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Form 8-K

sec.gov

8-K — Antero Midstream Corp

Accession: 0001104659-26-119692

Filed: 2026-10-28

Period: 2026-10-28

CIK: 0001623925

SIC: 4922 (NATURAL GAS TRANSMISSION)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — tm2628429d1_8k.htm (Primary)

EX-99.1 — EXHIBIT 99.1 (tm2628429d1_ex99-1.htm)

GRAPHIC (tm2628429d1_ex99-1img001.jpg)

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8-K — FORM 8-K

8-K (Primary)

Filename: tm2628429d1_8k.htm · Sequence: 1

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0001623925

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2026-10-28

2026-10-28

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of

the Securities Exchange Act of 1934

Date of report (Date of earliest event

reported): October 28, 2026

ANTERO

MIDSTREAM CORPORATION

(Exact name of registrant as specified in its

charter)

Delaware

001-38075

61-1748605

(State

or Other Jurisdiction

of Incorporation)

(Commission

File Number)

(IRS

Employer

Identification Number)

1615

Wynkoop Street

Denver,

Colorado 80202

(Address of Principal Executive Offices) (Zip

Code)

Registrant’s Telephone Number, Including

Area Code (303) 357-7310

Check the appropriate box below if the Form 8-K

filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written

communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting

material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement

communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement

communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of

the Act:

Title of each class

Trading

symbol(s)

Name

of each exchange on which registered

Common

Stock, par value $0.01 Per Share

AM

New

York Stock Exchange

Indicate by check mark whether the registrant is

an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2

of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company

¨

If

an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying

with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ¨

Item 2.02

Results of Operations and Financial Condition

On

October 28, 2026, Antero Midstream Corporation issued a press release, a copy of which is attached hereto as Exhibit 99.1 and

incorporated by reference herein, announcing its financial and operational results for the quarter ended September 30, 2026.

The information

in this Current Report, including Exhibit 99.1, is being furnished pursuant to Item 2.02 of Form 8-K and shall not be deemed

“filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”),

or otherwise subject to liabilities of that section, and is not incorporated by reference into any filing under the Securities Act of

1933, as amended, or the Exchange Act unless specifically identified therein as being incorporated therein by reference.

Item 9.01

Financial Statements and Exhibits.

(d)       Exhibits.

Exhibit Number

Description

99.1

Antero Midstream Corporation press release dated October 28, 2026.

104

Cover Page Interactive Data File (embedded within the Inline XBRL document).

2

SIGNATURES

Pursuant to the requirements of the Securities

Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

ANTERO MIDSTREAM CORPORATION

By:

/s/ Justin J. Agnew

Justin J. Agnew

Chief Financial Officer, Vice President – Finance

Dated: October 28, 2026

3

EX-99.1 — EXHIBIT 99.1

EX-99.1

Filename: tm2628429d1_ex99-1.htm · Sequence: 2

Exhibit 99.1

Antero Midstream Announces Third Quarter 2026

Financial and Operating Results

Denver, Colorado, October 28, 2026—Antero

Midstream Corporation (NYSE: AM) (“Antero Midstream” or the “Company”) today announced its third quarter 2026

financial and operating results. The relevant consolidated financial statements are included in Antero Midstream’s Quarterly Report

on Form 10-Q for the three months ended September 30, 2026.

Highlights:

· Gathering and compression volumes increased

by 19% and 17%, respectively, compared to the prior year quarter

· Net Income was $393 million, or $0.82 per

diluted share, a 242% per share increase compared to the prior year quarter

· Adjusted Net Income was $134 million, or $0.28

per diluted share, a 4% per share increase compared to the prior year quarter (non-GAAP measure)

· Adjusted EBITDA was $291 million, a 3% increase

compared to the prior year quarter (non-GAAP measure)

· Capital expenditures were $51 million, in

line with the prior year quarter

· Adjusted Free Cash Flow before dividends was

$555 million and Adjusted Free Cash Flow after dividends was $449 million, including a $377 million gain on litigation (non-GAAP measure)

· Leverage declined to 2.8x as of September 30,

2026 (non-GAAP measure)

Michael Kennedy, CEO and President of Antero Midstream

said, “Antero Midstream delivered another quarter of year-over-year throughput and earnings growth with flat capital investments.

