Delek Logistics Partners - 10-Q quarterly report FY

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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

March 31, 2026


☐						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 001-35721

DELEK LOGISTICS PARTNERS, LP

(Exact name of registrant as specified in its charter)


Delaware			45-5379027
(State or other jurisdiction of incorporation or organization)			(I.R.S. Employer Identification No.)

310 Seven Springs Way, Suite 500	Brentwood	Tennessee	37027
(Address of principal executive offices)			(Zip Code)

(615) 771-6701

(Registrant’s telephone number, including area code)

Not applicable

(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class

Trading Symbol

Name of Each Exchange on Which Registered

Common Units Representing Limited Partnership Interests

DKL

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 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, a 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 ☑

At April 23, 2026, there were 53,168,204 common limited partner units outstanding.

Table of Contents

Delek Logistics Partners, LP

Quarterly Report on Form 10-Q

For the Quarterly Period Ended March 31, 2026


PART I. FINANCIAL INFORMATION				PART II. OTHER INFORMATION

3	Item 1. Financial Statements (unaudited)			42	Item 1. Legal Proceedings
	3	Condensed Consolidated Balance Sheets
	4	Condensed Consolidated Statements of Comprehensive Income		42	Item 1A. Risk Factors
	5	Condensed Consolidated Statements of Partners' Equity (Deficit)
	6	Condensed Consolidated Statements of Cash Flows		43	Item 5. Other Information
	7	Notes to Condensed Consolidated Financial Statements
		7	Note 1 - Organization and Basis of Presentation	43	Item 6. Exhibits
		8	Note 2 - Acquisitions
		9	Note 3 - Related Party Transactions	44	Signatures
		11	Note 4 - Revenues
		12	Note 5 - Net Income Per Unit
		12	Note 6 - Long-Term Obligations
		13	Note 7 - Equity

		14	Note 8 - Equity Method Investments
		15	Note 9 - Segments
		17	Note 1 0 - Commitments and Contingencies
		18	Note 1 1 - Leases
		18	Note 1 2 - Subsequent Events

19	Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
	28	Summary of Financial and Other Information
	29	Results of Operations
		29	Consolidated
		31	Gathering and Processing
		33	Wholesale Marketing and Terminalling
		36	Storage and Transportation
		37	Investments in Pipeline Joint Ventures
	37	Liquidity and Capital Resources

41	Item 3. Quantitative and Qualitative Disclosures about Market Risk

41	Item 4. Controls and Procedures


2 \|

Financial Statements

Part I - FINANCIAL INFORMATION

Item 1. Financial Statements

Delek Logistics Partners, LP

Condensed Consolidated Balance Sheets (Unaudited)

(thousands, except unit and per unit data)


	March 31, 2026		December 31, 2025
ASSETS
Current assets:
Cash and cash equivalents	$	9,907	$	10,892
Accounts receivable	146,588		114,544
Accounts receivable from related parties	306,286		216,641
Lease receivable - affiliate	47,681		36,362
Inventory	20,967		17,913
Other current assets	4,900		4,416
Total current assets	536,329		400,768
Property, plant and equipment:
Property, plant and equipment	1,876,022		1,827,530
Less: accumulated depreciation	(431,556)		(403,523)
Property, plant and equipment, net	1,444,466		1,424,007
Equity method investments	333,795		340,070
Customer relationship intangibles, net	227,377		233,022

Other intangibles, net	142,833		137,439
Goodwill	12,203		12,203
Operating lease right-of-use assets	10,704		11,683
Finance lease right-of-use assets	28,179		27,802
Net investment in leases - affiliate	158,666		185,656
Other non-current assets	14,148		6,618
Total assets	$	2,908,700	$	2,779,268
LIABILITIES AND (DEFICIT) EQUITY
Current liabilities:
Accounts payable	$	508,501	$	292,908


Interest payable	26,930		30,557
Excise and other taxes payable	7,771		16,569
Current portion of operating lease liabilities	2,478		3,027
Current portion of finance lease liabilities	9,031		8,310
Accrued expenses and other current liabilities	6,256		5,122
Total current liabilities	560,967		356,493
Non-current liabilities:
Long-term debt, net of current portion	2,294,624		2,344,420
Operating lease liabilities, net of current portion	3,054		3,551
Finance lease liabilities, net of current portion	20,010		20,289
Asset retirement obligations	25,169		24,278
Other non-current liabilities	25,029		24,123
Total non-current liabilities	2,367,886		2,416,661


(Deficit) Equity:
Common unitholders - public; 19,653,345 units issued and outstanding at March 31, 2026 (19,643,923 at December 31, 2025)	500,506		510,376
Common unitholders - Delek Holdings; 33,868,203 units issued and outstanding at March 31, 2026 (33,868,203 at December 31, 2025)	(520,659)		(504,262)
Total (deficit) equity	(20,153)		6,114
Total liabilities and (deficit) equity	$	2,908,700	$	2,779,268

See accompanying notes to the condensed consolidated financial statements


3 \|

Financial Statements

Delek Logistics Partners, LP

Condensed Consolidated Statements of Income and Comprehensive Income (Unaudited)

(In thousands, except unit and per unit data)


	Three Months Ended March 31,
		2026		2025
Net revenues
Affiliate (1)		$	166,690	$	126,321
Third party		130,776		123,609
Net revenues		297,466		249,930
Cost of sales:
Cost of materials and other - affiliate (1)		108,185		89,966
Cost of materials and other - third party		60,426		39,086
Operating expenses (excluding depreciation and amortization presented below)		46,596		40,630
Depreciation and amortization		35,353		26,498
Total cost of sales		250,560		196,180
Operating expenses related to wholesale business (excluding depreciation and amortization presented below)		449		355
General and administrative expenses		4,274		8,864
Depreciation and amortization		1,148		1,218

Other operating expense (income), net		1,026		(4,286)
Total operating costs and expenses		257,457		202,331
Operating income		40,009		47,599
Interest income		(32,285)		(22,547)
Interest expense		51,592		41,101
Income from equity method investments		(11,623)		(10,150)
Other income, net		(27)		(21)
Total non-operating expenses, net		7,657		8,383
Income before income tax expense		32,352		39,216
Income tax expense		—		182
Net income		32,352		39,034
Comprehensive income		$	32,352	$	39,034


Net income per unit:
Basic		$	0.60	$	0.73
Diluted		$	0.60	$	0.73
Weighted average common units outstanding:
Basic		53,514,387		53,604,659
Diluted		53,602,510		53,633,836

(1) See Note 3 for a description of our material affiliate revenue and purchases transactions.

See accompanying notes to the condensed consolidated financial statements


4 \|

Financial Statements

Delek Logistics Partners, LP

Condensed Consolidated Statements of Partners' Equity (Deficit) (Unaudited)

(in thousands)


	Common - Public		Common - Delek Holdings		Total
Balance as of December 31, 2025	$	510,376	$	(504,262)	$	6,114
Cash distributions	(22,100)		(38,102)		(60,202)
Net income	11,877		20,475		32,352
Other	353		1,230		1,583
Balance as of March 31, 2026	$	500,506	$	(520,659)	$	(20,153)


	Common - Public		Common - Delek Holdings		Total
Balance as of December 31, 2024	$	440,957	$	(405,429)	$	35,528
Cash distributions	(21,609)		(37,693)		(59,302)
Net income	14,224		24,810		39,034
Issuance of units	91,511		—		91,511
Unit repurchase	—		(10,000)		(10,000)
Other	58		606		664
Balance as of March 31, 2025	$	525,141	$	(427,706)	$	97,435

See accompanying notes to the condensed consolidated financial statements


5 \|

Financial Statements

Delek Logistics Partners, LP

Condensed Consolidated Statements of Cash Flows (Unaudited)

(in thousands)


	Three Months Ended March 31,
	2026		2025
Cash flows from operating activities:
Net income	$	32,352	$	39,034
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	36,501		27,716
Non-cash lease expense	1,101		2,267

Amortization of deferred revenue	(1,878)		(830)
Amortization of deferred financing costs and debt discount	1,593		1,283

Income from equity method investments	(11,623)		(10,150)
Dividends from equity method investments	12,873		7,338
Loss on extinguishment of debt	1,589		—
Other non-cash adjustments	3,636		(3,028)
Changes in assets and liabilities:
Accounts receivable	(32,044)		2,508
Inventories and other current assets	(3,538)		232
Accounts payable and other current liabilities	200,945		(17,579)
Accounts receivable/payable to related parties	(89,645)		(21,158)
Net investment in leases - affiliate	15,671		5,161
Non-current assets and liabilities, net	2,843		(1,244)
Net cash provided by operating activities	170,376		31,550
Cash flows from investing activities:

Purchases of property, plant and equipment	(48,522)		(55,474)
Proceeds from sales of property, plant and equipment	76		4,318
Purchases of intangible assets	(5,877)		(4,558)
Business combination, net of cash acquired	—		(181,180)
Distributions from equity method investments	5,025		2,127

Net cash used in investing activities	(49,298)		(234,767)
Cash flows from financing activities:

Distributions to common unitholders - public	(22,100)		(21,609)
Distributions to common unitholders - Delek Holdings	(38,102)		(37,693)


Proceeds from revolving facility	882,500		598,500
Payments on revolving facility	(933,250)		(328,800)

Unit repurchase	—		(10,000)




Payments on finance leases	(2,155)		—

Deferred financing costs paid	(8,956)		—
Other financing activities	—		(458)
Net cash (used in) provided by financing activities	(122,063)		199,940
Net decrease in cash and cash equivalents	(985)		(3,277)
Cash and cash equivalents at the beginning of the period	10,892		5,384
Cash and cash equivalents at the end of the period	$	9,907	$	2,107


	Three Months Ended March 31,
	2026		2025
Supplemental disclosures of cash flow information:
Cash paid during the period for:
Interest, net of capitalized interest of $1.0 million and $2.7 million in the 2026 and 2025 periods, respectively	$	52,037	$	54,623

Non-cash investing activities:







Common units issued in connection with Gravity Acquisition	$	—	$	91,511
Increase in accrued capital expenditures	$	1,303	$	16,469

Non-cash financing activities:

Lease liability arising from obtaining operating right-of-use assets during the period	$	—	$	9,447
Lease liability arising from obtaining finance right-of-use assets during the period	$	2,600	$	—
Decrease in right-of-use assets due to lease terminations during the period	$	41	$	—

See accompanying notes to the condensed consolidated financial statements


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Notes to the Condensed Consolidated Financial Statements (Unaudited)

Delek Logistics Partners, LP

Notes to the Condensed Consolidated Financial Statements (Unaudited)

1. Organization and Basis of Presentation

As used in this report, the terms "Delek Logistics Partners, LP," the "Partnership," "we," "us," or "our" may refer to Delek Logistics Partners, LP, one or more of its consolidated subsidiaries or all of them taken as a whole. The Partnership is a Delaware limited partnership formed in April 2012 by Delek US Holdings, Inc. ("Delek Holdings") and its subsidiary Delek Logistics GP, LLC, our general partner (our "general partner").

The Partnership provides gathering, pipeline and other transportation services primarily for crude oil and natural gas customers, storage, wholesale marketing and terminalling services primarily for intermediate and refined product customers, and water disposal and recycling services through its owned assets and joint ventures located primarily in the Permian Basin and other select areas in the Gulf Coast region. A significant portion of our existing assets are both integral to and dependent upon the success of Delek Holdings' refining operations, as many of our assets are contracted exclusively to Delek Holdings in support of its Tyler, Texas (the "Tyler Refinery"), El Dorado, Arkansas (the "El Dorado Refinery") and Big Spring, Texas (the "Big Spring Refinery").

Certain information and footnote disclosures normally included in annual financial statements prepared in accordance with United States Generally Accepted Accounting Principles ("GAAP") have been condensed or omitted, although management believes that the disclosures herein are adequate to make the financial information presented not misleading. Our unaudited condensed consolidated financial statements have been prepared in conformity with GAAP applied on a consistent basis with those of the annual audited financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2025 (our "Annual Report on Form 10-K"), filed with the U.S. Securities and Exchange Commission (the "SEC") on February 27, 2026, and in accordance with the rules and regulations of the SEC. These unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto for the year ended December 31, 2025, included in our Annual Report on Form 10-K.

All adjustments necessary for a fair presentation of the financial position and the results of operations for the interim periods presented have been included. All intercompany accounts and transactions have been eliminated. Such intercompany transactions do not include those with Delek Holdings or our general partner, which are presented as related parties in these accompanying condensed consolidated financial statements. All adjustments are of a normal, recurring nature. Operating results for the interim period should not be viewed as representative of results that may be expected for any future interim period or for the full year.

Accounting Pronouncements Not Yet Adopted

ASU 2025-12, Codification Improvements

In December 2025,the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2025-12 Codification Improvements ("ASU 2025-12"). This update addresses suggestions received from stakeholders regarding the Accounting Standards Codification and makes other incremental improvements to U.S. GAAP. The update represents changes to the Codification that clarify, correct errors in or make other improvements to a variety of topics that are intended to make it easier to understand and apply. ASU 2025-12 is effective for fiscal years beginning after December 15, 2026 and interim periods within those fiscal years. Entities are required to apply the amendments to ASC 260 retrospectively. All other amendments may be applied prospectively or retrospectively. Early adoption is permitted. The adoption of ASU 2025-12 will not affect our financial position or our results of operations, but could impact disclosures.

