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CNX Resources Corp: Form 10-Q for the period ended Jun 30, 2025

Filed with the SEC on Jul 24, 2025 and accepted by EDGAR at Jul 24, 2025, 11:40 ET.

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Management's discussion and analysis

As filed, 98,931 characters, with its headings, lists and tables. Extracted from the main document; charts and exhibits are in the original on sec.gov.

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with the Consolidated Financial Statements and related notes included elsewhere in this Form 10-Q. The information provided below supplements, but does not form part of, CNX's financial statements. This discussion contains forward-looking statements that are based on the current views and beliefs of management, as well as assumptions and estimates made by management. Actual results could differ materially from any such forward-looking statements as a result of various risk factors, including those that may not be in the control of management. For further information on items that could impact future operating performance or financial condition, please see "Part I. Item 1A. Risk Factors" and the section entitled "Forward-Looking Statements" contained in our Annual Report on Form 10-K for the year ended December 31, 2024, which we filed with the SEC on February 11, 2025 (the “2024 Form 10-K”). CNX does not undertake any obligation to publicly update any forward-looking statements except as otherwise required by applicable law.

General

CNX continually monitors factors that could cause actual results of operations to differ from historical results or current expectations. Examples include global events such as the current uncertainties in global financial markets, geopolitical tensions and announcements by the Organization of the Petroleum Exporting Countries that impact oil production, all of which have had an impact on global commodity prices. These and other factors could affect the Company’s operations, earnings and cash flows for any period and could cause such results to not be comparable to those of the same period in previous years. The results presented in this Form 10-Q are not necessarily indicative of future operating results.

Natural Gas, NGL, and Oil Pricing

Prices for natural gas, NGLs and oil that CNX produces significantly impact revenue and cash flows. In the current economic environment, CNX expects that commodity prices for some or all of the commodities we produce will remain volatile. In order to manage the market risk exposure of volatile natural gas prices in the future, CNX enters into various physical natural gas supply transactions with both gas marketers and end users for terms varying in length as well as financial hedges. However, this market volatility is beyond our control and may adversely impact our business, financial condition, results of operations and future cash flows.

Inflation

The inflationary environment over the last few years, primarily related to steel, diesel fuel and labor, continues to present risk for CNX and the broader natural gas industry. If inflation were to increase materially for any extended period of time, and CNX is unable to successfully mitigate the impact, our costs could increase further, thus having a greater impact on our financial position. CNX remains committed to our ongoing efforts to increase the efficiency of our operations and improve costs, which may, in part, offset any additional potential cost increases from inflation.

Hedging Update

Total hedged natural gas production for the third quarter of 2025 is 121.9 Bcf. CNX's annual gas hedge position is shown in the table below:

2025 2026
Volumes Hedged (Bcf), as of 7/8/25 482.6(1) 437.7

1Includes actual settlements of 199 Bcf.

CNX's hedged gas volumes include a combination of NYMEX financial hedges, index (NYMEX and basis) financial hedges, and physical fixed price sales. In addition, to protect the NYMEX hedge volumes from basis exposure, CNX enters into basis-only financial hedges and physical sales with fixed basis at certain sales points. CNX has also entered into a nominal quantity of NGL hedges. See Quantitative and Qualitative Disclosures About Market Risk in Item 3 of this Form 10-Q for additional information.

Other Updates

During the six months ended June 30, 2025, CNX completed the acquisition of Apex Energy II, LLC, (“the Apex Transaction") (see Note 4 – Acquisitions and Dispositions in the Notes to the Unaudited Consolidated Financial Statements in Item 1 of this Form 10-Q for additional information). The Apex Transaction expands CNX's existing Shale undeveloped leasehold in the central Pennsylvania region and provides an existing infrastructure footprint that can be leveraged for future development.

On May 30, 2025, the U.S. Department of Energy (DOE) provided an update to their previously released 45ZCF-GREET (45Z) model to include the addition of Remediated Methane Gas (RMG). This update is significant in that it represents the second recent recognition of RMG as a qualifying feedstock for various end use applications within a federal incentive program. CNX continues to closely monitor 45Z as regulators and administration officials work towards final rule implementation, and assuming that final rule is consistent with the previously released notice of intent, it is anticipated that CNX could receive an incremental annual tax credit generation opportunity.

On July 4, 2025, the United States enacted into law the One, Big, Beautiful Bill Act ("OBBBA"). The OBBBA, which, among other things, allows for 100% bonus depreciation on a permanent basis for property acquired and placed in service on or after January 19, 2025, permanently reinstates the EBITDA limitation for the calculation of the deduction for interest expense after December 31, 2024, and allows permanent expensing rather than a five-year amortization period for domestic research and development amounts paid or incurred in tax years beginning after December 31, 2024. The Company is currently evaluating the impact of the OBBBA on its consolidated financial statements.

Results of Operations - Three Months Ended June 30, 2025 Compared with Three Months Ended June 30, 2024

Net Income (Loss)

CNX reported net income of $433 million, or earnings per diluted share of $2.53, for the three months ended June 30, 2025, compared to a net loss of $18 million, or loss per diluted share of $0.12, for the three months ended June 30, 2024.

Included in earnings for the three months ended June 30, 2025 was an unrealized gain on commodity derivative instruments of $456 million and a net gain on asset sales and abandonments of $18 million. Included in the loss for the three months ended June 30, 2024 was an unrealized loss on commodity derivative instruments of $96 million and a net gain on asset sales and abandonments of $1 million. See Note 4 – Acquisitions and Dispositions in the Notes to the Unaudited Consolidated Financial Statements in Item 1 of this Form 10-Q for additional information related to the gain on asset sales and abandonments.

Non-GAAP Financial Measures

CNX's management uses certain non-GAAP financial measures for planning, forecasting and evaluating business and financial performance, and believes that they are useful for investors in analyzing the Company. Although these are not measures of performance calculated in accordance with GAAP, management believes that these financial measures are useful to an investor in evaluating CNX because these metrics are widely used to evaluate a natural gas company’s operating performance. Sales of Natural Gas, NGL and Oil, including cash settlements is a non-GAAP measure that excludes the impacts of changes in the fair value of commodity derivative instruments prior to settlement, which are often volatile, and only includes the impact of settled commodity derivative instruments. Sales of Natural Gas, NGL and Oil, including cash settlements also excludes purchased gas revenue and other revenue and operating income, which are not directly related to CNX’s natural gas producing activities. Natural Gas, NGL and Oil Production Costs is a non-GAAP measure that excludes certain expenses that are not directly related to CNX’s natural gas producing activities and are managed outside our production operations. These expenses include, but are not limited to, interest expense, other operating expense and other corporate expenses such as selling, general and administrative costs. We believe that Sales of Natural Gas, NGL and Oil, including cash settlements, Natural Gas, NGL and Oil Production Costs and Natural Gas, NGL and Oil Production Margin (which is derived by subtracting Natural Gas, NGL and Oil Production Costs from Sales of Natural Gas, NGL and Oil, including cash settlements) provide useful information to investors for evaluating period-to-period comparisons of earnings trends. These metrics should not be viewed as a substitute for measures of performance that are calculated in accordance with GAAP. In addition, because all companies do not calculate these measures identically, these measures may not be comparable to similarly titled measures of other companies.

Non-GAAP Financial Measures Reconciliation

(Dollars in millions)

For the Three Months Ended June 30, 2025 2024
Total Revenue and Other Operating Income $962 $321
(Deduct) Add:
Purchased Gas Revenue (10) (11)
Unrealized (Gain) Loss on Commodity Derivative Instruments (456) 96
Other Revenue and Operating Income (46) (60)
Sales of Natural Gas, NGL and Oil, including Cash Settlements, a Non-GAAP Financial Measure $450 $346
Total Operating Expense $346 $299
Deduct:
Depreciation, Depletion and Amortization (DD&A) - Corporate (4) (4)
Exploration and Production Related Other Costs (2) (2)
Purchased Gas Costs (9) (10)
Selling, General and Administrative Costs (29) (32)
Other Operating Expense (21) (21)
Natural Gas, NGL and Oil Production Costs, a Non-GAAP Financial Measure1 $281 $230

1 Natural Gas, NGL and Oil production costs consists primarily of lease operating expense, production ad valorem and other fees, transportation, gathering and compression and production related depreciation, depletion and amortization.

Selected Natural Gas, NGL and Oil Production Financial Data

The following table presents a summary of our total sales volumes, sales of natural gas, NGL and oil including cash settlements, natural gas, NGL and oil production costs and natural gas, NGL and oil production margin related to our production operations on a total company basis (See Non-GAAP Financial Measures Reconciliation above for the reconciliation to the most directly comparable financial measures calculated and presented in accordance with GAAP):

in Millions

in Millions

in Millions

For the Three Months Ended June 30, 2025 Per Mcfe 2024 Per Mcfe Variance Per Mcfe
Total Sales Volumes (Bcfe)* 167.6 134.0 33.6
Natural Gas, NGL and Oil Revenue $485 $2.91 $236 $1.67 $249 $1.24
(Loss) Gain on Commodity Derivative Instruments - Cash Settlement (35) (0.23) 110 0.91 (145) (1.14)
Sales of Natural Gas, NGL and Oil, including Cash Settlements, a Non-GAAP Financial Measure 450 2.68 346 2.58 104 0.10
Lease Operating Expense 26 0.16 18 0.13 8 0.03
Production, Ad Valorem, and Other Fees 10 0.05 6 0.05 4 —
Transportation, Gathering and Compression 97 0.58 92 0.68 5 (0.10)
Depreciation, Depletion and Amortization (DD&A) 148 0.88 114 0.85 34 0.03
Natural Gas, NGL and Oil Production Costs, a Non-GAAP Financial Measure 281 1.67 230 1.71 51 (0.04)
Natural Gas, NGL and Oil Production Margin, a Non-GAAP Financial Measure $169 $1.01 $116 $0.87 $53 $0.14

*NGLs and Oil/Condensate are converted to Mcfe at the rate of one barrel equals six Mcf based upon the approximate relative energy content of oil and natural gas, which is not indicative of the relationship of NGL, condensate, and natural gas prices.

The 33.6 Bcfe increase in sales volumes was primarily due to the Apex Transaction that was completed in the first quarter of 2025 (see Note 4 – Acquisitions and Dispositions in the Notes to the Unaudited Consolidated Financial Statements in Item 1 of this Form 10-Q for additional information) and the timing of when new wells were turned-in-line. The increase in volumes was offset, in part, by normal production declines.

Changes in the average costs per Mcfe were primarily related to the following items:

  • Lease operating expense increased on a per unit basis primarily due to an increase in water disposal costs as more water was taken to disposal instead of being reused in well completions and an increase in repairs and maintenance expense. The increases were offset, in part, by the overall increase in total sales volumes.
  • Transportation, gathering and compression expense decreased on a per unit basis primarily due to the overall increase in total sales volumes and a decrease in processing costs due to production mix. The per unit decrease was offset, in part, by higher repairs and maintenance expense and higher electrical compression expense.
  • Depreciation, depletion and amortization expense increased on a per unit basis primarily due to a slightly higher annual depletion rate. The increase was offset, in part, by the overall increase in total sales volumes.