On the operational front, we are currently servicing two drilled but uncompleted growth pads utilizing our legacy water system and remain

on track to complete our HG water system integration efforts by year-end. These growth pads and integration efforts are expected to drive

visible EBITDA growth in the fourth quarter of 2026 and 2027.”

Justin Agnew, CFO of Antero Midstream, said “We

continue to increase our assets while maintaining a strong balance sheet and returning capital to shareholders. This includes reducing

absolute debt by over $400 million during the quarter, calling our nearest maturity senior notes, and accelerating share repurchases once

our leverage target was achieved. Including the internally financed HG acquisition earlier this year, our leverage is flat and our share

count has declined by 4 million shares compared to this time last year.”

For a discussion of the non-GAAP financial measures, including Adjusted

EBITDA, Adjusted Net Income, Leverage, and Adjusted Free Cash Flow after dividends please see “Non-GAAP Financial Measures and Definitions.”

Share Repurchases

During the third quarter of 2026, Antero Midstream

repurchased 1.3 million shares for approximately $27 million. Antero Midstream had approximately $283 million of remaining capacity under

its share repurchase program as of September 30, 2026.

Strategic and Operating Updates

Antero Midstream commenced water operations to

support Antero Resources two drilled but uncompleted growth pads that will utilize the fresh water system in the fourth quarter of 2026.

These two pads are expected to drive additional throughput growth in 2027.

The Company expects to complete its water system

integration efforts by year-end that will connect the acquired water system to Antero Midstream’s legacy system with the capability

to service Antero’s entire footprint at high deliverability rates. Antero Midstream also expects to place in service 80 MMcf/d of

additional compression capacity in the liquids-rich corridor in the fourth quarter of 2026. Lastly, the Company continued initial construction

on East Side Express, the Company’s first regional connectivity expansion project.

Capital expenditures totaled $51 million during

the third quarter of 2026. The Company invested $37 million in gathering and compression and approximately $14 million in water infrastructure.

In the third quarter of 2026, Antero Midstream connected 22 wells to its gathering system and serviced 22 wells with its fresh water delivery

system. During the quarter there was approximately 10 Bcf of reduced throughput due to curtailments and Antero Midstream expects approximately

15 to 20 Bcf of curtailments in the fourth quarter of 2026.

2026 Guidance Update

Antero Midstream is updating its 2026 guidance

to reflect receipt of the Clearwater litigation proceeds. Based on the $377 million of litigation proceeds, net of the impact of interest

expense and current income tax expense, the Company is increasing 2026 Adjusted Free Cash Flow before and after dividends guidance by

$370 million. All other guidance ranges not referenced below remain unchanged.

The following is a summary of Antero Midstream’s

updated 2026 guidance ($ in millions, except per share amounts):

Twelve Months Ended

December 31, 2026

Change vs.

Prior

Guidance

Low

High

(At midpoint)

Net Income

$ 765

$ 815

$ 280

Interest Expense

200

220

(10 )

Current Income Tax Expense

10

20

15

Adjusted Free Cash Flow Before Dividends

1,125

1,185

370

Adjusted Free Cash Flow After Dividends

700

760

370

Third Quarter 2026 Financial Results

Gathering and compression volumes increased by

19% and 17%, respectively, compared to the prior year quarter. Fresh water delivery volumes averaged 89 MBbl/d during the quarter, a 3%

decrease compared to the third quarter of 2025. Processing volumes from the joint venture averaged 1.6 Bcf/d and joint venture fractionation

volumes averaged 40 MBbl/d. Processing and fractionation capacity were both 100% utilized during the quarter.

For the three months ended September 30,

2026, revenues were $327 million, comprised of $257 million from the Gathering and Processing segment and $70 million from the Water Handling

segment, net of $23 million of amortization of customer relationships. Water Handling revenues include $43 million from other water handling

and high rate water transfer services.

