Item 1. Financial Statements

Consolidated Income Statement			ConocoPhillips

			Millions of Dollars
			Three Months Ended June 30						Six Months Ended June 30
			2025			2024			2025			2024
Revenues and Other Income
Sales and other operating revenues			$	14,004		13,620			30,521			27,468
Equity in earnings of affiliates			315			403			707			824
Gain (loss) on dispositions			317			(5)			396			88
Other income			104			118			217			232
Total Revenues and Other Income			14,740			14,136			31,841			28,612
Costs and Expenses
Purchased commodities			5,085			4,858			11,273			10,192
Production and operating expenses			2,572			2,164			5,078			4,179
Selling, general and administrative expenses			250			164			441			342
Exploration expenses			81			102			198			214
Depreciation, depletion and amortization			2,838			2,334			5,584			4,545
Impairments			1			34			2			34
Taxes other than income taxes			572			536			1,123			1,091
Accretion on discounted liabilities			95			80			189			160
Interest and debt expense			232			198			437			403
Foreign currency transaction (gain) loss			(3)			9			27			(9)
Other expenses			—			(2)			6			(6)
Total Costs and Expenses			11,723			10,477			24,358			21,145
Income (loss) before income taxes			3,017			3,659			7,483			7,467
Income tax provision (benefit)			1,046			1,330			2,663			2,587
Net Income (Loss)			$	1,971		2,329			4,820			4,880
Net Income (Loss) Per Share of Common Stock (dollars)
Basic			$	1.56		1.99			3.80			4.15
Diluted			1.56			1.98			3.79			4.14
Weighted-Average Common Shares Outstanding (in thousands)
Basic			1,257,512			1,168,198			1,265,387			1,173,410
Diluted			1,258,998			1,170,299			1,266,815			1,175,595

See Notes to Consolidated Financial Statements.

			ConocoPhillips 2025 Q2 10-Q			2

Financial Statements			Table of Contents

Consolidated Statement of Comprehensive Income			ConocoPhillips

			Millions of Dollars
			Three Months Ended June 30						Six Months Ended June 30
			2025			2024			2025			2024
Net Income (Loss)			$	1,971		2,329			4,820			4,880
Other comprehensive income (loss), net of tax:
Defined benefit plans			6			4			13			9
Unrealized holding gain (loss) on securities			2			(1)			4			(4)
Foreign currency translation adjustments			484			(73)			554			(303)
Unrealized gain (loss) on hedging activities			—			26			—			10
Other Comprehensive Income (Loss), Net of Tax			492			(44)			571			(288)
Comprehensive Income (Loss)			$	2,463		2,285			5,391			4,592

See Notes to Consolidated Financial Statements.

3			ConocoPhillips 2025 Q2 10-Q

Financial Statements			Table of Contents

Consolidated Balance Sheet			ConocoPhillips

			Millions of Dollars
			June 30 2025			December 31 2024
Assets
Cash and cash equivalents			$	4,901		5,607
Short-term investments			439			507
Accounts and notes receivable (net of allowance of $6 and $7, respectively)			5,701			6,695
Inventories			1,897			1,809
Prepaid expenses and other current assets			1,001			1,029
Total Current Assets			13,939			15,647
Investments and long-term receivables			10,361			9,869
Net properties, plants and equipment (net of accumulated DD&A of $86,487 and $81,072, respectively)			95,242			94,356
Other assets			3,057			2,908
Total Assets			$	122,599		122,780
Liabilities
Accounts payable			$	6,517		6,044
Short-term debt			414			1,035
Accrued income and other taxes			1,742			2,460
Employee benefit obligations			710			1,087
Other accruals			1,603			1,498
Total Current Liabilities			10,986			12,124
Long-term debt			23,115			23,289
Asset retirement obligations and accrued environmental costs			8,225			8,089
Deferred income taxes			11,766			11,426
Employee benefit obligations			999			1,022
Other liabilities and deferred credits			1,936			2,034
Total Liabilities			57,027			57,984
Equity
Common stock (2,500,000,000 shares authorized at $0.01 par value)
Issued (2025—2,252,479,047 shares; 2024—2,250,672,734 shares)
Par value			23			23
Capital in excess of par			77,643			77,529
Treasury stock (at cost: 2025—1,003,536,736 shares; 2024—974,806,010 shares)			(73,899)			(71,152)
Accumulated other comprehensive income (loss)			(5,902)			(6,473)
Retained earnings			67,707			64,869
Total Equity			65,572			64,796
Total Liabilities and Equity			$	122,599		122,780

See Notes to Consolidated Financial Statements.

			ConocoPhillips 2025 Q2 10-Q			4

Financial Statements			Table of Contents

Consolidated Statement of Cash Flows			ConocoPhillips

			Millions of Dollars
			Six Months Ended June 30
			2025			2024
Cash Flows From Operating Activities
Net income (loss)			$	4,820		4,880
Adjustments to reconcile net income (loss) to net cash provided by operating activities
Depreciation, depletion and amortization			5,584			4,545
Impairments			2			34
Dry hole costs and leasehold impairments			85			48
Accretion on discounted liabilities			189			160
Deferred taxes			78			211
Distributions more (less) than income from equity affiliates			(112)			364
(Gain) loss on dispositions			(396)			(88)
Other			(62)			10
Working capital adjustments
Decrease (increase) in accounts and notes receivable			973			148
Decrease (increase) in inventories			(84)			(57)
Decrease (increase) in prepaid expenses and other current assets			(229)			(147)
Increase (decrease) in accounts payable			(27)			(183)
Increase (decrease) in taxes and other accruals			(1,221)			(21)
Net Cash Provided by Operating Activities			9,600			9,904
Cash Flows From Investing Activities
Capital expenditures and investments			(6,664)			(5,885)
Working capital changes associated with investing activities			551			173
Acquisition of businesses, net of cash acquired			—			49
Proceeds from asset dispositions			1,341			178
Net sales (purchases) of investments			(8)			(794)
Other			(27)			(13)
Net Cash Used in Investing Activities			(4,807)			(6,292)
Cash Flows From Financing Activities
Repayment of debt			(806)			(563)
Issuance of company common stock			(55)			(57)
Repurchase of company common stock			(2,722)			(2,346)
Dividends paid			(1,982)			(1,839)
Other			(55)			(63)
Net Cash Used in Financing Activities			(5,620)			(4,868)
Effect of Exchange Rate Changes on Cash, Cash Equivalents and Restricted Cash			148			(69)
Net Change in Cash, Cash Equivalents and Restricted Cash			(679)			(1,325)
Cash, cash equivalents and restricted cash at beginning of period			5,905			5,899
Cash, Cash Equivalents and Restricted Cash at End of Period			$	5,226		4,574

Restricted cash of $325 million and $298 million is included in the "Other assets" line of our Consolidated Balance Sheet at June 30, 2025, and December 31, 2024, respectively.

See Notes to Consolidated Financial Statements.

5			ConocoPhillips 2025 Q2 10-Q

Notes to Consolidated Financial Statements			Table of Contents

Notes to Consolidated Financial Statements

Note 1—Basis of Presentation

The interim-period financial information presented in the financial statements included in this report is unaudited and, in the opinion of management, includes all known accruals and adjustments necessary for a fair presentation of the consolidated financial position of ConocoPhillips, its results of operations and cash flows for such periods. All such adjustments are of a normal and recurring nature unless otherwise disclosed. Certain notes and other information have been condensed or omitted from the interim financial statements included in this report; therefore, these financial statements should be read in conjunction with the consolidated financial statements and notes included in our 2024 Annual Report on Form 10-K. Certain prior year financial statement line items have been reclassified to conform to the current year presentation.

Note 2—Inventories

			Millions of Dollars
			June 30 2025			December 31 2024
Crude oil and natural gas			$	1,013		907
Materials and supplies			884			902
Total inventories			$	1,897		1,809
Inventories valued on the LIFO basis			$	588		578

Note 3—Acquisitions and Dispositions

Acquisition of Marathon Oil Corporation (Marathon Oil)

In November 2024, we completed our acquisition of Marathon Oil, an independent oil and gas exploration and production company with operations across the Lower 48 and in Equatorial Guinea. At close, the transaction was valued at $16.5 billion, which primarily represented 0.255 shares of ConocoPhillips common stock exchanged for each outstanding share of Marathon Oil common stock.

Total Fair Value			Millions of Dollars
Value of ConocoPhillips common stock issued*			$	15,972
Cash transferred at close**			451
Value attributable to Marathon Oil share-based awards			67
Other liabilities incurred***			17
Total Fair Value (Millions)			$	16,507

*Represents the fair value of approximately 143 million shares of ConocoPhillips common stock issued to Marathon Oil stockholders. The fair value is based on the number of eligible shares of Marathon Oil common stock at a 0.255 exchange ratio and ConocoPhillips' average stock price on November 22, 2024, which was $111.93.

**Cash transferred at close primarily represents funds contributed to Marathon Oil for repayment of Marathon Oil's estimated commercial paper liabilities as of the closing date.

