Marathon Petroleum Corp. Reports Fourth-Quarter and Full-Year 2025 Results

FINDLAY, Ohio, Feb. 3, 2026 /PRNewswire/ --

Marathon Petroleum Corp. (NYSE: MPC) today reported net income attributable to MPC of $1.5 billion, or $5.12 per diluted share, for the fourth quarter of 2025, compared with net income attributable to MPC of $371 million, or $1.15 per diluted share, for the fourth quarter of 2024.

Adjusted net income was $1.2 billion, or $4.07 per diluted share, for the fourth quarter of 2025. This compares to adjusted net income of $249 million, or $0.77 per diluted share, for the fourth quarter of 2024.

The fourth quarter of 2025 adjusted earnings before interest, taxes, depreciation, and amortization (adjusted EBITDA) was $3.5 billion, compared with $2.1 billion for the fourth quarter of 2024.

For the full year 2025, net income attributable to MPC was $4.0 billion, or $13.22 per diluted share, compared with net income attributable to MPC of $3.4 billion, or $10.08 per diluted share for the full year 2024. Adjusted net income was $3.3 billion, or $10.70 per diluted share for the full year 2025. This compares to adjusted net income of $3.3 billion, or $9.51 per diluted share for the full year 2024. Cash provided by operating activities was $8.3 billion for the full year 2025, compared with $8.7 billion for the full year 2024. Adjusted EBITDA was $12.0 billion for the full year 2025, compared with $11.3 billion for the full year 2024.

"In 2025, strong refining operational performance and commercial execution drove cash flow generation," said Chairman, President and Chief Executive Officer Maryann Mannen. "The deployment of MPC capital enhances our competitiveness in each of the regions where we operate. In Midstream, MPLX is investing to execute its natural gas and NGL growth strategies. Growing MPLX distributions differentiates MPC from peers and supports our commitment to industry-leading capital return."

Results from Operations

Adjusted EBITDA (unaudited)

Three Months Ended

December 31,

Twelve Months Ended

December 31,

(In millions)

2025

2024

2025

2024

Refining & Marketing segment adjusted EBITDA

1,997

559

6,138

5,703

Midstream segment adjusted EBITDA

1,680

1,707

6,750

6,544

Renewable Diesel segment adjusted EBITDA

(110)

(150)

Subtotal

3,684

2,294

12,778

12,097

Corporate

(236)

(189)

(927)

(864)

Add: Depreciation and amortization

105

Adjusted EBITDA

3,489

2,120

11,956

11,323

Refining & Marketing (R&M)

Segment adjusted EBITDA was $1,997 million in the fourth quarter of 2025, versus $559 million for the fourth quarter of 2024. R&M segment adjusted EBITDA was $7.15 per barrel for the fourth quarter of 2025, versus $2.03 per barrel for the fourth quarter of 2024. Segment adjusted EBITDA excludes refining planned turnaround costs, which totaled $410 million in the fourth quarter of 2025 and $281 million in the fourth quarter of 2024.

R&M margin was $18.65 per barrel for the fourth quarter of 2025, versus $12.93 per barrel for the fourth quarter of 2024. Crude capacity utilization was 95%, resulting in total throughput of 3.0 million barrels per day (bpd) for the fourth quarter of 2025. R&M margin results were driven by higher crack spreads compared to the fourth quarter of 2024.

Refining operating costs were $5.70 per barrel for the fourth quarter of 2025, versus $5.26 per barrel for the fourth quarter of 2024, reflecting higher project related expense associated with increased turnaround activity and higher energy costs.

Midstream

Segment adjusted EBITDA was $1.7 billion in the fourth quarter of 2025, versus $1.7 billion for the fourth quarter of 2024. The results reflect higher rates and throughputs plus contributions from recently acquired assets, which were more than offset by higher operating expenses and the divestiture of non-core gathering and processing assets.

Renewable Diesel

Segment adjusted EBITDA was $7 million in the fourth quarter of 2025, versus $28 million for the fourth quarter of 2024. The results reflect increased utilization to 94%, offset by a weaker margin environment compared to the prior year quarter.