Direct operating expenses were $38 million for

the Gathering and Processing segment and $45 million for the Water Handling segment for a total of $83 million. Water Handling operating

expenses include $38 million from other water handling and high rate water transfer services. General and administrative expenses excluding

equity-based compensation were $10 million during the third quarter of 2026. Total operating expenses during the third quarter of 2026

included $11 million of equity-based compensation expense, $38 million of depreciation expense, $3 million impairment and a $377 million

gain on litigation.

Net Income was $393 million, or $0.82 per diluted

share. Net Income adjusted for amortization of customer relationships, impairment of property and equipment, loss on early extinguishment

of debt, loss on long-lived assets, gain on litigation, and transaction expense, net of tax effects of reconciling items, or Adjusted

Net Income, was $134 million. Adjusted Net Income was $0.28 per diluted share, a 4% per share increase compared to the prior year quarter.

The following table reconciles Net Income to Adjusted

Net Income (in thousands):

Three Months Ended

September 30,

2025

2026

Net Income

$ 115,984

392,657

Amortization of customer relationships

17,668

22,874

Impairment of property and equipment

167

2,921

Loss on early extinguishment of debt

1,313

1,613

Loss on long-lived assets

—

1,158

Gain on litigation

—

(376,963 )

Transaction expense

—

37

Tax effect of reconciling items(1)

(4,946 )

90,156

Adjusted Net Income

$ 130,186

134,453

(1) The statutory tax rate for each of the three months ended September 30, 2025, and 2026 was approximately 26%.

Adjusted EBITDA was $291 million, a 3% increase

compared to the prior year quarter. Interest expense was $51 million, an 8% increase compared to the prior year quarter. Capital expenditures

were $51 million during the third quarter of 2026, in line with the prior year quarter. Current income tax expense was $11 million as

a result of the $377 million gain on litigation. Adjusted Free Cash Flow before dividends was $555 million and Adjusted Free Cash Flow

after dividends was $449 million.

The following table reconciles Net Income to Adjusted EBITDA and Adjusted

Free Cash Flow before and after dividends (in thousands):

Three Months Ended

September 30,

2025

2026

Net Income

$ 115,984

392,657

Interest expense, net

47,196

50,746

Income tax expense

45,688

140,125

Depreciation expense

34,465

37,963

Amortization of customer relationships

17,668

22,874

Equity-based compensation

11,026

10,960

Equity in earnings of unconsolidated affiliates

(29,688 )

(27,950 )

Distributions from unconsolidated affiliates

37,365

34,655

Impairment of property and equipment

167

2,921

Loss on early extinguishment of debt

1,313

1,613

Loss on long-lived assets

—

1,158

Gain on litigation

—

(376,963 )

Transaction expense

—

37

Other operating expense, net(1)

49

45

Adjusted EBITDA

$ 281,233

290,841

Interest expense, net

(47,196 )

(50,746 )

Capital expenditures (accrual-based)

(51,336 )

(50,790 )

Current income tax expense

2,290

(11,250 )

Gain on litigation

—

376,963

Adjusted Free Cash Flow before dividends

$ 184,991

555,018

Dividends declared (accrual-based)

(107,187 )

(106,267 )

Adjusted Free Cash Flow after dividends

$ 77,804

448,751

(1) Other operating expense, net represents accretion of asset retirement obligations.

The following table reconciles net cash provided by operating activities

to Adjusted Free Cash Flow before and after dividends (in thousands):

Three Months Ended

September 30,

2025

2026

Net cash provided by operating activities

$ 212,836

600,298

Amortization of deferred financing costs

(1,317 )

(1,392 )

Settlement of asset retirement obligations

59

37

Transaction expense

—

37

Changes in working capital

24,749

6,828

Capital expenditures (accrual-based)

(51,336 )

(50,790 )

Adjusted Free Cash Flow before dividends

$ 184,991

555,018

Dividends declared (accrual-based)

(107,187 )

(106,267 )

