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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
☒
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 2026
OR
☐
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
Commission file number: 001-38075
ANTERO MIDSTREAM CORPORATION
(Exact name of registrant as specified in its charter)
Delaware
61-1748605
(State or other jurisdiction of incorporation or organization)
(IRS Employer Identification No.)
1615 Wynkoop Street Denver, Colorado
80202
(Address of principal executive offices)
(Zip Code)
(303) 357-7310
(Registrant’s telephone number, including area code)
Securities registered pursuant to section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock, par value $0.01
AM
New York Stock Exchange
Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. ☒ Yes ☐ No
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). ☒ Yes ☐ No
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large Accelerated Filer ☒
Accelerated Filer ☐
Non-accelerated Filer ☐
Smaller Reporting Company ☐
Emerging Growth Company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act) ☐ Yes ☒ No
Number of shares of the registrant’s common stock outstanding as of October 23, 2026 (in thousands): 472,346
TABLE OF CONTENTS
Page
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS
1
PART I—FINANCIAL INFORMATION
3
Item 1.
Condensed Consolidated Financial Statements (Unaudited)
Item 2.
Management’s Discussion and Analysis of Financial Condition and Results of Operations
31
Item 3.
Quantitative and Qualitative Disclosures About Market Risk
43
Item 4.
Controls and Procedures
PART II—OTHER INFORMATION
44
Legal Proceedings
Item 1A.
Risk Factors
Unregistered Sales of Equity Securities and Use of Proceeds
Mine Safety Disclosures
Item 5.
Other Information
Item 6.
Exhibits
45
SIGNATURES
46
Some of the information in this Quarterly Report on Form 10-Q may contain “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). All statements, other than statements of historical fact, included in this Quarterly Report on Form 10-Q, regarding our strategy, future operations, financial position, estimated revenues and losses, projected costs, prospects, plans and objectives of management are forward-looking statements. Words such as “may,” “assume,” “forecast,” “position,” “predict,” “strategy,” “expect,” “intend,” “plan,” “estimate,” “anticipate,” “believe,” “project,” “budget,” “potential,” or “continue,” and similar expressions are used to identify forward-looking statements, although not all forward-looking statements contain such identifying words. When considering these forward-looking statements, investors should keep in mind the risk factors and other cautionary statements in this Quarterly Report on Form 10-Q and in our Annual Report on Form 10-K for the year ended December 31, 2025. These forward-looking statements are based on management’s current beliefs, based on currently available information, as to the outcome and timing of future events. Factors that could cause our actual results to differ materially from the results contemplated by such forward-looking statements include:
We caution investors that these forward-looking statements are subject to all of the risks and uncertainties incidental to our business, most of which are difficult to predict and many of which are beyond our control. These risks include, but are not limited to, commodity price volatility, inflation, supply chain or other disruptions, environmental risks, Antero Resources’ drilling and completion and other operating risks, regulatory changes or changes in law, the uncertainty inherent in projecting Antero Resources’ future rates of production, cash flows and access to capital, the timing of development expenditures, impacts of world health events, cybersecurity risks, the state of markets for, and availability of, verified quality carbon offsets and the other risks described or referenced under the heading “1A. Risk Factors” herein, including the risk factors set forth in our Annual Report on Form 10-K for the year ended December 31, 2025 (the “2025 Form 10-K”), which is on file with the Securities and Exchange Commission (“SEC”).
Should one or more of the risks or uncertainties described or referenced in this Quarterly Report on Form 10-Q occur, or should underlying assumptions prove incorrect, our actual results and plans could differ materially from those expressed in any forward-looking statements.
All forward-looking statements, expressed or implied, included in this Quarterly Report on Form 10-Q are expressly qualified in their entirety by this cautionary statement. This cautionary statement should also be considered in connection with any subsequent written or oral forward-looking statements that we or persons acting on our behalf may issue.
Except as otherwise required by applicable law, we disclaim any duty to update any forward-looking statements to reflect events or circumstances after the date of this Quarterly Report on Form 10-Q.
2
Condensed Consolidated Balance Sheets
(In thousands, except per share amounts)
(Unaudited)
December 31,
September 30,
2025
2026
Assets
Current assets:
Cash and cash equivalents
$
180,435
—
Restricted cash
82,500
Accounts receivable–Antero Resources
106,771
124,123
Accounts receivable–third party
993
256
Income tax receivable
1,896
Current assets held for sale
4,600
Other current assets
2,669
2,615
Total current assets
379,864
126,994
Long-term assets:
Property and equipment, net
3,454,572
3,952,989
Investments in unconsolidated affiliates
585,778
567,510
Customer relationships
1,074,087
1,629,379
Operating leases right-of-use assets
50,520
Assets held for sale
379,036
Other assets, net
10,779
13,688
Total assets
5,884,116
6,341,080
Liabilities and Stockholders' Equity
Current liabilities:
Accounts payable–Antero Resources
5,366
5,504
Accounts payable–third party
10,368
8,868
Accrued liabilities
91,527
109,985
Short-term lease liabilities
15,151
Current liabilities held for sale
2,297
Other current liabilities
1,924
10,805
Total current liabilities
111,482
150,313
Long-term liabilities:
Long-term debt
3,222,530
3,153,695
Deferred income tax liability, net
562,996
770,475
Long-term lease liabilities
35,531
Liabilities held for sale
3,021
Other
12,046
16,210
Total liabilities
3,912,075
4,126,224
Stockholders' equity:
Preferred stock, $0.01 par value: 100,000 authorized as of December 31, 2025 and September 30, 2026
Series A non-voting perpetual preferred stock; 12 designated and 10 issued and outstanding as of December 31, 2025 and September 30, 2026
Common stock, $0.01 par value; 2,000,000 authorized; 474,060 and 473,417 issued and outstanding as of December 31, 2025 and September 30, 2026, respectively
4,741
4,734
Additional paid-in capital
1,952,524
1,839,765
Retained earnings
14,776
370,357
Total stockholders' equity
1,972,041
2,214,856
Total liabilities and stockholders' equity
See accompanying notes to unaudited condensed consolidated financial statements.
Condensed Consolidated Statements of Operations and Comprehensive Income (Unaudited)
Three Months Ended September 30,
Revenue:
Gathering and compression–Antero Resources
249,827
270,542
Water handling–Antero Resources
62,129
79,330
Water handling–third party
533
24
Amortization of customer relationships
(17,668)
(22,874)
Total revenue
294,821
327,022
Operating expenses:
Direct operating
57,886
83,249
General and administrative (including $11,026 and $10,960 of equity-based compensation in 2025 and 2026, respectively)
21,316
21,124
Facility idling
445
297
Depreciation
34,465
37,963
Impairment of property and equipment
167
2,921
Loss on long-lived assets
1,158
Gain on litigation
(376,963)
Other operating expense, net
49
Total operating expenses
114,328
(230,206)
Operating income
180,493
557,228
Other income (expense):
Interest expense, net
(47,196)
(50,746)
Equity in earnings of unconsolidated affiliates
29,688
27,950
Loss on early extinguishment of debt
(1,313)
(1,613)
Transaction expense
(37)
Total other expense
(18,821)
(24,446)
Income before income taxes
161,672
532,782
Income tax expense
(45,688)
(140,125)
Net income and comprehensive income
115,984
392,657
Net income per common share–basic
0.24
0.83
Net income per common share–diluted
0.82
Weighted average common shares outstanding:
Basic
478,020
474,315
Diluted
481,814
477,087
4
Nine Months Ended September 30,
736,745
804,048
Gathering and compression–third party
295
206,177
230,685
1,504
335
(53,004)
(66,886)
891,422
968,477
177,830
238,472
General and administrative (including $34,835 and $32,367 of equity-based compensation in 2025 and 2026, respectively)
66,465
66,028
1,263
1,129
100,577
109,976
984
3,054
Gain on long-lived assets
(1,500)
143
347,262
40,729
544,160
927,748
(143,568)
(160,455)
87,724
86,487
(8,999)
(57,157)
(84,580)
487,003
843,168
(125,769)
(218,730)
361,234
624,438
0.75
1.32
1.31
478,719
474,365
482,867
477,429
5
Condensed Consolidated Statements of Stockholders’ Equity (Unaudited)
(In thousands)
Additional
Preferred
Common Stock
Paid-In
Retained
Total
Stock
Shares
Amount
Capital
Earnings
Equity
Balance at December 31, 2024
479,422
4,794
2,019,830
90,547
2,115,171
Dividends to stockholders
(22,206)
(90,547)
(112,753)
Equity-based compensation
12,402
Issuance of common stock upon vesting of equity-based compensation awards, net of common stock withheld for income taxes
1,563
16
(18,465)
(18,449)
Repurchases and retirement of common stock
(1,722)
(17)
(7,189)
(21,363)
(28,569)
120,737
Balance at March 31, 2025
479,263
4,793
1,984,372
99,374
2,088,539
(12,288)
(99,374)
(111,662)
11,407
741
7
(8,644)
(8,637)
(993)
(10)
(4,078)
(12,683)
(16,771)
124,513
Balance at June 30, 2025
479,011
4,790
1,970,769
111,830
2,087,389
(107,818)
11,026
17
(3)
(2,316)
(23)
(9,574)
(31,732)
(41,329)
Balance at September 30, 2025
476,712
4,767
1,972,218
88,264
2,065,249
6
Balance at December 31, 2025
474,060
(99,112)
(14,776)
(113,888)
10,579
1,970
19
(32,555)
(32,536)
(1,002)
(3,940)
(14,063)
(18,013)
118,266
Balance at March 31, 2026
475,028
4,750
1,827,496
104,203
1,936,449
(2,818)
(104,203)
(107,021)
10,828
21
(56)
(55)
(392)
(4)
(1,516)
(6,822)
(8,342)
113,515
Balance at June 30, 2026
474,657
4,747
1,833,934
106,693
1,945,374
(245)
(106,693)
(106,938)
10,960
(1,257)
(13)
(4,884)
(22,300)
(27,197)
Balance at September 30, 2026
473,417
Condensed Consolidated Statements of Cash Flows (Unaudited)
Cash flows provided by (used in) operating activities:
Net income
Adjustments to reconcile net income to net cash provided by operating activities:
Deferred income tax expense
124,471
207,480
34,835
32,367
(87,724)
(86,487)
Distributions from unconsolidated affiliates
106,095
105,655
53,004
66,886
Amortization of deferred financing costs
3,938
4,443
Settlement of asset retirement obligations
(317)
(111)
1,313
1,613
Other operating activities
Changes in assets and liabilities:
6,619
3,330
373
1,083
(1,896)
(360)
110
(1)
250
1,081
(592)
Income taxes payable
594
9,354
(28,002)
9,393
Net cash provided by operating activities
676,961
1,093,171
Cash flows provided by (used in) investing activities:
Additions to gathering systems, facilities and other
(67,960)
(86,692)
Additions to water handling systems
(45,477)
(48,678)
Additional investments in unconsolidated affiliate
(6,653)
(900)
Acquisition of HG Midstream
(1,103,032)
Proceeds from asset sales
377,433
Other investing activities
844
(4,792)
Net cash used in investing activities
(119,240)
(866,661)
Cash flows provided by (used in) financing activities:
Dividends to common stockholders
(331,820)
(327,547)
Dividends to preferred stockholders
(413)
Repurchases of common stock
(86,669)
(53,552)
Issuance and borrowings of long-term debt
2,039,500
2,410,000
Repayments of long-term debt
(2,144,200)
(2,483,200)
Payments of deferred financing costs
(7,030)
(1,784)
Employee tax withholding for settlement of equity-based compensation awards
(27,089)
(32,590)
Payments on capital lease obligations
(359)
Net cash used in financing activities
(557,721)
(489,445)
Net decrease in cash, cash equivalents and restricted cash
(262,935)
Cash, cash equivalents and restricted cash, beginning of period
262,935
Cash, cash equivalents and restricted cash, end of period
Supplemental disclosure of cash flow information:
Cash paid during the period for interest
160,951
158,847
Income taxes paid during the period
2,600
Increase in accrued capital expenditures and accounts payable
for property and equipment
13,381
3,150
Right-of-use assets obtained in exchange for new operating lease obligations
351
59,055
8
Notes to Unaudited Condensed Consolidated Financial Statements
(1) Organization
Antero Midstream Corporation together with its consolidated subsidiaries (the “Company” or “Antero Midstream”) is a growth-oriented midstream company formed to own, operate and develop midstream energy infrastructure primarily to service Antero Resources and its production and completion activity in the Appalachian Basin. The Company’s assets consist of gathering pipelines, centralized compressor stations, interests in processing and fractionation plants and water handling assets. Antero Midstream provides midstream services to Antero Resources under long-term contracts. The Company’s corporate headquarters is located in Denver, Colorado.
