Overview As described in further detail below, our management evaluates our performance primarily using Net income attributable to Kinder Morgan, Inc. and Segment earnings before DD&A expenses including amortization of excess cost of equity investments (EBDA) (as presented in Note 15 “Reportable Segments”), along with the non-GAAP financial measures of Adjusted Net 41 Income Attributable to Common Stock, in the aggregate and per share, Adjusted Segment EBDA, Adjusted Net Income Attributable to Kinder Morgan, Inc., Adjusted earnings before interest, income taxes, DD&A expenses including amortization of excess cost of equity investments (EBITDA), and Net Debt.
Results of Operations Overview As described in further detail below, our management evaluates our performance primarily using Net income attributable to Kinder Morgan, Inc. and Segment earnings before DD&A expenses (EBDA) (as presented in Note 15 “Reportable Segments”), along with the non-GAAP financial measures of Adjusted Net Income Attributable to Common Stock, in the aggregate and per share, Adjusted Segment EBDA, Adjusted Net Income Attributable to Kinder Morgan, Inc., Adjusted earnings before interest, income taxes, DD&A expenses, and amortization of basis differences related to our joint ventures (previously known as amortization of excess cost of equity investments) (EBITDA), and Net Debt.
(e) Primarily represents transportation agreements of $277 million, storage agreements for capacity of $230 million and NGL volume agreements of $68 million. (f) Primarily includes (i) rights-of-way obligations; and (ii) environmental liabilities related to sites that we own or have a contractual or legal obligation with a regulatory agency or property owner upon which we will perform remediation activities.
(e) Primarily represents transportation agreements of $935 million and storage agreements for capacity of $395 million. (f) Primarily includes (i) rights-of-way obligations; and (ii) environmental liabilities related to sites that we own or have a contractual or legal obligation with a regulatory agency or property owner upon which we will perform remediation activities.
(d) To avoid duplication, adjustments for income tax expense for 2024 and 2023 exclude $(52) million and $33 million, which amounts are already included within “Certain Items.” See table included in “ —Overview—Non-GAAP Financial Measures— Cer tain Items” above.
(d) To avoid duplication, adjustments for income tax expense for 2025 and 2024 exclude $(2) million an d $(52) million, respectively, which amounts are already included within “Certain Items.” See table included in “ —Overview—Non-GAAP Financial Measures— Cer tain Items” above.
Generally, we anticipate re-financing maturing long-term debt obligations in the debt capital markets and are therefore subject to certain market conditions which could result in higher costs or negatively affect our and/or our subsidiaries’ credit ratings. A decrease in our credit ratings could negatively impact our borrowing costs and could limit our access to capital.
Generally, we anticipate re-financing maturing long-term debt obligations in the debt capital markets and are therefore subject to certain market conditions which could result in higher costs or negatively affect our and/or our subsidiaries’ credit ratings.
Other Income (Expense) Interest, net In the table above, we report our interest expense as “net,” meaning that we have subtracted interest income and capitalized interest from our to tal interest expense to arrive at one interest amount. Our interest expense, net increased $47 million in 2024 compared to 2023.
Other Income (Expense) Interest, net In the table above, we report our interest expense as “net,” meaning that we have subtracted interest income and capitalized interest from our to tal interest expense to arrive at one interest amount. Interest, net decreased $43 million in 2025 compared to 2024.
We provide for liquidity by maintaining a sizable amount of excess borrowing capacity under our credit facility and, as previously discussed, have consistently generated strong cash flows from operations. As of December 31, 2024, our $2,009 million of short-term debt consisted primarily of senior notes that mature in the next twelve months and commercial paper borrowings.
We provide for liquidity by maintaining a sizable amount of excess borrowing capacity under our credit facility and, as previously discussed, have consistently generated strong cash flows from operations. As of December 31, 2025, our $1,226 million of short-term debt consisted primarily of senior notes that mature in the next twelve months.
Excluding fair value adjustments, as of December 31, 2024 and 2023, the Obligated Group had $31,052 million and $31,167 million, respectively, of Guaranteed Notes outstanding.
Excluding fair value adjustments, as of December 31, 2025 and 2024, the Obligated Group had $31,153 million and $31,052 million, respectively, of Guaranteed Notes outstanding.
Certain Items Certain Items, as adjustments used to calculate our non-GAAP financial measures, are items that are required by GAAP to be reflected in Net income attributable to Kinder Morgan, Inc., but typically either (i) do not have a cash impact (for example, unsettled commodity hedges and asset impairments), or (ii) by their nature are separately identifiable from our normal business operations and in most cases are likely to occur only sporadically (for example, certain legal settlements, enactment of new tax legislation and casualty losses).
Certain Items Certain Items, as adjustments used to calculate our non-GAAP financial measures, are items that are required by GAAP to be reflected in Net income attributable to Kinder Morgan, Inc., but typically (i) do not have a cash impact (for example, unsettled commodity hedges and asset impairments), (ii) by their nature are separately identifiable from our normal business operations and in most cases are likely to occur only sporadically (for example, certain legal settlements, enactment of new tax legislation, and casualty losses), or (iii) align the timing of impacts from natural gas inventory hedges with the future associated physical withdrawals from inventory.
We intend to fund our debt as it becomes due, primarily through credit facility borrowings, commercial paper borrowings, cash flows from operations, and/or issuing new long-term debt. Our short-term debt balance as of December 31, 2023 was $4,049 million.
