Item 1. Financial Statements.

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Item 1. Financial Statements.

TARGA RESOURCES CORP.

CONSOLIDATED B****ALANCE SHEETS

March 31, 2026December 31, 2025
(Unaudited)
(In millions)
ASSETS
Current assets:
Cash and cash equivalents$100.1$166.1
Trade receivables, net of allowances of $0.7 million and $0.7 million as of March 31, 2026 and December 31, 20251,691.71,474.6
Inventories334.4429.3
Assets from risk management activities100.6154.7
Other current assets211.4138.0
Total current assets2,438.22,362.7
Property, plant and equipment, net21,770.920,534.8
Intangible assets, net2,201.21,651.4
Long-term assets from risk management activities38.535.0
Investments in unconsolidated affiliates315.0307.1
Other long-term assets343.5327.4
Total assets$27,107.3$25,218.4
LIABILITIES AND OWNERS’ EQUITY
Current liabilities:
Accounts payable$1,987.9$1,873.0
Accrued liabilities193.2358.6
Interest payable149.8311.0
Liabilities from risk management activities368.1234.1
Current debt obligations696.9770.1
Total current liabilities3,395.93,546.8
Long-term debt18,434.916,662.4
Long-term liabilities from risk management activities112.822.5
Deferred income taxes, net1,479.21,393.5
Other long-term liabilities415.5395.0
Contingencies (see Note 12)
Owners’ equity:
Targa Resources Corp. stockholders’ equity:
Common Stock ($0.001 par value, 450,000,000 shares authorized as of March 31, 2026 and December 31, 2025)0.20.2
Issued Outstanding
March 31, 2026 243,245,513 214,729,502
December 31, 2025 242,770,213 214,662,156
Additional paid-in capital3,111.33,088.1
Retained earnings (deficit)2,556.92,294.4
Accumulated other comprehensive income (loss)(14.7)113.8
Treasury stock, at cost (28,516,011 shares and 28,108,057 shares as of March 31, 2026 and December 31, 2025)(2,517.2)(2,428.6)
Total Targa Resources Corp. stockholders’ equity3,136.53,067.9
Noncontrolling interests132.5130.3
Total owners’ equity3,269.03,198.2
Total liabilities and owners’ equity$27,107.3$25,218.4

See notes to consolidated financial statements.

TARGA RESOURCES CORP.

CONSOLIDATED STATEM****ENTS OF OPERATIONS

Three Months Ended March 31,
20262025
(Unaudited)
(In millions, except per share amounts)
Revenues:
Sales of commodities$3,344.6$3,884.4
Fees from midstream services750.1677.1
Total revenues4,094.74,561.5
Costs and expenses:
Product purchases and fuel2,394.53,257.8
Operating expenses333.7303.6
Depreciation and amortization expense426.0367.6
General and administrative expense107.894.5
Other operating (income) expense(14.2)(5.3)
Income (loss) from operations846.9543.3
Other income (expense):
Interest expense, net(227.6)(197.1)
Equity earnings (loss)8.65.5
Other, net(16.6)0.3
Income (loss) before income taxes611.3352.0
Income tax (expense) benefit(123.9)(72.2)
Net income (loss)487.4279.8
Less: Net income (loss) attributable to noncontrolling interests7.89.3
Net income (loss) attributable to Targa Resources Corp.479.6270.5
Premium on repurchase of noncontrolling interests, net of tax—70.5
Net income (loss) attributable to common shareholders$479.6$200.0
Net income (loss) per common share - basic$2.22$0.91
Net income (loss) per common share - diluted$2.21$0.91
Weighted average shares outstanding - basic214.8217.9
Weighted average shares outstanding - diluted215.5218.7

See notes to consolidated financial statements.

TARGA RESOURCES CORP.

CONSOLIDATED STATEMENTS OF C****OMPREHENSIVE INCOME (LOSS)

Three Months Ended March 31,
20262025
Pre-TaxRelated Income TaxAfter TaxPre-TaxRelated Income TaxAfter Tax
(Unaudited)
(In millions)
Net income (loss)$487.4$279.8
Other comprehensive income (loss):
Commodity hedging contracts:
Change in fair value$(166.9)$38.2(128.7)$(33.8)$7.7(26.1)
Settlements reclassified to revenues0.2—0.26.1(1.4)4.7
Other comprehensive income (loss)(166.7)38.2(128.5)(27.7)6.3(21.4)
Comprehensive income (loss)358.9258.4
Less: Comprehensive income (loss) attributable to noncontrolling interests7.89.3
Comprehensive income (loss) attributable to Targa Resources Corp.$351.1$249.1

See notes to consolidated financial statements.

TARGA RESOURCES CORP.

CONSOLIDATED STATEM****ENTS OF CASH FLOWS

Three Months Ended March 31,
20262025
(Unaudited)
(In millions)
Cash flows from operating activities
Net income (loss)$487.4$279.8
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Amortization in interest expense4.93.9
Compensation on equity grants23.217.6
Depreciation and amortization expense426.0367.6
Deferred income tax expense (benefit)123.956.9
Equity (earnings) loss of unconsolidated affiliates(8.6)(5.5)
Distributions of earnings received from unconsolidated affiliates1.72.4
Risk management activities110.3248.8
Other, net15.83.9
Changes in operating assets and liabilities, net of acquisitions:
Receivables and other assets(198.0)217.1
Inventories96.078.8
Accounts payable, accrued liabilities and other liabilities(181.9)(169.3)
Interest payable(161.2)(147.6)
Net cash provided by (used in) operating activities739.5954.4
Cash flows from investing activities
Outlays for property, plant and equipment(899.5)(792.2)
Outlays for business acquisition, net of cash acquired(1,261.3)—
Investments in unconsolidated affiliates(4.0)(23.8)
Return of capital from unconsolidated affiliates3.02.5
Other, net0.90.2
Net cash provided by (used in) investing activities(2,160.9)(813.3)
Cash flows from financing activities
Debt obligations:
Proceeds from borrowings of commercial paper notes31,824.025,432.0
Repayments of commercial paper notes(31,528.0)(25,642.5)
Proceeds from borrowings under accounts receivable securitization facility1,200.0870.0
Repayments of accounts receivable securitization facility(600.0)(600.0)
Proceeds from issuance of senior unsecured notes1,498.41,993.9
Redemption of senior unsecured notes(687.1)—
Principal payments of finance leases(23.8)(14.6)
Costs incurred in connection with financing arrangements(15.0)(29.3)
Repurchases of common stock(55.0)(124.9)
Shares tendered for tax withholding obligations(33.6)(46.5)
Distributions to noncontrolling interests(5.6)(17.9)
Repurchase of noncontrolling interests—(1,800.0)
Dividends paid to common shareholders(218.9)(167.2)
Net cash provided by (used in) financing activities1,355.4(147.0)
Net change in cash and cash equivalents(66.0)(5.9)
Cash and cash equivalents, beginning of period166.1157.3
Cash and cash equivalents, end of period$100.1$151.4

See notes to consolidated financial statements

TARGA RESOURCES CORP.