(2) Summary of Significant Accounting Policies
(a)
Basis of Presentation
These unaudited condensed consolidated financial statements have been prepared pursuant to the rules and regulations of the SEC applicable to interim financial information and should be read in the context of the Company’s December 31, 2025 consolidated financial statements and notes thereto for a more complete understanding of the Company’s operations, financial position, and accounting policies. The Company’s December 31, 2025 consolidated financial statements were included in the Company’s 2025 Form 10-K, which was filed with the SEC.
These unaudited condensed consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial information, and, accordingly, do not include all of the information and footnotes required by GAAP for complete consolidated financial statements. In the opinion of management, these unaudited condensed consolidated financial statements include all adjustments (consisting of normal and recurring accruals) considered necessary to present fairly the Company’s financial position as of December 31, 2025 and September 30, 2026, results of operations for the three and nine months ended September 30, 2025 and 2026 and cash flows for the nine months ended September 30, 2025 and 2026. The Company has no items of other comprehensive income or loss; therefore, net income is equal to comprehensive income.
Certain costs of doing business incurred and charged to the Company by Antero Resources have been reflected in the accompanying unaudited condensed consolidated financial statements. These costs include general and administrative expenses provided to the Company by Antero Resources in exchange for:
Transactions between the Company and Antero Resources have been identified in the unaudited condensed consolidated financial statements (see Note 5—Transactions with Affiliates).
(b)
Principles of Consolidation
The accompanying unaudited condensed consolidated financial statements include the accounts of Antero Midstream Corporation and its wholly owned subsidiaries. All significant intercompany accounts and transactions have been eliminated in the Company’s unaudited condensed consolidated financial statements.
(c)
Restricted Cash
The Company classifies restricted cash as all cash that is legally or contractually restricted as to withdrawal or usage, including amounts deposited in escrow that are restricted from use. The Company’s restricted cash as of December 31, 2025 was classified as a current asset because the restriction on such cash was released on February 3, 2026 at the closing of the HG Acquisition (as defined in Note 3—Transactions).
9
Notes to the Unaudited Condensed Consolidated Financial Statements (Continued)
(d)
Recently Issued Accounting Standard
In November 2024, the FASB issued ASU No. 2024-03, Disaggregation of Income Statement Expenses (“ASU 2024-03”). ASU 2024-03 is intended to improve the disclosure about certain operating expenses primarily through enhanced disclosure of cost of sales and selling, general and administrative expenses. This ASU is effective for annual reporting periods beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027. Early adoption is permitted. ASU 2024-03 can be applied on either a prospective or a retrospective basis at the Company’s election. The Company plans to adopt ASU 2024-03 on a prospective basis in the Annual Report on Form 10-K for the year ending December 31, 2027. The Company is evaluating the impact that ASU 2024-03 will have on the financial statements.
(3) Transactions
(a) HG Acquisition
On December 5, 2025, Antero Midstream Partners LP (“Antero Midstream Partners”), an indirect, wholly-owned subsidiary of the Company, entered into a definitive agreement to acquire 100% of the issued and outstanding equity interests of HG Energy II Midstream Holdings, LLC (“HG Midstream”) for cash consideration of $1.1 billion, subject to the terms and conditions thereof (the “HG Acquisition”). The HG Acquisition included gathering pipelines and integrated water handling assets in the core of the Marcellus Shale in West Virginia. On December 8, 2025, the Company deposited approximately $83 million into escrow to be credited towards the cash consideration payable at the closing of the HG Acquisition, which was classified as restricted cash on the Company’s consolidated balance sheet as of December 31, 2025. This acquisition closed on February 3, 2026 (the “Closing Date”), with an effective date of January 1, 2026. In light of the nature and location of the assets and operations acquired in the HG Acquisition, the Company and Antero Resources agreed in principle to certain updates to, and intend to modify, their existing commercial arrangements to provide for well pad compression with respect to certain wells and to provide certain water services. See Note 6—Revenue for additional information.
The HG Acquisition has been accounted for using the acquisition method of accounting with Antero Midstream Partners identified as the acquirer of HG Midstream. The Company is still completing its analysis of the final purchase price allocation. Adjustments to the preliminary purchase price allocation recorded during the three and nine months ended September 30, 2026 primarily relate to additional information obtained by the Company between the Closing Date and September 30, 2026 about facts and circumstances that existed on the Closing Date, including the completion of the post-closing settlement statement and updates to our property and equipment and customer relationship valuations, among others. The Company expects to complete the purchase price allocation during the 12-month period following the Closing Date. The table below summarizes the preliminary purchase price and estimated fair values of the assets acquired and liabilities assumed as of the Closing Date. See Note 14—Fair Value Measurement for additional information on the fair value assumptions and hierarchy used in the HG Acquisition preliminary purchase price allocation.
As Originally
(in thousands)
Reported
Adjustments
As Adjusted
Total cash consideration
1,108,783
(5,731)
1,103,052
Fair value of assets acquired:
Cash
20
Accounts receivable – Antero Resources
16,082
470,800
2,000
472,800
629,426
(7,248)
622,178
Operating lease right-of-use asset
47,033
2,282
49,315
Other assets
523
Amount attributable to assets acquired
1,163,884
(2,966)
1,160,918
Fair value of liabilities assumed:
7,545
482
8,027
Lease liabilities
47,556
2,283
49,839
Amount attributable to liabilities assumed
55,101
2,765
57,866
10
The Company’s financial statements include $9 million of acquisition-related costs associated with the HG Acquisition during the nine months ended September 30, 2026, which are recorded in transaction expense in the unaudited condensed consolidated statements of operations and comprehensive income.
The following table summarizes amounts contributed by the assets acquired in the HG Acquisition to the Company’s unaudited condensed consolidated results of operations and comprehensive income upon transaction closing on the Closing Date:
February 3, 2026
through September 30, 2026
91,619
30,528
(13,882)
108,265
Net income (1)
26,479
Pro forma condensed consolidated results of operations and comprehensive income are not presented because the HG Acquisition was not significant to the Company’s unaudited condensed consolidated financial statements.
(b) Utica Shale Divestiture
On December 5, 2025, certain wholly-owned subsidiaries of the Company entered into a purchase and sale agreement with two third-party buyers (collectively, the “Buyer Parties”) to sell substantially all of the Company’s Utica Shale midstream assets located in Ohio (the “Utica Shale Property and Equipment”) for aggregate cash consideration of $400 million, before closing adjustments, subject to the terms and conditions thereof (the “Utica Shale Divestiture”). The Utica Shale Property and Equipment included 118 miles of gathering pipelines, 0.7 Bcfe/d of compression capacity, 85 miles of water pipelines and 12 water impoundments with storage capacity of approximately 2 million barrels. The Utica Shale Divestiture closed on February 23, 2026, with an effective date of July 1, 2025.
The Utica Shale Property and Equipment and its associated assets and liabilities were classified as held for sale as of December 31, 2025 on the Company’s consolidated balance sheet, which relate to both the Company’s gathering and processing and water handling reportable segments. The Utica Shale Divestiture does not qualify as a discontinued operation under FASB ASC Topic 205, Presentation of Financial Statements, as it does not represent a strategic shift that will have a major effect on the Company’s operations or financial results.
The cash consideration received for the Utica Shale Divestiture, less costs to sell, of approximately $380 million was less than its carrying value of the Utica Shale Property and Equipment’s net assets. Accordingly, the Company reduced the carrying value of the Utica Shale Property and Equipment to the estimated selling price less costs to sell and recorded a loss on long-lived assets of $87 million during the year ended December 31, 2025 in its statements of operations and comprehensive income. During the three and nine months ended September 30, 2026, the Company recorded a loss on long-lived assets of $1 million and a gain on long-lived assets of $2 million to reflect the cash consideration received for the Utica Shale Divestiture, less costs to sell, upon transaction closing.
11
The carrying value of the Utica Shale Property and Equipment’s assets and liabilities held for sale were as follows:
December 31, 2025
378,560
476
383,636
634
1,663
Other long-term liabilities
5,318
(4) Intangibles
All customer relationships are subject to amortization and are amortized over a weighted average period of 21 years, which reflects the remaining economic life of the relationships as of September 30, 2026. The carrying amount of customer relationships were as follows:
Gross carrying value of customer relationships
1,555,000
2,177,178
Accumulated amortization of customer relationships
(480,913)
(547,799)
Future amortization expense as of September 30, 2026 is as follows (in thousands):
Remainder of year ending December 31, 2026
22,874
Year ending December 31, 2027
91,496
Year ending December 31, 2028
Year ending December 31, 2029
Year ending December 31, 2030
Thereafter
1,240,521
12
(5) Transactions with Affiliates
Revenues
Substantially all revenues earned during the three and nine months ended September 30, 2025 and 2026 were earned from Antero Resources, under various agreements for gathering and compression and water handling services. Revenues earned from gathering and compression services consist of lease income.
Accounts receivable—Antero Resources and Accounts payable—Antero Resources
Accounts receivable—Antero Resources represents amounts due from Antero Resources, primarily related to gathering and compression services and water handling services and cash consideration for the HG Acquisition. Accounts payable—Antero Resources represents amounts due to Antero Resources for general and administrative and other costs.
Allocation of Costs Charged by Antero Resources
The employees supporting the Company’s operations are concurrently employed by Antero Resources and the Company. Direct operating expense includes costs charged to the Company of $5 million and $6 million during the three months ended September 30, 2025 and 2026, respectively, and $16 million and $17 million during the nine months ended September 30, 2025 and 2026, respectively. These costs were for services provided by employees associated with the operation of the Company’s gathering lines, centralized compressor stations and water handling assets. General and administrative expense includes costs charged to the Company by Antero Resources of $8 million during each of the three months ended September 30, 2025 and 2026, and $25 million and $24 million during the nine months ended September 30, 2025 and 2026, respectively. These costs relate to (i) various business services, including payroll processing, accounts payable processing and facilities management, (ii) various corporate services, including legal, accounting, treasury, information technology and human resources and (iii) compensation. These expenses are charged to the Company based on the nature of the expenses and are apportioned based on a combination of the Company’s proportionate share of gross property and equipment, capital expenditures and labor costs, as applicable. The Company reimburses Antero Resources directly for all general and administrative costs charged to it.
(6) Revenue
All of the Company’s gathering and compression revenues are derived from operating lease agreements, and all of the Company’s water handling revenues are derived from service contracts with customers. The Company earned substantially all of its revenues from Antero Resources.
Gathering and Compression
The Company’s gathering and compression service agreements with Antero Resources include: (i) the second amended and restated gathering and compression agreement dated December 8, 2019, including the updates agreed to in principle as it relates to the HG Acquisition (the “2019 gathering and compression agreement”), (ii) a gathering and compression agreement acquired with the Crestwood Equity Partners LP (“Crestwood”) assets (the “Marcellus gathering and compression agreement”), and (iii) a gathering and compression agreement acquired with the Summit Midstream Partners, LP (NYSE: SMLP) (“Summit”) assets (the “Mountaineer gathering and compression agreement”). The Company also had a compression agreement acquired with the EnLink Midstream LLC (NYSE: ENLC) (“EnLink”) assets that was divested at the closing of the Utica Shale Divestiture on February 23, 2026 (the “Utica compression agreement” and together with the 2019 gathering and compression agreement, the Marcellus gathering and compression agreement and the Mountaineer gathering and compression agreement, the “gathering and compression agreements”).