Corporate and Items Not Allocated

Corporate expenses totaled $236 million in the fourth quarter of 2025, compared with $189 million in the fourth quarter of 2024.

Financial Position, Liquidity, and Return of Capital

As of December 31, 2025, MPC had $3.7 billion of cash and cash equivalents, including $2.1 billion of cash at MPLX, and no borrowings outstanding under its $5 billion five-year bank revolving credit facility.

In the fourth quarter, the company returned approximately $1.3 billion of capital to shareholders. As of December 31, 2025, the company had $4.4 billion available under its share repurchase authorizations.

Strategic Update

MPC's 2026 standalone (excluding MPLX) capital spending outlook: $1.5 billion. Approximately 65% of its overall spending is focused on value enhancing capital and 35% on sustaining capital.

2026 Capital Outlook ($ millions)

MPC Standalone (excluding MPLX)

Refining & Marketing Segment:

Refining

710

Marketing

250

Maintenance

450

Refining & Marketing Segment

1,410

Renewable Diesel

Midstream Segment (excluding MPLX)

Corporate and Other (a)

Total MPC Standalone (excluding MPLX)

1,500

MPLX Total (b)

2,700

(a) Does not include capitalized interest.

(b) Excludes $260 million of reimbursable capital.

MPC's 2026 capital spending outlook includes continued high-return investments at its Galveston Bay, Robinson, El Paso, and Garyville refineries. The utility modernization project at the Los Angeles refinery was successfully implemented in the fourth quarter of 2025. In addition to these multi-year investments, the company is executing shorter-term projects that offer high returns through margin enhancement and cost reduction.

Newly Announced

Ongoing

MPLX's 2026 capital spending outlook: $2.7 billion. Approximately 90% of its overall spending is focused on growth capital and 10% on maintenance capital.

MPLX is expanding its Permian to Gulf Coast integrated value chain, progressing long-haul pipeline growth to support expected increased producer activity, and investing in Permian and Marcellus processing capacity in response to producer demand. Updates include:

Newly Announced

Ongoing

First-Quarter 2026 Outlook

Refining & Marketing Segment:

Refining operating costs per barrel (a)

5.85

Distribution costs (in millions)

1,625

Refining planned turnaround costs (in millions)

465

Depreciation and amortization (in millions)

385

Refinery throughputs (mbpd):

Crude oil refined

2,540

Other charge and blendstocks

200

Total

2,740

Corporate (includes $30 million of D&A)

240

(a) Excludes refining planned turnaround and depreciation and amortization expense.

Conference Call

At 11:00 a.m. ET today, MPC will hold a conference call and webcast to discuss the reported results and provide an update on company operations. Interested parties may listen by visiting MPC's website at www.marathonpetroleum.com. A replay of the webcast will be available on the company's website for two weeks. Financial information, including the earnings release and other investor-related materials, will also be available online prior to the conference call and webcast at www.marathonpetroleum.com.

About Marathon Petroleum Corporation

Marathon Petroleum Corporation (MPC) is a leading, integrated, downstream and midstream energy company headquartered in Findlay, Ohio. The company operates the nation's largest refining system. MPC's marketing system includes branded locations across the United States, including Marathon brand retail outlets. MPC also owns the general partner and majority limited partner interest in MPLX LP, a midstream company that owns and operates gathering, processing, and fractionation assets, as well as crude oil and light product transportation and logistics infrastructure. More information is available at www.marathonpetroleum.com.

Investor Relations Contacts: (419) 421-2071

Kristina Kazarian, Vice President Finance and Investor Relations

Brian Worthington, Senior Director, Investor Relations

Alyx Teschel, Director, Investor Relations

Media Contact: (419) 421-3577

Jamal Kheiry, Communications Manager

References to Earnings and Defined Terms

References to earnings mean net income attributable to MPC from the statements of income. Unless otherwise indicated, references to earnings and earnings per share are MPC's share after excluding amounts attributable to noncontrolling interests.

Refining margin capture or "capture" is an operations metric that represents MPC's ability to convert benchmark market conditions into realized performance. Capture reflects the percentage of our R&M Margin Indicator realized in our reported R&M Margin and is calculated by dividing our reported R&M Margin to the R&M Margin Indicator. We use and believe our investors use this metric to evaluate our Refining & Marketing segment's operating, financial and commercial performance relative to benchmark margin and market indicators and prevailing market conditions.