***Liabilities incurred are related to cash settled share-based awards and payment of cash in lieu of fractional Marathon Oil shares outstanding.

The transaction was accounted for as a business combination under FASB Topic ASC 805 using the acquisition method, which requires assets acquired and liabilities assumed to be measured at their acquisition date fair values. Fair value measurements were made for acquired assets and liabilities. Adjustments to those measurements may be made in subsequent periods, up to one year from the acquisition date, as we identify new information about facts and circumstances that existed as of the acquisition date to consider. At June 30, 2025, remaining items to finalize include allocation of fair value to unproved properties. The impact of finalizing the fair value allocation is not expected to have a material impact to our consolidated financial statements.

			ConocoPhillips 2025 Q2 10-Q			6

Notes to Consolidated Financial Statements			Table of Contents

Oil and gas properties were valued using a discounted cash flow approach incorporating market participant and internally generated price assumptions; production profiles; and operating and development cost assumptions. Debt assumed in the acquisition was valued based on observable market prices. The fair values of accounts receivable, accounts payable and most other current assets and current liabilities were determined to be equivalent to the carrying value due to their short-term nature. The acquisition, valued at $16.5 billion, was allocated to the identifiable assets and liabilities based on their estimated fair values as of the acquisition date of November 22, 2024.

Assets Acquired			Millions of Dollars
Cash and cash equivalents			$	385
Accounts receivable, net			982
Inventories			339
Investments and long-term receivables			562
Net properties, plants and equipment			24,203
Other assets			201
Total assets acquired			$	26,672
Liabilities Assumed
Accounts payable			$	1,183
Accrued income and other taxes			201
Employee benefit obligations			187
Long-term debt			4,719
Asset retirement obligations			781
Deferred income taxes			2,488
Other liabilities			606
Total liabilities assumed			$	10,165
Net assets acquired			$	16,507

With the completion of the transaction, we acquired proved properties of approximately $13 billion, with $12 billion in Lower 48 and $1 billion in Equatorial Guinea, and unproved properties of approximately $11 billion in Lower 48.

We have recognized approximately $585 million pre-tax of transaction-related costs to date, inclusive of $17 million and $40 million in the three- and six-month periods of 2025, respectively. These non-recurring costs related primarily to employee severance and related benefits, fees paid to advisors and the settlement of share-based awards for certain Marathon Oil employees based on the terms of the Merger Agreement.

7			ConocoPhillips 2025 Q2 10-Q

Notes to Consolidated Financial Statements			Table of Contents

Supplemental Pro Forma (unaudited)

The following table summarizes the unaudited supplemental pro forma financial information for the three- and six-month periods ended June 30, 2024, as if we had completed the acquisition on January 1, 2023.

			Millions of Dollars
			Three Months Ended June 30, 2024												Six Months Ended June 30, 2024
			As reported			Pro Forma Marathon Oil			Pro Forma Combined						As reported			Pro Forma Marathon Oil			Pro Forma Combined
Supplemental Pro Forma (unaudited)
Total Revenues and Other Income			$	14,136		1,707			15,843						$	28,612		3,258			31,870
Net Income (Loss)			2,329			450			2,779						4,880			794			5,674
Earnings per share:
Basic net income (loss)			$	1.99					2.11						$	4.15					4.30
Diluted net income (loss)			1.98						2.11						4.14						4.29

The unaudited supplemental pro forma financial information is presented for illustration purposes only and is not necessarily indicative of the operating results that would have occurred had the transaction been completed on January 1, 2023, nor is it necessarily indicative of future operating results of the combined entity. The pro forma results do not include cost savings anticipated as a result of the transaction. The pro forma results include adjustments which relate primarily to DD&A, which is based on the unit-of-production method, resulting from the purchase price allocated to oil and gas properties as well as adjustments for tax impacts. We believe the estimates and assumptions are reasonable, and the relative effects of the transaction are properly reflected.

Assets Sold

In the first quarter of 2025, we sold our interests in certain noncore assets in the Lower 48 segment for net proceeds of $581 million and recognized a $64 million before-tax and $49 million after-tax gain. At the time of disposition, our interest in these assets had a net carrying value of $517 million, comprised primarily of $553 million of PP&E and $36 million of liabilities, primarily related to noncurrent AROs.

In the second quarter of 2025, we sold our interests in the Ursa and Europa fields, and Ursa Oil Pipeline Company LLC to Shell Offshore Inc. and Shell Pipeline Company LP, respectively, for net proceeds of $718 million. We recognized a $274 million before-tax and $266 million after-tax gain for this transaction, inclusive of the reduction of our valuation allowance recognized in the first quarter of 2025. At the time of disposition, these assets, in our Lower 48 segment, had a net carrying value of $444 million, comprised of $536 million of assets, primarily $522 million of PP&E, and $92 million of liabilities, primarily related to noncurrent AROs. For tax-related impacts of this disposition, see Note 19.

Planned Dispositions

In July 2025, we signed an agreement to divest Lower 48 assets in the Anadarko Basin for approximately $1.3 billion, subject to customary closing adjustments. This transaction is expected to close at the beginning of the fourth quarter of 2025.

			ConocoPhillips 2025 Q2 10-Q			8

Notes to Consolidated Financial Statements			Table of Contents

Note 4—Investments and Long-Term Receivables

Australia Pacific LNG Pty Ltd. (APLNG)

In Australia, we hold a 47.5 percent shareholding interest in APLNG. At June 30, 2025, the outstanding balance of APLNG's debt was $3.7 billion under various previously entered facilities. The last principal and interest payment on these facilities is due in September 2030. See Note 8.

At June 30, 2025, the carrying value of our equity method investment in APLNG was approximately $5.2 billion.

Port Arthur LNG (PALNG)

We hold a 30 percent direct equity investment in PALNG, a joint venture for the development of a large-scale LNG facility. At June 30, 2025, the carrying value of our equity method investment in PALNG was approximately $1.6 billion.

Qatar LNG

Our equity method investments in Qatar include the following:

• QatarEnergy LNG N(3) (N3)—30 percent owned joint venture with affiliates of QatarEnergy (68.5 percent) and Mitsui & Co., Ltd. (1.5 percent)—produces and liquefies natural gas from Qatar’s North Field, as well as exports LNG.

• QatarEnergy LNG NFE(4) (NFE4)—25 percent owned joint venture with affiliates of QatarEnergy (70 percent) and China National Petroleum Corporation (5 percent)—participant in the North Field East LNG project.

• QatarEnergy LNG NFS(3) (NFS3)—25 percent owned joint venture with an affiliate of QatarEnergy (75 percent)—participant in the North Field South LNG project.

At June 30, 2025, the carrying value of our equity method investments in Qatar was approximately $1.5 billion.

Note 5—Debt

Our debt balance at June 30, 2025 was $23.5 billion, compared with $24.3 billion at December 31, 2024.

In May 2025, the company retired $0.2 billion principal amount of our 3.35% Notes at maturity.

In the first quarter of 2025, the company retired a total of $0.5 billion principal amount of debt at maturity, consisting of $0.4 billion of our 2.4% Notes and $0.1 billion of our 8.2% Debentures.

In February 2025, we refinanced our revolving credit facility maintaining a total aggregate principal amount of $5.5 billion and extended the expiration to February 2030. Our revolving credit facility may be used for direct bank borrowings, the issuance of letters of credit totaling up to $500 million, or as support for our commercial paper program. The revolving credit facility is broadly syndicated among financial institutions and does not contain any material adverse change provisions or any covenants requiring maintenance of specified financial ratios or credit ratings. The facility agreement contains a cross-default provision relating to the failure to pay principal or interest on other debt obligations of $200 million or more by ConocoPhillips, or any of its consolidated subsidiaries. The amount of the facility is not subject to redetermination prior to its expiration date.

Credit facility borrowings may bear interest at a margin above the Secured Overnight Financing Rate (SOFR). The facility agreement calls for commitment fees on available, but unused, amounts. The facility agreement also contains early termination rights if our current directors or their approved successors cease to be a majority of the Board of Directors.

The revolving credit facility supports our ability to issue up to $5.5 billion of commercial paper. Commercial paper is generally limited to maturities of 90 days and is included in short-term debt on our consolidated balance sheet. With no commercial paper outstanding and no direct borrowings or letters of credit, we had access to $5.5 billion in available borrowing capacity under our revolving credit facility at June 30, 2025, and at December 31, 2024.

9			ConocoPhillips 2025 Q2 10-Q

Notes to Consolidated Financial Statements			Table of Contents

We do not have any ratings triggers on any of our corporate debt that would cause an automatic default and thereby impact our access to liquidity upon downgrade of our credit ratings. If our credit ratings are downgraded from their current levels, it could increase the cost of corporate debt available to us and restrict our access to the commercial paper markets. If our credit ratings were to deteriorate to a level prohibiting us from accessing the commercial paper market, we would still be able to access funds under our revolving credit facility.