Pursuant to the gathering and compression agreements, Antero Resources has dedicated substantially all of its current and future acreage in West Virginia, Ohio and Pennsylvania to the Company for gathering and compression services. The 2019 gathering and compression agreement, Marcellus gathering and compression agreement and Mountaineer gathering and compression agreement have initial terms through 2038, 2031 and 2026, respectively. Upon expiration of the Marcellus gathering and compression agreement and the Mountaineer gathering and compression agreement, the Company will continue to provide gathering and compression services under the 2019 gathering and compression agreement. The Company also has an option to gather and compress natural gas produced by Antero Resources on any additional undedicated acreage it acquires during the term of the 2019 gathering and compression agreement outside of West Virginia, Ohio and Pennsylvania on the
13
same terms and conditions as the 2019 gathering and compression agreement. Upon completion of the initial contract term in 2038, the 2019 gathering and compression agreement will continue in effect from year to year until such time as the agreement is terminated, effective upon an anniversary of the effective date of the agreement, by notice from either the Company or Antero Resources to the other party on or before the 180th day prior to the anniversary of such agreement.
Under the gathering and compression agreements, the Company receives, where applicable, a gathering fee, a centralized compression fee and a high pressure gathering fee, substantially all of which are subject to annual Consumer Price Index (“CPI”)-based adjustments (or, in the case of the 2019 gathering and compression agreement, the option in certain cases to elect a cost of service fee when such assets are placed in-service). In addition, under the 2019 gathering and compression agreement, the Company receives a reimbursement for certain variable costs, such as electricity and operating expenses. In light of the nature and location of the assets and operations acquired in the HG Acquisition, the Company and Antero Resources agreed in principle to certain updates to, and intend to modify, their existing commercial arrangement to provide for well pad compression with respect to certain wells. For well pad compression services provided by third-party-owned equipment, Antero Resources will reimburse the Company’s third-party out-of-pocket costs plus 3%. For well pad compression services provided by Company-owned assets, the Company will charge Antero Resources a cost of service fee that allows the Company to earn a return on capital invested of 13% per annum over a period of seven years.
The Company determined that its gathering and compression agreements are operating leases as Antero Resources obtains substantially all of the economic benefit of the assets and has the right to direct the use of the assets. Each gathering and compression system is an identifiable asset, and consists of a network of assets that may include underground gathering pipelines, well pad compression, centralized compression stations and/or high pressure pipelines, among other assets, that connect and deliver gas from specific well pads to a third-party pipeline, third-party processing plant or a Joint Venture processing plant. The Company has a compression system related to its EnLink assets that was an identifiable asset, and consisted of a network of assets that included centralized compressor stations that connected to underground high pressure pipelines that transported the gas to a third-party pipeline, third-party processing plant or a Joint Venture processing plant. The Company divested of this compression system in the Utica Shale Divestiture. Each set of assets in an agreement is considered to be a single lease due to the interrelated network of the assets required to provide services under each respective agreement. When a modification to an agreement occurs, the Company reassesses the classification of the lease. The Company accounts for its lease and non-lease components as a single lease component as the lease component is the predominant component. The non-lease components consist of operating, oversight and maintenance of the gathering systems, which are performed on time-elapsed measures.
The 2019 gathering and compression agreement, the Marcellus gathering and compression agreement and the Mountaineer gathering and compression agreement include certain fixed fee provisions. If and to the extent Antero Resources requests that the Company construct new gathering lines, centralized compressor stations and/or high pressure lines, the 2019 gathering and compression agreement contains options at the Company’s election for either (i) minimum volume commitments that require Antero Resources to utilize or pay for 70% of the centralized compression capacity and 75% of the high pressure gathering capacity of such new construction for 10 years or (ii) a cost of service fee that allows the Company to earn a return on capital invested of 13% per annum over a period of seven years, which election is made individually for each piece of equipment placed in service. The Marcellus gathering and compression agreement provides for a minimum volume commitment that requires Antero Resources to utilize or pay for 25% of the compression capacity for a period of 10 years from the in-service date. The Mountaineer gathering and compression agreement provides for monthly minimum compression and gathering fees for each centralized compressor station or high pressure gathering line, respectively, for a period of 12 years commencing 90 days after such asset’s in-service date. As of September 30, 2026, all monthly minimum compression fees under the Mountaineer gathering and compression agreement have expired. All lease payments under the minimum volume commitments, cost of service fees and minimum gathering and compression fees are considered to be in-substance fixed lease payments (“minimum lease payments”) under the gathering and compression agreements. The minimum lease payments for the 2019 gathering and compression agreement and Mountaineer gathering and compression agreement end in 2035 and 2026, respectively. As of January 1, 2025, there were no minimum lease payments for the Marcellus gathering and compression agreement.
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The Company recognizes lease income from its minimum lease payments under its gathering and compression agreements on a straight-line basis. Additional variable operating lease income is earned when volumes in excess of the minimum commitments or fees are delivered under the contract. The Company recognizes variable lease income when (i) gathering volumes are delivered to a centralized compressor station, centralized compression volumes are delivered to a high pressure line and high pressure volumes are delivered to a processing plant or transmission pipeline, as applicable or (ii) well pad compression volumes are delivered to a gathering line and gathering volumes are delivered to a processing plant or transmission pipeline, as applicable. Minimum volume commitments for the 2019 gathering and compression agreement are aggregated such that the agreement has a single minimum volume commitment for the respective service each year. The Mountaineer gathering and compression agreement minimum gathering fees are not subject to aggregation and are determined on a monthly basis for each gathering line, subject to such agreement. The Company invoices the customer the month after each service is performed, and payment is due in the same month. The Company is not party to any leases that have not commenced.
Minimum future lease cash flows to be received by the Company under the gathering and compression agreements as of September 30, 2026 are as follows (in thousands):
14,079
231,476
181,531
123,016
89,885
134,943
774,930
Water Handling
The Company is party to a water services agreement with Antero Resources, whereby the Company provides certain water handling services to Antero Resources within an area of dedication in defined service areas in West Virginia. The initial term of the water services agreement runs to 2035. Upon completion of the initial term in 2035, the water services agreement will continue in effect from year to year until such time as the agreement is terminated, effective upon an anniversary of the effective date of the agreement, by notice from either the Company or Antero Resources to the other party on or before the 180th day prior to the anniversary of such agreement. Under the agreement, the Company receives a fixed fee for fresh water deliveries by pipeline directly to the well site, subject to annual CPI-based adjustments. In addition, the Company provides other fluid handling services. These operations, along with the Company’s fresh water delivery systems, support well completion and production operations for Antero Resources. These services are provided by the Company directly or through third-parties with which the Company contracts. For these other fluid handling services provided by third-parties, Antero Resources reimburses the Company’s third-party out-of-pocket costs plus 3%. For these other fluid handling services provided by the Company, the Company charges Antero Resources a cost of service fee. The cost of service fee allows the Company to recover its share of capital expenditures to construct any new facilities required to provide other fluid handling services to Antero Resources and earn a return on capital invested of 13% per annum over a period of seven years. As of September 30, 2026, the Company had minimum future revenues for its cost of service fees of $59 million to be received and recognized by the Company under the water services agreement during 2026 through 2033 as the agreement’s performance obligations are satisfied. In light of the nature and location of the assets and operations acquired in the HG Acquisition, the Company and Antero Resources agreed in principle to certain updates to, and intend to modify, their existing commercial arrangement to provide certain water services. For certain fresh water services provided by the Company related to the HG Energy II Production Holdings, LLC (“HG Production”) assets acquired by Antero Resources, Antero Resources will reimburse the Company’s third-party out-of-pocket costs plus 3%.
The Company satisfies its performance obligations and recognizes revenue when (i) the fresh water volumes have been delivered to the hydration unit of a specified well pad or (ii) other fluid handling services have been completed. The Company invoices the customer the month after water services are performed, and payment is due in the same month. For services contracted through third-party providers, the Company’s performance obligation is satisfied when the service to be performed by the third-party provider has been completed. The Company invoices the customer after the third-party provider billing is received, and payment is due in the same month.
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Transaction Price Allocated to Remaining Performance Obligations
The Company’s water services agreement with Antero Resources has a term greater than one year. The Company is not required to disclose the transaction price allocated to remaining performance obligations if the variable consideration is allocated entirely to a wholly unsatisfied performance obligation. Under this contract, each unit of product delivered to the customer represents a separate performance obligation; therefore, future volumes are wholly unsatisfied and disclosure of the transaction price allocated to remaining performance obligations is not required.
The Company also performs water services for third-party customers and such contracts are short-term in nature with a contract term of one year or less. Accordingly, the Company is exempt from disclosure of the transaction price allocated to remaining performance obligations if the performance obligation is part of a contract that has an original expected duration of one year or less.
Contract Balances
Under the Company’s water service contracts, the Company invoices customers after the performance obligations have been satisfied, at which point payment is unconditional. Accordingly, the Company’s water service contracts do not give rise to contract assets or liabilities.
Disaggregation of Revenue
In the following table, revenue is disaggregated by type of service and type of fee and is identified by the reportable segment to which such revenues relate. See Note 17—Reportable Segments for additional information.
Reportable segment / Type of service
Gathering and Processing (1)
Gathering
114,077
137,363
336,972
400,853
Compression
68,178
72,635
201,269
215,556
High pressure gathering
67,572
60,544
198,504
187,934
(9,271)
(13,846)
(27,814)
(40,014)
Fresh water delivery
37,023
36,376
117,298
102,877
Other fluid handling
25,639
42,978
90,383
128,143
(8,397)
(9,028)
(25,190)
(26,872)
Reportable segment / Type of contract
Per unit fixed fee
262,605
785,834
Cost plus 3%
4,574
10,403
Cost of service fee
3,363
8,106
37,556
36,400
118,802
103,212
16,337
27,499
62,282
83,673
8,769
15,455
26,597
44,135
The Company’s receivables from its contracts with customers and operating leases as of December 31, 2025 and September 30, 2026, were $111 million and $124 million, respectively.
(7) Property and Equipment
Property and equipment, net consisted of the following items:
Estimated
Useful Lives
Land
n/a
29,435
30,732
Gas gathering systems and facilities
40-50 years (1)
3,197,948
3,588,306
Permanent buried water pipelines and equipment
7-20 years
651,286
838,233
Surface water pipelines and equipment
1-7 years
161,751
189,651
Heavy trucks and equipment
3-5 years
4,413
Above ground storage tanks
5-10 years
5,481
7,445
3-20 years
8,389
9,246
Construction-in-progress
141,233
139,988
Total property and equipment
4,199,936
4,808,014
Less accumulated depreciation
(745,364)
(855,025)
Gathering systems and facilities are recognized as a single-leased asset with no residual value.
(8) Accrued Liabilities
Accrued liabilities consisted of the following items:
Capital expenditures
19,523
24,698
Operating expenses
13,139
30,773
Interest expense
46,322
44,358
Ad valorem taxes
6,222
2,726
6,321
7,430
Total accrued liabilities
(9) Long-Term Debt
Long-term debt consisted of the following items:
Credit Facility
576,800
5.75% senior notes due 2028
650,000
5.375% senior notes due 2029
750,000
6.625% senior notes due 2032
600,000
5.75% senior notes due 2033
5.75% senior notes due 2034
Total principal
3,250,000
3,176,800
Unamortized debt issuance costs
(27,470)
(23,105)
Total long-term debt
On July 30, 2024, Antero Midstream Partners, as borrower (the “Borrower”), amended and restated its senior secured revolving credit facility with a syndicate of banks (as amended by the First Amendment thereto, dated as of December 11, 2025, the “Credit Facility”). The Credit Facility is guaranteed on a secured basis by Antero Midstream LLC, Antero Treatment LLC, Antero Water LLC and Antero Midstream Finance Corporation (“Finance Corp”).
Lender commitments under the Credit Facility were $1.25 billion as of each of December 31, 2025 and September 30, 2026. The Credit Facility matures on July 30, 2029; provided that if on the date that is 91 days prior to the stated maturity of any outstanding senior unsecured notes of the Borrower, including the 2029 Notes (as defined below), the outstanding principal amount of such notes is greater than or equal to $50 million and the sum of (A) the outstanding principal amount of loans, undrawn letters of credit, and drawn but unreimbursed amounts with respect to letters of credit, in each case, then outstanding under the Credit Facility plus (B) (1) the outstanding principal amount of such notes on such date minus (2) consolidated unrestricted cash of the Borrower exceeds 85% of the Aggregate Commitments (as defined in the Credit Facility), the Credit Facility will mature on such date. As of September 30, 2026, the Credit Facility had an available borrowing capacity of $673 million.
