filings.toolsItem 1. Financial Statements (unaudited)
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Item 1. Financial Statements (unaudited)
| Consolidated Condensed Balance Sheets | Occidental Petroleum Corporation and Subsidiaries |
| millions | September 30, 2025 | December 31, 2024 | ||||||
| ASSETS | ||||||||
| CURRENT ASSETS | ||||||||
| Cash and cash equivalents | $ | 2,159 | $ | 2,132 | ||||
| Trade receivables, net of reserves of $24 in 2025 and $24 in 2024 | 3,169 | 3,526 | ||||||
| Joint interest receivables | 667 | 720 | ||||||
| Inventories | 2,117 | 2,095 | ||||||
| Other current assets | 700 | 597 | ||||||
| Total current assets | 8,812 | 9,070 | ||||||
| INVESTMENTS IN UNCONSOLIDATED ENTITIES | 2,989 | 3,159 | ||||||
| PROPERTY, PLANT AND EQUIPMENT | ||||||||
| Oil and gas | 125,378 | 121,874 | ||||||
| Chemical | 9,487 | 8,725 | ||||||
| Midstream and marketing | 9,836 | 9,322 | ||||||
| Corporate | 1,069 | 1,033 | ||||||
| Property, plant and equipment, gross | 145,770 | 140,954 | ||||||
| Accumulated depreciation, depletion and amortization | (78,333) | (71,576) | ||||||
| Total property, plant and equipment, net | 67,437 | 69,378 | ||||||
| OPERATING LEASE ASSETS | 1,170 | 937 | ||||||
| OTHER LONG-TERM ASSETS | 3,064 | 2,901 | ||||||
| TOTAL ASSETS | $ | 83,472 | $ | 85,445 | ||||
| The accompanying notes are an integral part of these Consolidated Condensed Financial Statements. |
| Consolidated Condensed Balance Sheets | Occidental Petroleum Corporation and Subsidiaries |
| millions, except share and per-share amounts | September 30, 2025 | December 31, 2024 | ||||||
| LIABILITIES AND EQUITY | ||||||||
| CURRENT LIABILITIES | ||||||||
| Current maturities of long-term debt | $ | 1,616 | $ | 1,138 | ||||
| Current operating lease liabilities | 414 | 374 | ||||||
| Accounts payable | 3,532 | 3,753 | ||||||
| Accrued liabilities | 3,859 | 4,256 | ||||||
| Total current liabilities | 9,421 | 9,521 | ||||||
| LONG-TERM DEBT, NET | 20,846 | 24,978 | ||||||
| DEFERRED CREDITS AND OTHER LIABILITIES | ||||||||
| Deferred income taxes, net | 5,402 | 5,394 | ||||||
| Asset retirement obligations | 3,856 | 4,042 | ||||||
| Other liabilities | 7,181 | 7,030 | ||||||
| Total deferred credits and other liabilities | 16,439 | 16,466 | ||||||
| EQUITY | ||||||||
| Preferred stock, at $1.00 per share par value, issued shares: 2025 — 84,897 and 2024 —84,897 | 8,287 | 8,287 | ||||||
| Common stock, at $0.20 per share par value, authorized shares: 1.5 billion, issued shares: 2025 — 1,213,486,213 and 2024 — 1,166,769,167 | 243 | 233 | ||||||
| Treasury stock: 2025 — 228,311,184 shares and 2024 — 228,311,184 shares | (15,597) | (15,597) | ||||||
| Additional paid-in capital | 20,926 | 19,868 | ||||||
| Retained earnings | 22,198 | 21,189 | ||||||
| Accumulated other comprehensive income | 204 | 179 | ||||||
| Total stockholders' equity | 36,261 | 34,159 | ||||||
| Noncontrolling interest | 505 | 321 | ||||||
| Total equity | 36,766 | 34,480 | ||||||
| TOTAL LIABILITIES AND EQUITY | $ | 83,472 | $ | 85,445 |
The accompanying notes are an integral part of these Consolidated Condensed Financial Statements.
| Consolidated Condensed Statements of Operations | Occidental Petroleum Corporation and Subsidiaries |
| Three months ended September 30, | Nine months ended September 30, | ||||||||||||||||
| millions, except per-share amounts | 2025 | 2024 | 2025 | 2024 | |||||||||||||
| REVENUES AND OTHER INCOME | |||||||||||||||||
| Net sales | $ | 6,624 | $ | 7,173 | $ | 19,841 | $ | 19,965 | |||||||||
| Interest, dividends and other income | 59 | 60 | 162 | 130 | |||||||||||||
| Gains (losses) on sales of assets and other, net | 34 | (79) | 13 | (52) | |||||||||||||
| Total | 6,717 | 7,154 | 20,016 | 20,043 | |||||||||||||
| COSTS AND OTHER DEDUCTIONS | |||||||||||||||||
| Oil and gas lease operating expense | 1,174 | 1,207 | 3,526 | 3,547 | |||||||||||||
| Transportation and gathering expense | 416 | 407 | 1,238 | 1,165 | |||||||||||||
| Chemical and midstream cost of sales | 812 | 889 | 2,460 | 2,627 | |||||||||||||
| Selling, general and administrative expense | 277 | 268 | 828 | 786 | |||||||||||||
| Other operating and non-operating expense | 396 | 334 | 1,285 | 1,088 | |||||||||||||
| Taxes other than on income | 248 | 256 | 781 | 756 | |||||||||||||
| Depreciation, depletion and amortization | 2,061 | 1,926 | 5,914 | 5,394 | |||||||||||||
| Asset impairments and other charges | — | 21 | — | 21 | |||||||||||||
| Acquisition-related costs | 1 | 49 | 13 | 75 | |||||||||||||
| Exploration expense | 66 | 57 | 204 | 206 | |||||||||||||
| Interest and debt expense, net | 270 | 312 | 864 | 848 | |||||||||||||
| Total | 5,721 | 5,726 | 17,113 | 16,513 | |||||||||||||
| Income before income taxes and other items | 996 | 1,428 | 2,903 | 3,530 | |||||||||||||
| OTHER ITEMS | |||||||||||||||||
| Income from equity investments and other | 170 | 166 | 333 | 709 | |||||||||||||
| Total | 170 | 166 | 333 | 709 | |||||||||||||
| Income from continuing operations before income taxes | 1,166 | 1,594 | 3,236 | 4,239 | |||||||||||||
| Income tax expense | (324) | (454) | (981) | (1,223) | |||||||||||||
| Income from continuing operations | 842 | 1,140 | 2,255 | 3,016 | |||||||||||||
| Discontinued operations, net of taxes | — | — | — | 182 | |||||||||||||
| NET INCOME | 842 | 1,140 | 2,255 | 3,198 | |||||||||||||
| Less: Net income attributable to noncontrolling interest | (12) | (7) | (31) | (15) | |||||||||||||
| Less: Preferred stock dividends | (169) | (169) | (509) | (509) | |||||||||||||
| NET INCOME ATTRIBUTABLE TO COMMON STOCKHOLDERS | $ | 661 | $ | 964 | $ | 1,715 | $ | 2,674 | |||||||||
| PER COMMON SHARE | |||||||||||||||||
| Income from continuing operations—basic | $ | 0.67 | $ | 1.03 | $ | 1.73 | $ | 2.75 | |||||||||
| Discontinued operations—basic | — | — | — | 0.20 | |||||||||||||
| Net income attributable to common stockholders—basic | $ | 0.67 | $ | 1.03 | $ | 1.73 | $ | 2.95 | |||||||||
| Income from continuing operations—diluted | $ | 0.65 | $ | 0.98 | $ | 1.68 | $ | 2.58 | |||||||||
| Discontinued operations—diluted | — | — | — | 0.19 | |||||||||||||
| Net income attributable to common stockholders—diluted | $ | 0.65 | $ | 0.98 | $ | 1.68 | $ | 2.77 | |||||||||
| The accompanying notes are an integral part of these Consolidated Condensed Financial Statements. |
| Consolidated Condensed Statements of Comprehensive Income | Occidental Petroleum Corporation and Subsidiaries |
| Three months ended September 30, | Nine months ended September 30, | |||||||||||||
| millions | 2025 | 2024 | 2025 | 2024 | ||||||||||
| Net income | $ | 842 | $ | 1,140 | $ | 2,255 | $ | 3,198 | ||||||
| Other comprehensive income (loss) items: | ||||||||||||||
| Gains (losses) on derivatives | 1 | (8) | (10) | (6) | ||||||||||
| Pension and postretirement gains (losses) | 39 | (7) | 34 | (19) | ||||||||||
| Other | — | — | 1 | (1) | ||||||||||
| Other comprehensive income (loss), net of tax | 40 | (15) | 25 | (26) | ||||||||||
| Comprehensive income | 882 | 1,125 | 2,280 | 3,172 | ||||||||||
| Less: Comprehensive income attributable to noncontrolling interest | (12) | (7) | (31) | (15) | ||||||||||
| Comprehensive income attributable to preferred and common stockholders | $ | 870 | $ | 1,118 | $ | 2,249 | $ | 3,157 |
The accompanying notes are an integral part of these Consolidated Condensed Financial Statements.