Market Data

Certain relevant benchmark margin and market data, including pricing, regional and blended crack spreads and sweet and sour crude differentials, along with a hypothetical Refining and Marketing margin indicator based on such margin and market data and operational guidance provided for each quarter, is available on MPC's Investors website at www.marathonpetroleum.com/Investors/Investor-Market-Data. MPC intends to update this information each month no later than the close of business on the second business day following the end of each month unless otherwise noted and may also provide additional updates within each month. Interested parties may register to receive automatic email alerts when the information is updated by clicking on "Sign Up" at https:// www.marathonpetroleum.com/Investors/and following the instructions provided.

Forward-Looking Statements

This press release contains forward-looking statements regarding MPC. These forward-looking statements may relate to, among other things, MPC's expectations, estimates and projections concerning its business and operations, financial priorities, strategic plans and initiatives, capital return plans, capital expenditure plans, operating cost reduction objectives, and environmental, social and governance ("ESG") plans and goals, including those related to greenhouse gas emissions and intensity reduction targets, freshwater withdrawal intensity reduction targets, inclusion and ESG reporting. Forward-looking and other statements regarding our ESG plans and goals are not an indication that these statements are material to investors or are required to be disclosed in our filings with the Securities Exchange Commission (SEC). In addition, historical, current, and forward-looking ESG-related statements may be based on standards for measuring progress that are still developing, internal controls and processes that continue to evolve, and assumptions that are subject to change in the future. You can identify forward-looking statements by words such as "advance," "anticipate," "believe," "commitment," "continue," "could," "design," "drive," "endeavor," "estimate," "expect," "focus," "forecast," "goal," "guidance," "intend," "may," "objective," "opportunity," "outlook," "plan," "policy," "position," "potential," "predict," "priority," "progress," "project," "prospective," "pursue," "seek," "should," "strategy," "strive," "support," "target," "trends," "will," "would" or other similar expressions that convey the uncertainty of future events or outcomes. MPC cautions that these statements are based on management's current knowledge and expectations and are subject to certain risks and uncertainties, many of which are outside of the control of MPC, that could cause actual results and events to differ materially from the statements made herein. Factors that could cause MPC's actual results to differ materially from those implied in the forward-looking statements include but are not limited to: political or regulatory developments, changes in governmental policies relating to refined petroleum products, crude oil, natural gas, natural gas liquids ("NGLs"), or renewable diesel and other renewable fuels or taxation, including changes in tax regulations or guidance promulgated pursuant to the new legislation implemented in the One Big Beautiful Bill Act; volatility in and degradation of general economic, market, industry or business conditions, including as a result of pandemics, other infectious disease outbreaks, natural hazards, extreme weather events, regional conflicts such as hostilities in the Middle East and in Ukraine, tariffs, inflation or rising interest rates; the regional, national and worldwide demand for refined products and renewables and related margins; the regional, national or worldwide availability and pricing of crude oil, natural gas, renewable diesel and other renewable fuels, NGLs and other feedstocks and related pricing differentials; the adequacy of capital resources and liquidity and timing and amounts of free cash flow necessary to execute our business plans, effect future share repurchases and to maintain or grow our dividend; the success or timing of completion of ongoing or anticipated projects; changes to the expected construction costs and in service dates of planned and ongoing projects and investments, including pipeline projects and new processing units, and the ability to obtain regulatory and other approvals with respect thereto; the ability to obtain the necessary regulatory approvals and satisfy the other conditions necessary to consummate planned transactions within the expected timeframes if at all; the ability to realize expected returns or other benefits on anticipated or ongoing projects or planned transactions, including the recently completed acquisition of Northwind Delaware Holdings LLC ("Northwind Midstream"); the availability of desirable strategic alternatives to optimize portfolio assets and the ability to obtain regulatory and other approvals with respect thereto; the inability or failure of our joint venture partners to fund their share of operations and development activities; the financing and distribution decisions of joint ventures we do not control; our ability to successfully implement our sustainable energy strategy and principles and to achieve our ESG plans and goals within the expected timeframes if at all; changes in government incentives for emission-reduction products and technologies; the outcome of research and development efforts to create future technologies necessary to achieve our ESG plans and goals; our ability to scale projects and technologies on a commercially competitive basis; changes in regional and global economic growth rates and consumer preferences, including consumer support for emission-reduction products and technology; industrial incidents or other unscheduled shutdowns affecting our refineries, machinery, pipelines, processing, fractionation and treating facilities or equipment, means of transportation, or those of our suppliers or customers; the imposition of windfall profit taxes, maximum refining margin penalties, minimum inventory requirements or refinery maintenance and turnaround supply plans on companies operating within the energy industry in California or other jurisdictions; the establishment or increase of tariffs on goods, including crude oil and other feedstocks imported into the United States, other trade protection measures or restrictions or retaliatory actions from foreign governments; the impact of adverse market conditions or other similar risks to those identified herein affecting MPLX; and the factors set forth under the heading "Risk Factors" and "Disclosures Regarding Forward-Looking Statements" in MPC's and MPLX's Annual Reports on Form 10-K for the year ended Dec. 31, 2024, and in other filings with the SEC. Any forward-looking statement speaks only as of the date of the applicable communication and we undertake no obligation to update any forward-looking statement except to the extent required by applicable law.

