Item 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES

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Item 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES

(a)Documents included in this report:


1.			Financial Statements


Report of management on internal control over financial reporting			F-1
Report of independent registered public accounting firm (PCAOB ID: 42)			F-2
Report of independent registered public accounting firm (PCAOB ID: 42)			F-3
Statement of consolidated operations for each of the three years in the period ended December 31, 2024			F-6
Statement of consolidated comprehensive income for each of the three years in the period ended December 31, 2024			F-7
Statement of consolidated cash flows for each of the three years in the period ended December 31, 2024			F-8
Consolidated balance sheet as of December 31, 2024 and 2023			F-9
Statement of consolidated changes in equity and noncontrolling interest for each of the three years in the period ended December 31, 2024			F-10
Notes to consolidated financial statements			F-11


2.			Financial Statement Schedules
			Financial statement schedules have been omitted because they are either not required, not applicable or the information required to be presented is included in the Company’s financial statements and related notes.


3.			Exhibits


		Incorporated by Reference
EXHIBIT NO.	DESCRIPTION	Form	Exhibit	Filing Date	SEC File No.
2.1	Agreement and Plan of Merger, dated as of January 3, 2024, by and among Registrant, Astro Comet Merger Sub Corp., and Callon Petroleum Company.	8-K	2.1	1/4/2024	001-40144
3.1	Amended and Restated Certificate of Incorporation of Registrant, dated March 1, 2021.	8-K12B	3.1	3/1/2021	001-40144
3.2	Certificate of Amendment of Amended and Restated Certificate of Incorporation of Registrant, dated May 24, 2023, as filed with the Secretary of State of the State of Delaware on May 24, 2023.	8-K	3.1	5/25/2023	001-40144
3.3	Amended and Restated Bylaws of Registrant, dated February 2, 2023.	8-K	3.1	2/8/2023	001-40144
4.1	Form of Certificate for Registrant’s Common Stock.	8-K12B	4.1	3/1/2021	001-40144
4.2	Description of Equity Securities of Registrant.	8-K12B	4.2	3/1/2021	001-40144
4.3	Amended and Restated Warrant Agreement, dated April 1, 2024, by and among Registrant, Equiniti Trust Company, LLC, and, solely for purposes of certain provisions specified therein, Callon Petroleum Company.	8-K	4.1	4/1/2024	001-40144
4.4	Indenture, dated as of December 11, 2024, between Registrant and Regions Bank, as trustee.	POSASR	4.9	12/12/2024	333-279038
4.5	Indenture, dated as of June 30, 2021, between Registrant and Computershare Trust Company, N.A., as successor to Wells Fargo Bank, National Association, as trustee.	S-3ASR	4.4	6/30/2021	333-257556
4.6	Form of Guarantee, dated as of January 10, 2025, made by Apache Corporation in favor of the Holders of Registrant’s Notes subject thereto.	8-K	4.3	1/10/2025	001-40144
4.7	Registration Rights Agreement, dated as of January 10, 2025, among Registrant, Apache Corporation, and J.P. Morgan Securities LLC, as representative of the initial purchasers named in the Purchase Agreement.	8-K	4.4	1/10/2025	001-40144
4.8	Registration Rights Agreement, dated as of January 10, 2025, among Registrant, Apache Corporation, and the Dealer Managers named therein.	8-K	4.5	1/10/2025	001-40144
4.9	Form of 6.10% Notes due 2035.	8-K	4.6	1/10/2025	001-40144
4.10	Form of 6.75% Notes due 2055.	8-K	4.7	1/10/2025	001-40144
4.11	Form of 7.70% Notes due 2026.	8-K	4.8	1/10/2025	001-40144
4.12	Form of 7.95% Notes due 2026.	8-K	4.9	1/10/2025	001-40144
4.13	Form of 4.875% Notes due 2027.	8-K	4.10	1/10/2025	001-40144
4.14	Form of 4.375% Notes due 2028.	8-K	4.11	1/10/2025	001-40144
4.15	Form of 7.75% Notes due December 15, 2029.	8-K	4.12	1/10/2025	001-40144
4.16	Form of 4.250% Notes due 2030.	8-K	4.13	1/10/2025	001-40144
4.17	Form of 6.000% Notes due 2037.	8-K	4.14	1/10/2025	001-40144
4.18	Form of 5.100% Notes due 2040.	8-K	4.15	1/10/2025	001-40144
4.19	Form of 5.250% Notes due 2042.	8-K	4.16	1/10/2025	001-40144
4.20	Form of 4.750% Notes due 2043.	8-K	4.17	1/10/2025	001-40144
4.21	Form of 4.250% Notes due 2044.	8-K	4.18	1/10/2025	001-40144
4.22	Form of 7.375% Debentures due 2047.	8-K	4.19	1/10/2025	001-40144
4.23	Form of 5.350% Notes due 2049.	8-K	4.20	1/10/2025	001-40144
4.24	Form of 7.625% Debentures due 2096.	8-K	4.21	1/10/2025	001-40144
10.1	Credit Agreement, dated as of January 30, 2024, among Registrant , the lenders party thereto, JPMorgan Chase Bank, N.A., as Administrative Agent, and the other agents party thereto.	8-K	10.1	1/30/2024	001-40144