Average Realized Price Reconciliation

The following table presents a breakout of liquids and natural gas sales information and settled derivative information to assist in the understanding of the Company’s natural gas production and sales portfolio and information regarding settled commodity derivatives:

in thousands (unless noted) LIQUIDS NGL: For the Three Months Ended June 30, 2025 2024 Variance Percent Change
Sales Volume (MMcfe) 11,109 12,440 (1,331) (10.7)%
Sales Volume (Mbbls) 1,852 2,073 (221) (10.7)%
Gross Price ($/Bbl) $21.48 $19.68 $1.80 9.1%
Gross NGL Revenue $39,820 $40,751 $(931) (2.3)%
Oil/Condensate:
Sales Volume (MMcfe) 188 108 80 74.1%
Sales Volume (Mbbls) 31 18 13 72.2%
Gross Price ($/Bbl) $52.44 $66.00 $(13.56) (20.5)%
Gross Oil/Condensate Revenue $1,645 $1,192 $453 38.0%
NATURAL GAS
Sales Volume (MMcf) 156,311 121,451 34,860 28.7%
Sales Price ($/Mcf) $2.84 $1.60 $1.24 77.5%
Gross Natural Gas Revenue $443,564 $194,290 $249,274 128.3%
Hedging Impact ($/Mcf) $(0.23) $0.91 $(1.14) (125.3)%
(Loss) Gain on Commodity Derivative Instruments - Cash Settlement $(35,404) $110,082 $(145,486) (132.2)%

The increase in Sales of Natural Gas, NGL and Oil, including Cash Settlements, a Non-GAAP Financial Measure was primarily due to the 33.6 Bcfe increase in total sales volumes, the $1.24 per Mcf increase in natural gas sales price, when excluding the impact of hedging and the $1.80 per Bbl increase in NGL prices. The increases were offset, in-part, by the impact of the change in the (loss) gain on commodity derivative instruments - cash settlement related to the Company's hedging program.

SEGMENT ANALYSIS for the three months ended June 30, 2025 compared to the three months ended June 30, 2024:

(in millions)

For the Three Months Ended June 30, 2025 Shale CBM Other Total Difference to Three Months Ended June 30, 2024 Shale CBM Other Total
Natural Gas, NGLs and Oil Revenue $452 $33 $— $485 $236 $13 $— $249
(Loss) Gain on Commodity Derivative Instruments (33) (2) 456 421 (135) (10) 552 407
Purchased Gas Revenue — — 10 10 — — (1) (1)
Other Revenue and Operating Income 17 — 29 46 1 — (15) (14)
Total Revenue and Other Operating Income 436 31 495 962 102 3 536 641
Lease Operating Expense 20 6 — 26 8 — — 8
Production, Ad Valorem, and Other Fees 9 1 — 10 4 — — 4
Transportation, Gathering and Compression 80 17 — 97 4 1 — 5
Depreciation, Depletion and Amortization 131 15 6 152 33 1 — 34
Exploration and Production Related Other Costs — — 2 2 — — — —
Purchased Gas Costs — — 9 9 — — (1) (1)
Selling, General and Administrative Costs — — 29 29 — — (3) (3)
Other Operating Expense — — 21 21 — — — —
Total Operating Expense 240 39 67 346 49 2 (4) 47
Other Expense — — 4 4 — — 5 5
Gain on Asset Sales and Abandonments, net — — (18) (18) — — (17) (17)
Interest Expense — — 44 44 — — 5 5
Total Other Expense — — 30 30 — — (7) (7)
Total Costs and Expenses 240 39 97 376 49 2 (11) 40
Earnings (Loss) Before Income Tax $196 $(8) $398 $586 $53 $1 $547 $601

37

SHALE SEGMENT

The Shale segment had earnings before income tax of $196 million for the three months ended June 30, 2025 compared to earnings before income tax of $143 million for the three months ended June 30, 2024.

For the Three Months Ended June 30, 2025 2024 Variance Percent Change
Shale Gas Sales Volumes (Bcf) 146.9 111.7 35.2 31.5%
NGLs Sales Volumes (Bcfe)* 11.1 12.4 (1.3) (10.5)%
Oil/Condensate Sales Volumes (Bcfe)* 0.2 0.1 0.1 100.0%
Total Shale Sales Volumes (Bcfe)* 158.2 124.2 34.0 27.4%
Average Sales Price - Natural Gas (per Mcf) $2.79 $1.55 $1.24 80.0%
(Loss) Gain on Commodity Derivative Instruments - Cash Settlement (per Mcf) $(0.23) $0.91 $(1.14) (125.3)%
Average Sales Price - NGLs (per Mcfe)* $3.58 $3.28 $0.30 9.1%
Average Sales Price - Oil/Condensate (per Mcfe)* $8.75 $10.94 $(2.19) (20.0)%
Total Average Shale Sales Price (per Mcfe) $2.64 $2.56 $0.08 3.1%
Average Shale Lease Operating Expenses (per Mcfe) 0.13 0.10 0.03 30.0%
Average Shale Production, Ad Valorem and Other Fees (per Mcfe) 0.05 0.05 — —%
Average Shale Transportation, Gathering and Compression Costs (per Mcfe) 0.51 0.61 (0.10) (16.4)%
Average Shale Depreciation, Depletion and Amortization Costs (per Mcfe) 0.82 0.78 0.04 5.1%
Total Average Shale Production Costs (per Mcfe) $1.51 $1.54 $(0.03) (1.9)%
Total Average Shale Production Margin (per Mcfe) $1.13 $1.02 $0.11 10.8%

* NGLs and Oil/Condensate are converted to Mcfe at the rate of one barrel equals six Mcf based upon the approximate relative energy content of oil and natural gas, which is not indicative of the relationship of oil, NGL, condensate, and natural gas prices.

The increase in total Shale sales volumes was primarily due to the Apex Transaction that was completed in the first quarter of 2025 (see Note 4 – Acquisitions and Dispositions in the Notes to the Unaudited Consolidated Financial Statements in Item 1 of this Form 10-Q for additional information) and the timing of when new wells were turned-in-line. The increase in volumes was offset, in part, by normal production declines.

The Shale segment had natural gas, NGLs and oil/condensate revenue of $452 million for the three months ended June 30, 2025 compared to $216 million for the three months ended June 30, 2024. The $236 million increase was primarily due to an 80.0% increase in the average sales price for natural gas, a 27.4% increase in total Shale sales volumes and a 9.1% increase in the average sales price of NGLs. The increase was offset, in part, by the 125.3% change in (loss) gain on commodity derivative instruments.

The increase in total average Shale sales price was primarily due to a $1.24 per Mcf increase in average natural gas sales price and a $0.30 per Mcfe increase in the average NGL sales price. These increases were offset, in part, by a $1.14 per Mcf change in the (loss) gain on commodity derivative instruments - cash settlements. The notional amounts associated with these financial hedges represented approximately 113.6 Bcf of the Company's produced Shale gas sales volumes for the three months ended June 30, 2025 at an average loss of $0.29 per Mcf hedged. For the three months ended June 30, 2024, these financial hedges represented approximately 97.4 Bcf at an average gain of $1.04 per Mcf hedged.

Total operating costs and expenses for the Shale segment were $240 million for the three months ended June 30, 2025 compared to $191 million for the three months ended June 30, 2024. The increase in total dollars and decrease in unit costs for the Shale segment were due to the following items:

  • Shale lease operating expenses were $20 million for the three months ended June 30, 2025 compared to $12 million for the three months ended June 30, 2024. The increase in total dollars and unit costs was primarily related to an increase in water disposal costs as more water was taken to disposal instead of being reused in well completions and an increase in well tending expense. The increase in unit costs was offset, in part, by the overall increase in volumes.
  • Shale production, ad valorem and other fees were $9 million for the three months ended June 30, 2025 compared to $5 million for the three months ended June 30, 2024. The increase in total dollars was primarily due to increased realized prices on natural gas. Unit costs remained flat in the period-to-period comparison due to the overall increase in volumes.
  • Shale transportation, gathering and compression costs were $80 million for the three months ended June 30, 2025 compared to $76 million for the three months ended June 30, 2024. The increase in total dollars was primarily due to higher repairs and maintenance expense and electrical compression expense offset, in part, by lower processing costs due to production mix. The decrease in unit costs was primarily due to the overall increase in volumes.
  • Depreciation, depletion and amortization costs attributable to the Shale segment were $131 million for the three months ended June 30, 2025 compared to $98 million for the three months ended June 30, 2024. These amounts included depletion on a units of production basis of $0.68 per Mcfe and $0.67 per Mcfe, respectively. The remaining depreciation, depletion and amortization costs were either recorded on a straight-line basis or related to asset retirement obligations.

Total Shale other revenue and operating income relates to natural gas gathering services provided to third parties. The Shale segment had other revenue and operating income of $17 million for the three months ended June 30, 2025 compared to $16 million for the three months June 30, 2024.

COALBED METHANE (CBM) SEGMENT

The CBM segment had a loss before income tax of $8 million for the three months ended June 30, 2025 compared to a loss before income tax of $9 million for the three months ended June 30, 2024.

For the Three Months Ended June 30, 2025 2024 Variance Percent Change
CBM Gas Sales Volumes (Bcf) 9.4 9.7 (0.3) (3.1)%
Average Sales Price - Gas (per Mcf) $3.55 $2.12 $1.43 67.5%
(Loss) Gain on Commodity Derivative Instruments - Cash Settlement (per Mcf) $(0.23) $0.84 $(1.07) (127.4)%
Total Average CBM Sales Price (per Mcf) $3.32 $2.95 $0.37 12.5%
Average CBM Lease Operating Expenses (per Mcf) 0.64 0.55 0.09 16.4%
Average CBM Production, Ad Valorem and Other Fees (per Mcf) 0.16 0.12 0.04 33.3%
Average CBM Transportation, Gathering and Compression Costs (per Mcf) 1.75 1.65 0.10 6.1%
Average CBM Depreciation, Depletion and Amortization Costs (per Mcf) 1.58 1.51 0.07 4.6%
Total Average CBM Production Costs (per Mcf) $4.13 $3.83 $0.30 7.8%
Total Average CBM Production Margin (per Mcf) $(0.81) $(0.88) $0.07 8.0%

The CBM segment had natural gas revenue of $33 million for the three months ended June 30, 2025 compared to $20 million for the three months ended June 30, 2024. The $13 million increase was primarily due to a 67.5% increase in the average sales price for natural gas in the current period offset, in part, by a 3.1% decrease in CBM sales volumes due to normal production declines.

The total average CBM sales price increased $0.37 per Mcf primarily due to a $1.43 per Mcf increase in average gas sales price offset, in part, by a $1.07 per Mcf change in the (loss) gain on commodity derivative instruments - cash settlements. The notional amounts associated with these financial hedges represented approximately 6.8 Bcf of the Company's produced CBM sales volumes for the three months ended June 30, 2025 at an average loss of $0.32 per Mcf hedged. For the three months ended June 30, 2024, these financial hedges represented approximately 7.8 Bcf at an average gain of $1.05 per Mcf hedged.

Total operating costs and expenses for the CBM segment were $39 million for the three months ended June 30, 2025 compared to $37 million for the three months ended June 30, 2024. The increases in total dollars unit costs for the CBM segment were due to the following items:

  • CBM lease operating expenses were $6 million for both the three months ended June 30, 2025 and 2024. The increase in per unit costs was due to the decrease in total CBM volumes.
  • CBM transportation, gathering and compression costs were $17 million for the three months ended June 30, 2025 compared to $16 million for the three months ended June 30, 2024. The increase in total dollars and unit costs was primarily due to an increase in repairs and maintenance expense offset, in part, by a decrease in electrical compression expense.
  • Depreciation, depletion and amortization costs attributable to the CBM segment were $15 million for the three months ended June 30, 2025 compared to $14 million for the three months ended June 30, 2024. These amounts included depletion on a units of production basis of $0.86 per Mcfe and $0.85 per Mcfe, respectively. The remaining depreciation, depletion and amortization costs were either recorded on a straight-line basis or related to asset retirement obligations.