ASU 2025-11, Interim Reporting (Topic 270) Narrow-Scope Improvements

In December 2025, the FASB issued ASU 2025-11 Interim Reporting (Topic 270) Narrow-Scope Improvements ("ASU 2025-11"), which is intended to improve the navigability of the guidance in ASC 270, Interim Reporting, and clarify when it applies. Under the amendments, an entity is subject to Topic 270 if it provides interim financial statements and notes in accordance with GAAP. ASU 2025-11 also addresses the form and content of such financial statements, interim disclosures requirements, and establishes a principle under which an entity must disclose events since the end of the last annual reporting period that have a material impact on the entity. ASU 2025-11 is effective for interim reporting periods within annual reporting periods beginning after December 15, 2027, and early adoption is permitted. The adoption of ASU 2025-11 will not affect our financial position or our results of operations, but could impact disclosures.


7 \|

Notes to the Condensed Consolidated Financial Statements (Unaudited)

ASU 2025-03, "Business Combinations (Topic 805) and Consolidation (Topic 810): Determining the Accounting Acquirer in the Acquisition of a VIE

In May 2025, the FASB issued ASU 2025-03, Business Combinations (Topic 805) and Consolidation (Topic 810): Determining the Accounting Acquirer in a VIE ("ASU 2025-03"). This standard clarifies the guidance in determining the accounting acquirer in a business combination effected primarily by exchanging equity interests when the acquiree is a VIE that meets the definition of a business. The standard is effective for fiscal years beginning after December 15, 2026, including interim periods within those fiscal years. Early adoption is permitted, and the standard is to be applied prospectively to acquisitions after the adoption date. The adoption of ASU 2025-03 will not affect our financial position or our results of operations, but could impact future business combinations.

ASU 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40)

In November 2024, the FASB issued ASU 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40) ("ASU 2024-03"). ASU 2024-03 requires disaggregation of expenses into specific categories such as purchase of inventory, employee compensation, depreciation, and intangible asset amortization, by relevant expense caption on the statement of operations. This update is effective for fiscal years beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027. Early adoption is permitted on either a prospective or retrospective basis. The adoption will not affect our financial position or our results of operations. The adoption of ASU 2024-03 will not affect our financial position or our results of operations, but will result in additional disclosures.

2. Acquisitions

Gravity Acquisition

On January 2, 2025, we purchased 100% of the limited liability company interests in Gravity Water Intermediate Holdings LLC from Gravity Water Holdings LLC (the "Seller") related to the Seller's water disposal and recycling operations in the Permian Basin and the Bakken (the “Gravity Acquisition”) for total consideration of $300.8 million, subject to customary adjustments for net working capital. The purchase price was comprised of $209.3 million in cash, consisting of a cash deposit of $22.8 million paid in December 2024, upon execution of the purchase agreement and $186.5 million paid at closing, and 2,175,209 of common units.

This acquisition was accounted for using the acquisition method of accounting, whereby the purchase price is measured at acquisition date fair value of assets acquired and liabilities assumed.

Determination of Purchase Price

The table below presents the purchase price (in thousands):


Base purchase price:	$	291,561
Less: Adjusted Net Working Capital (as defined in the Gravity Acquisition Agreement)	3,814
Plus: Various closing adjustments	5,433
Adjusted purchase price	$	300,808

Cash paid	$	209,297
Fair value of common units issued	91,511
Purchase price	$	300,808


8 \|

Notes to the Condensed Consolidated Financial Statements (Unaudited)

Purchase Price Allocation

The following table summarizes the fair values of assets acquired and liabilities assumed in the Gravity Acquisition as of January 2, 2025 (in thousands):


Assets acquired:
Cash and cash equivalents	$	5,317
Accounts receivables	16,433
Inventories	1,851
Other current assets	1,681
Property, plant and equipment	191,485
Operating lease right-of-use assets	107
Customer relationship intangible (1)	66,271
Other intangibles (1)	31,921
Other non-current assets	59
Total assets acquired	315,125

Liabilities assumed:
Accounts payable	2,459
Accrued expenses and other current liabilities	5,733
Current portion of operating lease liabilities	54
Asset retirement obligations	6,022
Operating lease liabilities, net of current portion	49
Total liabilities assumed	14,317
Fair value of net assets acquired	$	300,808

(1)The acquired intangible assets amount includes the following identified intangibles:

•Customer relationship intangible that is subject to amortization with a fair value of $66.3 million, amortized over approximately 32 years.

•Rights-of-way intangibles are valued at $31.9 million, the majority of which have an indefinite life.

The fair value of property, plant and equipment was based on the combination of the cost and market approaches. Key assumptions in the cost approach include determining the replacement cost by evaluating recently published data and adjusting replacement cost for physical deterioration, functional and economic obsolescence. We used the market approach to measure the value of certain assets through an analysis of recent sales or offerings of comparable properties.

Customer relationships were valued using the income approach, with essential assumptions including projected revenues from these relationships, attrition rates, operating margins, and discount rates.

The fair values discussed above were based on significant inputs that are not observable in the market and, therefore, represent Level 3 measurements. For all other current assets and payables, their fair values were considered equivalent to their carrying amounts due to their short-term nature.

3. Related Party Transactions

Commercial Agreements

The Partnership has a number of long-term, fee-based commercial agreements with Delek Holdings under which we provide various services, including crude oil gathering and crude oil, intermediate and refined products transportation and storage services, and marketing, terminalling and offloading services to Delek Holdings. Most of these agreements have an initial term ranging from five to ten years, which may be extended for various renewal terms at the option of Delek Holdings. The fees under each agreement are payable to us monthly by Delek Holdings or certain third parties to whom Delek Holdings has assigned certain of its rights and are generally subject to increase or decrease on July 1 of each year, by the amount of any change in various inflation-based indices, however, in no event will the fees be adjusted below the amount initially set forth in the applicable agreement. Under each of these agreements, we are required to maintain the capabilities of our pipelines and terminals, such that Delek Holdings may throughput and/or store, as the case may be, specified volumes of crude oil, intermediate and refined products.

See our Annual Report on Form 10-K for a more complete description of our material commercial agreements and other agreements with Delek Holdings.


9 \|

Notes to the Condensed Consolidated Financial Statements (Unaudited)

Other Agreements with Delek Holdings

In addition to the commercial agreements described above, the Partnership has entered into the following agreements with Delek Holdings:

Omnibus Agreement

On November 7, 2012, the Partnership entered into an omnibus agreement with Delek Holdings, our general partner, Delek Logistics Operating, LLC, Lion Oil Company, LLC and certain of the Partnership’s and Delek Holdings' other subsidiaries, which has been amended and restated from time to time in connection with transactions with Delek Holdings (collectively, as amended and restated, the "Omnibus Agreement"). The Omnibus Agreement governs the provision of certain operational services and reimbursement obligations, among other matters, between the Partnership and Delek Holdings, and obligates us to pay an annual fee of $13.0 million to Delek Holdings for its provision of centralized corporate services to the Partnership. Effective July 1, 2026, the annual fee will increase by $8.0 million. Pursuant to Intercompany Agreements (as defined below), Delek Holdings will waive Omnibus fees for an aggregate of $4.0 million during the first two quarters of 2026.

Pursuant to the terms of the Omnibus Agreement, we are reimbursed by Delek Holdings for certain capital expenditures. These amounts are recorded in other long-term liabilities and are amortized to revenue over the life of the underlying revenue agreement corresponding to the asset. There were no reimbursements by Delek Holdings during the three months ended March 31, 2026, and 2025. Additionally, we are reimbursed or indemnified, as the case may be, for costs incurred in excess of certain amounts related to certain asset failures, pursuant to the terms of the Omnibus Agreement. As of March 31, 2026, and December 31, 2025, there was no receivable from related parties for these matters. These reimbursements are recorded as reductions to operating expense. There were no reimbursements for these matters in each of the three month periods ended March 31, 2026, and 2025.

Asset Purchase Agreements with Delek Holdings

The Tyler Tank Sale closed on April 1, 2026. At closing, Delek Holdings returned 359,372 Partnership common units to us, representing the full consideration of $19.0 million. The El Dorado Terminal Sale is expected to close on October 1, 2027, subject to the satisfaction of customary closing conditions.

On May 1, 2025, the Partnership and Delek Holdings, entered into an asset purchase agreement (the “El Dorado Purchase Agreement”), whereby Delek Holdings committed to purchase the related El Dorado rail facility assets from the Partnership for cash consideration of $25.0 million (the “El Dorado Purchase”). The El Dorado Purchase closed on January 2, 2026, subject to certain closing conditions as set forth in the El Dorado Purchase Agreement.

On May 1, 2025, the Partnership entered into an agreement to terminate, in its entirety, the marketing agreement with Delek Holdings, under which we marketed 100% of the refined products output of the Tyler Refinery, effective as of January 1, 2026.

Summary of Transactions

Income from affiliates consist primarily of revenues from gathering, transportation, storage, offloading, Renewable Identification Numbers, wholesale marketing and products terminalling services provided primarily to Delek Holdings under commercial agreements based on regulated tariff rates or contractually based fees and product sales, and interest income associated with those commercial agreements classified as sales-type leases. Affiliate operating expenses are primarily comprised of amounts we reimburse Delek Holdings, or our general partner, as the case may be, for the services provided to us under the Partnership Agreement. These expenses could also include reimbursement and indemnification amounts from Delek Holdings, as provided under the Omnibus Agreement. Additionally, the Partnership is required to reimburse Delek Holdings for direct or allocated costs and expenses incurred by Delek Holdings on behalf of the Partnership and for charges Delek Holdings incurred for the management and operation of our logistics assets, including an annual fee for various centralized corporate services, which are included in general and administrative expenses. In addition to these transactions, we purchase refined products and bulk biofuels from Delek Holdings, the costs of which are included in cost of materials and other-affiliate.

A summary of income, purchases and expense transactions with Delek Holdings and its affiliates are as follows (in thousands):


	Three Months Ended March 31,
	2026		2025
Revenues	$	166,690	$	126,321
Interest income from sales-type leases	$	32,262	$	22,547
Purchases from Affiliates	$	108,185	$	89,966
Operating and maintenance expenses	$	28,678	$	21,940
General and administrative expenses	$	1,816	$	2,220


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Notes to the Condensed Consolidated Financial Statements (Unaudited)

Quarterly Cash Distributions


Date of Distribution	Distributions paid to Delek Holdings (in thousands)
February 12, 2026	$	38,102
May 11, 2026 (1)	38,271


Total	$	76,373

February 11, 2025	$	37,693
May 15, 2025	37,594


Total	$	75,287

(1) On April 23, 2026, the board of directors of our general partner declared this quarterly cash distribution based on the available cash as of the date of determination. Distributions paid are estimated based on common units held by Delek Holdings as of March 31, 2026.

4. Revenues

The following table represents a disaggregation of revenue for the gathering and processing, wholesale marketing and terminalling, and storage and transportation segments for the periods indicated (in thousands):





















	Three Months Ended March 31, 2026
	Gathering and Processing		Wholesale Marketing and Terminalling		Storage and Transportation		Consolidated
Service Revenue - Third Party	$	22,997	$	—	$	1,476	$	24,473
Service Revenue - Affiliate	3,067		644		15,337		19,048
Product Revenue - Third Party	82,433		23,870		—		106,303
Product Revenue - Affiliate	384		86,168		—		86,552
Lease Revenue - Affiliate	45,795		7,114		8,181		61,090
Total Revenue	$	154,676	$	117,796	$	24,994	$	297,466


	Three Months Ended March 31, 2025
	Gathering and Processing		Wholesale Marketing and Terminalling		Storage and Transportation		Consolidated
Service Revenue - Third Party	$	18,454	$	—	$	1,582	$	20,036
Service Revenue - Affiliate	1,506		6,657		13,974		22,137
Product Revenue - Third Party	61,582		41,991		—		103,573
Product Revenue - Affiliate	3,219		49,326		—		52,545
Lease Revenue - Affiliate	33,842		8,725		9,072		51,639
Total Revenue	$	118,603	$	106,699	$	24,628	$	249,930

As of March 31, 2026, we expect to recognize approximately $507.3 million in service revenues related to our unfulfilled performance obligations pertaining to the minimum volume commitments and capacity utilization under the non-cancelable terms of our commercial agreements with Delek Holdings. Most of these agreements have an initial term ranging from five to ten years, which may be extended for various renewal terms. We disclose information about remaining performance obligations that have original expected durations of greater than one year.

Our unfulfilled performance obligations as of March 31, 2026, were as follows (in thousands):


Remainder of 2026	$	101,520
2027	134,716
2028	89,217
2029	80,117
2030 and thereafter	101,724
Total expected revenue on remaining performance obligations	$	507,294


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Notes to the Condensed Consolidated Financial Statements (Unaudited)

5. Net Income per Unit

Basic net income per unit is computed by dividing net income by the weighted-average number of outstanding common units. Diluted net income per unit includes the effects of potentially dilutive units on our common units. As of March 31, 2026 and 2025, the only potentially dilutive units outstanding consist of unvested phantom units.

The calculation of net income per unit is as follows (in thousands, except unit and per unit amounts):


	Three Months Ended March 31,
		2026		2025
Net income		$	32,352	$	39,034










Weighted average common units outstanding, basic		53,514,387		53,604,659
Dilutive effect of unvested phantom units		88,123		29,177
Weighted average common units outstanding, diluted		53,602,510		53,633,836
Net income per unit:
Basic		$	0.60	$	0.73
Diluted (1)		$	0.60	$	0.73

(1) There were 22,566 and 28,692 anti-dilutive common unit equivalents excluded from the diluted earnings per unit calculation during the three months ended March 31, 2026 and 2025, respectively.