Adjusted Free Cash Flow after dividends

$ 77,804

448,751

Conference Call

A conference call is scheduled for Thursday, October 29,

2026, at 10:00 am MT to discuss the financial and operational results. A brief Q&A session for security analysts will immediately

follow the discussion of the results. To participate in the call, dial in at 877-407-9126 (U.S.), or +1 201-493-6751 (International) and

reference “Antero Midstream.” A telephone replay of the call will be available until Thursday, November 5, 2026, at 10:00

am MT at 877-660-6853 (U.S.) or +1 201-612-7415 (International) using the conference ID: 13758949. To access the live webcast and view

the related earnings conference call presentation, visit Antero Midstream's website at www.anteromidstream.com. The webcast will be archived

for replay until Thursday, November 5, 2026, at 10:00 am MT.

Presentation

An updated presentation will be posted to the

Company's website before the conference call. The presentation can be found at www.anteromidstream.com on the homepage. Information on

the Company's website does not constitute a portion of, and is not incorporated by reference into this press release.

Non-GAAP Financial Measures and Definitions

Antero Midstream uses certain non-GAAP financial

measures. Antero Midstream defines Adjusted Net Income as Net Income adjusted for certain items. Antero Midstream uses Adjusted Net Income

to assess the operating performance of its assets. Antero Midstream defines Adjusted EBITDA as Net Income adjusted for certain items.

Antero Midstream uses Adjusted EBITDA to assess:

· the financial performance of Antero Midstream’s

assets, without regard to financing methods, capital structure or historical cost basis;

· its operating performance and return on capital

as compared to other publicly traded companies in the midstream energy sector, without regard to financing or capital structure; and

· the viability of acquisitions and other capital

expenditure projects.

Antero Midstream defines Adjusted Free Cash Flow

before dividends as Adjusted EBITDA less net interest expense, accrual-based capital expenditures, current income tax expense, and gain

on litigation. Capital expenditures include additions to gathering systems and facilities, additions to water handling systems, and investments

in unconsolidated affiliates. Capital expenditures exclude acquisitions and Adjusted Free Cash Flow excludes transaction expense related

to acquisitions. Adjusted Free Cash Flow after dividends is defined as Adjusted Free Cash Flow before dividends less accrual-based dividends

declared for the quarter. Antero Midstream uses Adjusted Free Cash Flow before and after dividends as a performance metric to compare

the cash generating performance of Antero Midstream from period to period.

Adjusted EBITDA, Adjusted Net Income, and Adjusted

Free Cash Flow before and after dividends are non-GAAP financial measures. The GAAP measure most directly comparable to these measures

is Net Income. Such non-GAAP financial measures should not be considered as alternatives to the GAAP measures of Net Income and cash flows

provided by (used in) operating activities. The presentations of such measures are not made in accordance with GAAP and have important

limitations as analytical tools because they include some, but not all, items that affect Net Income and cash flows provided by (used

in) operating activities. You should not consider any or all such measures in isolation or as a substitute for analyses of results as

reported under GAAP. Antero Midstream’s definitions of such measures may not be comparable to similarly titled measures of other

companies.

The following table reconciles cash paid for capital expenditures and

accrued capital expenditures during the period (in thousands):

Three Months Ended

September 30,

2025

2026

Capital expenditures (as reported on a cash basis)

$ 47,750

44,721

Change in accrued capital costs

3,586

6,069

Capital expenditures (accrual basis)

$ 51,336

50,790

Antero Midstream defines Net Debt as consolidated

total debt, excluding unamortized debt premiums and debt issuance costs, less cash, cash equivalents and restricted cash. Antero Midstream

views Net Debt as an important indicator in evaluating Antero Midstream’s financial leverage. Antero Midstream defines Leverage

as Net Debt divided by Adjusted EBITDA for the last twelve months. The GAAP measure most directly comparable to Net Debt is total debt,

excluding unamortized debt premiums and debt issuance costs.