OTHER SEGMENT

The Other Segment includes nominal shallow oil and gas production which is not significant to the Company. It also includes the Company's purchased gas activities, unrealized gain or loss on commodity derivative instruments, sales of environmental attributes, exploration and production related other costs, as well as various other expenses that are managed outside the Shale and CBM segments such as selling, general and administrative expense (“SG&A”), interest expense and income taxes.

The Other Segment had earnings before income tax of $398 million for the three months ended June 30, 2025 compared to a loss before income tax of $149 million for the three months ended June 30, 2024. The increase in total dollars is discussed below.

For the Three Months Ended June 30, 2025 2024 Variance Percent Change
Other Gas Sales Volumes (Bcf) — 0.1 (0.1) (100.0)%

Unrealized Gain (Loss) on Commodity Derivative Instruments

For the three months ended June 30, 2025, the Other Segment recognized an unrealized gain on commodity derivative instruments of $456 million. For the three months ended June 30, 2024, the Other Segment recognized an unrealized loss on commodity derivative instruments of $96 million. The unrealized gain (loss) on commodity derivative instruments represents changes in the fair value of all the Company's existing commodity hedges on a mark-to-market basis.

Purchased Gas Revenue and Costs

Purchased gas volumes represent volumes of natural gas purchased at market prices from third parties and then resold in order to fulfill contracts with certain customers and to balance supply. Purchased gas revenue was $10 million for the three months ended June 30, 2025 compared to $11 million for the three months ended June 30, 2024. Purchased gas costs were $9 million for the three months ended June 30, 2025 compared to $10 million for the three months ended June 30, 2024. The period-to-period decrease in purchased gas revenue was due to a decrease in purchased gas sales volumes offset, in part, by an increase in average sales price.

For the Three Months Ended June 30, 2025 2024 Variance Percent Change
Purchased Gas Sales Volumes (in Bcf) 3.5 6.3 (2.8) (44.4)%
Average Sales Price (per Mcf) $2.97 $1.75 $1.22 69.7%
Purchased Gas Average Cost (per Mcf) $2.68 $1.65 $1.03 62.4%

Other Operating Income

(in millions)

For the Three Months Ended June 30, 2025 2024 Variance Percent Change
Sales of Environmental Attributes $20 $33 $(13) (39.4)%
Water Income 4 6 (2) (33.3)%
Excess Firm Transportation Income 4 5 (1) (20.0)%
Equity Income from Affiliates 1 — 1 100.0%
Total Other Operating Income $29 $44 $(15) (34.1)%

40

  • Sales of environmental attributes include items such as (but are not limited to): carbon credits, air quality credits, renewable or alternative energy credits, methane capture credits, methane performance certificates, emission reductions, offsets and/or allowances. The quantities and types of environmental attributes we sell and the associated revenue can vary depending on a number of factors, including the market for these credits, changes to the various voluntary or compliance programs under which the credits are generated and sold, and our ability to strictly comply with the programs under which the attributes can be sold. The decrease in the period-to-period comparison was primarily due to a decrease in the price received for the environmental attributes sold.
  • Water income represents revenue generated when CNX accepts deliveries of produced water from third parties for reuse in the Company’s hydraulic fracturing operations, as well as from sales of freshwater to third parties. Water income decreased in the period-to-period comparison due to lower third-party sales in the current period.
  • Excess firm transportation income represents revenue from the sale of excess firm transportation capacity to third parties. The Company obtains firm pipeline transportation capacity to enable gas production to flow uninterrupted as sales volumes increase. In order to minimize this unutilized firm transportation expense, CNX is able to release (sell) unutilized firm transportation capacity to other parties when possible and when beneficial. The revenue from released capacity helps offset the Unutilized Firm Transportation and Processing Fees in Total Other Operating Expense.
  • Equity income from affiliates represents CNX’s share of earnings and losses from various entities, including interests in various oilfield service companies and an interest in a gas-fired generation facility located within CNX’s CBM field.

Exploration and Production Related Other Costs

(in millions)

For the Three Months Ended June 30, 2025 2024 Variance Percent Change
Lease Expiration Costs $1 $1 $— —%
Land Rentals 1 1 — —%
Total Exploration and Production Related Other Costs $2 $2 $— —%

SG&A

SG&A includes costs such as overhead, including employee labor and benefit costs, short-term incentive compensation, costs of maintaining our headquarters, audit and other professional fees, charitable contributions and legal compliance expenses. SG&A costs also include non-cash long-term equity-based compensation expense.

(in millions)

For the Three Months Ended June 30, 2025 2024 Variance Percent Change
Salaries, Wages and Employee Benefits $4 $7 $(3) (42.9)%
Short-Term Incentive Compensation 3 3 — —%
Long-Term Equity-Based Compensation (Non-Cash) 5 4 1 25.0%
Other 17 18 (1) (5.6)%
Total SG&A $29 $32 $(3) (9.4)%
  • Salaries, wages and employee benefits decreased in the period-to-period comparison due to a reduction in headcount that occurred during the first quarter of 2025.

Other Operating Expense

(in millions)

For the Three Months Ended June 30, 2025 2024 Variance Percent Change
Environmental Attribute Fees $2 $5 $(3) (60.0)%
Unutilized Firm Transportation and Processing Fees 15 15 — —%
Insurance Expense 1 1 — —%
Virginia Flood Expense — (1) 1 100.0%
Other 4 1 3 300.0%
Total Other Operating Expense $22 $21 $1 4.8%

41

  • Environmental attribute fees represent costs related to the sale of environmental attributes that are included in Other Revenue and Operating Income. The decrease in fees in the period-to-period comparison primarily relates to a reimbursement received from one of our counterparties in the current period for certain expenses.
  • Unutilized firm transportation and processing fees represent pipeline transportation capacity obtained to enable gas production to flow uninterrupted as sales volumes increase, as well as additional processing capacity for NGLs. In some instances, the Company may have the opportunity to realize more favorable net pricing by strategically choosing to sell natural gas into a market or to a customer that does not require the use of the Company’s own firm transportation capacity. Such sales would result in an increase in unutilized firm transportation expense. The Company attempts to minimize this expense by releasing (selling) unutilized firm transportation capacity to other parties when possible and when beneficial. The revenue received when this capacity is released (sold) is included in Excess Firm Transportation Income in Other Operating Income.
  • Other increased in the period-to-period comparison due to multiple one-time items, none of which were individually material.

Other Expense (Income)

(in millions)

Other Income For the Three Months Ended June 30, 2025 2024 Variance Percent Change
Litigation Recoveries $1 $4 $(3) (75.0)%
Other 1 1 — —%
Total Other Income $2 $5 $(3) (60.0)%
Other Expense
Professional Services $3 $1 $2 200.0%
Bank Fees 3 3 — —%
Total Other Expense $6 $4 $2 50.0%
Total Other Expense (Income) $4 $(1) $5 500.0%
  • CNX pursues legal recoveries when certain circumstances arise. The decrease in litigation recoveries in the period-to-period comparison was the result of various recoveries that occurred in each period.

Gain on Asset Sales and Abandonments, net

A net gain on asset sales and abandonments of $18 million was recognized in the three months ended June 30, 2025 compared to a net gain of $1 million in the three months ended June 30, 2024. The net gain recognized during both the three months ended June 30, 2025 and 2024 primarily relates to the sale of various non-core assets (rights-of-way, surface acreage and other non-operated oil and gas interests and assets). See Note 4 – Acquisitions and Dispositions in the Notes to the Unaudited Consolidated Financial Statements in Item 1 of this Form 10-Q for additional information.

Interest Expense

(in millions)

For the Three Months Ended June 30, 2025 2024 Variance Percent Change
Total Interest Expense $44 $39 $5 12.8%

The $5 million increase in total interest expense was primarily due to higher borrowings on the CNX Credit Facility at higher interest rates and higher principal balances related to the long-term debt that was issued in 2025 offset, in part, by lower borrowings on the CNXM Credit Facility. See Note 8 – Revolving Credit Facilities and Note 10 – Long-Term Debt in the Notes to the Unaudited Consolidated Financial Statements in Item 1 of this Form 10-Q for additional information.

Income Taxes

(in millions)

For the Three Months Ended June 30, 2025 2024 Variance Percent Change
Total Company Earnings (Loss) Before Income Tax $586 $(15) $601 (4,006.7)%
Income Tax Expense $153 $3 $150 5,000.0%
Effective Income Tax Rate 26.1% (19.8)% 45.9%

The effective income tax rates for the three months ended June 30, 2025 and 2024 were 26.1% and (19.8)%, respectively. The effective rate for the three months ended June 30, 2025 and 2024 differs from the U.S. federal statutory rate of 21% primarily due to the impact equity compensation, federal tax credits and state taxes. See Note 5 – Income Taxes in the Notes to the Unaudited Consolidated Financial Statements in Item 1 of this Form 10-Q for additional information.

Results of Operations - Six Months Ended June 30, 2025 Compared with Six Months Ended June 30, 2024

Net Income (Loss)

CNX reported net income of $235 million, or earnings per diluted share of $1.37, for the six months ended June 30, 2025, compared to a net loss of $11 million, or loss per diluted share of $0.07, for the six months ended June 30, 2024.

Included in the earnings for the six months ended June 30, 2025 was an unrealized gain on commodity derivative instruments of $38 million and a net gain on asset sales and abandonments of $27 million. Included in the loss for the six months ended June 30, 2024 was an unrealized loss on commodity derivative instruments of $143 million and a net loss on asset sales and abandonments of $20 million. See Note 4 – Acquisitions and Dispositions in the Notes to the Unaudited Consolidated Financial Statements in Item 1 of this Form 10-Q for additional information related to the (gain) loss on asset sales and abandonments.

Non-GAAP Financial Measures

CNX's management uses certain non-GAAP financial measures for planning, forecasting and evaluating business and financial performance, and believes that they are useful for investors in analyzing the Company. Although these are not measures of performance calculated in accordance with GAAP, management believes that these financial measures are useful to an investor in evaluating CNX because these metrics are widely used to evaluate a natural gas company’s operating performance. Sales of Natural Gas, NGL and Oil, including cash settlements is a non-GAAP measure that excludes the impacts of changes in the fair value of commodity derivative instruments prior to settlement, which are often volatile, and only includes the impact of settled commodity derivative instruments. Sales of Natural Gas, NGL and Oil, including cash settlements also excludes purchased gas revenue and other revenue and operating income, which are not directly related to CNX’s natural gas producing activities. Natural Gas, NGL and Oil Production Costs is a non-GAAP measure that excludes certain expenses that are not directly related to CNX’s natural gas producing activities and are managed outside our production operations. These expenses include, but are not limited to, interest expense, other operating expense and other corporate expenses such as selling, general and administrative costs. We believe that Sales of Natural Gas, NGL and Oil, including cash settlements, Natural Gas, NGL and Oil Production Costs and Natural Gas, NGL and Oil Production Margin (which is derived by subtracting Natural Gas, NGL and Oil Production Costs from Sales of Natural Gas, NGL and Oil, including cash settlements) provide useful information to investors for evaluating period-to-period comparisons of earnings trends. These metrics should not be viewed as a substitute for measures of performance that are calculated in accordance with GAAP. In addition, because all companies do not calculate these measures identically, these measures may not be comparable to similarly titled measures of other companies.