At June 30, 2025, we had $283 million of certain variable rate demand bonds (VRDBs) outstanding with maturities ranging through 2035. The VRDBs are redeemable at the option of the bondholders on any business day. If they are ever redeemed, we have the ability and intent to refinance on a long-term basis; therefore, the VRDBs are included in the “Long-term debt” line on our consolidated balance sheet.

Note 6—Suspended Wells and Exploration Expenses

The capitalized cost of suspended wells at June 30, 2025 was $209 million, an increase of $13 million from December 31, 2024. In the second quarter of 2025, the second Slagugle appraisal well in PL891 in the Norwegian Sea was drilled and the presence of hydrocarbons was confirmed, resulting in a $77 million increase to our suspended wells costs. We also divested certain Lower 48 offshore interests in partner-operated assets, which included $31 million of suspended wells costs. See Note 3.

In the first quarter of 2025, we recognized dry hole expenses of $36 million related to certain previously suspended wells that were capitalized for a period greater than one year in our Asia Pacific segment.

			ConocoPhillips 2025 Q2 10-Q			10

Notes to Consolidated Financial Statements			Table of Contents

Note 7—Changes in Equity

			Millions of Dollars
			Common Stock
			Par Value			Capital in Excess of Par			Treasury Stock			Accum. Other Comprehensive Income (Loss)			Retained Earnings			Total
For the three months ended June 30, 2025
Balances at March 31, 2025			$	23		77,554			(72,666)			(6,394)			66,721			65,238
Net income (loss)															1,971			1,971
Other comprehensive income (loss)												492						492
Dividends declared
Ordinary ($0.78 per common share)															(984)			(984)
Repurchase of company common stock									(1,222)									(1,222)
Excise tax on share repurchases									(12)									(12)
Distributed under benefit plans						89												89
Other									1						(1)			—
Balances at June 30, 2025			$	23		77,643			(73,899)			(5,902)			67,707			65,572
For the six months ended June 30, 2025
Balances at December 31, 2024			$	23		77,529			(71,152)			(6,473)			64,869			64,796
Net income (loss)															4,820			4,820
Other comprehensive income (loss)												571						571
Dividends declared
Ordinary ($1.56 per common share)															(1,982)			(1,982)
Repurchase of company common stock									(2,722)									(2,722)
Excise tax on share repurchases									(25)									(25)
Distributed under benefit plans						114												114
Balances at June 30, 2025			$	23		77,643			(73,899)			(5,902)			67,707			65,572

			Millions of Dollars
			Common Stock
			Par Value			Capital in Excess of Par			Treasury Stock			Accum. Other Comprehensive Income (Loss)			Retained Earnings			Total
For the three months ended June 30, 2024
Balances at March 31, 2024			$	21		61,300			(66,974)			(5,917)			60,895			49,325
Net income (loss)															2,329			2,329
Other comprehensive income (loss)												(44)						(44)
Dividends declared
Ordinary ($0.58 per common share)															(680)			(680)
Variable return of cash ($0.20 per common share)															(235)			(235)
Repurchase of company common stock									(1,021)									(1,021)
Excise tax on share repurchases									(10)									(10)
Distributed under benefit plans						81												81
Balances at June 30, 2024			$	21		61,381			(68,005)			(5,961)			62,309			49,745
For the six months ended June 30, 2024
Balances at December 31, 2023			$	21		61,303			(65,640)			(5,673)			59,268			49,279
Net income (loss)															4,880			4,880
Other comprehensive income (loss)												(288)						(288)
Dividends declared
Ordinary ($1.16 per common share)															(1,368)			(1,368)
Variable return of cash ($0.40 per common share)															(471)			(471)
Repurchase of company common stock									(2,346)									(2,346)
Excise tax on share repurchases									(19)									(19)
Distributed under benefit plans						78												78
Balances at June 30, 2024			$	21		61,381			(68,005)			(5,961)			62,309			49,745

11			ConocoPhillips 2025 Q2 10-Q

Notes to Consolidated Financial Statements			Table of Contents

Note 8—Guarantees

At June 30, 2025, we were liable for certain contingent obligations under various contractual arrangements as described below. We recognize a liability, at inception, for the fair value of our obligation as a guarantor for newly issued or modified guarantees. Unless the carrying amount of the liability is noted below, we have not recognized a liability because the fair value of the obligation is immaterial. In addition, unless otherwise stated, we are not currently performing with any significance under the guarantee and expect future performance to be either immaterial or have only a remote chance of occurrence.

APLNG Guarantees

At June 30, 2025, we had multiple outstanding guarantees in connection with our 47.5 percent ownership interest in APLNG. The following is a description of the guarantees with values calculated utilizing June 2025 exchange rates:

• During the third quarter of 2016, we issued a guarantee to facilitate the withdrawal of our pro-rata portion of the funds in a project finance reserve account. We estimate the remaining term of this guarantee to be six years. Our maximum exposure under this guarantee is approximately $210 million and may become payable if an enforcement action is commenced by the project finance lenders against APLNG. At June 30, 2025, the carrying value of this guarantee was approximately $14 million.

• In conjunction with our original purchase of an ownership interest in APLNG from Origin Energy Limited in October 2008, we agreed to reimburse Origin Energy Limited for our share of the existing contingent liability arising under guarantees of an existing obligation of APLNG to deliver natural gas under several sales agreements. The final guarantee expires in the fourth quarter of 2041. Our maximum potential liability for future payments, or cost of volume delivery, under these guarantees is estimated to be $620 million ($1.0 billion in the event of intentional or reckless breach) and would become payable if APLNG fails to meet its obligations under these agreements and the obligations cannot otherwise be mitigated. Future payments are considered unlikely, as the payments, or cost of volume delivery, would only be triggered if APLNG does not have enough natural gas to meet these sales commitments and if the co-venturers do not make necessary equity contributions into APLNG.

• We have guaranteed the performance of APLNG with regard to certain other contracts executed in connection with the project’s continued development. The guarantees have remaining terms of 12 to 20 years or the life of the venture. Our maximum potential amount of future payments related to these guarantees is approximately $570 million and would become payable if APLNG does not perform. At June 30, 2025, the carrying value of these guarantees was approximately $39 million.

QatarEnergy LNG Guarantees

We have guaranteed our portion of certain fiscal and other joint venture obligations as a shareholder in NFE4 and NFS3. These guarantees have an approximate 30-year term with no maximum limit. At June 30, 2025, the carrying value of these guarantees was approximately $14 million.

Equatorial Guinea Guarantees

We have guaranteed payment obligations as a shareholder in both Equatorial Guinea LNG Operations, S.A., a fully owned subsidiary of Equatorial Guinea LNG Holdings Limited, and Alba Plant LLC with regard to certain agreements to process third-party gas. These guarantees have approximately three years remaining, and the maximum potential future payments related to these guarantees is approximately $116 million. At June 30, 2025, the carrying value of these guarantees was approximately $4 million.

Other Guarantees

We have other guarantees with maximum future potential payment amounts totaling approximately $570 million, which consist primarily of guarantees of the residual value of leased office buildings and guarantees of the residual value of corporate aircraft. These guarantees have remaining terms of one to five years and would become payable if certain asset values are lower than guaranteed amounts at the end of the lease or contract term, business conditions decline at guaranteed entities or as a result of nonperformance of contractual terms by guaranteed parties. At June 30, 2025, there was no liability recognized for these guarantees.

			ConocoPhillips 2025 Q2 10-Q			12

Notes to Consolidated Financial Statements			Table of Contents

Indemnifications

Over the years, we have entered into agreements to sell ownership interests in certain legal entities, joint ventures and assets that gave rise to qualifying indemnifications. These agreements include indemnifications for taxes and environmental liabilities. The carrying amount recorded for these indemnification obligations at June 30, 2025, was approximately $40 million. Those related to environmental issues have terms that are generally indefinite, and the maximum amounts of future payments are generally unlimited. Although it is reasonably possible future payments may exceed amounts recorded, due to the nature of the indemnifications, it is not possible to make a reasonable estimate of the maximum potential amount of future payments. See Note 9 **for additional information about environmental liabilities.

Note 9—Contingencies, Commitments and Accrued Environmental Costs

A number of lawsuits involving a variety of claims arising in the ordinary course of business have been filed against ConocoPhillips. We also may be required to remove or mitigate the effects on the environment of the placement, storage, disposal or release of certain chemical, mineral and petroleum substances at various active and inactive sites. We regularly assess the need for accounting recognition or disclosure of these contingencies. In the case of all known contingencies (other than those related to income taxes), we accrue a liability when the loss is probable and the amount is reasonably estimable. If a range of amounts can be reasonably estimated and no amount within the range is a better estimate than any other amount, then the low end of the range is accrued. We do not reduce these liabilities for potential insurance or third-party recoveries. We accrue receivables for insurance or other third-party recoveries when applicable. With respect to income tax-related contingencies, we use a cumulative probability-weighted loss accrual in cases where sustaining a tax position is less than certain.