6. Long-Term Obligations

Outstanding borrowings under the Partnership’s debt instruments are as follows (in thousands):


	March 31, 2026		December 31, 2025
DKL Revolving Facility	$	161,100	$	211,850
2033 Notes	700,000		700,000
2029 Notes	1,050,000		1,050,000
2028 Notes	400,000		400,000
Principal amount of long-term debt	2,311,100		2,361,850
Less: Unamortized discount and premium and deferred financing costs	16,476		17,430
Total debt, net of unamortized discount and premium and deferred financing costs	$	2,294,624	$	2,344,420

DKL Credit Facility

On March 26, 2026, the Partnership entered into a credit agreement (the “New Credit Agreement”) that provides for revolving commitments up to $1,300.0 million in the aggregate with a sublimit up to $150.0 million for letters of credit and up to $50.0 million for swing line loans (the “DKL Revolving Facility”). The DKL Revolving Facility replaced the Partnership's previous revolving credit facility and term loan facility under the Fourth Amended and Restated Credit Agreement (the "Prior Credit Agreement") and proceeds were used to pay all outstanding balances of the Prior Credit Agreement. The maturity date for the DKL Revolving Facility is the earliest of (i) March 26, 2031, (ii) the date that is 180 days prior to the earliest maturity date of the Partnership’s 8.625% Senior Notes due 2029 to the extent that on such date, no less than $500.0 million of aggregate principal amount of the 2029 Notes remains outstanding, and (iii) such date on which the Revolving Credit Commitments (as defined in the New Credit Agreement) are terminated in whole due to voluntary termination or certain events of default.

Borrowings under the DKL Revolving Facility bear interest at either (i) a base rate (equal to the highest of the Prime Rate, the Federal Funds Rate plus 0.50%, Term SOFR for a one-month interest period plus 1.00%, and 1.00%) plus an applicable margin ranging from 0.50% to 1.50% per annum, or (ii) a term SOFR-based tranche rate (subject to a 0.00% floor) plus an applicable margin ranging from 1.50% to 2.50% per annum, in each case depending on the Partnership's Total Leverage Ratio (as defined in the New Credit Agreement). Swing loans bear interest at the base rate plus the applicable margin for base rate loans. As of March 31, 2026, the weighted average interest rate was 5.99%. There were no letters of credit outstanding as of March 31, 2026.

The New Credit Agreement contains affirmative and negative covenants and events of default which the Partnership considers customary and are similar to, but allow additional flexibility to the Partnership and its restricted subsidiaries as compared with, those in our Prior Credit Agreement.


12 \|

Notes to the Condensed Consolidated Financial Statements (Unaudited)

The DKL Revolving Facility contains affirmative and negative covenants and events of default, which the Partnership considers customary and are similar to those in our predecessor DKL Revolving Facility. We believe we were in compliance with all covenant requirements as of March 31, 2026. Under the financial covenants in the DKL Revolving Facility, the Partnership cannot:

•permit, as of the last day of each fiscal quarter, the Total Leverage Ratio (as defined in the New Credit Agreement) to be greater than 5.25 to 1.00;

•permit, as of the last day of each fiscal quarter, the Senior Leverage Ratio (as defined in the New Credit Agreement) to be greater than 3.75 to 1.00; and

•permit, as of the last day of each fiscal quarter, the interest coverage ratio to be equal to or less than 2.00 to 1.00.

The obligations under the DKL Revolving Facility are secured by first priority liens on substantially all of the Partnership’s and its subsidiaries’ tangible and intangible assets. The carrying value of outstanding borrowings under the DKL Revolving Facility as of March 31, 2026 approximates their fair values. Our debt facilities contain affirmative and negative covenants and events of default the Partnership considers usual and customary. As of March 31, 2026, we were in compliance with covenants on all of our debt instruments.

2033 Notes

Our 2033 Notes are general unsecured senior obligations comprised of $700.0 million in aggregate principal 7.375% senior notes maturing on June 30, 2033. The 2033 Notes are unconditionally guaranteed jointly and severally on a senior unsecured basis by the existing Partnership's subsidiaries (other than Delek Logistics Finance Corp.) and will be unconditionally guaranteed on the same basis by certain of the Partnership’s future subsidiaries. As of March 31, 2026, the effective interest rate was 7.63%. The estimated fair value of the 2033 Notes was $707.2 million and $716.4 million as of March 31, 2026 and December 31, 2025, respectively, measured based upon quoted market prices in an active market, defined as Level 2 in the fair value hierarchy.

2029 Notes

Our 2029 Notes are general unsecured senior obligations comprised of $1,050.0 million in aggregate principal 8.625% senior notes maturing on March 15, 2029. The 2029 Notes are unconditionally guaranteed jointly and severally on a senior unsecured basis by the Partnership's existing subsidiaries (other than Delek Logistics Finance Corp.) and will be unconditionally guaranteed on the same basis by certain of the Partnership's future subsidiaries. As of March 31, 2026, the effective interest rate was 8.80%. The estimated fair value of the 2029 Notes was $1,088.4 million and $1,100.4 million as of March 31, 2026 and December 31, 2025, respectively, measured based upon quoted market prices in an active market, defined as Level 2 in the fair value hierarchy.

2028 Notes

Our 2028 Notes are general unsecured senior obligations comprised of $400.0 million in aggregate principal of 7.125% senior notes maturing June 1, 2028. The 2028 Notes are unconditionally guaranteed jointly and severally on a senior unsecured basis by the Partnership's existing subsidiaries (other than Delek Logistics Finance Corp.) and will be unconditionally guaranteed on the same basis by certain of the Partnership's future subsidiaries. As of March 31, 2026, the effective interest rate was 7.37%. The estimated fair value of the 2028 Notes was $401.3 million and $402.7 million as of March 31, 2026 and December 31, 2025, respectively, measured based upon quoted market prices in an active market, defined as Level 2 in the fair value hierarchy.

7. Equity

Equity Activity

The table below summarizes the changes in the number of units outstanding from December 31, 2025 through March 31, 2026.


	Common - Public	Common - Delek Holdings (1)	Total
Balance at December 31, 2025	19,643,923	33,868,203	53,512,126
Unit-based compensation awards (2)	9,422	—	9,422


Balance at March 31, 2026	19,653,345	33,868,203	53,521,548

(1) As of March 31, 2026, Delek Holdings owned a 63.3% interest in the Partnership.

(2) Unit-based compensation awards are presented net of 6,829 units withheld for taxes for three months ended March 31, 2026.


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Notes to the Condensed Consolidated Financial Statements (Unaudited)

Unit Repurchase

On February 24, 2025, the Partnership and Delek Holdings entered into a Common Unit Purchase Agreement (the “Common Unit Purchase Agreement”) whereby the Partnership may repurchase common units from time to time from Delek Holdings in one or more transactions for an aggregate purchase price of up to $150.0 million through December 31, 2026 (each such repurchase, a “Repurchase”). The purchase price per common unit in each Repurchase will be the 30-day volume weighted-average price of the common units at the close of trading on the day prior to the closing date subject to certain limitations set forth in the Common Unit Purchase Agreement. The Partnership may fund Repurchases using cash on hand or borrowings under its existing credit facility, subject to compliance with applicable covenants. During the three months ended March 31, 2025, 243,075 common units were repurchased from Delek Holdings and cancelled at the time of the transaction for a total of $10.0 million. No common units were repurchased for the three months ended March 31, 2026. As of March 31, 2026, there was $140.0 million of authorization remaining under the Common Unit Repurchase Agreement.

Cash Distributions

Our Partnership Agreement sets forth the calculation to be used to determine the amount and priority of available cash distributions that our limited partner unitholders will receive. Our distributions earned with respect to a given period are declared subsequent to quarter end.

The table below summarizes the quarterly distributions related to our quarterly financial results:


Quarter Ended	Total Quarterly Distribution Per Limited Partner Unit	Total Cash Distribution (in thousands)
December 31, 2024	$1.105	$59,302
March 31, 2025	$1.110	$59,320
June 30, 2025	$1.115	$59,612
September 30, 2025	$1.120	$59,898
December 31, 2025	$1.125	$60,202
March 31, 2026 (1)	$1.130	$60,479

(1) On April 23, 2026, the board of directors of our general partner declared this quarterly cash distribution, payable on May 11, 2026, to unitholders of record on May 4, 2026. Total cash distribution is estimated based on the number of common units outstanding as of March 31, 2026.

8. Equity Method Investments

The Partnership owns a 33% membership interest in Red River Pipeline Company LLC ("Red River"), a joint venture operated with Plains Pipeline, L.P., which owns and operates a crude oil pipeline running from Cushing, Oklahoma to Longview, Texas. Additionally, we have two pipeline joint ventures, in which we own a 50% membership interest in the entity formed with an affiliate of Plains All American Pipeline, L.P. ("CP LLC") to operate one of these pipeline systems and a 33% membership interest in the entity formed with Andeavor Logistics RIO Pipeline LLC ("Andeavor Logistics") to operate the other pipeline system.

The Partnership owns a 50% equity interest in Wink to Webster Holdings, LLC ("W2W Holdings"). Our interest in W2W Holdings includes a 15.6% indirect interest in the Wink to Webster Pipeline, LLC joint venture ("Wink to Webster") and related joint venture indebtedness.

W2W Holdings was originally formed by Delek Holdings and MPLX Operations LLC to obtain financing and fund capital calls associated with its collective and contributed interests in Wink to Webster. Wink to Webster owns and operates a long-haul crude oil pipeline system with origin points at Wink and Midland in the Permian Basin and delivery points at multiple Houston area locations. We determined that W2W Holdings is a VIE. While we have the ability to exert significant influence through participation in board and management committees, we are not the primary beneficiary since we do not have a controlling financial interest in W2W Holdings, and no single party has the power to direct the activities that most significantly impact W2W Holdings' economic performance.

Distributions received from WWP are first applied to service the debt of W2W Holdings wholly owned finance LLC, with excess distributions made to the W2W Holdings members as provided for in the W2W Holdings LLC Agreement and as allowed for under its debt agreements. The obligations of the W2W Holdings members under the W2W Holdings LLC Agreement are guaranteed by the parents of the member entities.

As of March 31, 2026, except for the guarantee of member obligations under the joint venture, we do not have other guarantees with or to W2W Holdings, nor any third-party associated with W2W Holdings contracted work. The Partnership's maximum exposure to any losses incurred by W2W Holdings is limited to its investment. The Partnership did not provide any financial support to equity method investments that it was not contractually obligated to provide during the three months ended March 31, 2026 and 2025.


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Notes to the Condensed Consolidated Financial Statements (Unaudited)

The Partnership's investment balances in these joint ventures were as follows (in thousands):


	As of March 31, 2026		As of December 31, 2025
Red River	$	130,109	$	132,139
W2W Holdings	113,765		116,404
CP LLC	58,001		59,088
Andeavor Logistics	31,920		32,439
Total Equity Method Investments	$	333,795	$	340,070

9. Segment Data

We review operating results in four reportable segments: (i) gathering and processing; (ii) wholesale marketing and terminalling; (iii) storage and transportation; and (iv) investment in pipeline joint ventures. Operations that are not specifically included in the reportable segments are included in corporate and other. The Partnership defines its segments based on how internally reported financial information is regularly reviewed by its chief operating decision maker ("CODM") to analyze financial performance, make decisions and allocate resources.

The CODM is the President of the Partnership. The CODM evaluates performance based on segment EBITDA for planning and forecasting purposes. The CODM considers budget to actual variances on a monthly basis when making decisions about allocation of operating and capital resources to each segment. Segment EBITDA is an important measure used by management to evaluate the financial performance of our core operations. We define segment EBITDA as net income before net interest expense, income taxes, depreciation, amortization, and proportional interest, taxes, depreciation and amortization of equity method investments. Segment data for prior periods has been restated and is consistent with the current year presentation. A reconciliation of segment EBITDA to net income is included in the tables below.

Assets by segment is not a measure used to assess the performance of the Partnership by the CODM and thus is not disclosed.


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Notes to the Condensed Consolidated Financial Statements (Unaudited)

The following table summarizes segment operating results, as measured by segment EBITDA, for the periods presented:



	Three Months Ended March 31, 2026
	Gathering and Processing		Wholesale Marketing and Terminalling		Storage and Transportation		Investments in Pipeline Joint Ventures		Total
Net revenues:
Affiliate	$	49,246	$	93,926	$	23,518	$	—	$	166,690
Third party	105,430		23,870		1,476		—		130,776
Total revenue	154,676		117,796		24,994		—		297,466

Cost of materials and other	50,301		105,132		13,138		—		168,571
Operating expenses	32,439		2,872		6,126		—		41,437
Proportional EBITDA from equity method investments	—		—		—		(18,319)		(18,319)
Other segment items (1)	1,316		30		(25)		—		1,321
Segment EBITDA	$	70,620	$	9,762	$	5,755	$	18,319	104,456

Reconciling items to consolidated net income before income taxes:
Corporate expenses and other									9,600
Proportional interest, taxes, depreciation and amortization from equity-method investments									6,696
Depreciation and amortization									36,501
Interest income									(32,285)
Interest expense									51,592
Income tax expense									—
Net income									$	32,352


	Three Months Ended March 31, 2025
	Gathering and Processing		Wholesale Marketing and Terminalling		Storage and Transportation		Investments in Pipeline Joint Ventures		Total
Net revenues:
Affiliate	$	38,567	$	64,708	$	23,046	$	—	$	126,321
Third party	80,036		41,991		1,582		—		123,609
Total revenue	118,603		106,699		24,628		—		249,930

Cost of materials and other	24,344		89,653		15,027		—		129,024
Operating expenses	30,581		3,799		5,161		—		39,541
Proportional EBITDA from equity method investments	—		—		—		(16,815)		(16,815)
Other segment items (1)	(4,261)		10		26		—		(4,225)
Segment EBITDA	$	67,939	$	13,237	$	4,414	$	16,815	102,405

Reconciling items to consolidated net income before income taxes:
Corporate expenses and other									10,254
Proportional interest, taxes, depreciation and amortization from equity-method investments									6,665
Depreciation and amortization									27,716

Interest income									(22,547)
Interest expense									41,101
Income tax expense									182
Net income									$	39,034

(1) Other segment items include general and administrative expense, other operating (income) loss and other income.