CONSOLIDATED STATEMENTS OF CHANGES IN O****WNERS’ EQUITY

RetainedAccumulated
AdditionalEarningsOtherTreasuryTotal
Common StockPaid in(AccumulatedComprehensiveSharesNoncontrollingOwners’
SharesAmountCapitalDeficit)Income (Loss)SharesAmountInterestsEquity
(Unaudited)
(In millions, except shares in thousands)
Balance, December 31, 2025214,662$0.2$3,088.1$2,294.4$113.828,108$**(**2,428.6)$130.3$3,198.2
Compensation on equity grants——23.2—————23.2
Dividend equivalent rights———(1.1)————(1.1)
Shares issued under compensation program476————————
Shares tendered for tax withholding obligations(180)————180(33.6)—(33.6)
Repurchases of common stock(228)————228(55.0)—(55.0)
Common stock dividends
Dividends - $1.00 per share———(216.0)————(216.0)
Distributions to noncontrolling interests———————(5.6)(5.6)
Other comprehensive income (loss)————(128.5)———(128.5)
Net income (loss)———479.6———7.8487.4
Balance, March 31, 2026214,730$0.2$3,111.3$2,556.9$**(**14.7)28,516$**(**2,517.2)$132.5$3,269.0
RetainedAccumulated
AdditionalEarningsOtherTreasuryTotal
Common StockPaid in(AccumulatedComprehensiveSharesNoncontrollingOwners’
SharesAmountCapitalDeficit)Income (Loss)SharesAmountInterestsEquity
(Unaudited)
(In millions, except shares in thousands)
Balance, December 31, 2024217,764$0.2$3,089.1$1,190.0$27.524,000$**(**1,714.4)$1,825.8$4,418.2
Compensation on equity grants——17.6—————17.6
Dividend equivalent rights———(0.7)————(0.7)
Shares issued under compensation program564————————
Shares tendered for tax withholding obligations(216)————216(46.5)—(46.5)
Repurchases of common stock(651)————651(124.9)—(124.9)
Excise tax on repurchases of common stock——————(0.5)—(0.5)
Common stock dividends
Dividends - $0.75 per share———(164.5)————(164.5)
Distributions to noncontrolling interests———————(4.7)(4.7)
Repurchase of noncontrolling interests, net of tax——(70.5)————(1,709.2)(1,779.7)
Other comprehensive income (loss)————(21.4)———(21.4)
Net income (loss)———270.5———9.3279.8
Balance, March 31, 2025217,461$0.2$3,036.2$1,295.3$6.124,867$**(**1,886.3)$121.2$2,572.7

See notes to consolidated financial statements.

TARGA RESOURCES CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

Except as noted within the context of each footnote disclosure, the dollar amounts presented in the tabular data within these footnote disclosures are stated in millions of dollars.

Note 1 — Organizati****on and Operations

Our Organization

Targa Resources Corp. (NYSE: TRGP) is a publicly traded Delaware corporation formed in October 2005. Targa is a leading provider of midstream services and is one of the largest independent infrastructure companies in North America. We own, operate, acquire, and develop a diversified portfolio of complementary domestic infrastructure assets.

In this Quarterly Report, unless the context requires otherwise, references to “we,” “us,” “our,” “the Company,” “Targa” or “TRGP” are intended to mean our consolidated business and operations. TRGP controls the general partner of and owns all of the outstanding common units representing limited partner interests in Targa Resources Partners LP, referred to herein as the “Partnership.” Targa consolidates the Partnership and its subsidiaries under GAAP, and the accompanying consolidated financial statements have been prepared under the rules and regulations of the SEC. Targa’s consolidated financial statements include differences from the consolidated financial statements of the Partnership. The most noteworthy differences are:

the inclusion of the TRGP senior revolving credit facility;

the inclusion of the TRGP senior unsecured notes;

the inclusion of the TRGP commercial paper notes; and

the impacts of TRGP’s treatment as a corporation for U.S. federal income tax purposes.

Our Operations

The Company is primarily engaged in the business of:

gathering, compressing, treating, processing, transporting, and purchasing and selling natural gas;

transporting, storing, fractionating, treating, and purchasing and selling NGLs and NGL products, including services to LPG exporters; and

gathering, storing, terminaling, and purchasing and selling crude oil.

See “Note 16 – Segment Information” for certain financial information regarding our business segments.

Note 2 — Basis of Presentation

The accompanying unaudited consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q and do not include all information and disclosures required by GAAP. Therefore, this information should be read in conjunction with our consolidated financial statements and notes contained in our Annual Report. The information furnished herein reflects all adjustments that are, in the opinion of management, of a normal recurring nature and considered necessary for a fair statement of the results of the interim periods reported. All significant intercompany balances and transactions have been eliminated in consolidation. Certain amounts in prior periods have been reclassified to conform to the current year presentation. Operating results for the three months ended March 31, 2026 are not necessarily indicative of the results that may be expected for the year ending December 31, 2026.

Note 3 — Significant Accounting Policies

The accounting policies that we follow are set forth in “Note 3 – Significant Accounting Policies” of the Notes to Consolidated Financial Statements in our Annual Report. Other than the updates noted below, there were no significant updates or revisions to our accounting policies during the three months ended March 31, 2026.

Recently issued accounting pronouncements not yet adopted

Disaggregation of Income Statement Expenses

In November 2024, the FASB issued ASU 2024-03, Comprehensive income (Topic 220): Disaggregation of Income Statement Expenses. The amendments in this update require, among other items, that public entities disclose, on an annual and interim basis, in tabular format in the footnotes to the financial statements, disaggregated information about specific categories underlying certain income statement expense line items that contain any of the following expense categories (i) purchases of inventory, (ii) employee compensation, (iii) depreciation, (iv) intangible asset amortization, and (v) depletion. Additionally, the amendments require disclosure of the total amount of selling expenses and an annual disclosure of the definition of selling expenses.

These amendments are effective for fiscal years beginning after December 15, 2026, and for interim periods within fiscal years beginning after December 15, 2027, with early adoption permitted. The disclosures may be applied either prospectively or retrospectively to any or all prior periods presented in the financial statements. We are evaluating the effect of the amendments on our notes to consolidated financial statements and expect to disclose the required information for fiscal years beginning in the annual report on Form 10-K for the year ending December 31, 2027 and for interim periods beginning in the quarterly report on Form 10-Q for the quarter ending March 31, 2028. The impact of the adoption will be limited to disclosure in the notes to consolidated financial statements.

Targeted Improvements to the Accounting for Internal-Use Software

In September 2025, the FASB issued ASU 2025-06, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software. The amendments in this update, among other items, remove all references to prescriptive and sequential software development stages and require entities to start capitalizing software costs when (i) management has authorized and committed to funding the software project, and (ii) it is probable that the project will be completed and the software will be used to perform the function intended.

These amendments are effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2027, with early adoption permitted. The amendments permit the use of prospective, modified retrospective, or full retrospective transition approaches. We are evaluating the effect of the amendments on our consolidated financial statements and related disclosures. We expect to apply the amendments for interim periods beginning in the quarterly report on Form 10-Q for the quarter ending March 31, 2028 and for fiscal years beginning in the annual report on Form 10-K for the year ending December 31, 2028.

Accounting for Government Grants Received by Business Entities

In December 2025, the FASB issued ASU 2025-10, Government Grants (Topic 832): Accounting for Government Grants Received by Business Entities. The amendments in this update, among other items, establish guidance on the recognition, measurement and presentation of government grants received by a business entity.

These amendments are effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2028, with early adoption permitted. The amendments permit the use of modified prospective, modified retrospective, or retrospective approaches. We are evaluating the effect of the amendments on our consolidated financial statements and related disclosures. We expect to apply the amendments for interim periods beginning in the quarterly report on Form 10-Q for the quarter ending March 31, 2029 and for fiscal years beginning in the annual report on Form 10-K for the year ending December 31, 2029.

Note 4 — Acquisitions and Joint Ventures

Badlands Acquisition

In March 2025, we completed the acquisition of Blackstone’s 45% interest in Targa Badlands LLC (“Targa Badlands”) for aggregate consideration of $1.8 billion in cash, with an additional $0.4 million of capitalized transaction costs (the “Badlands Transaction”). As a result of the acquisition, we own 100% of the interests in and earnings of Targa Badlands effective January 1, 2025. The change in our ownership interest was accounted for as an equity transaction representing the acquisition of noncontrolling interests. The amount of the redemption price in excess of the carrying amount, net of tax, was $70.5 million, which was accounted for as a premium on repurchase of noncontrolling interests, and resulted in a reduction to Net income (loss) attributable to common shareholders.