| Consolidated Condensed Statements of Equity | Occidental Petroleum Corporation and Subsidiaries |
| Equity Attributable to Common Stock | ||||||||||||||||||||||||||
| millions, except per-share amounts | Preferred Stock | Common Stock | Treasury Stock | Additional Paid-in Capital | Retained Earnings | Accumulated Other Comprehensive Income (Loss) | Noncontrolling Interest | Total Equity | ||||||||||||||||||
| Balance as of June 30, 2024 | $ | 8,287 | $ | 227 | $ | (15,591) | $ | 17,928 | $ | 20,938 | $ | 264 | $ | 206 | $ | 32,259 | ||||||||||
| Net income | — | — | — | — | 1,133 | — | 7 | 1,140 | ||||||||||||||||||
| Other comprehensive loss, net of tax | — | — | — | — | — | (15) | — | (15) | ||||||||||||||||||
| Dividends on common stock, $0.22 per share | — | — | — | — | (208) | — | — | (208) | ||||||||||||||||||
| Dividends on preferred stock, $2,000 per share | — | — | — | — | (169) | — | — | (169) | ||||||||||||||||||
| Shareholder warrants exercised | — | — | — | 67 | — | — | — | 67 | ||||||||||||||||||
| Issuance of common stock and other, net of cancellations | — | — | — | 58 | — | — | — | 58 | ||||||||||||||||||
| Common Stock issued for CrownRock Acquisition | — | 6 | — | 1,749 | — | — | — | 1,755 | ||||||||||||||||||
| Noncontrolling interest contributions, net | — | — | — | — | — | — | 47 | 47 | ||||||||||||||||||
| Balance as of September 30, 2024 | $ | 8,287 | $ | 233 | $ | (15,591) | $ | 19,802 | $ | 21,694 | $ | 249 | $ | 260 | $ | 34,934 |
| Equity Attributable to Common Stock | ||||||||||||||||||||||||||
| millions, except per-share amounts | Preferred Stock | Common Stock | Treasury Stock | Additional Paid-in Capital | Retained Earnings | Accumulated Other Comprehensive Income | Noncontrolling Interest | Total Equity | ||||||||||||||||||
| Balance as of June 30, 2025 | $ | 8,287 | $ | 243 | $ | (15,597) | $ | 20,849 | $ | 21,776 | $ | 164 | $ | 454 | $ | 36,176 | ||||||||||
| Net income | — | — | — | — | 830 | — | 12 | 842 | ||||||||||||||||||
| Other comprehensive income, net of tax | — | — | — | — | — | 40 | — | 40 | ||||||||||||||||||
| Dividends on common stock, $0.24 per share | — | — | — | — | (239) | — | — | (239) | ||||||||||||||||||
| Dividends on preferred stock, $2,000 per share | — | — | — | — | (169) | — | — | (169) | ||||||||||||||||||
| Shareholder warrants exercised | — | — | — | 16 | — | — | — | 16 | ||||||||||||||||||
| Issuance of common stock and other, net of cancellations | — | — | — | 61 | — | — | — | 61 | ||||||||||||||||||
| Noncontrolling interest contributions, net | — | — | — | — | — | — | 39 | 39 | ||||||||||||||||||
| Balance as of September 30, 2025 | $ | 8,287 | $ | 243 | $ | (15,597) | $ | 20,926 | $ | 22,198 | $ | 204 | $ | 505 | $ | 36,766 |
The accompanying notes are an integral part of these Consolidated Condensed Financial Statements.
| Consolidated Condensed Statements of Equity | Occidental Petroleum Corporation and Subsidiaries |
| Equity Attributable to Common Stock | ||||||||||||||||||||||||||
| millions, except per-share amounts | Preferred Stock | Common Stock | Treasury Stock | Additional Paid-in Capital | Retained Earnings | Accumulated Other Comprehensive Income (Loss) | Noncontrolling Interest | Total Equity | ||||||||||||||||||
| Balance as of December 31, 2023 | $ | 8,287 | $ | 222 | $ | (15,582) | $ | 17,422 | $ | 19,626 | $ | 275 | $ | 99 | $ | 30,349 | ||||||||||
| Net income | — | — | — | — | 3,183 | — | 15 | 3,198 | ||||||||||||||||||
| Other comprehensive loss, net of tax | — | — | — | — | — | (26) | — | (26) | ||||||||||||||||||
| Dividends on common stock, $0.66 per share | — | — | — | — | (606) | — | — | (606) | ||||||||||||||||||
| Dividends on preferred stock, $6,000 per share | — | — | — | — | (509) | — | — | (509) | ||||||||||||||||||
| Shareholder warrants exercised | — | 4 | — | 550 | — | — | — | 554 | ||||||||||||||||||
| Issuance of common stock and other, net of cancellations | — | 1 | — | 81 | — | — | — | 82 | ||||||||||||||||||
| Purchases of treasury stock | — | — | (9) | — | — | — | — | (9) | ||||||||||||||||||
| Common Stock issued for CrownRock Acquisition | — | 6 | — | 1,749 | — | — | — | 1,755 | ||||||||||||||||||
| Noncontrolling interest contributions | — | — | — | — | — | — | 146 | 146 | ||||||||||||||||||
| Balance as of September 30, 2024 | $ | 8,287 | $ | 233 | $ | (15,591) | $ | 19,802 | $ | 21,694 | $ | 249 | $ | 260 | $ | 34,934 |
| Equity Attributable to Common Stock | ||||||||||||||||||||||||||
| millions, except per-share amounts | Preferred Stock | Common Stock | Treasury Stock | Additional Paid-in Capital | Retained Earnings | Accumulated Other Comprehensive Income | Noncontrolling Interest | Total Equity | ||||||||||||||||||
| Balance as of December 31, 2024 | $ | 8,287 | $ | 233 | $ | (15,597) | $ | 19,868 | $ | 21,189 | $ | 179 | $ | 321 | $ | 34,480 | ||||||||||
| Net income | — | — | — | — | 2,224 | — | 31 | 2,255 | ||||||||||||||||||
| Other comprehensive income, net of tax | — | — | — | — | — | 25 | — | 25 | ||||||||||||||||||
| Dividends on common stock, $0.72 per share | — | — | — | — | (706) | — | — | (706) | ||||||||||||||||||
| Dividends on preferred stock, $6,000 per share | — | — | — | — | (509) | — | — | (509) | ||||||||||||||||||
| Shareholder warrants exercised | — | 9 | — | 903 | — | — | — | 912 | ||||||||||||||||||
| Issuance of common stock and other, net of cancellations | — | 1 | — | 155 | — | — | — | 156 | ||||||||||||||||||
| Noncontrolling interest contributions, net | — | — | — | — | — | — | 153 | 153 | ||||||||||||||||||
| Balance as of September 30, 2025 | $ | 8,287 | $ | 243 | $ | (15,597) | $ | 20,926 | $ | 22,198 | $ | 204 | $ | 505 | $ | 36,766 |
The accompanying notes are an integral part of these Consolidated Condensed Financial Statements.