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Notes to the Condensed Consolidated Financial Statements (Unaudited)

The following is a summary of other segment information for the periods presented:


	Three Months Ended March 31, 2026
	Gathering and Processing		Wholesale Marketing and Terminalling		Storage and Transportation		Investments in Pipeline Joint Ventures		Corporate and Other		Consolidated
Depreciation and amortization	$	33,241	$	768	$	1,725	$	—	$	767	$	36,501
Interest income	$	10,158	$	4,017	$	18,110	$	—	$	—	$	32,285
Capital spending (1)	$	49,519	$	111	$	195	$	—	$	—	$	49,825


	Three Months Ended March 31, 2025
	Gathering and Processing		Wholesale Marketing and Terminalling		Storage and Transportation		Investments in Pipeline Joint Ventures		Corporate and Other		Consolidated
Depreciation and amortization	$	24,723	$	952	$	1,281	$	—	$	760	$	27,716
Interest income	$	11,365	$	4,161	$	7,021	$	—	$	—	$	22,547

Capital spending (1)	$	71,311	$	90	$	542	$	—	$	—	$	71,943

(1) Capital spending includes additions on an accrual basis.

10. Commitments and Contingencies

Litigation

In the ordinary conduct of our business, we are from time to time subject to lawsuits, investigations and claims, including environmental claims and employee-related matters. Although we cannot predict with certainty the ultimate resolution of lawsuits, investigations and claims asserted against us, including civil penalties or other enforcement actions, we do not believe that any currently pending legal proceeding or proceedings to which we are a party will have a material adverse effect on our financial statements.

Environmental, Health and Safety

We are subject to extensive federal, state and local environmental and safety laws and regulations enforced by various agencies, including the Environmental Protection Agency (the "EPA"), the United States Department of Transportation, the Occupational Safety and Health Administration, as well as numerous state, regional and local environmental, safety and pipeline agencies. These laws and regulations govern the discharge of materials into the environment, waste management practices and pollution prevention measures, as well as the safe operation of our pipelines and the safety of our workers and the public. The State of New Mexico promulgated new regulations to limit emissions from oil and gas operations in 2022. The cost to comply is not expected to be material. Numerous permits or other authorizations are required under these laws and regulations for the operation of our terminals, pipelines, salt wells, trucks and related operations, and may be subject to revocation, modification and renewal.

These laws and permits raise potential exposure to future claims and lawsuits involving environmental and safety matters, which could include soil, surface water and groundwater contamination, air pollution, personal injury and property damage allegedly caused by substances which we may have handled, used, released or disposed of, transported, or that relate to pre-existing conditions for which we may have assumed responsibility. We believe that our current operations are in substantial compliance with existing environmental and safety requirements. However, there have been and we expect that there will continue to be ongoing discussions about environmental and safety matters between us and federal and state authorities, including the receipt and response to notices of violations, citations and other enforcement actions, some of which have resulted or may result in changes to operating procedures and in capital expenditures. While it is often difficult to quantify future environmental or safety related expenditures, we anticipate that continuing capital investments and changes in operating procedures will be required to comply with existing and new requirements, as well as evolving interpretations and enforcement of existing laws and regulations.

Releases of hydrocarbons or hazardous substances into the environment could, to the extent the event is not insured, or is not a reimbursable event under the Omnibus Agreement, subject us to substantial expenses, including costs to respond to, contain and remediate a release, to comply with applicable laws and regulations and to resolve claims by governmental agencies or other persons for personal injury, property damage, response costs, or natural resources damages.


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Notes to the Condensed Consolidated Financial Statements (Unaudited)

11. Leases

Lessee

In March 2026, we entered into an arrangement with a third party to construct, own, and subsequently lease to us certain sour gas gathering equipment near our Libby gas processing plant. The construction is expected to be completed in the second quarter of 2026, at which time we have committed to enter into a finance lease for the equipment. During construction, we are not deemed to control the assets and are not obligated to fund construction costs; therefore, we have not recognized the assets or related obligations on our balance sheet as of March 31, 2026. The total estimated project cost is approximately $60.0 million. Upon lease commencement, we will recognize a right-of-use asset and lease liability in accordance with ASC 842, Leases ("ASC 842").

Lessor

We are the lessor under certain agreements for gathering, transportation, storage, terminalling, and offloading with Delek Holdings. Revenue from these leases are recorded in affiliate revenue in the accompanying condensed consolidated statements of income and comprehensive income. We elected the practical expedient to carry forward historical lease classification conclusions until a modification of an existing agreement occurs. Once a modification occurs, the amended agreement is required to be assessed under ASC 842, to determine whether a reclassification of the lease is required.

The net investment in sales-type leases is recorded utilizing the estimated fair value of the underlying leased assets at contract modification date and are nonrecurring fair value measurements. The leased assets were valued using a cost method valuation approach which utilizes Level 3 inputs.

We recognized any billings in excess of minimum volume requirements as variable lease payments, and these variable lease payments were recorded in lease revenues.

Lease income included in the accompanying condensed consolidated statements of income and comprehensive income were as follows:


	Three Months Ended March 31,
(in thousands)	2026		2025
Operating leases:
Lease revenue	$	57,199	$	48,599
Sales-type leases:
Interest income (Sales-type rental revenue-fixed minimum)	$	32,262	$	22,547
Lease revenue (Revenue from variable lease payments)	3,891		3,040
Sales-type lease income	$	36,153	$	25,587

12. Subsequent Events

Distribution Declaration

On April 23, 2026, our general partner's board of directors declared a quarterly cash distribution of $1.130 per unit, payable on May 11, 2026, to unitholders of record on May 4, 2026.

Asset Purchase Agreements with Delek Holdings

On April 1, 2026, the Partnership completed the Tyler Tank Sale pursuant to the terms of the Intercompany Agreements as further described in Note 3. At closing, Delek Holdings returned 359,372 Partnership common units to us, representing the full consideration of $19.0 million. As a result of this transaction, Delek Holdings’ ownership interest in the Partnership was further diluted, decreasing to 63.0%.


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Management's Discussion and Analysis of Financial Condition and Results of Operations

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Management’s Discussion and Analysis of Financial Condition and Results of Operations ("MD&A") is management’s analysis of our financial performance and of significant trends that may affect our future performance. The MD&A should be read in conjunction with our condensed consolidated financial statements and related notes included elsewhere in this Quarterly Report on Form 10-Q and in the Annual Report on Form 10-K filed with the U.S. Securities and Exchange Commission (''SEC'') on February 27, 2026 (the ''Annual Report on Form 10-K''). Those statements in the MD&A that are not historical in nature should be deemed forward-looking statements that are inherently uncertain. See "Forward-Looking Statements" below for a discussion of the factors that could cause actual results to differ materially from those projected in these statements.

Unless otherwise noted or the context requires otherwise, references in this report to "Delek Logistics Partners, LP," the "Partnership," “we,” “us,” or “our” or like terms, may refer to Delek Logistics Partners, LP, one or more of its consolidated subsidiaries or all of them taken as a whole. Unless otherwise noted or the context requires otherwise, references in this report to "Delek Holdings" refer collectively to Delek US Holdings, Inc. and any of its subsidiaries, other than the Partnership and its subsidiaries and its general partner.

The Partnership announces material information to the public about the Partnership, its products and services and other matters through a variety of means, including filings with the Securities and Exchange Commission, press releases, public conference calls, the Partnership's website (www.deleklogistics.com), the investor relations section of the website (www.deleklogistics.com/overview), the news section of its website (www.deleklogistics.com/news-releases), and/or social media, including its X (formerly known as Twitter) account (@DelekLogistics). The Partnership encourages investors and others to review the information it makes public in these locations, as such information could be deemed to be material information. Please note that this list may be updated from time to time.

Forward-Looking Statements

This Quarterly Report on Form 10-Q contains “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 Exchange Act. These forward-looking statements reflect our current estimates, expectations and projections about our future results, performance, prospects and opportunities. Forward-looking statements include, among other things, statements regarding the effect, impact, potential duration or other implications of, or expectations expressed with respect to, the actions of members of the Organization of Petroleum Exporting Countries ("OPEC") and other leading oil producing countries (together with OPEC, "OPEC+") with respect to oil production and pricing, and statements regarding our efforts and plans in response to such events, the information concerning our possible future results of operations, business and growth strategies, financing plans, expectations that regulatory developments or other matters will not have a material adverse effect on our business or financial condition, our competitive position and the effects of competition, the projected growth of the industry in which we operate, the benefits and synergies to be obtained from our completed and any future acquisitions, including the H2O Midstream and Gravity acquisitions, statements of management’s goals and objectives, and other similar expressions concerning matters that are not historical facts. Words such as “may,” “will,” “should,” “could,” “would,” "forecasts", “predicts,” "strategy", “potential,” “continue,” “expects,” “anticipates,” “future,” “intends,” “plans,” “believes,” “estimates,” “appears,” “projects” and similar expressions, as well as statements in future tense, identify forward-looking statements.

Forward-looking statements should not be read as a guarantee of future performance or results, and will not necessarily be accurate indications of the times at, or by, which such performance or results will be achieved. Forward-looking information is based on information available at the time and/or management’s good faith belief with respect to future events, and is subject to risks and uncertainties that could cause actual performance or results to differ materially from those expressed in the statements. Important factors that, individually or in the aggregate, could cause such differences include, but are not limited to:

•our substantial dependence on Delek Holdings or its assignees and their support of and respective ability to pay us under our commercial agreements;

•our future coverage, leverage, financial flexibility and growth, and our ability to improve performance and achieve distribution growth at any level or at all;

•Delek Holdings' future growth, strategic priorities, financial performance, share repurchases, crude oil supply pricing and flexibility and product distribution;

•industry dynamics, including Permian Basin growth, ownership concentration, efficiencies and takeaway capacity;

•the age and condition of our assets and operating hazards and other risks incidental to transporting, storing and gathering crude oil, intermediate and refined products, including, but not limited to, costs, penalties, regulatory or legal actions and other effects related to spills, releases and tank failures;

•changes in insurance markets impacting costs and the level and types of coverage available;

•the timing and extent of changes in commodity prices and demand for refined products, and the impact of events such as the conflicts in Ukraine and the Middle East, and the global response to such conflicts, and any future public health crisis on such demand;

•the wholesale marketing margins we are able to obtain and the number of barrels of product we are able to purchase and sell in our West Texas wholesale business;

•the shift from hydrocarbon energy sources to alternative energy sources;

•the suspension, reduction or termination of Delek Holdings' or its assignees' or third-party's obligations under our commercial agreements including the duration, fees or terms thereof;


19 \|

Management's Discussion and Analysis of Financial Condition and Results of Operations

•the ability to attract and retain key personnel;

•the results of our investments in joint ventures;

•the ability to secure commercial agreements with Delek Holdings or third parties upon expiration of existing agreements;

•the possibility of inefficiencies, curtailments, or shutdowns in refinery operations or pipelines, whether due to infection in the workforce or in response to reductions in demand as a result of a public health crisis;

•disruptions due to equipment interruption or failure, or other events, including terrorism, sabotage or cyber-attacks, at our facilities, Delek Holdings’ facilities or third-party facilities on which our business is dependent;

•changes in the availability and cost of capital of debt and equity financing;

•our reliance on information technology systems in our day-to-day operations;

•changes in general economic conditions, including uncertainty regarding the timing, pace and extent of economic recovery in the United States due to governmental fiscal policy or a public health crisis;

•the effects of existing and future laws and governmental regulations, including, but not limited to, the rules and regulations promulgated by the Federal Energy Regulatory Commission ("FERC") and state commissions and those relating to environmental protection, pipeline integrity and safety as well as current and future restrictions on commercial and economic activities in response to a public health crisis;

•the timely receipt of required government approvals and permits;

•significant operational, investment or other changes required by existing or future environmental statutes and regulations, including international agreements and national or regional societal, legislation; and regulatory measures to limit or reduce greenhouse gas emissions;

•competitive conditions in our industry including capacity overbuild in areas where we operate;

•actions taken by our customers and competitors;

•the demand for crude oil, refined products and transportation and storage services;

•our ability to successfully implement our business plan;

•inability to complete growth projects on time and on budget;

•our ability to successfully complete acquisitions and integrate acquired businesses, and to achieve the anticipated benefits therefrom;

•disruptions due to acts of God, natural disasters, casualty losses, severe weather patterns, such as freezing conditions, cyber or other attacks on our electronic systems, and other matters beyond our control which might cause damage to our pipelines, terminal facilities and other assets and could impact our operating results through increased costs and/or loss of revenue;

•changes in the price of renewable identification numbers ("RINs") could affect our results of operations;

•future decisions by OPEC+ regarding production and pricing and disputes between OPEC+ regarding such;

•changes or volatility in interest and inflation rates;

•labor relations;

•large customer defaults;

•changes in tax status and regulations;

•the effects of future litigation or environmental liabilities that are not covered by insurance; and

•other factors discussed elsewhere in this Quarterly Report on Form 10-Q and in our Annual Report on Form 10-K.

Many of the foregoing risks and uncertainties are, and will be, exacerbated by any worsening of the global business and economic environment. In light of these risks, uncertainties and assumptions, our actual results of operations and execution of our business strategy could differ materially from those expressed in, or implied by, the forward-looking statements, and you should not place undue reliance upon them. In addition, past financial and/or operating performance is not necessarily a reliable indicator of future performance, and you should not use our historical performance to anticipate results or future period trends. We can give no assurances that any of the events anticipated by the forward-looking statements will occur or, if any of them do, what impact they will have on our results of operations and financial condition.

All forward-looking statements included in this report are based on information available to us on the date of this report. We undertake no obligation to revise or update any forward-looking statements as a result of new information, future events or otherwise.