Copies of MPC's Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and other SEC filings are available on the SEC's website, MPC's website at https:// www.marathonpetroleum.com/Investors/ or by contacting MPC's Investor Relations office. Copies of MPLX's Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and other SEC filings are available on the SEC's website, MPLX's website at http://ir.mplx.com or by contacting MPLX's Investor Relations office.

Consolidated Statements of Income (unaudited)

Three Months Ended

December 31,

Twelve Months Ended

December 31,

(In millions, except per-share data)

2025

2024

2025

2024

Revenues and other income:

Sales and other operating revenues

32,574

33,137

132,699

138,864

Income from equity method investments

204

252

1,622

1,048

Net gain on disposal of assets

169

173

Other income

475

728

472

Total revenues and other income

33,422

33,466

135,222

140,412

Costs and expenses:

Cost of revenues (excludes items below)

28,861

30,558

119,446

126,240

Depreciation and amortization

828

826

3,251

3,337

Selling, general and administrative expenses

836

804

3,349

3,221

Other taxes

203

137

885

818

Total costs and expenses

30,728

32,325

126,931

133,616

Income from operations

2,694

1,141

8,291

6,796

Net interest and other financial costs

343

245

1,276

839

Income before income taxes

2,351

896

7,015

5,957

Provision for income taxes

372

111

1,137

890

Net income

1,979

785

5,878

5,067

Less net income attributable to:

Redeemable noncontrolling interest

—

Noncontrolling interests

444

408

1,831

1,595

Net income attributable to MPC

1,535

371

4,047

3,445

Per share data

Basic:

Net income attributable to MPC per share

5.13

1.16

13.24

10.11

Weighted average shares outstanding (in millions)

299

320

305

340

Diluted:

Net income attributable to MPC per share

5.12

1.15

13.22

10.08

Weighted average shares outstanding (in millions)

300

321

306

341

Capital Expenditures and Investments (unaudited)

Three Months Ended

December 31,

Twelve Months Ended

December 31,

(In millions)

2025

2024

2025

2024

Refining & Marketing

448

484

1,580

1,445

Midstream

979

379

2,975

1,504

Renewable Diesel

Corporate (a)

119

Total

1,462

921

4,693

3,076

(a)

Includes capitalized interest of $30 million, $18 million, $94 million and $56 million for the fourth quarter 2025, the fourth quarter 2024, full year 2025 and full year 2024, respectively.