| Consolidated Condensed Statements of Cash Flows | Occidental Petroleum Corporation and Subsidiaries |
| Nine months ended September 30, | ||||||||
| millions | 2025 | 2024 | ||||||
| CASH FLOW FROM OPERATING ACTIVITIES | ||||||||
| Net income | $ | 2,255 | $ | 3,198 | ||||
| Adjustments to reconcile net income to net cash provided by operating activities: | ||||||||
| Discontinued operations, net | — | (182) | ||||||
| Depreciation, depletion and amortization of assets | 5,914 | 5,394 | ||||||
| Deferred income tax provision (benefit) | 1 | (182) | ||||||
| Asset impairments and related items | — | 21 | ||||||
| (Gains) losses on sales of assets and other, net | (13) | 52 | ||||||
| Other noncash charges to income | 685 | 339 | ||||||
| Changes in operating assets and liabilities: | ||||||||
| (Increase) decrease in trade receivables | 352 | (532) | ||||||
| (Increase) decrease in inventories | 16 | (226) | ||||||
| (Increase) decrease in other current assets | (76) | 219 | ||||||
| Decrease in accounts payable and accrued liabilities | (1,067) | (430) | ||||||
| Increase (decrease) in current domestic and foreign income taxes | (169) | 512 | ||||||
| Operating cash flow from continuing operations | 7,898 | 8,183 | ||||||
| Operating cash flow from discontinued operations, net of taxes | — | (100) | ||||||
| Net cash provided by operating activities | 7,898 | 8,083 | ||||||
| CASH FLOW FROM INVESTING ACTIVITIES | ||||||||
| Capital expenditures | (5,674) | (5,237) | ||||||
| Change in capital accrual | (87) | (39) | ||||||
| Purchases of assets, businesses and equity investments, net | (231) | (9,037) | ||||||
| Proceeds from sales of assets, net | 2,230 | 1,662 | ||||||
| Equity investments and other, net | (227) | (149) | ||||||
| Net cash used by investing activities | (3,989) | (12,800) | ||||||
| CASH FLOW FROM FINANCING ACTIVITIES | ||||||||
| Proceeds from long-term debt, net | — | 9,612 | ||||||
| Payments of long-term debt, net | (3,584) | (4,007) | ||||||
| Proceeds from issuance of common stock | 948 | 571 | ||||||
| Purchases of treasury stock | — | (9) | ||||||
| Cash dividends paid on common and preferred stock | (1,186) | (1,069) | ||||||
| Contributions from noncontrolling interest | 153 | 146 | ||||||
| Payment for taxes related to stock-based award settlement | (63) | (103) | ||||||
| Other financing, net | (138) | (95) | ||||||
| Net cash provided (used) by financing activities | (3,870) | 5,046 | ||||||
| Increase in cash, cash equivalents, restricted cash and restricted cash equivalents | 39 | 329 | ||||||
| Cash, cash equivalents, restricted cash and restricted cash equivalents — beginning of period | 2,157 | 1,464 | ||||||
| Cash, cash equivalents, restricted cash and restricted cash equivalents — end of period | $ | 2,196 | $ | 1,793 | ||||
| The accompanying notes are an integral part of these Consolidated Condensed Financial Statements. |
| Notes to Consolidated Condensed Financial Statements | Occidental Petroleum Corporation and Subsidiaries |
| NOTE 1 - GENERAL |
NATURE OF OPERATIONS
Occidental conducts its operations through various subsidiaries and affiliates. Occidental has made its disclosures in accordance with United States generally accepted accounting principles as they apply to interim reporting, and has condensed or omitted, as permitted by the rules and regulations of the SEC, certain information and disclosures normally included in Consolidated Financial Statements and the notes thereto. These unaudited Consolidated Condensed Financial Statements should be read in conjunction with the audited Consolidated Financial Statements and the notes thereto in the 2024 Form 10-K.
In the opinion of Occidental’s management, the accompanying unaudited Consolidated Condensed Financial Statements in this report reflect all adjustments (consisting of normal recurring adjustments) that are necessary to fairly present Occidental’s results of operations and cash flows for the nine months ended September 30, 2025 and 2024 and Occidental’s financial position as of September 30, 2025 and December 31, 2024. The income and cash flows for the periods ended September 30, 2025 and 2024 are not necessarily indicative of the income or cash flows to be expected for the full year.
CASH EQUIVALENTS AND RESTRICTED CASH EQUIVALENTS
Occidental considers all highly liquid investments with a maturity of three months or less when purchased to be cash equivalents or restricted cash equivalents. The cash equivalents and restricted cash equivalents balances for the periods presented include investments in government money market funds in which the carrying value approximates fair value.
The following table provides a reconciliation of cash, cash equivalents, restricted cash and restricted cash equivalents as reported in the Consolidated Condensed Statements of Cash Flows as of September 30, 2025 and 2024:
| millions | 2025 | 2024 | ||||||
| Cash and cash equivalents | $ | 2,159 | $ | 1,759 | ||||
| Restricted cash and restricted cash equivalents included in other current assets | 18 | 18 | ||||||
| Restricted cash and restricted cash equivalents included in other long-term assets | 19 | 16 | ||||||
| Cash, cash equivalents, restricted cash and restricted cash equivalents | $ | 2,196 | $ | 1,793 |
SUPPLEMENTAL CASH FLOW INFORMATION
The following table represents U.S. federal, state and international income taxes paid, refunds received and interest paid during the nine months ended September 30, 2025 and 2024, respectively:
| millions | 2025 | 2024 | ||||||
| Income tax payments | $ | 1,184 | $ | 812 | ||||
| Income tax refunds received | $ | 5 | $ | 29 | ||||
| Interest paid (a) | $ | 1,063 | $ | 897 |
(a) Net of capitalized interest of $177 million and $134 million for the nine months ended September 30, 2025 and 2024, respectively.
WES INVESTMENT
WES is a publicly traded limited partnership with its limited partner units traded on the NYSE under the ticker symbol "WES." As of September 30, 2025, Occidental owned all of the 2.3% non-voting general partner interest, 43.5% of the WES limited partner units, and a 2% non-voting limited partner interest in WES Operating, a subsidiary of WES. As of September 30, 2025, Occidental's combined share of net income from WES and its subsidiaries was 45.9%.
NON-CONTROLLING INTEREST
Occidental and BlackRock formed a joint venture for the continued development of the first commercial scale direct air capture facility. The joint venture is a VIE and Occidental consolidates the VIE as it is the primary beneficiary. BlackRock’s investment is accounted for as an NCI. Each party has committed to make additional investments towards the completion of
the direct air capture facility. As of September 30, 2025, BlackRock has invested $453 million of its total commitment of $550 million. In addition, Occidental has entered into agreements with the joint venture related to project management, operations and maintenance and carbon removal offtake. Occidental may incur additional payments if certain construction and operational thresholds are not met.
Occidental may call the NCI on June 30, 2035 or earlier if the plant does not achieve commercial operations or ceases and permanently discontinues operations. Dividends from the joint venture will be distributed preferentially to the NCI up to a return threshold, then preferentially to Occidental thereafter. The NCI receives preferential distributions in liquidation.
Because distributions from the joint venture will not be consistent over time, or with the initial investments or ownership interest, Occidental has determined that the appropriate methodology for attributing income and loss from the joint venture is the HLBV method. Under the HLBV method, the amounts of income and loss attributed to the NCI in the consolidated statements of operations reflect changes in the amounts the NCI would hypothetically receive at each balance sheet date if the joint venture was liquidated. As of September 30, 2025, the VIE’s assets were comprised of $1.1 billion construction in progress. Noncontrolling interest as of September 30, 2025 was $505 million.
| NOTE 2 - REVENUE |
Revenue from customers is recognized when obligations under the terms of a contract with customers are satisfied; this generally occurs with the delivery of oil, NGL, gas, chemicals or services, such as transportation. As of September 30, 2025, trade receivables, net of $3.2 billion represent rights to payment for which Occidental has satisfied its obligations under a contract and its right to payment is conditioned only on the passage of time.
The following table shows a reconciliation of revenue from customers to total net sales for the three and nine months ended September 30, 2025 and 2024:
| Three months ended September 30, | Nine months ended September 30, | |||||||||||||
| millions | 2025 | 2024 | 2025 | 2024 | ||||||||||
| Revenue from customers | $ | 6,682 | $ | 7,020 | $ | 19,911 | $ | 20,553 | ||||||
| All other revenues (a) | (58) | 153 | (70) | (588) | ||||||||||
| Net sales | $ | 6,624 | $ | 7,173 | $ | 19,841 | $ | 19,965 |
(a) Includes other net revenues from the midstream and marketing segment and chemical segment.