Non-GAAP Financial Measures Reconciliation

(Dollars in millions)

For the Six Months Ended June 30, 2025 2024
Total Revenue and Other Operating Income $1,045 $706
(Deduct) Add:
Purchased Gas Revenue (22) (25)
Unrealized (Gain) Loss on Commodity Derivative Instruments (38) 143
Other Revenue and Operating Income (94) (97)
Sales of Natural Gas, NGL and Oil, including Cash Settlements, a Non-GAAP Financial Measure $891 $727
Total Operating Expense $666 $618
Deduct:
Depreciation, Depletion and Amortization (DD&A) - Corporate (10) (6)
Exploration and Production Related Other Costs (4) (5)
Purchased Gas Costs (21) (24)
Selling, General and Administrative Costs (68) (70)
Other Operating Expense (35) (46)
Natural Gas, NGL and Oil Production Costs, a Non-GAAP Financial Measure1 $528 $467

1 Natural Gas, NGL and Oil production costs consists primarily of lease operating expense, production ad valorem and other fees, transportation, gathering and compression and production related depreciation, depletion and amortization.

Selected Natural Gas, NGL and Oil Production Financial Data

The following table presents a summary of our total sales volumes, sales of natural gas, NGL and oil including cash settlements, natural gas, NGL and oil production costs and natural gas, NGL and oil production margin related to our production operations on a total company basis (See Non-GAAP Financial Measures Reconciliation above for the reconciliation to the most directly comparable financial measures calculated and presented in accordance with GAAP):

in Millions

in Millions

in Millions

For the Six Months Ended June 30, 2025 Per Mcfe 2024 Per Mcfe Variance Per Mcfe
Total Sales Volumes (Bcfe)* 315.4 274.4 41.0
Natural Gas, NGL and Oil Revenue $1,036 $3.32 $562 $1.99 $474 $1.33
(Loss) Gain on Commodity Derivative Instruments - Cash Settlement (145) (0.50) 165 0.66 (310) (1.16)
Sales of Natural Gas, NGL and Oil, including Cash Settlements, a Non-GAAP Financial Measure 891 2.82 727 2.65 164 0.17
Lease Operating Expense 49 0.16 35 0.13 14 0.03
Production, Ad Valorem, and Other Fees 17 0.06 14 0.05 3 0.01
Transportation, Gathering and Compression 192 0.61 188 0.69 4 (0.08)
Depreciation, Depletion and Amortization (DD&A) 270 0.84 230 0.83 40 0.01
Natural Gas, NGL and Oil Production Costs, a Non-GAAP Financial Measure 528 1.67 467 1.70 61 (0.03)
Natural Gas, NGL and Oil Production Margin, a Non-GAAP Financial Measure $363 $1.15 $260 $0.95 $103 $0.20

*NGLs and Oil/Condensate are converted to Mcfe at the rate of one barrel equals six Mcf based upon the approximate relative energy content of oil and natural gas, which is not indicative of the relationship of NGL, condensate, and natural gas prices.

The 41.0 Bcfe increase in sales volumes was primarily due to the Apex Transaction that was completed in the first quarter of 2025 (see Note 4 – Acquisitions and Dispositions in the Notes to the Unaudited Consolidated Financial Statements in Item 1 of this Form 10-Q for additional information) and the timing of when new wells were turned-in-line. The increase in volumes was offset, in part, by normal production declines.

Changes in the average costs per Mcfe were primarily related to the following items:

  • Lease operating expense increased on a per unit basis primarily due to an increase in water disposal costs as more water was taken to disposal instead of being reused in well completions and an increase in repairs and maintenance expense. The increases were offset, in part, by the overall increase in total sales volumes.
  • Transportation, gathering and compression expense decreased on a per unit basis primarily due to the overall increase in total sales volumes and a decrease in processing costs due to the production mix of higher dry gas volumes and an increase in lower cost ethane volumes. The per unit decreases was offset, in part, by higher repairs and maintenance expense and higher electrical compression expense.
  • Depreciation, depletion and amortization expense increased on a per unit basis primarily due to a slightly higher annual depletion rate.

Average Realized Price Reconciliation

The following table presents a breakout of liquids and natural gas sales information and settled derivative information to assist in the understanding of the Company’s natural gas production and sales portfolio and information regarding settled commodity derivatives:

in thousands (unless noted) LIQUIDS NGL: For the Six Months Ended June 30, 2025 2024 Variance Percent Change
Sales Volume (MMcfe) 23,314 23,680 (366) (1.5)%
Sales Volume (Mbbls) 3,886 3,947 (61) (1.5)%
Gross Price ($/Bbl) $24.12 $21.72 $2.40 11.0%
Gross NGL Revenue $93,821 $85,616 $8,205 9.6%
Oil/Condensate:
Sales Volume (MMcfe) 386 284 102 35.9%
Sales Volume (Mbbls) 64 47 17 36.2%
Gross Price ($/Bbl) $55.08 $64.80 $(9.72) (15.0)%
Gross Oil/Condensate Revenue $3,546 $3,062 $484 15.8%
NATURAL GAS
Sales Volume (MMcf) 291,718 250,392 41,326 16.5%
Sales Price ($/Mcf) $3.22 $1.89 $1.33 70.4%
Gross Natural Gas Revenue $938,756 $473,527 $465,229 98.2%
Hedging Impact ($/Mcf) $(0.50) $0.66 $(1.16) (175.8)%
(Loss) Gain on Commodity Derivative Instruments - Cash Settlement $(145,091) $164,734 $(309,825) (188.1)%

The increase in Sales of Natural Gas, NGL and Oil, including Cash Settlements, a Non-GAAP Financial Measure was primarily due to the 41.0 Bcfe increase in total sales volumes, the $1.33 per Mcf increase in natural gas sales price, when excluding the impact of hedging and the $2.40 per barrel increase in NGL prices. These increases were offset, in-part, by the impact of the change in the (loss) gain on commodity derivative instruments - cash settlement related to the Company's hedging program.

SEGMENT ANALYSIS for the six months ended June 30, 2025 compared to the six months ended June 30, 2024:

(in millions)

For the Six Months Ended June 30, 2025 Shale CBM Other Total Difference to Six Months Ended June 30, 2024 Shale CBM Other Total
Natural Gas, NGLs and Oil Revenue $959 $76 $1 $1,036 $451 $23 $— $474
(Loss) Gain on Commodity Derivative Instruments (136) (9) 38 (107) (289) (21) 181 (129)
Purchased Gas Revenue — — 22 22 — — (3) (3)
Other Revenue and Operating Income 34 — 60 94 2 — (5) (3)
Total Revenue and Other Operating Income 857 67 121 1,045 164 2 173 339
Lease Operating Expense 37 12 — 49 13 1 — 14
Production, Ad Valorem, and Other Fees 14 3 — 17 2 1 — 3
Transportation, Gathering and Compression 158 33 1 192 2 1 1 4
Depreciation, Depletion and Amortization 238 29 13 280 41 — 3 44
Exploration and Production Related Other Costs — — 4 4 — — (1) (1)
Purchased Gas Costs — — 21 21 — — (3) (3)
Selling, General and Administrative Costs — — 68 68 — — (2) (2)
Other Operating Expense — — 35 35 — — (11) (11)
Total Operating Expense 447 77 142 666 58 3 (13) 48
Other Expense — — 7 7 — — 13 13
Gain on Asset Sales and Abandonments, net — — (27) (27) — — (47) (47)
Loss on Debt Extinguishment — — — — — — (7) (7)
Interest Expense — — 86 86 — — 10 10
Total Other Expense — — 66 66 — — (31) (31)
Total Costs and Expenses 447 77 208 732 58 3 (44) 17
Earnings (Loss) Before Income Tax $410 $(10) $(87) $313 $106 $(1) $217 $322

47

SHALE SEGMENT

The Shale segment had earnings before income tax of $410 million for the six months ended June 30, 2025 compared to earnings before income tax of $304 million for the six months ended June 30, 2024.

For the Six Months Ended June 30, 2025 2024 Variance Percent Change
Shale Gas Sales Volumes (Bcf) 272.9 231.1 41.8 18.1%
NGLs Sales Volumes (Bcfe)* 23.3 23.7 (0.4) (1.7)%
Oil/Condensate Sales Volumes (Bcfe)* 0.4 0.2 0.2 100.0%
Total Shale Sales Volumes (Bcfe)* 296.6 255.0 41.6 16.3%
Average Shale Gas Sales Price (per Mcf) $3.16 $1.82 $1.34 73.6%
(Loss) Gain on Commodity Derivative Instruments - Cash Settlement (per Mcf) $(0.50) $0.66 $(1.16) (175.8)%
Average Sales Price - NGLs (per Mcfe)* $4.02 $3.62 $0.40 11.0%
Average Sales Price - Oil/Condensate (per Mcfe)* $9.18 $10.76 $(1.58) (14.7)%
Total Average Shale Sales Price (per Mcfe) $2.78 $2.59 $0.19 7.3%
Average Shale Lease Operating Expenses (per Mcfe) 0.13 0.10 0.03 30.0%
Average Shale Production, Ad Valorem and Other Fees (per Mcfe) 0.04 0.04 — —%
Average Shale Transportation, Gathering and Compression Costs (per Mcfe) 0.53 0.61 (0.08) (13.1)%
Average Shale Depreciation, Depletion and Amortization Costs (per Mcfe) 0.81 0.77 0.04 5.2%
Total Average Shale Production Costs (per Mcfe) $1.51 $1.52 $(0.01) (0.7)%
Total Average Shale Production Margin (per Mcfe) $1.27 $1.07 $0.20 18.7%

* NGLs and Oil/Condensate are converted to Mcfe at the rate of one barrel equals six Mcf based upon the approximate relative energy content of oil and natural gas, which is not indicative of the relationship of oil, NGL, condensate, and natural gas prices.

The increase in total Shale sales volumes was primarily due to the Apex Transaction that was completed in the first quarter of 2025 (see Note 4 – Acquisitions and Dispositions in the Notes to the Unaudited Consolidated Financial Statements in Item 1 of this Form 10-Q for additional information) and the timing of when new wells were turned-in-line. The increase in volumes was offset, in part, by normal production declines.

The Shale segment had natural gas, NGLs and oil/condensate revenue of $959 million for the six months ended June 30, 2025 compared to $508 million for the six months ended June 30, 2024. The $451 million increase was primarily due to a 73.6% increase in the average sales price for natural gas, a 16.3% increase in total Shale sales volumes and an 11.0% increase in the average sales price of NGLs. The increase was offset, in part, by the 175.8% change in the (loss) gain on commodity derivative instruments.

The increase in total average Shale sales price was primarily due to a $1.34 per Mcf increase in average gas sales price and a $0.40 per Mcfe increase in the average NGL sales price. These increases were offset, in part, by a $1.16 per Mcf change in the (loss) gain on commodity derivative instruments - cash settlements. The notional amounts associated with these financial hedges represented approximately 223.3 Bcf of the Company's produced Shale gas sales volumes for the six months ended June 30, 2025 at an average loss of $0.60 per Mcf hedged. For the six months ended June 30, 2024, these financial hedges represented approximately 189.6 Bcf at an average gain of $0.80 per Mcf hedged.

Total operating costs and expenses for the Shale segment were $447 million for the six months ended June 30, 2025 compared to $389 million for the six months ended June 30, 2024. The increase in total dollars and decrease in unit costs for the Shale segment were due to the following items:

  • Shale lease operating expenses were $37 million for the six months ended June 30, 2025 compared to $24 million for the six months ended June 30, 2024. The increase in total dollars and unit costs was primarily related to an increase in water disposal costs as more water was taken to disposal instead of being reused in well completions and an increase in well tending expense.
  • Shale production, ad valorem and other fees were $14 million for the six months ended June 30, 2025 compared to $12 million for the six months ended June 30, 2024. The increase in total dollars was primarily due to increased realized prices on natural gas. Unit costs remained flat in the period-to-period comparison due to the overall increase in volumes.
  • Shale transportation, gathering and compression costs were $158 million for the six months ended June 30, 2025 compared to $156 million for the six months ended June 30, 2024. The increase in total dollars was primarily due to higher repairs and maintenance expense and higher electrical compression expense offset, in part, by lower processing costs due to the production mix of higher dry gas volumes and an increase in lower cost ethane volumes. The decrease in unit costs was due to the increase in total Shale sales volumes.
  • Depreciation, depletion and amortization costs attributable to the Shale segment were $238 million for the six months ended June 30, 2025 compared to $197 million for the six months ended June 30, 2024. These amounts included depletion on a unit of production basis of $0.67 per Mcfe and $0.66 per Mcfe, respectively. The remaining depreciation, depletion and amortization costs were either recorded on a straight-line basis or related to asset retirement obligations.