Dovetail Acquisition

In December 2025, we completed the purchase of all of the membership interests in Dovetail Midstream, LLC (“Dovetail”), a wholly-owned subsidiary of Riley Exploration Permian, Inc (“Riley”) and the purchase of certain compressor assets from Riley for aggregate cash consideration of approximately $122.8 million, subject to customary closing adjustments (the “Dovetail Acquisition”). The assets acquired in the Dovetail Acquisition primarily consist of compression and natural gas gathering infrastructure in Eddy County, New Mexico. Subject to certain volume-based performance thresholds, additional cash of up to $60.0 million may be payable to Riley over a five-year period from the acquisition date.

The Dovetail Acquisition was accounted for under the acquisition method in accordance with ASC 805, Business Combinations, which requires, among other things, assets acquired and liabilities assumed to be recorded at their fair value on the acquisition date. The preliminary valuation of the acquired assets and liabilities was prepared using fair value methods and assumptions, including projections of future production volumes, commodity prices, and other cash flows, market-participant assumptions (e.g., discount rate and exit multiple), tangible asset replacement costs, and other management estimates. The fair value measurements of assets acquired and liabilities assumed are based on inputs that are not observable in the market and therefore represent Level 3 inputs, as defined in “Note 11 – Fair Value Measurements.” These inputs require judgments and estimates at the time of valuation.

We are in the process of finalizing valuations related to property, plant and equipment, goodwill, and contingent consideration. The final valuation will be completed no later than one year from the acquisition date.

Stakeholder Acquisition

In January 2026, we completed the acquisition of all of the membership interests in Stakeholder Midstream, LLC (“Stakeholder”) for a purchase price of $1.25 billion (the “Stakeholder Acquisition”), subject to customary closing adjustments. We acquired a portfolio of complementary Permian Basin midstream infrastructure assets, including approximately 480 miles of natural gas pipelines, approximately 180 MMcf/d of cryogenic natural gas processing and sour treating capacity, carbon capture activities generating 45Q tax credits, and a small crude oil gathering system. The Stakeholder assets have been integrated into our Permian Delaware operations. The acquisition had an effective date of January 1, 2026. We used $650.0 million in borrowings from our Commercial Paper Program and $600.0 million from our Securitization Facility to fund the Stakeholder Acquisition.

The Stakeholder Acquisition was accounted for under the acquisition method in accordance with ASC 805, Business Combinations, which requires, among other things, assets acquired and liabilities assumed to be recorded at their fair value on the acquisition date. The preliminary allocation of the purchase price, which is subject to certain adjustments, was based upon preliminary valuations from estimates and assumptions that management believes are reasonable; however, management’s estimates and assumptions are subject to change upon the completion of the final valuations or as information necessary to complete the fair value analysis is obtained. The valuation of the acquired assets and liabilities was prepared using fair value methods and assumptions, including projections of future production volumes, commodity prices, and other cash flows, market-participant assumptions (e.g., discount rate and exit multiple), expectations regarding customer contracts and relationships, tangible asset replacement costs, and other management estimates. The fair value measurements of assets acquired and liabilities assumed are based on inputs that are not observable in the market and therefore represent Level 3 inputs, as defined in “Note 11 – Fair Value Measurements.” These inputs require judgments and estimates at the time of valuation. We are in the process of finalizing valuations related to the Stakeholder Acquisition, including the fair value of the property, plant and equipment and identifiable intangible assets acquired. The final valuation will be completed no later than one year from the acquisition date.

The following table summarizes the preliminary fair values assigned to assets acquired and liabilities assumed:

Cash and cash equivalents$24.9
Trade receivables82.9
Other current assets2.9
Property, plant and equipment, net595.1
Intangible assets, net653.0
Current liabilities(59.7)
Other long-term liabilities(7.9)
Purchase price$1,291.2

The preliminary value of property, plant and equipment is determined using the cost approach and is primarily comprised of Gathering and Processing assets that will be depreciated on a straight-line basis over an estimated weighted-average useful life of 20 years. The associated useful lives of property, plant and equipment were based on the period over which the assets are expected to contribute directly or indirectly to our future cash flows.

The preliminary value of intangible assets is comprised of customer relationships, which represent the estimated value of existing long-term contracts with customers and the expected continuation of those relationships through future renewals, that will be amortized in a manner that closely resembles the expected benefit pattern of the intangible assets over an estimated useful life of 12 years. The associated useful lives of intangible assets were based on the period over which the assets are expected to contribute directly or indirectly to our future cash flows. The preliminary fair value of customer relationships was determined at the date of acquisition based on the present value of estimated future cash flows using the multi-period excess earnings method. The significant assumptions used by management in determining the fair value of customer relationships intangible assets include future revenues, discount rate, and customer attrition rates.

The results of operations attributable to the assets and liabilities acquired in the Stakeholder Acquisition have been included in our consolidated financial statements as part of our Permian Delaware operations in our Gathering and Processing segment since the date of the acquisition. Revenues and Net Income attributable to the assets acquired for the period January 1, 2026 through March 31, 2026 were $59.7 million and $9.8 million, respectively. We expensed $8.9 million of acquisition-related costs.

Unaudited Pro Forma Financial Information

The following unaudited pro forma summary presents the consolidated results of operations for the three months ended March 31, 2026 and 2025 as if the Stakeholder Acquisition had occurred on January 1, 2025. The unaudited pro forma financial information is presented for informational purposes only and is not necessarily indicative of our results of operations that would have occurred had the transaction been consummated at the beginning of the period presented, nor is it necessarily indicative of future results.

The summarized unaudited pro forma information reflects certain adjustments directly attributable to the Stakeholder Acquisition, including those due to conforming the acquiree’s presentation of revenue to Targa’s accounting policies, incremental depreciation and amortization related to the stepped-up fair value of assets acquired, recognition of incremental interest expense related to debt issued in connection with the acquisition, and recognition of transaction costs incurred. The pro forma information includes the income tax effects of the adjustments. The unaudited pro forma information does not reflect any anticipated cost savings, synergies or integration costs related to the Stakeholder Acquisition.

Three Months Ended March 31,
20262025
Revenues$4,094.7$4,612.6
Net income (loss)493.4264.9

Note 5 — Property, Plant and Equipment and Intangible Assets

March 31, 2026December 31, 2025Estimated Useful Lives (In Years)
Gathering systems$12,815.9$12,431.35 to 20
Processing and fractionation facilities11,672.410,477.35 to 25
Terminaling and storage facilities1,668.51,648.45 to 25
Transportation assets4,774.84,536.010 to 50
Other property, plant and equipment621.8586.53 to 25
Land215.2209.3—
Construction in progress2,461.72,804.9—
Finance lease right-of-use assets520.7507.45 to 14
Property, plant and equipment34,751.033,201.1
Accumulated depreciation, amortization and impairment(12,980.1)(12,666.3)
Property, plant and equipment, net$21,770.9$20,534.8
Intangible assets5,031.04,378.010 to 20
Accumulated amortization and impairment(2,829.8)(2,726.6)
Intangible assets, net$2,201.2$1,651.4

During the three months ended March 31, 2026 and 2025 depreciation expense was $322.8 million and $286.1 million, respectively.

Intangible Assets

Intangible assets consist of customer contracts and customer relationships acquired in our business combinations. The fair value of these acquired intangible assets were determined at the date of acquisition based on the present values of estimated future cash flows. Amortization expense attributable to these assets is recorded over the periods in which we benefit from services provided to customers.

During the three months ended March 31, 2026 and 2025, amortization expense was $103.2 million and $81.5 million, respectively.

The estimated annual amortization expense for intangible assets is approximately $412.9 million, $377.3 million, $327.1 million, $286.2 million and $240.4 million for each of the years 2026 through 2030, respectively.

The following table shows the changes in our intangible assets for the period presented:

Three Months Ended March 31, 2026
Balance at beginning of period$1,651.4
Additions from Stakeholder Acquisition653.0
Amortization(103.2)
Balance at end of period$2,201.2

Note 6 — Investments in Unconsolidated Affiliates

Our investments in unconsolidated affiliates consist of the following:

Gathering and Processing Segment

50% operated ownership interest in Little Missouri 4 LLC (“Little Missouri 4”).