Based on currently available information, we believe it is remote that future costs related to known contingent liability exposures will exceed current accruals by an amount that would have a material adverse impact on our consolidated financial statements. As we learn new facts concerning contingencies, we reassess our position both with respect to accrued liabilities and other potential exposures. Estimates particularly sensitive to future changes include contingent liabilities recorded for environmental remediation, tax and legal matters. Estimated future environmental remediation costs are subject to change due to such factors as the uncertain magnitude of cleanup costs, the unknown time and extent of such remedial actions that may be required, and the determination of our liability in proportion to that of other responsible parties. Estimated future costs related to tax and legal matters are subject to change as events evolve and as additional information becomes available during the administrative and litigation processes.

Environmental

We are subject to international, federal, state and local environmental laws and regulations and record accruals for environmental liabilities based on management’s best estimates. These estimates are based on currently available facts, existing technology and presently enacted laws and regulations, taking into account stakeholder and business considerations. When measuring environmental liabilities, we also consider our prior experience in remediation of contaminated sites, other companies’ cleanup experience and data released by the U.S. EPA or other organizations. We consider unasserted claims in our determination of environmental liabilities, and we accrue them in the period they are both probable and reasonably estimable.

Although liability of those potentially responsible for environmental remediation costs is generally joint and several for federal sites and frequently so for other sites, we are usually only one of many companies cited at a particular site. Due to the joint and several liabilities, we could be responsible for all cleanup costs related to any site at which we have been designated as a potentially responsible party. We have been successful to date in sharing cleanup costs with other financially sound companies. Many of the sites at which we are potentially responsible are still under investigation by the U.S. EPA or the agency concerned. Prior to actual cleanup, those potentially responsible normally assess the site conditions, apportion responsibility and determine the appropriate remediation. In some instances, we may have no liability or may attain a settlement of liability. Where it appears that other potentially responsible parties may be financially unable to bear their proportional share, we consider this inability in estimating our potential liability, and we adjust our accruals accordingly. As a result of various acquisitions in the past, we assumed certain environmental obligations. Some of these environmental obligations are mitigated by indemnifications made by others for our benefit, and some of the indemnifications are subject to dollar limits and time limits.

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We are currently participating in environmental assessments and cleanups at numerous federal Superfund and other comparable state and international sites. After an assessment of environmental exposures for cleanup and other costs, we make accruals on an undiscounted basis (except those acquired in a business combination, which we record on a discounted basis) for planned investigation and remediation activities for sites where it is probable future costs will be incurred and these costs can be reasonably estimated. We have not reduced these accruals for possible insurance recoveries.

For remediation activities in the U.S. and Canada, our consolidated balance sheet included total accrued environmental costs of $206 million at each of June 30, 2025, and December 31, 2024. We expect to incur a substantial amount of these expenditures within the next 30 years. In the future, we may be involved in additional environmental assessments, cleanups and proceedings.

Litigation and Other Contingencies

We are subject to various lawsuits and claims including, but not limited to, matters involving oil and gas royalty and severance tax payments, gas measurement and valuation methods, contract disputes, environmental damages, climate change, personal injury and property damage. Our primary exposures for such matters relate to alleged royalty and tax underpayments on certain federal, state and privately owned properties, claims of alleged environmental contamination and damages from historic operations and climate change. We will continue to defend ourselves vigorously in these matters.

Our legal organization applies its knowledge, experience and professional judgment to the specific characteristics of our cases, employing a litigation management process to manage and monitor the legal proceedings against us. Our process facilitates the early evaluation and quantification of potential exposures in individual cases. This process also enables us to track those cases that have been scheduled for trial and/or mediation. Based on professional judgment and experience in using these litigation management tools and available information about current developments in all our cases, our legal organization regularly assesses the adequacy of current accruals and determines if adjustment of existing accruals, or establishment of new accruals, is required.

We have contingent liabilities resulting from throughput agreements with pipeline and processing companies not associated with financing arrangements. Under these agreements, we may be required to provide any such company with additional funds through advances and penalties for fees related to throughput capacity not utilized. In addition, at June 30, 2025, we had performance obligations secured by letters of credit of $237 million (issued as direct bank letters of credit) related to various purchase commitments for materials, supplies, commercial activities and services incident to the ordinary conduct of business.

In 2007, the government of Venezuela expropriated ConocoPhillips’ interests in the Petrozuata and Hamaca heavy oil ventures, as well as the offshore Corocoro development project. In response, ConocoPhillips initiated international arbitration proceedings before the ICSID. In March 2019, an ICSID tribunal unanimously ordered the government of Venezuela to pay ConocoPhillips approximately $8.7 billion (later reduced to $8.5 billion) plus interest for the unlawful expropriation of the projects. On January 22, 2025, an ICSID annulment committee dismissed Venezuela’s application to annul the tribunal’s decision and upheld the $8.5 billion award plus interest in full. Separate arbitrations before the ICC resulted in additional awards against Petróleos de Venezuela, S.A. (PDVSA) and three of its affiliates, including an award for approximately $2 billion plus interest, for the Hamaca and Petrozuata projects, and a $33 million award, for the Corocoro project, plus interest. Cumulatively, as of June 30, 2025, the company has received approximately $791 million in connection with the first ICC award. Collection actions for all three awards are ongoing.

ConocoPhillips has ensured that all actions related to these arbitration awards meet all appropriate U.S. regulatory requirements, including those related to any applicable sanctions imposed by the U.S. against Venezuela.

Beginning in 2017, governmental and other entities in several states/territories in the U.S. have filed lawsuits against oil and gas companies, including ConocoPhillips, seeking compensatory damages and equitable relief to abate alleged climate change impacts. Additional lawsuits with similar allegations are expected to be filed. The legal and factual issues are unprecedented; therefore, there is significant uncertainty about the scope of the claims and alleged damages and any potential impact on the company’s financial condition. ConocoPhillips believes these lawsuits are factually and legally meritless and are an inappropriate vehicle to address the challenges associated with climate change and will vigorously defend against such lawsuits.

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Several Louisiana parishes and the State of Louisiana have filed numerous lawsuits under Louisiana’s State and Local Coastal Resources Management Act (SLCRMA) against oil and gas companies, including ConocoPhillips, seeking compensatory damages for contamination and erosion of the Louisiana coastline allegedly caused by historical oil and gas operations. ConocoPhillips entities are defendants in several of the lawsuits and will vigorously defend against them. Because plaintiffs’ SLCRMA theories are unprecedented, there is uncertainty about these claims (both as to scope and damages), and we continue to evaluate our exposure in these lawsuits while assessing options for early resolution.

In October 2020, the Bureau of Safety and Environmental Enforcement (BSEE) ordered the prior owners of Outer Continental Shelf (OCS) Lease P-0166, including ConocoPhillips, to decommission the lease facilities, including two offshore platforms located near Carpinteria, California. This order was sent after the current owner of OCS Lease P-0166 relinquished the lease and abandoned the lease platforms and facilities. BSEE’s order to ConocoPhillips is premised on its connection to Phillips Petroleum Company, a legacy company of ConocoPhillips, which held a historical 25 percent interest in this lease and operated these facilities but sold its interest approximately 30 years ago. ConocoPhillips continues to evaluate its exposure in this matter.

In July 2021, a federal securities class action was filed against Concho Resources Inc. (Concho), certain of Concho’s officers, and ConocoPhillips as Concho’s successor in the United States District Court for the Southern District of Texas. On October 21, 2021, the court issued an order appointing Utah Retirement Systems and the Construction Laborers Pension Trust for Southern California as lead plaintiffs (Lead Plaintiffs). On January 7, 2022, the Lead Plaintiffs filed their consolidated complaint alleging that Concho made materially false and misleading statements regarding its business and operations in violation of the federal securities laws and seeking unspecified damages, attorneys’ fees, costs, equitable/injunctive relief and such other relief that may be deemed appropriate. The defendants filed a motion to dismiss the consolidated complaint on March 8, 2022. On June 23, 2023, the court denied defendants’ motion as to most defendants including Concho/ConocoPhillips. On April 7, 2025, the court certified a class. We believe the allegations in the action are without merit and are vigorously defending this litigation.

ConocoPhillips is involved in pending disputes with commercial counterparties relating to the propriety of its force majeure notices following Winter Storm Uri in 2021. We believe these claims are without merit and are vigorously defending them.

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Note 10—Derivative and Financial Instruments

We use futures, forwards, swaps and options in various markets to meet our customer needs, capture market opportunities and manage foreign exchange currency risk.

Commodity Derivative Instruments

Our commodity business primarily consists of natural gas, crude oil, bitumen, NGLs, LNG and power.

Commodity derivative instruments are held at fair value on our consolidated balance sheet. Where these balances have the right of setoff, they are presented on a net basis. Related cash flows are recorded as operating activities on our consolidated statement of cash flows. On our consolidated income statement, gains and losses are recognized either on a gross basis if directly related to our physical business or a net basis if held for trading. Gains and losses related to contracts that meet and are designated with the NPNS exception are recognized upon settlement. We generally apply this exception to eligible crude contracts and certain gas contracts. We do not apply hedge accounting for our commodity derivatives.