The Credit Facility contains negative and affirmative covenants applicable to the Borrower and its restricted subsidiaries customary for credit facilities of this type, including, among other things, limitations on: liens; indebtedness; investments; fundamental changes, such as mergers, consolidations, liquidations and dissolutions; the disposition of assets; transactions with affiliates that are not on arms’-length terms; prepayments and amendments of certain indebtedness; and swap and hedge transactions.
The Credit Facility permits distributions to the holders of the Borrower’s equity interests in accordance with the cash distribution policy, adopted by the board under the partnership agreement of the Borrower, provided that no event of default exists or would be caused thereby, and only to the extent permitted by the Borrower’s organizational documents.
The Credit Facility also requires the Borrower to maintain the following financial ratios:
The Borrower was in compliance with all of the financial covenants under the Credit Facility as of December 31, 2025 and September 30, 2026.
The Credit Facility provides for borrowing under either the Adjusted Term Secured Overnight Financing Rate (“SOFR”) plus a 0.10% credit adjustment spread and subject to a 0.00% floor or the Base Rate (as each term is defined in the Credit Facility). Principal amounts borrowed are payable on the maturity date with such borrowings bearing interest that is payable with respect to (i) Base Rate loans, quarterly and (ii) SOFR Loans at the end of the applicable interest period if three months (or shorter, if applicable), or every three months if the applicable interest period is longer than three months. During any period that is not an Investment Grade Period, the interest margin is determined with reference to the Borrower’s then-current consolidated total leverage ratio, which for SOFR loans range from 1.50% to 2.50%. During any period that is not an Investment Grade Period, commitment fees on the unused portion of the Credit Facility are due quarterly at rates ranging from 0.25% to 0.375%.
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If the Borrower receives at least two Investment Grade Ratings (as defined in the Credit Facility), no default or event of default exists and the Borrower is in pro forma compliance with the Credit Facility’s financial covenants (subject to provision of the Credit Facility), the Borrower may elect to enter into an Investment Grade Period. During an Investment Grade Period, the interest margin is determined by reference to the Company’s corporate family rating, which for SOFR loans range from 1.125% to 2.000%. In addition, during an Investment Grade Period, the commitment fees on the unused portion of the Credit Facility are determined by reference to the Company’s corporate family rating, which range from 0.125% to 0.300%. The Borrower was not in an Investment Grade Period during the three and nine months ended September 30, 2026.
As of December 31, 2025, the Borrower had no outstanding borrowings under the Credit Facility. As of September 30, 2026, the Borrower had outstanding borrowings under the Credit Facility of $577 million with a weighted average interest rate of 5.62%. No letters of credit were outstanding under the Credit Facility as of December 31, 2025 and September 30, 2026.
5.75% Senior Notes Due 2027
On February 25, 2019, Antero Midstream Partners and its wholly owned subsidiary Finance Corp (the “Issuers”) issued $650 million in aggregate principal amount of 5.75% senior notes due March 1, 2027 (the “2027 Notes”) at par. The 2027 Notes were recorded at their fair value of $653 million as of March 12, 2019, and the related premium of $3 million was amortized into interest expense over the life of the 2027 Notes. On September 23, 2025, the Issuers redeemed all $650 million of the 2027 Notes at par, plus accrued and unpaid interest, and recognized a loss on early debt extinguishment of $1 million during the year ended December 31, 2025, which included the write-off of all unamortized premium and debt issuance costs. Interest on the 2027 Notes was payable on March 1 and September 1 of each year.
5.75% Senior Notes Due 2028
On June 28, 2019, the Issuers issued $650 million in aggregate principal amount of 5.75% senior notes due January 15, 2028 (the “2028 Notes”) at par. On August 8, 2026, the Issuers redeemed all $650 million aggregate principal amount of the 2028 Notes at par, plus accrued and unpaid interest, and recognized a loss on early debt extinguishment of $2 million during the three and nine months ended September 30, 2026, which included the write-off of all unamortized debt issuance costs. Interest on the 2028 Notes was payable on January 15 and July 15 of each year.
5.375% Senior Notes Due 2029
On June 8, 2021, the Issuers issued $750 million in aggregate principal amount of 5.375% senior notes due June 15, 2029 (the “2029 Notes”) at par. The 2029 Notes are unsecured and effectively subordinated to the Credit Facility to the extent of the value of the collateral securing the Credit Facility. The 2029 Notes are fully and unconditionally guaranteed on a joint and several senior unsecured basis by Antero Midstream Corporation, Antero Midstream Partners’ wholly owned subsidiaries (other than Finance Corp) and certain of its future restricted subsidiaries. Interest on the 2029 Notes is payable on June 15 and December 15 of each year. Antero Midstream Partners may redeem all or part of the 2029 Notes at any time at a redemption price of 100.00% as of September 30, 2026. If Antero Midstream Partners undergoes a change of control followed by a rating decline, the holders of the 2029 Notes will have the right to require Antero Midstream Partners to repurchase all or a portion of the 2029 Notes at a price equal to 101% of the principal amount of the 2029 Notes, plus accrued and unpaid interest.
(e)
6.625% Senior Notes Due 2032
On January 16, 2024, the Issuers issued $600 million in aggregate principal amount of 6.625% senior notes due February 1, 2032 (the “2032 Notes”) at par. The 2032 Notes are unsecured and effectively subordinated to the Credit Facility to the extent of the value of the collateral securing the Credit Facility. The 2032 Notes are fully and unconditionally guaranteed on a joint and several senior unsecured basis by Antero Midstream Corporation, Antero Midstream Partners’ wholly owned subsidiaries (other than Finance Corp) and certain of its future restricted subsidiaries. Interest on the 2032 Notes is payable on February 1 and August 1 of each year. Antero Midstream Partners may redeem all or part of the 2032 Notes at any time on or after February 1, 2027 at redemption prices ranging from 103.313% on or after February 1, 2027 to 100.00% on or after February 1, 2029. In addition, prior to February 1, 2027, Antero Midstream Partners may redeem up to 35% of the aggregate principal amount of the 2032 Notes with an amount of cash not greater than the net cash proceeds of certain equity offerings, if certain conditions are met, at a redemption price of 106.625% of the principal amount of the 2032 Notes, plus accrued and unpaid interest. At any time prior to February 1, 2027, Antero Midstream Partners may also redeem the 2032 Notes, in whole or in part, at a price equal to 100% of the principal amount of the 2032 Notes plus a “make-whole” premium
and accrued and unpaid interest. If Antero Midstream Partners undergoes a change of control followed by a rating decline, the holders of the 2032 Notes will have the right to require Antero Midstream Partners to repurchase all or a portion of the 2032 Notes at a price equal to 101% of the principal amount of the 2032 Notes, plus accrued and unpaid interest.
(f)
5.75% Senior Notes Due 2033
On September 22, 2025, the Issuers issued $650 million in aggregate principal amount of 5.75% senior notes due October 15, 2033 (the “2033 Notes”) at par. The 2033 Notes are unsecured and effectively subordinated to the Credit Facility to the extent of the value of the collateral securing the Credit Facility. The 2033 Notes are fully and unconditionally guaranteed on a joint and several senior unsecured basis by Antero Midstream Corporation, Antero Midstream Partners’ wholly owned subsidiaries (other than Finance Corp) and certain of its future restricted subsidiaries. Interest on the 2033 Notes is payable on April 15 and October 15 of each year. Antero Midstream Partners may redeem all or part of the 2033 Notes at any time on or after October 15, 2028 at redemption prices ranging from 102.875% to 100.00% on or after October 15, 2030. In addition, prior to October 15, 2028, Antero Midstream Partners may redeem up to 35% of the aggregate principal amount of the 2033 Notes with an amount of cash not greater than the net cash proceeds of certain equity offerings, if certain conditions are met, at a redemption price of 105.750% of the principal amount of the 2033 Notes, plus accrued and unpaid interest. At any time prior to October 15, 2028, Antero Midstream Partners may also redeem the 2033 Notes, in whole or in part, at a price equal to 100% of the principal amount of the 2033 Notes plus a “make-whole” premium and accrued and unpaid interest. If Antero Midstream Partners undergoes a change of control followed by a rating decline, the holders of the 2033 Notes will have the right to require Antero Midstream Partners to repurchase all or a portion of the 2033 Notes at a price equal to 101% of the principal amount of the 2033 Notes, plus accrued and unpaid interest.
(g)
5.75% Senior Notes Due 2034
On December 23, 2025, the Issuers issued $600 million in aggregate principal amount of 5.75% senior notes due July 1, 2034 (the “2034 Notes”) at par. The 2034 Notes are unsecured and effectively subordinated to the Credit Facility to the extent of the value of the collateral securing the Credit Facility. The 2034 Notes are fully and unconditionally guaranteed on a joint and several senior unsecured basis by Antero Midstream Corporation, Antero Midstream Partners’ wholly owned subsidiaries (other than Finance Corp) and certain of its future restricted subsidiaries. Interest on the 2034 Notes is payable on January 1 and July 1 of each year.
Antero Midstream Partners may also redeem all or a part of the 2034 Notes at any time on or after January 1, 2029 at the redemption prices ranging from 102.875% on or after January 1, 2029 to 100.00% on or after January 1, 2031, plus accrued and unpaid interest, if any, to, but excluding, the redemption date. In addition, at any time prior to January 1, 2029, Antero Midstream Partners may redeem up to 35% of the aggregate principal amount of the 2034 Notes at a redemption price equal to 105.750% of the principal amount, plus accrued and unpaid interest, if any, to the redemption date, with an amount of cash not greater than the net proceeds from certain equity offerings. At any time prior to January 1, 2029, Antero Midstream Partners may redeem all or part of the 2034 Notes, in whole or in part, at a redemption price equal to 100% of the principal amount of the 2034 Notes plus a “make-whole” premium plus accrued and unpaid interest, if any, to, but excluding, the redemption date. If Antero Midstream Partners undergoes a change of control followed by a rating decline, the holders of the 2034 Notes will have the right to require Antero Midstream Partners to repurchase all or a portion of the 2034 Notes at a price equal to 101% of the principal amount of the 2034 Notes, plus accrued and unpaid interest.
(h)
Senior Notes Guarantors
The Company and each of the Company’s wholly owned subsidiaries (except for the Issuers) has fully and unconditionally guaranteed the 2029 Notes, 2032 Notes, 2033 Notes and 2034 Notes (collectively the “Senior Notes”). In the event a guarantor is sold or disposed of (whether by merger, consolidation, the sale of a sufficient amount of its capital stock so that it no longer qualifies as a Restricted Subsidiary (as defined in the applicable indenture governing the series of Senior Notes) of the Issuer or the sale of all or substantially all of its assets) and whether or not the guarantor is the surviving entity in such transaction to a person that is not an Issuer or a Restricted Subsidiary of an Issuer, such guarantor will be released from its obligations under its guarantee if the sale or other disposition does not violate the covenants set forth in the indentures governing the applicable Senior Notes.
In addition, a guarantor will be released from its obligations under the applicable indenture and its guarantee (i) upon the release or discharge of the guarantee of other indebtedness under a credit facility that resulted in the creation of such guarantee, except a release or discharge by or as a result of payment under such guarantee, (ii) if the Issuers designate such subsidiary as an unrestricted subsidiary and such designation complies with the other applicable provisions of the indenture governing the applicable Senior Notes or (iii) in connection with any covenant defeasance, legal defeasance or satisfaction and discharge of the applicable Senior Notes.
During the three and nine months ended September 30, 2025 and 2026, all of the Company’s assets and operations are attributable to the Issuers and its guarantors.
(10) Leases
The Company leases certain compressors and water handling equipment. Leases with an initial term of 12 months or less are considered short-term and are not recorded on the balance sheet. Instead, the short-term leases are recognized in expense on a straight-line basis over the lease term.
Most leases include one or more options to renew, with renewal terms that can extend the lease for one month up to one year or more. Certain of the Company’s lease contracts provide a renewal option that can be exercised at the Company’s option, subject to agreement by the lessor. The depreciable lives of the leased assets are limited by the expected lease term, unless there is a transfer of title, purchase option or renewal the Company is reasonably certain to exercise. Certain of the Company’s lease agreements include rental payments adjusted periodically for inflation.