		Incorporated by Reference
EXHIBIT NO.	DESCRIPTION	Form	Exhibit	Filing Date	SEC File No.
10.2	Credit Agreement [USD Facility], dated as of January 15, 2025, among Registrant, the lenders party thereto, the issuing banks party thereto, JPMorgan Chase Bank, N.A., as Administrative Agent, and the other agents party thereto.	8-K	10.1	1/16/2025	001-40144
10.3	Credit Agreement [GBP Facility], dated as of January 15, 2025, among Registrant, the lenders party thereto, the issuing banks party thereto, JPMorgan Chase Bank, N.A., as Administrative Agent, and the other agents party thereto.	8-K	10.2	1/16/2025	001-40144
†10.4	Income Continuance Plan, as amended and restated effective as of March 1, 2021.	8-K12B	10.2	3/1/2021	001-40144
†10.5	Executive Termination Policy, as amended and restated effective as of March 1, 2021.	8-K12B	10.3	3/1/2021	001-40144
†10.6	2016 Omnibus Compensation Plan, dated February 3, 2016, effective May 12, 2016.	8-K	10.1	5/16/2016	001-04300
†10.7	First Amendment to the 2016 Omnibus Compensation Plan, dated July 29, 2019.	10-K	10.13	2/28/2020	001-04300
†10.8	Second Amendment to the 2016 Omnibus Compensation Plan, dated March 1, 2021.	8-K12B	10.6	3/1/2021	001-40144
†10.9	2011 Omnibus Equity Compensation Plan, as amended and restated May 12, 2016.	10-Q	10.1	8/4/2016	001-04300
†10.10	First Amendment to the 2011 Omnibus Equity Compensation Plan, dated July 29, 2019.	10-K	10.15	2/28/2020	001-04300
†10.11	Second Amendment to the 2011 Omnibus Equity Compensation Plan, dated March 1, 2021.	8-K12B	10.5	3/1/2021	001-40144
†10.12	Deferred Delivery Plan, as amended and restated May 12, 2016.	10-Q	10.3	8/4/2016	001-04300
†10.13	Non-Employee Directors’ Compensation Plan, as amended and restated September 12, 2023.	10-Q	10.1	11/2/2023	001-40144
†10.14	Outside Directors’ Retirement Plan, as amended and restated July 16, 2014, effective June 30, 2014.	10-Q	10.5	8/8/2014	001-04300
†10.15	Non-Employee Directors’ Restricted Stock Units Program, as amended and restated May 14, 2015, pursuant to the 2011 Omnibus Equity Compensation Plan.	10-Q	10.6	8/7/2015	001-04300
†10.16	Non-Employee Directors’ Restricted Stock Units Program, effective May 12, 2016, pursuant to the 2016 Omnibus Compensation Plan.	10-Q	10.4	8/4/2016	001-04300
†10.17	Outside Directors’ Deferral Program, effective May 12, 2016, pursuant to the 2016 Omnibus Compensation Plan.	10-Q	10.5	8/4/2016	001-04300
†10.18	Amendment of Stock Option Grant Agreement, dated July 29, 2019.	10-K	10.54	2/28/2020	001-04300
†10.19	Form of 2021 Performance Share Program Agreement (2016 Omnibus Compensation Plan), dated January 5, 2021.	10-K	10.43	2/26/2021	001-04300
†10.20	Form of 2021 Cash-Based Restricted Stock Unit Award Agreement (2016 Omnibus Compensation Plan), dated January 5, 2021.	10-K	10.44	2/26/2021	001-04300
†10.21	Form of 2021 Cash-Based Restricted Stock Unit Award Agreement (2016 Omnibus Compensation Plan), dated January 5, 2021.	10-K	10.45	2/26/2021	001-04300
†10.22	Form of 2021 Restricted Stock Unit Award Agreement (2016 Omnibus Compensation Plan), dated January 5, 2021.	10-K	10.46	2/26/2021	001-04300
†10.23	Amendment of Restricted Stock Unit Award Agreement, dated March 1, 2021.	8-K12B	10.7	3/1/2021	001-40144
†10.24	Amendment of Performance Share Grant Agreement, dated March 1, 2021.	8-K12B	10.8	3/1/2021	001-40144
†10.25	Amendment of Stock Option Grant Agreement, dated March 1, 2021.	8-K12B	10.9	3/1/2021	001-40144
†10.26	Form of 2022 Performance Share Program Agreement (2016 Omnibus Compensation Plan), dated January 4, 2022.	8-K	10.1	1/7/2022	001-40144