The following table reconciles consolidated total

debt to Net Debt as used in this release (in thousands):

September 30,

2025

2026

Bank credit facility

$ 379,600

576,800

5.75% senior notes due 2028

650,000

—

5.375% senior notes due 2029

750,000

750,000

6.625% senior notes due 2032

600,000

600,000

5.75% senior notes due 2033

650,000

650,000

5.75% senior notes due 2034

—

600,000

Consolidated total debt

3,029,600

3,176,800

Less: Cash and cash equivalents

—

—

Consolidated net debt

$ 3,029,600

3,176,800

The following table reconciles Net Income to Adjusted EBITDA for the

last twelve months ended September 30, 2026 (in thousands):

Twelve Months Ended

September 30, 2026

Net Income

$ 676,367

Interest expense, net

207,291

Income tax expense

243,994

Depreciation expense

143,709

Amortization of customer relationships

84,554

Impairment of property and equipment

3,054

Equity-based compensation

43,490

Equity in earnings of unconsolidated affiliates

(115,202 )

Distributions from unconsolidated affiliates

140,830

Loss on early extinguishment of debt

1,613

Loss on long-lived assets

85,126

Gain on litigation

(376,963 )

Transaction expense

14,194

Other operating income, net (1)

582

Adjusted EBITDA

$ 1,152,639

(1) Other operating expense, net represents accretion of asset retirement obligations, loss on settlement of asset retirement obligations

and gain on asset sale.

Antero Midstream Corporation is a Delaware

corporation that owns, operates and develops midstream gathering, compression, processing and fractionation assets located in the Appalachian

Basin, as well as integrated water assets that primarily service Antero Resources Corporation’s (NYSE: AR) (“Antero Resources”)

properties.

This release includes "forward-looking

statements.” Words such as “may,” “assume,” “forecast,” “position,” “predict,”

“strategy,” “expect,” “intend,” “plan,” “estimate,” “anticipate,”

“believe,” “project,” “budget,” “potential,” or “continue,” “goal,”

or “target” and similar expressions are used to identify forward-looking statements, although not all forward-looking statements

contain such identifying words. Such forward-looking statements are subject to a number of risks and uncertainties, many of which are

not under Antero Midstream’s control. All statements, except for statements of historical fact, made in this release regarding activities,

events or developments Antero Midstream expects, believes or anticipates will or may occur in the future, such as statements regarding

our strategy, future operations, financial position, estimated revenues and losses, Antero Resources’ and Antero Midstream’s

respective ability to integrate acquired assets and achieve the intended operational, financial and strategic benefits from any such transactions,

projected costs, prospects, plans and objectives of management, Antero Midstream’s ability to complete the construction or purchase

new gathering and compression, processing, water handling or other assets on schedule, at the budgeted cost or at all, and the ability

of such assets to operate as designed or at expected levels, Antero Resources’ expected production and development plan, natural

gas, NGLs and oil prices, Antero Midstream’s ability to realize the anticipated benefits of its investments in unconsolidated affiliates,

Antero Midstream’s ability to execute its share repurchase and dividend program, Antero Midstream’s ability to execute its

business strategy, impacts of geopolitical events, including the conflicts in Ukraine, Venezuela and in the Middle East, and world health

events, information regarding long-term financial and operating outlooks for Antero Midstream and Antero Resources, information regarding

Antero Resources’ expected future growth and its ability to meet its drilling and development plan and the participation level of

Antero Resources’ drilling partner, the impact on demand for Antero Midstream’s services as a result of incremental production

by Antero Resources, the impact of recently enacted legislation, and expectations regarding the amount and timing of litigation awards

are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities

Exchange Act of 1934. These forward-looking statements are based on management’s current beliefs, based on currently available information,

as to the outcome and timing of future events. All forward-looking statements speak only as of the date of this release. Although Antero

Midstream believes that the plans, intentions and expectations reflected in or suggested by the forward-looking statements are reasonable,

there is no assurance that these plans, intentions or expectations will be achieved. Therefore, actual outcomes and results could materially

differ from what is expressed, implied or forecast in such statements. Except as required by law, Antero Midstream expressly disclaims

any obligation to and does not intend to publicly update or revise any forward-looking statements.