The Company considers all contracts that have assets specified in the contract, either explicitly or implicitly, that the Company has substantially all of the capacity of the asset, and has the right to obtain substantially all of the economic benefits of that asset, without the lessor’s ability to have a substantive right to substitute that asset, as leased assets. For any contract deemed to include a leased asset, that asset is capitalized on the condensed consolidated balance sheet as a right-of-use asset and a corresponding lease liability is recorded at the present value of the known future minimum payments of the contract using a discount rate on the date of commencement. The leased asset classification is determined at the date of recording as either operating or financing, depending upon certain criteria of the contract.
The discount rate used for present value calculations is the discount rate implicit in the contract. If an implicit rate is not determinable, a collateralized incremental borrowing rate is used at the date of commencement. As new leases commence or previous leases are modified, the discount rate used in the present value calculation is the current period applicable discount rate.
The Company has made an accounting policy election to adopt the practical expedient for combining lease and non-lease components on an asset class basis. This expedient allows the Company to combine non-lease components such as real estate taxes, insurance, maintenance and other operating expenses associated with the leased premises with the lease component of a lease agreement on an asset class basis when the non-lease components of the agreement cannot be easily bifurcated from the lease payment. Currently, the Company is applying this expedient to its compressor and water handling equipment agreements.
Maturities of Lease Liabilities
The table below is a schedule of future minimum payments for operating and financing lease liabilities as of September 30, 2026:
Operating Leases
Financing Leases
Remainder of 2026
4,561
141
4,702
2027
16,681
22
16,703
2028
14,367
2029
11,211
2030
6,391
2,235
Total lease payments
55,446
163
55,609
Less: imputed interest
(4,926)
(4,927)
162
50,682
Lease Term and Discount Rate
September 30, 2026
Finance Leases
Weighted average remaining lease term
9 years
*
4 years
0.3 years
Weighted average discount rate
6.4
%
4.9
4.4
Not applicable
(11) Equity-Based Compensation
Summary of Equity-Based Compensation
The Company’s equity-based compensation includes costs related to its long term incentive plans. Antero Midstream’s equity-based compensation expense is included in general and administrative expenses, and recorded as a credit to additional paid-in capital.
On June 5, 2024, the Company’s stockholders approved the Amended and Restated Antero Midstream Corporation Long Term Incentive Plan (the “AM LTIP”). The AM LTIP provides for the grant of stock options, stock appreciation rights, restricted stock, restricted stock units (“RSUs”), dividend equivalents, other stock-based awards, cash awards and substitute awards. The terms and conditions of the awards granted are established by the compensation committee of the Board. As of September 30, 2026, a total of 14,462,072 shares were available for future grant under the AM LTIP.
The Company’s equity-based compensation expense, by type of award, is as follows:
Restricted stock units
8,109
8,198
25,854
24,091
Performance share units
2,632
2,392
8,137
7,278
Equity awards issued to directors
285
370
998
Total expense
Restricted Stock Unit Awards
A summary of the RSU awards activity is as follows:
Weighted Average
Number
Grant Date
of Units
Fair Value
Total awarded and unvested—December 31, 2025
4,487,368
14.20
Granted
1,514,696
22.97
Vested
(2,370,747)
13.16
Forfeited
(41,113)
17.08
Total awarded and unvested—September 30, 2026
3,590,204
18.55
As of September 30, 2026, unamortized equity-based compensation expense of $48 million related to the unvested RSUs is expected to be recognized over a weighted average period of approximately two years.
Performance Share Unit Awards
Performance Share Unit Awards Based on Return on Invested Capital
In March 2026, the Company granted PSUs to certain of its executive officers that vest based on the Company’s actual ROIC (as defined in the award agreement) over a three-year period concluding on December 31, 2028 as compared to a targeted ROIC (“2026 ROIC PSUs”). The number of shares of the Company’s common stock that can be earned with respect to the 2026 ROIC PSUs ranges from zero to 200% of the target number of 2026 ROIC PSUs originally granted. The grant date fair value of these awards was based on the closing price of the Company’s common stock on the date of the grant, assuming target achievement of the performance condition. Expense related to the 2026 ROIC PSUs is recognized based on the number of shares of the Company’s common stock that are expected to be issued at the end of the measurement period, and such expense is reversed if the likelihood of achieving the performance condition decreases. The likelihood of achieving the performance conditions related to 2026 ROIC PSU awards was probable as of September 30, 2026.
Summary Information for Performance Share Unit Awards
A summary of the PSU awards activity is as follows:
1,162,432
12.96
163,255
Vested (1)
(512,166)
10.58
813,521
16.47
As of September 30, 2026, unamortized equity-based compensation expense of $11 million related to the unvested PSUs is expected to be recognized over a weighted average period of approximately two years.
23
(12) Cash Dividends
The Company paid cash dividends for the quarter indicated as follows (in thousands, except per share data):
Dividends
Period
Record Date
Dividend Date
per Share
Q4 2024
January 29, 2025
February 12, 2025
112,615
0.225
February 14, 2025
138
Q1 2025
April 23, 2025
May 7, 2025
111,519
May 15, 2025
137
Q2 2025
July 23, 2025
August 6, 2025
107,686
August 14, 2025
Q3 2025
October 22, 2025
November 5, 2025
107,187
November 14, 2025
Total 2025
439,557
Q4 2025
January 28, 2026
February 11, 2026
111,096
February 17, 2026
Q1 2026
April 29, 2026
May 13, 2026
109,639
May 15, 2026
Q2 2026
July 29, 2026
August 12, 2026
106,812
August 14, 2026
Total 2026
327,960
Dividends are paid in accordance with the terms of the Series A Preferred Stock (as defined below) as discussed in Note 13—Equity and Net Income Per Common Share.
On October 14, 2026, the Board announced the declaration of a cash dividend on the shares of the Company’s common stock of $0.225 per share for the quarter ended September 30, 2026. The dividend is payable on November 11, 2026 to stockholders of record as of October 28, 2026. The Company pays dividends (i) out of surplus or (ii) if there is no surplus, out of the net profits for the fiscal year in which the dividend is declared and/or the preceding fiscal year, as provided under Delaware law.
The Board also declared a cash dividend of $137,500 on the shares of Series A Preferred Stock of Antero Midstream that is payable on November 16, 2026 in accordance with the terms of the Series A Preferred Stock, which are discussed in Note 13—Equity and Net Income Per Common Share. As of September 30, 2026, there were dividends in the amount of $68,750 accumulated in arrears on the Company’s Series A Preferred Stock.
(13) Equity and Net Income Per Common Share
Preferred Stock
The Board authorized 100,000,000 shares of preferred stock on March 12, 2019, and issued 10,000 shares of preferred stock designated as "5.5% Series A Non-Voting Perpetual Preferred Stock" (the "Series A Preferred Stock"), to The Antero Foundation on that date. Dividends on the Series A Preferred Stock are cumulative from the date of original issue and payable in cash on the 45th day following the end of each fiscal quarter, or such other dates as the Board will approve, at a rate of 5.5% per annum on (i) the liquidation preference per share of Series A Preferred Stock (as described below) and (ii) the amount of accrued and unpaid dividends for any prior dividend period on such share of Series A Preferred Stock, if any. At any time following the date of issue, in the event of a change of control, or at any time on or after March 12, 2029, the Company may redeem the Series A Preferred Stock at a price equal to $1,000 per share, plus any accrued and unpaid dividends, payable in cash; provided that if any shares of the Series A Preferred Stock are held by The Antero Foundation at the time of such redemption, the price for redemption of each share of Series A Preferred Stock will be the greater of (i) $1,000 per share, plus any accrued but unpaid dividends, and (ii) the fair market value of the Series A Preferred Stock. On or after March 12, 2029, the holder of each share of Series A Preferred Stock (other than The Antero Foundation) may convert such shares, at any time and from time to time, at the option of the holder into a number of shares of the Company’s common stock equal to the conversion ratio in effect on the applicable conversion date, subject to certain limitations. The Series A Preferred Stock ranks
senior to the Company’s common stock as to dividend rights, as well as with respect to rights upon liquidation, winding-up or dissolution of the Company. Holders of the Series A Preferred Stock do not have any voting rights in the Company, except as required by law, or any preemptive rights.
Weighted Average Common Shares Outstanding
The following is a reconciliation of the Company’s basic weighted average common shares outstanding to diluted weighted average common shares outstanding:
Basic weighted average number of common shares outstanding
Add: Dilutive effect of RSUs
1,781
1,214
2,129
1,412
Add: Dilutive effect of PSUs
1,499
1,062
1,505
1,156
Add: Dilutive effect of Series A Preferred Stock
514
496
Diluted weighted average number of common shares outstanding
There were no anti-dilutive securities outstanding during the three and nine months ended September 30, 2025 and 2026.
Net Income Per Common Share
Net income per common share—basic for each period is computed by dividing the net income or loss attributable to the Company by the basic weighted average number of common shares outstanding during the period. Net income per common share—diluted for each period is computed after giving consideration to the potential dilution from outstanding equity-based awards, calculated using the treasury stock method. During periods in which the Company incurs a net loss, diluted weighted average common shares outstanding are equal to basic weighted average common shares outstanding because the effect of all equity-based awards is anti-dilutive.
(in thousands, except per share amounts)
Less preferred stock dividends
(138)
Net income available to common shareholders
115,846
392,519
360,821
624,025
Weighted average common shares outstanding–basic
Weighted average common shares outstanding–diluted
25
(14) Fair Value Measurement
Senior Unsecured Notes
The fair value and carrying value of the Company’s Senior Notes is as follows:
Fair Value (1)
Carrying Value (2)
2028 Notes
649,155
647,725
2029 Notes
745,620
736,125
746,491
2032 Notes
621,000
594,132
592,500
594,733
2033 Notes
653,250
642,525
612,040
643,108
2034 Notes
604,800
592,528
564,060
592,563
3,278,205
2,504,725
2,576,895
Other Assets and Liabilities
The carrying values on the condensed consolidated balance sheets of the Company’s cash and cash equivalents, restricted cash, accounts receivable—Antero Resources, accounts receivable—third party, other current assets, accounts payable—Antero Resources, accounts payable—third party, accrued liabilities and other current liabilities approximate fair values due to their short-term maturities. The carrying value of the amount under the Credit Facility as of September 30, 2026 approximated fair value because the variable interest rate is reflective of current market conditions.
HG Acquisition
The HG Acquisition was accounted for under the acquisition method of accounting, and as such, the Company estimated the fair value of assets acquired and liabilities assumed as of the Closing Date. See Note 3—Transactions.
The Company used a cost approach to estimate the fair value of property and equipment acquired based on inputs that are not observable in the market, whereby it is a Level 3 fair value measurement. The significant inputs to the property and equipment fair value include replacement cost of similar assets, adjusted for depreciation based on asset age and condition, economic and functional obsolescence, location, normal useful lives and capacity. The Company used a discounted cash flow technique, which is an income approach, to estimate the fair value of the customer relationships, whereby it is a Level 3 fair value measurement. The significant inputs to the customer relationships fair value include throughput and water handling volumes, estimated future service fees, capital expenditures, operating expenditures and a weighted-average cost of capital. The Company utilized a weighted average cost of capital for gathering and compression and water handling customer relationships of 14% and 16%, respectively, as of the Closing Date.
(15) Investments in Unconsolidated Affiliates
The Company has a 50% equity interest in the joint venture to develop processing and fractionation assets with MarkWest Energy Partners, L.P. (“MarkWest”), a wholly owned subsidiary of MPLX, LP (the “Joint Venture”). The Joint Venture was formed to develop processing and fractionation assets in Appalachia. MarkWest operates the Joint Venture assets, which consist of processing plants in West Virginia and a one-third interest in two MarkWest fractionators in Ohio.
The Company also has a 15% equity interest in a gathering system of Stonewall Gas Gathering LLC (“Stonewall”), which operates a 67-mile pipeline on which Antero Resources is an anchor shipper.
