EQT (EQT) 10-K risk factor changes: FY2020 vs FY2019

Natural gas, NGLs and oil price volatility, or a prolonged period of low natural gas, NGLs and oil prices, may have an adverse effect [removed: upon] [added: on] our revenue, profitability, future rate of growth, liquidity and financial position.

Our revenue, profitability, future rate of growth, liquidity and financial position depend upon the prices for natural [removed: gas,] [added: gas and, to a lesser extent,] NGLs and oil.

[removed: | • |] [added: -] weather conditions and seasonal trends; [removed: |]

[removed: | • |] [added: -] the domestic and foreign supply of and demand for natural gas, NGLs and oil; [removed: |]

[removed: | • |] [added: -] prevailing prices on local price indexes in the areas in which we operate and expectations about future commodity prices; [removed: |]

[removed: | • |] [added: -] national and worldwide economic and political conditions; [removed: |]

[removed: | • |] [added: -] new and competing exploratory finds of natural gas, NGLs and oil; [removed: |]

[removed: | • |] [added: -] changes in U.S. exports of natural gas, NGLs and oil; [removed: |]

[removed: | • |] [added: -] the effect of energy conservation efforts; [removed: |]

[removed: | • |] [added: -] the price, availability and acceptance of alternative fuels; [removed: |]

[removed: | • |] [added: -] the availability, proximity, capacity and cost of pipelines, other transportation facilities, and gathering, processing and storage facilities and other factors that result in differentials to benchmark prices; [removed: |]

[removed: | • |] [added: -] technological advances affecting energy consumption and production; [removed: |]

[removed: | • |] [added: -] the actions of the Organization of Petroleum Exporting Countries; [removed: |]

[removed: | • |] [added: -] the level and effect of trading in commodity futures markets, including commodity price speculators and others; [removed: |]

[removed: | • |] [added: -] the cost of exploring for, developing, producing and transporting natural gas, NGLs and oil; [removed: |]

[removed: | • |] [added: -] the level of global inventories; [removed: |]

[removed: | • |] [added: -] risks associated with drilling, completion and production operations; and [removed: |]

[removed: | • |] [added: -] domestic, local and foreign governmental regulations, tariffs and taxes, including environmental and climate change regulation. [removed: |]

The daily spot prices for NYMEX Henry Hub natural gas ranged from a high of [removed: $4.12] [added: $3.14] per MMBtu to a low of [removed: $1.82] [added: $1.33] per MMBtu from January 1, [removed: 2019] [added: 2020] through December 31, [removed: 2019,] [added: 2020,] and the daily spot prices for NYMEX West Texas Intermediate crude oil ranged from a high of [removed: $66.24] [added: $63.27] per barrel to a low of [removed: $46.31] [added: $(36.98)] per barrel during the same period.

In addition, the market price for natural gas in the Appalachian Basin continues to be lower relative to NYMEX Henry Hub as a result of [removed: the] significant increases in the supply of natural gas in the Northeast United [removed: States in recent years.][added: States.]

Because our production and reserves predominantly consist of natural gas (approximately [removed: 95%] [added: 93%] of equivalent proved developed reserves), changes in natural gas prices have significantly greater impact on our financial results than oil prices.

Due to the volatility of commodity prices, we are unable to predict future potential movements in the market prices for natural gas, NGLs and oil at [removed: the Company's] [added: our] ultimate sales points and thus cannot predict the ultimate impact of prices on our operations.

Future declines in [removed: commodity] [added: natural gas, NGLs or oil] prices, increases in operating costs or adverse changes in well [removed: performance or additional changes] [added: performance, among other circumstances, may result] in our [removed: development strategy may] [added: having to make significant future downward adjustments to our estimated proved reserves and/or could] result in additional [removed: write-downs of] [added: non-cash impairment charges to write-down] the carrying [removed: amounts] [added: amount] of our assets, including [added: other] long-lived intangible assets, which [removed: could materially and adversely affect] [added: may have a material adverse effect on] our results of operations in future [removed: periods." We are also exposed to the risk of non-performance by our hedge counterparties in the event that changes, positive or negative, in natural gas prices result in our derivative contracts having a positive fair value in our favor.][added: periods.]

In addition, to the extent we have hedged our current production at prices below the current market price, we [removed: are unable to] [added: will not] benefit fully from an increase in the price of natural gas.

Drilling for and producing natural gas [removed: and oil are] [added: is a] high-risk and costly [removed: activities] [added: activity] with many uncertainties.

Our future financial position, cash flows and results of operations will depend on the success of our development and acquisition activities, which are subject to numerous risks beyond our control, including the risk that drilling will not result in commercially viable natural gas [removed: or oil] production or that we will not recover all or any portion of our investment in [removed: such] [added: drilled] wells.

[removed: | • |] [added: -] delays imposed by or resulting from compliance with regulatory requirements, including limitations resulting from permitting, wastewater disposal, discharge of greenhouse gases, and limitations on hydraulic fracturing; [removed: |]

[removed: | • |] [added: -] shortages of or delays in obtaining equipment, rigs, materials and qualified personnel or in obtaining water for hydraulic fracturing activities; [removed: |]

[removed: | • |] [added: -] equipment failures, accidents or other unexpected operational events; [removed: |]

[removed: | • |] [added: -] lack of available gathering and water facilities or delays in construction of gathering and water facilities; [removed: |]

[removed: | • |] [added: -] lack of available capacity on interconnecting [removed: transmission] [added: transportation] pipelines; [removed: |]

[removed: | • |] [added: -] adverse weather conditions, such as flooding, droughts, freeze-offs, slips, blizzards and ice storms; [removed: |]

[removed: | • |] [added: -] issues related to compliance with environmental regulations; [removed: |]

[removed: | • |] [added: -] environmental hazards, such as natural gas leaks, oil [added: and diesel] spills, pipeline and tank ruptures, encountering naturally occurring radioactive materials, and unauthorized discharges of brine, well stimulation and completion fluids, toxic gases or other pollutants into the surface and subsurface environment; [removed: |]

[removed: | • |] [added: -] declines in natural gas, NGLs and oil market prices; [removed: |]

[removed: | • |] [added: -] limited availability of financing at acceptable terms; [removed: |]

[removed: | • |] [added: -] ongoing litigation or adverse court rulings; [removed: |]

[removed: | • |] [added: -] public opposition to our operations; [removed: |]

[removed: | • |] [added: -] title, surface access, coal mining and right of way problems; and [removed: |]

[removed: | • |] [added: -] limitations in the market for natural gas, NGLs and oil. [removed: |]

Summary of Risk Factors

We believe that the risks associated with our business, and consequently the risks associated with an investment in our equity or debt securities, fall within the following six categories:

- Risks Associated with Natural Gas Drilling Operations. As a natural gas producer, there are risks inherent in our primary business operations.

These risks are not necessarily unique to us, but rather, these are risks that most operators in our industry have at least some exposure to.

- Financial and Market Risks. Given that our primary product and source of revenue is the sale of natural gas and NGLs, one of our most material risks is the commodity market and the price of natural gas and NGLs, which is often volatile.

Additionally, our operations are capital intensive.

Pressures on the market as a whole, or our specific financial

[Table of](#i43f68b92b00b4f60b7eb2031407a74f6_7) [Contents](#i43f68b92b00b4f60b7eb2031407a74f6_7)

position – whether due to depressed commodity prices, our leverage, our credit ratings or otherwise – could make it difficult for us to obtain the funding necessary to conduct our operations.

- Risks Associated with Our Human Capital, Technology and Other Resources and Service Providers. Our business, and the U.S. energy grid, is predominately operated on a digital system.

Our employees rely on our cloud-based digital work environment to communicate and access data that is necessary to conduct our day-to-day operations.

While these digital systems enable us to efficiently supply our natural gas and NGLs to the market, they are also susceptible to cyber security threats.

Likewise, as a digitally-focused organization, we seek employees with a high degree of both technical skill and digital literacy, and it can be difficult to attract and retain personnel who satisfy these criteria.

Further, we predominately operate in the Appalachia Basin, and a substantial majority of our midstream and water services are provided by one provider, EQM Midstream Partners, LP, making us vulnerable to risks associated with operating primarily in one major geographic area and obtaining a substantial amount of our services from a single provider within that operating area.

- Legal and Regulatory Risks. There are many environmental, energy, financial, real property and other regulations that we are required to comply with in the context of conducting our operations, otherwise, we may be exposed to fines, penalties, investigations, litigation or other legal proceedings.

Additionally, negative public perception of us or the natural gas industry, or increasing consumer demand for alternatives to natural gas, could adversely impact our earnings, cash flows and financial position.

- Risks Associated with Strategic Transactions. We have historically been involved in, and anticipate that we will continue to explore, opportunities to create value through strategic transactions, whether through mergers and acquisitions, divestitures, joint ventures or similar business transactions.

There are risks inherent in any strategic transaction, and such risks could negatively affect the benefits, outcomes and synergies anticipated to be obtained from executing such strategic transactions.

- Risks Related to the COVID-19 Pandemic. While we did not experience any material adverse effects from the COVID-19 pandemic in 2020, the severity, magnitude and duration of the COVID-19 pandemic is still uncertain, rapidly changing and difficult to predict.

We believe that our principal areas of operational risk resulting from a pandemic are availability of service providers and supply chain disruption.

Additionally, active development operations, including drilling and fracking operations, represent the greatest risk for transmission given the number of personnel and contractors on our drilling sites.

We believe that we are following best practices under COVID-19 guidance; however, the potential for transmission still exists, and in certain instances, it may be necessary or determined advisable for us to delay our development operations.

We describe these risks in greater detail below.

Risks Associated with Natural Gas Drilling Operations

[Table of](#i43f68b92b00b4f60b7eb2031407a74f6_7) [Contents](#i43f68b92b00b4f60b7eb2031407a74f6_7)

If

[Table of](#i43f68b92b00b4f60b7eb2031407a74f6_7) [Contents](#i43f68b92b00b4f60b7eb2031407a74f6_7)

[Table of](#i43f68b92b00b4f60b7eb2031407a74f6_7) [Contents](#i43f68b92b00b4f60b7eb2031407a74f6_7)

Financial and Market Risks Applicable to Our Business

[Table of](#i43f68b92b00b4f60b7eb2031407a74f6_7) [Contents](#i43f68b92b00b4f60b7eb2031407a74f6_7)

See "Impairment of Oil and Gas Properties" in Item 7., "Management's Discussion and Analysis of Financial Condition and Results of Operations." We are also exposed to the risk of non-performance by our hedge counterparties in the event that changes, positive or negative, in natural gas prices result in our derivative contracts having a positive fair value in our favor.

In an effort to improve our leverage ratio, in the fourth quarter of 2019, we announced a plan to reduce our absolute debt using free cash flow and targeted proceeds from the monetization of select, non-strategic exploration and production assets, core mineral assets and our remaining retained equity interest in Equitrans Midstream (the Deleveraging Plan).

There can be no

[Table of](#i43f68b92b00b4f60b7eb2031407a74f6_7) [Contents](#i43f68b92b00b4f60b7eb2031407a74f6_7)

[Table of](#i43f68b92b00b4f60b7eb2031407a74f6_7) [Contents](#i43f68b92b00b4f60b7eb2031407a74f6_7)

[Table of](#i43f68b92b00b4f60b7eb2031407a74f6_7) [Contents](#i43f68b92b00b4f60b7eb2031407a74f6_7)

The accounting for the Convertible Notes may have a material effect on our reported financial results.