DISAGGREGATION OF REVENUE FROM CONTRACTS WITH CUSTOMERS
The table below presents Occidental's revenue from customers by segment, product and geographical area. The oil and gas segment typically sells its oil, NGL and gas at the lease or concession area. Chemical segment revenues are shown by geographic area based on the location of the sale. Midstream and marketing segment revenues are shown by the location of sale:
| millions | United States | International | Eliminations | Total | ||||||||||
| Three months ended September 30, 2025 | ||||||||||||||
| Oil and gas | ||||||||||||||
| Oil | $ | 3,764 | $ | 695 | $ | — | $ | 4,459 | ||||||
| NGL | 469 | 88 | — | 557 | ||||||||||
| Gas | 240 | 91 | — | 331 | ||||||||||
| Other | 56 | 1 | — | 57 | ||||||||||
| Segment total | $ | 4,529 | $ | 875 | $ | — | $ | 5,404 | ||||||
| Chemical | $ | 1,091 | $ | 74 | $ | — | $ | 1,165 | ||||||
| Midstream and marketing | $ | 178 | $ | 187 | $ | — | $ | 365 | ||||||
| Eliminations | $ | — | $ | — | $ | (252) | $ | (252) | ||||||
| Consolidated | $ | 5,798 | $ | 1,136 | $ | (252) | $ | 6,682 | ||||||
| millions | United States | International | Eliminations | Total | ||||||||||
| Three months ended September 30, 2024 | ||||||||||||||
| Oil and gas | ||||||||||||||
| Oil | $ | 4,204 | $ | 726 | $ | — | $ | 4,930 | ||||||
| NGL | 495 | 97 | — | 592 | ||||||||||
| Gas | 60 | 91 | — | 151 | ||||||||||
| Other | 23 | 1 | — | 24 | ||||||||||
| Segment total | $ | 4,782 | $ | 915 | $ | — | $ | 5,697 | ||||||
| Chemical | $ | 1,171 | $ | 75 | $ | — | $ | 1,246 | ||||||
| Midstream and marketing | $ | 186 | $ | 101 | $ | — | $ | 287 | ||||||
| Eliminations | $ | — | $ | — | $ | (210) | $ | (210) | ||||||
| Consolidated | $ | 6,139 | $ | 1,091 | $ | (210) | $ | 7,020 |
| millions | United States | International | Eliminations | Total | ||||||||||
| Nine months ended September 30, 2025 | ||||||||||||||
| Oil and gas | ||||||||||||||
| Oil | $ | 11,050 | $ | 2,060 | $ | — | $ | 13,110 | ||||||
| NGL | 1,504 | 270 | — | 1,774 | ||||||||||
| Gas | 826 | 263 | — | 1,089 | ||||||||||
| Other | 120 | 3 | — | 123 | ||||||||||
| Segment total | $ | 13,500 | $ | 2,596 | $ | — | $ | 16,096 | ||||||
| Chemical | $ | 3,357 | $ | 221 | $ | — | $ | 3,578 | ||||||
| Midstream and marketing | $ | 522 | $ | 486 | $ | — | $ | 1,008 | ||||||
| Eliminations | $ | — | $ | — | $ | (771) | $ | (771) | ||||||
| Consolidated | $ | 17,379 | $ | 3,303 | $ | (771) | $ | 19,911 |
| millions | United States | International | Eliminations | Total | ||||||||||
| Nine months ended September 30, 2024 | ||||||||||||||
| Oil and gas | ||||||||||||||
| Oil | $ | 11,564 | $ | 2,259 | $ | — | $ | 13,823 | ||||||
| NGL | 1,314 | 293 | — | 1,607 | ||||||||||
| Gas | 314 | 269 | — | 583 | ||||||||||
| Other | 67 | 1 | — | 68 | ||||||||||
| Segment total | $ | 13,259 | $ | 2,822 | $ | — | $ | 16,081 | ||||||
| Chemical | $ | 3,489 | $ | 215 | $ | — | $ | 3,704 | ||||||
| Midstream and marketing | $ | 1,118 | $ | 293 | $ | — | $ | 1,411 | ||||||
| Eliminations | $ | — | $ | — | $ | (643) | $ | (643) | ||||||
| Consolidated | $ | 17,866 | $ | 3,330 | $ | (643) | $ | 20,553 |
| NOTE 3 - INVENTORIES |
Finished goods primarily represent oil, which is carried at the lower of weighted-average cost or net realizable value, and caustic soda and chlorine, which are valued under the LIFO method. As of September 30, 2025 and December 31, 2024, inventories consisted of the following:
| millions | September 30, 2025 | December 31, 2024 | ||||||
| Raw materials | $ | 106 | $ | 113 | ||||
| Materials and supplies | 1,335 | 1,279 | ||||||
| Commodity inventory and finished goods | 769 | 796 | ||||||
| 2,210 | 2,188 | |||||||
| Revaluation to LIFO | (93) | (93) | ||||||
| Total | $ | 2,117 | $ | 2,095 |
| NOTE 4 - LONG-TERM DEBT |
As of September 30, 2025 and December 31, 2024, Occidental’s debt consisted of the following:
| millions | September 30, 2025 | December 31, 2024 | ||||||||||||||||||
| 5.500% senior notes due 2025 | $ | — | $ | 465 | ||||||||||||||||
| 5.875% senior notes due 2025 | — | 536 | ||||||||||||||||||
| 5.550% senior notes due 2026 | — | 870 | ||||||||||||||||||
| 3.400% senior notes due 2026 | — | 284 | ||||||||||||||||||
| Two-year term loan due 2026 (5.900% and 6.249% as of September 30, 2025 and December 31, 2024, respectively) | 1,280 | 2,700 | ||||||||||||||||||
| 3.200% senior notes due 2026 | 182 | 182 | ||||||||||||||||||
| 7.500% debentures due 2026 | 112 | 112 | ||||||||||||||||||
| 8.500% senior notes due 2027 | 489 | 489 | ||||||||||||||||||
| 3.000% senior notes due 2027 | 216 | 216 | ||||||||||||||||||
| 7.125% debentures due 2027 | 150 | 150 | ||||||||||||||||||
| 7.000% debentures due 2027 | 48 | 48 | ||||||||||||||||||
| 5.000% senior notes due 2027 | 600 | 600 | ||||||||||||||||||
| 6.625% debentures due 2028 | 14 | 14 | ||||||||||||||||||
| 7.150% debentures due 2028 | 232 | 232 | ||||||||||||||||||
| 7.200% senior debentures due 2028 | 82 | 82 | ||||||||||||||||||
| 6.375% senior notes due 2028 | 578 | 578 | ||||||||||||||||||
| 7.200% debentures due 2029 | 135 | 135 | ||||||||||||||||||
| 7.950% debentures due 2029 | 116 | 116 | ||||||||||||||||||
| 8.450% senior notes due 2029 | 116 | 116 | ||||||||||||||||||
| 3.500% senior notes due 2029 | 286 | 286 | ||||||||||||||||||
| 5.200% senior notes due 2029 | 1,200 | 1,200 | ||||||||||||||||||
| Variable rate bonds due 2030 (4.920% and 5.710% as of September 30, 2025 and December 31, 2024, respectively) | 68 | 68 | ||||||||||||||||||
| 8.875% senior notes due 2030 | 1,000 | 1,000 | ||||||||||||||||||
| 6.625% senior notes due 2030 | 1,449 | 1,449 | ||||||||||||||||||
| 6.125% senior notes due 2031 | 1,143 | 1,143 | ||||||||||||||||||
| 7.500% senior notes due 2031 | 900 | 900 | ||||||||||||||||||
| 7.875% senior notes due 2031 | 500 | 500 | ||||||||||||||||||
| 5.375% senior notes due 2032 | 1,000 | 1,000 | ||||||||||||||||||
| 5.550% senior notes due 2034 | 1,200 | 1,200 | ||||||||||||||||||
| 6.450% senior notes due 2036 | 1,727 | 1,727 | ||||||||||||||||||
| Zero Coupon senior notes due 2036 | 673 | 673 | ||||||||||||||||||
| 0.000% loan due 2039 (CAD denominated) | 17 | 18 | ||||||||||||||||||
| 4.300% senior notes due 2039 | 247 | 247 | ||||||||||||||||||
| 7.950% senior notes due 2039 | 325 | 325 | ||||||||||||||||||
| 6.200% senior notes due 2040 | 737 | 737 | ||||||||||||||||||
| 4.500% senior notes due 2044 | 191 | 191 | ||||||||||||||||||
| 4.625% senior notes due 2045 | 296 | 296 | ||||||||||||||||||
| 6.600% senior notes due 2046 | 1,117 | 1,117 | ||||||||||||||||||
| 4.400% senior notes due 2046 | 424 | 424 | ||||||||||||||||||
| (continued on next page) |
| millions (continued) | September 30, 2025 | December 31, 2024 | ||||||||||||||||||
| 4.100% senior notes due 2047 | 258 | 258 | ||||||||||||||||||
| 4.200% senior notes due 2048 | 304 | 304 | ||||||||||||||||||
| 4.400% senior notes due 2049 | 280 | 280 | ||||||||||||||||||
| 6.050% senior notes due 2054 | 1,000 | 1,000 | ||||||||||||||||||
| 7.730% debentures due 2096 | 58 | 58 | ||||||||||||||||||
| 7.500% debentures due 2096 | 60 | 60 | ||||||||||||||||||
| 7.250% debentures due 2096 | 5 | 5 | ||||||||||||||||||
| Total borrowings at face value | $ | 20,815 | $ | 24,391 |
The following table summarizes Occidental's outstanding debt, including finance lease liabilities:
| millions | September 30, 2025 | December 31, 2024 | ||||||
| Total borrowings at face value | $ | 20,815 | $ | 24,391 | ||||
| Adjustments to book value: | ||||||||
| Unamortized premium, net | 950 | 1,037 | ||||||
| Debt issuance costs | (88) | (105) | ||||||
| Net book value of debt | $ | 21,677 | $ | 25,323 | ||||
| Long-term finance leases | 632 | 658 | ||||||
| Current finance leases | 153 | 135 | ||||||
| Total debt and finance leases | $ | 22,462 | $ | 26,116 | ||||
| Less: current finance leases | (153) | (135) | ||||||
| Less: current maturities of long-term debt | (1,463) | (1,003) | ||||||
| Long-term debt, net | $ | 20,846 | $ | 24,978 |
DEBT ACTIVITY
In the nine months ended September 30, 2025, Occidental used cash on hand, proceeds from asset sales and warrant exercises to repay all of the $1.0 billion senior notes due 2025, $1.2 billion of senior notes due 2026, and $1.4 billion of the two-year term loan due 2026.
Occidental terminated its receivables securitization facility effective September 26, 2025.