Logistics and Transportation Segment

38.8% operated ownership interest in Gulf Coast Fractionators (“GCF”);

50% operated ownership interest in Cayenne Pipeline, LLC (“Cayenne”); and

17.5% non-operated ownership interest in Blackcomb and Traverse pipelines, which are currently under construction, held by the Blackcomb joint venture.

The terms of these joint venture agreements do not afford us the degree of control required for consolidating the entities in our consolidated financial statements, but do afford us the significant influence required to employ the equity method of accounting.

The following table shows the activity related to our investments in unconsolidated affiliates:

Balance at December 31, 2024Equity Earnings (Loss)Cash DistributionsContributionsBalance at March 31, 2025
Little Missouri 4$84.3$3.3$(4.9)$4.9$87.6
GCF66.41.0——67.4
Cayenne12.31.5——13.8
Blackcomb30.3(0.3)—18.948.9
Total$193.3$5.5$(4.9)$23.8$217.7
Balance at December 31, 2025Equity Earnings (Loss)Cash DistributionsContributions (1)Balance at March 31, 2026
Little Missouri 4$93.7$3.5$(4.7)$0.3$92.8
GCF69.20.1—1.971.2
Cayenne12.32.2——14.5
Blackcomb131.92.8—1.8136.5
Total$307.1$8.6$(4.7)$4.0$315.0

(1)

Includes capitalized interest of $1.8 million related to our contributions to Blackcomb.

Note 7 — De****bt Obligations

March 31, 2026December 31, 2025
Current:
Partnership accounts receivable securitization facility, due August 2026 (1)$600.0$—
Senior unsecured notes issued by the Partnership: (2)
6.875% fixed rate, due January 2029 (3)—679.3
Debt issuance costs, net of amortization (3)—(2.3)
Finance lease liabilities96.993.1
Current debt obligations696.9770.1
Long-term:
TRGP senior revolving credit facility, variable rate, due February 2030 (4)457.0161.0
Senior unsecured notes issued by TRGP:
5.200% fixed rate, due July 2027750.0750.0
4.350% fixed rate, due January 2029750.0750.0
6.150% fixed rate, due March 20291,000.01,000.0
4.900% fixed rate, due September 2030750.0750.0
4.350% fixed rate, due April 2031 (5)750.0—
4.200% fixed rate, due February 2033750.0750.0
6.125% fixed rate, due March 2033900.0900.0
6.500% fixed rate, due March 20341,000.01,000.0
5.500% fixed rate, due February 20351,000.01,000.0
5.550% fixed rate, due August 20351,000.01,000.0
5.650% fixed rate, due February 2036750.0750.0
5.400% fixed rate, due July 20361,000.01,000.0
4.950% fixed rate, due April 2052750.0750.0
6.250% fixed rate, due July 2052500.0500.0
6.500% fixed rate, due February 2053850.0850.0
6.125% fixed rate, due May 20551,000.01,000.0
6.050% fixed rate, due May 2056 (5)750.0—
Unamortized discount(39.4)(38.3)
Senior unsecured notes issued by the Partnership: (2)
5.000% fixed rate, due January 2028700.3700.3
5.500% fixed rate, due March 2030949.6949.6
4.875% fixed rate, due February 20311,000.01,000.0
4.000% fixed rate, due January 20321,000.01,000.0
18,317.516,522.6
Debt issuance costs, net of amortization(132.2)(120.6)
Finance lease liabilities249.6260.4
Long-term debt18,434.916,662.4
Total debt obligations$19,131.8$17,432.5
Irrevocable standby letters of credit: (4)
Letters of credit outstanding under the TRGP senior revolving credit facility$17.9$20.0

(1)

As of March 31, 2026, the Partnership had $600.0 million of qualifying receivables under its $600.0 million accounts receivable securitization facility (the “Securitization Facility”), resulting in no remaining availability.

(2)

We guarantee all of the Partnership’s outstanding senior unsecured notes.

(3)

On January 15, 2026, we used borrowings under the Commercial Paper Program and available cash to fund the redemption of all of the Partnership’s 6.875% Senior Unsecured Notes due 2029.

(4)

We maintain an unsecured commercial paper note program (the “Commercial Paper Program”), the borrowings of which are supported through maintaining a minimum available borrowing capacity under the $3.5 billion TRGP senior revolving credit facility (the “TRGP Revolver”), equal to the aggregate amount outstanding under the Commercial Paper Program at any one time not to exceed $3.5 billion. The TRGP Revolver had no borrowings outstanding and the Commercial Paper Program had approximately $0.5 billion of borrowings outstanding, resulting in approximately $3.0 billion of availability under the TRGP Revolver as of March 31, 2026, after accounting for outstanding letters of credit.

(5)

In March 2026, we completed an underwritten public offering of (i) $750.0 million aggregate principal amount of our 4.350% Senior Unsecured Notes due 2031 and (ii) $750.0 million aggregate principal amount of our 6.050% Senior Unsecured Notes due 2056, resulting in net proceeds of approximately $1,483.2 million. We used a portion of the net proceeds to reduce borrowings under the Commercial Paper Program.

The following table shows the range of interest rates and weighted average interest rate incurred on our variable-rate debt obligations during the three months ended March 31, 2026:

Range of Interest Rates IncurredWeighted Average Interest Rate Incurred
TRGP Revolver and Commercial Paper Program3.9% - 4.0%3.9%
Securitization Facility4.4% - 4.5%4.5%

Compliance with Debt Covenants

As of March 31, 2026, we were in compliance with the covenants contained in our various debt agreements.

Senior Unsecured Notes Issuance

In March 2026, we completed an underwritten public offering of (i) $750.0 million aggregate principal amount of our 4.350% Senior Unsecured Notes due 2031 (the “4.350% Notes due 2031”) and (ii) $750.0 million aggregate principal amount of our 6.050% Senior Unsecured Notes due 2056 (the “6.050% Notes due 2056”) (collectively, the “March 2026 Senior Unsecured Notes”), resulting in net proceeds of approximately $1,483.2 million. The March 2026 Senior Unsecured Notes are fully and unconditionally guaranteed, jointly and severally, on a senior unsecured basis by our subsidiaries that guarantee the TRGP Revolver, so long as such subsidiary guarantors satisfy certain conditions. The March 2026 Senior Unsecured Notes were issued pursuant to the Indenture, dated as of April 6, 2022, as supplemented by that certain Thirteenth Supplemental Indenture, dated as of March 2, 2026, among us, each subsidiary guarantor and U.S. Bank Trust Company, National Association, as trustee. In connection with the offering, we recorded debt issuance costs of $15.2 million and discount of $1.6 million as reductions to the carrying value of the March 2026 Senior Unsecured Notes in Long-term debt on our Consolidated Balance Sheets. We used the net proceeds from the debt issuance for general corporate purposes, including to reduce borrowings under the Commercial Paper Program.

Debt Repurchases & Extinguishments

In January 2026, we completed the redemption of all of the $679.3 million aggregate principal amount of the Partnership’s 6.875% Senior Unsecured Notes due 2029 for a total cash payment of $687.1 million inclusive of redemption premium. We recognized a debt extinguishment loss of $10.1 million, comprised of $7.8 million related to the redemption premium paid and $2.3 million from the write-off of debt issuance costs.

Note 8 — Common Sto****ck and Related Matters

Common Share Repurchase Program

In July 2024, our Board of Directors approved a share repurchase program (the “2024 Share Repurchase Program”) for the repurchase of up to $1.0 billion of our outstanding common stock. In addition, in August 2025, our Board of Directors approved a new share repurchase program (the “2025 Share Repurchase Program” and, together with the 2024 Share Repurchase Program, the “Share Repurchase Programs”) for the repurchase of up to $1.0 billion of our outstanding common stock. We are not obligated to repurchase any specific dollar amount or number of shares under the Share Repurchase Programs and may discontinue these programs at any time.