On April 28, 2020, we issued the Convertible Notes (defined in Note 10 to the Consolidated Financial Statements) due May 1, 2026 unless earlier redeemed, repurchased or converted.

In accordance with GAAP, an issuer must separately account for the liability and equity components of certain convertible debt instruments that may be settled entirely or partially in cash upon conversion in a manner that reflects the issuer's economic interest cost.

The effect on the accounting for the Convertible Notes is that the equity component is required to be included in additional paid-in capital of shareholders' equity on our Condensed Consolidated Balance Sheet, and the value of the equity component is treated as a debt discount for purposes of accounting for the debt component of the Convertible Notes.

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See "Impairment of Oil and Gas Properties" in Item 7., "Management's Discussion and Analysis of Financial Condition and Results

of Operations" and "Natural gas, NGLs and oil price declines, and changes in our development strategy, have resulted in impairment of certain of our assets.

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*The following discussion and analysis of financial condition and results of operations should be read in conjunction with the Consolidated Financial Statements and the notes thereto included in Item 8., "Financial Statements and Supplementary [removed: Data." For all periods prior to the Separation and Distribution, the results of operations of Equitrans Midstream are reflected as discontinued operations.][added: Data."*]

See [removed: Note* *2* *to] [added: Note 16 to] the Consolidated Financial Statements for [removed: amounts attributable to discontinued operations included in the Statements] [added: a discussion] of [removed: Consolidated Cash Flows] [added: our commitments] and [removed: Statements of Consolidated Operations.*][added: contingencies.]

[removed: Loss from continuing operations] [added: Net loss] for [removed: 2019] [added: 2020] was [removed: $1,222] [added: $967] million, [removed: $4.79] [added: $3.71] per diluted share, an improvement of [removed: $1,159] [added: $255] million compared to [added: net] loss [removed: from continuing operations] for [removed: 2018] [added: 2019] of [removed: $2,381] [added: $1,222] million, [removed: $9.12] [added: $4.79] per diluted share.

See Item 7., "Management's Discussion and Analysis of Financial Condition and Results of Operations" included in [removed: the Company's] [added: our] Annual Report on [Form [removed: 10-K](http://www.sec.gov/Archives/edgar/data/33213/000003321319000006/eqt1231201810k.htm)] [added: 10-K](http://www.sec.gov/ix?doc=/Archives/edgar/data/33213/000003321320000008/a1231201910k.htm)] for the year ended December 31, [removed: 2018,] [added: 2019,] which is incorporated herein by reference, for discussion and analysis of consolidated results of operations for the year ended December 31, [removed: 2017.][added: 2018.]

See "Sales Volumes and [removed: Revenues," "Production-Related Operating Expenses"] [added: Revenues"] and [removed: "Other Operating] [added: "Operating] Expenses" for discussions of items affecting operating income and "Other Income Statement Items" for a discussion of other income statement items.

The following table presents detailed natural gas and liquids operational information to assist in the understanding of [removed: the Company's] [added: our] consolidated operations, including the calculation of [removed: the Company's] [added: our] average realized price ($/Mcfe), which is based on adjusted operating revenues, a non-GAAP supplemental financial measure.

Adjusted operating revenues is presented because it is an important measure [removed: used by the Company's management] [added: we use] to evaluate period-to-period comparisons of earnings trends.

See [removed: "Reconciliation of Non-GAAP] [added: "Non-GAAP] Financial [removed: Measures"] [added: Measures Reconciliation"] for a reconciliation of adjusted operating revenues with total operating revenues, the most directly comparable financial measure calculated in accordance with GAAP.

| | [added: | |] Years Ended December 31, | | | | | | | [added: | |]

| | [added: | |] (Thousands, unless otherwise noted) | | | | | | | [added: | |]

| NATURAL GAS | | | | | | | | [added: | | | |]

| Sales volume (MMcf) | [removed: 1,435,134] | | [added: 1,418,774] | | [removed: 1,386,718] | | | [added: | 1,435,134 | | |]

| NYMEX price ($/MMBtu) (a) | [added: | |] $ | [removed: 2.63] [added: 2.09] | | | [added: | |] $ | [removed: 3.10] [added: 2.63] | |

| Btu uplift | [removed: 0.13] | | [added: 0.11] | | [removed: 0.19] | | | [added: | 0.13 | | |]

| Natural gas price ($/Mcf) | [added: | |] $ | [removed: 2.76] [added: 2.20] | | | [added: | |] $ | [removed: 3.29] [added: 2.76] | |

| Basis ($/Mcf) (b) | [added: | |] $ | [removed: (0.28] [added: (0.47)] | [removed: )] | | [added: | |] $ | [removed: (0.25] [added: (0.28)] | [removed: )] |

| Cash settled basis swaps (not designated as hedges) ($/Mcf) | [removed: (0.04] | | [removed: )] [added: 0.05] | | [removed: (0.08] | | [removed: )] | [added: | (0.04) | | |]

| Average differential, including cash settled basis swaps ($/Mcf) | [added: | |] $ | [removed: (0.32] [added: (0.42)] | [removed: )] | | [added: | |] $ | [removed: (0.33] [added: (0.32)] | [removed: )] |

| Average adjusted price ($/Mcf) | [added: | |] $ | [removed: 2.44] [added: 1.78] | | | [added: | |] $ | [removed: 2.96] [added: 2.44] | |

| Cash settled derivatives (not designated as hedges) ($/Mcf) | [removed: 0.21] | | [added: 0.59] | | [removed: (0.07] | | [removed: )] | [added: | 0.21 | | |]

| Average natural gas price, including cash settled derivatives ($/Mcf) | [added: | |] $ | [removed: 2.65] [added: 2.37] | | | [added: | |] $ | [removed: 2.89] [added: 2.65] | |

| Natural gas sales, including cash settled derivatives | [added: | |] $ | [removed: 3,805,977] [added: 3,359,583] | | | [added: | |] $ | [removed: 4,004,147] [added: 3,805,977] | |

| LIQUIDS | | | | | | | | [added: | | | |]

| [removed: NGLs,] [added: Natural gas liquids (NGLs),] excluding ethane: | | | | | | | | [added: | | | |]

| Sales volume (MMcfe) (c) | [removed: 44,082] | | [added: 44,702] | | [removed: 63,247] | | | [added: | 44,082 | | |]

| Sales volume (Mbbl) | [removed: 7,348] | | [added: 7,451] | | [removed: 10,542] | | | [added: | 7,348 | | |]

| Price ($/Bbl) | [added: | |] $ | [removed: 23.63] [added: 20.51] | | | [added: | |] $ | [removed: 37.63] [added: 23.63] | |

| Cash settled derivatives (not designated as hedges) ($/Bbl) | [removed: 2.19] | | [added: (0.12)] | | [removed: (1.07] | | [removed: )] | [added: | 2.19 | | |]

| Average NGLs price, including cash settled derivatives ($/Bbl) | [added: | |] $ | [removed: 25.82] [added: 20.39] | | | [added: | |] $ | [removed: 36.56] [added: 25.82] | |

| NGLs sales | [added: | |] $ | [removed: 189,718] [added: 151,877] | | | [added: | |] $ | [removed: 385,364] [added: 189,718] | |

| Ethane: | | | | | | | | [added: | | | |]

| Sales volume (MMcfe) (c) | [removed: 23,748] | | [added: 29,489] | | [removed: 33,645] | | | [added: | 23,748 | | |]

| Sales volume (Mbbl) | [removed: 3,957] | | [added: 4,914] | | [removed: 5,607] | | | [added: | 3,957 | | |]

| Price ($/Bbl) | [added: | |] $ | [removed: 6.16] [added: 3.48] | | | [added: | |] $ | [removed: 8.09] [added: 6.16] | |

| Cash settled derivatives (not designated as hedges) ($/Bbl) | [removed: 1.02] | | [added: —] | | [removed: —] | | | [added: | 1.02 | | |]

| Average Ethane price, including cash settled derivatives ($/Bbl) | [added: | |] $ | [removed: 7.18] [added: 3.48] | | | [added: | |] $ | [removed: 8.09] [added: 7.18] | |

| Ethane sales | [added: | |] $ | [removed: 28,414] [added: 17,085] | | | [added: | |] $ | [removed: 45,339] [added: 28,414] | |

| Oil: | | | | | | | | [added: | | | |]

| Sales volume (MMcfe) (c) | [removed: 4,932] | | [added: 4,827] | | [removed: 4,079] | | | [added: | 4,932 | | |]

| Sales volume (Mbbl) | [removed: 822] | | [added: 804] | | [removed: 680] | | | [added: | 822 | | |]

The variance was attributable primarily to decreased impairments, the gain on the Equitrans Share Exchange (defined and discussed in Note 5 to the Consolidated Financial Statements), decreased other operating expenses, decreased depreciation and depletion expense and decreased transportation and processing expense, partly offset by decreased operating revenues, increased interest expense and decreased dividend and other income.

[Table of](#i43f68b92b00b4f60b7eb2031407a74f6_7) [Contents](#i43f68b92b00b4f60b7eb2031407a74f6_7)

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| | | | 2020 | | | | | | 2019 | | |

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[Table of](#i43f68b92b00b4f60b7eb2031407a74f6_7) [Contents](#i43f68b92b00b4f60b7eb2031407a74f6_7)

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| | | | 2020 | | | | | | 2019 | | |

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| | | | 2020 | | | | | | 2019 | | | | | | % | | |

| Marcellus (a) | | | 1,314,801 | | | | | | 1,270,352 | | | | | | 3.5 | | |

| Other | | | 5,127 | | | | | | 5,999 | | | | | | (14.5) | | |

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Sales volumes for 2020 decreased compared

[Table of](#i43f68b92b00b4f60b7eb2031407a74f6_7) [Contents](#i43f68b92b00b4f60b7eb2031407a74f6_7)

to 2019 due primarily to our strategic decisions to temporarily curtail production beginning in May 2020 and ending in November 2020 (the Strategic Production Curtailments) which resulted in a decrease to sales volumes of approximately 46 Bcfe.

Sales volumes for 2020 also decreased compared to 2019 by 16 Bcfe as a result of the 2020 Divestitures (defined in Note 7 to the Consolidated Financial Statements).

These decreases were partly offset by operational efficiencies realized throughout the year from increased production up-time and positively impacted sales volumes as well as an increase of approximately 12 Bcfe due to the Chevron Acquisition.

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| | | | 2020 | | | | | | 2019 | | | | | | % | | |

| Gathering | | | $ | 1,068,590 | | | | | $ | 1,038,646 | | | | | 2.9 | | |

| Transmission | | | 506,668 | | | | | | 588,302 | | | | | | (13.9) | | |

| Processing | | | 135,476 | | | | | | 125,804 | | | | | | 7.7 | | |

| Lease operating expenses (LOE), excluding production taxes | | | 109,027 | | | | | | 84,501 | | | | | | 29.0 | | |

| Exploration | | | 5,484 | | | | | | 7,223 | | | | | | (24.1) | | |

| Selling, general and administrative | | | 174,769 | | | | | | 170,611 | | | | | | 2.4 | | |

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| Gathering | | | $ | 0.71 | | | | | $ | 0.69 | | | | | 2.9 | | |

The Statements of Consolidated Operations for the years ended December 31, 2018 and 2017 have been recast to reflect discontinued operations and include certain transportation and processing expenses in continuing operations that had previously been eliminated in consolidation.