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Management's Discussion and Analysis of Financial Condition and Results of Operations

Executive Summary: Management's View of Our Business and Strategic Overview


Management's View of Our Business

The Partnership provides gathering, pipeline and other transportation services primarily for crude oil and natural gas customers, storage, wholesale marketing and terminalling services primarily for intermediate and refined product customers, and water disposal and recycling services through its owned assets and joint ventures located primarily in the Permian Basin (including the Delaware sub-basin) and other select areas in the Gulf Coast region. A significant portion of our existing assets are both integral to and dependent upon the success of Delek Holdings' refining operations, as many of our assets are contracted exclusively to Delek Holdings in support of the Tyler Refinery, El Dorado Refinery and Big Spring Refinery.

Business and Economic Environment Overview

During the three months ended March 31, 2026, we continued to focus on our commitment to being a full-suite crude, gas and water midstream services provider in the Permian Basin, in addition to diversifying our customer base to include more third-party customers. Our strategic acquisitions over the past few years served to significantly enhance our competitive position in the Midland Basin and further our economic separation from our sponsor and contribute to an increase in third party revenue.

The Partnership is well positioned to continue to add value through our gathering and processing services. In the Midland Basin, combined crude and water offering is appealing for our customers and brings additional growth opportunities to our system. Additionally, in the Delaware Basin, the Partnership expects continued cash flow growth in 2026 driven by the ramp up at the Libby gas processing plant and the ongoing completion of the sour gas gathering and acid gas injection ("AGI") capabilities.

Our disciplined approach to cost control, coupled with a focus on margin enhancements, supported earnings before interest, taxes, depreciation and amortization ("EBITDA") growth and improved cash flow, while our capital deployment remained aligned with our strategic priorities. This strengthened financial position empowers us to advance our strategy of organic growth while also exploring attractive opportunities for bolt-on acquisitions. Our positioning allows our customers the ability to control quality and adds optionality to place barrels in a variety of markets.

The Partnership saw a $6.7 million decrease in net income during the three months ended March 31, 2026, as compared to the prior year period, primarily due to increase in depreciation associated with additional assets from our gas plant expansion and increase in interest expense associated with our debt issuance in the second quarter of 2025. Our EBITDA increased $2.7 million in 2026 as compared to 2025. Our gathering and processing segment saw a $2.7 million increase in segment EBITDA, largely due to increased crude activity in our Delaware Gathering operations. Our wholesale marketing and terminalling segment saw a decrease in segment EBITDA of $3.5 million primarily due to the termination of a marketing agreement with Delek Holdings, under which we marketed 100% of the refined products output of the Tyler Refinery (the "East Texas Marketing Agreement"). Our storage and transportation segment saw increase in segment EBITDA of $1.3 million primarily driven by lower transportation costs associated with trucking activity. Segment EBITDA for our investments in pipeline joint ventures increased by $1.5 million largely due to our investment in Wink to Webster Holdings, LLC ("W2W"). See the “Results of Operations” section below for further discussion.

The near-term economic outlook remains uncertain due to the introduction of widespread tariffs by the U.S., ongoing geopolitical instability—including escalating conflict involving Iran—and heightened commodity market volatility. Uncertainty surrounding trade negotiations, the potential for further expansion of tariffs, and geopolitical developments have contributed to increased market and commodity price volatility, heightened supply disruption risk, and broader macroeconomic uncertainty, which could negatively affect global economic conditions.

Despite these challenges, we are well positioned to manage through an economic downturn because of built-in recessionary protections within our business, including fee‑based arrangements supported by minimum volume commitments on throughput and dedicated acreage agreements. Changes in crude oil prices resulting from geopolitical events may indirectly influence upstream production activity and refinery utilization in our core operating areas, which could have a favorable impact on volumes over time. In addition, periods of increased market volatility may modestly increase demand for logistics, transportation, and storage services.

The Partnership continues to pursue opportunities to enhance environmental stewardship consistent with applicable regulatory requirements and market conditions. While renewable energy sources are expected to continue growing as a percentage of total energy consumption, oil and gas are expected to remain an important component of the global energy mix in the near to medium term. As a result, liquid transportation fuels are expected to remain in demand, supporting throughput volumes and utilization of our assets. We believe our asset base and contractual protections position us to continue operating effectively amid evolving market and economic conditions.

See further discussion below in 'Other Developments' detailing the strategic initiatives the Partnership has implemented in order to position ourselves as a premier, full-service midstream provider in the Permian Basin. These actions not only enhance our standing in the market but also move to align us as an independent, largely third-party cash flow company with a robust growth profile.

See further discussion on macroeconomic factors and market trends, including the impact on 2026, in the ‘Market Trends’ section below.


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Management's Discussion and Analysis of Financial Condition and Results of Operations

Other Developments

DKL Credit Facility

Libby Plant Equipment Construction and Lease Arrangement

In March 2026, we entered into an arrangement with a third party to construct, own, and subsequently lease to us certain sour gas gathering equipment at our Libby gas processing plant. The construction is expected to be completed in the second quarter of 2026, at which time we have committed to enter into a finance lease for the equipment. During construction, we are not deemed to control the assets and are not obligated to fund construction costs; therefore, we have not recognized the assets or related obligations on our balance sheet as of March 31, 2026. The total estimated project cost is approximately $60.0 million.

Asset Purchase Agreements with Delek Holdings

On January 30, 2026, the Partnership entered into asset purchase agreements with Delek Holdings (collectively, the “Intercompany Agreements”). Pursuant to these agreements, the Partnership agreed to sell a Tyler refinery tank to Delek Holdings for total consideration of $19.0 million (the “Tyler Tank Sale”) and to sell El Dorado tank and terminal assets to Delek Holdings for total consideration of $66.0 million (the “El Dorado Terminal Sale”). Under the terms of the Intercompany Agreements, the consideration for these transactions may be received in a combination of cash and equity, with up to $20.0 million of the aggregate consideration payable through the return of Partnership common units. In addition, pursuant to the Intercompany Agreements, Delek Holdings will waive Omnibus fees for an aggregate of $4.0 million during the first two quarters of 2026.

The Tyler Tank Sale closed on April 1, 2026. At closing, Delek Holdings returned 359,372 Partnership common units to us, representing the full consideration of $19.0 million. As a result of this transaction, Delek Holdings’ ownership interest in the Partnership was further diluted, decreasing to 63.0%. The El Dorado Terminal Sale is expected to close on October 1, 2027, subject to the satisfaction of customary closing conditions.


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Management's Discussion and Analysis of Financial Condition and Results of Operations


Segment Overview

We review operating results in four reportable segments: (i) gathering and processing; (ii) wholesale marketing and terminalling; (iii) storage and transportation; and (iv) investments in pipeline joint ventures. Decisions concerning the allocation of resources and assessment of operating performance are made based on this segmentation. Management measures the operating performance of each reportable segment based on the segment EBITDA. Segment reporting is discussed in more detail in Note 9 to our condensed consolidated financial statements in Item 1, Financial Statements, of this Quarterly Report on Form 10-Q.


Gathering and Processing

The operational assets in our gathering and processing segment consist of our pipeline assets, Midland Gathering Assets, Midland Water Gathering Assets and Delaware Gathering Assets. The Midland Gathering Assets support our crude oil gathering activities which primarily serve Delek Holdings refining needs throughout the Permian Basin. The Midland Water Gathering Assets support our water disposal and recycling operations primarily in the Midland Basin in Texas. The Delaware Gathering Assets support our crude oil and natural gas gathering, treatment, acid gas injection, processing and transportation businesses, including the operations at Libby 1 and Libby 2 gas processing plants, as well as water disposal and recycling operations, located in the Delaware Basin of New Mexico. While we do not take ownership of gas that is gathered, we sell the processed gas at a market price which we remit to the producer, net of our fees. Therefore, we are not directly exposed to changes in commodity prices with respect to these operations. Finally, our gathering and processing assets are integrated with our pipeline assets, which we use to transport gathered crude oil as well as provide other crude oil, intermediate and refined products transportation mainly in support of Delek Holdings' refining operations in Tyler, Texas, El Dorado, Arkansas and Big Spring, Texas, as well as to certain third parties. In providing these services, we do not take ownership of the refined products or crude oil that we transport. The combination of these operational assets provides a comprehensive, integrated midstream service offering to producers and customers.


Wholesale Marketing and Terminalling

Our wholesale marketing and terminalling segment provides wholesale marketing and terminalling services to Delek Holdings’ refining operations and to independent third parties from whom we receive fees for marketing, transporting, storing and terminalling refined products and to whom we wholesale market refined products. In providing certain of these services, we take ownership of the products and are therefore exposed to market risks related to the volatility of commodity and refined product prices in our West Texas operations, which depend on many factors, including demand and supply of refined products in the West Texas market, the timing of refined product deliveries and downtime at refineries in the surrounding area.


Storage and Transportation

The operational assets in our storage and transportation segment consist of tanks, offloading facilities, trucks and ancillary assets, which provide crude oil, intermediate and refined products transportation and storage services primarily in support of Delek Holdings' refining operations in Tyler, Texas, El Dorado, Arkansas and Big Spring, Texas. Additionally, the assets in this segment provide crude oil transportation services to certain third parties. In providing these services, we do not take ownership of the products or crude oil that we transport or store. Therefore, we are not directly exposed to changes in commodity prices with respect to this operating segment.


Investments in Pipeline Joint Ventures

The Partnership owns a portion of four joint ventures (accounted for as equity method investments) that have constructed separate crude oil pipeline systems and related ancillary assets primarily in the Permian Basin and Gulf Coast regions and with strategic connections to Cushing, Midland and connections from Wink, Texas to Webster, Texas and other key exchange points, which provide crude oil and refined product pipeline transportation to third parties and subsidiaries of Delek Holdings.


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Management's Discussion and Analysis of Financial Condition and Results of Operations


Strategic Overview

Long-Term Strategic Objectives

The Partnership’s Long-Term Strategic Objectives have been focused on providing a competitive yield and growing our distribution while maintaining healthy coverage and leverage ratios. To that end, we are focused on growing our asset base through a slew of accretive growth opportunities we are seeing in our areas of operation. We are supplementing our organic growth opportunities by accretive bolt-on acquisitions which enhance our full-suite services offering to our customers. A secondary benefit of growing our contribution of third-party cash flows is to continue to increase our economic separation from our sponsor Delek Holdings and to progress deconsolidation.

2026 Strategic Focus Areas

In service to these overarching Long-Term Strategic Objectives, as we began 2026, we prioritized the following Strategic Focus Areas:

I.Achieve Strong Cash Flow Growth

II.Pursue Attractive Expansion Opportunities

III.Engage in Mutually Beneficial Transactions with Delek Holdings

IV.Optimize Our Existing Assets and Expand Our Customer Base

V.Enhance our Commitment to Sustainability and Minimize our Carbon Emissions

We are a full-suite provider offering integrated crude, gas and water services to the Partnership's customers in the Permian Basin. We operate in the most prolific part of the Permian Basin and we continue to be focused on growth opportunities given our advantageous location in the Midland and the Delaware Basins. We believe that opportunities exist in crude, natural gas and water which will continue to enhance our gathering and processing segment. We continue to focus on expanding our natural gas processing capabilities, adding AGI and sour gas processing capabilities at our Libby complex, positioning us to be one of the few midstream companies to have a comprehensive sour gas solution to enable incremental crude and natural gas production in Delaware Basin.

The Partnership prioritizes safe and reliable operation of its assets to maintain financial stability and growth. We have successfully avoided lost time injuries for four years, demonstrating our strong safety protocols and adherence to regulations. This commitment protects employees, assets, and operations, minimizing financial losses and maintaining stakeholder trust.

Additionally, we have prioritized reducing our leverage ratio, providing us with more financial flexibility to pursue opportunities and expand operations. By reducing our leverage and maintaining a strong financial position, we are better equipped to navigate challenges that may arise. This financial stability also allows us to seize emerging opportunities that align with our strategic goals, ensuring that we can continue to deliver value to our unitholders.

2026 Strategic Scorecard

Description of Strategic Success

Achieve Strong Cash Flow Growth

Pursue Attractive Expansion Opportunities

Engage in Mutually Beneficial Transactions with Delek Holdings

Optimize Our Existing Assets and Expand Our Customer Base

Executed agreements with Delek Holdings to further our economic separation and increase third-party revenue

Completion of revolver refinancing, further increasing our liquidity to over $1.1 billion

Expansion of our gas treating capabilities, adding AGI and sour gas processing capabilities at our Libby complex


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Management's Discussion and Analysis of Financial Condition and Results of Operations


Market Trends

Fluctuations in crude oil, natural gas and NGL prices and the prices of related refined and other hydrocarbon products impact operations in the midstream energy sector. For example, the prices of each of these products have the ability to influence drilling activity in many basins and the amounts of capital spending that crude oil exploration and production companies incur to support future growth. Exploration and production activities have a direct impact on volumes transported through our gathering assets in the geologic basins in which we operate. Additionally, the demand for hydrocarbon-based refined products and related crack spreads significantly impact production decisions of our refining customers and likewise throughputs on our pipelines and other logistics assets. Finally, fluctuations in demand and commodity prices for refined products, as well as the value attributable to RINs, directly impacts our wholesale marketing operations, where we are subject to short-term commodity price fluctuations at the rack. Most of the logistics services we provide (including transportation, gathering and processing services) are subject to long-term fee-based contracts with minimum volume commitments or long-term dedicated acreage agreements which mitigate most of our short-term financial risk to price and demand volatility. However, sustained depressed demand/prices over the longer term could not only curb exploration and production expansion opportunities under our agreements, but it could also impact our customers' willingness or ability to renew commercial agreements or result in liquidity or credit constraints that could impact our longer-term relationship with them.