We intend to fund our debt as it becomes due, primarily through credit facility borrowings, commercial paper borrowings, cash flows from operations, and/or issuing new long-term debt. Our short-term debt as of December 31, 2024 was $2,009 million.
The impact of KMI’s income tax provision on Certain Items affecting earnings from equity investments is included within “Certain Items” above. 47 Below is a discussion of significant changes in our Adjusted Net Income Attributable to Kinder Morgan, Inc. and Adjusted EBITDA : Year Ended December 31, 2024 2023 (In millions) Adjusted Net Income Attributable to Kinder Morgan, Inc. $ 2,571 $ 2,410 Adjusted EBITDA 7,938 7,561 Change from prior period Increase/(Decrease) Adjusted Net Income Attributable to Kinder Morgan, Inc. $ 161 Adjusted EBITDA $ 377 Adjusted Net Income Attributable to Kinder Morgan, Inc. increased $161 mill ion in 2024 compared to 2023.
The impact of KMI’s income tax provision on Certain Items affecting earnings from equity investments is included within “Certain Items” above. 48 Below is a discussion of significant changes in our Adjusted Net Income Attributable to Kinder Morgan, Inc. and Adjusted EBITDA : Year Ended December 31, 2025 2024 (In millions) Adjusted Net Income Attributable to Kinder Morgan, Inc. $ 2,899 $ 2,571 Adjusted EBITDA 8,391 7,938 Change from prior period Increase/(Decrease) Adjusted Net Income Attributable to Kinder Morgan, Inc. $ 328 Adjusted EBITDA $ 453 Adjusted Net Income Attributable to Kinder Morgan, Inc. increased $328 mill ion in 2025 compared to 2024.
We have consistently generated substantial cash flow from operations, providing a source of funds of $5,635 million and $6,491 million in 2024 and 2023, respectively.
We have consistently generated substantial cash flow from operations, providing a source of funds of $5,917 million and $5,635 million in 2025 and 2024, respectively.
Our Board declared a quarterly dividend of $0.2875 per share for the fourth quarter of 2024, consistent with previous quarters in 2024. The total of the dividends declared for 2024 of $1.15 represents a 2% increase over total dividends declared for 2023.
Our board of directors declared a quarterly dividend of $0.2925 per share for the fourth quarter of 2025, consistent with previous quarters in 2025. The total of the dividends declared for 2025 of $1.17 represents a 2% increase over total dividends declared for 2024.
“ Management’s Discussion and Analysis of Financial Condition and Results of Operations—Results of Operations ” included in our Annual Report on Form 10-K for the year ended December 31, 2023 filed with the SEC on February 20, 2024. General Acquisitions and Divestitures Following are acquisitions and divestitures we made during the 2024 reporting period.
“ Management’s Discussion and Analysis of Financial Condition and Results of Operations—Results of Operations ” included in our Annual Report on Form 10-K for the year ended December 31, 2024 filed with the SEC on February 13, 2025. General Acquisition and Divestiture Following are an acquisition and a divestiture we made during the 2025 reporting period.
Net Debt Net Debt is calculated, based on amounts as of December 31, 2024, by subtracting the following amounts from our debt balance of $31,890 million: (i) cash and cash equivalents of $88 million; (ii) debt fair value adjustments of $102 million; and (iii) the foreign exchange impact on Euro-denominated bonds of $(25) million f or which we have entered into currency swaps to convert that debt to U.S. dollars.
Net Debt Net Debt is calculated, based on amounts as of December 31, 2025, by subtracting the following amounts from our debt balance of $32,003 million: (i) cash and cash equivalents of $63 million; (ii) debt fair value adjustments of $180 million; and (iii) the foreign exchange impact on Euro-denominated bonds o f $44 millio n f or which we have entered into currency swaps to convert that debt to U.S. dollars.
We had working capital (defined as current assets less current liabilities) deficits of $2,580 million and $4,679 million as of December 31, 2024 and 2023, respectively.
We had working capital (defined as current assets less current liabilities) deficits of $1,568 million and $2,580 million as of December 31, 2025 and 2024, respectively.
We also expect to invest $2.3 billion in expansion projects and contributions to joint ventures, or discretionary capital expenditures, during 2025. The expectations for 2025 discussed above involve risks, uncertainties and assumptions, and are not guarantees of performance.
Excluding our recently divested interest in EagleHawk, we also expect to invest almost $3.3 billion in expansion projects and contributions to joint ventures, or discretionary capital expenditures, during 2026. The expectations for 2026 discussed above involve risks, uncertainties and assumptions, and are not guarantees of performance.
Long-term Financing Our equity consists of Class P common stock with a par value of $0.01 per share. We do not expect to need to access the equity capital markets to fund our discretionary capital investments for the foreseeable future.
F2 BBB+ Stable (a) On January 13, 2026, Standard and Poor’s upgraded our long-term rating to BBB+. Long-term Financing Our equity consists of Class P common stock with a par value of $0.01 per share. We do not expect to need to access the equity capital markets to fund our discretionary capital investments for the foreseeable future.
The increase resulted primarily fro m favorable earnings in our Natural Gas Pipelines, Terminals and Products Pipelines business segments, which were also primary drivers of the increase in Adjus ted EBITDA of $377 million, partially offset by an increase in DD&A expenses .
The increase resulted primarily fro m favorable earnings in our Natural Gas Pipelines and Terminals business segments partially offset by unfavorable earnings in our CO 2 business segment, which were also primary drivers of the increase in Adjus ted EBITDA of $453 million .