The Company’s net income includes its proportionate share of the net income of the Joint Venture and Stonewall. When the Company records its proportionate share of net income, it increases equity income in the unaudited condensed consolidated statements of operations and comprehensive income and the carrying value of that investment on its condensed consolidated balance sheet. When distributions on the Company’s proportionate share of net income are received, they are recorded as reductions to the carrying value of the investment on the condensed consolidated balance sheet and are classified as
26
cash inflows from operating activities in accordance with the nature of the distribution approach under Financial Accounting Standards Board Accounting Standard Codification Topic 230, Statement of Cash Flows. The Company uses the equity method of accounting to account for its investments in the Joint Venture and Stonewall because it exercises significant influence, but not control, over the entities. The Company’s judgment regarding the level of influence over its equity investments includes considering key factors such as its ownership interest, representation on the applicable Board of Directors and participation in policy-making decisions of the Joint Venture and Stonewall.
The following table is a reconciliation of the Company’s investments in these unconsolidated affiliates:
Investment In
Unconsolidated
Joint Venture
Stonewall
Affiliates
Balance as of December 31, 2025
471,505
114,273
Additional investments
900
Equity in earnings of unconsolidated affiliates (1)
77,630
8,857
(92,770)
(12,885)
(105,655)
Balance as of September 30, 2026
456,365
111,145
(16) Contingencies
On March 13, 2020, Antero Treatment LLC (“Antero Treatment”), a wholly owned subsidiary of the Company, filed suit against Veolia Water Technologies, Inc. (“Veolia”) in the district court of Denver County, Colorado (the “Court”), asserting claims of fraud, breach of contract and other related claims. Antero Treatment alleged that Veolia failed to meet its contractual obligations to design and build a “turnkey” wastewater disposal facility under a Design/Build Agreement dated August 18, 2015 (the “DBA”), and that Veolia fraudulently concealed certain miscalculations and design flaws during contract negotiations and continued to conceal and fraudulently misrepresent the impact of certain design changes post-execution of the DBA. On March 13, 2020, Veolia filed a separate suit against the Company, Antero Resources, and certain of the Company’s wholly owned subsidiaries (collectively, the “Antero Defendants”) in Denver County, Colorado. In its lawsuit, Veolia asserted breach of contract and equitable claims against the Antero Defendants for alleged failures under the DBA. Veolia’s suit was consolidated into the action filed by Antero Treatment.
Veolia and the Antero Defendants each filed partial motions to dismiss and motions for summary judgment directed at certain claims asserted by the opposing party. A bench trial on the remaining claims was held from January 24 through February 10, 2022 and concluded on February 24, 2022. At trial, Antero Treatment sought damages from Veolia of $450 million, which represents the Company’s out-of-pocket costs associated with the Clearwater Facility project. In the alternative, Antero Treatment sought damages related to multiple breaches of the DBA, totaling $370 million. Also at trial, Veolia sought monetary damages of $118 million, including alleged delay and extra-contractual costs and a contract balance relating to an allegation that Antero Defendants improperly terminated the DBA.
On January 3, 2023, the Court found that Antero Treatment had prevailed on its claims for breach of contract and fraud, and awarded $242 million in damages to Antero Treatment, plus pre- and post-judgment interest and reasonable costs and attorneys’ fees. The Court also found in Antero Defendants’ favor on all of Veolia’s affirmative claims. On January 27, 2023, the Court entered judgment in favor of Antero Treatment in the amount of $309 million in damages, which included pre-judgment interest. On April 10, 2023, the Court issued an order identifying an error in its previously entered judgment, and on May 3, 2023, the Court entered an amended final judgment in favor of Antero Treatment in the amount of $280 million in damages, which included pre-judgment interest through April 30, 2023. On May 26, 2023, Veolia filed a notice of appeal of the final judgment, and on June 9, 2023, Antero Treatment filed a notice of cross-appeal. Oral argument at the Colorado Court of Appeals occurred on October 15, 2024. On December 9, 2024, the District Court awarded Antero Treatment approximately $19 million in attorneys’ fees and costs. On December 19, 2024, the Colorado Court of Appeals affirmed the District Court’s May 3, 2023 judgment and associated damages award, and remanded the case to the District Court for purposes of calculating appellate attorneys’ fees and costs owed to the Company by Veolia. On January 27, 2025, Veolia filed a notice of appeal of the District Court’s December 9, 2024 award of attorneys’ fees and costs, and on
27
March 20, 2025, Veolia filed a petition for certiorari in the Colorado Supreme Court challenging the December 19, 2024 decision of the Colorado Court of Appeals. On June 26, 2025, the Colorado Court of Appeals dismissed Veolia’s appeal of the December 9, 2024 award of attorneys’ fees and costs with prejudice, following a stipulated motion by Veolia requesting such dismissal. On September 2, 2025, the Colorado Supreme Court granted in part and denied in part Veolia’s petition for certiorari with respect to the December 19, 2024 decision by the Colorado Court of Appeals. Oral argument at the Colorado Supreme Court occurred on May 12, 2026. On June 23, 2026, the Colorado Supreme Court affirmed the December 19, 2024 decision of the Colorado Court of Appeals.
During the three months ended September 30, 2026, the Company received approximately $377 million in damages, interest and attorneys’ fees from Veolia, which has been recorded as a gain on litigation in the unaudited condensed consolidated statements of operations and comprehensive income for the three and nine months ended September 30, 2026. This matter has now concluded.
(17) Reportable Segments
The Company’s operations, which are located in the United States, are organized into two reportable segments: (i) gathering and processing and (ii) water handling.
The summarized operating results of the Company’s reportable segments are as follows:
Three Months Ended September 30, 2025
Gathering and
Water
Consolidated
Processing
Handling
Unallocated (1)
Revenues:
Revenue–Antero Resources
311,956
Revenue–third-party
Total revenues
240,556
54,265
29,077
28,809
General and administrative (excluding equity-based compensation)
5,670
2,903
1,717
10,290
7,662
3,079
19,419
15,046
Other (2)
61,828
50,498
2,002
178,728
3,767
(2,002)
Additions to property and equipment
24,866
21,309
46,175
28
Three Months Ended September 30, 2026
349,872
256,696
70,326
38,553
44,696
6,975
2,210
979
10,164
8,256
2,334
18,993
18,970
2,115
806
1,118
40
76,010
(307,565)
1,349
180,686
377,891
(1,349)
31,854
12,867
44,721
Nine Months Ended September 30, 2025
942,922
708,931
182,491
80,932
96,898
16,040
11,096
4,494
31,630
22,774
11,217
57,786
42,791
177,532
164,392
5,338
531,399
18,099
(5,338)
67,960
45,477
113,437
29
Nine Months Ended September 30, 2026
1,034,733
630
764,329
204,148
105,116
133,356
20,765
8,116
4,780
33,661
23,840
7,529
55,721
54,255
2,248
Loss (gain) on long-lived assets
(2,111)
611
205,579
(170,628)
5,778
558,750
374,776
(5,778)
86,692
48,678
135,370
The summarized assets of the Company’s reportable segments are as follows:
As of December 31, 2025
4,651,002
968,282
264,832
As of September 30, 2026
5,196,030
1,144,925
125
30
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.
The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our unaudited condensed consolidated financial statements and related notes included elsewhere in this report. The information provided below supplements, but does not form part of, our unaudited condensed consolidated financial statements. This discussion contains forward-looking statements that are based on the views and beliefs of our management, as well as assumptions and estimates made by our management. Actual results could differ materially from such forward-looking statements as a result of various risk factors, including those that may not be in the control of management. For further information on items that could impact our future operating performance or financial condition, see “Item 1A. Risk Factors” and the section entitled “Cautionary Statement Regarding Forward-Looking Statements.” We do not undertake any obligation to publicly update any forward-looking statements except as otherwise required by applicable law. In this section, references to “Antero Midstream,” “AM,” the “Company,” “we,” “us,” and “our” refer to Antero Midstream Corporation and its consolidated subsidiaries, unless otherwise indicated or the context otherwise requires.
Overview
We are a growth-oriented midstream energy company formed to own, operate and develop midstream energy assets. We believe that our strategically located assets and our relationship with Antero Resources have allowed us to become a leading midstream energy company serving the Appalachian Basin and present opportunities to expand our midstream services to other operators in the Appalachian Basin. Our assets consist of gathering pipelines, centralized compressor stations and interests in processing and fractionation plants that collect and process production from the Appalachian Basin in West Virginia and Ohio. Our assets also include an independent water handling system that delivers water from the Ohio River and several regional waterways. These water handling systems consist of permanent buried pipelines, surface pipelines and water storage facilities, as well as pumping stations, blending facilities and impoundments. Portions of these water handling systems are also utilized to transport flowback and produced water. These services are provided by us directly or through third-parties with which we contract.
Acquisition and Divestiture
On December 5, 2025, we entered into a definitive agreement to acquire 100% of the issued and outstanding equity interests of HG Midstream for cash consideration of $1.1 billion, subject to the terms and conditions thereof. The HG Acquisition included gathering pipelines and integrated water handling assets in the core of the Marcellus Shale in West Virginia. This acquisition closed on the Closing Date. The Company’s unaudited condensed consolidated statement of operations for the nine months ended September 30, 2026 included results of operations from the assets and operations acquired in the HG Acquisition from the Closing Date through September 30, 2026.
The HG Acquisition was funded with net proceeds of the 2034 Notes, borrowing under the Credit Facility and restricted cash. See Note 3—Transactions to our unaudited condensed consolidated financial statements for additional information. In light of the nature and location of the assets and operations acquired in the HG Acquisition, we and Antero Resources agreed in principle to certain updates to, and intend to modify, our existing commercial arrangements with Antero Resources to provide for well pad compression with respect to certain wells and to provide certain water services. See Note 6—Revenue to our unaudited condensed consolidated financial statements for additional information.
Utica Shale Divestiture
On December 5, 2025, we entered into a purchase and sale agreement with the Buyer Parties to sell substantially all of our Utica Shale Property and Equipment in Ohio, for aggregate cash consideration of $400 million, subject to the terms and conditions thereof. The Utica Shale Property and Equipment included 118 miles of gathering pipelines, 0.7 Bcfe/d of compression capacity, 85 miles of water pipelines and 12 water impoundments with storage capacity of approximately 2 million barrels. The Utica Shale Divestiture closed on February 23, 2026. The net proceeds from the Utica Shale Divestiture were used for the repayment of long-term debt. See Note 3—Transactions to our unaudited condensed consolidated financial statements for additional information.
Financing Highlights
Share Repurchase Program
Through our share repurchase program, during the three and nine months ended September 30, 2026, we repurchased and retired approximately 1.3 million shares of our common stock for a total cost of $27 million and approximately 2.7 million shares of our common stock for a total cost of $54 million, respectively. As of September 30, 2026, we have approximately $283 million of remaining capacity under our share repurchase program. The shares may be repurchased from time to time in open market transactions, through privately negotiated transactions or by other means in accordance with federal securities laws. The timing, as well as the number and value of shares repurchased under the program, will be determined by us at our discretion and will depend on a variety of factors, including the market price of our common stock, general market and economic conditions and applicable legal requirements. The exact number of shares to be repurchased by us is not guaranteed and the program may be suspended, modified or discontinued at any time without prior notice.
Redemption of 2028 Notes
On August 8, 2026, we redeemed all $650 million aggregate principal amount of the 2028 Notes at a redemption price equal to 100% of the principal amount thereof plus accrued and unpaid interest to, but excluding, the redemption date, which was funded by cash on hand and borrowings under our Credit Facility. See Note 9—Long-Term Debt to the unaudited condensed consolidated financial statements for more information.
Market Conditions and Business Trends
Commodity Markets
Benchmark prices for oil, ethane and C3+ NGLs increased, while benchmark prices for natural gas decreased during the three months ended September 30, 2026 as compared to the same period of 2025. Benchmark prices for oil, natural gas and C3+ NGLs increased, while benchmark prices for ethane decreased during the nine months ended September 30, 2026 as compared to the same period of 2025. While substantially all of our revenues are based on fixed-fee contracts that are not directly impacted by changes in commodity prices, commodity price changes do impact the revenues and cash flows of Antero Resources, and Antero Resources’ drilling and development plan does have a direct impact on our gathering, compression and water handling services, revenues and cash flows. In the current economic environment, we expect that commodity prices for some or all of the commodities produced by Antero Resources could remain volatile. However, due to Antero Resources’ increased scale, liquidity and leverage position as compared to historical levels, together with Antero Resources’ increased commodity derivative portfolio, we do not expect to experience significant variability in our throughput volumes resulting from volatile commodity prices.