Cash flows related to Equitrans Midstream are included in the Statements of Consolidated Cash Flows for all periods prior to the Separation and Distribution.

The variance was attributable primarily to lower impairments of long-lived assets and goodwill and higher dividends received on the Company's investment in Equitrans Midstream, partly offset by lower income tax benefit and higher impairment and expiration of leases, unrealized loss on the Company's investment in Equitrans Midstream and operating revenues.

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| | 2019 | | | | 2018 | | |

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| | 2019 | | | | 2018 | | | | % | |

| Marcellus (a) | 1,270,352 | | | | 1,229,934 | | | | 3.3 | |

| Other | 5,999 | | | | 48,327 | | | | (87.6 | ) |

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Excluding 2018 sales volumes related to the 2018 Divestitures (discussed in Note 7 to the

Consolidated Financial Statements), sales volumes increased by 4.2% in 2019.

[removed: The Company's] [added: *Commodity Price Risk and Derivative Instruments.* Our] primary market risk exposure is the volatility of future prices for natural gas and NGLs.

Due to the volatility of commodity prices, [removed: the Company is] [added: we are] unable to predict future potential movements in the market prices for natural gas and NGLs at [removed: the Company's] [added: our] ultimate sales points and, thus, cannot predict the ultimate impact of prices on [removed: its] [added: our] operations.

Prolonged low, or significant, extended declines in, natural gas and NGLs prices could adversely affect, among other things, [removed: the Company's] [added: our] development plans, which would decrease the pace of development and the level of [removed: the Company's] [added: our] proved reserves.

The [removed: Company's] overall objective [removed: in its] [added: of our] hedging program is to protect cash flows from undue exposure to the risk of changing commodity prices.

[removed: The Company's] [added: Our] use of derivatives is further described in Note [removed: 4] [added: 3] to the Consolidated Financial Statements and "Commodity Risk Management" [removed: of] [added: under] "Capital Resources and Liquidity" in Item 7., "Management's Discussion and Analysis of Financial Condition and Results of Operations." [removed: The Company's] [added: Our] OTC derivative commodity instruments are placed primarily with financial institutions and the creditworthiness of those institutions is regularly monitored.

[removed: The Company] [added: We] primarily [removed: enters] [added: enter] into derivative instruments to hedge forecasted sales of production.

[removed: The Company] [added: We] also [removed: enters] [added: enter] into derivative instruments to hedge basis and exposure to fluctuations in interest rates.

[removed: The Company's] [added: Our] use of derivative instruments is implemented under a set of policies approved by [removed: the Company's] [added: our] Hedge and Financial Risk Committee and reviewed by [removed: the Company's] [added: our] Board of Directors.

For derivative commodity instruments used to hedge [removed: the Company's] [added: our] forecasted sales of production, which are at, for the most part, NYMEX natural gas prices, [removed: the Company sets] [added: we set] policy limits relative to the expected production and sales levels that are exposed to price risk.

[removed: The Company has] [added: We have] an insignificant amount of financial natural gas derivative commodity instruments for trading purposes.

[removed: Derivative] [added: The derivative] commodity instruments [removed: used by the Company] [added: we use] are primarily swap, collar and option agreements.

[removed: The Company uses] [added: We use] these agreements to hedge [removed: its] [added: our] NYMEX and basis exposure.

[removed: The Company] [added: We] may also use other contractual agreements when [removed: implementing its] [added: executing our] commodity hedging strategy.

[removed: The Company monitors] [added: We monitor] price and production levels on a continuous basis and [removed: makes] [added: make] adjustments to quantities hedged as warranted.

A hypothetical decrease of 10% in the market price of natural gas [removed: from] [added: on] December 31, [removed: 2019] [added: 2020] and [removed: 2018] [added: 2019] would increase the fair value of [removed: these] [added: our] natural gas derivative [added: commodity] instruments by approximately [removed: $389.4] [added: $501] million and [removed: $432.5] [added: $389] million, respectively.

A hypothetical increase of 10% in the market price of natural gas [removed: from] [added: on] December 31, [removed: 2019] [added: 2020] and [removed: 2018] [added: 2019] would decrease the fair value of [removed: these] [added: our] natural gas derivative [added: commodity] instruments by approximately [removed: $394.5] [added: $495] million and [removed: $443.4] [added: $395] million, respectively.

For purposes of this analysis, [removed: the Company] [added: we] applied the 10% change in the market price of natural gas [removed: from] [added: on] December 31, [removed: 2019] [added: 2020] and [removed: 2018] [added: 2019] to [removed: the Company's] [added: our] natural gas derivative commodity instruments [added: as of December 31, 2020 and 2019] to calculate the hypothetical change in fair value.

The change in fair value was determined using a method similar to [removed: the Company's] [added: our] normal process for determining derivative commodity instrument fair value described in Note [removed: 5] [added: 4] to the Consolidated Financial Statements.

The above analysis of [removed: the Company's] [added: our] derivative commodity instruments does not include the offsetting impact that the same hypothetical price movement may have on [removed: the Company's] [added: our] physical sales of natural gas.

The portfolio of derivative commodity instruments held to hedge [removed: the Company's] [added: our] forecasted produced gas approximates a portion of [removed: the Company's] [added: our] expected physical sales of natural gas; therefore, an adverse impact to the fair value of the portfolio of derivative commodity instruments held to hedge [removed: the Company's] [added: our] forecasted production associated with the hypothetical changes in commodity prices referenced above should be offset by a favorable impact on [removed: the Company's] [added: our] physical sales of natural gas, assuming that the derivative commodity instruments are not closed [removed: out] in advance of their expected term and the derivative commodity instruments continue to function effectively as hedges of the underlying risk.

[added: *Interest Rate Risk.*] Changes in [added: market] interest rates affect the amount of interest [removed: the Company earns] [added: we earn] on cash, cash equivalents and short-term investments and the interest rates [removed: the Company pays] [added: we pay] on borrowings [removed: under its] [added: on our] credit [removed: facility,] [added: facility and, prior to its full redemption on June 30, 2020, our] Term Loan [removed: Facility and floating rate notes (which notes were fully redeemed on February 3, 2020).][added: Facility.]

[added: A 1% increase in interest rates on our] borrowings under [removed: its] [added: our] credit facility, [removed: Term Loan Facility] [added: term loan facility] and floating rate notes during the year ended December 31, 2019 would have increased 2019 annual interest expense by approximately $14 million.

Interest rates on the Adjustable Rate Notes fluctuate based on changes to the credit ratings assigned to [removed: the Company's] [added: our] senior notes by Moody's, S&P and Fitch.

For a discussion of credit rating downgrade risk, see Item 1A., "Risk Factors – Our exploration and production operations have substantial capital requirements, and we may not be able to obtain needed capital or financing on satisfactory terms." Changes in interest rates affect the fair value of [removed: the Company's] [added: our] fixed rate debt.

See Note 10 to the Consolidated Financial Statements for further discussion of [removed: the Company's long-term] [added: our] debt and Note [removed: 5] [added: 4] to the Consolidated Financial Statements for a discussion of fair value measurements, including the fair value of [removed: the Company's long-term] [added: our] debt.

[removed: The Company is] [added: *Other Market Risks.* We are] exposed to credit loss in the event of nonperformance by counterparties to [removed: its] [added: our] derivative contracts.

[removed: The Company's] [added: Our] OTC derivative instruments are primarily with financial institutions and, thus, are subject to events that would impact those companies individually as well as the financial industry as a whole.

[removed: The Company uses] [added: We use] various processes and analyses to monitor and evaluate [removed: its] [added: our] credit risk exposures, including monitoring current market conditions and counterparty credit fundamentals.

To manage the level of credit risk, [removed: the Company enters] [added: we enter] into transactions primarily with financial counterparties that are of investment grade, [removed: enters] [added: enter] into netting agreements whenever possible and may obtain collateral or other security.

Approximately 75%, or [removed: $718.0] [added: $718] million, of [removed: the Company's] [added: our] OTC derivative contracts outstanding at December 31, 2019 had a positive fair value.

Approximately [removed: 64%,] [added: 47%,] or [removed: $369.5] [added: $456] million, of [removed: the Company's] [added: our] OTC derivative contracts outstanding at December 31, [removed: 2018] [added: 2020] had a positive fair value.

As of December 31, [removed: 2019, the Company was] [added: 2020, we were] not in default under any derivative contracts and had no knowledge of default by any counterparty to [removed: its] [added: our] derivative contracts.

During the year ended December 31, [removed: 2019, the Company] [added: 2020, we] made no adjustments to the fair value of [removed: its] [added: our] derivative contracts due to [removed: credit-related] [added: credit related] concerns outside of the normal non-performance risk adjustment included in [removed: the Company's] [added: our] established fair value procedure.

[removed: The Company monitors] [added: We monitor] market conditions that may impact the fair value of [removed: its] [added: our] derivative contracts.

[removed: The Company is] [added: We are] exposed to the risk of nonperformance by credit customers on physical sales of natural gas, NGLs and oil.

Revenues and related accounts receivable from [removed: the Company's] [added: our] operations are generated primarily from the sale of produced natural gas, NGLs and oil to marketers, utilities and industrial customers located in the Appalachian Basin and in markets that are accessible through [removed: the Company's] [added: our] transportation portfolio, which includes markets in the Gulf Coast, Midwest and Northeast United States and Canada.

[removed: The Company] [added: We] also [removed: contracts] [added: contract] with certain processors to market a portion of NGLs on [removed: behalf of the Company.][added: our behalf.]

No one lender of the large group of financial institutions in the syndicate for [removed: the Company's] [added: our] credit facility [removed: and the Term Loan Facility] holds more than 10% [removed: and 15%, respectively,] of the financial commitments under such [removed: facilities.][added: facility.]

The large syndicate group and relatively low percentage of participation by each lender are expected to limit [removed: the Company's] [added: our] exposure to disruption or consolidation in the banking industry.

Increases in natural gas and NGLs prices may be accompanied by, or result in, increased well drilling costs, increased production taxes, increased lease operating expenses, increased volatility in seasonal gas price spreads for our storage assets and increased end-user conservation or conversion to alternative fuels.

In addition, to the extent we have hedged our production at prices below the current market price, we will not benefit fully from an increase in the price of natural gas.

[Table of](#i43f68b92b00b4f60b7eb2031407a74f6_7) [Contents](#i43f68b92b00b4f60b7eb2031407a74f6_7)

None of the interest we pay on our senior notes fluctuates based on changes to market interest rates.

A 1% increase in interest rates on our borrowings on our credit facility and term loan facility during the year ended December 31, 2020 would have increased 2020 annual interest expense by approximately $5 million.

[Table of](#i43f68b92b00b4f60b7eb2031407a74f6_7) [Contents](#i43f68b92b00b4f60b7eb2031407a74f6_7)

Commodity Price Risk and Derivative Instruments

Interest Rate Risk

All of the Company's senior notes, other than the floating rate notes, have a fixed rate and, thus, do not expose the Company to fluctuations in market interest rates.

A 1% increase in interest rates on the Company's

Other Market Risks

[removed: EQT is] [added: We are] a natural gas production company with operations focused in the Marcellus and Utica [removed: shales] [added: Shales] of the Appalachian Basin.

Based on average daily sales volumes, [removed: EQT is] [added: we are] the largest producer of natural gas in the United States.

As of December 31, [removed: 2019, EQT] [added: 2020, we] had [removed: 17.5] [added: 19.8] Tcfe of proved natural gas, NGLs and crude oil reserves across approximately [removed: 1.3] [added: 1.8] million gross acres, including approximately [removed: 1.1] [added: 1.5] million gross acres in the Marcellus play.