The following table presents the gross fair values of our commodity derivatives, excluding collateral, on our consolidated balance sheet:

			Millions of Dollars
			June 30 2025			December 31 2024
Assets
Prepaid expenses and other current assets			$	454		394
Other assets			129			94
Liabilities
Other accruals			454			397
Other liabilities and deferred credits			104			83

The gains (losses) from commodity derivatives included in our consolidated income statement are presented in the following table:

			Millions of Dollars
			Three Months Ended June 30						Six Months Ended June 30
			2025			2024			2025			2024
Sales and other operating revenues			$	25		32			84			86
Other income			1			—			(3)			—
Purchased commodities			(7)			(29)			(46)			(79)

The table below summarizes our net exposures resulting from outstanding commodity derivative contracts:

			Open Position Long (Short)
			June 30 2025			December 31 2024
Commodity
Natural gas and power (BCF equivalent)
Fixed price			(30)			(17)
Basis			7			—

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Interest Rate Derivative Instruments

In 2023, PALNG executed interest rate swaps that had the effect of converting 60 percent of the projected term loans outstanding to finance the cost of development and construction of Phase 1 from floating- to fixed-rate. During the first quarter of 2025, PALNG dedesignated the remaining portion of the interest rate swaps previously designated as a cash flow hedge. Changes in the fair value of the dedesignated hedging instruments are reported in the “Equity in earnings of affiliates” line on our consolidated income statement.

For the three- and six-month periods ended June 30, 2025, we recognized a gain of $18 million and $33 million, respectively, in “Equity in earnings of affiliates" related to the swaps. For the three- and six-month periods ended June 30, 2024, we recognized an unrealized gain of $33 million and $13 million, respectively, in other comprehensive income (loss) related to these swaps.

Financial Instruments

We invest in financial instruments with maturities based on our cash forecasts for the various accounts and currency pools we manage. The types of financial instruments in which we currently invest include:

• Time deposits: Interest bearing deposits placed with financial institutions for a predetermined amount of time.

• Demand deposits: Interest bearing deposits placed with financial institutions. Deposited funds can be withdrawn without notice.

• Commercial paper: Unsecured promissory notes issued by a corporation, commercial bank or government agency purchased at a discount to mature at par.

• U.S. government or government agency obligations: Securities issued by the U.S. government or U.S. government agencies.

• Foreign government obligations: Securities issued by foreign governments.

• Corporate bonds: Unsecured debt securities issued by corporations.

• Asset-backed securities: Collateralized debt securities.

The following investments are carried on our consolidated balance sheet at cost, plus accrued interest and the table reflects remaining maturities at June 30, 2025, and December 31, 2024:

			Millions of Dollars
			Carrying Amount
			Cash and Cash Equivalents						Short-Term Investments
			June 30 2025			December 31 2024			June 30 2025			December 31 2024
Cash			$	479		770
Demand Deposits			2,781			3,211
Time Deposits
1 to 90 days			1,444			1,364			13			1
91 to 180 days									5			5
Within one year									5			6
U.S. Government Obligations
1 to 90 days			169			260			—			—
			$	4,873		5,605			23			12

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The following investments in debt securities classified as available for sale are carried at fair value on our consolidated balance sheet at June 30, 2025, and December 31, 2024:

			Millions of Dollars
			Carrying Amount
			Cash and Cash Equivalents						Short-Term Investments						Investments and Long-Term Receivables
			June 30 2025			December 31 2024			June 30 2025			December 31 2024			June 30 2025			December 31 2024
Major Security Type
Corporate Bonds			$	—		—			302			338			662			612
Commercial Paper			28			2			54			77
U.S. Government Obligations			—			—			32			43			213			218
U.S. Government Agency Obligations									—			—			1			7
Foreign Government Obligations									8			4			11			12
Asset-Backed Securities									20			33			254			205
			$	28		2			416			495			1,141			1,054

Cash and cash equivalents and short-term investments have remaining maturities within one year. Investments and long-term receivables have remaining maturities that vary from greater than one year through 13 years.

The following table summarizes the amortized cost basis and fair value of investments in debt securities classified as available for sale:

			Millions of Dollars
			Amortized Cost Basis						Fair Value
			June 30 2025			December 31 2024			June 30 2025			December 31 2024
Major Security Type
Corporate Bonds			$	958		947			964			950
Commercial Paper			82			79			82			79
U.S. Government Obligations			244			262			245			261
U.S. Government Agency Obligations			1			7			1			7
Foreign Government Obligations			19			16			19			16
Asset-Backed Securities			273			237			274			238
			$	1,577		1,548			1,585			1,551

No allowance for credit losses has been recorded on investments in debt securities which are in an unrealized loss position.

For the three- and six-month periods ended June 30, 2025, proceeds from sales and redemptions of investments in debt securities classified as available for sale were $300 million and $511 million, respectively. For the three- and six-month periods ended June 30, 2024, proceeds from sales and redemptions of investments in debt securities classified as available for sale were $231 million and $455 million, respectively. Gross realized gains and losses included in earnings from those sales and redemptions were negligible. The cost of securities sold and redeemed is determined using the specific identification method.

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Credit Risk

Financial instruments potentially exposed to concentrations of credit risk consist primarily of cash equivalents, short-term investments, long-term investments in debt securities, OTC derivative contracts and trade receivables. Our cash equivalents and short-term investments are placed in high-quality commercial paper, government money market funds, U.S. government and government agency obligations, time deposits with major international banks and financial institutions, high-quality corporate bonds, foreign government obligations and asset-backed securities. Our long-term investments in debt securities are placed in high-quality corporate bonds, asset-backed securities, U.S. government and government agency obligations and foreign government obligations.

The credit risk from our OTC derivative contracts, such as forwards, swaps and options, derives from the counterparty to the transaction. Individual counterparty exposure is managed within predetermined credit limits and includes the use of cash-call margins when appropriate, thereby reducing the risk of significant nonperformance. We also use futures, swaps and option contracts that have a negligible credit risk because these trades are cleared primarily with an exchange clearinghouse and subject to mandatory margin requirements until settled; however, we are exposed to the credit risk of those exchange brokers for receivables arising from daily margin cash calls, as well as for cash deposited to meet initial margin requirements.

Our trade receivables result primarily from our petroleum operations and reflect a broad national and international customer base, which limits our exposure to concentrations of credit risk. The majority of these receivables have payment terms of 30 days or less, and we continually monitor this exposure and the creditworthiness of the counterparties. We may require collateral to limit the exposure to loss including letters of credit, prepayments and surety bonds, as well as master netting arrangements to mitigate credit risk with counterparties that both buy from and sell to us, as these agreements permit the amounts owed by us or owed to others to be offset against amounts due to us.

Certain of our derivative instruments contain provisions that require us to post collateral if the derivative exposure exceeds a threshold amount. We have contracts with fixed threshold amounts and other contracts with variable threshold amounts that are contingent on our credit rating. The variable threshold amounts typically decline for lower credit ratings, while both the variable and fixed threshold amounts typically revert to zero if we fall below investment grade. Cash is the primary collateral in all contracts; however, many also permit us to post letters of credit as collateral, such as transactions administered through the New York Mercantile Exchange.

The aggregate fair value of all derivative instruments with such credit risk-related contingent features that were in a liability position at June 30, 2025, and December 31, 2024, was $82 million and $70 million, respectively. For these instruments, no collateral was posted at June 30, 2025, and December 31, 2024. If our credit rating had been downgraded below investment grade at June 30, 2025, we would have been required to post $43 million of additional collateral, either with cash or letters of credit.

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Note 11—Fair Value Measurement

We carry a portion of our assets and liabilities at fair value that are measured at the reporting date using an exit price (i.e., the price that would be received to sell an asset or paid to transfer a liability) and disclosed according to the quality of valuation inputs under the fair value hierarchy.

The classification of an asset or liability is based on the lowest level of input significant to its fair value. Those that are initially classified as Level 3 are subsequently reported as Level 2 when the fair value derived from unobservable inputs is inconsequential to the overall fair value, or if corroborated market data becomes available. Assets and liabilities initially reported as Level 2 are subsequently reported as Level 3 if corroborated market data is no longer available. There were no material transfers into or out of Level 3 during the six-month period ended June 30, 2025, nor during the year ended December 31, 2024.

Recurring Fair Value Measurement

Financial assets and liabilities reported at fair value on a recurring basis include our investments in debt securities classified as available for sale, commodity derivatives and our contingent consideration arrangement related to the Surmont acquisition.

• Level 1 derivative assets and liabilities primarily represent exchange-traded futures and options that are valued using unadjusted prices available from the underlying exchange. Level 1 financial assets also include our investments in U.S. government obligations classified as available for sale debt securities, which are valued using exchange prices.

• Level 2 derivative assets and liabilities primarily represent OTC swaps, options and forward purchase and sale contracts that are valued using adjusted exchange prices, prices provided by brokers or pricing service companies that are all corroborated by market data. Level 2 financial assets also include our investments in debt securities classified as available for sale including investments in corporate bonds, commercial paper, asset-backed securities, U.S. government agency obligations and foreign government obligations that are valued using pricing provided by brokers or pricing service companies that are corroborated with market data.