(b) The ratio of our tankage capacity in service to liquids leasable capacity. For purposes of the following tables and related discussions, the results of operations of our terminals held for sale or divested, including any associated gain or loss on sale, are reclassified for all periods presented from the historical business grouping and included within the Other group.
For purposes of the following tables and related discussions, in periods in which they may occur, the results of operations of our terminals divested or classified as held for sale, including any associated gain or loss on sale, are reclassified for all periods presented from the historical business grouping and included within the Other group.
Includes the impact of KMI’s income tax provision on Certain Items affecting earnings from equity investments and is separate from the related tax provision recognized at the investees by the joint ventures which are also taxable entities. (d) 2023 amount represents pension cost adjustments related to settlements made by our pension plans.
Includes the impact of KMI’s income tax provision on Certain Items affecting earnings from equity investments and is separate from the related tax provision recognized at the investees by the joint ventures which are also taxable entities.
Liquidity and Capital Resources General As of December 31, 2024, we had $88 million of “Cash and cash equivalents,” an increase of $5 million from December 31, 2023. Additionally, as of December 31, 2024, we had borrowing capacity of approximately $3.1 billion under our credit facility (discussed below in “ —Short-term Liquidity ”).
Liquidity and Capital Resources General As of December 31, 2025, we had $63 million of “Cash and cash equivalents,” a decrease of $25 million from December 31, 2024. Additionally, as of December 31, 2025, we had borrowing capacity of approximately $3,477 million under our credit facility (discussed below in “ —Short-term Liquidity ”).
From time to time, short-term borrowings are used to fund working capital and finance incremental capital investments, if any. Incremental capital investments initially funded through short-term borrowings may periodically be replaced with long-term financing and/or paid down using retained cash from operations.
From time to time, 56 short-term borrowings are used to fund working capital and finance incremental capital investments, if any. Incremental capital investments initially funded through short-term borrowings may periodically be replaced with long-term financing and/or paid down using retained cash from operations. In aggregate, we repaid $1,500 million and issued $1,850 million of senior notes in 2025.
General and Administrative and Corporate Charges Year Ended December 31, 2024 2023 (In millions) General and administrative $ (712) $ (668) Corporate charges (24) (91) Certain Items(a) 7 45 General and administrative and corporate charges $ (729) $ (714) Change from prior period Earnings increase/(decrease) General and administrative $ (44) Corporate charges 67 Total $ 23 (a) See “ —Overview—Non-GAAP Financial Measures— Certain Items” above.
General and Administrative and Corporate Charges Year Ended December 31, 2025 2024 (In millions) General and administrative $ (744) $ (712) Corporate charges (2) (24) Certain Items(a) 1 7 General and administrative and corporate charges $ (745) $ (729) Change from prior period Earnings increase/(decrease) General and administrative $ (32) Corporate charges 22 Total $ (10) (a) See “ —Overview—Non-GAAP Financial Measures— Certain Items” above.
For each of our assets, we budget for and make those sustaining capital expenditures that are necessary to maintain safe and efficient operations, meet customer needs and comply with our operating policies and applicable law.
For each of our assets, we budget for and make those sustaining capital expenditures that are necessary to maintain safe and efficient operations, meet customer needs and comply with our operating policies and applicable law. We may budget for and make additional sustaining capital expenditures that we expect to produce economic benefits such as increasing efficiency and/or lowering future expenses.
Th e decrease in sales revenues had a corresponding decrease in our costs of sales as described below under “ Operating Costs, Expenses and Other—Costs of sales .” Operating Costs, Expenses and Other Costs of Sales Costs of sale s decreased $601 million in 2024 compared to 2023.
The increase in sales revenues had a corresponding increase in our costs of sales as described below under “ Operating Costs, Expenses, and Other—Costs of sales .” Operating Costs, Expenses, and Other Costs of Sales Costs of sale s increased $1,192 million in 2025 compared to 2024.
Financing Activities $127 million less cash used in financing activities in the comparable years of 2024 and 2023 is explained by the following discussion. • a $515 million decrease in cash used for share repurchases under our share buy-back program; partially offset by • a $363 million net increase in cash used related to debt activity as a result of net debt reduction in 2024 compared to net issuances in 2023. 62 Dividends and Stock Buy-back Program The table below reflects the declaration of dividends of $1.15 per share for 2024: Three months ended Total quarterly dividend per share for the period Date of declaration Date of record Date of dividend March 31, 2024 $0.2875 April 17, 2024 April 30, 2024 May 15, 2024 June 30, 2024 0.2875 July 17, 2024 July 31, 2024 August 15, 2024 September 30, 2024 0.2875 October 16, 2024 October 31, 2024 November 15, 2024 December 31, 2024 0.2875 January 22, 2025 February 3, 2025 February 18, 2025 We expect to continue to return additional value to our shareholders in 2025 through our previously announced dividend increase.
Financing Activities Net cash used in financing activities was relatively flat for the comparable years of 2025 and 2024. 61 Dividends and Stock Buy-back Program The table below reflects the declaration of dividends of $1.17 per share for 2025: Three months ended Total quarterly dividend per share for the period Date of declaration Date of record Date of dividend March 31, 2025 $0.2925 April 16, 2025 April 30, 2025 May 15, 2025 June 30, 2025 0.2925 July 16, 2025 July 31, 2025 August 15, 2025 September 30, 2025 0.2925 October 22, 2025 November 3, 2025 November 17, 2025 December 31, 2025 0.2925 January 21, 2026 February 2, 2026 February 17, 2026 We expect to continue to return additional value to our shareholders in 2026 through our previously announced dividend increase.