While significant uncertainties remain in 2026 regarding global crude oil and refined products markets—particularly due to the ongoing conflict in Iran, which may impact supply stability and pricing—we believe our company is well-positioned to navigate these challenges. Our recent expansion of gas processing capabilities has not only broadened our service offerings but also enhanced both customer and geographic diversification, thereby reducing concentration risk. Additionally, our dedicated acreage agreements offer substantial growth potential in favorable economic conditions, such as periods of high demand or elevated commodity prices, without incurring additional customer acquisition costs. These strategic initiatives support our ability to sustain positive operating results and cash flows, even in volatile market environments, and enable us to pursue profitable growth projects that underpin future distribution growth.

The charts on the following page provide historical commodity pricing statistics for crude oil, refined product and natural gas.


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Management's Discussion and Analysis of Financial Condition and Results of Operations


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Management's Discussion and Analysis of Financial Condition and Results of Operations

Non-GAAP Measures

Our management uses certain "non-GAAP" operational measures to evaluate our operating segment performance and non-GAAP financial measures to evaluate past performance and prospects for the future to supplement our financial information presented in accordance with United States Generally Accepted Accounting Principles ("GAAP"). These financial and operational non-GAAP measures include:


•EBITDA - calculated as net income before net interest expense, income tax expense, depreciation, amortization and proportional interest, taxes, depreciation and amortization of equity method investments.						•Distributable cash flow - calculated as net cash flow from operating activities adjusted for changes in assets and liabilities, maintenance capital expenditures net of reimbursements, sales-type lease receipts, net of income recognized and other adjustments not expected to settle in cash. The Partnership believes this is an appropriate reflection of a liquidity measure by which users of its financial statements can assess its ability to generate cash.

EBITDA and distributable cash flow are non-GAAP supplemental financial measures that management and external users of our condensed consolidated financial statements, such as industry analysts, investors, lenders and rating agencies, may use to assess:

•our operating performance as compared to other publicly traded partnerships in the midstream energy industry, without regard to historical cost basis or, in the case of EBITDA, financing methods;

•the ability of our assets to generate sufficient cash flow to make distributions to our unitholders;

•our ability to incur and service debt and fund capital expenditures; and

•the viability of acquisitions and other capital expenditure projects and the returns on investment of various investment opportunities.

We believe that the presentation of EBITDA and distributable cash flow provide information useful to investors in assessing our financial condition and results of operations. EBITDA and distributable cash flow should not be considered alternatives to net income, operating income, cash flow from operating activities or any other measure of financial performance or liquidity presented in accordance with GAAP. EBITDA and distributable cash flow have important limitations as analytical tools, because they exclude some, but not all, items that affect net income and net cash provided by operating activities. Additionally, because EBITDA and distributable cash flow may be defined differently by other partnerships in our industry, our definitions of EBITDA and distributable cash flow may not be comparable to similarly titled measures of other partnerships, thereby diminishing their utility. See below for a reconciliation of EBITDA and distributable cash flow to their most directly comparable GAAP financial measures.

Non-GAAP Reconciliations

The following table provides a reconciliation of EBITDA and distributable cash flow (which are defined above) to the most directly comparable GAAP measure, or net income and net cash from operating activities, respectively.


Reconciliation of net income to EBITDA (in thousands)

	Three Months Ended March 31,
		2026		2025
Net income		$	32,352	$	39,034
Add:
Income tax expense		—		182
Depreciation and amortization		36,501		27,716
Proportional interest, taxes, depreciation and amortization from equity-method investments		6,696		6,665

Interest expense, net		19,307		18,554
EBITDA		$	94,856	$	92,151


Reconciliation of net cash from operating activities to distributable cash flow (in thousands)

	Three Months Ended March 31,
		2026		2025
Net cash provided by operating activities		$	170,376	$	31,550
Changes in assets and liabilities		(94,232)		32,080
Net distributions from equity method investments in investing activities		5,025		2,127
Non-cash lease expense		(1,101)		(2,267)
Regulatory and sustaining capital expenditures not distributable (1)		(8,347)		(645)
Reimbursement from Delek Holdings for capital expenditures (2)		12		9
Sales-type lease receipts, net of income recognized		3,096		5,159
Other non-cash adjustments		(3,636)		3,692


Distributable cash flow		$	71,193	$	71,705

(1) Regulatory and sustaining capital expenditures represent cash expenditures (including for the addition or improvement to, or the replacement of, our capital assets, and for the acquisition of existing, or the construction or development of new, capital assets) made to maintain our long-term operating income or operating capacity. Examples include expenditures for the repair, refurbishment and replacement of pipelines and terminals, to maintain equipment reliability, integrity and safety and to address environmental laws and regulations.

(2) Reimbursement from Delek Holdings for capital expenditures represents amounts for certain capital expenditures reimbursable to us from Delek Holdings pursuant to the terms of the Omnibus Agreement (as defined in Note 3 to our condensed consolidated financial statements in Item 1, Financial Statements, of this Quarterly Report on Form 10-Q).


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Management's Discussion and Analysis of Financial Condition and Results of Operations

Summary of Financial and Other Information

A discussion and analysis of the factors contributing to our results of operations is presented below. The financial statements, together with the following information, are intended to provide investors with a reasonable basis for assessing our historical operations, but should not serve as the only criteria for predicting our future performance.

The following table provides summary financial data (in thousands, except unit and per unit amounts):


Summary Statement of Operations Data (1)	Three Months Ended March 31,
		2026		2025
Net revenues:
Gathering and Processing		$	154,676	$	118,603
Wholesale marketing and terminalling		117,796		106,699
Storage and transportation		24,994		24,628


Total		297,466		249,930

Cost of materials and other		168,611		129,052
Operating expenses (excluding depreciation and amortization presented below)		47,045		40,985
General and administrative expenses		4,274		8,864
Depreciation and amortization		36,501		27,716

Other operating expense (income), net		1,026		(4,286)
Operating income		40,009		47,599
Interest income		(32,285)		(22,547)
Interest expense		51,592		41,101
Income from equity method investments		(11,623)		(10,150)
Other income, net		(27)		(21)
Total non-operating expenses, net		7,657		8,383
Income before income tax expense		32,352		39,216
Income tax expense		—		182
Net income		32,352		39,034
Comprehensive income		$	32,352	$	39,034


EBITDA(2)		$	94,856	$	92,151
Net income per limited partner unit:
Basic		$	0.60	$	0.73
Diluted		$	0.60	$	0.73
Weighted average limited partner units outstanding:
Basic		53,514,387		53,604,659
Diluted		53,602,510		53,633,836

(1) This information is presented at a summary level for your reference. See the condensed consolidated statements of income and comprehensive income in Item 1. to this Quarterly Report on Form 10-Q for more details regarding our results of operations.

(2) For a definition of EBITDA see "Non-GAAP Measures" above.

We report operating results in four reportable segments:

•Gathering and Processing

•Wholesale Marketing and Terminalling

•Storage and Transportation

•Investments in Pipeline Joint Ventures

Decisions concerning the allocation of resources and assessment of operating performance are made based on this segmentation. Management measures the operating performance of each of its reportable segments based on the segment EBITDA.


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Management's Discussion and Analysis of Financial Condition and Results of Operations

Results of Operations

Consolidated Results of Operations — Comparison of the three months ended March 31, 2026 compared to the three months ended March 31, 2025

Net Revenues

Q1 2026 vs. Q1 2025

Net revenues increased by $47.5 million, or 19.0%, in the three months ended March 31, 2026, compared to the three months ended March 31, 2025. The increase was primarily driven by the following:

•increased revenue of $18.7 million in our West Texas marketing operations primarily driven by increase in average sales prices per gallon, volumes sold and RINs revenue:

◦the average sales prices per gallon of gasoline and diesel sold increased by $0.09 and $0.35 per gallon, respectively;

◦the average volumes of gasoline sold increased by 4.7 million gallons, while the average volumes of diesel sold decreased by 0.8 million gallons; and

◦RINs revenue increased $2.4 million due to increased RINs prices.

•increased revenue of $36.1 million in our gathering and processing segment primarily associated with the Delek Permian Gathering purchasing and blending activities which was transferred from Delek Holdings on May 1, 2025 (the "DPG Dropdown") and increased crude activity in our Delaware Gathering operations; and

•partially offsetting these increases was a decrease of $6.7 million associated with the termination of the East Texas Marketing Agreement.

Cost of Materials and Other

Q1 2026 vs. Q1 2025

Cost of materials and other increased by $39.6 million, or 30.7%, in the three months ended March 31, 2026, compared to the three months ended March 31, 2025, primarily driven by the following:

•an increase of $15.6 million in our West Texas marketing operations primarily driven by increase in average cost per gallon and volumes sold; and

•an increase of $26.0 million in our gathering and processing segment primarily associated with increased crude oil activity in our Delaware Gathering operations and the DPG Dropdown.

Operating Expenses

Q1 2026 vs. Q1 2025

Operating expenses increased by $6.1 million, or 14.8%, in the three months ended March 31, 2026, compared to the three months ended March 31, 2025, primarily driven by the following:

•an increase of $5.4 million in outside services and $2.1 million in variable expenses; and

•partially offsetting these increases was a $2.2 million decrease in maintenance and repairs costs.

General and Administrative Expenses

Q1 2026 vs. Q1 2025

General and administrative expenses decreased by $4.6 million, or 51.8%, in the three months ended March 31, 2026, compared to the three months ended March 31, 2025, primarily driven by a decrease in insurance expense.


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Management's Discussion and Analysis of Financial Condition and Results of Operations

Depreciation and Amortization

Q1 2026 vs. Q1 2025

Depreciation and amortization increased by $8.8 million, or 31.7%, in the three months ended March 31, 2026, compared to the three months ended March 31, 2025, primarily driven by the following:

•additional assets associated with the gas plant expansion; and

•additional equipment under finance leases.

Other operating expense (income), net

Q1 2026 vs. Q1 2025

Other operating income, net decreased by $5.3 million, or 123.9%, in the three months ended March 31, 2026, compared to the three months ended March 31, 2025, primarily driven by $4.3 million in condemnation proceeds received in the first quarter of 2025.

Interest Income

Q1 2026 vs. Q1 2025

Interest income increased by $9.7 million, or 43.2%, in the three months ended March 31, 2026, compared to the three months ended March 31, 2025, primarily driven by the following:

•the modification of certain sales type leases associated with the Tyler refinery tank and El Dorado tank and terminal assets being sold to Delek Holdings under the Intercompany Agreements; and

•partially offset by the termination of income from sales type lease associated the El Dorado rail facility assets sold to Delek Holdings on January 2, 2026.

Interest Expense

Q1 2026 vs. Q1 2025

Interest expense increased by $10.5 million, or 25.5%, in the three months ended March 31, 2026, compared to the three months ended March 31, 2025, primarily driven by the following:

•increase of $12.9 million due to the issuance of the $700 million senior note during the second quarter 2025; and

•partially offsetting this increase was a decrease associated with our revolver primarily due to decreased average balance.

Results from Equity Method Investments

Q1 2026 vs. Q1 2025

Income from equity method investments increased by $1.5 million, or 14.5%, in the three months ended March 31, 2026, compared to the three months ended March 31, 2025, primarily due to the following:

•increase of $3.8 million from our investment in W2W; and

•partially offsetting this increase was a $2.3 million decrease in income from our investments in other joint ventures.


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Management's Discussion and Analysis of Financial Condition and Results of Operations

Operating Segments

Gathering and Processing Segment

The following tables and discussion present the results of operations and certain operating statistics of the gathering and processing segment for the three months ended March 31, 2026 and 2025:


Gathering and Processing
	Three Months Ended March 31,
		2026		2025



Net revenues		$	154,676	$	118,603
Cost of materials and other		$	50,301	$	24,344
Operating expenses (excluding depreciation and amortization)		$	32,439	$	30,581
Segment EBITDA		$	70,620	$	67,939


Throughputs (bpd(1))
	Three Months Ended March 31,
		2026	2025
El Dorado Assets:
Crude pipelines (non-gathered)		62,758	61,888
Refined products pipelines to Enterprise Systems		44,658	56,010
El Dorado Gathering System		9,220	10,321
East Texas Crude Logistics System		27,284	26,918
Midland Gathering System		218,203	246,090
Plains Connection System		212,359	179,240


Delaware Gathering Assets Volumes
	Three Months Ended March 31,
		2026	2025
Natural Gas Gathering and Processing (Mcfd(2))		63,903	59,809
Crude Oil Gathering (bpd(1))		129,451	122,226
Water Disposal and Recycling (bpd(1))		111,173	128,499


Midland Water Gathering System Volumes (3)
	Three Months Ended March 31,
		2026	2025
Water Disposal and Recycling (bpd(1))		565,411	632,972

(1) bpd - average barrels per day.

(2) Mcfd - average thousand cubic feet per day.

(3) Consists of volumes of H2O Midstream and Gravity. 2025 Gravity volumes are from January 2, 2025, to March 31, 2025.

Comparison of the three months ended March 31, 2026 compared to the three months ended March 31, 2025

Net Revenues

Q1 2026 vs. Q1 2025

Net revenues for the gathering and processing segment increased by $36.1 million, or 30.4%, in the three months ended March 31, 2026, compared to the three months ended March 31, 2025, primarily driven by the DPG Dropdown and increased crude activity in our Delaware Gathering operations.


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Management's Discussion and Analysis of Financial Condition and Results of Operations

Cost of Materials and Other

Q1 2026 vs. Q1 2025

Cost of materials and other for the gathering and processing segment increased by $26.0 million, or 106.6%, in the three months ended March 31, 2026, compared to the three months ended March 31, 2025, driven primarily by increased crude oil activity in our Delaware Gathering operations and the DPG Dropdown.

Operating Expenses

Q1 2026 vs. Q1 2025

Operating expenses for the gathering and processing segment increased by $1.9 million, or 6.1%, in the three months ended March 31, 2026, compared to the three months ended March 31, 2025, primarily driven by the following:

•an increase in outside services costs and variable expenses; and

•partially offset by decreased maintenance and repairs costs and lease expense.