For the three months ended March 31, 2026, we repurchased 227,801 shares of our common stock at a weighted average per share price of $241.43 for a total net cost of $55.0 million. For the three months ended March 31, 2025, we repurchased 651,163 shares of our common stock at a weighted average per share price of $191.86 for a total net cost of $124.9 million. As of March 31, 2026, there was $1,318.6 million remaining under the Share Repurchase Programs.

Common Stock Dividends

In April 2026, we declared an increase to our common dividend to $1.25 per common share, or $5.00 per common share annualized, effective for the first quarter of 2026.

The following table details the dividends declared and/or paid by us to common shareholders for the three months ended March 31, 2026:

Three Months EndedDate Paid or To Be PaidTotal Common Dividends DeclaredAmount of Common Dividends Paid or To Be PaidDividends on Share-Based AwardsDividends Declared per Share of Common Stock
(In millions, except per share amounts)
March 31, 2026May 15, 2026$270.4$268.3$2.1$1.25
December 31, 2025February 13, 2026217.1215.02.11.00

Note 9 — Earnings per Common Share

Restricted Stock Unit awards (“RSUs”) that vest no later than three years following the RSUs’ grant date participate in quarterly cash dividend payments. As these RSUs and certain four-year retention awards participate in nonforfeitable dividends with the common equity owners of the Company, they are considered participating securities.

We calculate earnings per share using the two-class method. Earnings are allocated to common stock and participating securities based on the amount of dividends paid in the current period plus an allocation of the undistributed earnings to the extent that each security participates in earnings.

The following table sets forth a reconciliation of net income and weighted average shares outstanding used in computing basic and diluted net income per common share:

Three Months Ended March 31,
20262025
(In millions, except per share amounts)
Net income (loss) attributable to Targa Resources Corp.$479.6$270.5
Less: Premium on repurchase of noncontrolling interests, net of tax (1)—70.5
Net income (loss) attributable to common shareholders479.6200.0
Less: Participating share-based earnings (2)2.51.2
Net income (loss) allocated to common shareholders for basic earnings per share$477.1$198.8
Weighted average shares outstanding - basic214.8217.9
Dilutive effect of unvested restricted stock awards0.70.8
Weighted average shares outstanding - diluted215.5218.7
Net income (loss) available per common share - basic$2.22$0.91
Net income (loss) available per common share - diluted$2.21$0.91

(1)

Represents premium paid on the Badlands Transaction. See “Note 4 – Acquisitions and Joint Ventures.”

(2)

Represents the distributed and undistributed earnings of the Company attributable to the participating securities. The dilutive effect of the reallocation of participating securities to diluted net income attributable to common shareholders was immaterial.

The following potential common stock equivalents are excluded from the determination of diluted earnings per share because the inclusion of such shares would have been anti-dilutive (in millions on a weighted-average basis):

Three Months Ended March 31,
20262025
Unvested restricted stock awards0.81.1

Note 10 — Derivative Instru****ments and Hedging Activities

The primary purpose of our commodity risk management activities is to manage our exposure to commodity price risk and reduce volatility in our operating cash flow due to fluctuations in commodity prices. We have entered into derivative instruments to hedge the commodity price risks associated with a portion of our expected (i) natural gas, NGL, and condensate equity volumes in our Gathering and Processing operations that result from percent-of-proceeds processing arrangements, (ii) future commodity purchases and sales in our Logistics and Transportation segment and (iii) natural gas transportation basis risk in our Logistics and Transportation segment. The hedge positions associated with (i) and (ii) above will move favorably in periods of falling commodity prices and unfavorably in periods of rising commodity prices and are primarily designated as cash flow hedges for accounting purposes.

The hedges generally match the NGL product composition and the NGL delivery points of our physical equity volumes. Our natural gas hedges are a mixture of specific gas delivery points and Henry Hub. The NGL hedges may be transacted as specific NGL hedges or as baskets of ethane, propane, normal butane, isobutane and natural gasoline based upon our expected equity NGL composition. We believe this approach avoids uncorrelated risks resulting from employing hedges on crude oil or other petroleum products as “proxy” hedges of NGL prices. Our natural gas and NGL hedges are settled using published index prices for delivery at various locations.

We hedge a portion of our condensate equity volumes using crude oil hedges that are based on NYMEX futures contracts for West Texas Intermediate light, sweet crude, which approximates the prices received for condensate. This exposes us to a market differential risk if NYMEX futures do not move in exact parity with the sales price of our underlying condensate equity volumes.

We also enter into derivative instruments to help manage other short-term commodity-related business risks and take advantage of market opportunities. We have not designated these derivatives as hedges and record changes in fair value and cash settlements to revenues in current earnings.

At March 31, 2026, the notional volumes of our commodity derivative contracts were:

CommodityInstrumentUnit2026202720282029
Natural GasSwapsMMBtu/d93,31377,77877,230—
Natural GasBasis SwapsMMBtu/d483,282356,829279,79824,959
NGLSwapsBbl/d32,37724,25823,669—
NGLFuturesBbl/d15,247271——
CondensateSwapsBbl/d8,2633,3163,244—

Our derivative contracts are subject to netting arrangements that permit our contracting subsidiaries to net cash settle offsetting asset and liability positions with the same counterparty within the same Targa entity. The master netting provisions reduced our maximum loss due to counterparty credit risk by $22.1 million as of March 31, 2026. The maximum loss attributable to any individual counterparty would be up to $4.7 million, depending on the counterparty in default. We record derivative assets and liabilities on our Consolidated Balance Sheets on a gross basis, without considering the effect of master netting arrangements.

The following table reflects the fair value of our derivative instruments and their location on our Consolidated Balance Sheets as of the periods presented:

Fair Value as of March 31, 2026Fair Value as of December 31, 2025
Balance SheetDerivativeDerivativeDerivativeDerivative
LocationAssetsLiabilitiesAssetsLiabilities
Derivatives designated as hedging instruments
Commodity contractsCurrent$83.4$(115.0)$137.1$(14.8)
Long-term34.8(26.2)26.1(6.9)
Total derivatives designated as hedging instruments$118.2$(141.2)$163.2$(21.7)
Derivatives not designated as hedging instruments
Commodity contractsCurrent$17.2$(253.1)$17.6$(219.3)
Long-term3.7(86.6)8.9(15.6)
Total derivatives not designated as hedging instruments$20.9$(339.7)$26.5$(234.9)
Total current position$100.6$(368.1)$154.7$(234.1)
Total long-term position38.5(112.8)35.0(22.5)
Total derivatives$139.1$(480.9)$189.7$(256.6)

The following tables reflect the pro forma impact of reporting derivatives on our Consolidated Balance Sheets on a net basis as of the periods presented:

Gross PresentationPro Forma Net Presentation
March 31, 2026AssetLiabilityCollateralAssetLiability
Current Position
Counterparties with offsetting positions or collateral$100.1$(368.1)$90.9$9.2$(186.3)
Counterparties without offsetting positions - assets0.5——0.5—
Counterparties without offsetting positions - liabilities—————
100.6(368.1)90.99.7(186.3)
Long-Term Position
Counterparties with offsetting positions or collateral38.5(96.5)25.58.1(40.6)
Counterparties without offsetting positions - assets—————
Counterparties without offsetting positions - liabilities—(16.3)——(16.3)
38.5(112.8)25.58.1(56.9)
Total Derivatives
Counterparties with offsetting positions or collateral138.6(464.6)116.417.3(226.9)
Counterparties without offsetting positions - assets0.5——0.5—
Counterparties without offsetting positions - liabilities—(16.3)——(16.3)
$139.1$(480.9)$116.4$17.8$(243.2)
Gross PresentationPro Forma Net Presentation
December 31, 2025AssetLiabilityCollateralAssetLiability
Current Position
Counterparties with offsetting positions or collateral$133.3$(234.1)$29.6$31.3$(102.5)
Counterparties without offsetting positions - assets21.4——21.4—
Counterparties without offsetting positions - liabilities—————
154.7(234.1)29.652.7(102.5)
Long-Term Position
Counterparties with offsetting positions or collateral33.4(22.5)(2.7)15.3(7.1)
Counterparties without offsetting positions - assets1.6——1.6—
Counterparties without offsetting positions - liabilities—————
35.0(22.5)(2.7)16.9(7.1)
Total Derivatives
Counterparties with offsetting positions or collateral166.7(256.6)26.946.6(109.6)
Counterparties without offsetting positions - assets23.0——23.0—
Counterparties without offsetting positions - liabilities—————
$189.7$(256.6)$26.9$69.6$(109.6)