For information about our interest rate risk, see Note 13 “Risk Management— Interest Rate Risk Management ” to our consolidated financial statements and Item 7A.
For additional information about our outstanding senior notes and debt-related transactions in 2025, see Note 8 “Debt” to our consolidated financial statements. For information about our interest rate risk, see Note 13 “Risk Management— Interest Rate Risk Management ” to our consolidated financial statements and Item 7A.
Summarized combined balance sheet and income statement information for the Obligated Group follows: December 31, Summarized Combined Balance Sheet Information 2024 2023 (In millions) Current assets $ 2,216 $ 2,246 Current assets - affiliates 735 760 Noncurrent assets 63,267 62,877 Noncurrent assets - affiliates 813 903 Total Assets $ 67,031 $ 66,786 Current liabilities $ 4,737 $ 6,907 Current liabilities - affiliates 758 734 Noncurrent liabilities 34,052 31,681 Noncurrent liabilities - affiliates 1,561 1,306 Total Liabilities 41,108 40,628 Kinder Morgan, Inc.’s stockholders’ equity 25,923 26,158 Total Liabilities and Stockholders’ Equity $ 67,031 $ 66,786 Summarized Combined Income Statement Information Year Ended December 31, 2024 (In millions) Revenues $ 13,678 Operating income 3,827 Net income 2,131 64 Recent Accounting Pronouncements Please refer to Note 18 “Recent Accounting Pronouncements” to our consolidated financial statements for information concerning recent accounting pronouncements.
Summarized combined balance sheet and income statement information for the Obligated Group follows: December 31, Summarized Combined Balance Sheet Information 2025 2024 (In millions) Current assets $ 2,460 $ 2,216 Current assets - affiliates 779 735 Noncurrent assets 64,470 63,267 Noncurrent assets - affiliates 782 813 Total Assets $ 68,491 $ 67,031 Current liabilities $ 4,015 $ 4,737 Current liabilities - affiliates 766 758 Noncurrent liabilities 35,589 34,052 Noncurrent liabilities - affiliates 1,807 1,561 Total Liabilities 42,177 41,108 Kinder Morgan, Inc.’s stockholders’ equity 26,314 25,923 Total Liabilities and Stockholders’ Equity $ 68,491 $ 67,031 Summarized Combined Income Statement Information Year Ended December 31, 2025 (In millions) Revenues $ 15,523 Operating income 4,172 Net income 2,587 63 Recent Accounting Pronouncements Please refer to Note 18 “Recent Accounting Pronouncements” to our consolidated financial statements for information concerning recent accounting pronouncements.
The following table represents our debt ratings as of December 31, 2024. Rating agency Short-term rating Long-term rating Outlook Standard and Poor’s(a) A-2 BBB Stable Moody’s Investor Services Prime-2 Baa2 Stable Fitch Ratings, Inc. F2 BBB Stable (a) On February 12, 2025, Standard and Poor’s upgraded our outlook to positive.
A decrease in our credit ratings could negatively impact our borrowing costs and could limit our access to capital. 57 The following table represents our debt ratings as of December 31, 2025. Rating agency Short-term rating Long-term rating Outlook Standard and Poor’s(a) A-2 BBB Positive Moody’s Investor Services Prime-2 Baa2 Positive Fitch Ratings, Inc.
(f) Includes the tax provision on Certain Items recognized by the investees that are taxable entities associated with our Citrus, NGPL Holdings and Products (SE) Pipe Line equity investments.
(f) Includes amortization of basis differences related to our joint ventures which was previously presented separately as amortization of excess cost of equity investments. (g) Includes the tax provision on Certain Items recognized by the investees that are taxable entities associated with our Citrus, NGPL Holdings, and Products (SE) Pipe Line equity investments.
For discussion on our hedging activities and related sensitivities to our estimates, see Note 13 “Risk Management” to our consolidated financial statements and Item 7A. “ Quantitative and Qualitative Disclosures About Market Risk ,” respectively. Impairments In addition to our annual testing of impairment for goodwill, we evaluate impairment of our long-lived assets when a triggering event occurs.
For discussion on our hedging activities and related sensitivities to our estimates, see Note 13 “Risk Management” to our consolidated financial statements and Item 7A. “ Quantitative and Qualitative Disclosures About Market Risk ,” respectively.
For m ore detail of significant Certain Items, see the discussion of changes in Segment EBDA below. (b) Volumes for acquired assets are included for all periods presente d, however, EBDA contributions from acquisitions are included only for the periods subsequent to their acquisition. Volumes for assets sold are excluded for all periods presented.
(c) Volumes for acquired assets are included for all periods presente d, however, EBDA contributions from acquisitions are included only for the periods subsequent to their acquisition. Volumes for assets sold are excluded for all periods presented.