[removed: The Company believes its asset] [added: We believe that the] scale and contiguity of [removed: its] [added: our] acreage position differentiates [removed: it] [added: us] from [removed: its] [added: our] Appalachian Basin peers and that [removed: its] [added: our] evolution into a modern, digitally-enabled exploration and production business [removed: will continue to enhance its] [added: enhances our] strategic advantage.

[removed: Planned] [added: We expect to fund planned] capital expenditures [removed: will be funded by] [added: with] cash generated from [removed: operations and] [added: operations,] allocated as follows: approximately [removed: $0.9 billion] [added: $800] to [added: $850 million to fund] reserve development, approximately [removed: $150] [added: $125 to $140] million to [added: fund] land and lease acquisitions, approximately [removed: $85] [added: $130 to $155] million to [added: fund] other production infrastructure and approximately [added: $45 to] $55 million [removed: to] [added: applied towards] capitalized overhead.

Reserve development capital expenditures will be spent across [removed: the Company's] [added: our] three primary operating areas, with approximately [removed: 70%] [added: 65%] spent in Pennsylvania Marcellus, approximately [removed: 22%] [added: 30%] spent in [removed: Ohio Utica] [added: West Virginia Marcellus,] and approximately [removed: 8%] [added: 5%] spent in [removed: West Virginia Marcellus.][added: Ohio Utica.]

[removed: The Company's] [added: Our] revenues, earnings, liquidity and ability to grow are substantially dependent on the prices [removed: it receives] [added: we receive] for, and [removed: the Company's] [added: our] ability to develop [removed: its] [added: our] reserves of, natural gas, NGLs and oil.

Due to the volatility of commodity prices, [removed: the Company is] [added: we are] unable to predict future potential movements in the market prices for natural gas, NGLs and oil at [removed: the Company's] [added: our] ultimate sales [added: points and, thus, cannot predict the ultimate impact of prices on our operations.]

Changes in natural gas, NGLs and oil prices could affect, among other things, [removed: the Company's] [added: our] development plans, which would increase or decrease the pace of the development and the level of [removed: the Company's] [added: our] reserves, as well as [removed: the Company's] [added: our] revenues, earnings or liquidity.

Lower prices and changes in [added: our] development plans could also result in non-cash impairments in the book value of [removed: the Company's] [added: our] oil and gas properties or [removed: other long-lived intangible assets or] downward adjustments to [removed: the Company's] [added: our] estimated proved reserves.

Any such impairments or downward adjustments to [removed: the Company's] [added: our] estimated reserves could potentially be material to [removed: the Company.][added: us.]

See "Impairment of Oil and Gas Properties" and "Critical Accounting Policies and Estimates" included in Item 7., "Management's Discussion and Analysis of Financial Condition and Results of Operations" for a discussion of [removed: the Company's] [added: our] accounting policies and significant assumptions related to accounting for [removed: oil] [added: gas, NGL] and [removed: gas] [added: oil] producing activities and [removed: the Company's] [added: our] accounting policies and processes related to impairment reviews for proved and unproved [removed: property and goodwill.][added: property.]

[removed: The Company's] [added: Our] operations consist of one reportable segment.

[removed: The Company has] [added: We have] a single, company-wide management team that administers all properties as a whole rather than by discrete operating segments.

[removed: The Company measures] [added: We measure] financial performance as a single enterprise and not on an area-by-area basis.

Substantially all of [removed: the Company's] [added: our] assets and operations are located in the Appalachian Basin.

The following tables summarize [removed: the Company's] [added: our] proved [added: developed and undeveloped] natural gas, NGLs and crude oil reserves using average first-day-of-the-month closing prices for the prior twelve months and disaggregated by product and play.

Substantially all of [removed: the Company's] [added: our] reserves reside in continuous accumulations.

| | [added: | |] Natural Gas | | | [added: | | |] NGLs and Crude Oil | | | [added: | | |] Total | | [added: |]

| | [added: | |] (Bcf) | | | [added: | | |] (MMbbl) | | | [added: | | |] (Bcfe) | | [added: |]

| [removed: Proved undeveloped reserves] | [removed: 4,866] | | [removed: | 27 | |] [added: Proved Undeveloped Reserves] | [removed: 5,025] | |

| | [added: | |] Marcellus | | | [added: | | |] Upper Devonian | | | [added: | | |] Ohio Utica | | | [added: | | |] Other | | | [added: | | |] Total | | [added: |]

| | [added: | |] (Bcfe) | | | | | | | | | | | | | | [added: | | | | | | | | | | | | |]

The following table summarizes [removed: the Company's] [added: our] proved developed and undeveloped reserves using average first-day-of-the-month closing prices for the prior twelve months and disaggregated by state.

| | [added: | |] Pennsylvania | | | [added: | | |] West Virginia | | | [added: | | |] Ohio | | | [added: | | | | | | | | |] Total | | [added: |]

| | [added: | |] (Bcfe) | | | | | | | | | | | [added: | | | | | | | | | | | | | | | |]

| Proved developed non-producing reserves | [removed: 522] | | [added: 538] | [removed: 89] | | | [removed: 68] | | [added: 7] | [removed: 679] | | [added: | | | — | | | | | | | | | | | | 545 | | |]

| Gross proved undeveloped drilling locations | [removed: 179] | | [added: 201] | [removed: 34] | | | [removed: 38] | | [added: 73] | [removed: 251] | | [added: | | | 5 | | | | | | | | | | | | 279 | | |]

| Net proved undeveloped drilling locations | [removed: 171] | | [added: 169] | [removed: 34] | | | [removed: 29] | | [added: 65] | [removed: 234] | | [added: | | | 5 | | | | | | | | | | | | 239 | | |]

The following table provides a rollforward of [added: our] proved undeveloped reserves.

| [added: Proved undeveloped reserves] | [removed: Proved Undeveloped Reserves] | | [added: 6,115 | | | | | | 8 | | | | | | 6,161 | | |]

| | [added: | |] (Bcfe) | | [added: |]

| Conversions into proved developed reserves | [removed: (2,646] | [removed: )] | [added: (2,102) | | |]

| Extensions, discoveries and other additions (b) | [removed: 1,912] | | [added: 3,422 | | |]

[removed: | (b) | Composed] [added: (b)Composed] of (i) [removed: 1,796] [added: 2,096] Bcfe [removed: from] [added: of] proved undeveloped additions associated with acreage that was previously unproved but became proved [removed: due to 2019 reserve development that] [added: using reliable technologies which] expanded the number of [removed: the Company's] [added: our] technically proven [removed: locations, implementation of, and alignment with, the Company's combo-development strategy and revisions to the Company's five-year drilling plan; and] [added: locations;] (ii) [removed: 116] [added: 1,295] Bcfe [removed: from extension of proved undeveloped reserves lateral lengths. |][added: due to additions]

As of December 31, [removed: 2019, the Company] [added: 2020, we] had [removed: one well] [added: zero wells] with proved undeveloped reserves [removed: of 9.1 Bcfe] that had remained undeveloped for more than five [removed: years.][added: years from their time of booking.]

See Note [removed: 20] [added: 18] to the Consolidated Financial Statements for further discussion of the preparation of, and year-over-year changes in, [removed: the Company's] [added: our] reserves [removed: estimate.][added: estimate and calculation of our standardized measure of estimated future net cash flows from natural gas and crude oil reserves.]

Based on [removed: the Company's] [added: our] mix of proved undeveloped and probable reserves, [removed: the Company estimates] [added: we estimate that we have] an undeveloped drilling inventory of approximately [removed: 1,565] [added: 1,660] net locations in Pennsylvania and West Virginia Marcellus.

At [removed: the Company's] [added: our] current drilling pace, these net locations provide more than 15 years of drilling inventory based on net undeveloped Marcellus acres, average expected lateral length of 12,000 feet and well spacing of 1,000 feet.

[removed: The Company believes] [added: We believe] that [removed: its change in development] [added: our combo-development] strategy, coupled with [removed: its] [added: our] undeveloped inventory located in a premier core asset base, will lead to sustainable free cash flow generation and higher returns on invested capital.

We are committed to responsibly developing our world-class asset base and being the operator of choice for all stakeholders.

By promoting a culture that prioritizes operational efficiency, technology and sustainability, we seek to continuously improve the way we produce environmentally responsible, reliable low-cost energy.

Our operational strategy focuses on the successful execution of combo-development projects.

Combo-development refers to the development of several multi-well pads in tandem.

Combo-development generates value across all levels of the reserves development process by maximizing operational and capital efficiencies.

In the drilling stage, rigs spend more time drilling and less time transitioning to new sites.

Advanced planning, a prerequisite to pursuing combo-development, facilitates the delivery of bulk hydraulic fracturing sand and piped fresh water (as opposed to truck-transported water), the ability to continuously meet completions supply needs and the use of environmentally friendly technologies.

Operational efficiencies realized from combo-development are passed on to our service providers, which reduces overall contract rates.

The benefits of combo-development extend beyond financial gains to include environmental and social interests.

We have developed an integrated ESG program that interplays with our combo-development-driven operational strategy.

Core tenets of our ESG program include investing in technology and human capital; improving data collection, analysis and reporting; and engaging with stakeholders to understand, and align our actions with, their needs and expectations.

Combo-development, when compared to similar production from non-combo-development operations, translates into fewer trucks on the road, decreased fuel usage, shorter periods of noise pollution, fewer areas impacted by midstream pipeline construction and shortened duration of site operations, all of which fosters a greater focus on safety and environmental protection.

Combo-development projects require significant advanced planning, including the establishment of a large, contiguous leasehold position; the advanced acquisition of regulatory permits and sourcing of fracturing sand and water; the timely verification of midstream connectivity; and the ability to quickly respond to internal and external stimuli.

Without a modern, digitally-connected operating model or an acreage position that enables operations of this scale, combo-development would not be possible.

We believe that our proprietary digital work environment in conjunction with the size and contiguity of our asset base uniquely position us to execute on a multi-year inventory of combo-development projects in our core acreage position.

Our operational strategy employs this differentiation to advance our mission of being the operator of choice for all stakeholders.

We believe that combo-development projects are key to delivering sustainably low well costs and higher returns on invested capital and that our long-term transformative plan has been designed to create value by leveraging our strategic advantage, both operational and environmental, over our peers.

2020 Highlights

- Achieved 2020 sales volumes of 1,498 Bcfe or average daily sales volumes of 4.1 Bcfe per day; received an average realized price of $2.37 per Mcfe.

- Reduced 2020 capital expenditures by $694 million, or 39.1%, compared to 2019, while delivering flat sales volumes.

- Increased total proved reserves by 2.3 Tcfe or 13% in 2020 compared to 2019.

- Decreased total debt by $368 million and addressed near-term maturities, improving our financial position.

- Executed a new gas gathering agreement and exchanged half of our equity stake in Equitrans Midstream, substantially reducing our future gathering fee structure.

[Table of](#i43f68b92b00b4f60b7eb2031407a74f6_7) [Contents](#i43f68b92b00b4f60b7eb2031407a74f6_7)

- Acquired strategic assets from Chevron U.S.A. Inc. located in the Appalachian Basin for an aggregate purchase price of $735 million (Chevron Acquisition).

- Divested certain non-strategic assets for an aggregate purchase price of $125 million.

- Executed long-term contract to use electric hydraulic fracturing services in our completions operations, promoting our ESG initiatives.