Antero Midstream cautions you that these forward-looking

statements are subject to all of the risks and uncertainties incidental to our business, most of which are difficult to predict and many

of which are beyond Antero Midstream’s control. These risks include, but are not limited to, commodity price volatility, inflation,

supply chain or other disruptions, environmental risks, Antero Resources’ drilling and completion and other operating risks, regulatory

changes or changes in law, the uncertainty inherent in projecting Antero Resources’ future rates of production, cash flows and access

to capital, the timing of development expenditures, impacts of world health events, cybersecurity risks, the state of markets for, and

availability of, verified quality carbon offsets and the other risks described under the heading "Risk Factors" in Antero Midstream's

Annual Report on Form 10-K for the year ended December 31, 2025 and the Quarterly Report on Form 10-Q for the quarter ended

September 30, 2026.

For more information, contact Daniel Katzenberg,

Vice President – Investor Relations, at (303) 357-7219 or dkatzenberg@anteroresources.com.

ANTERO MIDSTREAM CORPORATION

Condensed Consolidated Balance Sheets

(In thousands, except per share amounts)

(Unaudited)

December 31,

September 30,

2025

2026

Assets

Current assets:

Cash and cash equivalents

$ 180,435

—

Restricted cash

82,500

—

Accounts receivable–Antero Resources

106,771

124,123

Accounts receivable–third party

993

256

Income tax receivable

1,896

—

Current assets held for sale

4,600

—

Other current assets

2,669

2,615

Total current assets

379,864

126,994

Long-term assets:

Property and equipment, net

3,454,572

3,952,989

Investments in unconsolidated affiliates

585,778

567,510

Customer relationships

1,074,087

1,629,379

Operating leases right-of-use assets

—

50,520

Assets held for sale

379,036

—

Other assets, net

10,779

13,688

Total assets

$ 5,884,116

6,341,080

Liabilities and Stockholders' Equity

Current liabilities:

Accounts payable–Antero Resources

$ 5,366

5,504

Accounts payable–third party

10,368

8,868

Accrued liabilities

91,527

109,985

Short-term lease liabilities

—

15,151

Current liabilities held for sale

2,297

—

Other current liabilities

1,924

10,805

Total current liabilities

111,482

150,313

Long-term liabilities:

Long-term debt

3,222,530

3,153,695

Deferred income tax liability, net

562,996

770,475

Long-term lease liabilities

—

35,531

Liabilities held for sale

3,021

—

Other

12,046

16,210

Total liabilities

3,912,075

4,126,224

Stockholders' equity:

Preferred stock, $0.01 par value: 100,000 authorized as of December 31, 2025 and September 30, 2026

Series A non-voting perpetual preferred stock; 12 designated and 10 issued and outstanding as of December 31, 2025 and September 30, 2026

—

—

Common stock, $0.01 par value; 2,000,000 authorized; 474,060 and 473,417 issued and outstanding as of December 31, 2025 and September 30, 2026, respectively

4,741

4,734

Additional paid-in capital

1,952,524

1,839,765

Retained earnings

14,776

370,357

Total stockholders' equity

1,972,041

2,214,856

Total liabilities and stockholders' equity

$ 5,884,116

6,341,080

ANTERO MIDSTREAM CORPORATION

Condensed Consolidated Statements of Operations

and Comprehensive Income (Unaudited)

(In thousands, except per share amounts)

Three Months Ended September 30,

2025

2026

Revenue:

Gathering and compression–Antero Resources

$ 249,827

270,542

Water handling–Antero Resources

62,129

79,330

Water handling–third party

533

24

Amortization of customer relationships

(17,668 )

(22,874 )

Total revenue

294,821

327,022

Operating expenses:

Direct operating

57,886

83,249

General and administrative (including $11,026 and $10,960 of equity-based compensation in 2025 and 2026, respectively)

21,316

21,124

Facility idling

445

297

Depreciation

34,465

37,963

Impairment of property and equipment

167

2,921

Loss on long-lived assets

—

1,158

Gain on litigation

—

(376,963 )

Other operating expense, net

49

45

Total operating expenses

114,328

(230,206 )