Some of our hedges are futures contracts executed through brokers that clear the hedges through an exchange. We maintain a margin deposit with the brokers in an amount sufficient to cover the fair value of our open futures positions. The margin deposit is considered collateral, which is included within Other current assets on our Consolidated Balance Sheets and is not offset against the fair value of our derivative instruments. Our derivative instruments other than our futures contracts are executed under International Swaps and Derivatives Association agreements (“ISDAs”), which govern the key terms with our counterparties. Our ISDAs contain credit-risk related contingent features and are not secured. As of March 31, 2026, we have outstanding net derivative positions that contain credit-risk related contingent features that are in a net liability position of $236.4 million. We have not been required to post any collateral related to these positions due to our credit rating. If our credit rating was to be downgraded one notch below investment grade by both Moody’s and S&P, as defined in our ISDAs, we estimate that as of March 31, 2026, we would not be required to post collateral to any counterparty and that no counterparty could request immediate, full settlement per the terms of our ISDAs.

The fair value of our derivative instruments, depending on the type of instrument, was determined by the use of present value methods or standard option valuation models with assumptions about commodity prices based on those observed in underlying markets. The estimated fair value of our derivative instruments was a net liability of $341.8 million as of March 31, 2026. The estimated fair value is net of an adjustment for credit risk based on the default probabilities as indicated by market quotes for our counterparties’ credit default swap rates. The credit risk adjustment was immaterial for all periods presented. Our futures contracts that are cleared through an exchange are margined daily and do not require any credit adjustment.

The following tables reflect amounts recorded in OCI and amounts reclassified from OCI to revenue for the periods presented:

Gain (Loss) Recognized in OCI on Derivatives (Effective Portion)
Derivatives in Cash FlowThree Months Ended March 31,
Hedging Relationships20262025
Commodity contracts$(166.9)$(33.8)
Gain (Loss) Reclassified from OCI into Income (Effective Portion)
Three Months Ended March 31,
Location of Gain (Loss)20262025
Revenues$(0.2)$(6.1)

As of March 31, 2026, we expect to reclassify commodity hedge related net deferred losses of $35.1 million included in Accumulated OCI into earnings before income taxes over the next twelve months. However, actual amounts reclassified into earnings could be greater or less than the net amount reported in Accumulated OCI. As of March 31, 2026, the maximum length of time over which we have hedged our exposure to the variability in future cash flows is through 2028.

Our consolidated earnings are also affected by the use of the mark-to-market method of accounting for derivative instruments that do not qualify for hedge accounting or that have not been designated as hedges. The changes in fair value of these instruments are recorded on our Consolidated Balance Sheets and through earnings in our Consolidated Statements of Operations rather than being deferred until the anticipated transaction settles. The use of mark-to-market accounting for financial assets and liabilities (“financial instruments”) can cause non-cash earnings volatility due to changes in the underlying commodity price indices. For the three months ended March 31, 2026, we had unrealized mark-to-market losses primarily driven by unfavorable movement in natural gas forward basis prices.

Location of Gain (Loss)Gain (Loss) Recognized in Income on Derivatives
Derivatives Not DesignatedRecognized in Income onThree Months Ended March 31,
as Hedging InstrumentsDerivatives20262025
Commodity contractsRevenue$(243.5)$(285.2)

See “Note 11 – Fair Value Measurements” and “Note 16 – Segment Information” for additional disclosures related to derivative instruments and hedging activities.

Note 11 — Fair V****alue Measurements

Under GAAP, our Consolidated Balance Sheets reflect a mixture of measurement methods for financial instruments. Derivative financial instruments are reported at fair value on our Consolidated Balance Sheets. Other financial instruments are reported at historical cost or amortized cost on our Consolidated Balance Sheets. The following are additional qualitative and quantitative disclosures regarding fair value measurements of our financial instruments.

Fair Value of Derivative Financial Instruments

Our derivative instruments consist of financially settled commodity swaps, futures, option contracts and fixed-price forward commodity contracts with certain counterparties. We determine the fair value of our derivative instruments using present value methods or standard option valuation models with assumptions about commodity prices based on those observed in underlying markets. We have consistently applied these valuation techniques in all periods presented and we believe we have obtained the most accurate information available for the types of derivative instruments we hold.

The fair values of our derivative instruments are sensitive to changes in forward pricing on natural gas, NGLs and crude oil. The derivatives at March 31, 2026 represent a net liability position of $341.8 million which reflects the present value, adjusted for counterparty credit risk, of the amount we expect to receive or pay in the future on our derivative instruments. If forward pricing on natural gas, NGLs and crude oil were to increase by 10%, the result would be a fair value reflecting a net liability of $524.1 million. If forward pricing on natural gas, NGLs and crude oil were to decrease by 10%, the result would be a fair value reflecting a net liability of $159.5 million.

Fair Value of Other Financial Instruments

Due to their cash or near-cash nature, the carrying value of other financial instruments included in working capital (i.e., cash and cash equivalents, accounts receivable, accounts payable) approximates their fair value. Debt is primarily the other financial instrument for which carrying value could vary significantly from fair value. We determined the supplemental fair value disclosures for our current and long-term debt as follows:

the TRGP Revolver, Commercial Paper Program and Securitization Facility are based on carrying value, which approximates fair value as their interest rates are based on prevailing market rates; and

the TRGP senior unsecured notes and the Partnership’s senior unsecured notes are based on quoted market prices derived from trades of the debt.

Contingent consideration liabilities related to business acquisitions are carried at fair value.

Fair Value Hierarchy

We categorize the inputs to the fair value measurements of financial assets and liabilities at each balance sheet reporting date using a three-tier fair value hierarchy that prioritizes the significant inputs used in measuring fair value:

Level 1 – observable inputs such as quoted prices in active markets;

Level 2 – inputs other than quoted prices in active markets that we can directly or indirectly observe to the extent that the markets are liquid for the relevant settlement periods; and

Level 3 – unobservable inputs in which little or no market data exists, therefore we must develop our own assumptions.

The following table shows a breakdown by fair value hierarchy category for (i) financial instruments measurements included on our Consolidated Balance Sheets at fair value and (ii) supplemental fair value disclosures for other financial instruments:

March 31, 2026
CarryingFair Value
ValueTotalLevel 1Level 2Level 3
Financial Instruments Recorded on Our Consolidated Balance Sheets at Fair Value:
Assets from commodity derivative contracts (1)$138.3$138.3$—$137.2$1.1
Liabilities from commodity derivative contracts (1)480.1480.1—480.00.1
Contingent consideration liability7.67.6——7.6
Financial Instruments Recorded on Our Consolidated Balance Sheets at Carrying Value:
Cash and cash equivalents100.1100.1———
TRGP Revolver and Commercial Paper Program457.0457.0—457.0—
TRGP Senior unsecured notes14,210.614,226.7—14,226.7—
Partnership’s Senior unsecured notes3,649.93,606.8—3,606.8—
Securitization Facility600.0600.0—600.0—
December 31, 2025
CarryingFair Value
ValueTotalLevel 1Level 2Level 3
Financial Instruments Recorded on Our Consolidated Balance Sheets at Fair Value:
Assets from commodity derivative contracts (1)$189.3$189.3$—$189.2$0.1
Liabilities from commodity derivative contracts (1)256.2256.2—255.21.0
Contingent consideration liability0.30.3——0.3
Financial Instruments Recorded on Our Consolidated Balance Sheets at Carrying Value:
Cash and cash equivalents166.1166.1———
TRGP Revolver and Commercial Paper Program161.0161.0—161.0—
TRGP Senior unsecured notes12,711.712,928.6—12,928.6—
Partnership’s Senior unsecured notes4,329.24,316.2—4,316.2—

(1)

The fair value of derivative contracts in this table is presented on a different basis than the Consolidated Balance Sheets presentation as disclosed in “Note 10 – Derivative Instruments and Hedging Activities.” The above fair values reflect the total value of each derivative contract taken as a whole, whereas the Consolidated Balance Sheets presentation is based on the individual maturity dates of estimated future settlements. As such, an individual contract could have both an asset and liability position when segregated into its current and long-term portions for Consolidated Balance Sheets classification purposes.