- Received approximately $440 million in federal income tax refunds, including interest.

In 2021, we expect to spend approximately $1.1 to $1.2 billion in total capital expenditures, excluding amounts attributable to noncontrolling interests.

Our 2021 capital expenditure program is expected to deliver sales volumes of 1,620 Bcfe to 1,700 Bcfe, an increase of 120-200 Bcfe when compared to 2020 sales volumes primarily driven by increased production from the Chevron Acquisition.

| | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | December 31, 2020 | | | | | | | | | | | | | | |

| Proved developed reserves | | | 12,750 | | | | | | 148 | | | | | | 13,641 | | |

| Total proved reserves | | | 18,865 | | | | | | 156 | | | | | | 19,802 | | |

[Table of](#i43f68b92b00b4f60b7eb2031407a74f6_7) [Contents](#i43f68b92b00b4f60b7eb2031407a74f6_7)

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | December 31, 2020 | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Proved developed reserves | | | 11,943 | | | | | | 839 | | | | | | 757 | | | | | | 102 | | | | | | 13,641 | | |

The Company is dedicated to responsibly developing its world-class asset base in the core of the Appalachian Basin.

The Company's unique asset base supports a multi-year inventory of combo-development projects in its core acreage position, which consist of developing multiple wells and pads simultaneously.

Following a change in leadership in July 2019, the Company implemented an operational strategy designed to leverage this differentiation to become the lowest cost operator in the Appalachian Basin, primarily by focusing on combo-development projects to maximize operational efficiencies.

The Company believes that combo-development projects are key to delivering sustainably low well costs and higher returns on invested capital.

Beyond cost benefits, combo-development projects maximize reservoir recoveries, mitigate future curtailments and maximize the capital efficiency of the Company's midstream service providers.

The Company expects to drill approximately 13 to 25 wells per combo-development project, with average lateral lengths from 12,000 feet to 14,000 feet.

The Company's target Pennsylvania Marcellus well cost is $730 per foot, which the Company expects to achieve in the second half of 2020.

In an effort to further the Company's operational strategy and improve the Company's leverage ratio, in the fourth quarter of 2019, the Company announced a plan to reduce its absolute debt using free cash flow and targeted proceeds from the monetization of select, non-strategic exploration and production assets, core mineral assets and the Company's remaining retained equity interest in Equitrans Midstream (the Deleveraging Plan).

2019 Highlights

| | |

| --- | --- |

| • | Substantially reconstituted the Company's Board of Directors and senior leadership following the Company's July 2019 annual meeting of shareholders |

| | |

| --- | --- |

| • | Successfully implemented the 100-Day Transformation Plan, a management-led initiative designed to effect operational, organizational, cultural and other changes to the Company's business that will facilitate long-term planning and prioritize combo-development projects, which are expected to (i) lower well costs, selling, general and administrative costs, land and lease acquisitions capital expenditures and other production infrastructure capital expenditures; (ii) increase drilling efficiencies (measured in horizontal feet drilled per hour); and (iii) increase free cash flow generation |

| | |

| --- | --- |

| • | Reduced 2019 capital expenditures by $966 million, or 35.3%, compared to 2018 |

| | |

| --- | --- |

| • | Achieved 2019 sales volumes of 1,508 Bcfe and average daily sales volumes of 4,131 MMcfe per day, a year-over-year increase of 1.4%, or 4.2% excluding sales volumes related to the 2018 Divestitures (defined herein) |

In 2020, the Company expects to spend $1.15 billion to $1.25 billion in total capital expenditures.

The Company's 2020 capital expenditure program is expected to deliver sales volumes of 1,450 Bcfe to 1,500 Bcfe, which is in line with 2019 sales volumes, using approximately $500 million less capital funding than the 2019 capital expenditure program.

points and, thus, cannot predict the ultimate impact of prices on its operations.

| | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | | | | | | |

| | December 31, 2019 | | | | | | | |

| Proved developed reserves | 11,811 | | | 105 | | | 12,444 | |

| Total proved reserves | 16,677 | | | 132 | | | 17,469 | |

| | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | | | | | | | | | | | | |

| | December 31, 2019 | | | | | | | | | | | | | |

| Proved developed reserves | 10,513 | | | 880 | | | 947 | | | 104 | | | 12,444 | |

| Proved undeveloped reserves | 4,584 | | | — | | | 441 | | | — | | | 5,025 | |

| Total proved reserves | 15,097 | | | 880 | | | 1,388 | | | 104 | | | 17,469 | |

| | | | | | | | | | | | |

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In the ordinary course of business, various legal and regulatory claims and proceedings are pending or threatened against [removed: the Company.][added: us.]

While the amounts claimed may be substantial, [removed: the Company is] [added: we are] unable to predict with certainty the ultimate outcome of such claims and proceedings.

[removed: The Company accrues] [added: We accrue] legal and other direct costs related to loss contingencies when actually incurred.

[removed: The Company has] [added: We have] established reserves [removed: it believes] [added: in amounts that we believe] to be appropriate for pending matters and, after consultation with counsel and giving appropriate consideration to available insurance, [removed: the Company believes] [added: we believe] that the ultimate outcome of any matter currently pending against [removed: the Company] [added: us] will not materially [removed: affect the] [added: impact our] financial position, results of operations or [removed: liquidity of the Company.][added: liquidity.]

[removed: The payment of the civil] [added: We were not assessed any monetary] penalty [added: for this matter, and the resolution of this matter] did not have a material impact on [removed: the] [added: our] financial position, results of operations or [removed: liquidity of the Company.][added: liquidity.]

*Produced Water Release, Marshall County, West Virginia.* On November 12, 2019, [removed: the Company] [added: we] received [removed: an NOV] [added: a Notice of Violation (NOV)] from the West Virginia Department of Environmental Protection [removed: (the WVDEP)] [added: (WVDEP)] relating to the Goshorn Pad in Marshall County, West Virginia.

[removed: The Company] [added: We] cooperated fully with [removed: the] WVDEP to take appropriate actions to address the secondary containment issues and remediation of the [removed: release.][added: release, and this matter was substantially resolved in March 2020.]

The complaint alleged that EQT Production Company and a number of related companies, including [removed: the Company,] EQT [added: Corporation, EQT] Gathering, LLC, EQT Energy, LLC, and EQM Midstream Services, LLC (formerly known as EQT Midstream Services, LLC, the general partner of [removed: the Company's] [added: our] former midstream affiliate), underpaid on royalties for gas produced under the leases and took improper post-production deductions from the royalties paid.

With respect to the Stout Lease, the plaintiffs also asserted that [removed: the Company] [added: we] committed a trespass by drilling on the leased property, claiming that [removed: the Company] [added: we] had no right under the lease to drill in the Marcellus [removed: shale] [added: Shale] formation.

Further, on January 14, 2019, the Court entered an Order granting the plaintiffs' motion for summary judgment and declaring that [removed: the Company] [added: we] did not have the right to drill in the Marcellus [removed: shale] [added: Shale] formation under the Stout Lease.

The Court also ruled that seven of [removed: the Company's] [added: our] wells that have been producing gas under the Stout Lease are trespassing, and that a jury will determine whether the trespass was willful or innocent.

On February 27, 2019, [removed: the Company] [added: we] filed a motion seeking permission to immediately appeal the trespass Order to the West Virginia Supreme Court; however, the motion was denied on March 25, 2019, and the Court continued the trial to September 2019.

On May 28, 2019, the Court entered an Order excluding certain of [removed: the Company's] [added: our] costs that could have otherwise offset any damages for innocent trespass under the Stout Lease.

[removed: the Company] [added: On August 8, 2019, we] reached a settlement with the plaintiffs to resolve all claims under the Stout Lease and the Cities Services Lease for $54 million plus lease modifications to address the trespass issue and the calculation of future royalty payments under the leases.

[removed: The Company] [added: We] paid $51 million of the settlement in October 2019 and the remaining $3 million of the settlement in January [removed: 2020.][added: 2020, and the Stout Lease was subsequently amended to address the terms agreed to with the plaintiffs under the settlement.]

*Secondary Containment underneath Gas Processing Units (GPUs), Allegheny, Greene and Washington Counties, Pennsylvania.* On April 1, 2020, we received a draft Consent Order and Agreement from the Pennsylvania Department of Environmental Protection (PADEP) claiming that we failed to install secondary containment systems in accordance with 25 Pa.

Code § 78a.64a(b) underneath 228 GPUs located in southwest Pennsylvania between October 8, 2016 and February 4, 2019.

On February 4, 2019, we voluntarily disclosed a list of GPUs that did not meet the requirements of 25 Pa.

Code § 78a.64a(b).

On December 17, 2020, we entered into the Consent Order and Agreement with PADEP, pursuant to which we agreed to install

[Table of](#i43f68b92b00b4f60b7eb2031407a74f6_7) [Contents](#i43f68b92b00b4f60b7eb2031407a74f6_7)

secondary containment systems in compliance with 25 Pa.

Code § 78a.64a(b) on all new GPU installations going forward, among other things, and this matter was resolved.

We were not assessed any monetary penalty for this matter, and the resolution of this matter did not have a material impact on our financial position, results of operations or liquidity.

On October 7, 2020, the plaintiffs filed a motion to amend their complaint and to stay entry of an Order of Dismissal.

On January 14, 2021, we filed a motion to enforce the settlement agreed to with the plaintiffs and to seek sanctions.

All recent motions are pending.

*Hammerhead Gathering Agreement Dispute.* EQT Corporation and Equitrans Midstream, through certain of our and their subsidiaries, are parties to a gas gathering agreement (the Hammerhead Gathering Agreement) related to Equitrans Midstream's Hammerhead Gas Gathering System.

Pursuant to the terms of the Hammerhead Gathering Agreement, if the "In-Service Date" did not occur on or before October 1, 2020, we may terminate the Hammerhead Gathering Agreement and purchase the Hammerhead Gas Gathering System from Equitrans Midstream for an amount equal to 88% of expenses actually incurred and other obligations made or to be incurred by Equitrans Midstream.

The "In-Service Date" is defined in the Hammerhead Gathering Agreement as "the later of (i) the first Day of the Month immediately following the date on which Gatherer is first able to provide the Gathering Services to Shipper in accordance with the Hammerhead Gathering Agreement and (ii) the first Day of the Month immediately following the date on which the Interconnect Facilities connecting the Gathering System to the Mountain Valley Pipeline are first able to receive deliveries of the Contract MDQ." On September 24, 2020, we initiated arbitration proceedings against Equitrans Midstream, seeking a declaration that we are entitled to terminate the Hammerhead Gathering Agreement and purchase the Hammerhead Gas Gathering System.

The deadline for us to provide notice of our election to terminate the Hammerhead Gathering Agreement and purchase the Hammerhead Gas Gathering System has been tolled while the contract claim is pending in arbitration.

*Erosion and Sedimentation Release, Greene County, Pennsylvania.* Between September 2018 and December 2018, the Company received multiple Notices of Violation (NOVs) from the PADEP relating to the Don Flamenco Pad in Greene County, Pennsylvania.

The NOVs alleged violations of the Oil and Gas Act and The Clean Streams Law in connection with erosion and sedimentation controls and an unstabilized fill slope.

The Company cooperated fully with the PADEP to take appropriate actions to address the erosion and sedimentation control issues and the unstabilized fill slope.

The Company entered into a Consent Order and Agreement with the PADEP on January 10, 2020 and under the terms of the agreement, the Company paid a civil penalty of $151,415 in January 2020 to resolve this matter.