Operating income

180,493

557,228

Other income (expense):

Interest expense, net

(47,196 )

(50,746 )

Equity in earnings of unconsolidated affiliates

29,688

27,950

Loss on early extinguishment of debt

(1,313 )

(1,613 )

Transaction expense

—

(37 )

Total other expense

(18,821 )

(24,446 )

Income before income taxes

161,672

532,782

Income tax expense

(45,688 )

(140,125 )

Net income and comprehensive income

$ 115,984

392,657

Net income per common share–basic

$ 0.24

0.83

Net income per common share–diluted

$ 0.24

0.82

Weighted average common shares outstanding:

Basic

478,020

474,315

Diluted

481,814

477,087

ANTERO MIDSTREAM CORPORATION

Selected Operating Data (Unaudited)

Three Months Ended September 30,

Amount of

Increase

Percentage

2025

2026

or Decrease

Change

Operating Data:

Gathering (MMcf)

315,719

374,207

58,488

19 %

Compression (MMcf)

314,729

367,246

52,517

17 %

Centralized compression (MMcf)

314,729

294,382

(20,347 )

(6 )%

Well pad compression (MMcf)

—

72,864

72,864

100 %

High pressure gathering (MMcf)

291,637

268,316

(23,321 )

(8 )%

Fresh water delivery (MBbl) (1)

8,472

8,204

(268 )

(3 )%

Other water handling (MBbl) (2)

4,966

11,320

6,354

128 %

Wells serviced by fresh water delivery (1)

17

16

(1 )

(6 )%

Gathering (MMcf/d)

3,432

4,067

635

19 %

Compression (MMcf/d)

3,421

3,992

571

17 %

Centralized compression (MMcf/d)

3,421

3,200

(221 )

(6 )%

Well pad compression (MMcf/d)

—

792

792

100 %

High pressure gathering (MMcf/d)

3,170

2,916

(254 )

(8 )%

Fresh water delivery (MBbl/d) (1)

92

89

(3 )

(3 )%

Other water handling (MBbl/d) (2)

54

123

69

128 %

Average Realized Fees (3):

Gathering ($/Mcf)

$ 0.36

0.37

0.01

3 %

Centralized compression ($/Mcf)

$ 0.22

0.22

—

*

High pressure gathering ($/Mcf)

$ 0.23

0.23

—

*

Fresh water delivery ($/Bbl) (1)

$ 4.37

4.43

0.06

1 %

Joint Venture Operating Data:

Processing (MMcf)

157,696

147,850

(9,846 )

(6 )%

Fractionation (MBbl)

3,680

3,680

—

*

Processing (MMcf/d)

1,714

1,607

(107 )

(6 )%

Fractionation (MBbl/d)

40

40

—

*

*Not meaningful or applicable.

(1) Fresh water delivery includes fresh water charged at a fixed fee under our water services agreement with Antero Resources.

(2) Other water handling includes fresh water charged at cost plus 3% for services provided to Antero Resources on its acreage acquired

from HG Production and our other fluid handling services charged at cost plus 3% or cost of service.

(3) The average realized fees for the three months ended September 30, 2026, include annual CPI-based adjustments of approximately

1.5%.

ANTERO MIDSTREAM CORPORATION

Condensed Consolidated Results of Segment Operations

(Unaudited)

(In thousands)

Three Months Ended September 30, 2026

Gathering and

Water

Consolidated

(in thousands)

Processing

Handling

Unallocated (1)

Total

Revenues:

Revenue–Antero Resources

$ 270,542

79,330

—

349,872

Revenue–third-party

—

24

—

24

Amortization of customer relationships

(13,846 )

(9,028 )

—

(22,874 )

Total revenues

256,696

70,326

—

327,022

Operating expenses:

Direct operating

38,553

44,696

—

83,249

General and administrative (excluding equity-based compensation)

6,975

2,210

979

10,164

Equity-based compensation

8,256

2,334

370

10,960

Facility idling

—

297

—

297

Depreciation

18,993

18,970

—

37,963

Impairment of property and equipment

2,115

806

—

2,921

Loss on long-lived assets

1,118

40

—

1,158

Gain on litigation

—

(376,963 )