Total Shale other revenue and operating income relates to natural gas gathering services provided to third parties. The Shale segment had other revenue and operating income of $34 million for the six months ended June 30, 2025 compared to $32 million for the six months ended June 30, 2024. The increase in the period-to-period comparison was primarily due to an increase in third-party gathering volumes.

COALBED METHANE (CBM) SEGMENT

The CBM segment had a loss before income tax of $10 million for the six months ended June 30, 2025 compared to a loss before income tax of $9 million for the six months ended June 30, 2024.

For the Six Months Ended June 30, 2025 2024 Variance Percent Change
CBM Gas Sales Volumes (Bcf) 18.7 19.2 (0.5) (2.6)%
Average CBM Gas Sales Price (per Mcf) $4.09 $2.78 $1.31 47.1%
(Loss) Gain on Commodity Derivative Instruments - Cash Settlement (per Mcf) $(0.49) $0.62 $(1.11) (179.0)%
Total Average CBM Sales Price (per Mcf) $3.60 $3.41 $0.19 5.6%
Average CBM Lease Operating Expenses (per Mcf) 0.64 0.56 0.08 14.3%
Average CBM Production, Ad Valorem and Other Fees (per Mcf) 0.17 0.15 0.02 13.3%
Average CBM Transportation, Gathering and Compression Costs (per Mcf) 1.77 1.65 0.12 7.3%
Average CBM Depreciation, Depletion and Amortization Costs (per Mcf) 1.53 1.51 0.02 1.3%
Total Average CBM Production Costs (per Mcf) $4.11 $3.87 $0.24 6.2%
Total Average CBM Production Margin (per Mcf) $(0.51) $(0.46) $(0.05) (10.9)%

The CBM segment had natural gas revenue of $76 million for the six months ended June 30, 2025 compared to $53 million for the six months ended June 30, 2024. The $23 million increase was due to a 47.1% increase in the average sales price for natural gas in the current period offset, in part, by a 2.6% decrease in CBM sales volumes due to normal production declines.

The total average CBM sales price increased $0.19 per Mcf due to a $1.31 per Mcf increase in average natural gas sales price offset, in part, by a $1.11 per Mcf change in the (loss) gain on commodity derivative instruments - cash settlements. The notional amounts associated with these financial hedges represented approximately 14.3 Bcf of the Company's produced CBM sales volumes for the six months ended June 30, 2025 at an average loss of $0.63 per Mcf hedged. For the six months ended June 30, 2024, these financial hedges represented approximately 14.7 Bcf at an average gain of $0.81 per Mcf hedged.

Total operating costs and expenses for the CBM segment were $77 million for the six months ended June 30, 2025 compared to $74 million for the six months ended June 30, 2024. The increase in total dollars and unit costs for the CBM segment were due to the following items:

  • CBM lease operating expenses were $12 million for the six months ended June 30, 2025 compared to $11 million for the six months ended June 30, 2024. The increase in total dollars and unit costs was primarily due to an increase in water disposal costs and well tending expense. The increase in per unit costs was also due to the decrease in total CBM volumes.
  • CBM transportation, gathering and compression costs were $33 million for the six months ended June 30, 2025 compared to $32 million for the six months ended June 30, 2024. The increase in total dollars was primarily due to higher repairs and maintenance expenses offset, in part, by lower electrical compression expense. The increase in per unit costs was also due to the decrease in CBM gas sales volumes.
  • Depreciation, depletion and amortization costs attributable to the CBM segment were $29 million for the six months ended June 30, 2025 and $29 million or the six months ended June 30, 2024. These amounts included depletion on a unit of production basis of $0.86 per Mcfe and $0.85 per Mcfe, respectively. The remaining depreciation, depletion and amortization costs were either recorded on a straight-line basis or related to asset retirement obligations.

OTHER SEGMENT

The Other Segment includes nominal shallow oil and gas production which is not significant to the Company. It also includes the Company's purchased gas activities, unrealized gain or loss on commodity derivative instruments, sales of environmental attributes, exploration and production related other costs, as well as various other expenses that are managed outside the Shale and CBM segments such as selling, general and administrative expense (“SG&A”), interest expense and income taxes.

The Other Segment had a loss before income tax of $87 million for the six months ended June 30, 2025 compared to a loss before income tax of $304 million for the six months ended June 30, 2024. The increase in total dollars is discussed below.

For the Six Months Ended June 30, 2025 2024 Variance Percent Change
Other Gas Sales Volumes (Bcf) — 0.2 (0.2) (100.0)%

Unrealized Gain (Loss) on Commodity Derivative Instruments

For the six months ended June 30, 2025, the Other Segment recognized an unrealized gain on commodity derivative instruments of $38 million. For the six months ended June 30, 2024, the Other Segment recognized an unrealized loss on commodity derivative instruments of $143 million. The unrealized gain (loss) on commodity derivative instruments represents changes in the fair value of all the Company's existing commodity hedges on a mark-to-market basis.

Purchased Gas Revenue and Costs

Purchased gas volumes represent volumes of natural gas purchased at market prices from third parties and then resold in order to fulfill contracts with certain customers and to balance supply. Purchased gas revenue was $22 million for the six months ended June 30, 2025 compared to $25 million for the six months ended June 30, 2024. Purchased gas costs were $21 million for the six months ended June 30, 2025 compared to $24 million for the six months ended June 30, 2024. The period-to-period decrease in purchased gas revenue was primarily due to a decrease in purchased gas sales volumes.

For the Six Months Ended June 30, 2025 2024 Variance Percent Change
Purchased Gas Sales Volumes (in Bcf) 6.1 11.5 (5.4) (47.0)%
Average Sales Price (per Mcf) $3.60 $2.20 $1.40 63.6%
Purchased Gas Average Cost (per Mcf) $3.38 $2.08 $1.30 62.5%

50

Other Operating Income

(in millions)

For the Six Months Ended June 30, 2025 2024 Variance Percent Change
Sales of Environmental Attributes $43 $46 $(3) (6.5)%
Water Income 7 9 (2) (22.2)%
Excess Firm Transportation Income 9 11 (2) (18.2)%
Equity Income (Loss) from Affiliates 1 (1) 2 200.0%
Total Other Operating Income $60 $65 $(5) (7.7)%
  • Sales of environmental attributes include items such as (but are not limited to): carbon credits, air quality credits, renewable or alternative energy credits, methane capture credits, methane performance certificates, emission reductions, offsets and/or allowances. The quantities and types of environmental attributes we sell and the associated revenue can vary depending on a number of factors, including the market for these credits, changes to the various voluntary or compliance programs under which the credits are generated and sold, and our ability to strictly comply with the programs under which the attributes can be sold. The decrease in the period-to-period comparison was due to a decrease in the amount of environmental attributes sold.
  • Water income represents revenue generated when CNX accepts deliveries of produced water from third parties for reuse in the Company’s hydraulic fracturing operations, as well as from sales of freshwater to third parties. Water income decreased in the period-to-period comparison primarily due to lower third-party sales in the current period.
  • Excess firm transportation income represents revenue from the sale of excess firm transportation capacity to third parties. The Company obtains firm pipeline transportation capacity to enable gas production to flow uninterrupted as sales volumes increase. In order to minimize this unutilized firm transportation expense, CNX is able to release (sell) unutilized firm transportation capacity to other parties when possible and when beneficial. The revenue from released capacity helps offset the Unutilized Firm Transportation and Processing Fees in Total Other Operating Expense.
  • Equity income (loss) from affiliates represents CNX’s share of earnings and losses from various entities, including interests in various oilfield service companies and an interest in a gas-fired generation facility located within CNX’s CBM field.

Exploration and Production Related Other Costs

(in millions)

For the Six Months Ended June 30, 2025 2024 Variance Percent Change
Land Rentals $2 $2 $— —%
Lease Expiration Costs 2 2 — —%
Permitting Expense — 1 (1) (100.0)%
Total Exploration and Production Related Other Costs $4 $5 $(1) (20.0)%

SG&A

SG&A includes costs such as overhead, including employee labor and benefit costs, short-term incentive compensation, costs of maintaining our headquarters, audit and other professional fees, charitable contributions and legal compliance expenses. SG&A costs also include non-cash long-term equity-based compensation expense.

(in millions)

For the Six Months Ended June 30, 2025 2024 Variance Percent Change
Salaries, Wages and Employee Benefits $13 $15 $(2) (13.3)%
Short-term Incentive Compensation 6 7 (1) (14.3)%
Contributions and Advertising 3 3 — —%
Long-term Equity-Based Compensation (Non-Cash) 14 12 2 16.7%
Other 32 33 (1) (3.0)%
Total SG&A $68 $70 $(2) (2.9)%
  • Salaries, wages and employee benefits decreased in the period-to-period comparison due to a reduction in headcount that occurred at the end of the first quarter of 2025.
  • Long-term equity-based compensation (non-cash) increased in the period-to-period comparison due to an increase in equity awards.

Other Operating Expense

(in millions)

For the Six Months Ended June 30, 2025 2024 Variance Percent Change
Unutilized Firm Transportation and Processing Fees $18 $24 $(6) (25.0)%
Environmental Attribute Fees 5 7 (2) (28.6)%
Water Expense — 1 (1) (100.0)%
Idle Equipment and Service Charges 2 3 (1) (33.3)%
Inventory Adjustments 1 2 (1) (50.0)%
Insurance Expense 3 2 1 50.0%
Virginia Flood Expense — (2) 2 100.0%
Other 6 9 (3) (33.3)%
Total Other Operating Expense $35 $46 $(11) (23.9)%
  • Unutilized firm transportation and processing fees represent pipeline transportation capacity obtained to enable gas production to flow uninterrupted as sales volumes increase, as well as additional processing capacity for NGLs. In some instances, the Company may have the opportunity to realize more favorable net pricing by strategically choosing to sell natural gas into a market or to a customer that does not require the use of the Company’s own firm transportation capacity. Such sales would result in an increase in unutilized firm transportation expense. The Company attempts to minimize this expense by releasing (selling) unutilized firm transportation capacity to other parties when possible and when beneficial. The revenue received when this capacity is released (sold) is included in Excess Firm Transportation Income in Other Operating Income. The decrease in period-to-period comparison was primarily due to lower fees in the current period, resulting from capacity optimization driven by colder weather in the earlier part of the year.
  • Environmental attribute fees represent costs related to the sale of environmental attributes that are included in Other Revenue and Operating Income. The decrease in fees in the period-to-period comparison relates to the decrease in sales above.
  • Idle equipment and service charges relate to the temporary idling of certain equipment and other services that may be needed in the natural gas drilling and completions process.
  • Inventory adjustments represent required adjustments made to record inventory at the lower of cost or net realizable value.
  • Other includes multiple one-time items in the period-to-period comparison. The decrease in the period-to-period comparison, was primarily due to the prior period including a $3 million charge related to a prior year sales and use tax audit settlement and a $3 million charge related to a prior year pipeline tariff filing. No such transactions occurred in the current period.