Additional Information Regarding Level 3 Fair Value Measurements Included on Our Consolidated Balance Sheets

We report certain of our swaps at fair value using Level 3 inputs due to such derivative instruments not having observable market prices for substantially the full term of the derivative asset or liability. For valuations that include both observable and unobservable inputs, if the unobservable input is determined to be significant to the overall inputs, the entire valuation is categorized in Level 3. This includes derivative instruments valued using indicative price quotations whose contract length extends into unobservable periods. The fair value of these swaps was determined using a discounted cash flow valuation technique based on a commodity forward curve, which is based on observable or public data sources and extrapolated when observable prices are not available. The significant unobservable inputs used in the fair value measurements of our Level 3 derivatives were the forward natural gas pricing inputs, for which a significant portion of the derivative instruments’ term is beyond available forward pricing.

The fair value of the contingent consideration was determined using a Monte Carlo simulation model. Significant inputs used in the fair value measurement include forecasted volumes, term of the earn-out period, risk-adjusted discount rate, and volatility associated with the underlying assets. The inputs are not observable; therefore, the entire valuation of the contingent consideration is categorized in Level 3. The fair value of the contingent consideration is recorded within Other long-term liabilities on our Consolidated Balance Sheets. Subsequent changes in the fair value of this liability are included in Other income (expense) in our Consolidated Statements of Operations.

Assets and Liabilities Measured at Fair Value on a Nonrecurring Basis

Nonfinancial assets and liabilities, such as long-lived assets, are measured at fair value on a nonrecurring basis at acquisition or whenever impairment indicators are present. For disclosures related to valuation techniques used in the Stakeholder Acquisition, see “Note 4 – Acquisitions and Joint Ventures.”

The techniques used to fair value assets and liabilities on a nonrecurring basis may produce a fair value calculation that may not be indicative or reflective of future fair values. Furthermore, while we believe our valuation techniques are appropriate and consistent with other market participants, the use of different techniques or assumptions to determine fair value of certain financial and nonfinancial assets and liabilities could result in a different fair value measurement at the reporting date.

Note 12 — Contingenci****es

Legal Proceedings

We and the Partnership are parties to various legal, administrative and regulatory proceedings that have arisen in the ordinary course of our business. We and the Partnership are also parties to various proceedings with governmental environmental agencies, including, but not limited to the U.S. Environmental Protection Agency (the “EPA”), Texas Commission on Environmental Quality, Oklahoma Department of Environmental Quality, New Mexico Environment Department (the “NMED”), Louisiana Department of Environmental Quality and North Dakota Department of Environmental Quality, which assert monetary sanctions for alleged violations of environmental regulations, including air emissions, discharges into the environment and reporting deficiencies, related to events that have arisen at certain of our facilities in the ordinary course of our business.

On July 24, 2023, we received a Notice of Violation (the “New Mexico NOV”) from the NMED, Air Quality Bureau, relating to alleged air permit violations at the Red Hills gas processing facility. The alleged air permit violations occurred primarily between August 1, 2021 and June 30, 2022, while the facility was owned by Lucid Energy Delaware, LLC (“Lucid”), a subsidiary we acquired in July 2022 and renamed Targa Northern Delaware LLC. On December 5, 2024, we received a proposed Administrative Compliance Order (the “ACO”) from the NMED relating to the violations identified in the New Mexico NOV and certain other alleged violations. The ACO includes a proposed civil penalty of approximately $47.8 million and requires certain capital improvements to address the operations and excess air emissions at the Red Hills processing facility. These capital improvements, totaling approximately $140 million, were substantially completed by December 31, 2024.

On January 3, 2025, we filed a Request for Hearing with the NMED with respect to the ACO. We have cooperated with the NMED in identifying and correcting legacy environmental issues since our acquisition of Lucid, and we expect to continue to engage with the NMED to resolve this matter and certain additional matters identified during our negotiations with the NMED. Although this matter is ongoing and we cannot predict its ultimate outcome, we believe we have valid defenses to many of the NMED allegations and intend to vigorously defend this matter.

On October 26, 2023, we received a final judgment in a lawsuit alleging a breach of contract related to the major winter storm in February 2021. The damages awarded against us are approximately $6.9 million, not including pre-judgment interest. Both parties appealed the judgment. On December 9, 2025, the Fifth Circuit Court of Appeals (i) reversed the trial court’s summary judgment in favor of Targa and remanded the case to trial court for further proceedings and (ii) upheld the $6.9 million jury verdict in favor of MIECO. Targa has filed a motion for reconsideration, and the appeal remains pending at the Fifth Circuit Court of Appeals.

Note 13 — Revenue

Fixed consideration allocated to remaining performance obligations

The following table presents the estimated minimum revenue related to unsatisfied performance obligations at the end of the reporting period, and is comprised of fixed consideration primarily attributable to contracts with minimum volume commitments, for which a guaranteed amount of revenue can be calculated. These contracts are comprised primarily of gathering and processing, fractionation, export, terminaling and storage agreements, with remaining contract terms ranging from 1 to 16 years.

202620272028 and after
Fixed consideration to be recognized as of March 31, 2026$301.3$436.3$1,975.3

Based on the optional exemptions that we elected to apply, the amounts presented in the table above exclude remaining performance obligations for (i) variable consideration for which the allocation exception is met and (ii) contracts with an original expected duration of one year or less.

Deferred Revenue

Deferred revenue as of March 31, 2026 and December 31, 2025 was $142.8 million and $135.7 million, respectively. As of March 31, 2026, $22.0 million of deferred revenue is included in Accrued liabilities and $120.8 million is included in Other long-term liabilities on our Consolidated Balance Sheets. Deferred revenue includes contributions in aid of construction received from customers related to owned property, plant, and equipment for which revenue is recognized over the expected contract term. Deferred revenue also includes consideration received in 2015 and 2017 amendments to a gas gathering and processing agreement. The deferred revenue related to these amendments is being recognized through the end of the agreement’s term in 2035.

For the three months ended March 31, 2026 and 2025, we recognized revenue of $5.3 million and $5.1 million, respectively, from prior period deferral.

For disclosures related to disaggregated revenue, see “Note 16 – Segment Information.”

Note 14 — Income Taxes

We record income taxes using an estimated annual effective tax rate and recognize specific events discretely as they occur. Our effective tax rate for the three months ended March 31, 2026 is lower than the U.S. corporate statutory rate of 21% primarily due to excess tax-deductible stock compensation. Our effective tax rate for the three months ended March 31, 2025 was lower than the U.S. corporate statutory rate of 21% primarily due to excess tax-deductible stock compensation, partially offset by state income taxes.

We regularly evaluate the realizable tax benefits of deferred tax assets and record a valuation allowance, if required, based on an estimate of the amount of deferred tax assets that we believe does not meet the more-likely-than-not criteria of being realized. As of March 31, 2026 and December 31, 2025, our valuation allowance was $5.9 million.