Refining & Marketing Operating Statistics (unaudited)

Dollar per Barrel of Net Refinery Throughput

Three Months Ended

December 31,

Twelve Months Ended

December 31,

2025

2024

2025

2024

Refining & Marketing margin (a)

18.65

12.93

16.87

16.01

Less:

Refining operating costs (b)

5.70

5.26

5.59

5.34

Distribution costs (c)

5.71

5.34

5.67

5.48

LIFO inventory adjustment

0.29

0.38

0.07

0.10

Other income (d)

(0.20)

(0.08)

(0.09)

(0.24)

Refining & Marketing segment adjusted EBITDA

7.15

2.03

5.63

5.33

Refining planned turnaround costs

1.47

1.02

1.39

1.31

Depreciation and amortization

1.40

1.53

1.49

1.65

Fees paid to MPLX included in distribution costs above

3.66

3.60

3.69

3.70

(a)

Sales revenue less cost of refinery inputs and purchased products, divided by net refinery throughput.

(b)

Excludes refining planned turnaround and depreciation and amortization expense.

(c)

Excludes depreciation and amortization expense.

(d)

Includes income or loss from equity method investments, net gain or loss on disposal of assets and other income or loss.

Refining & Marketing - Supplemental Operating Data

Three Months Ended

December 31,

Twelve Months Ended

December 31,

2025

2024

2025

2024

Refining & Marketing refined product sales volume

(mbpd) (a)

3,803

3,747

3,718

3,585

Crude oil refining capacity (mbpcd) (b)

2,963

2,950

2,963

2,950

Crude oil capacity utilization (percent) (b)

Refinery throughputs (mbpd):

Crude oil refined

2,817

2,783

2,787

2,714

Other charge and blendstocks

221

214

202

208

Net refinery throughputs

3,038

2,997

2,989

2,922

Sour crude oil throughput (percent)

Sweet crude oil throughput (percent)

Refined product yields (mbpd):

Gasoline

1,524

1,570

1,499

1,490

Distillates

1,120

1,109

1,093

1,070

Propane

NGLs and petrochemicals

154

195

192

Heavy fuel oil

123

Asphalt

Total

3,068

3,039

3,023

2,959

Inter-region refinery transfers excluded from throughput

and yields above (mbpd)

(a)

Includes intersegment sales.

(b)

Based on calendar day capacity, which is an annual average that includes downtime for planned maintenance and other normal operating activities.

Refining & Marketing - Supplemental Operating Data by Region (unaudited)

The per barrel for Refining & Marketing margin is calculated based on net refinery throughput (excludes inter-refinery transfer volumes). The per barrel for the refining operating costs, refining planned turnaround costs and refining depreciation and amortization for the regions, as shown in the tables below, is calculated based on the gross refinery throughput (includes inter-refinery transfer volumes).

Refining operating costs exclude refining planned turnaround costs and refining depreciation and amortization expense.

Gulf Coast Region

Three Months Ended

December 31,

Twelve Months Ended

December 31,

2025

2024

2025

2024

Dollar per barrel of refinery throughput:

Refining & Marketing margin

17.09

12.36

14.82

15.05

Refining operating costs

4.49

4.04

4.61

4.14

Refining planned turnaround costs

0.47

0.74

0.81

1.23

Refining depreciation and amortization

0.90

1.14

0.95

1.35

Refinery throughputs (mbpd):

Crude oil refined

1,218

1,190

1,155

1,119

Other charge and blendstocks

160

186

159

181

Gross refinery throughputs

1,378

1,376

1,314

1,300

Sour crude oil throughput (percent)

Sweet crude oil throughput (percent)

Refined product yields (mbpd):

Gasoline

659

671

625

621

Distillates

499

509

471

476

Propane

NGLs and petrochemicals

127

118

131

124

Heavy fuel oil

Asphalt

Total

1,407

1,406

1,340

1,327

Inter-region refinery transfers included in throughput and

yields above (mbpd)

Mid-Continent Region

Three Months Ended

December 31,

Twelve Months Ended

December 31,

2025

2024

2025

2024

Dollar per barrel of refinery throughput:

Refining & Marketing margin

18.19

11.31

17.27

15.77

Refining operating costs

5.56

5.21

5.19

5.10

Refining planned turnaround costs

1.16

1.49

1.17

1.40

Refining depreciation and amortization

1.28

1.40

1.35

1.39

Refinery throughputs (mbpd):