Net income attributable to Kinder Morgan, Inc. $ 2,613 $ 2,391 Certain Items(a) Change in fair value of derivative contracts 72 (126) (Gain) loss on divestitures and impairment, net (69) 67 Income tax Certain Items (52) 33 Other 7 45 Total Certain Items (42) 19 Adjusted Net Income Attributable to Kinder Morgan, Inc. $ 2,571 $ 2,410 Reconciliation of Net Income Attributable to Kinder Morgan, Inc. to Adjusted Net Income Attributable to Common Stock Net income attributable to Kinder Morgan, Inc. $ 2,613 $ 2,391 Total Certain Items(b) (42) 19 Net income allocated to participating securities and other(c) (14) (14) Adjusted Net Income Attributable to Common Stock $ 2,557 $ 2,396 Adjusted EPS $ 1.15 $ 1.07 Reconciliation of Net Income Attributable to Kinder Morgan, Inc. to Adjusted EBITDA Net income attributable to Kinder Morgan, Inc. $ 2,613 $ 2,391 Total Certain Items(b) (42) 19 DD&A 2,354 2,250 Amortization of excess cost of equity investments 50 66 Income tax expense(d) 739 682 Interest, net(e) 1,849 1,804 Amounts from joint ventures Unconsolidated joint venture DD&A 359 323 Remove consolidated joint venture partners’ DD&A (62) (63) Unconsolidated joint venture income tax expense(f) 78 89 Adjusted EBITDA $ 7,938 $ 7,561 (a) See table included in “ —Overview—Non-GAAP Financial Measures— Certain Items” above.
Net income attributable to Kinder Morgan, Inc. $ 3,056 $ 2,613 Certain Items(a) Risk management activities (29) 72 Gain on divestitures (123) (69) Income tax Certain Items (2) (52) Other (3) 7 Total Certain Items (157) (42) Adjusted Net Income Attributable to Kinder Morgan, Inc. $ 2,899 $ 2,571 Reconciliation of Net Income Attributable to Kinder Morgan, Inc. to Adjusted Net Income Attributable to Common Stock Net income attributable to Kinder Morgan, Inc. $ 3,056 $ 2,613 Total Certain Items(b) (157) (42) Net income allocated to participating securities and other(c) (15) (14) Adjusted Net Income Attributable to Common Stock $ 2,884 $ 2,557 Adjusted EPS $ 1.30 $ 1.15 Reconciliation of Net Income Attributable to Kinder Morgan, Inc. to Adjusted EBITDA Net income attributable to Kinder Morgan, Inc. $ 3,056 $ 2,613 Total Certain Items(b) (157) (42) DD&A 2,453 2,354 Income tax expense(d) 834 739 Interest, net(e) 1,788 1,849 Amounts associated with joint ventures Unconsolidated joint venture DD&A(f) 391 409 Remove consolidated joint venture partners’ DD&A (63) (62) Unconsolidated joint venture income tax expense(g) 89 78 Adjusted EBITDA $ 8,391 $ 7,938 (a) See table included in “ —Overview—Non-GAAP Financial Measures— Certain Items” above.
See “—Non-GAAP Financial Measures—Reconciliation of Segment EBDA to Adjusted Segment EBDA” below. Adjusted EBITDA Adjusted EBITDA is calculated by adjusting Net income attributable to Kinder Morgan, Inc. for Certain Items and further for DD&A and amortization of excess cost of equity investments, income tax expense and interest.
See “—Non-GAAP Financial Measures—Reconciliation of Net Income Attributable to Kinder Morgan, Inc. to Adjusted Net Income Attributable to Common Stock” below. Adjusted Segment EBDA Adjusted Segment EBDA is calculated by adjusting segment earnings before DD&A, general and administrative expenses and corporate charges, interest expense, and income taxes (Segment EBDA) for Certain Items attributable to the segment.
Year Ended December 31, 2024 2023 (In millions) Certain Items Change in fair value of derivative contracts(a) $ 72 $ (126) (Gain) loss on divestitures and impairment, net(b) (69) 67 Income tax Certain Items(c) (52) 33 Other(d) 7 45 Total Certain Items(e) $ (42) $ 19 (a) Gains or losses are reflected within non-GAAP financial measures when realized.
Year Ended December 31, 2025 2024 (In millions) Certain Items Risk management activities(a)(b) $ (29) $ 72 Gain on divestitures(c) (123) (69) Income tax Certain Items(d) (2) (52) Other (3) 7 Total Certain Items(e) $ (157) $ (42) (a) Includes changes in fair value of unsettled derivatives, of which gains or losses are reflected within non-GAAP financial measures when realized.
See “—Non-GAAP Financial Measures—Reconciliation of Net Income Attributable to Kinder Morgan, Inc. to Adjusted EBITDA” below . 43 Amounts from Joint Ventures Certain Items and Adjusted EBITDA reflect amounts from unconsolidated joint ventures and consolidated joint ventures utilizing the same recognition and measurement methods used to record “Earnings from equity investments” and “Noncontrolling interests,” respectively.
Amounts associated with Joint Ventures Certain Items and Adjusted EBITDA reflect amounts from unconsolidated joint ventures and consolidated joint ventures utilizing the same recognition and measurement methods used to record “Earnings from equity investments” and 44 “Noncontrolling interests,” respectively.
Fair value calculated for the purpose of testing our long-lived assets, including intangible assets, goodwill and equity method investments, for impairment involves the use of significant estimates and assumptions regarding the timing and amounts of future cash inflows and outflows, discount rates, market prices and asset lives, among other items.
Impairment testing requires estimating fair value, which involves the use of significant estimates and assumptions regarding the timing and amounts of future cash inflows and outflows, commodity prices, discount rates, market multiples, and asset lives, among other items and as applicable.
Below is a summary of our CO 2 business segment hedges outstanding as of December 31, 2024. 2025 2026 2027 2028 Crude Oil(a) Price ($ per Bbl) $ 66.61 $ 65.94 $ 65.71 $ 64.55 Volume (MBbl/d) 20.90 13.40 8.10 3.70 NGL Price ($ per Bbl) $ 48.98 Volume (MBbl/d) 3.13 (a) Includes WTI.