Economic Indicators
The economy experienced elevated inflation levels as a result of global supply and demand imbalances, where global demand outpaced supplies beginning in 2021 and continuing through 2026. During the second half of 2024, inflation rates began to approach the Federal Reserve’s stated goal of 2%, and the Federal Reserve decreased the federal funds rate by 1.75% in 2024 and 2025. Annual inflation rates have remained generally consistent at approximately 3% over that time. As a result, in September 2026, the Federal Reserve increased the federal funds rate by 0.25% in an effort to reach its stated goal for inflation of 2%.
The economy also continues to be impacted by global events. These events have often caused global supply chain disruptions with additional pressure due to trade sanctions, tariffs, other global trade restrictions and conflicts, including those in the Middle East and Venezuela, among others. While neither our nor Antero Resources’ supply chain has experienced any significant interruptions due to such events, there can be no assurance that we will not experience interruptions in the future.
Inflationary pressures and supply chain disruptions could result in further increases to our operating and capital costs that are not fixed. However, our gathering and compression and water agreements provide for annual CPI-based adjustments that mitigate a portion of such inflationary pressures.
These economic variables are beyond our control and may adversely impact our business, financial condition, results of operations and future cash flows.
32
Results of Operations
We have two reportable segments: (i) gathering and processing and (ii) water handling. The gathering and processing segment includes a network of gathering pipelines, centralized compressor stations and well pad compressors that collect and process production from Antero Resources’ wells in the Appalachian Basin, as well as equity in earnings from our investments in the Joint Venture and Stonewall. The Joint Venture and Stonewall provide processing and fractionation services and high-pressure gas gathering services, respectively, in the Appalachian Basin. The water handling segment includes (i) an independent system that delivers water from sources including the Ohio River, local reservoirs and several regional waterways, and (ii) other fluid handling services, which include high rate transfer, wastewater transportation, disposal and blending. See Note 17—Reportable Segments to our unaudited condensed consolidated financial statements for additional information.
Three Months Ended September 30, 2025 Compared to Three Months Ended September 30, 2026
The operating results of our reportable segments were as follows:
Total other income (expense)
(48,509)
208,416
(50,511)
(96,199)
33
(52,396)
208,636
(53,745)
(193,870)
34
The operating data for Antero Midstream is as follows:
Amount of
Increase
Percentage
or Decrease
Change
Operating Data:
Gathering (MMcf)
315,719
374,207
58,488
Compression (MMcf)
314,729
367,246
52,517
Centralized compression (MMcf)
294,382
(20,347)
(6)
Well pad compression (MMcf)
72,864
100
High pressure gathering (MMcf)
291,637
268,316
(23,321)
(8)
Fresh water delivery (MBbl) (1)
8,472
8,204
(268)
Other water handling (MBbl) (2)
4,966
11,320
6,354
128
Wells serviced by fresh water delivery (1)
Gathering (MMcf/d)
3,432
4,067
635
Compression (MMcf/d)
3,421
3,992
571
Centralized compression (MMcf/d)
3,200
(221)
Well pad compression (MMcf/d)
792
High pressure gathering (MMcf/d)
3,170
2,916
(254)
Fresh water delivery (MBbl/d) (1)
92
89
Other water handling (MBbl/d) (2)
54
123
69
Average Realized Fees (3):
Gathering ($/Mcf)
0.36
0.37
0.01
Centralized compression ($/Mcf)
0.22
High pressure gathering ($/Mcf)
0.23
Fresh water delivery ($/Bbl) (1)
4.37
4.43
0.06
Joint Venture Operating Data:
Processing (MMcf)
157,696
147,850
(9,846)
Fractionation (MBbl)
3,680
Processing (MMcf/d)
1,714
1,607
(107)
Fractionation (MBbl/d)
Revenues. Total revenues increased by 11%, from $295 million for the three months ended September 30, 2025 to $327 million for the three months ended September 30, 2026. Total revenues included amortization of customer relationships of $18 million and $23 million for the three months ended September 30, 2025 and 2026, respectively. Gathering and processing revenues increased by 7%, from $241 million for the three months ended September 30, 2025 to $257 million for the three months ended September 30, 2026. Water handling revenues increased by 30%, from $54 million for the three months ended September 30, 2025 to $70 million for the three months ended September 30, 2026. These increases primarily resulted from the following:
Gathering and Processing
35
Direct operating expenses. Direct operating expenses increased by 44%, from $58 million for the three months ended September 30, 2025 to $83 million for the three months ended September 30, 2026. Gathering and processing direct operating expenses increased by 33% from $29 million for the three months ended September 30, 2025 to $38 million for the three months ended September 30, 2026 primarily due to increased gathering and well pad compression costs between periods related to assets acquired with the HG Acquisition, partially offset by the Utica Shale Divestiture. Water handling direct operating expenses increased by 55%, from $29 million for the three months ended September 30, 2025 to $45 million for the three months ended September 30, 2026 primarily due to fresh water delivery volumes provided to Antero Resources on acreage acquired from HG Production, increased wastewater trucking and disposal volumes between periods and increased blending volumes and costs between periods.
General and administrative (excluding equity-based compensation) expenses. General and administrative expenses (excluding equity-based compensation expense) remained relatively consistent at $10 million for each of the three months ended September 30, 2025 and 2026.
Depreciation expense. Depreciation expense increased by 10%, from $34 million for the three months ended September 30, 2025 to $38 million for the three months ended September 30, 2026 primarily due to incremental depreciation expense of $4 million related to gathering and water pipelines acquired in the HG Acquisition and $3 million for assets placed in service between periods, partially offset by lower depreciation as a result of the Utica Shale Divestiture of $3 million between periods.
Gain on litigation. There was no gain on litigation during the three months ended September 30, 2025. During the three months ended September 30, 2026, we recognized a gain on litigation of $377 million related to the Veolia matter. See Note 16—Contingencies to the unaudited condensed consolidated financial statements for additional information.
Interest expense, net. Interest expense, net increased by 8%, from $47 million for the three months ended September 30, 2025 to $51 million for the three months ended September 30, 2026 primarily due to issuance of the 2033 Notes and 2034 Notes during the second half of 2025 and higher average daily Credit Facility borrowings between periods, partially offset by the redemption of the 2027 Notes during the three months ended September 30, 2025 and 2028 Notes during the three months ended September 30, 2026 and lower Credit Facility interest rates between periods. See Note 9—Long-Term Debt to our unaudited condensed consolidated financial statements for additional information.
Equity in earnings of unconsolidated affiliates. Equity in earnings of unconsolidated affiliates remained relatively consistent at $30 million and $28 million for the three months ended September 30, 2025 and 2026, respectively.
Income tax expense. Income tax expense increased by 207%, from $46 million for three months ended September 30, 2025 to $140 million for the three months ended September 30, 2026, which reflects effective tax rates of approximately 28% and 26%, respectively. This income tax expense increase was primarily due to higher net income before taxes during the three months ended September 30, 2026 as a result of the gain on litigation of $377 million.
36
Nine Months Ended September 30, 2025 Compared to Nine Months Ended September 30, 2026
(144,881)
619,123
(150,219)
(275,988)
37
(171,067)
645,237
(176,845)
(395,575)
38
931,843
1,091,902
160,059
928,153
1,078,597
150,444
896,993
(31,160)
181,604
864,362
822,014
(42,348)
(5)
26,828
23,189
(3,639)
(14)
15,475
32,055
16,580
107
56
(2)
3,413
4,000
587
3,400
3,951
551
3,286
(114)
665
3,166
3,011
(155)
98
85
57
117
60
105
4.44
0.07
459,779
452,789
(6,990)
10,920
1,684
1,659
(25)
Revenues. Total revenues increased by 9%, from $891 million for the nine months ended September 30, 2025 to $968 million for the nine months ended September 30, 2026. Total revenues included amortization of customer relationships of $53 million and $67 million for the nine months ended September 30, 2025 and 2026, respectively. Gathering and processing revenues increased by 8%, from $709 million for the nine months ended September 30, 2025 to $764 million for the nine months ended September 30, 2026. Water handling revenues increased by 12%, from $182 million for the nine months ended September 30, 2025 to $204 million for the nine months ended September 30, 2026. These increases primarily resulted from the following:
39
Direct operating expenses. Direct operating expenses increased by 34%, from $178 million for the nine months ended September 30, 2025 to $238 million for the nine months ended September 30, 2026. Gathering and processing direct operating expenses increased by 30% from $81 million for the nine months ended September 30, 2025 to $105 million for the nine months ended September 30, 2026 primarily due to increased gathering and well pad compression costs between periods related to assets acquired with the HG Acquisition, partially offset by the Utica Shale Divestiture. Water handling direct operating expenses increased by 38%, from $97 million for the nine months ended September 30, 2025 to $133 million for the nine months ended September 30, 2026 primarily due to fresh water delivery volumes provided to Antero Resources on acreage it acquired from HG Production during the nine months ended September 30, 2026, increased wastewater trucking and disposal volumes between periods and increased blending volumes and costs between periods.
General and administrative (excluding equity-based compensation) expenses. General and administrative expenses (excluding equity-based compensation expense) remained relatively consistent at $32 million and $34 million for the nine months ended September 30, 2025 and 2026, respectively.
Depreciation expense. Depreciation expense increased by 9%, from $101 million for the nine months ended September 30, 2025 to $110 million for the nine months ended September 30, 2026 primarily due to incremental depreciation expense of $12 million related to gathering and water pipelines acquired in the HG Acquisition and $8 million for assets placed in service between periods, partially offset by lower depreciation as a result of the Utica Shale Divestiture of $11 million between periods.
Gain on litigation. There was no gain on litigation during the nine months ended September 30, 2025. During the nine months ended September 30, 2026, we recognized a gain on litigation of $377 million related to the Veolia matter. See Note 16—Contingencies to our unaudited condensed consolidated financial statements for additional information.
Interest expense, net. Interest expense, net increased by 12%, from $144 million for the nine months ended September 30, 2025 to $160 million for the nine months ended September 30, 2026 primarily due to issuance of the 2033 Notes and 2034 Notes during the second half of 2025, partially offset by the redemption of the 2027 Notes during the nine months ended September 30, 2025 and 2028 Notes during the nine months ended September 30, 2026, lower average daily Credit Facility borrowings and interest rates between periods and higher interest income on cash equivalents and restricted cash between periods. See Note 9—Long-Term Debt to our unaudited condensed consolidated financial statements for additional information.
Equity in earnings of unconsolidated affiliates. Equity in earnings of unconsolidated affiliates remained relatively consistent at $88 million and $86 million for the nine months ended September 30, 2025 and 2026, respectively.
Transaction expense. There were no transaction expenses during the nine months ended September 30, 2025. During the nine months ended September 30, 2026, we incurred $9 million of transaction expense related to the HG Acquisition. See Note 3—Transactions to our unaudited condensed consolidated financial statements for additional information.
Income tax expense. Income tax expense increased by 74%, from $126 million for the nine months ended September 30, 2025 to $219 million for the nine months ended September 30, 2026, which reflects an effective tax rate of approximately 26% for each respective period. This income tax expense increase was primarily due to higher net income before taxes during the nine months ended September 30, 2026 as a result of the gain on litigation of $377 million.
Capital Resources and Liquidity
Sources and Uses of Cash
Capital resources and liquidity are provided by operating cash flows, available borrowings under our Credit Facility and capital market transactions. See Note 9—Long-Term Debt to the unaudited condensed consolidated financial statements. We expect that the combination of these capital resources will be adequate to meet our working capital requirements, capital expenditures program and expected quarterly cash dividends for at least the next 12 months.
Our Board declared a cash dividend on the shares of our common stock of $0.225 per share for the quarter ended September 30, 2026. The dividend is payable on November 11, 2026 to stockholders of record as of October 28, 2026. Our Board also declared a cash dividend of $137,500 on the shares of Series A Preferred Stock that is payable on November 16, 2026 in accordance with their terms as discussed in Note 13—Equity and Net Income Per Common Share. As of September 30, 2026, there were dividends in the amount of $68,750 accumulated in arrears on our Series A Preferred Stock.