—

(376,963 )

Other operating expense, net

—

45

—

45

Total operating expenses

76,010

(307,565 )

1,349

(230,206 )

Operating income

180,686

377,891

(1,349 )

557,228

Other income (expense):

Interest expense, net

—

—

(50,746 )

(50,746 )

Equity in earnings of unconsolidated affiliates

27,950

—

—

27,950

Loss on early extinguishment of debt

—

—

(1,613 )

(1,613 )

Transaction expense

—

—

(37 )

(37 )

Total other income (expense)

27,950

—

(52,396 )

(24,446 )

Income before income taxes

208,636

377,891

(53,745 )

532,782

Income tax expense

—

—

(140,125 )

(140,125 )

Net income and comprehensive income

$ 208,636

377,891

(193,870 )

392,657

(1) Corporate expenses that are not directly attributable to either the gathering and processing or water handling segments.

ANTERO MIDSTREAM CORPORATION

Condensed Consolidated Statements of Cash Flows

(Unaudited)

(In thousands)

Nine Months Ended September 30,

2025

2026

Cash flows provided by (used in) operating activities:

Net income

$ 361,234

624,438

Adjustments to reconcile net income to net cash provided by operating activities:

Depreciation

100,577

109,976

Impairment of property and equipment

984

3,054

Deferred income tax expense

124,471

207,480

Equity-based compensation

34,835

32,367

Equity in earnings of unconsolidated affiliates

(87,724 )

(86,487 )

Distributions from unconsolidated affiliates

106,095

105,655

Amortization of customer relationships

53,004

66,886

Amortization of deferred financing costs

3,938

4,443

Settlement of asset retirement obligations

(317 )

(111 )

Loss on early extinguishment of debt

1,313

1,613

Gain on long-lived assets

—

(1,500 )

Other operating activities

143

533

Changes in assets and liabilities:

Accounts receivable–Antero Resources

6,619

3,330

Accounts receivable–third party

373

1,083

Income tax receivable

(1,896 )

1,896

Other current assets

(360 )

110

Accounts payable–Antero Resources

(1 )

250

Accounts payable–third party

1,081

(592 )

Income taxes payable

594

9,354

Accrued liabilities

(28,002 )

9,393

Net cash provided by operating activities

676,961

1,093,171

Cash flows provided by (used in) investing activities:

Additions to gathering systems, facilities and other

(67,960 )

(86,692 )

Additions to water handling systems

(45,477 )

(48,678 )

Additional investments in unconsolidated affiliate

(6,653 )

(900 )

Acquisition of HG Midstream

—

(1,103,032 )

Proceeds from asset sales

6

377,433

Other investing activities

844

(4,792 )

Net cash used in investing activities

(119,240 )

(866,661 )

Cash flows provided by (used in) financing activities:

Dividends to common stockholders

(331,820 )

(327,547 )

Dividends to preferred stockholders

(413 )

(413 )

Repurchases of common stock

(86,669 )

(53,552 )

Issuance and borrowings of long-term debt

2,039,500

2,410,000

Repayments of long-term debt

(2,144,200 )

(2,483,200 )

Payments of deferred financing costs

(7,030 )

(1,784 )

Employee tax withholding for settlement of equity-based compensation awards

(27,089 )

(32,590 )

Payments on capital lease obligations

—

(359 )

Net cash used in financing activities

(557,721 )

(489,445 )

Net decrease in cash, cash equivalents and restricted cash

—

(262,935 )

Cash, cash equivalents and restricted cash, beginning of period

—

262,935

Cash, cash equivalents and restricted cash, end of period

$ —

—

Supplemental disclosure of cash flow information:

Cash paid during the period for interest

$ 160,951

158,847

Income taxes paid during the period

2,600

—

Increase in accrued capital expenditures and accounts payable

for property and equipment

13,381

3,150

Right-of-use assets obtained in exchange for new operating lease obligations

351

59,055

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