• Level 3 derivative assets and liabilities consist of OTC swaps, options and forward purchase and sale contracts where a significant portion of fair value is calculated from underlying market data that is not readily available. The derived value uses industry standard methodologies that may consider the historical relationships among various commodities, modeled market prices, time value, volatility factors and other relevant economic measures. The use of these inputs results in management’s best estimate of fair value. Level 3 commodity derivative activity was not material for all periods presented.

• Level 3 liabilities include the fair value of future quarterly contingent payments associated with the Surmont acquisition. In October 2023, we completed our acquisition of the remaining 50 percent working interest in Surmont, an asset in our Canada segment, from TotalEnergies EP Canada Ltd. The consideration for the acquisition included a contingent consideration arrangement requiring payment of up to $0.4 billion CAD over a five-year term. The contingent payments represent $2 million for every dollar that WCS pricing exceeds $52 per barrel during the month, subject to certain production targets being achieved. The undiscounted amount we could pay under this arrangement was up to $0.3 billion USD at closing.

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Notes to Consolidated Financial Statements			Table of Contents

The following table summarizes the fair value hierarchy for gross financial assets and liabilities (i.e., unadjusted where the right of setoff exists for commodity derivatives accounted for at fair value on a recurring basis):

			Millions of Dollars
			June 30, 2025															December 31, 2024
			Level 1			Level 2			Level 3			Total						Level 1			Level 2			Level 3			Total
Assets
Investments in debt securities			$	244		1,341			—			1,585						261			1,290			—			1,551
Commodity derivatives			301			251			31			583						201			252			35			488
Total assets			$	545		1,592			31			2,168						462			1,542			35			2,039
Liabilities
Commodity derivatives			$	333		173			52			558						275			160			45			480
Contingent consideration			—			—			99			99						—			—			145			145
Total liabilities			$	333		173			151			657						275			160			190			625

The range and arithmetic average of the significant unobservable input used in the Level 3 fair value measurement was as follows:

			Fair Value (Millions of Dollars)			Valuation Technique			Unobservable Input			Range (Arithmetic Average)
Contingent consideration - Surmont as of:
June 30, 2025			$	99		Discounted cash flow			Commodity price outlook* ($/BOE)			$48.66 - $61.12 ($52.75)
December 31, 2024			145			$48.63 - $57.53 ($53.38)

*Commodity price outlook based on a combination of external pricing service companies' outlooks and our internal outlook.

The fair value of the contingent consideration on the acquisition date was $320 million. We have made payments of $56 million during the six-month period ended June 30, 2025, and $213 million in total since the acquisition under this arrangement, included in the "Other" line within the Financing Activities section of our Consolidated Statement of Cash Flows.

The following table summarizes those commodity derivative balances subject to the right of setoff as presented on our consolidated balance sheet. We have elected to offset the recognized fair value amounts for multiple derivative instruments executed with the same counterparty in our financial statements when a legal right of setoff exists.

			Millions of Dollars
									Amounts Subject to Right of Setoff
			Gross Amounts Recognized			Amounts Not Subject to Right of Setoff			Gross Amounts			Gross Amounts Offset			Net Amounts Presented			Cash Collateral			Net Amounts
June 30, 2025
Assets			$	583		1			582			401			181			—			181
Liabilities			558			1			557			401			156			33			123
December 31, 2024
Assets			$	488		—			488			278			210			—			210
Liabilities			480			—			480			278			202			73			129

At June 30, 2025, and December 31, 2024, we did not present any amounts gross on our consolidated balance sheet where we had the right of setoff.

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Reported Fair Values of Financial Instruments

We used the following methods and assumptions to estimate the fair value of financial instruments:

• Cash and cash equivalents and short-term investments: The carrying amount reported on the balance sheet approximates fair value. For those investments classified as available for sale debt securities, the carrying amount reported on the balance sheet is fair value.

• Accounts and notes receivable (including long-term and related parties): The carrying amount reported on the balance sheet approximates fair value.

• Investments in debt securities classified as available for sale: The fair value of investments in debt securities categorized as Level 1 in the fair value hierarchy is measured using exchange prices. The fair value of investments in debt securities categorized as Level 2 in the fair value hierarchy is measured using pricing provided by brokers or pricing service companies that are corroborated with market data. See Note 10.

• Accounts payable (including related parties) and floating-rate debt: The carrying amount of accounts payable and floating-rate debt reported on the balance sheet approximates fair value.

• Fixed-rate debt: The estimated fair value of fixed-rate debt is measured using prices available from a pricing service that is corroborated by market data; therefore, these liabilities are categorized as Level 2 in the fair value hierarchy.

• Commercial paper: The carrying amount of our commercial paper instruments approximates fair value and is reported on the balance sheet as short-term debt.

The following table summarizes the net fair value of financial instruments (i.e., adjusted where the right of setoff exists for commodity derivatives):

			Millions of Dollars
			Carrying Amount									Fair Value
			June 30 2025			December 31 2024						June 30 2025			December 31 2024
Financial Assets
Commodity derivatives			$	182		210						182			210
Investments in debt securities			1,585			1,551						1,585			1,551
Financial Liabilities
Total debt, excluding finance leases			22,663			23,384						22,447			22,997
Commodity derivatives			124			129						124			129

Note 12—Accumulated Other Comprehensive Income (Loss)

Accumulated other comprehensive income (loss) in the equity section of our consolidated balance sheet includes:

			Millions of Dollars
			Defined Benefit Plans			Unrealized Holding Gain/(Loss) on Securities			Foreign Currency Translation			Unrealized Gain/(Loss) on Hedging Activities			Accumulated Other Comprehensive Income/(Loss)
December 31, 2024			$	(390)		3			(6,104)			18			(6,473)
Other comprehensive income (loss)			13			4			554			—			571
June 30, 2025			$	(377)		7			(5,550)			18			(5,902)

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Note 13—Cash Flow Information

			Millions of Dollars
			Six Months Ended June 30
			2025			2024
Cash Payments
Interest			$	325		404
Income taxes			3,198			2,067
Net Sales (Purchases) of Investments
Short-term investments purchased			$	(461)		(1,502)
Short-term investments sold			794			971
Long-term investments purchased			(459)			(347)
Long-term investments sold			118			84
			$	(8)		(794)

For additional information on cash and non-cash changes to our consolidated balance sheet, See Note 3 regarding assets sold during the period.

Note 14—Employee Benefit Plans

Pension and Postretirement Plans

			Millions of Dollars
			Pension Benefits																								Other Benefits
			2025												2024												2025						2024
			U.S.						Int'l.						U.S.						Int'l.
Components of Net Periodic Benefit Cost
Three Months Ended June 30
Service cost			$	14					8						13						9						1						1
Interest cost			23						31						19						28						2						2
Expected return on plan assets			(19)						(44)						(17)						(40)
Amortization of prior service cost (credit)			—						1						—						—						(6)						(10)
Recognized net actuarial loss (gain)			2						12						2						14						—						—
Net periodic benefit cost			$	20					8						17						11						(3)						(7)
Six Months Ended June 30
Service cost			$	29					16						25						19						1						1
Interest cost			46						62						38						57						4						3
Expected return on plan assets			(38)						(89)						(33)						(81)
Amortization of prior service cost (credit)			—						1						—						—						(12)						(19)
Recognized net actuarial loss (gain)			5						23						4						28						—						—
Settlements			—						1						—						—
Net periodic benefit cost			$	42					14						34						23						(7)						(15)

The components of net periodic benefit cost, other than the service cost component, are included in the "Other expenses" line of our consolidated income statement.