Other Expense (Income)

(in millions)

Other Income For the Six Months Ended June 30, 2025 2024 Variance Percent Change
Litigation Recoveries $1 $12 $(11) (91.7)%
Right-of-Way Sales — 1 (1) (100.0)%
Other 2 2 — —%
Total Other Income $3 $15 $(12) (80.0)%
Other Expense
Professional Services $2 $2 $— —%
Bank Fees 5 5 — —%
Other Corporate Expense 3 2 1 50.0%
Total Other Expense $10 $9 $1 11.1%
Total Other Expense (Income) $7 $(6) $13 216.7%

52

  • CNX pursues legal recoveries when certain circumstances arise. The decrease in litigation recoveries in the period-to-period comparison was the result of various recoveries that occurred in both periods.

(Gain) Loss on Asset Sales and Abandonments, net

A net gain on asset sales and abandonments of $27 million was recognized in the six months ended June 30, 2025 compared to a net loss of $20 million in the six months ended June 30, 2024. The net gain recognized in the six months ended June 30, 2025 primarily relates to sale of various non-core assets (primarily rights-of-way, surface acreage and other non-core oil and gas interests), offset in part by a $6 million loss on the sale of a non-core midstream facility to a third party. The net loss recognized in the six months ended June 30, 2024 primarily relates to a $26 million loss on the sale of a non-core pipeline to a third party offset, in part, by the sale of various other non-core assets (primarily rights-of-way, surface acreage and other non-operated oil and gas interests and assets). See Note 4 – Acquisitions and Dispositions in the Notes to the Unaudited Consolidated Financial Statements in Item 1 of this Form 10-Q for additional information.

Loss on Debt Extinguishment

A loss on debt extinguishment of $7 million was recognized in the six months ended June 30, 2024 in connection with CNX's repurchase of $350 million aggregate principal amount of 7.25% Senior Notes due March 2027 at an average price equal to 101.9% of the principal amount. See Note 10 – Long-Term Debt in the Notes to the Unaudited Consolidated Financial Statements in Item 1 of this Form 10-Q for additional information. No such transactions occurred in the current period.

Interest Expense

(in millions)

For the Six Months Ended June 30, 2025 2024 Variance Percent Change
Total Interest Expense $86 $76 $10 13.2%

The $10 million increase in total interest expense was primarily due to higher borrowings on the CNX Credit Facility at higher interest rates and higher principal balances related to the long-term debt that was issued in 2025 offset, in part, by lower borrowings on the CNXM Credit Facility. See Note 8 – Revolving Credit Facilities and Note 10 – Long-Term Debt in the Notes to the Unaudited Consolidated Financial Statements in Item 1 of this Form 10-Q for additional information.

Income Taxes

(in millions)

For the Six Months Ended June 30, 2025 2024 Variance Percent Change
Total Company Earnings (Loss) Before Income Tax $313 $(9) $322 (3,577.8)%
Income Tax Expense $78 $2 $76 3,800.0%
Effective Income Tax Rate 24.9% (27.9)% 52.8%

The effective income tax rates for the six months ended June 30, 2025 and 2024 were 24.9% and (27.9)%, respectively. The effective tax rate for the six months ended June 30, 2025 and 2024 differs from the U.S. federal statutory rate of 21% primarily due to the impact of equity compensation, federal tax credits, and state taxes. See Note 5 – Income Taxes in the Notes to the Unaudited Consolidated Financial Statements in Item 1 of this Form 10-Q for additional information.

Liquidity and Capital Resources

Overview, Sources and Uses

CNX generally has satisfied its working capital requirements and funded its capital expenditures and debt service obligations with cash generated from operations and proceeds from borrowings. CNX currently believes that cash generated from operations, asset sales and the Company's borrowing capacity will be sufficient to meet the Company's working capital requirements, anticipated capital expenditures (other than major acquisitions), scheduled debt payments, anticipated dividend payments, if any, and to provide required letters of credit for at least the next twelve months and the foreseeable future thereafter. Nevertheless, the ability of CNX to satisfy its working capital requirements, to service its debt obligations, to fund planned capital expenditures, or to pay dividends will depend upon future operating performance, which will be affected by prevailing economic conditions in the natural gas industry and other financial and business factors, some of which are beyond CNX’s control.

From time to time, CNX is required to post financial assurances to satisfy contractual and other requirements generated in the normal course of business. Some of these assurances are posted to comply with federal, state or other government agencies' statutes and regulations. CNX sometimes uses letters of credit to satisfy these requirements and these letters of credit reduce the Company's borrowing facility capacity.

CNX continuously reviews its liquidity and capital resources. If market conditions were to change, for instance due to a significant decline in commodity prices, and our revenue was reduced significantly or operating and capital costs were to increase significantly, our cash flows and liquidity could be reduced.

As of June 30, 2025, CNX was in compliance with all of its debt covenants. After considering the potential effect of a significant decline in commodity prices, CNX currently expects to remain in compliance with its debt covenants.

CNX frequently evaluates potential acquisitions. CNX has historically funded acquisitions with cash generated from operations and a variety of other sources, depending on the size of the transaction, including debt and equity financing. There can be no assurance that additional capital resources, including debt and equity financing, will be available to CNX on terms which CNX finds acceptable, or at all.

Factors that may Impact our Liquidity

  • The Company’s cash on hand and access to additional liquidity. Cash, cash equivalents and restricted cash were $16 million as of June 30, 2025 and $55 million as of December 31, 2024.
  • Accounts and notes receivable - trade as of June 30, 2025 and December 31, 2024 were $180 million for each period, respectively. Our accounts and notes receivable balance may fluctuate as of any balance sheet date depending on the prices we receive for our natural gas and NGLs and the volumes sold.
  • As of June 30, 2025, CNX had approximately $329 million classified as current portion of long-term debt, primarily related to the Convertible Notes due in May 2026. CNX actively manages its debt, including maturities and interest rates, in order to maintain financial flexibility and support long-term strategic objectives. Management may, from time to time, refinance existing indebtedness, adjust the mix of variable- and fixed-rate debt, or pursue alternative financing sources to meet the Company’s cash and operational needs. See Note 10 – Long-Term Debt in the Notes to the Unaudited Consolidated Financial Statements in Item 1 of this Form 10-Q for additional information.
  • Capital expenditures are expected to range between $450 million to $500 million for the year ended December 31, 2025. For the six months ended June 30, 2025, CNX had capital expenditures of $245 million.
  • Production volumes are expected to range between 615.0 Bcfe and 620.0 Bcfe for the year ended December 31, 2025. For the six months ended June 30, 2025, CNX had production volumes of 315.4 Bcfe.
  • Prices for natural gas and NGLs are volatile, and an extended decline in the prices we receive for our natural gas and NGLs will adversely affect our financial condition and cash flows.
  • In order to manage the market risk exposure of volatile natural gas prices in the future, CNX enters into various physical natural gas supply transactions with both gas marketers and end users for terms varying in length. CNX also enters into various financial natural gas and NGL swap transactions to manage the market risk exposure to in-basin and out-of-basin pricing. The fair value of these contracts was a net liability of $471 million at June 30, 2025 and a net liability of $536 million at December 31, 2024. The Company has not experienced any issues of non-performance by derivative counterparties. See Item 3, "Quantitative and Qualitative Disclosures About Market Risk" of this Form 10-Q for further discussion of our commodity risk management.

Cash Flows (in millions)

For the Six Months Ended June 30, 2025 2024 Change
Cash Provided by Operating Activities $498 $377 $121
Cash Used in Investing Activities $(729) $(304) $(425)
Cash Provided by (Used in) Financing Activities $191 $(69) $260

Cash flows from operating activities changed in the period-to-period comparison primarily due to the following items:

  • Net income increased $246 million in the period-to-period comparison.
  • Adjustments to reconcile net income to cash provided by operating activities primarily consisted of a $190 million net change in commodity derivative instruments, a $67 million net increase in deferred income taxes, a $47 million increase in (gain) loss on asset sales and abandonments, net and a $45 million net increase for various other changes in working capital.

Cash flows from investing activities changed in the period-to-period comparison primarily due to the following items:

  • Capital expenditures decreased $75 million primarily due to a decrease in drilling and completions activity.
  • Proceeds from asset sales increased $21 million primarily due to the sale of various non-operated producing oil and gas assets primarily located in the Appalachian Basin. See Note 4 – Acquisitions and Dispositions in the Notes to the Unaudited Consolidated Financial Statements in Item 1 of this Form 10-Q for additional information.
  • During the six months ended June 30, 2025, the Company completed the Apex Transaction, for total cash consideration of approximately $518 million, subject to certain post-closing adjustments. See Note 4 – Acquisitions and Dispositions in the Notes to the Unaudited Consolidated Financial Statements in Item 1 of this Form 10-Q for additional information.

Cash flows from financing activities changed in the period-to-period comparison primarily due to the following items:

  • Proceeds from borrowings under the CNXM Credit Facility increased $58 million and repayments under the CNXM Credit Facility decreased $7 million.
  • Proceeds from borrowings under the CNX Credit Facility increased $505 million and repayments under the CNX Credit Facility increased $342 million.
  • During the six months ended June 30, 2025, CNX issued an additional $200 million aggregate principal amount of additional 7.25% senior notes due 2032 at a price of 100.5% of par. This issuance also included an underwriter discount and other issuance costs of $1.5 million, for net cash proceeds of $198.5 million. See Note 10 – Long-Term Debt in the Notes to the Unaudited Consolidated Financial Statements in Item 1 of this Form 10-Q for additional information.
  • During the six months ended June 30, 2024, CNX paid $357 million to repurchase $350 million aggregate principal amount of CNX 7.25% Senior Notes due March 2027 at a price of 101.9% of the principal amount. See Note 10 – Long-Term Debt in the Notes to the Unaudited Consolidated Financial Statements in Item 1 of this Form 10-Q for additional information.
  • During the six months ended June 30, 2024, CNX issued $400 million aggregate principal amount of CNX 7.25% Senior Notes due March 2032 at par. The issuance included an underwriter discount and other issuance costs of $5 million, for net cash proceeds of $395 million. See Note 10 – Long-Term Debt in the Notes to the Unaudited Consolidated Financial Statements in Item 1 of this Form 10-Q for additional information.
  • In the six months ended June 30, 2025, CNX repurchased $241 million of its common stock on the open market compared to $96 million during the six months ended June 30, 2024.
  • During the six months ended June 30, 2025, debt issuance and financing fees decreased $14 million primarily due to amending both the CNX and CNXM Credit Facilities in the prior year. See Note 8 – Revolving Credit Facilities in the Notes to the Unaudited Consolidated Financial Statements in Item 1 of this Form 10-Q for additional information.

Commitments and Significant Contractual and Other Material Cash Obligations

The following is a summary of the Company's significant contractual and other material cash obligations at June 30, 2025 (in thousands):

Payments due by Year Less Than 1 Year 1-3 Years 3-5 Years More Than 5 Years Total
Purchase Order Firm Commitments $3,975 $7,126 $3,686 $— $14,787
Gas Firm Transportation and Processing 237,551 459,461 275,892 472,716 1,445,620
Long-Term Debt 328,981 — 1,205,662 1,090,244 2,624,887
Interest on Long-Term Debt 155,067 297,734 245,838 123,876 822,515
Finance Lease Obligations 5,295 13,962 19,528 1,913 40,698
Interest on Finance Lease Obligations 2,415 3,950 1,622 95 8,082
Operating Lease Obligations 47,768 24,870 12,217 9,387 94,242
Interest on Operating Lease Obligations 2,670 2,809 1,632 1,151 8,262
Long-Term Liabilities—Employee Related (a) 2,170 4,554 4,771 20,735 32,230
Other Long-Term Liabilities (b) 233,275 48,900 20,000 106,004 408,179
Total Contractual Obligations (c) $1,019,167 $863,366 $1,790,848 $1,826,121 $5,499,502

(a) Employee related long-term liabilities include salaried retirement contributions and work-related injuries and illnesses.