We expect our future cash requirements relating to working capital, capital expenditures, acquisitions and quarterly cash dividends to our stockholders will be funded from cash flows internally generated from our operations or borrowings under the Credit Facility.
As of September 30, 2026, we did not have any off-balance sheet arrangements.
Cash Flows
The following table summarizes our cash flows for the nine months ended September 30, 2025 and 2026:
Operating activities. Net cash provided by operating activities was $677 million and $1,093 million for the nine months ended September 30, 2025 and 2026, respectively. This increase in cash flows provided by operating activities between periods was primarily the result of the gain on litigation of $377 million related to the Veolia matter, lower cash used for working capital and increased gathering and processing and water handling revenues during the nine months ended September 30, 2026 attributable to the HG Acquisition and decreased direct operating expenses for the Utica Shale Divestiture, partially offset by increased gathering and processing and water handling direct operating expenses attributable to the HG Acquisition and lower gathering and processing revenues for the Utica Shale Divestiture between periods.
Investing activities. Net cash flows used in investing activities was $119 million and $867 million for the nine months ended September 30, 2025 and 2026, respectively. The increase in cash flows used in investing activities between periods was primarily due to cash paid for the HG Acquisition of $1.1 billion during the nine months ended September 30, 2026, as well as increased capital spending for gathering systems and facilities of $19 million and water handling systems of $3 million, partially offset by proceeds from the Utica Shale Divestiture of $377 million and lower additional investments in unconsolidated affiliates of $6 million during the nine months ended September 30, 2026.
Financing activities. Net cash used in financing activities was $558 million and $489 million for the nine months ended September 30, 2025 and 2026, respectively. The decrease in cash flows used in financing activities between periods was primarily due to the increase in net borrowings on our Credit Facility of $682 million, lower share repurchases of $33 million
41
between periods and lower payments of deferred financing costs of $5 million, partially offset by the redemption of the 2028 Notes of $650 million and higher payments for employee tax withholding for settlement of equity-based compensation awards of $6 million.
2026 Capital Investment
On February 11, 2026, we announced our 2026 capital budget with a range of $190 million to $220 million. This capital budget supports Antero Resources’ capital program for 2026. Our capital budget may be adjusted as business conditions warrant. Additionally, we monitor our existing assets and look for opportunities to reuse or otherwise repurpose assets in an effort to optimize our capital efficiency.
Our capital expenditures were as follows:
Gathering systems and facilities
23,702
37,315
69,615
96,045
Water handling systems
26,059
13,475
57,203
42,475
1,575
6,653
Total capital expenditures
51,336
50,790
133,471
139,420
Debt Agreements
See Note 9—Long-Term Debt to the unaudited condensed consolidated financial statements and “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations” included in our 2025 Form 10-K for additional information.
Critical Accounting Estimates
The discussion and analysis of our financial condition and results of operations are based upon our unaudited condensed consolidated financial statements, which have been prepared in accordance with GAAP. Any new accounting policies or updates to existing accounting policies as a result of recently adopted accounting standards have been included in Note 2—Summary of Significant Accounting Policies to our unaudited condensed consolidated financial statements. The preparation of our unaudited condensed consolidated financial statements requires us to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses and related disclosure of contingent liabilities. Accounting estimates and assumptions are considered to be critical if there is reasonable likelihood that materially different amounts could have been reported under different conditions, or if different assumptions had been used. We evaluate our estimates and assumptions on a regular basis. We base our estimates on historical experience and various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the reported amounts in our unaudited condensed consolidated financial statements that are not readily apparent from other sources. Actual results may differ from these estimates and assumptions used in preparation of our unaudited condensed consolidated financial statements. See “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations” included in the 2025 Form 10-K for additional information.
Business Combinations
We recognize and measure the assets acquired and liabilities assumed in a business combination based on their estimated fair values at the acquisition date, with any remaining difference recorded as goodwill. For acquisitions, management engages an independent valuation specialist to assist with the determination of fair value of the assets acquired, liabilities assumed, and goodwill, based on recognized valuation methodologies, including but not limited to cost and income approaches as circumstances warrant. If the initial accounting for the business combination is incomplete by the end of the reporting period in which the acquisition occurs, an estimate will be recorded. Subsequent to the acquisition, and not later than one year from the acquisition date, we will record any material adjustments to the initial estimate based on new information obtained that would have existed as of the acquisition date. An adjustment that arises from information obtained that did not exist as of the date of the acquisition will be recorded in the period of the adjustment.
The valuation of the assets acquired and liabilities assumed in a business combination requires significant judgment about future events, economic and functional obsolescence, capacity and useful lives, among others, and such fair value approaches may rely on significant inputs that are not observable in the market. These assumptions affect the fair value of
42
assets acquired and liabilities assumed and, if changed, could have a material effect on the Company’s financial position or results of operations. See Note 3—Transactions and Note 14—Fair Value Measurement to our unaudited condensed consolidated financial statements for additional information.
Item 3. Quantitative and Qualitative Disclosures About Market Risk.
The primary objective of the following information is to provide forward-looking quantitative and qualitative information about our potential exposure to market risk. The term “market risk” refers to the risk of loss arising from adverse changes in commodity prices and interest rates. The disclosures are not meant to be precise indicators of expected future losses, but rather indicators of reasonably possible losses. This forward-looking information provides indicators of how we view and manage our ongoing market risk exposures.
Commodity Price Risk
Our gathering and compression and water services agreements with Antero Resources provide for fixed-fee and cost of service fee structures, and we intend to continue to pursue additional fixed-fee or cost of service fee opportunities with Antero Resources and third parties in order to avoid direct commodity price exposure. However, to the extent that our future contractual arrangements with Antero Resources or third parties do not provide for fixed-fee or cost of service fee structures, we may become subject to commodity price risk. We are subject to commodity price risks to the extent that they impact Antero Resources’ development program and production and therefore our gathering, compression, and water handling volumes. We cannot predict to what extent our business would be impacted by lower commodity prices and any resulting impact on Antero Resources’ operations.
Interest Rate Risk
Our primary exposure to interest rate risk results from outstanding borrowings under the Credit Facility, which has a floating interest rate. We do not currently, but may in the future, hedge the interest on portions of our borrowings under the Credit Facility from time-to-time in order to manage risks associated with floating interest rates. As of September 30, 2026, we had $577 million of borrowings and no letters of credit outstanding under the Credit Facility. A 1.0% increase in the Credit Facility interest rate would have resulted in an estimated $3 million increase in interest expense for the nine months ended September 30, 2026.
Credit Risk
We are dependent on Antero Resources as our primary customer, and we expect to derive substantially all of our revenues from Antero Resources for the foreseeable future. As a result, any event, whether in our area of operations or otherwise, that adversely affects Antero Resources’ production, drilling schedule, financial condition, leverage, market reputation, liquidity, results of operations or cash flows may adversely affect our revenues and operating results.
Further, we are subject to the risk of non-payment or non-performance by Antero Resources, including with respect to our gathering and compression and water handling services agreements. We cannot predict the extent to which Antero Resources’ business would be impacted if conditions in the energy industry were to deteriorate, nor can we estimate the impact such conditions would have on Antero Resources’ ability to execute its drilling and development program or to perform under our agreements. Any material non-payment or non-performance by Antero Resources could adversely affect our revenues and operating results and our ability to return capital to stockholders.
Item 4. Controls and Procedures.
Evaluation of Disclosure Controls and Procedures
As required by Rule 13a-15(b) under the Exchange Act, we have evaluated, under the supervision and with the participation of our management, including our principal executive officer and principal financial officer, the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) as of the end of the period covered by this Quarterly Report on Form 10-Q. Our disclosure controls and procedures are designed to provide reasonable assurance that the information required to be disclosed by us in reports that we file under the Exchange Act is accumulated and communicated to our management, including our principal executive officer and principal financial officer, as appropriate, to allow timely decisions regarding required disclosure and is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the SEC. Based upon that evaluation, our principal executive officer and principal financial officer concluded that our disclosure controls and procedures were effective as of September 30, 2026 at a reasonable assurance level.
Changes in Internal Control Over Financial Reporting
There have been no changes in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the three months ended September 30, 2026 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
Item 1. Legal Proceedings.
Our operations are subject to a variety of risks and disputes normally incident to our business. As a result, we may, at any given time, be a defendant in various legal proceedings and litigation arising in the ordinary course of business.
We maintain insurance policies with insurers in amounts and with coverage and deductibles that we, with the advice of our insurance advisors and brokers, believe are reasonable and prudent. We cannot, however, assure you that this insurance will be adequate to protect us from all material expenses related to potential future claims for personal and property damage or that these levels of insurance will be available in the future at economical prices.
See Note 16—Contingencies to the unaudited condensed consolidated financial statements for additional information.
Item 1A. Risk Factors.
We are subject to certain risks and hazards due to the nature of the business activities we conduct. For a discussion of these risks, see “Item 1A. Risk Factors” in the 2025 Form 10-K. There have been no material changes to the risks described in such report. We may experience additional risks and uncertainties not currently known to us. Furthermore, as a result of developments occurring in the future, conditions that we currently deem to be immaterial may also materially and adversely affect us.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.
Issuer Purchases of Equity Securities
The following table sets forth our common stock share purchase activity for each period presented:
Approximate
Dollar Value of
Total Number of
Shares that May
Total Number
Average Price
Shares Purchased
Yet be Purchased
of Shares
Paid per
as Part of Publicly
Under the Plan
Purchased (1)
Share
Announced Plans
($ in thousands) (2)
July 1, 2026 – July 31, 2026
25,031
21.33
309,440
August 1, 2026 – August 31, 2026
483,287
21.98
298,816
September 1, 2026 – September 30, 2026
748,631
21.42
282,777
1,256,949
21.64
ITEM 4. MINE SAFETY DISCLOSURES.
Not applicable.
Item 5. Other INFORMATION.
None.
Item 6. Exhibits
Exhibit Number
Description of Exhibit
3.1
Certificate of Conversion of Antero Midstream Corporation, dated March 12, 2019 (incorporated by reference to Exhibit 3.2 to the Company’s Current Report on Form 8-K (Commission File No. 001-38075) filed on March 12, 2019).
3.2
Certificate of Incorporation of Antero Midstream Corporation, dated March 12, 2019 (incorporated by reference to Exhibit 3.3 to the Company’s Current Report on Form 8-K (Commission File No. 001-38075) filed on March 12, 2019).
3.3
Certificate of Amendment to Certificate of Incorporation of Antero Midstream Corporation, dated June 8, 2023 (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K (Commission File No. 001-38075) filed on June 8, 2023).
3.4
Certificate of Designations of Antero Midstream Corporation, dated March 12, 2019 (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K (Commission File No. 001-38075) filed on March 12, 2019).
3.5
Second Amended and Restated Bylaws of Antero Midstream Corporation, dated August 14, 2025 (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K (Commission File No. 001-38075) filed on August 14, 2025).
31.1
Certification of the Company’s Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (15 U.S.C. Section 7241).
31.2
Certification of the Company’s Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (15 U.S.C. Section 7241).
32.1
Certification of the Company’s Chief Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. Section 1350).
32.2
Certification of the Company’s Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. Section 1350).
101
The following financial information from this Quarterly Report on Form 10-Q of Antero Midstream Corporation for the quarter ended September 30, 2026, formatted in iXBRL (Inline eXtensible Business Reporting Language): (i) Condensed Consolidated Balance Sheets, (ii) Condensed Consolidated Statements of Operations and Comprehensive Income, (iii) Condensed Consolidated Statements of Stockholders’ Equity, (iv) Condensed Consolidated Statements of Cash Flows and (v) Notes to the Unaudited Condensed Consolidated Financial Statements, tagged as blocks of text.
104
Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).
The exhibits marked with the asterisk symbol (*) are filed or furnished with this Quarterly Report on Form 10-Q.
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
By:
/s/ Justin J. Agnew
Justin J. Agnew
Chief Financial Officer and Vice President—Finance
Date:
October 28, 2026