EBITDA

Q1 2026 vs. Q1 2025

EBITDA increased by $2.7 million, or 3.9%, in the three months ended March 31, 2026, compared to the three months ended March 31, 2025, primarily driven by the DPG Dropdown and increased crude activity in our Delaware Gathering operations.


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Management's Discussion and Analysis of Financial Condition and Results of Operations

Wholesale Marketing and Terminalling Segment

The following tables and discussion present the results of operations and certain operating statistics of the wholesale marketing and terminalling segment for the three months ended March 31, 2026 and 2025:


Wholesale Marketing and Terminalling
	Three Months Ended March 31,
		2026		2025



Net revenues		$	117,796	$	106,699
Cost of materials and other		$	105,132	$	89,653
Operating expenses (excluding depreciation and amortization)		$	2,872	$	3,799
Segment EBITDA		$	9,762	$	13,237


Operating Information
	Three Months Ended March 31,
		2026		2025
East Texas - Tyler Refinery sales volumes (average bpd) (1)		—		67,876
West Texas marketing throughputs (average bpd)		11,771		10,826
West Texas marketing gross margin per barrel		$	4.42	$	1.64
Terminalling throughputs (average bpd) (2)		135,744		135,404

(1) East Texas Marketing agreement was terminated on January 1, 2026.

(2) Consists of terminalling throughputs at our Tyler, Big Spring, Big Sandy and Mount Pleasant, Texas terminals, our El Dorado and North Little Rock, Arkansas terminals and our Memphis and Nashville, Tennessee terminals.

Operational comparison of the three months ended March 31, 2026 compared to the three months ended March 31, 2025

Net Revenues

Q1 2026 vs. Q1 2025

Net revenues for the wholesale marketing and terminalling segment increased by $11.1 million, or 10.4%, in the three months ended March 31, 2026, compared to the three months ended March 31, 2025, primarily driven by the following:

•increased revenue of $18.7 million in our West Texas marketing operations primarily driven by increase in average sales prices per gallon, volumes sold and RINs revenue:

◦the average sales prices per gallon of gasoline and diesel sold increased by $0.09 and $0.35 per gallon, respectively;

◦the average volumes of gasoline sold increased by 4.7 million gallons, while the average volumes of diesel sold decreased by 0.8 million gallons; and

◦RINs revenue increased $2.4 million due to increased RINs prices.

•Partially offsetting this increase was a decrease of $6.7 million associated with the termination of the East Texas Marketing Agreement.


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Management's Discussion and Analysis of Financial Condition and Results of Operations

The following charts show summaries of the average sales prices per gallon of gasoline and diesel and refined products volume impacting our West Texas operations for the three months ended March 31, 2026 and 2025.

Cost of Materials and Other

Q1 2026 vs. Q1 2025

Cost of materials and other for the wholesale marketing and terminalling segment increased by $15.5 million, or 17.3%, in the three months ended March 31, 2026, compared to the three months ended March 31, 2025, primarily driven by the following:

•increased costs of materials and other of $15.6 million in our West Texas marketing operations primarily driven by an increase in average cost per gallon and a net increase in volumes sold:

◦the average cost per gallon of gasoline and diesel sold increased by $0.03 per gallon and $0.40 per gallon, respectively; and

◦the volumes of gasoline sold increased by 4.7 million gallons, while diesel sold decreased by 0.8 million gallons.

The following chart shows a summary of the average prices per gallon of gasoline and diesel purchased in our West Texas operations for the three months ended March 31, 2026 and 2025. Refer to the Refined Products Volume - Gallons chart above for a summary of volumes impacting our West Texas operations.


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Management's Discussion and Analysis of Financial Condition and Results of Operations

Operating Expenses

Q1 2026 vs. Q1 2025

Operating expenses for the wholesale marketing and terminalling segment decreased by $0.9 million or 24.4%, in the three months ended March 31, 2026, compared to the three months ended March 31, 2025, driven primarily by a decrease in outside service costs.

EBITDA

Q1 2026 vs. Q1 2025

EBITDA decreased by $3.5 million, or 26.3%, in the three months ended March 31, 2026, compared to the three months ended March 31, 2025, primarily driven by the following:

•lower revenue due to the termination of the East Texas Marketing Agreement; and

•partially offset by a $2.78 per barrel increase in wholesale margins.


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Management's Discussion and Analysis of Financial Condition and Results of Operations

Storage and Transportation Segment

The following tables and discussion present the results of operations and certain operating statistics of the storage and transportation segment for the three months ended March 31, 2026 and 2025:


Storage and Transportation
	Three Months Ended March 31,
		2026		2025



Net revenues		$	24,994	$	24,628
Cost of materials and other		$	13,138	$	15,027
Operating expenses (excluding depreciation and amortization)		$	6,126	$	5,161
Segment EBITDA		$	5,755	$	4,414

Operation comparison of the three months ended March 31, 2026 compared to the three months ended March 31, 2025

Net Revenues

Q1 2026 vs. Q1 2025

Net revenues for the storage and transportation segment increased by $0.4 million, or 1.5%, in the three months ended March 31, 2026, compared to the three months ended March 31, 2025.

Cost of Materials and Other

Q1 2026 vs. Q1 2025

Cost of materials and other for the storage and transportation segment decreased by $1.9 million, or 12.6%, in the three months ended March 31, 2026, compared to the three months ended March 31, 2025, primarily driven by a decrease in transportation costs in our trucking operations.

Operating Expenses

Q1 2026 vs. Q1 2025

Operating expenses for the storage and transportation segment increased by $1.0 million, or 18.7%, in the three months ended March 31, 2026, compared to the three months ended March 31, 2025, primarily driven by an increase in outside service costs.

EBITDA

Q1 2026 vs. Q1 2025

EBITDA increased by $1.3 million, or 30.4%, in the three months ended March 31, 2026, compared to the three months ended March 31, 2025, primarily driven by a decrease in transportation costs in our trucking operations.


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Management's Discussion and Analysis of Financial Condition and Results of Operations

Investments in Pipeline Joint Ventures Segment

The Investments in Pipeline Joint Ventures segment relates to strategic Joint Venture investments, accounted for as equity method investments, to support the Delek Holdings operations in terms of offering connection to takeaway pipelines, alternative crude supply sources and flow of high-quality crude oil to the Delek Holdings refining system. As a result, Delek Holdings is a major shipper and customer on certain of the Joint Venture pipelines, with minimum volume commitment ("MVC") agreements, which cushion the Joint Venture entities during periods of low activity. The other Joint Venture owners are usually major shippers on the pipelines resulting in a majority of the revenue of the Joint Venture entities coming from MVC agreements with related entities.

Investments in pipeline joint ventures segment include the Partnership's joint ventures investments described in Note 8 of our condensed consolidated financial statements in Item 1, Financial Statements, of this Quarterly Report on Form 10-Q.

Refer to Consolidated Results of Operations above for details and discussion of the investments in pipeline joint ventures segment for the three months ended March 31, 2026.

Liquidity and Capital Resources

Sources of Capital

We consider the following when assessing our liquidity and capital resources:


(i) cash generated from operations;			(iv) potential issuance of additional debt securities; and
(ii) borrowings under our revolving credit facility;			(v) potential sale of assets.
(iii) potential issuance of additional equity;

At March 31, 2026, our total liquidity amounted to $1,148.8 million comprised of $1,138.9 million in unused credit commitments under our third-party revolving credit facility (as discussed in Note 6 of our condensed consolidated financial statements in Item 1, Financial Statements, of this Quarterly Report on Form 10-Q), and $9.9 million in cash and cash equivalents. Historically, we have generated adequate cash from operations to fund ongoing working capital requirements, pay quarterly cash distributions and operational capital expenditures, and we expect the same to continue in the foreseeable future. Other funding sources, including the issuance of additional debt securities, have been utilized to fund growth capital projects such as dropdowns and other acquisitions. In addition, we have historically been able to source funding at rates that reflect market conditions, our financial position and our credit ratings. We continue to monitor market conditions, our financial position and our credit ratings and expect future funding sources to be at rates that are sustainable and profitable for the Partnership. However, there can be no assurances regarding the availability of any future financings or additional credit facilities or whether such financings or additional credit facilities can be made available on terms that are acceptable to us. We believe we have sufficient financial resources from the above sources to meet our funding requirements in the next 12 months, including working capital requirements, quarterly cash distributions and capital expenditures. Nevertheless, our ability to satisfy working capital requirements, to service our debt obligations, to fund planned capital expenditures, or to pay distributions will depend upon future operating performance, which will be affected by prevailing economic conditions in the oil industry and other financial and business factors, including crude oil prices, some of which are beyond our control. We continuously review our liquidity and capital resources. If market conditions were to change, for instance due to a significant decline in crude oil prices, and our revenue was reduced significantly or operating costs were to increase significantly, our cash flows and liquidity could be reduced. Additionally, it could cause the rating agencies to lower our credit ratings. There are no ratings triggers that would accelerate the maturity of any borrowings under our debt agreements.

Cash Distributions

On April 23, 2026, the board of directors of our general partner declared a distribution of $1.130 per common unit (the "Distribution"), which equates to an estimated amount of approximately $60.5 million per quarter, or approximately $241.9 million per year, based on the number of common units outstanding as of March 31, 2026. The Distribution will be paid on May 11, 2026, to common unitholders of record on May 4, 2026, and represents a 1.8% increase over the first quarter 2025 distribution. This increase in the distribution is consistent with our intent to maintain an attractive distribution growth profile over the long term. Although our Partnership Agreement requires that we distribute all of our available cash each quarter, we do not otherwise have a legal obligation to distribute any particular amount per common unit.


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Management's Discussion and Analysis of Financial Condition and Results of Operations

The table below summarizes the quarterly distributions related to our quarterly financial results:


Quarter Ended	Total Quarterly Distribution Per Limited Partner Unit	Total Cash Distribution (in thousands)
March 31, 2025	$1.110	$59,320
June 30, 2025	$1.115	$59,612
September 30, 2025	$1.120	$59,898
December 31, 2025	$1.125	$60,202
March 31, 2026	$1.130	$60,479

Unit Repurchase

On February 24, 2025, the Partnership and Delek Holdings entered into a Common Unit Purchase Agreement whereby the Partnership may repurchase common units from time to time from Delek Holdings in one or more transactions for an aggregate purchase price of up to $150.0 million through December 31, 2026 (each such repurchase, a “Repurchase”). The Partnership may fund Repurchases using cash on hand or borrowings under its existing credit facility, subject to compliance with applicable covenants. During the three months ended March 31, 2025, 243,075 common units were repurchased from Delek Holdings and cancelled at the time of the transaction for a total of $10.0 million. No common units were repurchased for the three months ended March 31, 2026. As of March 31, 2026, there was $140.0 million of authorization remaining under the Common Unit Repurchase Agreement.

Cash Flows

The following table sets forth a summary of our consolidated cash flows for the three months ended March 31, 2026, and 2025 (in thousands):


	Three Months Ended March 31,
	2026		2025
Net cash provided by operating activities	$	170,376	$	31,550
Net cash used in investing activities	(49,298)		(234,767)
Net cash (used in) provided by financing activities	(122,063)		199,940
Net decrease in cash and cash equivalents	$	(985)	$	(3,277)

Operating Activities

Net cash provided by operating activities increased by $138.8 million for the three months ended March 31, 2026, compared to the three months ended March 31, 2025. The cash receipts from customer activities increased by $32.2 million and cash payments to suppliers and for allocations to Delek Holdings for salaries decreased by $98.5 million. Additionally contributing to the increase was a $5.5 million increase in cash dividends received from equity method investments, as well as a $2.6 million decrease in cash paid for debt interest.

Investing Activities

Net cash used in investing activities decreased by $185.5 million during the three months ended March 31, 2026, compared to the three months ended March 31, 2025, primarily due to a decrease of $181.2 million associated with the Gravity Acquisition in the prior year with no corresponding activity in the current year. Purchases of property, plant and equipment decreased $7.0 million primarily associated with growth projects in our gathering and processing segment. Also contributing to this decrease was an increase in distributions received from equity method investments of $2.9 million. Partially offsetting this decrease was a decrease in proceeds from sale of property, plant and equipment of $4.2 million compared to the prior year and $1.3 million increase in purchase of intangible assets.

Financing Activities

Net cash used in financing activities increased by $322.0 million for the three months ended March 31, 2026, compared to the three months ended March 31, 2025. This increase was primarily driven by an increase in net payments on our revolving credit facility of $320.5 million. Additionally contributing to this increase was an increase in deferred financing costs paid of $9.0 million and a $2.2 million increase in payments on finance leases.

Partially offsetting the increase was a decrease of $10.0 million due to unit repurchases from Delek Holdings in the prior period.


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Management's Discussion and Analysis of Financial Condition and Results of Operations

Debt Overview

As of March 31, 2026, we had total indebtedness of $2,311.1 million. The decrease of $50.8 million in our long-term debt balance compared to the balance at December 31, 2025, resulted from a decrease in borrowings under our revolving facility during the three months ended March 31, 2026. As of March 31, 2026, our total indebtedness consisted of:

•An aggregate principal amount of $161.1 million under the DKL Revolving Facility, due on March 26, 2031, with an average borrowing rate of 5.99%.

•An aggregate principal amount of $400.0 million, under the 2028 Notes (7.125% senior notes), due in 2028, with an effective interest rate of 7.37%.

•An aggregate principal amount of $1,050.0 million, under the 2029 Notes (8.625% senior notes), due in 2029, with an effective interest rate of 8.80%.

•An aggregate principal amount of $700.0 million, under the 2033 Notes (7.375% senior notes), due in 2033, with an effective interest rate of 7.63%.