While the Company expects the WVDEP's claims to result in penalties that exceed $100,000, the Company expects that the resolution of this matter will not have a material impact on the financial position, results of operations or liquidity of the Company.

On August 8, 2019,

Amendments to modify the terms of the Stout Lease are in process and, when finalized, an Order to dismiss the case will be filed with the Court to formally close this matter.

[removed: FORM 10-K][added: FORM 10-K]

| ☒ | [added: | |] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | [added: | | | | |]

[added: | | | |] FOR THE FISCAL YEAR [removed: ENDED DECEMBER] [added: ENDED DECEMBER] 31, [removed: 2019][added: 2020 | | | | | |]

| ☐ | [added: | |] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | [added: | | | | |]

[removed: FOR] [added: | | | | FOR] THE TRANSITION PERIOD FROM ___________ TO [removed: __________][added: __________ | | | | | |]

| Pennsylvania | | [added: | | | |] 25-0464690 | [added: | |]

| (State or other jurisdiction of incorporation or organization) | | [added: | | | |] (IRS Employer Identification No.) | [added: | |]

| 625 Liberty Avenue, Suite 1700 | | | | [added: | | | | |]

| [removed: Pittsburgh,] [added: Pittsburgh, Pennsylvania] | [removed: Pennsylvania] | | [added: | | |] 15222 | [added: | |]

| (Address of principal executive offices) | | | [added: | | |] (Zip Code) | [added: | |]

[removed: Registrant's] [added: (Registrant's] telephone number, including area [removed: code: (412) 553-5700][added: code)]

| Title of each class | | [added: | | | |] Trading symbol(s) | | [added: | | | |] Name of each exchange on which registered | [added: | |]

| Common Stock, no par value | | [added: | | | |] EQT | | [added: | | | |] New York Stock Exchange | [added: | |]

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, [added: a] smaller reporting company or an emerging growth company.

| Large accelerated filer | [added: | |] ☒ | [added: | |] Accelerated filer | [added: | |] ☐ | [added: | |]

| Non-accelerated filer | [added: | |] ☐ | [added: | |] Smaller reporting company | [added: | |] ☐ | [added: | |]

| | | [added: | | | |] Emerging growth company | [added: | |] ☐ | [added: | |]

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the [added: Exchange] Act).

The aggregate market value of common stock held by non-affiliates of the registrant as of June 30, [removed: 2019: $4.0] [added: 2020: $3.0] billion

[removed: The Company's] [added: EQT Corporation's] definitive proxy statement relating to [removed: the 2020] [added: its 2021] annual meeting of shareholders will be filed with the Securities and Exchange Commission within 120 days after the close of [removed: the Company's] [added: EQT Corporation's] fiscal year ended December 31, [removed: 2019] [added: 2020] and is incorporated by reference in Part III to the extent described therein.

| | | [added: | | | |] Page [removed: No.] | [added: | |]

| [removed: Glossary] [added: [Glossary] of Commonly Used Terms, Abbreviations and [removed: Measurements] [added: Measurements](#i43f68b92b00b4f60b7eb2031407a74f6_10)] | | [removed: [3](#sF23644BEF6FB5C05A1E78F593B2A6A56)] | [added: | | | [3](#i43f68b92b00b4f60b7eb2031407a74f6_10) | | |]

| [removed: Cautionary Statements] [added: [Cautionary Statements](#i43f68b92b00b4f60b7eb2031407a74f6_13)] | | [removed: [6](#sFCFB7D3B7DCA57A49354DDFCE6763EDA)] | [added: | | | [6](#i43f68b92b00b4f60b7eb2031407a74f6_13) | | |]

| PART I | | | [added: | | | | | |]

| [removed: Item 1.] [added: [Item 1.](#i43f68b92b00b4f60b7eb2031407a74f6_19)] | [removed: Business] | [removed: [7](#s05D45CF3B2055042AE5583BE4ED1391B)] | [added: [Business](#i43f68b92b00b4f60b7eb2031407a74f6_19) | | | [7](#i43f68b92b00b4f60b7eb2031407a74f6_19) | | |]

| [removed: Item 1A.] [added: [Item 1A.](#i43f68b92b00b4f60b7eb2031407a74f6_22)] | [removed: Risk Factors] | [removed: [20](#s7178977F6D1450BAAC63A5B5B66AC51A)] | [added: [Risk Factors](#i43f68b92b00b4f60b7eb2031407a74f6_22) | | | [21](#i43f68b92b00b4f60b7eb2031407a74f6_22) | | |]

| [removed: Item 1B.] [added: [Item 1B.](#i43f68b92b00b4f60b7eb2031407a74f6_25)] | [removed: Unresolved] [added: | | [Unresolved] Staff [removed: Comments] [added: Comments](#i43f68b92b00b4f60b7eb2031407a74f6_25)] | [removed: [36](#sA91A80DB56745D4BA8A25B58ABBD20CA)] | [added: | [40](#i43f68b92b00b4f60b7eb2031407a74f6_25) | | |]

| [removed: Item 2.] [added: [Item 2.](#i43f68b92b00b4f60b7eb2031407a74f6_28)] | [removed: Properties] | [removed: [37](#s6F7A11B953865965B209F69108F2A838)] | [added: [Properties](#i43f68b92b00b4f60b7eb2031407a74f6_28) | | | [40](#i43f68b92b00b4f60b7eb2031407a74f6_28) | | |]

| [removed: Item 3.] [added: [Item 3.](#i43f68b92b00b4f60b7eb2031407a74f6_31)] | [removed: Legal Proceedings] | [removed: [37](#s243157AD28F3514EA2D023BE12FA6A3E)] | [added: [Legal Proceedings](#i43f68b92b00b4f60b7eb2031407a74f6_31) | | | [40](#i43f68b92b00b4f60b7eb2031407a74f6_31) | | |]

| [removed: Item 4.] [added: [Item 4.](#i43f68b92b00b4f60b7eb2031407a74f6_34)] | [removed: Mine] [added: | | [Mine] Safety [removed: Disclosures] [added: Disclosures](#i43f68b92b00b4f60b7eb2031407a74f6_34)] | [removed: [38](#sFB43E1037C3F5BD1B76AE09C6A873A73)] | [added: | [41](#i43f68b92b00b4f60b7eb2031407a74f6_34) | | |]

| | [removed: Executive] [added: | | [Executive] Officers of the [removed: Registrant] [added: Registrant](#i43f68b92b00b4f60b7eb2031407a74f6_37)] | [removed: [39](#s97DD8103892550DA897E71817E70BE7F)] | [added: | [42](#i43f68b92b00b4f60b7eb2031407a74f6_37) | | |]

| PART II | | | [added: | | | | | |]

| [removed: Item 5.] [added: [Item 5.](#i43f68b92b00b4f60b7eb2031407a74f6_43)] | [removed: Market] [added: | | [Market] for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity [removed: Securities] [added: Securities](#i43f68b92b00b4f60b7eb2031407a74f6_43)] | [removed: [40](#sF848B35C295E509BA378A3AA3BB6C7C8)] | [added: | [43](#i43f68b92b00b4f60b7eb2031407a74f6_43) | | |]

| [removed: Item 6.] [added: [Item 6.](#i43f68b92b00b4f60b7eb2031407a74f6_46)] | [removed: Selected] [added: | | [Selected] Financial [removed: Data] [added: Data](#i43f68b92b00b4f60b7eb2031407a74f6_46)] | [removed: [42](#s0B379B4666655C0F8EDE72D27A6DCA76)] | [added: | [45](#i43f68b92b00b4f60b7eb2031407a74f6_46) | | |]

| [removed: Item 7.] [added: [Item 7.](#i43f68b92b00b4f60b7eb2031407a74f6_49)] | [removed: Management's] [added: | | [Management's] Discussion and Analysis of Financial Condition and Results of [removed: Operations] [added: Operations](#i43f68b92b00b4f60b7eb2031407a74f6_49)] | [removed: [43](#sA2BB0BB64E8458C88F6C5744F63415E2)] | [added: | [45](#i43f68b92b00b4f60b7eb2031407a74f6_49) | | |]

| [removed: Item 7A.] [added: [Item 7A.](#i43f68b92b00b4f60b7eb2031407a74f6_55)] | [removed: Quantitative] [added: | | [Quantitative] and Qualitative Disclosures About Market [removed: Risk] [added: Risk](#i43f68b92b00b4f60b7eb2031407a74f6_55)] | [removed: [56](#s820B35D1884A5F3287588F264CD24BF1)] | [added: | [57](#i43f68b92b00b4f60b7eb2031407a74f6_55) | | |]

| [removed: Item 8.] [added: [Item 8.](#i43f68b92b00b4f60b7eb2031407a74f6_58)] | [removed: Financial] [added: | | [Financial] Statements and Supplementary [removed: Data] [added: Data](#i43f68b92b00b4f60b7eb2031407a74f6_58)] | [removed: [58](#sE15083FE5FEA51A3B45CCBA1007558AA)] | [added: | [59](#i43f68b92b00b4f60b7eb2031407a74f6_58) | | |]

| [removed: Item 9.] [added: [Item 9.](#i43f68b92b00b4f60b7eb2031407a74f6_178)] | [removed: Changes] [added: | | [Changes] in and Disagreements with Accountants on Accounting and Financial [removed: Disclosure] [added: Disclosure](#i43f68b92b00b4f60b7eb2031407a74f6_178)] | [removed: [106](#s621B75FE2F6750C5BD4EEB37C8BB5E69)] | [added: | [111](#i43f68b92b00b4f60b7eb2031407a74f6_178) | | |]

| [removed: Item 9A.] [added: [Item 9A.](#i43f68b92b00b4f60b7eb2031407a74f6_181)] | [removed: Controls] [added: | | [Controls] and [removed: Procedures] [added: Procedures](#i43f68b92b00b4f60b7eb2031407a74f6_181)] | [removed: [106](#s2B02248180D05F189BAE6224407467C8)] | [added: | [111](#i43f68b92b00b4f60b7eb2031407a74f6_181) | | |]

| [removed: Item 9B.] [added: [Item 9B.](#i43f68b92b00b4f60b7eb2031407a74f6_184)] | [removed: Other Information] | [removed: [107](#s10329B5F1F525D61AE126712753DE601)] | [added: [Other Information](#i43f68b92b00b4f60b7eb2031407a74f6_184) | | | [112](#i43f68b92b00b4f60b7eb2031407a74f6_184) | | |]

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(412) 553-5700

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Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.

As of February 12, 2021, 278,854,465 shares of common stock, no par value, of the registrant were outstanding.

[Table of](#i43f68b92b00b4f60b7eb2031407a74f6_7) [Contents](#i43f68b92b00b4f60b7eb2031407a74f6_7)

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| [Signatures](#i43f68b92b00b4f60b7eb2031407a74f6_220) | | | | | | [121](#i43f68b92b00b4f60b7eb2031407a74f6_220) | | |

[Table of](#i43f68b92b00b4f60b7eb2031407a74f6_7) [Contents](#i43f68b92b00b4f60b7eb2031407a74f6_7)

*Unless the context otherwise indicates, all references in this report to "EQT," the "Company," "we," "us," or "our" are to EQT Corporation and its subsidiaries, collectively*.

conventional reservoir – an area believed to be capable of producing crude oil and natural gas occurring in discrete accumulations in structural and stratigraphic traps utilizing conventional recovery methods.