FAIR VALUE OF DEBT
The estimated fair value of Occidental’s debt as of September 30, 2025 and December 31, 2024, the majority of which was classified as Level 1, was $21.0 billion and $24.0 billion, respectively.
| NOTE 5 - ACQUISITIONS AND DIVESTITURES |
CROWNROCK ACQUISITION
In December 2023, Occidental entered into an agreement to purchase CrownRock for total consideration of $12.4 billion. The CrownRock Acquisition qualified as a business combination and was accounted for using the acquisition method of accounting. As of September 30, 2025, there were no material changes to the allocation presented in the 2024 Form 10-K and Occidental has finalized the purchase price allocation of the consideration.
The following summarizes the unaudited pro forma condensed financial information of Occidental as if the CrownRock Acquisition had occurred on January 1, 2024:
| Three months ended September 30, 2024 | Nine months ended September 30, 2024 | ||||||||||
| millions, except per-share amounts | |||||||||||
| Revenues | $ | 7,367 | $ | 21,424 | |||||||
| Net income attributable to common stockholders | $ | 1,075 | $ | 3,049 | |||||||
| Net income attributable to common stockholders per share—basic | $ | 1.14 | $ | 3.28 | |||||||
| Net income attributable to common stockholders per share—diluted | $ | 1.09 | $ | 3.08 | |||||||
OTHER DIVESTITURES
In the nine months ended September 30, 2025, Occidental sold working interests in the Permian Basin for proceeds of approximately $760 million, non-operated proved and unproved royalty and mineral interests in the DJ Basin for proceeds of approximately $840 million and certain gas gathering assets in the Permian Basin for approximately $580 million. The difference in the assets' net book value and adjusted purchase price was treated as a normal retirement, and as a result no gain or loss was recognized.
OXYCHEM TRANSACTION
In October 2025, following approval from Occidental's Board of Directors, the Company, through two subsidiaries, entered into a Purchase and Sale Agreement with Berkshire Hathaway, a related party (the Purchase Agreement). Under the terms of the Purchase Agreement, Berkshire Hathaway will acquire all of the issued and outstanding equity interests in OxyChem in an all-cash transaction for $9.7 billion (the OxyChem Transaction). The OxyChem Transaction is subject to customary adjustments for cash, indebtedness, and changes in working capital relative to a predetermined target. The transaction is anticipated to close in the fourth quarter of 2025.
An Occidental subsidiary will retain environmental liabilities relating to OxyChem's legacy sites. Additionally, under the Purchase Agreement, there are post-closing indemnification obligations for (i) OxyChem's legacy environmental liabilities and (ii) pre-closing liabilities of OxyChem, including pre-closing environmental liabilities, in each case, subject to certain limitations and procedures.
Consummation of the OxyChem Transaction is subject to various closing conditions, including certain required regulatory consents or approvals and the absence of laws or judgments preventing the consummation of the sale. The Purchase Agreement contains certain termination rights permitting each party to terminate the Purchase Agreement under specified circumstances.
Certain Occidental subsidiaries will enter into other definitive agreements with OxyChem following the close of the transaction, including, among others, (i) a Transition Services Agreement, pursuant to which the Company will provide certain transition services for a period of time, and (ii) a Remediation Management Agreement, pursuant to which an Occidental subsidiary will manage certain remedial projects. At the Closing, Occidental will also enter into a guaranty in favor of Berkshire Hathaway, pursuant to which Occidental will guarantee indemnification obligations of its subsidiaries under the Purchase Agreement.
The divestiture of OxyChem marks a strategic change in Occidental's operations, and OxyChem will be classified as discontinued operations beginning in the fourth quarter of 2025. Occidental plans to allocate the majority of the after-tax sale proceeds toward debt reduction.
| NOTE 6 - DERIVATIVES |
OBJECTIVE AND STRATEGY
Occidental uses a variety of derivative financial instruments and physical contracts to manage its exposure to commodity price fluctuations and transportation commitments and to fix margins on the future sale of stored commodity volumes. Derivatives are carried at fair value and on a net basis when a legal right of offset exists with the same counterparty. Occidental may occasionally use a variety of derivative financial instruments to manage its exposure to foreign currency fluctuations and interest rate risks. Occidental also enters into derivative financial instruments for trading purposes.
Occidental may elect normal purchases and normal sales exclusions when physically delivered commodities are purchased from a vendor or sold to a customer.
MARKETING DERIVATIVES
Occidental's marketing derivative instruments are short-duration physical and financial forward contracts. As of September 30, 2025, the weighted-average settlement price of these forward contracts was $64.61 per barrel and $2.51 per Mcf for crude oil and natural gas, respectively. The weighted-average settlement price was $71.07 per barrel and $3.50 per Mcf for crude oil and natural gas, respectively, as of December 31, 2024. Derivative instruments that are not designated as hedging instruments are required to be recorded on the balance sheet at fair value. Changes in fair value will impact Occidental’s earnings through mark-to-market adjustments until the physical commodity is delivered or the financial instrument is settled. Net gains and losses associated with marketing derivative instruments are recognized currently in net sales.
The following table summarizes net short volumes associated with the outstanding marketing commodity derivatives as of:
| long (short) | September 30, 2025 | December 31, 2024 | ||||||
| Oil commodity contracts | ||||||||
| Volume (MMbbl) | (58) | (34) | ||||||
| Natural gas commodity contracts | ||||||||
| Volume (Bcf) | (111) | (130) |
FAIR VALUE OF DERIVATIVES
The following tables present the fair values of Occidental’s outstanding derivatives. Fair values are presented at gross amounts below, including when the derivatives are subject to netting arrangements, and are presented on a net basis in the Consolidated Condensed Balance Sheets:
| millions | Fair Value Measurements Using | Netting (a) | Total Fair Value | ||||||||||||||
| Balance Sheet Classifications | Level 1 | Level 2 | Level 3 | ||||||||||||||
| September 30, 2025 | |||||||||||||||||
| Marketing Derivatives | |||||||||||||||||
| Other current assets | $ | 8 | $ | 68 | $ | — | $ | (33) | $ | 43 | |||||||
| Other long-term assets | 12 | 1 | — | (7) | 6 | ||||||||||||
| Accrued liabilities | (41) | (36) | — | 33 | (44) | ||||||||||||
| Deferred credits and other liabilities - other | (7) | (2) | — | 7 | (2) | ||||||||||||
| December 31, 2024 | |||||||||||||||||
| Marketing Derivatives | |||||||||||||||||
| Other current assets | $ | 455 | $ | 92 | $ | — | $ | (512) | $ | 35 | |||||||
| Other long-term assets | — | 1 | — | (1) | — | ||||||||||||
| Accrued liabilities | (451) | (90) | — | 512 | (29) | ||||||||||||
| Deferred credits and other liabilities - other | — | (2) | — | 1 | (1) | ||||||||||||
(a)These amounts do not include collateral. Occidental netted $31 million of collateral deposited with brokers against derivative liabilities as of September 30, 2025. As of December 31, 2024, Occidental netted $12 million of collateral received from brokers against derivative assets and $9 million collateral deposited with brokers against derivative liabilities.
GAINS AND LOSSES ON DERIVATIVES
The following table presents gains and losses related to Occidental's derivative instruments and the location on the Consolidated Condensed Statements of Operations.
| millions | Three months ended September 30, | Nine months ended September 30, | ||||||||||||
| Income Statement Classification | 2025 | 2024 | 2025 | 2024 | ||||||||||
| Marketing derivatives (included in net sales) | $ | (57) | $ | 86 | $ | (67) | $ | (210) | ||||||
CREDIT RISK
The majority of Occidental’s credit risk is related to the physical delivery of energy commodities to its counterparties and their potential inability to meet their settlement commitments. Occidental manages credit risk by selecting counterparties that it believes to be financially strong, by entering into netting arrangements with counterparties and by requiring collateral or other credit risk mitigants, as appropriate. Occidental actively evaluates the creditworthiness of its counterparties, assigns appropriate credit limits and monitors credit exposures against those assigned limits. Occidental also enters into futures contracts through regulated exchanges with select clearinghouses and brokers, which are subject to minimal credit risk, if any.
| NOTE 7 - INCOME TAXES |
The following table summarizes components of income tax expense:
| Three months ended September 30, | Nine months ended September 30, | |||||||||||||
| millions | 2025 | 2024 | 2025 | 2024 | ||||||||||
| Income before income taxes | $ | 1,166 | $ | 1,594 | $ | 3,236 | $ | 4,239 | ||||||
| Current | ||||||||||||||
| Federal | (23) | (286) | (488) | (832) | ||||||||||
| State and Local | — | (19) | (29) | (43) | ||||||||||
| Foreign | (154) | (196) | (463) | (530) | ||||||||||
| Total current tax expense | $ | (177) | $ | (501) | $ | (980) | $ | (1,405) | ||||||
| Deferred | ||||||||||||||
| Federal | (136) | 54 | 52 | 177 | ||||||||||
| State and Local | (4) | (3) | — | (2) | ||||||||||
| Foreign | (7) | (4) | (53) | 7 | ||||||||||
| Total deferred tax benefit (expense) | $ | (147) | $ | 47 | $ | (1) | $ | 182 | ||||||
| Total income tax expense | $ | (324) | $ | (454) | $ | (981) | $ | (1,223) | ||||||
| Income from continuing operations | $ | 842 | $ | 1,140 | $ | 2,255 | $ | 3,016 | ||||||
| Worldwide effective tax rate | 28 | % | 28% | 30 | % | 29% |
The worldwide effective tax rates for the periods presented in the table above were primarily driven by Occidental's jurisdictional mix of income. U.S. income is taxed at a U.S. federal statutory rate of 21%, while international income is subject to tax at statutory rates as high as 55%.