We believe we were in compliance with the covenants in all debt facilities as of March 31, 2026. See Note 6 to our condensed consolidated financial statements for a complete discussion of our third-party indebtedness.

Agreements Governing Certain Indebtedness of Delek Holdings

Delek Holdings' level of indebtedness, the terms of its borrowings and any future credit ratings could adversely affect our ability to grow our business, our ability to make cash distributions to our unitholders and our credit profile. Our current and future credit ratings may also be affected by Delek Holdings' level of indebtedness, financial performance and credit ratings.

Capital Spending

A key component of our long-term strategy is our capital expenditure program, which includes strategic consideration and planning for the timing and extent of regulatory maintenance, sustaining maintenance, and growth capital projects. These categories are described below:

•Regulatory maintenance projects in the gathering and processing segment are those expenditures expected to be spent on certain of our pipelines to maintain their operational integrity pursuant to applicable environmental and other regulatory requirements. Regulatory projects in the wholesale marketing and terminalling segment relate to scheduled maintenance and improvements on our terminalling tanks and racks at certain of our terminals in order to maintain environmental and other regulatory compliance. These expenditures have historically been and will continue to be financed through cash generated from operations.

•Sustaining capital expenditures represent capitalizable expenditures for the addition or improvement to, or the replacement of, our capital assets, and for the acquisition of existing, or the construction or development of new, capital assets made to maintain our long-term operating income or operating capacity. Examples of sustaining capital expenditures are expenditures for the repair, refurbishment and replacement of pipelines, tanks and terminals, to maintain equipment reliability, integrity and safety and to maintain compliance with environmental laws and regulations. Delek Holdings has agreed to reimburse us with respect to certain assets it has transferred to us pursuant to the terms of the Omnibus Agreement (as defined in Note 3 to our accompanying condensed consolidated financial statements). When not provided for under reimbursement agreements, such activities are generally funded by cash generated from operations.

•Growth projects include those projects that do not fall into one of the two categories above, and could include committed expansion projects under contracts with customers as well as other incremental growth projects, but are generally expected to produce incremental cash flows in accordance with our internal return on invested capital policy. Depending on the magnitude, funding for such projects may include cash generated from operations, borrowings under existing credit facilities, or issuances of additional debt or equity securities.


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Management's Discussion and Analysis of Financial Condition and Results of Operations

The following table summarizes our actual capital expenditures, including any material capital expenditure payments made or forecasted to be made in advance of receipt of goods and materials, for the three months ended March 31, 2026:


(in thousands)	Full Year 2026 Forecast		Three Months Ended March 31, 2026 (1)
Gathering and Processing
Regulatory	$	—	$	883
Sustaining	17,000		7,003
Growth	209,600		39,070
Gathering and Processing Segment Total	$	226,600	$	46,956
Wholesale Marketing and Terminalling
Regulatory	$	12,000	$	52

Growth	600		33
Wholesale Marketing and Terminalling Segment Total	$	12,600	$	85
Storage and Transportation

Sustaining	16,000		154

Storage and Transportation Segment Total	$	16,000	$	154
Total Capital Spending	$	255,200	$	47,195

(1) Amounts exclude capitalized interest and internal labor costs totaling $2.6 million, which are predominantly associated with our gathering and processing segment.

The amount of our capital expenditure forecast is subject to change due to unanticipated increases in the cost, scope and completion time for our capital projects. For example, we may experience increases in the cost of and/or timing to obtain necessary equipment required for our continued compliance with government regulations or to complete improvement projects. Additionally, the scope and cost of employee or contractor labor expense related to installation of that equipment could increase from our projections.

Off-Balance Sheet Arrangements

We have no off-balance sheet arrangements through the date of the filing of this Quarterly Report on Form 10-Q.


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Quantitative and Qualitative Disclosures about Market Risk

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Impact of Changing Prices

Our revenues and cash flows, as well as estimates of future cash flows, are sensitive to changes in commodity prices. Shifts in the cost of crude oil, natural gas, NGLs, refined products and ethanol and related selling prices of these products can generate changes in our operating margins.

Interest Rate Risk

Debt that we incur under the DKL Credit Facility bears interest at floating rates and will expose us to interest rate risk. The outstanding floating rate borrowings totaled approximately $161.1 million as of March 31, 2026. The annualized impact of a hypothetical one percent change in interest rates on our floating rate debt outstanding as of March 31, 2026, would be to change interest expense by approximately $1.6 million.

Inflation

Inflationary factors, such as increases in the costs of our inputs, operating expenses, and interest rates may adversely affect our operating results. In addition, current or future governmental policies may increase or decrease the risk of inflation, which could further increase costs and may have an adverse effect on our ability to maintain current levels of gross margin and operating expenses as a percentage of sales if the prices at which we are able to sell our products and services do not increase in line with increases in costs.

ITEM 4. CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

Our disclosure controls and procedures are designed to provide reasonable assurance that the information that we are required to disclose in reports we file under the Exchange Act is accumulated and appropriately communicated to management. We carried out an evaluation required by Rule 13a-15(b) of the Exchange Act, under the supervision and with the participation of our management, including the Principal Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures at the end of the reporting period. Based on that evaluation, the Principal Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective as of the end of the reporting period.

There have been no changes in our internal control over financial reporting (as defined in Rule 13a-15(f) under the Exchange Act) that occurred during the first quarter of 2026 that have materially affected or are reasonably likely to materially affect our internal control over financial reporting.


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Other Information

PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

ITEM 1A. RISK FACTORS

There have been no material changes to the risk factors identified in the Partnership’s fiscal 2025 Annual Report on Form 10-K with the exception of the following:

The Russia-Ukraine War, Israel-Hamas War, U.S.-Iran War, events occurring in response thereto and any expansion of hostilities, may have an adverse impact on our business, our future results of operations, and our overall financial performance.

The effects of the conflicts between Russia and Ukraine beginning in February 2022, between Israel and Hamas beginning in October 2023, and between the U.S. and Iran, beginning in February 2026, on our business, financial condition, and results of operations are impossible to predict. Any increase in sanctions, escalation of the conflicts, including the regional or global expansion of hostilities, and other future developments could significantly affect the global economy, lead to market volatility and supply chain disruptions, have an adverse impact on energy prices, including prices for crude oil, other feedstocks, and refined petroleum products, have an adverse impact on the margins from our petroleum product marketing operations, and have a material adverse effect on our business, financial condition, and results of operations.

Developments which impact the global oil markets have had, may continue to have, an adverse impact on our business, our results of operations and our overall financial performance.

While our operations are focused in the Permian Basin (including the Delaware sub-basin) and other select areas on the Gulf Coast region, our business is impacted by events and developments that impact the global markets for oil and other energy products. Any regional or global event or development that destabilizes worldwide economic and commercial activity, financial markets, or the demand for and prices of oil and gas products could materially adversely affect our business and operations. In recent years, the COVID-19 Pandemic, the Russia-Ukraine war, the OPEC-Russia relationship, the conflict between Israel and Hamas, and the conflict between the U.S. and Iran have been sources of uncertainty in the global oil markets, substantial global supply chain issues, and significant disruptions in the labor market.

Global economic growth drives demand for energy from all sources, including fossil fuels. Should the U.S. or global economies experience weakness, demand for energy may decline. Should growth in global energy production outstrip demand, excess supplies may arise. Declines in demand and excess supplies may result in accompanying declines in commodity prices and deterioration of our financial position along with our ability to operate profitably and our ability to obtain financing to support operations. Conversely, should demand for energy outstrip global supply, commodity prices are likely to rise. With respect to our business, we have experienced periodic declines in demand thought to be associated with slowing economic growth in certain markets, including the effects of the COVID-19 Pandemic, coupled with new oil and gas supplies coming on line and other circumstances beyond our control that resulted in oil and gas supply exceeding global demand which, in turn, resulted in steep declines in prices of oil and natural gas. At times, we have also experienced declines in the supply of inputs thought to be associated with supply chain issues and disruptions in the labor market. There can be no assurance as to how long such uncertainty will persist or that a recurrence of price weakness will not arise in the future.

In February 2025, the U.S. announced the imposition of tariffs on imports from several U.S. trade partners and could announce additional tariffs in future periods. There is significant uncertainty as to the duration of these and any further tariffs, and the impacts these tariffs and any corresponding retaliatory tariffs will have on us, our suppliers and our customers. The financial impacts of the tariffs on our results of operations and financial condition remain uncertain at the time of filing this report.

The ongoing conflict between the United States and Iran, including the disruption to shipping through the Strait of Hormuz, has introduced significant volatility into global energy markets, causing crude oil prices to spike materially from levels seen at the start of 2026. Although we do not have direct operations or exposure in the Middle East, sustained commodity price volatility and broader macroeconomic uncertainty could indirectly affect our business, including demand for our services. In addition, elevated energy prices and supply uncertainty may affect refinery utilization rates, which could reduce demand for the transportation, storage and terminalling services we provide under our commercial agreements. The ultimate duration and resolution of the conflict, including the status of the Strait of Hormuz and any ceasefire arrangements, remains uncertain.

The ultimate extent of the impact of volatile conditions in the oil and gas industry on our business, financial condition, results of operation and liquidity will depend largely on future developments which are outside of our control, including the extent and duration of any price reductions, any additional decisions by OPEC and disputes between the members of OPEC+. Furthermore, developments in the global oil markets may also have the effect of heightening many of the other risks described in our Annual Report on Form 10-K.


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Other Information

ITEM 5. OTHER INFORMATION

Delek Logistics Board Chair Transition

On February 25, 2026, the board of directors of our general partner appointed Avigal Soreq to be the Chairman of the Board of our general partner’s board of directors, effective immediately. Ezra Uzi Yemin transitioned to Vice Chairman of our general partner’s board of directors. Messrs. Soreq and Yemin will continue to serve in all other existing positions with the Delek Holdings and the Partnership.

Employment Agreement Extension

On February 25, 2026, Delek Holdings entered into a Fourth Amendment to Reuven Spiegel’s Executive Employment Agreement to extend the term from February 28, 2026 to June 30, 2026. There were no changes in Mr. Spiegel’s compensation in connection with the extension.

Rule 10b5-1 Trading Plans

During the quarter ended March 31, 2026, none of our directors or officers (as defined in Rule 16a-1 under the Exchange Act) adopted, modified or terminated a "Rule 10b5-1 trading arrangement" or "non-Rule 10b5-1 trading arrangement" (as those terms are defined in Item 408 of Regulation S-K).

ITEM 6. EXHIBITS


Exhibit No.		Description
10.1	*	Credit Agreement, dated as of March 26, 2026, by and among the Partnership, each of the other borrowers from time to time party thereto, the lenders from time to time party thereto, the guarantors from time to time party thereto, Truist Bank, as Administrative Agent, Bank of America, N.A., Citizens Bank, N.A., The Huntington National Bank, Mizuho Bank, Ltd., MUFG Bank, Ltd. and Wells Fargo Bank, N.A., as Co-Syndication Agents, and Barclays Bank PLC, KeyBanc Capital Markets Inc. and Regions Bank, as Co-Documentation Agents (incorporated by reference to Exhibit 10.1 to the Partnership's Form 8-K filed on March 27, 2026).
31.1	#	Certification of Delek Logistics GP, LLC's Principal Executive Officer pursuant to Rule 13a-14(a)/15(d)-14(a) under the Securities Exchange Act of 1934, as amended.
31.2	#	Certification of Delek Logistics GP, LLC's Chief Financial Officer pursuant to Rule 13a-14(a)/15(d)-14(a) under the Securities Exchange Act of 1934, as amended.
32.1	##	Certification of Delek Logistics GP, LLC's Principal Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2	##	Certification of Delek Logistics GP, LLC's Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101		The following materials from Delek Logistics Partners, LP's Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2026, formatted in Inline XBRL (eXtensible Business Reporting Language): (i) Condensed Consolidated Balance Sheets as of March 31, 2026 and December 31, 2025 (Unaudited), (ii) Condensed Consolidated Statements of Income and Comprehensive Income for the three months ended March 31, 2026 and 2025 (Unaudited), (iii) Condensed Consolidated Statement of Partners' Equity (Deficit) for the three months ended March 31, 2026 and 2025 (Unaudited), (iv) Condensed Consolidated Statements of Cash Flows for the three months ended March 31, 2026 and 2025 (Unaudited), and (v) Notes to Condensed Consolidated Financial Statements (Unaudited).
104		The cover page from Delek Logistics Partners, LP's Quarterly Report on Form 10-Q for the quarter ended March 31, 2026, has been formatted in Inline XBRL.


#						Filed herewith
##						Furnished herewith
*						Certain schedules and exhibits have been omitted pursuant to Item 601(b)(2) of Regulation S-K. The Partnership agrees to furnish supplementally a copy of any of the omitted schedules or exhibits upon request by the United States Securities and Exchange Commission, provided, however, that the Partnership may request confidential treatment pursuant to Rule 24b-2 of the Exchange Act, as amended, for any schedules or exhibits so furnished.
**						Certain of the exhibits and schedules have been omitted in accordance with Regulation S-K Item 601(a)(5). The Partnership agrees to furnish a copy of all omitted exhibits and schedules upon request by the United States Securities and Exchange Commission, provided, however, that the Partnership may request confidential treatment pursuant to Rule 24b-2 of the Exchange Act, as amended, for any schedules or exhibits so furnished.


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Signatures

SIGNATURES

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.

Delek Logistics Partners, LP

By: Delek Logistics GP, LLC

Its General Partner

By: /s/ Avigal Soreq

Avigal Soreq

President

(Principal Executive Officer)

By: /s/ Robert Wright

Robert Wright

Executive Vice President, Chief Financial Officer

(Principal Financial and Accounting Officer)

Dated: April 29, 2026


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Delek Logistics Partners - 10-Q quarterly report FY

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