Below is a summary of our CO 2 business segment hedges outstanding as of December 31, 2025. 2026 2027 2028 Crude Oil(a) Price ($ per Bbl) $ 64.34 $ 64.13 $ 64.51 Volume (MBbl/d) 21.60 12.20 4.00 NGL Price ($ per Bbl) $ 42.60 Volume (MBbl/d) 2.56 (a) Includes WTI.
(b) See “— Non-GAAP Financial Measures—Reconciliation of Net Income Attributable to Kinder Morgan, Inc. to Adjusted Net Income Attributable to Kinder Morgan, Inc. ” for a detailed listing.
(b) See “— Non-GAAP Financial Measures—Reconciliation of Net Income Attributable to Kinder Morgan, Inc. to Adjusted Net Income Attributable to Kinder Morgan, Inc. ” for a detailed listing. (c) Other includes Adjusted net income in excess of distributions for participating securities of $1 million for each of the 2025 and 2024 periods.
Off Balance Sheet Arrangements We have invested in entities that are not consolidated in our financial statements. For information on our obligations with respect to these investments, as well as our obligations with respect to related letters of credit, see Note 12 “Commitments and Contingent Liabilities” to our consolidated financial statements.
For information on our obligations with respect to these investments, as well as our obligations with respect to related letters of credit, see Note 12 “Commitments and Contingent Liabilities” to our consolidated financial statements. Additional information regarding the nature and business purpose of our investments is included in Note 6 “Investments” to our consolidated financial statements.
Year Ended December 31, 2024 2023 Earnings increase/(decrease) (In millions, except per share amounts and percentages) Revenues $ 15,100 $ 15,334 $ (234) (2) % Operating Costs, Expenses and Other Costs of sales (exclusive of items shown separately below) (4,337) (4,938) 601 12 % Operations and maintenance (2,972) (2,807) (165) (6) % DD&A (2,354) (2,250) (104) (5) % General and administrative (712) (668) (44) (7) % Taxes, other than income taxes (433) (421) (12) (3) % Other income, net 92 13 79 608 % Total Operating Costs, Expenses and Other (10,716) (11,071) 355 3 % Operating Income 4,384 4,263 121 3 % Other Income (Expense) Earnings from equity investments 890 838 52 6 % Amortization of excess cost of equity investments (50) (66) 16 24 % Interest, net (1,844) (1,797) (47) (3) % Other, net 27 (37) 64 173 % Total Other Expense (977) (1,062) 85 8 % Income Before Income Taxes 3,407 3,201 206 6 % Income Tax Expense (687) (715) 28 4 % Net Income 2,720 2,486 234 9 % Net Income Attributable to Noncontrolling Interests (107) (95) (12) (13) % Net Income Attributable to Kinder Morgan, Inc. $ 2,613 $ 2,391 $ 222 9 % Basic and diluted earnings per share $ 1.17 $ 1.06 $ 0.11 10 % Basic and diluted weighted average shares outstanding 2,220 2,234 (14) (1) % Declared dividends per share $ 1.15 $ 1.13 $ 0.02 2 % Our consolidated revenues primarily consist of services and sales revenue.
Year Ended December 31, 2025 2024 Earnings increase/(decrease) (In millions, except per share amounts and percentages) Revenues $ 16,937 $ 15,100 $ 1,837 12 % Operating Costs, Expenses, and Other Costs of sales (exclusive of items shown separately below) (5,529) (4,337) (1,192) (27) % Operations and maintenance (3,057) (2,972) (85) (3) % DD&A (2,453) (2,354) (99) (4) % General and administrative (744) (712) (32) (4) % Taxes, other than income taxes (445) (433) (12) (3) % Other income, net 15 92 (77) (84) % Total Operating Costs, Expenses, and Other (12,213) (10,716) (1,497) (14) % Operating Income 4,724 4,384 340 8 % Other Income (Expense) Earnings from equity investments 896 840 56 7 % Interest, net (1,801) (1,844) 43 2 % Other, net 173 27 146 541 % Total Other Expense (732) (977) 245 25 % Income Before Income Taxes 3,992 3,407 585 17 % Income Tax Expense (832) (687) (145) (21) % Net Income 3,160 2,720 440 16 % Net Income Attributable to Noncontrolling Interests (104) (107) 3 3 % Net Income Attributable to Kinder Morgan, Inc. $ 3,056 $ 2,613 $ 443 17 % Basic and diluted earnings per share $ 1.37 $ 1.17 $ 0.20 17 % Basic and diluted weighted average shares outstanding 2,223 2,220 3 — % Declared dividends per share $ 1.17 $ 1.15 $ 0.02 2 % Our consolidated revenues primarily consist of services and sales revenue.
For more detail of significant Certain Items, see the discussion of changes in Segment EBDA below. (b) Joint venture throughput is reported at our ownership share. (c) Volumes include ethanol pipeline volumes.
(b) See table included in “ —Overview—Non-GAAP Financial Measures— Certain Items” above. 2025 Certain Items are associated with our Southeast Refined Products business. See “ —Overview—Non-GAAP Financial Measures— Certain Items” above. For more detail of significant Certain Items, see the discussion of changes in Segment EBDA below. (c) Joint venture throughput is reported at our ownership share.
(e) 2024 and 2023 amounts include the following amounts reported within “Interest, net” on the accompanying consolidated statements of income: $(5) million and $(7) million, respectively, of “Change in fair value of derivative contracts.” Adjusted Net Income Attributable to Kinder Morgan, Inc.