Crude oil refined

1,097

1,095

1,134

1,103

Other charge and blendstocks

Gross refinery throughputs

1,173

1,174

1,199

1,173

Sour crude oil throughput (percent)

Sweet crude oil throughput (percent)

Refined product yields (mbpd):

Gasoline

639

636

632

622

Distillates

430

423

434

413

Propane

NGLs and petrochemicals

Heavy fuel oil

Asphalt

Total

1,177

1,180

1,203

1,177

Inter-region refinery transfers included in throughput and

yields above (mbpd)

West Coast Region

Three Months Ended

December 31,

Twelve Months Ended

December 31,

2025

2024

2025

2024

Dollar per barrel of refinery throughput:

Refining & Marketing margin

21.94

15.70

20.57

18.29

Refining operating costs

8.26

7.48

8.20

7.92

Refining planned turnaround costs

4.38

0.55

3.09

1.07

Refining depreciation and amortization

1.27

1.38

1.43

1.37

Refinery throughputs (mbpd):

Crude oil refined

502

498

492

Other charge and blendstocks

Gross refinery throughputs

557

543

540

536

Sour crude oil throughput (percent)

Sweet crude oil throughput (percent)

Refined product yields (mbpd):

Gasoline

242

278

259

273

Distillates

198

191

197

Propane

NGLs and petrochemicals

Heavy fuel oil

Asphalt

—

Total

554

549

544

542

Inter-region refinery transfers included in throughput and

yields above (mbpd)

Midstream Operating Statistics (unaudited)

Three Months Ended

December 31,

Twelve Months Ended

December 31,

2025

2024

2025

2024

Pipeline throughputs (mbpd) (a)

6,005

5,939

6,067

5,874

Terminal throughputs (mbpd)

3,078

3,128

3,132

3,131

Gathering system throughputs (million cubic feet per day) (b)

6,848

6,734

6,709

6,579

Natural gas processed (million cubic feet per day) (b)

9,827

9,934

9,856

9,663

C2 (ethane) + NGLs fractionated (mbpd) (b)

666

683

660

654

(a)

Includes common-carrier pipelines and private pipelines contributed to MPLX. Excludes equity method affiliate pipeline volumes.

(b)

Includes operating data for entities that have been consolidated into the MPLX financial statements as well as operating data for partnership-operated equity method investments.

Renewable Diesel Financial Data (unaudited)

Three Months Ended

December 31,

Twelve Months Ended

December 31,

(In millions)

2025

2024

2025

2024

Renewable Diesel margin (a)

137

151

186

Less:

Operating costs (b)

274

269

Distribution costs (c)

101

LIFO inventory adjustment

(10)

Other income (d)

(32)

(42)

(104)

(83)

Renewable Diesel segment adjusted EBITDA

(110)

(150)

Planned turnaround costs

JV planned turnaround costs

Depreciation and amortization

JV depreciation and amortization

(a)

Sales revenue less cost of renewable inputs and purchased products.

(b)

Excludes planned turnaround and depreciation and amortization expense.

(c)

Excludes depreciation and amortization expense.

(d)

Includes income or loss from equity method investments, net gain or loss on disposal of assets and other income or loss.

Select Financial Data (unaudited)

December 31,

2025

September 30,

2025

(in millions of dollars)

Cash and cash equivalents

3,672

2,654

Total consolidated debt (a)

32,876

32,844

MPC debt

7,223

7,198

MPLX debt

25,653

25,646

Equity

24,086

23,889

(in millions)

Shares outstanding

295

301

(a)

Net of unamortized debt issuance costs and unamortized premium/discount, net.

Non-GAAP Financial Measures

Management uses certain financial measures to evaluate our operating performance that are calculated and presented on the basis of methodologies other than in accordance with GAAP. The non-GAAP financial measures we use are as follows:

Adjusted Net Income Attributable to MPC and Adjusted Diluted Income Per Share

Adjusted net income attributable to MPC is defined as net income attributable to MPC excluding the items in the table below, along with their related income tax effect. We have excluded these items because we believe that they are not indicative of our core operating performance. Adjusted diluted income per share is defined as adjusted net income attributable to MPC divided by the number of weighted-average shares outstanding in the applicable period, assuming dilution.