		Incorporated by Reference
EXHIBIT NO.	DESCRIPTION	Form	Exhibit	Filing Date	SEC File No.
†10.27	Form of 2022 Cash-Based Restricted Stock Unit Award Agreement (2016 Omnibus Compensation Plan), dated January 4, 2022.	10-K	10.41	2/22/2022	001-40144
†10.28	Form of 2022 Cash-Based Restricted Stock Unit Award Agreement (2016 Omnibus Compensation Plan), dated January 4, 2022.	10-K	10.42	2/22/2022	001-40144
†10.29	Form of 2022 Restricted Stock Unit Award Agreement (2016 Omnibus Compensation Plan), dated January 4, 2022.	10-K	10.43	2/22/2022	001-40144
†10.30	Amendment of Restricted Stock Unit Award Agreement, dated February 22, 2022.	8-K	10.1	2/23/2022	001-40144
†10.31	Form of 2023 Performance Share Program Agreement (2016 Omnibus Compensation Plan), dated January 4, 2023.	8-K	10.1	1/6/2023	001-40144
†10.32	Form of 2023 Cash-Based Restricted Stock Unit Award Agreement (2016 Omnibus Compensation Plan), dated January 4, 2023.	10-K	10.43	2/23/2023	001-40144
†10.33	Form of 2023 Restricted Stock Unit Award Agreement (2016 Omnibus Compensation Plan), dated January 4, 2023.	10-K	10.44	2/23/2023	001-40144
†10.34	Form of 2024 Performance Share Program Agreement (2016 Omnibus Compensation Plan), dated January 8, 2024.	8-K	10.1	1/12/2024	001-40144
†10.35	Form of 2024 Cash-Based Restricted Stock Unit Award Agreement (2016 Omnibus Compensation Plan), dated January 8, 2024.	10-K	10.39	2/22/2024	001-40144
†10.36	Form of 2024 Restricted Stock Unit Award Agreement (2016 Omnibus Compensation Plan), dated January 8, 2024.	10-K	10.40	2/22/2024	001-40144
†10.37	F orm of 2025 Performance Share Program Agreement (2016 Omnibus Compensation Plan), dated January 9, 2025.	8-K	10.1	1/10/2025	001-40144
†10.38	F orm of 2025 Stock Option Award Agreement (2016 Omnibus Compensation Plan), dated January 9, 2025.	8-K	10.2	1/10/2025	001-40144
*†10.39	F orm of 2025 Restricted Stock Unit Award Agreement (2016 Omnibus Compensation Plan), dated January 9, 2025.
*19.1	I nsider Trading Policy.
*21.1	Subsidiaries of Registrant.
*23.1	Consent of Ernst & Young LLP.
*23.2	Consent of Ryder Scott Company, L.P., Petroleum Consultants.
*24.1	Power of Attorney (included as a part of the signature pages to this report).
*31.1	Certification (pursuant to Rule 13a-14(a) or Rule 15d-14(a) of the Exchange Act) by Principal Executive Officer.
*31.2	Certification (pursuant to Rule 13a-14(a) or Rule 15d-14(a) of the Exchange Act) by Principal Financial Officer.
**32.1	Section 1350 Certification (pursuant to Sarbanes-Oxley Section 906) by Principal Executive Officer and Principal Financial Officer.
97.1	Executive Compensation Clawback Policy.	10-K	97.1	2/22/2024	001-40144
*99.1	Report of Ryder Scott Company, L.P., Petroleum Consultants.
*101.INS	Inline XBRL Instance Document (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document).
*101.SCH	Inline XBRL Taxonomy Schema Document.
*101.CAL	Inline XBRL Calculation Linkbase Document.
*101.DEF	Inline XBRL Definition Linkbase Document.
*101.LAB	Inline XBRL Label Linkbase Document.


		Incorporated by Reference
EXHIBIT NO.	DESCRIPTION	Form	Exhibit	Filing Date	SEC File No.
*101.PRE	Inline XBRL Presentation Linkbase Document.
*104	Cover Page Interactive Data File (the cover page interactive data file does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document).


* Filed herewith.
** Furnished herewith.
† Management contracts or compensatory plans or arrangements required to be filed herewith pursuant to Item 15 hereof.

NOTE: Debt instruments of the Registrant defining the rights of long-term debt holders in principal amounts not exceeding 10 percent of the Registrant’s consolidated assets have been omitted and will be provided to the Commission upon request.

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