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Note 15—Related Party Transactions

The following tables summarize the related party balances and activities which are primarily with equity affiliates:

			Millions of Dollars
			June 30 2025			December 31 2024
Balance Sheet
Accounts and notes receivable			$	61		74
Accounts payable			56			57

			Millions of Dollars
			Three Months Ended June 30						Six Months Ended June 30
			2025			2024			2025			2024
Income Statement
Operating revenues and other income			$	25		23			49			41
Purchased commodities			—			—			2			—
Operating expenses and selling, general and administrative expenses			73			57			158			112

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Note 16—Sales and Other Operating Revenues

Revenue from Contracts with Customers

The following table provides further disaggregation of our consolidated sales and other operating revenues:

			Millions of Dollars
			Three Months Ended June 30						Six Months Ended June 30
			2025			2024			2025			2024
Revenue from contracts with customers			$	12,621		12,660			27,100			24,967
Revenue from contracts outside the scope of ASC Topic 606
Physical contracts meeting the definition of a derivative			1,445			1,003			3,415			2,568
Financial derivative contracts			(62)			(43)			6			(67)
Consolidated sales and other operating revenues			$	14,004		13,620			30,521			27,468

Revenues from contracts outside the scope of ASC Topic 606 relate primarily to physical gas contracts at market prices, which qualify as derivatives accounted for under ASC Topic 815, “Derivatives and Hedging,” and for which we have not elected NPNS. There is no significant difference in contractual terms or the policy for recognition of revenue from these contracts and those within the scope of ASC Topic 606. The following disaggregation of revenues is provided in conjunction with Note 18—Segment Disclosures and Related Information:

			Millions of Dollars
			Three Months Ended June 30						Six Months Ended June 30
			2025			2024			2025			2024
Revenue from Contracts Outside the Scope of ASC Topic 606 by Segment
Lower 48			$	1,154		743			2,654			2,002
Canada			159			91			374			308
Europe, Middle East and North Africa			132			169			387			258
Physical contracts meeting the definition of a derivative			$	1,445		1,003			3,415			2,568

			Millions of Dollars
			Three Months Ended June 30						Six Months Ended June 30
			2025			2024			2025			2024
Revenue from Contracts Outside the Scope of ASC Topic 606 by Product
Crude oil			$	48		53			157			53
Natural gas			1,117			715			2,763			1,914
Other			280			235			495			601
Physical contracts meeting the definition of a derivative			$	1,445		1,003			3,415			2,568

Practical Expedients

Typically, our commodity sales contracts are less than 12 months in duration; however, in certain specific cases may extend longer, which may be out to the end of field life. We have long-term commodity sales contracts which use prevailing market prices at the time of delivery, and under these contracts, the market-based variable consideration for each performance obligation (i.e., delivery of commodity) is allocated to each wholly unsatisfied performance obligation within the contract. Accordingly, we have applied the practical expedient allowed in ASC Topic 606 and do not disclose the aggregate amount of the transaction price allocated to performance obligations or when we expect to recognize revenues that are unsatisfied as of the end of the reporting period.

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Receivables from Contracts with Customers

At June 30, 2025, the “Accounts and notes receivable” line on our consolidated balance sheet included trade receivables of $4,537 million compared with $5,398 million at December 31, 2024, and included both contracts with customers within the scope of ASC Topic 606 and those that are outside the scope of ASC Topic 606. We typically receive payment within 30 days or less (depending on the terms of the invoice) once delivery is made. Revenues that are outside the scope of ASC Topic 606 relate primarily to physical natural gas sales contracts at market prices for which we do not elect NPNS and are therefore accounted for as a derivative under ASC Topic 815. There is little distinction in the nature of the customer or credit quality of trade receivables associated with natural gas sold under contracts for which NPNS has not been elected compared with trade receivables where NPNS has been elected.

Note 17—Earnings Per Share

The following table presents the calculation of net income (loss) available to common shareholders and basic and diluted EPS. For the periods presented in the table below, diluted EPS calculated under the two-class method was more dilutive.

			Millions of Dollars (except per share amounts)
			Three Months Ended June 30						Six Months Ended June 30
			2025			2024			2025			2024
Basic earnings per share
Net Income (Loss)			$	1,971		2,329			4,820			4,880
Less: Dividends and undistributed earnings
allocated to participating securities			7			7			17			15
Net Income (Loss) available to common shareholders			$	1,964		2,322			4,803			4,865
Weighted-average common shares outstanding (in millions)			1,258			1,168			1,265			1,173
Net Income (Loss) Per Share of Common Stock			$	1.56		1.99			3.80			4.15
Diluted earnings per share
Net Income (Loss) available to common shareholders			$	1,964		2,322			4,803			4,865
Weighted-average common shares outstanding (in millions)			1,258			1,168			1,265			1,173
Add: Dilutive impact of options and unvested
non-participating RSU/PSUs (in millions)			1			2			2			3
Weighted-average diluted shares outstanding (in millions)			1,259			1,170			1,267			1,176
Net Income (Loss) Per Share of Common Stock			$	1.56		1.98			3.79			4.14

Note 18—Segment Disclosures and Related Information

We explore for, produce, transport and market crude oil, bitumen, natural gas, LNG and NGLs on a worldwide basis. We manage our operations through six operating segments, which are primarily defined by geographic region: Alaska; Lower 48 (L48); Canada; Europe, Middle East and North Africa (EMENA); Asia Pacific (AP); and Other International (OI).

Corporate and Other (Corporate) represents income and costs not directly associated with an operating segment, such as most interest expense; premiums on early retirement of debt; corporate overhead and certain technology activities, including licensing revenues. Corporate assets include all cash and cash equivalents and short-term investments.

Our chief operating decision maker (CODM) is our Chairman of the Board of Directors and Chief Executive Officer, who evaluates performance and allocates resources among our operating segments based on each segment's net income (loss). This is done through the annual budget and forecasting process.

Intersegment sales are at prices that approximate market.

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Analysis of Results by Operating Segment

Three Months Ended June 30, 2025			Millions of Dollars
			Alaska			L48			Canada			EMENA			AP			OI			Corporate			Consolidated Total
Segment sales and other operating revenues
Sales and other operating revenues			$	1,315		9,966			1,334			1,400			471			—			14			14,500
Intersegment eliminations			—			(3)			(486)			—			—			—			(7)			(496)
Consolidated sales and other operating revenues			1,315			9,963			848			1,400			471			—			7			14,004
Significant segment expenses*
Production and operating expenses			546			1,474			216			232			85			—			19			2,572
DD&A			361			2,003			143			198			118			—			15			2,838
Income tax provision (benefit)			47			382			50			593			67			—			(93)			1,046
Total			954			3,859			409			1,023			270			—			(59)			6,456
Other segment items
Equity in earnings of affiliates			—			(4)			—			(115)			(185)			—			(11)			(315)
Interest income			—			—			—			—			(2)			—			(65)			(67)
Interest and debt expense			—			—			—			—			—			—			232			232
Other**			226			4,709			290			255			58			(1)			190			5,727
Total			226			4,705			290			140			(129)			(1)			346			5,577
Net Income (Loss)			$	135		1,399			149			237			330			1			(280)			1,971
*The significant segment expense categories and amounts in the table above align with segment-level information that is regularly provided to the CODM.
**Other segment items not required to be separately disclosed for each reportable segment include:
Gain (loss) on disposition and Impairments: L48
Other income: L48, EMENA, OI and Corporate
Purchased commodities and Accretion on discounted liabilities: Alaska, L48, Canada, EMENA and AP
Selling, general and administrative expenses: Alaska, L48, Canada, EMENA, AP, OI and Corporate
Exploration expenses and Taxes other than income taxes: Alaska, L48, Canada, EMENA, AP and Corporate
Foreign currency transaction (gain) loss: Canada, EMENA, AP and Corporate
Other expenses: L48, EMENA and Corporate

Other Segment Disclosures

Three Months Ended June 30, 2025			Millions of Dollars
			Alaska			L48			Canada			EMENA			AP			OI			Corporate			Consolidated Total
Investment in and advances to affiliates			$	4		126			—			2,084			5,172			—			1,612			8,998
Total Assets			19,374			65,087			10,029			10,128			8,515			—			9,466			122,599
Capital expenditures and investments			986			1,704			144			356			64			—			32			3,286

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Three Months Ended June 30, 2024			Millions of Dollars
			Alaska			L48			Canada			EMENA			AP			OI			Corporate			Consolidated Total
Segment sales and other operating revenues
Sales and other operating revenues			$	1,783		9,053			1,553			1,296			543			—			11			14,239
Intersegment eliminations			—			—			(612)			—			—			—			(7)			(619)
Consolidated sales and other operating revenues			1,783			9,053			941			1,296			543			—			4			13,620
Significant segment expenses*
Production and operating expenses			490			1,158			223			162			92			—			39			2,164
DD&A			321			1,557			166			175			107			—			8			2,334
Income tax provision (benefit)			135			367			86			666			95			—			(19)			1,330
Total			946			3,082			475			1,003			294			—			28			5,828
Other segment items
Equity in earnings of affiliates			—			—			—			(137)			(268)			—			2			(403)
Interest income			—			—			—			—			(2)			—			(95)			(97)
Interest and debt expense			—			—			—			—			—			—			198			198
Other**			477			4,712			205			179			75			(3)			120			5,765
Total			477			4,712			205			42			(195)			(3)			225			5,463
Net Income (Loss)			$	360		1,259			261			251			444			3			(249)			2,329
*The significant segment expense categories and amounts in the table above align with segment-level information that is regularly provided to the CODM.
**Other segment items not required to be separately disclosed for each reportable segment include:
Gain (loss) on disposition: L48
Other income: L48, Canada, EMENA, AP, OI and Corporate
Purchased commodities and Exploration expenses: Alaska, L48, Canada, EMENA and AP
Selling, general and administrative expenses: Alaska, L48, Canada, EMENA, AP, OI and Corporate
Impairments: Alaska and L48
Taxes other than income taxes and Accretion on discounted liabilities: Alaska, L48, Canada, EMENA, AP and Corporate
Foreign currency transaction (gain) loss: Canada, EMENA, AP and Corporate
Other expenses: Alaska, EMENA and Corporate