We believe the use of adjusted net income attributable to MPC and adjusted diluted income per share provides us and our investors with important measures of our ongoing financial performance to better assess our underlying business results and trends. Adjusted net income attributable to MPC or adjusted diluted income per share should not be considered as a substitute for, or superior to net income attributable to MPC, diluted net income per share or any other measure of financial performance presented in accordance with GAAP. Adjusted net income attributable to MPC and adjusted diluted income per share may not be comparable to similarly titled measures reported by other companies.

Reconciliation of Net Income Attributable to MPC to Adjusted Net Income Attributable to MPC

(unaudited)

Three Months Ended

December 31,

Twelve Months Ended

December 31,

(In millions)

2025

2024

2025

2024

Net income attributable to MPC

1,535

371

4,047

3,445

Pre-tax adjustments:

Gain on sale of assets

(159)

—

(897)

(151)

SRE (a)

—

(57)

—

Transaction-related costs (b)

—

Legal settlements

(253)

—

(253)

—

LIFO inventory adjustment

(72)

(161)

(72)

(161)

Tax impact of adjustments (c)

103

254

Non-controlling interest impact of adjustments

—

222

Adjusted net income attributable to MPC

1,220

249

3,277

3,250

Diluted income per share

5.12

1.15

13.22

10.08

Adjusted diluted income per share

4.07

0.77

10.70

9.51

Weighted average diluted shares outstanding

300

321

306

341

(a)

Small Refinery Exemption ("SRE") credit under the Renewable Fuel Standard program.

(b)

Transaction-related costs include costs associated with the acquisition of Northwind Midstream, acquisition of the remaining interests in BANGL LLC and the divestiture of the Rockies gathering and processing operations.

(c)

Income taxes for the three and twelve months ended December 31, 2025 were calculated by applying a federal statutory rate and a blended state tax rate to the pre-tax adjustments after non-controlling interest. The corresponding adjustments to reported income taxes are shown in the table above.

Adjusted EBITDA

Amounts included in net income (loss) attributable to MPC and excluded from adjusted EBITDA include (i) net interest and other financial costs; (ii) provision/benefit for income taxes; (iii) noncontrolling interests; (iv) depreciation and amortization; (v) refining planned turnaround costs and (vi) other adjustments as deemed necessary, as shown in the table below. We believe excluding turnaround costs from this metric is useful for comparability to other companies as certain of our competitors defer these costs and amortize them between turnarounds.

Adjusted EBITDA is a financial performance measure used by management, industry analysts, investors, lenders, and rating agencies to assess the financial performance and operating results of our ongoing business operations. Additionally, we believe adjusted EBITDA provides useful information to investors for trending, analyzing and benchmarking our operating results from period to period as compared to other companies that may have different financing and capital structures. Adjusted EBITDA should not be considered as a substitute for, or superior to income (loss) from operations, net income attributable to MPC, income before income taxes, cash flows from operating activities or any other measure of financial performance presented in accordance with GAAP. Adjusted EBITDA may not be comparable to similarly titled measures reported by other companies.

Reconciliation of Net Income Attributable to MPC to Adjusted EBITDA (unaudited)

Three Months Ended

December 31,

Twelve Months Ended

December 31,

(In millions)

2025

2024

2025

2024

Net income attributable to MPC

1,535

371

4,047

3,445

Net income attributable to noncontrolling interests

444

414

1,831

1,622

Provision for income taxes

372

111

1,137

890

Net interest and other financial costs

343

245

1,276

839

Depreciation and amortization

828

826

3,251

3,337

Renewable Diesel JV depreciation and amortization

Refining & Renewable Diesel planned turnaround costs

412

283

1,553

1,404

Renewable Diesel JV planned turnaround costs

LIFO inventory adjustment

(72)

(161)

(72)

(161)

Gain on sale of assets

(159)

—

(897)

(151)

SRE (a)

—

(57)

—

Transaction-related costs (b)

—

Legal settlements

(253)

—

(253)

—

Adjusted EBITDA

3,489

2,120

11,956

11,323

(a)

Small Refinery Exemption ("SRE") credit under the Renewable Fuel Standard program.