RECENT TAX LEGISLATION
The OBBB was enacted on July 4, 2025, and introduces provisions expected to benefit Occidental including accelerated depreciation for newly acquired and constructed assets, favorable adjustments to interest expense limitation, immediate deduction of research and development costs, and increased tax credit values for qualified CO2 projects. In accordance with ASC 740, the financial statement impact of the OBBB was recognized in the third quarter of 2025. These provisions are expected to significantly reduce Occidental's 2025 cash tax liability.
In August 2022, Congress passed the IRA that contains, among other provisions, certain tax incentives related to climate change and clean energy. Since the enactment of the IRA, the U.S. Department of the Treasury has released a substantial amount of regulatory and sub-regulatory guidance. However, much of this guidance remains unfinalized, and significant questions persist regarding its application. In January 2025, the Trump Administration issued an executive order that pauses the disbursement of funds appropriated under the IRA. The ultimate impact of the IRA on Occidental’s businesses depends on several factors, including statutory interpretations in the final regulatory guidance pending issuance and potential changes to IRA incentives in future tax legislation.
The OECD Pillar Two initiative proposes to apply a 15% global minimum tax on multinational entities, applied on a jurisdiction-by-jurisdiction basis. Several countries, including European Union member states, Canada, and Oman, have enacted or are in the process of enacting legislation aligned with all, or portions of, Pillar Two. Occidental continues to monitor and assess the impact of new OECD Pillar Two administrative guidance and Pillar Two compliant legislation proposed and/or enacted in the jurisdictions in which the Company operates. Based on developments to date, Occidental does not anticipate any significant impact on the Company's results of operations or cash flows from the enactment of Pillar Two legislation.
| NOTE 8 - ENVIRONMENTAL LIABILITIES AND EXPENDITURES |
Occidental and its subsidiaries and their respective operations are subject to stringent federal, regional, state, provincial, tribal, local and international laws and regulations related to improving or maintaining environmental quality. The laws that require or address environmental remediation, including CERCLA and similar federal, regional, state, provincial, tribal, local and international laws, may apply retroactively and regardless of fault, the legality of the original activities or the current ownership or control of sites. Occidental or certain of its subsidiaries participate in or actively monitor a range of remedial activities and government or private proceedings under these laws with respect to alleged past practices at Third-Party, Currently Operated, and Closed or Non-Operated Sites, in addition to NPL Sites. Remedial activities may include one or more of the following: investigation involving sampling, modeling, risk assessment or monitoring; clean-up measures including removal, treatment or disposal; or operation and maintenance of remedial systems. The environmental proceedings seek funding or performance of remediation and, in some cases, compensation for alleged property damage, natural resource damages, punitive damages, civil penalties, injunctive relief and government oversight costs.
ENVIRONMENTAL REMEDIATION
As of September 30, 2025, certain Occidental subsidiaries participated in or monitored remedial activities or proceedings at 155 sites. The following table presents the current and non-current environmental remediation liabilities of such subsidiaries on a consolidated basis as of September 30, 2025. The current portion of $150 million is included in accrued liabilities and the remainder of $1.7 billion is included in other liabilities.
These environmental remediation sites are grouped into NPL Sites and the following three categories of non-NPL Sites—Third-Party Sites, Currently Operated Sites and Closed or Non-Operated Sites.
| millions, except number of sites | Number of Sites | Remediation Balance | ||||||
| NPL Sites | 32 | $ | 1,378 | |||||
| Third-Party Sites | 61 | 177 | ||||||
| Currently Operated Sites | 11 | 83 | ||||||
| Closed or Non-Operated Sites | 51 | 228 | ||||||
| Total | 155 | $ | 1,866 |
As of September 30, 2025, environmental remediation liabilities of Occidental subsidiaries exceeded $10 million each at 15 of the 155 sites described above, and 90 of the sites had liabilities less than $1 million each. Based on current estimates, Occidental expects its subsidiaries to expend funds corresponding to approximately 30% of the year-end remediation balance over the next three to four years with the remainder over the subsequent 10 or more years.
Occidental believes the range of reasonably possible additional losses of its subsidiaries beyond those amounts currently recorded for environmental remediation for the 155 environmental sites in the table above could be up to $1.9 billion. The status of Occidental's involvement with the sites and related significant assumptions have not changed materially since December 31, 2024.
DIAMOND ALKALI SUPERFUND SITE
The EPA has organized the DASS into four OUs for evaluating, selecting and implementing remediation under CERCLA. Current activities in each OU are summarized below, many of which are performed by Glenn Springs Holdings, Inc.
OU1 – 80 and 120 Lister Avenue in Newark, New Jersey: An Occidental subsidiary currently performs maintenance and monitoring for the interim remedy of OU1 pursuant to a 1990 Consent Decree for which such subsidiary inherited legal responsibility. In January 2025, the EPA issued a ROD for the final remedy of OU1 that provides for optimized containment for which it estimated a cost of $16 million.
OU2 – The Lower 8.3 Miles of the Lower Passaic River: In March 2016, the EPA issued a ROD specifying remedial actions required for OU2. During the third quarter of 2016, the EPA and an Occidental subsidiary entered into an AOC to complete the design of the remedy selected in the ROD. In May 2024, the EPA approved the remedial design for OU2. In June 2024, the EPA notified the subsidiary that the work required by the AOC has been fully performed in accordance with its terms. The EPA has estimated the cost to remediate OU2 to be approximately $1.4 billion.
OU3 – Newark Bay Study Area, including Newark Bay and portions of the Hackensack River, Arthur Kill, and Kill van Kull: A remedial investigation and feasibility study of OU3 was launched pursuant to a 2004 AOC which was amended in 2010. An Occidental subsidiary is currently performing feasibility study activities in OU3.
OU4 – The 17-mile Lower Passaic River Study Area, comprising OU2 and the Upper 9 Miles of the Lower Passaic River: In September 2021, the EPA issued a ROD selecting an interim remedy for the portion of OU4 that excludes OU2 and is located upstream from the Lister Avenue Plant site for which an Occidental subsidiary inherited legal responsibility. In March 2023, the EPA issued a Unilateral Administrative Order in which it directed and ordered such subsidiary to design the EPA’s selected interim remedy for OU4. The EPA has estimated the cost to remediate OU4 to be approximately $440 million.
Natural Resource Trustees – In addition to the activities described above, federal and state natural resource trustees are assessing natural resources in the Lower Passaic River and Greater Newark Bay to evaluate potential claims for natural resource damages.
OTHER INFORMATION
For the DASS, an Occidental subsidiary has accrued a reserve relating to its estimated allocable share of remediation costs that it believes are probable and reasonably estimable. The reserve includes the cost to perform the maintenance and monitoring required in the OU1 Consent Decree and the remedial investigation and feasibility study required in OU3 (Newark Bay); and a substantial portion of the estimated costs to design and implement the remedies selected in the OU2 ROD and AOC and the OU4 ROD and OU4 Unilateral Administrative Order based upon a December 2024 order of the U.S. District Court for the District of New Jersey approving the proposed settlement and Amended Consent Decree the EPA entered into with 82 potentially responsible parties.
The Occidental subsidiary's accrued environmental remediation reserve does not reflect the potential for additional remediation costs or natural resource damages for the DASS that such subsidiary believes are not reasonably estimable. The ultimate liability at the DASS may be higher or lower than the reserved amount and the reasonably possible additional losses, and is subject to final design plans, further action by the EPA and natural resource trustees, and the resolution of the subsidiary's allocable share with other potentially responsible parties, among other factors.