We are subject to tax in the U.S. and various state jurisdictions, and we are subject to periodic audits and reviews by taxing authorities. As of March 31, 2026, examinations by the Internal Revenue Service (“IRS”) are currently in process for the 2022 taxable year of certain wholly-owned and consolidated subsidiaries that are treated as partnerships for U.S. federal income tax purposes. We are responding to information requests from the IRS with respect to these audits. We do not expect there to be any audit adjustments that would materially change our taxable income.

On July 4, 2025, President Trump signed the One Big Beautiful Bill Act (the “OBBBA”) into law. Among other things, the OBBBA indefinitely extends the 100% first-year depreciation allowance on qualified property placed in service after January 19, 2025, includes favorable modifications to the business interest expense limitation, and otherwise extends and enhances certain key provisions of the Tax Cuts & Jobs Act. The OBBBA has multiple effective dates with respect to its various provisions, with certain provisions effective in 2025. While the OBBBA has not materially impacted our effective tax rate, it has substantially reduced our current cash taxes.

The U.S. Department of the Treasury and the IRS have issued guidance on the application of the corporate alternative minimum tax (the “CAMT”), which is a 15% minimum tax imposed on certain financial income of “applicable corporations,” including proposed regulations issued in September 2024, which may be relied upon until final regulations are released. Based on our interpretation of the Inflation Reduction Act of 2022 (the “IRA”), the CAMT and related guidance, the impact from the OBBBA, and several operational, economic, accounting and regulatory assumptions, we do not anticipate paying CAMT in the near term.

Note 15 — Supplemental Cash Flow Information

Three Months Ended March 31,
20262025
Cash:
Interest paid, net of capitalized interest (1)$384.0$340.9
Income taxes paid, net of refunds0.70.8
Non-cash investing activities:
Impact of net accruals on capital expenditures48.8(173.5)
Change in ARO liability and property, plant and equipment, net due to additions and revised cash flow estimates11.50.9
Non-cash financing activities:
Changes in accrued distributions to noncontrolling interests$—$(13.2)
Changes in lease liabilities from recognition (derecognition) of right-of-use assets:
Operating lease$1.5$(9.7)
Finance lease17.012.7

(1)

Interest capitalized on major projects was $30.7 million and $13.6 million for the three months ended March 31, 2026 and 2025.

Note 16 — Segm****ent Information

We operate in two primary segments: (i) Gathering and Processing, and (ii) Logistics and Transportation (also referred to as the Downstream Business). Our reportable segments include operating segments that have been aggregated based on the nature of the products and services provided.

Our Gathering and Processing segment includes assets used in the gathering and/or purchase and sale of natural gas produced from oil and gas wells, removing impurities and processing this raw natural gas into merchantable natural gas by extracting NGLs; and assets used for the gathering and terminaling and/or purchase and sale of crude oil. The Gathering and Processing segment’s assets are located in the Permian Basin of West Texas and Southeast New Mexico (including the Midland, Central and Delaware Basins); the Eagle Ford Shale in South Texas; the Barnett Shale in North Texas; the Anadarko, Ardmore, and Arkoma Basins in Oklahoma (including the SCOOP and STACK) and South Central Kansas; the Williston Basin in North Dakota (including the Bakken and Three Forks plays); and the onshore and near offshore regions of the Louisiana Gulf Coast.

Our Logistics and Transportation segment includes the activities and assets necessary to convert mixed NGLs into NGL products and also includes other assets and value-added services such as transporting, storing, fractionating, terminaling, and marketing of NGLs and NGL products, including services to LPG exporters and certain natural gas supply and marketing activities in support of our other businesses. The Logistics and Transportation segment also includes our NGL pipeline system, which connects our gathering and processing positions in the Permian Basin, Southern Oklahoma and North Texas with our Downstream facilities in Mont Belvieu, Texas. Our Downstream facilities are located predominantly in Mont Belvieu and Galena Park, Texas, and in Lake Charles, Louisiana.

Other contains the unrealized mark-to-market gains/losses related to derivative contracts that were not designated as cash flow hedges. Elimination of inter-segment transactions are reflected in the corporate and eliminations column.

The following tables show reportable segment information for the periods presented:

Three Months Ended March 31, 2026
Gathering and ProcessingLogistics and TransportationTotal Reportable SegmentsOtherCorporate and EliminationsTotal
Revenues
Sales of commodities$285.6$3,169.3$3,454.9$(110.3)$—$3,344.6
Fees from midstream services574.5175.6750.1——750.1
860.13,344.94,205.0(110.3)—4,094.7
Intersegment revenues
Sales of commodities918.357.1975.4—(975.4)—
Fees from midstream services(0.9)9.28.3—(8.3)—
917.466.3983.7—(983.7)—
Revenues$1,777.5$3,411.2$5,188.7$(110.3)$(983.7)$4,094.7
Operating expenses$233.6$100.2$333.8$—
Other segment items (1)840.42,537.73,378.1—
Operating margin703.5773.31,476.8(110.3)
Other financial information:
Total assets (2)$16,468.3$10,381.3$26,849.6$0.1$257.6$27,107.3
Goodwill118.9—118.9——118.9
Capital expenditures581.8358.7940.5—7.8948.3
Three Months Ended March 31, 2025
Gathering and ProcessingLogistics and TransportationTotal Reportable SegmentsOtherCorporate and EliminationsTotal
Revenues
Sales of commodities$200.7$3,932.5$4,133.2$(248.8)$—$3,884.4
Fees from midstream services475.1202.0677.1——677.1
675.84,134.54,810.3(248.8)—4,561.5
Intersegment revenues
Sales of commodities1,517.059.41,576.4—(1,576.4)—
Fees from midstream services0.27.17.3—(7.3)—
1,517.266.51,583.7—(1,583.7)—
Revenues$2,193.0$4,201.0$6,394.0$(248.8)$(1,583.7)$4,561.5
Operating expenses$208.2$95.5$303.7$—
Other segment items (1)1,382.63,458.84,841.4—
Operating margin602.2646.71,248.9(248.8)
Other financial information:
Total assets (2)$13,727.9$8,821.1$22,549.0$—$251.3$22,800.3
Goodwill45.2—45.2——45.2
Capital expenditures433.2174.7607.9—10.4618.3

(1)

“Other segment items” represents Product purchases and fuel.

(2)

Assets in the Corporate and Eliminations column primarily include tax-related assets, cash, prepaids and debt issuance costs for our revolving credit facilities.

The following table shows our consolidated revenues disaggregated by product and service for the periods presented:

Three Months Ended March 31,
20262025
Sales of commodities:
Revenue recognized from contracts with customers:
Natural gas$473.7$681.9
NGL2,982.83,376.8
Condensate and crude oil131.8117.0
3,588.34,175.7
Non-customer revenue:
Derivative activities - Hedge(0.2)(6.1)
Derivative activities - Non-hedge (1)(243.5)(285.2)
(243.7)(291.3)
Total sales of commodities3,344.63,884.4
Fees from midstream services:
Revenue recognized from contracts with customers:
Gathering and processing559.7469.0
NGL transportation, fractionation and services68.573.2
Storage, terminaling and export123.1135.4
Other(1.2)(0.5)
Total fees from midstream services750.1677.1
Total revenues$4,094.7$4,561.5

(1)

Represents derivative activities that are not designated as hedging instruments under ASC 815.

The following table shows a reconciliation of reportable segment Operating margin to Income (loss) before income taxes for the periods presented:

Three Months Ended March 31,
20262025
Reconciliation of reportable segment operating margin to income (loss) before income taxes:
Total reportable segments operating margin$1,476.8$1,248.9
Other operating margin(110.3)(248.8)
Depreciation and amortization expense(426.0)(367.6)
General and administrative expense(107.8)(94.5)
Other operating income (expense)14.25.3
Interest expense, net(227.6)(197.1)
Equity earnings (loss)8.65.5
Other, net(16.6)0.3
Income (loss) before income taxes$611.3$352.0

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