[Table of](#i43f68b92b00b4f60b7eb2031407a74f6_7) [Contents](#i43f68b92b00b4f60b7eb2031407a74f6_7)

reliable technology – a grouping of one or more technologies (including computational methods) that has been field tested and has been demonstrated to provide reasonable certain results with consistency and repeatability in the formation being evaluated or in an analogous formation.

| ESG – Environmental, Social and Governance initiatives | | |

[Table of](#i43f68b92b00b4f60b7eb2031407a74f6_7) [Contents](#i43f68b92b00b4f60b7eb2031407a74f6_7)

[Table of](#i43f68b92b00b4f60b7eb2031407a74f6_7) [Contents](#i43f68b92b00b4f60b7eb2031407a74f6_7)

[Table of](#i43f68b92b00b4f60b7eb2031407a74f6_7) [Contents](#i43f68b92b00b4f60b7eb2031407a74f6_7)

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The number of shares (in thousands) of common stock outstanding as of February 18, 2020: 255,454

| Signatures | | [120](#s28BC2536E542503BA6E2C9038E825691) |

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See Item 1., "Business" for a description of [removed: the Company's] [added: our] properties.

[removed: The Company's] [added: Our] corporate headquarters is located in leased office space in Pittsburgh, Pennsylvania.

[removed: The Company] [added: We] also [removed: owns] [added: own] or [removed: leases] [added: lease] office space in Pennsylvania, West Virginia, [removed: Ohio] [added: Ohio, Virginia] and Texas.

Information about our Executive Officers (as [removed: of February 27, 2020)][added: of February 17, 2021)]

| Name and Age | | [added: | | | |] Current Title (Year Initially Elected an Executive Officer) | | [added: | | | |] Business Experience | [added: | |]

| Tony Duran [removed: (41)] [added: (42)] | | [added: | | | |] Chief Information Officer (2019) | | [added: | | | |] Mr. Duran was appointed as the Chief Information Officer of [removed: the Company] [added: EQT Corporation] in July 2019. Prior to joining [removed: the Company,] [added: EQT Corporation,] Mr. Duran ran PH6 Labs, a technology incubator he founded, from December 2017 to July 2019. Prior to that, he served as the Chief Information Officer of Rice Energy Inc. (independent natural gas and oil company acquired by [removed: the Company] [added: EQT Corporation] in November 2017) from January 2016 to November 2017; and as the Interim Chief Information Officer of Express Energy Services (oilfield services company for well construction and well testing services) from September 2015 to December 2015. Additionally, Mr. Duran held various positions at National Oilwell Varco (multinational corporation that provides equipment and components used in oil and gas drilling and production operations, oilfield services, and supply chain integration services to the upstream oil and gas industry) from May 2002 to August 2015, where he last held the role of Assistant Chief Information Officer. | [added: | |]

| Lesley Evancho [removed: (42)] [added: (43)] | | [added: | | | |] Chief Human Resources Officer (2019) | | [added: | | | |] Ms. Evancho was appointed as the Chief Human Resources Officer of [removed: the Company] [added: EQT Corporation] in July 2019. Prior to joining [removed: the Company,] [added: EQT Corporation,] Ms. Evancho served as Vice President, Global Talent Management at Westinghouse Electric Company, LLC (nuclear power, fuel and services company) from April 2019 to July 2019; Senior Director, Human Resources at Thermo Fisher Scientific, Inc. (biotechnology product development company) from August 2018 to March 2019; Vice President, Human Resources at Edward Marc Brands (food services company) from March 2018 to August 2018; and Vice President, Human Resources at Rice Energy Inc. from April 2017 to November 2017. Additionally, Ms. Evancho served as Global Director, Talent Management at MSA Safety, Inc. (manufacturer of industrial safety equipment) from November 2011 to April 2017. | [added: | |]

| Todd M. James [removed: (37)] [added: (38)] | | [added: | | | |] Chief Accounting Officer (2019) | | [added: | | | |] Mr. James was appointed as the Chief Accounting Officer of [removed: the Company] [added: EQT Corporation] in November 2019. [removed: Previously,] [added: Prior to joining EQT Corporation,] Mr. James served as the Corporate Controller and Chief Accounting Officer of L.B. Foster Company (manufacturer and distributor of products and services for transportation and energy infrastructure) from April 2018 to October 2019. Prior to that he served as the Senior Director, Technical Accounting and Financial Reporting at Rice Energy Inc. from December 2014 through its acquisition by [removed: the Company] [added: EQT Corporation] in November 2017 and until February 2018. Prior to joining Rice Energy, Mr. James was a Senior Manager, Assurance at PricewaterhouseCoopers LLP (public accounting firm), where he worked from August 2005 to November 2014. | [added: | |]

| William E. Jordan [removed: (39)] [added: (40)] | | [added: | | | |] Executive Vice [removed: President and] [added: President,] General Counsel [added: and Corporate Secretary] (2019) | | [added: | | | |] Mr. Jordan was appointed as the Executive Vice President and General Counsel of [removed: the Company] [added: EQT Corporation] in July [removed: 2019.] [added: 2019 and assumed the role of Corporate Secretary in November 2020.] Mr. Jordan served as an advisor to the Rice Investment Group (multi-strategy investment fund investing in all verticals of the oil and gas sectors) from May 2018 until July 2019. Prior to that, he served as the Senior Vice President, General Counsel and Corporate Secretary of Rice Energy Inc. and Senior Vice President, General Counsel and Corporate Secretary of Rice Midstream Partners LP (former midstream services affiliate of Rice Energy Inc.), in each case from January 2014 until their acquisition by [removed: the Company] [added: EQT Corporation] in November 2017. From September 2005 to December 2013, Mr. Jordan was an associate at Vinson & Elkins LLP (an international law firm) representing public and private companies in capital markets offerings and mergers and acquisitions, primarily in the oil and natural gas industry. | [added: | |]

| David M. Khani [removed: (56)] [added: (57)] | | [added: | | | |] Chief Financial Officer (2020) | | [added: | | | |] Mr. Khani was appointed as the Chief Financial Officer of [removed: the Company] [added: EQT Corporation] in January 2020. Prior to joining [removed: the Company,] [added: EQT Corporation,] Mr. Khani served as the Executive Vice President and Chief Financial Officer of CONSOL Energy (energy company primarily focused on developing coal interests), from March 2013 to December 2019; and as Vice President, Finance at CONSOL Energy from September 2011 to March 2013. In addition, Mr. Khani served as Chief Financial Officer and as a member of the Board of Directors of CONE Midstream LLC (midstream services affiliate of CONSOL Energy) from September 2014 to January 2018; as a member of the Board of Directors of CNX Coal Resources (coal mining affiliate of CONSOL Energy) from July 2015 to August 2017; and as Chief Financial Officer and as a member of the Board of Directors of CONSOL Coal Resources (coal mining affiliate of CONSOL Energy) from August 2017 to December 2019. | [added: | |]

| Toby Z. Rice [removed: (38)] [added: (39)] | | [added: | | | |] President and Chief Executive Officer (2019) | | [added: | | | |] Mr. Rice was appointed as President and Chief Executive Officer of [removed: the Company] [added: EQT Corporation] in July 2019, when he also was elected to [removed: the Company's] [added: EQT Corporation's] Board of Directors. Mr. Rice has served as a Partner at the Rice Investment Group, a multi-strategy fund investing in all verticals of the oil and gas sector, since May 2018. From October 2014 until its acquisition by [removed: the Company] [added: EQT Corporation] in November 2017, Mr. Rice was President and Chief Operating Officer of Rice Energy Inc. and served on the Board of Directors of Rice Energy Inc. from October 2013 to November 2017. Prior to that, he served in a number of positions with Rice Energy, its affiliates and predecessor entities beginning in February 2007, including as President and Chief Executive Officer of a predecessor entity from February 2008 through September 2013. Mr. Rice is the brother of Daniel J. Rice IV, a member of [removed: the Company's] [added: EQT Corporation's] Board of Directors since November 2017. | [added: | |]

All executive officers [removed: other than Mr. Rice] have [added: either elected to participate in the EQT Corporation Executive Severance Plan (which includes confidentiality and non-compete provisions) or] executed non-compete agreements with [removed: the Company] [added: EQT Corporation,] and [added: each of the executive officers] serve at the pleasure of [removed: the Company's] [added: our] Board of Directors.

[Table of](#i43f68b92b00b4f60b7eb2031407a74f6_7) [Contents](#i43f68b92b00b4f60b7eb2031407a74f6_7)

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[Table of](#i43f68b92b00b4f60b7eb2031407a74f6_7) [Contents](#i43f68b92b00b4f60b7eb2031407a74f6_7)

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[removed: The Company's] [added: Our] common stock is traded on the New York Stock Exchange under the symbol "EQT."

As of February [removed: 25, 2020,] [added: 12, 2021,] there were [removed: 2,059] [added: 1,985] shareholders of record of [removed: the Company's] [added: our] common stock.

The amount and timing of dividends declared and paid by [removed: the Company,] [added: us,] if any, [removed: is] [added: are] subject to the discretion of [removed: the Company's] [added: our] Board of Directors and depends on business conditions, such as [removed: the Company's] [added: our] results of operations and financial condition, strategic direction and other factors.

[removed: The Company's] [added: Our] Board of Directors [removed: has] [added: have] the discretion to change the annual dividend rate at any time for any reason.

[removed: The Company] [added: We] did not repurchase any equity securities registered under Section 12 of the Securities Exchange Act of 1934, as amended, during the three months ended December 31, [removed: 2019.][added: 2020.]

The following graph compares the most recent cumulative five-year total return provided to shareholders of [removed: the Company's] [added: our] common stock [removed: with] [added: relative to] the cumulative five-year total returns of the [removed: S&P] [added: Standard & Poor’s (S&P)] 500 [added: Index, the S&P MidCap 400] Index and two customized peer groups, the [removed: 2018] [added: 2019] Self-Constructed Peer Group and [removed: 2019] [added: 2020] Self-Constructed Peer Group, whose company composition is discussed in footnotes (a) and (b), respectively, below.

An investment of $100, with reinvestment of all dividends, is assumed to have been made [added: in our common stock, in the S&P 500 Index, the S&P MidCap 400 Index and in each of the peer groups] on December 31, [removed: 2014] [added: 2015] and its relative performance is tracked through December 31, [removed: 2019.][added: 2020.]

[removed: ][added: ]

[removed: | (a) | The 2018] [added: (a)The 2019] Self-Constructed Peer Group includes the following [removed: seventeen] [added: twelve] companies: Antero Resources Corp., [removed: Apache Corp.,] Cabot Oil & Gas Corp., Chesapeake Energy Corp., Cimarex Energy Co., CNX Resources Corp., [removed: Concho Resources Inc., Continental Resources, Inc., Devon] [added: Gulfport] Energy Corp., [removed: Diamondback Energy, Inc., Encana Corp., EOG Resources, Inc., Hess Corp., Marathon] [added: Murphy] Oil Corp., [removed: Noble Energy,] [added: Ovintiv Inc. (formerly Encana Corp.), QEP Resources,] Inc., [removed: Pioneer Natural Resources Co. and] Range Resources [removed: Corp. Anadarko Petroleum Corp.] [added: Corp., SM Energy Co.] and [removed: Newfield Exploration] [added: Southwestern Energy] Co. [removed: were] [added: WPX Energy Inc. was] included in the self-constructed peer group that served as the basis for the stock performance graph in [removed: the Company's] [added: our] Annual Report on Form 10-K for the year ended December 31, [removed: 2018,] [added: 2019,] but [removed: both entities have] [added: it has] been excluded from the [removed: 2018] [added: 2019] Self-Constructed Peer Group because [removed: they were] [added: it was] acquired during [removed: 2019. |][added: 2020.]