(b)

Transaction-related costs include costs associated with the acquisition of Northwind Midstream, acquisition of the remaining interests in BANGL LLC, and the divestiture of the Rockies gathering and processing operations.

Refining & Marketing Margin

Refining & Marketing margin is defined as sales revenue less cost of refinery inputs and purchased products. We use and believe our investors use this non-GAAP financial measure to evaluate our Refining & Marketing segment's operating and financial performance as it is the most comparable measure to the industry's market reference product margins. This measure should not be considered a substitute for, or superior to, Refining & Marketing gross margin or other measures of financial performance prepared in accordance with GAAP, and our calculation thereof may not be comparable to similarly titled measures reported by other companies.

Reconciliation of Refining & Marketing Segment Adjusted EBITDA to Refining & Marketing Gross

Margin and Refining & Marketing Margin (unaudited)

Three Months Ended

December 31,

Twelve Months Ended

December 31,

(In millions)

2025

2024

2025

2024

Refining & Marketing segment adjusted EBITDA

1,997

559

6,138

5,703

Plus (Less):

Depreciation and amortization

(390)

(422)

(1,627)

(1,767)

Refining planned turnaround costs

(410)

(281)

(1,514)

(1,397)

LIFO inventory adjustment

106

Selling, general and administrative expenses

664

562

2,632

2,472

(Income) loss from equity method investments

(11)

(9)

(57)

Net (gain) loss on disposal of assets

—

(2)

(1)

Other income

(192)

(33)

(347)

(342)

Refining & Marketing gross margin

1,753

478

5,357

4,717

Plus (Less):

Operating expenses (excluding depreciation and

amortization)

2,998

2,823

11,817

11,321

Depreciation and amortization

390

422

1,627

1,767

Gross margin excluded from and other income included

in Refining & Marketing margin (a)

127

(103)

(136)

(425)

Other taxes included in Refining & Marketing margin

(54)

(261)

(259)

Refining & Marketing margin

5,214

3,566

18,404

17,121

Refining & Marketing margin by region: (b)

Gulf Coast

2,111

1,483

6,907

6,839

Mid-Continent

1,949

1,207

7,503

6,705

West Coast

1,072

770

3,912

3,471

Refining & Marketing margin

5,132

3,460

18,322

17,015

(a)

Reflects the gross margin, excluding depreciation and amortization, of other related operations included in the Refining & Marketing segment and processing of credit card transactions on behalf of certain of our marketing customers, net of other income.

(b)

Excludes the effect of the LIFO inventory adjustment.

Renewable Diesel Margin

Renewable Diesel margin is defined as sales revenue plus value attributable to qualifying regulatory credits earned during the period less cost of renewable inputs and purchased product costs. We use and believe our investors use this non-GAAP financial measure to evaluate our Renewable Diesel segment's operating and financial performance. This measure should not be considered a substitute for, or superior to, Renewable Diesel gross margin or other measures of financial performance prepared in accordance with GAAP, and our calculation thereof may not be comparable to similarly titled measures reported by other companies.

Reconciliation of Renewable Diesel Segment Adjusted EBITDA to Renewable Diesel Gross Margin

and Renewable Diesel Margin (unaudited)

Three Months Ended

December 31,

Twelve Months Ended

December 31,

(In millions)

2025

2024

2025

2024

Renewable Diesel segment adjusted EBITDA

(110)

(150)

Plus (Less):

Depreciation and amortization

(16)

(25)

(69)

(75)

JV depreciation and amortization

(22)

(89)

Planned turnaround costs

(2)

(39)

(7)

JV planned turnaround costs

(5)

(9)

(18)

(9)

LIFO inventory adjustment

(10)

Selling, general and administrative expenses

Income from equity method investments

(26)

(31)

(82)

(70)

Other income

(12)

—

(33)

—

Renewable Diesel gross margin

(77)

(415)

(286)

Plus (Less):

Operating expenses (excluding depreciation and

amortization)

108

412

312

Depreciation and amortization

Martinez JV depreciation and amortization

Renewable Diesel margin

137

151

186

SOURCE Marathon Petroleum Corporation