Other Segment Disclosures

Three Months Ended June 30, 2024			Millions of Dollars
			Alaska			L48			Canada			EMENA			AP			OI			Corporate			Consolidated Total
Investment in and advances to affiliates			$	33		122			—			1,265			5,143			5			1,489			8,057
Total Assets			17,124			42,659			10,047			7,968			8,483			5			9,708			95,994
Capital expenditures and investments			691			1,649			131			227			90			—			181			2,969

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Six Months Ended June 30, 2025			Millions of Dollars
			Alaska			L48			Canada			EMENA			AP			OI			Corporate			Consolidated Total
Segment sales and other operating revenues
Sales and other operating revenues			$	2,925		21,514			2,866			3,340			895			—			32			31,572
Intersegment eliminations			—			(3)			(1,033)			—			—			—			(15)			(1,051)
Consolidated sales and other operating revenues			2,925			21,511			1,833			3,340			895			—			17			30,521
Significant segment expenses*
Production and operating expenses			1,052			2,965			417			456			150			—			38			5,078
DD&A			716			3,907			274			417			237			—			33			5,584
Income tax provision (benefit)			186			830			131			1,515			131			—			(130)			2,663
Total			1,954			7,702			822			2,388			518			—			(59)			13,325
Other segment items
Equity in earnings of affiliates			—			(8)			—			(288)			(391)			—			(20)			(707)
Interest income			—			—			—			—			(4)			—			(139)			(143)
Interest and debt expense			—			—			—			—			—			—			437			437
Other**			509			10,628			606			584			131			(3)			334			12,789
Total			509			10,620			606			296			(264)			(3)			612			12,376
Net Income (Loss)			$	462		3,189			405			656			641			3			(536)			4,820
*The significant segment expense categories and amounts in the table above align with segment-level information that is regularly provided to the CODM.
**Other segment items not required to be separately disclosed for each reportable segment include:
Gain (loss) on disposition: L48 and OI
Other income: L48, Canada, EMENA, AP, OI and Corporate
Purchased commodities: Alaska, L48, Canada, EMENA and AP
Selling, general and administrative expenses: Alaska, L48, Canada, EMENA, AP, OI and Corporate
Exploration expenses, Taxes other than income taxes and Accretion on discounted liabilities: Alaska, L48, Canada, EMENA, AP and Corporate
Impairments: L48 and EMENA
Foreign currency transaction (gain) loss: Canada, EMENA, AP and Corporate
Other expenses: EMENA and Corporate

Other Segment Disclosures

Six Months Ended June 30, 2025			Millions of Dollars
			Alaska			L48			Canada			EMENA			AP			OI			Corporate			Consolidated Total
Investment in and advances to affiliates			$	4		126			—			2,084			5,172			—			1,612			8,998
Total Assets			19,374			65,087			10,029			10,128			8,515			—			9,466			122,599
Capital expenditures and investments			2,032			3,518			309			630			118			—			57			6,664

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Six Months Ended June 30, 2024			Millions of Dollars
			Alaska			L48			Canada			EMENA			AP			OI			Corporate			Consolidated Total
Segment sales and other operating revenues
Sales and other operating revenues			$	3,453		18,362			2,997			2,753			1,017			—			24			28,606
Intersegment eliminations			—			(1)			(1,120)			—			—			—			(17)			(1,138)
Consolidated sales and other operating revenues			3,453			18,361			1,877			2,753			1,017			—			7			27,468
Significant segment expenses*
Production and operating expenses			969			2,240			440			317			171			—			42			4,179
DD&A			645			2,989			324			355			217			—			15			4,545
Income tax provision (benefit)			257			752			142			1,443			100			—			(107)			2,587
Total			1,871			5,981			906			2,115			488			—			(50)			11,311
Other segment items
Equity in earnings of affiliates			—			—			—			(277)			(550)			—			3			(824)
Interest income			—			—			—			—			(4)			—			(196)			(200)
Interest and debt expense			—			—			—			—			—			—			403			403
Other**			876			9,740			530			360			127			(2)			267			11,898
Total			876			9,740			530			83			(427)			(2)			477			11,277
Net income (Loss)			$	706		2,640			441			555			956			2			(420)			4,880
*The significant segment expense categories and amounts in the table above align with segment-level information that is regularly provided to the CODM.
**Other segment items not required to be separately disclosed for each reportable segment include:
Gain (loss) on disposition: L48 and OI
Other income: L48, Canada, EMENA, AP, OI and Corporate
Purchased commodities: Alaska, L48, Canada, EMENA and AP
Selling, general and administrative expenses: Alaska, L48, Canada, EMENA, AP, OI and Corporate
Exploration expenses, Taxes other than income taxes and Accretion on discounted liabilities: Alaska, L48, Canada, EMENA, AP and Corporate
Impairments: Alaska and L48
Foreign currency transaction (gain) loss: Canada, EMENA, AP and Corporate
Other expenses: Alaska, L48 and EMENA

Other Segment Disclosures

Six Months Ended June 30, 2024			Millions of Dollars
			Alaska			L48			Canada			EMENA			AP			OI			Corporate			Consolidated Total
Investment in and advances to affiliates			$	33		122			—			1,265			5,143			5			1,489			8,057
Total Assets			17,124			42,659			10,047			7,968			8,483			5			9,708			95,994
Capital expenditures and investments			1,411			3,265			283			446			135			—			345			5,885

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			Millions of Dollars
			Three Months Ended June 30						Six Months Ended June 30
			2025			2024			2025			2024
Sales and Other Operating Revenues by Geographic Location*
U.S.			$	11,137		10,776			24,249			21,756
Canada			742			941			1,689			1,877
China			255			275			492			488
Equatorial Guinea			117			—			356			—
Libya			406			470			916			970
Malaysia			217			268			403			529
Norway			428			514			1,034			1,138
Singapore			105			—			144			—
U.K.			596			374			1,236			707
Other foreign countries			1			2			2			3
Worldwide consolidated			$	14,004		13,620			30,521			27,468
Sales and Other Operating Revenues by Product
Crude oil			$	9,528		10,112			20,361			19,674
Natural gas			1,930			1,175			4,762			3,057
Natural gas liquids			938			662			1,993			1,342
Other**			1,608			1,671			3,405			3,395
Consolidated sales and other operating revenues by product			$	14,004		13,620			30,521			27,468

*Sales and other operating revenues are attributable to countries based on the location of the selling operation.

**Includes bitumen and power.

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Note 19—Income Taxes

Our effective tax rate for the three-month periods ended June 30, 2025, and June 30, 2024, was 34.7 percent and 36.3 percent, respectively. The change in the effective tax rate for the three-month period ended June 30, 2025, is primarily due to a shift in our mix of income among taxing jurisdictions.

Our effective tax rate for the six-month periods ended June 30, 2025, and 2024, was 35.6 percent and 34.6 percent, respectively. The change in the effective tax rate for the six-month period ended June 30, 2025, is primarily due to a shift in our mix of income among taxing jurisdictions partly offset by a change to our valuation allowance in the current year and the recognition of a Malaysia tax benefit occurring in the prior year, both described below.

During the first quarter of 2025, our valuation allowance decreased $56 million, relating to the expected utilization of previously unrecognized capital loss carryforwards due to our agreement to sell our interests in the Ursa and Europa fields, and the Ursa Oil Pipeline Company LLC to Shell Offshore Inc. and Shell Pipeline Company LP.

During the first quarter of 2024, we recorded a $76 million tax benefit associated with a deepwater investment tax incentive for Malaysia Blocks J and G.

On July 4, 2025, the One Big Beautiful Bill Act (OBBBA) was signed into law in the United States. The impacts of the OBBBA are currently under review and will be reflected in our consolidated financial statements starting in the third quarter of 2025.

The Company has ongoing income tax audits in a number of jurisdictions. The government agents in charge of these audits regularly request additional time to complete audits, which we generally grant, and conversely occasionally close audits unpredictably. Within the next twelve months, we may have audit periods close that could significantly impact our total unrecognized tax benefits. The amount of such change is not estimable but could be significant when compared with our total unrecognized tax benefits.

Note 20—New Accounting Standards

In December 2023, the FASB issued ASU No. 2023-09, “Improvements to Income Tax Disclosures” which enhances the disclosure requirements within Topic 740 “Income Taxes.” The enhancements will impact our financial statement disclosures only and will be applied prospectively with retrospective application permitted. The ASU is effective for annual periods beginning after December 15, 2024, and early adoption is permitted. We are currently evaluating the impact of the adoption of this ASU.

In November 2024, the FASB issued ASU No. 2024-03, “Disaggregation of Income Statement Expenses” to improve the disclosures about a public business entity’s expenses (including purchases of inventory, employee compensation, depreciation, depletion and amortization) in commonly presented expense captions. The ASU will impact our financial statement disclosures only and will be applied prospectively with retrospective application permitted. The ASU is effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027, and early adoption is permitted. We are currently evaluating the impact of the adoption of this ASU.

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Management’s Discussion and Analysis			Table of Contents