(b) Other long-term liabilities include royalties and other long-term liability costs.

(c) The table above does not include obligations to taxing authorities due to the uncertainty surrounding the ultimate settlement of amounts and timing of these obligations.

Debt

At June 30, 2025, CNX had total debt of $2,625 million, including the current portion of long-term debt of $329 million and excluding unamortized debt issuance costs. This long-term debt consisted of:

  • An aggregate principal amount of $600 million of 7.25% Senior Notes due March 2032 less $6 million of unamortized discount. Interest on the notes is payable March 1 and September 1 of each year. Payment on the principal and interest on the notes is guaranteed by most of CNX's subsidiaries but does not include CNXM (or its subsidiaries or general partner).
  • An aggregate principal amount of $500 million of 6.00% Senior Notes due January 2029. Interest on the notes is payable January 15 and July 15 of each year. Payment of the principal and interest on the notes is guaranteed by most of CNX's subsidiaries but does not include CNXM (or its subsidiaries or general partner).
  • An aggregate principal amount of $500 million of 7.375% Senior Notes due January 2031, less $4 million of unamortized discount. Interest on the notes is payable January 15 and July 15 each year. Payment of the principal and interest on the notes is guaranteed by most of CNX's subsidiaries but does not include CNXM (or its subsidiaries or general partner).
  • An aggregate principal amount of $400 million of 4.75% Senior Notes due April 2030 issued by CNXM, less $3 million of unamortized discount. Interest on the notes is payable April 15 and October 15 of each year. Payment of the principal and interest on the notes is guaranteed by certain of CNXM's subsidiaries. CNX is not a guarantor of these notes.
  • An aggregate principal amount of $331 million of 2.25% Convertible Senior Notes due May 2026, unless earlier redeemed, repurchased, or converted, less $2 million of unamortized discount and issuance costs. Interest on the notes is payable May 1 and November 1 of each year. Payment of the principal and interest on the notes is guaranteed by most of CNX's subsidiaries but does not include CNXM (or its subsidiaries or general partner). The Convertible Notes are classified as short-term debt at June 30, 2025.
  • An aggregate principal amount of $287 million in outstanding borrowings under the CNX Credit Facility. Payment of the principal and interest on the CNX Credit Facility is guaranteed by most of CNX's subsidiaries but does not include CNXM (or its subsidiaries or general partner).
  • An aggregate principal amount of $22 million in outstanding borrowings under the CNXM Credit Facility. Payment of the principal and interest on the CNXM Credit Facility is guaranteed by certain of CNXM's subsidiaries. CNX is not a guarantor of the CNXM Facility.

Total Equity and Dividends

CNX had total equity of $4,093 million at June 30, 2025 compared to $4,098 million at December 31, 2024. See the Consolidated Statements of Stockholders' Equity in Item 1 of this Form 10-Q for additional details.

The declaration and payment of dividends by CNX is subject to the discretion of CNX's Board of Directors, and no assurance can be given that CNX will pay dividends in the future. CNX has not paid dividends on its common stock since 2016. The determination to pay dividends in the future will depend upon, among other things, general business conditions, CNX's financial results, contractual and legal restrictions regarding the payment of dividends by CNX, planned investments by CNX, and such other factors as CNX's Board of Directors deems relevant. In addition, CNX's ability to pay dividends is limited by the covenants governing the CNX Credit Facility and the indentures governing certain of CNX's Senior Notes.

Off-Balance Sheet Transactions

CNX does not maintain off-balance sheet transactions, arrangements, obligations or other relationships with unconsolidated entities or others that are reasonably likely to have a material current or future effect on the Company’s financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources which are not disclosed in the Notes to the Unaudited Consolidated Financial Statements. CNX uses a combination of surety bonds, corporate guarantees and letters of credit to secure the Company's financial obligations for employee-related, environmental, performance and various other items which are not reflected in the Consolidated Balance Sheet at June 30, 2025. Management believes these items will expire without being funded. See Note 11 – Commitments and Contingent Liabilities in the Notes to the Unaudited Consolidated Financial Statements in Item 1 of this Form 10-Q for additional details of the various financial guarantees that have been issued by CNX.

Critical Accounting Policies and Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make judgments, estimates and assumptions that affect the reported amounts of assets and liabilities, revenue and expenses and related disclosure of contingent assets and liabilities in the Consolidated Financial Statements and at the date of the financial statements. Actual results could materially differ from those estimates.

This discussion and analysis of our consolidated results of operations and financial condition should be read in conjunction with our Consolidated Financial Statements included in this Quarterly Report on Form 10-Q. The 2024 financial statements, included in our Form 10-K filed with the SEC, provide additional information about our operations, financial condition, critical accounting policies, and accounting estimates, and should be read alongside this Quarterly Report on Form 10-Q. Our significant accounting policies are described in Note 1—Significant Accounting Policies in the Notes to the Audited Consolidated Financial Statements in Part II, Item 8 of the 2024 Form 10-K.

Forward-Looking Statements

We are including the following cautionary statement in this Form 10-Q to make applicable and take advantage of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 for any forward-looking statements made by, or on behalf of us. With the exception of historical matters, the matters discussed in this Form 10-Q are forward-looking statements (as defined in Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) that involve risks and uncertainties that could cause actual results to differ materially from projected results. Accordingly, investors should not place undue reliance on forward-looking statements as a prediction of actual results. The forward-looking statements may include projections and estimates concerning the timing and success of specific projects and our future production, revenues, income and capital spending. When we use the words "believe," "intend," "expect," "may," "should," "anticipate," "could," "estimate," "plan," "predict," "project," "will," or their negatives, or other similar expressions, the statements which include those words are usually forward-looking statements. When we describe a strategy that involves risks or uncertainties, we are making forward-looking statements. The forward-looking statements in this Form 10-Q speak only as of the date of this Form 10-Q; we disclaim any obligation to update these statements unless required by securities law, and we caution you not to rely on them unduly. We have based these forward-looking statements on our current expectations and assumptions about future events. While our management considers these expectations and assumptions to be reasonable, they are inherently subject to significant business, economic, competitive, regulatory and other risks, contingencies and uncertainties, most of which are difficult to predict and many of which are beyond our control. These risks, contingencies and uncertainties relate to, among other matters, the following:

  • prices for natural gas and natural gas liquids (“NGLs”) are volatile and can fluctuate widely based upon a number of factors beyond our control, including supply and demand for our products;
  • if natural gas prices decrease or operational efforts are unsuccessful, CNX Resources Corporation (CNX) may be required to record write-downs of the quantity and value of our proved natural gas properties;
  • competition and consolidation within the natural gas industry may adversely affect our ability to sell our products and midstream services or other parts of the business;
  • deterioration in the economic conditions in any of the industries in which our customers or their customers operate, a domestic or worldwide financial downturn, or negative credit market conditions may have a material adverse effect on our liquidity, results of operations, business and financial condition that CNX cannot predict;
  • our hedging activities may prevent us from benefiting from price increases and may expose us to other risks;
  • negative public perception regarding our company or industry could have an adverse effect on our operations, financial results or stock price;
  • events beyond our control, including a global or domestic health crisis or global instability and actual and threatened geopolitical conflict, may result in unexpected adverse operating and financial results;
  • increasing attention to environmental, social and governance matters may adversely impact our business;
  • our dependence on third party pipeline and processing systems could adversely affect our operations and limit sales of our natural gas and NGLs as a result of disruptions, capacity constraints, proximity issues or decreases in availability of pipelines or other midstream facilities;
  • uncertainties exist in the estimation of the economic recovery of natural gas reserves;
  • developing, producing and operating natural gas wells is subject to operating risks and hazards that could increase expenses, decrease our production levels and expose us to losses or liabilities that may not be fully covered under our insurance policies;
  • our identified development locations are scheduled over multiple future years, making them susceptible to uncertainties that could materially alter the occurrence or timing of their actual development;
  • our exploration and development projects and midstream development require substantial capital expenditures and are subject to regulatory, environmental, political, legal and economic risks and if CNX fails to generate sufficient cash flow, obtain required capital or financing on satisfactory terms or respond to regulatory and political developments, our natural gas reserves may decline, and our operations and financial results may suffer;
  • CNX may not be able to obtain the required personnel, services, equipment, parts and raw materials in a timely manner, in sufficient quantities or at reasonable costs to support our operations;
  • if CNX cannot find adequate sources of water for our use or if CNX is unable to dispose of or recycle water produced from our operations at a reasonable cost and within applicable environmental rules, our ability to produce natural gas economically and in sufficient quantities could be impaired;
  • failure to successfully replace our current natural gas reserves through economic development of our existing or acquired undeveloped assets or through acquisition of additional producing assets, would lead to a decline in our natural gas, NGL and oil production levels and reserves;
  • CNX may incur losses as a result of title defects in the properties in which CNX invests or that it acquires or the loss of certain leasehold or other rights related to our midstream activities;
  • climate change risk, legislation, litigation and regulation of greenhouse gas emissions at the federal or state level may

increase our operating costs and reduce the value of our natural gas assets;

  • environmental regulations can increase costs and introduce uncertainty that could adversely impact the market for natural gas with potential short and long-term liabilities;
  • existing and future governmental laws, regulations, other legal requirements and judicial decisions that govern our business may increase our costs of doing business and may restrict our operations;
  • CNX may incur significant costs and liabilities as a result of pipeline operations and/or increases in the regulation of natural gas pipelines and midstream facilities;
  • changes in federal or state tax laws focused on natural gas exploration and development could cause our financial position and profitability to deteriorate;
  • our future tax liability may be greater than expected if our net operating loss carryforwards are limited, CNX does not generate expected deductions, or tax authorities challenge certain of our tax positions;
  • we may be unable to qualify for existing federal and state level environmental attribute credits and new markets for environmental attributes are currently volatile, and otherwise may not develop as quickly or efficiently as we anticipate or at all;
  • CNX and its subsidiaries are subject to various legal proceedings and investigations, which may have an adverse effect on our business;
  • our current long-term debt obligations, the terms of the agreements that govern that debt, and the risks associated therewith, could adversely affect our business, financial condition, liquidity and results of operations;
  • our borrowing base under our revolving credit facility could decrease for a variety of reasons including lower natural gas prices, declines in natural gas reserves, asset sales and lending requirements or regulations;
  • the capped call transactions may affect the value of the Convertible Notes and our common stock, and subject CNX to counterparty performance risk;
  • conversion of the Convertible Notes may dilute the ownership interest of existing shareholders or may otherwise depress the price of our common stock;
  • CNX may be unable to raise the funds necessary to repurchase the Convertible Notes for cash following a fundamental change, or to pay any cash amounts due upon conversion, and our other indebtedness may impact our ability to repurchase the convertible notes or pay cash upon their conversion;
  • the conditional conversion feature of the Convertible Notes, if triggered, may adversely affect our financial condition and operating results;
  • provisions of our debt agreements, including the Convertible Notes, could delay or prevent an otherwise beneficial takeover of us;
  • strategic determinations, including the allocation of capital and other resources to strategic opportunities, are subject to risk and uncertainties, and our failure to appropriately allocate capital and resources among our strategic opportunities may adversely affect our financial condition;
  • CNX does not completely control the timing of any divestitures that CNX may engage in, and they may not provide anticipated benefits. Additionally, CNX may be unable to acquire additional properties in the future and any acquired properties may not provide the anticipated benefits;
  • there is no guarantee that CNX will continue to repurchase shares of our common stock under our current or any future share repurchase program at levels undertaken previously or at all;
  • CNX may operate a portion of our business with one or more joint venture partners or in circumstances where CNX is not the operator, which may restrict our operational and corporate flexibility;
  • in connection with the separation of our coal business, CONSOL Energy has agreed to indemnify us for certain liabilities, and we have agreed to indemnify CONSOL Energy for certain liabilities;
  • cybersecurity incidents targeting our data systems, oil and natural gas industry systems and infrastructure, or the systems of our third-party service providers or business partners could materially adversely affect our business, financial condition or results of operations;
  • terrorist activities could materially adversely affect our business and results of operations; and
  • certain other factors addressed in this report and in our Annual Report on Form 10-K for the fiscal year ended December 31, 2024 under "Risk Factors".