(e) 2025 and 2024 amounts include $13 million an d $(5) million, respectively, reported within “Interest, net” on the accompanying consolidated statements of income of “Risk management activities.” Adjusted Net Income Attributable to Kinder Morgan, Inc. Adjusted Net Income Attributable to Kinder Morgan, Inc. is calculated by adjusting Net income attributable to Kinder Morgan, Inc. for Certain Items.
Management and external users also use Adjusted EBITDA as an important metric to compare the valuations of companies across our industry. Our ratio of Net Debt-to-Adjusted EBITDA is used as a supplemental performance target for purposes of our annual incentive compensation program.
Adjusted EBITDA is used by management, investors, and other external users, in conjunction with our Net Debt (as described further below), to evaluate our leverage. Management and external users also use Adjusted EBITDA as an important metric to compare the valuations of companies across our industry.
The acquisition includes a 0.27 Bcf/d processing facility and a 104-mile, large-diameter, high-pressure rich gas gathering header pipeline with 0.35 Bcf/d of capacity connecting supplies from the Williston Basin area to high-demand markets. With this transaction, we expect to reduce future capital expenditures needed to accommodate the growth of our existing Bakken 39 customers.
Natural Gas Pipelines (Midstream) Outrigger Energy acquisition $648 million (February 2025) Natural gas gathering and processing system in North Dakota from Outrigger Energy II LLC which includes a 0.27 Bcf/d processing facility and a 104-mile, large-diameter, high-pressure rich gas gathering header pipeline with 0.35 Bcf/d of capacity connecting supplies from the Williston Basin area to high-demand markets.
Volumes for assets sold are excluded for all periods presented. 50 Below are the changes in Natural Gas Pipelines Segment EBDA: Year Ended December 31, 2024 2023 increase/(decrease) (In millions) Midstream $ 1,799 $ 1,697 $ 102 East 2,678 2,637 41 West 950 948 2 Total Natural Gas Pipelines $ 5,427 $ 5,282 $ 145 The changes in Natural Gas Pipelines Segment EBDA in the comparable years of 2024 and 2023 are explained by the following discussion: • The $102 million (6%) increase in Midstream was favorably impacted by (i) our STX Midstream acquired assets partially offset by our divested assets; (ii) increased demand and rates for our services on our Texas intrastate systems and increased sales margin driven by lower prices on costs of sales and higher volumes, partially offset by higher operating expenses; and (iii) higher equity earnings from PHP driven by an expansion project that went into service in November 2023.
Volumes for assets sold are excluded for all periods presented. 50 Below are the changes in Natural Gas Pipelines Segment EBDA: Year Ended December 31, 2025 2024 Increase/(Decrease) (In millions) Midstream $ 2,278 $ 1,783 $ 495 East 2,821 2,660 161 West 981 950 31 Total Natural Gas Pipelines $ 6,080 $ 5,393 $ 687 The changes in Natural Gas Pipelines Segment EBDA in the comparable years of 2025 and 2024 are explained by the following discussion: • The $495 million (28%) increase in Midstream was primarily driven by (i) on our Texas intrastate systems, completed expansion projects and increased sales margins resulting from higher commodity prices and volumes partially reduced by decreased realized gains on sales hedges; (ii) contributions from the acquired Outrigger Energy assets on our Hiland Midstream assets; and (iii) higher gathering rates on KinderHawk.
These environmental liabilities are included within “Other current liabilities” and “Other long-term liabilities and deferred credits” in our consolidated balance sheet as of December 31, 2024.
These environmental liabilities are included within “Other current liabilities” and “Other long-term liabilities and deferred credits” in our consolidated balance sheet as of December 31, 2025. (g) Represents $51 million under five letters of credit for insurance purposes and a combined $38 million in thirty-one letters of credit supporting environmental and other obligations of us and our subsidiaries.
See Note 3 “Acquisitions and Divestitures” to our consolidated financial statements for further information regarding this acquisition; and • a $91 million decrease in cash used for contributions to equity investees driven primarily by lower contributions to PHP and Greenholly Gathering Pipeline LLC, partially offset by higher contributions to SNG in the 2024 period compared to the 2023 period; partially offset by • a $312 million increase in capital expenditures primarily driven by expansion projects in our Natural Gas Pipelines business segment.
Investing Activities $550 million more cash used in investing activities in the comparable years of 2025 and 2024 is explained by the following discussion. • $648 million in cash used for the Outrigger Energy acquisition in the 2025 period; See Note 3 “Acquisitions and Divestitures” to our consolidated financial statements for further information regarding this acquisition; and • a $397 million increase in capital expenditures primarily driven by expansion projects in our Natural Gas Pipelines and Products Pipelines business segments, partially offset by a decrease in our Terminals and CO 2 business segments; partially offset by • $382 million in cash received from the sale of our equity interest in EagleHawk.
Subject to customary closing conditions and regulatory approval, this transaction is expected to close in the first quarter of 2025. 2025 Dividends and Discretionary Capital We expect to declare dividends of $1.17 per share for 2025, a 2% increase from the 2024 declared dividends of $1.15 per share.
Natural Gas Pipelines (Midstream) 2026 Dividends and Discretionary Capital We expect to declare dividends of $1.19 per share for 2026, a 2% increase from the 2025 declared dividends of $1.17 per share.