The estimated costs currently recorded for remediation at the DASS as well as the range of reasonably possible additional losses beyond those amounts currently recorded continue to be evaluated. Given the complexity and extent of the remediation efforts, estimates of the remediation costs may increase or decrease over time as new information becomes available. Refer to Note 5 - Acquisitions and Divestitures for information related to the retention of environmental liabilities following the close of the OxyChem Transaction.
| NOTE 9 - LAWSUITS, CLAIMS, COMMITMENTS AND CONTINGENCIES |
LEGAL MATTERS
Occidental or certain of its subsidiaries are involved, in the normal course of business, in lawsuits, claims and other legal proceedings that seek, among other things, compensation for alleged personal injury, breach of contract, property damage or other losses, punitive damages, civil penalties, or injunctive or declaratory relief. Occidental or certain of its subsidiaries also are involved in proceedings under CERCLA and similar federal, regional, state, provincial, tribal, local and international environmental laws. These environmental proceedings seek funding or performance of remediation and, in some cases, compensation for alleged property damage, natural resource damages, punitive damages, civil penalties, injunctive relief and government oversight costs. Usually Occidental or such subsidiaries are among many companies in these environmental proceedings and have to date been successful in sharing remediation costs with other financially sound companies. Further, some lawsuits, claims and legal proceedings involve acquired or divested assets with respect to which a third party or Occidental or its subsidiary retains liability or indemnifies the other party for conditions that existed prior to the transaction.
In accordance with applicable accounting guidance, Occidental or its subsidiaries accrue contingency reserves for outstanding lawsuits, claims and proceedings when it is probable that a liability has been incurred and the liability can be reasonably estimated. Contingency reserves for matters, other than for tax matters discussed below and environmental matters discussed in Note 8 – Environmental Liabilities and Expenditures, that satisfy these criteria as of September 30, 2025 were not material to Occidental’s Consolidated Condensed Balance Sheets.
If unfavorable outcomes of these matters were to occur, future results of operations or cash flows for any particular quarterly or annual period could be materially adversely affected. Occidental’s estimates are based on information known about the legal matters and its experience in contesting, litigating and settling similar matters. Occidental will reassess the probability and estimability of contingent losses as new information becomes available.
TAX MATTERS AND DISPUTES
During the course of its operations, Occidental is subject to audit by tax authorities for varying periods in various federal, state, local and international tax jurisdictions. Tax years through 2021 for U.S. federal income tax purposes have been audited by the IRS pursuant to its Compliance Assurance Program and subsequent taxable years are currently under review. Tax years through 2018 have been audited for state income tax purposes. There are no outstanding significant audit matters in international jurisdictions. During the course of tax audits, disputes have arisen and other disputes may arise as to facts and matters of law.
For Anadarko, its taxable years through 2014 and tax year 2016 for U.S. federal tax purposes have been audited and closed by the IRS. Tax years 2015 and 2017 through 2019 have been audited by the IRS but remain open pending the outcome of the Tronox U.S. Tax Court litigation discussed below. Tax years through 2010 have been audited for state income tax purposes. There are no outstanding significant audit matters in international jurisdictions. As stated above, during the course of tax audits, disputes have arisen and other disputes may arise as to facts and matters of law.
Other than the dispute discussed below, Occidental believes that the resolution of these outstanding tax disputes would not have a material adverse effect on its consolidated financial position or results of operations.
Anadarko received an $881 million tentative refund in 2016 related to its $5.2 billion Tronox Adversary Proceeding settlement payment in 2015. In September 2018, Anadarko received a statutory notice of deficiency from the IRS disallowing the net operating loss carryback and rejecting Anadarko’s refund claim. Anadarko disagreed and, in November 2018, filed a petition with the U.S. Tax Court to dispute the disallowance. Trial was held in May 2023. The parties filed post-trial briefs throughout 2023 and 2024. Closing arguments were held in May 2024. The Tax Court may issue an opinion at any time. If the Tax Court opines that all or a portion of the original $5.2 billion deduction is not deductible, a computation phase will commence where the parties will compute the tax amount to be included in the Tax Court’s decision. Once the parties submit their computation, the Tax Court will formally enter the decision reflecting the computed tax amount. To pursue an appeal of the Tax Court’s decision, any tax due as a result of the Tax Court’s decision must be fully bonded or paid within 90 days of the decision’s entry. If Anadarko does not pursue an appeal, the IRS will assess any resulting tax deficiency, including interest, and issue a notice demanding payment thereof.
In accordance with ASC 740’s guidance on the accounting for uncertain tax positions, Occidental has recorded no tax benefit on the tentative cash tax refund of $881 million. Additionally, Occidental has recorded no tax benefit on approximately $500 million of additional cash tax benefits realized from the utilization of tax attributes generated as a result of the deduction of the $5.2 billion Tronox Adversary Proceeding settlement payment in 2015. If the payment is ultimately determined not to be deductible, Occidental would be required to repay the tentative refund received, plus other cash benefits received related to the $5.2 billion deduction, plus interest, which as of September 30, 2025 totaled approximately $2.3 billion. As a result, should Occidental not ultimately prevail on the issue, there would be no additional tax expense recorded relative to this position for financial statement purposes other than future interest. However, in that event, as of
September 30, 2025, Occidental would be required to repay approximately $1.4 billion in federal and state taxes and accrued interest of $899 million. A liability for the taxes and interest is included in other liabilities.
INDEMNITIES TO THIRD PARTIES
Occidental, its subsidiaries, or both have indemnified various parties against specified liabilities those parties might incur in the future in connection with purchases and other transactions that they have entered into with Occidental or its subsidiaries. These indemnities usually are contingent upon the other party incurring liabilities that reach specified thresholds. As of September 30, 2025, Occidental is not aware of circumstances that it believes would reasonably be expected to lead to indemnity claims that would result in payments materially in excess of reserves.
| NOTE 10 - EARNINGS PER SHARE AND EQUITY |
The following table presents the calculation of basic and diluted EPS attributable to common stockholders:
| Three months ended September 30, | Nine months ended September 30, | |||||||||||||
| millions except per-share amounts | 2025 | 2024 | 2025 | 2024 | ||||||||||
| Income from continuing operations | $ | 842 | $ | 1,140 | $ | 2,255 | $ | 3,016 | ||||||
| Discontinued operations, net of taxes (a) | — | — | — | 182 | ||||||||||
| Net income | $ | 842 | $ | 1,140 | $ | 2,255 | $ | 3,198 | ||||||
| Less: Income attributable to noncontrolling interest | (12) | (7) | (31) | (15) | ||||||||||
| Less: Preferred stock dividends | (169) | (169) | (509) | (509) | ||||||||||
| Net income attributable to common stock | $ | 661 | $ | 964 | $ | 1,715 | $ | 2,674 | ||||||
| Less: Incremental fair value for warrants inducement | — | — | (25) | — | ||||||||||
| Less: Net income allocated to participating securities | (4) | (5) | (11) | (15) | ||||||||||
| Net income, net of participating securities | $ | 657 | $ | 959 | $ | 1,679 | $ | 2,659 | ||||||
| Weighted-average number of basic shares | 986.4 | 927.5 | 971.2 | 902.1 | ||||||||||
| Basic income per common share | $ | 0.67 | $ | 1.03 | $ | 1.73 | $ | 2.95 | ||||||
| Net income attributable to common stock | $ | 661 | $ | 964 | $ | 1,715 | $ | 2,674 | ||||||
| Less: Incremental fair value for warrants inducement | — | — | (25) | — | ||||||||||
| Less: Net income allocated to participating securities | (4) | (4) | (10) | (14) | ||||||||||
| Net income, net of participating securities | $ | 657 | $ | 960 | $ | 1,680 | $ | 2,660 | ||||||
| Weighted-average number of basic shares | 986.4 | 927.5 | 971.2 | 902.1 | ||||||||||
| Dilutive securities | 16.7 | 48.2 | 27.9 | 59.3 | ||||||||||
| Dilutive effect of potentially dilutive securities | 1,003.1 | 975.7 | 999.1 | 961.4 | ||||||||||
| Diluted income per common share | $ | 0.65 | $ | 0.98 | $ | 1.68 | $ | 2.77 |
(a) In 2024, an arbitration was settled related to discontinued operations in Ecuador which resulted in a gain of $182 million, net of taxes.
For the three and nine months ended September 30, 2025, warrants held by Berkshire Hathaway for 83.9 million shares were excluded from diluted shares as their effect would have been anti-dilutive. For the three months ended September 30, 2024, warrants held by Berkshire Hathaway for 83.9 million shares were excluded from diluted shares as their effect would have been anti-dilutive. For the nine months ended September 30, 2024, there were no shares that were excluded from diluted shares.
The following table presents Occidental's common share activity, including exercises of warrants, and other transactions in Occidental's common stock in 2025:
| Period | Exercise of Warrants (a) | Other (b) | Common Stock Outstanding | ||||||||||||||
| December 31, 2024 | 938,457,983 | ||||||||||||||||
| First Quarter 2025 | 123,673 | 3,468,265 | 942,049,921 | ||||||||||||||
| Second Quarter 2025 | 41,926,088 | 440,156 | 984,416,165 | ||||||||||||||
| Third Quarter 2025 | 726,741 | 32,123 | 985,175,029 | ||||||||||||||
| Total | 42,776,502 | 3,940,544 | 985,175,029 | ||||||||||||||
(a) $912 million of cash was received in the first nine months of 2025 from the exercise of common stock warrants.
(b) Consists of issuances under the 2015 long-term incentive plan, the OPC savings plan and the dividend reinvestment plan.