On March 26, 2020, we announced the suspension of our quarterly cash dividend on our common stock for purposes of accelerating cash flow to be used for our Deleveraging Plan.

Our common stock was included in the S&P 500 Index until the Separation and Distribution in 2018, following which our common stock was added to the S&P MidCap 400 Index.

We have presented both indices for comparison in the following graph.

[Table of](#i43f68b92b00b4f60b7eb2031407a74f6_7) [Contents](#i43f68b92b00b4f60b7eb2031407a74f6_7)

*$100 invested on 12/31/15 in stock, index, or peer group, including reinvestment of dividends.

Copyright© 2021 Standard & Poor’s, a division of S&P Global.

All right reserved.

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| | | | 12/15 | | | | | | 12/16 | | | | | | 12/17 | | | | | | 12/18 | | | | | | 12/19 | | | | | | 12/20 | | |

| EQT Corporation | | | $ | 100.00 | | | | | $ | 125.69 | | | | | $ | 109.60 | | | | | $ | 67.06 | | | | | $ | 39.01 | | | | | $ | 45.74 | |

| S&P 500 | | | 100.00 | | | | | | 111.96 | | | | | | 136.40 | | | | | | 130.42 | | | | | | 171.49 | | | | | | 203.04 | | |

| S&P MidCap 400 Index | | | 100.00 | | | | | | 120.74 | | | | | | 140.35 | | | | | | 124.80 | | | | | | 157.49 | | | | | | 179.00 | | |

| 2019 Self-Constructed Peer Group (a) | | | 100.00 | | | | | | 148.63 | | | | | | 129.24 | | | | | | 77.93 | | | | | | 60.57 | | | | | | 49.24 | | |

| 2020 Self-Constructed Peer Group (b) | | | 100.00 | | | | | | 132.65 | | | | | | 108.37 | | | | | | 72.36 | | | | | | 49.65 | | | | | | 50.87 | | |

(b)The 2020 Self-Constructed Peer Group includes the following eight companies: Antero Resources Corp., Cabot Oil & Gas Corp., Chesapeake Energy Corp., CNX Resources Corp., Comstock Resources, Inc., Gulfport Energy Corp., Range Resources Corp. and Southwestern Energy Co. The 2020 Self-Constructed Peer Group is comprised of the companies included in our 2020 performance peer group, as set forth in our definitive proxy statement relating to our 2020 annual meeting of shareholders, and were selected by the Management Development and Compensation Committee of the Board of Directors for purposes of evaluating our relative total shareholder return under the 2020 Incentive Performance Share Unit Program.

[Table of](#i43f68b92b00b4f60b7eb2031407a74f6_7) [Contents](#i43f68b92b00b4f60b7eb2031407a74f6_7)

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| | 12/14 | | | | 12/15 | | | | 12/16 | | | | 12/17 | | | | 12/18 | | | | 12/19 | | |

| EQT Corporation | $ | 100.00 | | | $ | 68.97 | | | $ | 86.69 | | | $ | 75.59 | | | $ | 46.25 | | | $ | 26.91 | |

| S&P 500 | 100.00 | | | | 101.38 | | | | 113.51 | | | | 138.29 | | | | 132.23 | | | | 173.86 | | |

| 2018 Self-Constructed Peer Group (a) | 100.00 | | | | 63.86 | | | | 95.16 | | | | 91.24 | | | | 65.24 | | | | 64.55 | | |

| 2019 Self-Constructed Peer Group (b) | 100.00 | | | | 46.11 | | | | 70.23 | | | | 59.90 | | | | 36.78 | | | | 29.68 | | |

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| (b) | The 2019 Self-Constructed Peer Group includes the following thirteen companies: Antero Resources Corp., Cabot Oil & Gas Corp., Chesapeake Energy Corp., Cimarex Energy Co., CNX Resources Corp., Encana Corp., Gulfport Energy Corp., Murphy Oil Corp., QEP Resources, Inc., Range Resources Corp., SM Energy Co., Southwestern Energy Co. and WPX Energy Inc. Based on recommendations and advice from Pay Governance LLC (Pay Governance), an independent compensation consultant, and in light of the Company's transformation into a pure-play upstream company following the Separation, the Management Development and Compensation Committee of the Company's Board of Directors (the Compensation Committee) refined the 2019 Self-Constructed Peer Group to include only companies whose natural gas production accounts for greater than 30% of their total production volume. In addition, the Compensation Committee considered the reduction in the Company's market capitalization that resulted from the Separation and Distribution and ultimately decided to exclude from the 2019 Self-Constructed Peer Group companies that fell outside a relative range of market capitalization size when compared to the Company post-Separation. |

Not Applicable.

The following selected financial data should be read in conjunction with Item 7., "Management's Discussion and Analysis of Financial Condition and Results of Operations" and Item 8., "Financial Statements and Supplementary Data." The following summary of operating results reflects variations from various factors, including the volatility of natural gas commodity prices, impairments, the Separation and Distribution and the 2018 Divestitures.

Operating results for the years ended December 31, 2018, 2017, 2016 and 2015 have been recast to reflect the presentation of discontinued operations described in Note 2 to the Consolidated Financial Statements.

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| | As of and for the Years Ended December 31, | | | | | | | | | | | | | | | | | | |

| | 2019 | | | | 2018 | | | | 2017 | | | | 2016 | | | | 2015 | | |

| | (Thousands, except per share amounts) | | | | | | | | | | | | | | | | | | |

| Total operating revenues | $ | 4,416,484 | | | $ | 4,557,868 | | | $ | 3,091,020 | | | $ | 1,387,054 | | | $ | 2,131,664 | |

| | | | | | | | | | | | | | | | | | | | |

| Amounts attributable to EQT Corporation: | | | | | | | | | | | | | | | | | | | |

| (Loss) income from continuing operations | $ | (1,221,695 | ) | | $ | (2,380,920 | ) | | $ | 1,387,029 | | | $ | (531,493 | ) | | $ | (87,274 | ) |

| Income from discontinued operations, net of tax | — | | | | 136,352 | | | | 121,500 | | | | 78,510 | | | | 172,445 | | |

| Net (loss) income | $ | (1,221,695 | ) | | $ | (2,244,568 | ) | | $ | 1,508,529 | | | $ | (452,983 | ) | | $ | 85,171 | |

| | | | | | | | | | | | | | | | | | | | |

| Earnings per share of common stock attributable to EQT Corporation: | | | | | | | | | | | | | | | | | | | |

| Basic: | | | | | | | | | | | | | | | | | | | |

| (Loss) income from continuing operations | $ | (4.79 | ) | | $ | (9.12 | ) | | $ | 7.40 | | | $ | (3.18 | ) | | $ | (0.57 | ) |

| Income from discontinued operations | — | | | | 0.52 | | | | 0.65 | | | | 0.47 | | | | 1.13 | | |

| Net (loss) income | $ | (4.79 | ) | | $ | (8.60 | ) | | $ | 8.05 | | | $ | (2.71 | ) | | $ | 0.56 | |

| | | | | | | | | | | | | | | | | | | | |

| Diluted: | | | | | | | | | | | | | | | | | | | |

| (Loss) income from continuing operations | $ | (4.79 | ) | | $ | (9.12 | ) | | $ | 7.39 | | | $ | (3.18 | ) | | $ | (0.57 | ) |

| Income from discontinued operations | — | | | | 0.52 | | | | 0.65 | | | | 0.47 | | | | 1.13 | | |

| Net (loss) income | $ | (4.79 | ) | | $ | (8.60 | ) | | $ | 8.04 | | | $ | (2.71 | ) | | $ | 0.56 | |

| | | | | | | | | | | | | | | | | | | | |

| Total assets | $ | 18,809,227 | | | $ | 20,721,344 | | | $ | 29,522,604 | | | $ | 15,472,922 | | | $ | 13,976,172 | |

| Total long-term debt, including current portion | $ | 5,292,979 | | | $ | 5,497,381 | | | $ | 5,997,329 | | | $ | 2,427,020 | | | $ | 2,299,942 | |

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| Cash dividends declared per share of common stock | $ | 0.12 | | | $ | 0.12 | | | $ | 0.12 | | | $ | 0.12 | | | $ | 0.12 | |

| | | [added: | | | |] Page Reference | [added: | |]

| [Reports of Independent Registered Public Accounting [removed: Firm](#sF419DD36B4365FC59DFBECBD1DD00142)] [added: Firm](#i43f68b92b00b4f60b7eb2031407a74f6_61)] | | [removed: [59](#sF419DD36B4365FC59DFBECBD1DD00142)] | [added: | | | [60](#i43f68b92b00b4f60b7eb2031407a74f6_61) | | |]

| [Statements of Consolidated Operations for each of the three years in the period ended December 31, [removed: 2019](#sD5E5A58C678E5DABB69430E6134F852D)] [added: 2020](#i43f68b92b00b4f60b7eb2031407a74f6_64)] | | [removed: [63](#sD5E5A58C678E5DABB69430E6134F852D)] | [added: | | | [67](#i43f68b92b00b4f60b7eb2031407a74f6_64) | | |]

| [Statements of Consolidated Comprehensive Income for each of the three years in the period ended December 31, [removed: 2019](#s2DADF6C3014155E69AB5183A0AE12939)] [added: 2020](#i43f68b92b00b4f60b7eb2031407a74f6_67)] | | [removed: [64](#s2DADF6C3014155E69AB5183A0AE12939)] | [added: | | | [68](#i43f68b92b00b4f60b7eb2031407a74f6_67) | | |]

| [Statements of Consolidated Cash Flows for each of the three years in the period ended December 31, [removed: 2019](#sB4FC6ADB551A5113AAF00EBE61C5C6E2)] [added: 2020](#i43f68b92b00b4f60b7eb2031407a74f6_73)] | | [removed: [65](#sB4FC6ADB551A5113AAF00EBE61C5C6E2)] | [added: | | | [70](#i43f68b92b00b4f60b7eb2031407a74f6_73) | | |]

| [Consolidated Balance Sheets as of December 31, [removed: 2019] [added: 2020] and [removed: 2018](#s9BCC6EBD78A6538989FBE2070CE57679)] [added: 2019](#i43f68b92b00b4f60b7eb2031407a74f6_79)] | | [removed: [66](#s9BCC6EBD78A6538989FBE2070CE57679)] | [added: | | | [69](#i43f68b92b00b4f60b7eb2031407a74f6_79) | | |]

| [Statements of Consolidated Equity for each of the three years in the period ended December 31, [removed: 2019](#s9CFBC286FCEE59CAA76E854519D8B833)] [added: 2020](#i43f68b92b00b4f60b7eb2031407a74f6_85)] | | [removed: [67](#s9CFBC286FCEE59CAA76E854519D8B833)] | [added: | | | [71](#i43f68b92b00b4f60b7eb2031407a74f6_85) | | |]

| [Notes to Consolidated Financial [removed: Statements](#sA35F45F27E805C62A07A1131EF20696D)] [added: Statements](#i43f68b92b00b4f60b7eb2031407a74f6_91)] | | [removed: [68](#sA35F45F27E805C62A07A1131EF20696D)] | [added: | | | [72](#i43f68b92b00b4f60b7eb2031407a74f6_91) | | |]