Although forward-looking statements reflect our good faith beliefs at the time they are made, they involve known and unknown risks, uncertainties and other factors. For more information concerning factors that could cause actual results to differ materially from those conveyed in the forward-looking statements, including, among others, that our business plans may change as circumstances warrant, please refer to the “Risk Factors” and “Cautionary Statement regarding Forward-looking Statements” sections of our Annual Report on Form 10-K for the fiscal year ended December 31, 2024. We undertake no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events, changed circumstances or otherwise, unless required by law.

Market risk

As filed, 6,087 characters, with its headings, lists and tables. Extracted from the main document; charts and exhibits are in the original on sec.gov.

In addition to the risks inherent in operations, CNX is exposed to certain financial, market, political and economic risks. The following discussion provides additional detail regarding CNX's exposure to the risks of changing commodity prices, interest rates and foreign exchange rates.

CNX is exposed to market price risk in the normal course of selling natural gas and liquids. CNX uses fixed-price contracts, options and derivative commodity instruments (over-the-counter swaps) to minimize exposure to market price volatility in the sale of natural gas and NGLs. Under our risk management policy, it is not our intent to engage in derivative activities for speculative purposes. Typically, CNX "sells" swaps under which it receives a fixed price from counterparties and pays a floating market price, but occasionally CNX may find it advantageous to purchase, rather than "sell", financial swaps.

CNX has established risk management policies and procedures to strengthen the internal control environment of the marketing of commodities produced from its asset base. All of the derivative instruments without other risk assessment procedures are held for purposes other than trading. They are used primarily to mitigate uncertainty and volatility and cover underlying exposures. The Company's market risk strategy incorporates fundamental risk management tools to assess market price risk and establish a framework in which management can maintain a portfolio of transactions within predefined risk parameters.

CNX believes that the use of derivative instruments, along with our risk assessment procedures and internal controls, mitigates our exposure to material pricing risks. The use of derivative instruments without other risk assessment procedures could materially affect the Company's results of operations depending on market prices; however, we believe that use of these instruments will not have a material adverse effect on our financial position or liquidity due to our risk assessment procedures and internal controls.

For a summary of accounting policies related to derivative instruments, see Note 1—Significant Accounting Policies in the Notes to the Audited Consolidated Financial Statements in Item 8 of the 2024 Form 10-K.

CNX's open derivative instruments can cause earnings volatility relative to changes in market prices until the derivative contracts are either settled or are monetized prior to settlement. At June 30, 2025 and December 31, 2024 our open derivative instruments were in net liability positions with fair values of $471 million and $536 million, respectively. A sensitivity analysis has been performed to determine the incremental effect on future earnings related to open derivative instruments at June 30, 2025 and December 31, 2024. A hypothetical 10 percent increase in future natural gas prices would have decreased the fair value by $508 million and $518 million at June 30, 2025 and December 31, 2024, respectively. A hypothetical 10 percent decrease in future natural gas prices would have increased the fair value by $508 million and $518 million at June 30, 2025 and December 31, 2024, respectively.

CNX's interest expense is sensitive to changes in the general level of interest rates in the United States. The Company has used derivative instruments in the past in order to manage risk related to interest rates, although there are currently no active agreements (see Note 12 – Derivative Instruments in the Notes to the Unaudited Consolidated Financial Statements included in Item 1 of this Form 10-Q for more information). At June 30, 2025 and December 31, 2024, CNX had $2,331 million and $2,132 million, respectively, of aggregate principal amount of debt outstanding under fixed-rate instruments, including unamortized debt issuance costs of $9 million and $9 million, respectively. At June 30, 2025 and December 31, 2024, CNX had $308 million and $59 million, respectively, of debt outstanding under variable-rate instruments. CNX’s primary exposure to market risk for changes in interest rates relates to the CNX Credit Facility, under which there were $286 million borrowings at June 30, 2025 and $43 million borrowings at December 31, 2024, and the CNXM Credit Facility, under which there were $22 million of borrowings at June 30, 2025 and $16 million at December 31, 2024. A hypothetical 100 basis-point increase in the average rate for CNX's variable-rate instruments would decrease pre-tax future earnings as of June 30, 2025 and December 31, 2024 by $3 million and $1 million, respectively, on an annualized basis.

All of the Company’s transactions are denominated in U.S. dollars and, as a result, it does not have material exposure to currency exchange-rate risks.

Natural Gas Hedging Volumes

As of July 8, 2025, the Company's hedged volumes for the periods indicated are as follows:

2025 Fixed Price Volumes For the Three Months Ended March 31, June 30, September 30, December 31, Total Year
Hedged Bcf N/A N/A 121.9 121.9 243.8
Weighted Average Hedge Price per Mcf N/A N/A $2.56 $2.55 $2.55
2026 Fixed Price Volumes
Hedged Bcf 110.2 109.9 111.0 111.0 437.7*
Weighted Average Hedge Price per Mcf $2.75 $2.70 $2.70 $2.68 $2.70
2027 Fixed Price Volumes
Hedged Bcf 86.1 85.4 86.3 85.4 339.7*
Weighted Average Hedge Price per Mcf $3.26 $3.26 $3.26 $3.31 $3.26
2028 Fixed Price Volumes
Hedged Bcf 18.9 18.9 19.1 19.0 75.9
Weighted Average Hedge Price per Mcf $3.40 $3.40 $3.40 $3.40 $3.40
2029 Fixed Price Volumes
Hedged Bcf 4.3 4.3 4.3 4.3 17.2
Weighted Average Hedge Price per Mcf $0.02 $0.02 $0.02 $0.02 $0.02

*Quarterly volumes do not add to annual volumes inasmuch as a discrete condition in individual quarters, where basis hedge volumes exceed NYMEX hedge volumes, does not exist for the year taken as a whole.

Controls and procedures

As filed, 1,486 characters, with its headings, lists and tables. Extracted from the main document; charts and exhibits are in the original on sec.gov.

Disclosure controls and procedures. CNX, under the supervision and with the participation of its management, including CNX’s principal executive officer and principal financial officer, evaluated the effectiveness of the Company’s "disclosure controls and procedures," as such term is defined in Rule 13a-15(e) under the Exchange Act, as of the end of the period covered by this Form 10-Q. Based on that evaluation, CNX’s principal executive officer and principal financial officer have concluded that the Company’s disclosure controls and procedures are effective as of June 30, 2025 to ensure that information required to be disclosed by CNX in reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms, and includes controls and procedures designed to ensure that information required to be disclosed by CNX in such reports is accumulated and communicated to CNX’s management, including CNX’s principal executive officer and principal financial officer, as appropriate, to allow timely decisions regarding required disclosure.

Changes in internal control over financial reporting. There were no changes in the Company's internal control over financial reporting that occurred during the last fiscal quarter covered by this Form 10-Q that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

Risk factors

As filed, 953 characters, with its headings, lists and tables. Extracted from the main document; charts and exhibits are in the original on sec.gov.

The financial conditions and operating results of the Company can be affected by a number of factors, whether currently known or unknown, including but not limited to those described in "Item 1A. Risk Factors" in the 2024 Form 10-K. The risks described could materially and adversely affect CNX's business, financial condition, cash flows, and results of operations. CNX may experience additional risks and uncertainties not currently known; or, as a result of developments occurring in the future, conditions that are currently deemed to be immaterial may also materially and adversely affect CNX's business, financial condition, cash flows, and results of operations. Except for the risk factor disclosed in Part II, Item 1A of the first quarter 2025 Form 10-Q, which is hereby incorporated by reference into this Part II, Item 1A of this Form 10-Q, there have been no material changes to the Company’s risk factors as set forth in the 2024 Form 10-K.

Figures reported in this filing

Standardized line items from the XBRL in this filing, for the period ended 2025-06-30. Comparative periods it repeats are left out.

Figures reported in this filing
Line itemPeriodValueXBRL concept
Revenue3 months2025-04-01 to 2025-06-30$962.4mus-gaap:Revenues
Revenue6 months2025-01-01 to 2025-06-30$1.04bnus-gaap:Revenues
Interest expense3 months2025-04-01 to 2025-06-30$44.0mus-gaap:InterestExpenseNonoperating
Interest expense6 months2025-01-01 to 2025-06-30$85.7mus-gaap:InterestExpenseNonoperating
Income tax3 months2025-04-01 to 2025-06-30$153.1mus-gaap:IncomeTaxExpenseBenefit
Income tax6 months2025-01-01 to 2025-06-30$78.0mus-gaap:IncomeTaxExpenseBenefit
Net income3 months2025-04-01 to 2025-06-30$432.5mus-gaap:NetIncomeLoss
Net income6 months2025-01-01 to 2025-06-30$234.8mus-gaap:NetIncomeLoss
Diluted EPS3 months2025-04-01 to 2025-06-30$2.53us-gaap:EarningsPerShareDiluted
Diluted EPS6 months2025-01-01 to 2025-06-30$1.37us-gaap:EarningsPerShareDiluted
Basic EPS3 months2025-04-01 to 2025-06-30$3.02us-gaap:EarningsPerShareBasic
Basic EPS6 months2025-01-01 to 2025-06-30$1.61us-gaap:EarningsPerShareBasic
Diluted shares (weighted)3 months2025-04-01 to 2025-06-30171,746,596 sharesus-gaap:WeightedAverageNumberOfDilutedSharesOutstanding
Diluted shares (weighted)6 months2025-01-01 to 2025-06-30173,900,606 sharesus-gaap:WeightedAverageNumberOfDilutedSharesOutstanding
Operating cash flow6 months2025-01-01 to 2025-06-30$498.1mus-gaap:NetCashProvidedByUsedInOperatingActivities
Capital expenditure6 months2025-01-01 to 2025-06-30$245.0mus-gaap:PaymentsToAcquirePropertyPlantAndEquipment
Share repurchases6 months2025-01-01 to 2025-06-30$240.9mus-gaap:PaymentsForRepurchaseOfCommonStock
Cash and equivalentsAt period end2025-06-30$3.4mus-gaap:CashAndCashEquivalentsAtCarryingValue
Current assetsAt period end2025-06-30$394.2mus-gaap:AssetsCurrent
Total assetsAt period end2025-06-30$8.99bnus-gaap:Assets
Current liabilitiesAt period end2025-06-30$1.20bnus-gaap:LiabilitiesCurrent
Total liabilitiesAt period end2025-06-30$4.90bnus-gaap:Liabilities
Long-term debtAt period end2025-06-30$2.29bnus-gaap:LongTermDebtNoncurrent
Current portion of debtAt period end2025-06-30$328.8mus-gaap:LongTermDebtCurrent
Shareholders' equityAt period end2025-06-30$4.09bnus-gaap:StockholdersEquity

Source: SEC EDGAR, the filing index for accession 0001070412-25-000090. Last ingested by Listed: Oct 29, 2026, 13:47 ET. Listed shows no prices and gives no investment advice.