As of September 30, 2025, Occidental had 31.3 million outstanding warrants with a strike of $22.00 per share and 83.9 million warrants held by Berkshire Hathaway with a strike of $59.59 per share.
On March 3, 2025, Occidental announced an offer to exercise its outstanding publicly traded warrants, each exercisable at $22.00, at a temporarily reduced price of $21.30 per share with an expiration date of March 31, 2025. In April 2025, Occidental issued 41.9 million shares of stock in return for proceeds of approximately $890 million. The incremental fair value of the warrants related to the change in exercise price was recognized as an equity issuance cost. The proceeds from the warrant exercise were used to repay near-term debt maturities (See Note 4 - Long-Term Debt).
| NOTE 11 - SEGMENTS |
Occidental conducts its operations through three segments: oil and gas, chemical and midstream and marketing. Income taxes, interest income, interest expense, environmental remediation expenses and unallocated corporate expenses are included under corporate and eliminations. Intersegment sales eliminate upon consolidation and are generally made at prices approximating those that the selling entity would be able to obtain in third-party transactions.
Occidental’s President and CEO is the CODM and is ultimately responsible for allocating resources and assessing the performance of each operating segment. For all three reporting segments, the CODM utilizes segment income (loss) from continuing operations before income taxes to measure performance, as well as allocate resources (including financial or capital resources) for each segment, predominantly in the annual budget and forecasting process.
The following table reconciles segment income from continuing operations before taxes to net income attributable to common shares:
| Three months ended September 30, | Nine months ended September 30, | |||||||||||||
| millions | 2025 | 2024 | 2025 | 2024 | ||||||||||
| Segment income (losses) from continuing operations before taxes | ||||||||||||||
| Oil and gas segment | $ | 1,300 | $ | 1,165 | $ | 3,931 | $ | 4,042 | ||||||
| Chemical segment | 197 | 304 | 595 | 854 | ||||||||||
| Midstream and marketing segment | 93 | 631 | 65 | 714 | ||||||||||
| Corporate and eliminations | (154) | (194) | (491) | (523) | ||||||||||
| Interest and debt expense, net | (270) | (312) | (864) | (848) | ||||||||||
| Income from continuing operations before income taxes | $ | 1,166 | $ | 1,594 | $ | 3,236 | $ | 4,239 | ||||||
| Income tax expense | (324) | (454) | (981) | (1,223) | ||||||||||
| Income from continuing operations | $ | 842 | $ | 1,140 | $ | 2,255 | $ | 3,016 | ||||||
| Discontinued operations, net of tax | — | — | — | 182 | ||||||||||
| Net income | $ | 842 | $ | 1,140 | $ | 2,255 | $ | 3,198 | ||||||
| Less: Net income attributable to noncontrolling interest | (12) | (7) | (31) | (15) | ||||||||||
| Less: Preferred stock dividends | (169) | (169) | (509) | (509) | ||||||||||
| Net income attributable to common stockholders | $ | 661 | $ | 964 | $ | 1,715 | $ | 2,674 |
The following tables include a summary of significant revenue and expense line items for each segment. Items within “Significant segment expenses” align with the significant segment-level information that is regularly provided to the CODM.
OIL AND GAS SEGMENT
| Three months ended September 30, | Nine months ended September 30, | |||||||||||||
| millions | 2025 | 2024 | 2025 | 2024 | ||||||||||
| Revenues and other income | ||||||||||||||
| Net sales | $ | 5,404 | $ | 5,697 | $ | 16,096 | $ | 16,081 | ||||||
| Losses on sale of assets and other, net | (20) | (556) | (28) | (546) | ||||||||||
| Total | $ | 5,384 | $ | 5,141 | $ | 16,068 | $ | 15,535 | ||||||
| Significant segment expenses | ||||||||||||||
| Oil and gas lease operating expense | 1,174 | 1,207 | 3,526 | 3,547 | ||||||||||
| Transportation and gathering expense | 408 | 400 | 1,218 | 1,148 | ||||||||||
| Other operating and non-operating expense | 261 | 228 | 862 | 735 | ||||||||||
| Taxes other than on income | 243 | 253 | 765 | 748 | ||||||||||
| Depreciation, depletion and amortization | 1,842 | 1,722 | 5,262 | 4,792 | ||||||||||
| Other segment expenses (a) | 158 | 156 | 495 | 493 | ||||||||||
| Total | $ | 4,086 | $ | 3,966 | $ | 12,128 | $ | 11,463 | ||||||
| Segment income before other items | $ | 1,298 | $ | 1,175 | $ | 3,940 | $ | 4,072 | ||||||
| Income (losses) from equity investments and other | 2 | (10) | (9) | (30) | ||||||||||
| Segment income from continuing operations before taxes | $ | 1,300 | $ | 1,165 | $ | 3,931 | $ | 4,042 | ||||||
(a) Other segment expenses include selling, general and administrative expense and exploration expense.
CHEMICAL SEGMENT
| Three months ended September 30, | Nine months ended September 30, | |||||||||||||
| millions | 2025 | 2024 | 2025 | 2024 | ||||||||||
| Revenues and other income | ||||||||||||||
| Net sales (a) | $ | 1,166 | $ | 1,246 | $ | 3,581 | $ | 3,706 | ||||||
| Gains on sale of assets and other income, net | 4 | 3 | 22 | 15 | ||||||||||
| Total | $ | 1,170 | $ | 1,249 | $ | 3,603 | $ | 3,721 | ||||||
| Significant segment expenses | ||||||||||||||
| Cost of sales | 850 | 841 | 2,633 | 2,529 | ||||||||||
| Depreciation, depletion and amortization | 95 | 92 | 283 | 270 | ||||||||||
| Other segment expenses (b) | 53 | 37 | 170 | 145 | ||||||||||
| Total | $ | 998 | $ | 970 | $ | 3,086 | $ | 2,944 | ||||||
| Segment income before other items | $ | 172 | $ | 279 | $ | 517 | $ | 777 | ||||||
| Income from equity investments and other | 25 | 25 | 78 | 77 | ||||||||||
| Segment income from continuing operations before taxes | $ | 197 | $ | 304 | $ | 595 | $ | 854 | ||||||
(a) Includes revenue from customers and all other revenues.
(b) Other segment expenses include other operating and non-operating expense and selling, general and administrative expense.
MIDSTREAM AND MARKETING SEGMENT
| Three months ended September 30, | Nine months ended September 30, | |||||||||||||
| millions | 2025 | 2024 | 2025 | 2024 | ||||||||||
| Revenues and other income | ||||||||||||||
| Net sales (a) | $ | 306 | $ | 440 | $ | 935 | $ | 821 | ||||||
| Gains on sale of assets and other income, net | 95 | 515 | 159 | 611 | ||||||||||
| Total | $ | 401 | $ | 955 | $ | 1,094 | $ | 1,432 | ||||||
| Significant segment expenses | ||||||||||||||
| Cost of sales | 230 | 276 | 642 | 807 | ||||||||||
| Other operating and non-operating expense | 93 | 61 | 276 | 212 | ||||||||||
| Depreciation, depletion and amortization | 87 | 83 | 262 | 249 | ||||||||||
| Other segment expenses (b) | 41 | 55 | 113 | 112 | ||||||||||
| Total | $ | 451 | $ | 475 | $ | 1,293 | $ | 1,380 | ||||||
| Segment income (losses) before other items | $ | (50) | $ | 480 | $ | (199) | $ | 52 | ||||||
| Income from equity investments and other | 143 | 151 | 264 | 662 | ||||||||||
| Segment income from continuing operations before taxes | $ | 93 | $ | 631 | $ | 65 | $ | 714 | ||||||
(a) Includes revenue from customers and all other revenues.
(b) Other segment expenses include transportation expense, taxes other than on income, selling, general and administrative expense and asset impairments and other charges.
SEGMENT INVESTMENTS AND EXPENDITURES
The following table includes segment-level balance sheet information:
| millions | Oil and gas | Chemical | Midstream and marketing | Corporate and eliminations | Total | |||||||||||||||
| September 30, 2025 | ||||||||||||||||||||
| PP&E Additions | $ | 4,428 | $ | 799 | $ | 553 | $ | 71 | $ | 5,851 | ||||||||||
| Investments in unconsolidated entities | $ | 126 | $ | 484 | $ | 2,379 | $ | — | $ | 2,989 | ||||||||||
| Total Assets | $ | 60,547 | $ | 5,770 | $ | 13,786 | $ | 3,369 | $ | 83,472 |
| September 30, 2024 | ||||||||||||||||||||
| PP&E Additions | $ | 4,152 | $ | 432 | $ | 686 | $ | 101 | $ | 5,371 | ||||||||||
| Investments in unconsolidated entities | $ | 97 | $ | 524 | $ | 2,574 | $ | — | $ | 3,195 | ||||||||||
| Total Assets | $ | 64,042 | $ | 4,943 | $ | 14,212 | $ | 2,606 | $ | 85,803 |
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