Additional information regarding the nature and business purpose of our investments is included in Note 6 “Investments” to our consolidated financial statements. Contractual Obligations and Commercial Commitments The table below provides a summary of our material cash requirements.
Contractual Obligations and Commercial Commitments The table below provides a summary of our material cash requirements.
(b) Reflects cash contributions to unconsolidated joint ventures. Also includes contributions to an unconsolidated joint venture that are netted within the amount the joint venture declares as a distribution to us. Impact of Regulation The trend toward increasingly stringent regulations creates uncertainty regarding our capital and operating expenditure requirements over the longer term.
(b) Sustaining capital expenditures by our joint ventures generally do not require cash outlays by us. (c) Reflects cash contributions to unconsolidated joint ventures. Also includes contributions to an unconsolidated joint venture that are netted within the amount the joint venture declares as a distribution to us.

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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 changeFor more information on our interest rate risk management and on our interest rate swap agreements, see Note 13 “Risk Management” to our consolidated financial statements. 66 Foreign Currency Risk As of December 31, 2024, we had a notional principal amount of $543 million of cross-currency swap agreements that effectively convert all of our fixed-rate Euro denominated debt, including annual interest payments and the payment of principal at maturity, to U.S. dollar denominated debt at fixed rates.
Biggest changeForeign Currency Risk As of December 31, 2025, we had a notional principal amount of $543 million of cross-currency swap agreements that effectively convert all of our fixed-rate Euro denominated debt, including annual interest payments and the payment of principal at maturity, to U.S. dollar denominated debt at fixed rates.
(b) A hypothetical 10% change in the average interest rates applicable to such debt as of December 31, 2024 and 2023, would result in changes of approximately $1,416 million and $1,889 million, respectively, in the estimated fair values of these instruments.
(b) A hypothetical 10% change in the average interest rates applicable to such debt as of December 31, 2025 and 2024, would result in changes of approximately $1,329 million and $1,416 million, respectively, in the estimated fair values of these instruments.
(c) A hypothetical 10% change in the weighted average interest rate on all of our borrowings (approximately 58 basis points in both 2024 and 2023) when applied to our outstanding balance of variable rate debt as of December 31, 2024 and 2023, including adjustments for the notional swap amounts described in the table above, would result in changes of approximately $21 million and $48 million, respectively.
(c) A hypothetical 10% change in the weighted average interest rate on all of our borrowings (approximately 56 and 58 basis points in 2025 and 2024, respectively) when applied to our outstanding balance of variable rate debt as of December 31, 2025 and 2024, including adjustments for the notional swap amounts described in the table above, would result in changes of approximately $20 million and $21 million, respectively.
These swaps eliminate the foreign currency risk associated with our foreign currency denominated debt. 67
These swaps eliminate the foreign currency risk associated with our foreign currency denominated debt. 65
A hypothetical 10% movement in the underlying commodity prices would have the following effect on the associated derivative contracts’ estimated fair value: As of December 31, Commodity derivative 2024 2023 (In millions) Crude oil $ 120 $ 127 Natural gas 76 28 NGL 4 4 Total $ 200 $ 159 Our sensitivity analysis represents an estimate of the reasonably possible gains and losses that would be recognized on the crude oil, natural gas and NGL portfolios of derivative contracts assuming hypothetical movements in future market rates and is 65 not necessarily indicative of actual results that may occur.
A hypothetical 10% movement in the underlying commodity prices would have the following effect on the associated derivative contracts’ estimated fair value: As of December 31, Commodity derivative 2025 2024 (In millions) Crude oil $ 87 $ 120 Natural gas 38 76 NGL 3 4 Total $ 128 $ 200 Our sensitivity analysis represents an estimate of the reasonably possible gains and losses that would be recognized on the crude oil, natural gas, and NGL portfolios of derivative contracts assuming hypothetical movements in future market rates and 64 is not necessarily indicative of actual results that may occur.
Below are our debt balances, including debt fair value adjustments, and sensitivity to interest rates: December 31, 2024 December 31, 2023 Carrying value Estimated fair value(a) Carrying value Estimated fair value(a) (In millions) Fixed rate debt(b) $ 31,519 $ 30,423 $ 30,063 $ 29,317 Variable rate debt $ 371 $ 371 $ 2,053 $ 2,053 Notional principal amount of variable-to-fixed interest rate swap agreements (1,500) — Notional principal amount of fixed-to-variable interest rate swap agreements 4,750 6,200 Debt balances subject to variable interest rates(c) $ 3,621 $ 8,253 (a) Fair values were determined using Level 2 inputs.
Below are our debt balances, including debt fair value adjustments, and sensitivity to interest rates: December 31, 2025 December 31, 2024 Carrying value Estimated fair value(a) Carrying value Estimated fair value(a) (In millions) Fixed rate debt(b) $ 31,990 $ 31,953 $ 31,519 $ 30,423 Variable rate debt $ 13 $ 13 $ 371 $ 371 Notional principal amount of variable-to-fixed interest rate swap agreements — (1,500) Notional principal amount of fixed-to-variable interest rate swap agreements 3,500 4,750 Debt balances subject to variable interest rates(c) $ 3,513 $ 3,621 (a) Fair values were determined using Level 2 inputs.
Removed
As of December 31, 2024, including debt converted to variable rates through the use of interest rate swaps but excluding our debt fair value adjustments, approximately 11% of our debt balances were subject to variable interest rates.
Added
For more information on our interest rate risk management and on our interest rate swap agreements, see Note 13 “Risk Management” to our consolidated financial statements.

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