Form 8-K

8-K — Crescent Energy Co

Accession: 0001866175-26-000112

Filed: 2026-08-03

Period: 2026-08-03

CIK: 0001866175

SIC: 1311 (CRUDE PETROLEUM & NATURAL GAS)

Item: Results of Operations and Financial Condition

Item: Regulation FD Disclosure

Item: Financial Statements and Exhibits

Documents

8-K — crgy-20260803.htm (Primary)

EX-99.1 (exhibit991q22026earningsre.htm)

GRAPHIC (image_0.jpg)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K

8-K (Primary)

Filename: crgy-20260803.htm · Sequence: 1

crgy-20260803

0001866175FALSE00018661752026-08-032026-08-03

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): August 3, 2026

Crescent Energy Company

(Exact Name of Registrant As Specified in Its Charter)

Delaware

001-41132

87-1133610

(State or Other Jurisdiction

of Incorporation)

(Commission

File Number)

(I.R.S. Employer

Identification No.)

600 Travis Street, Suite 7200

Houston, Texas

77002

(Address of Principal Executive Offices)

(Zip Code)

(713) 332-7001

Registrant’s Telephone Number, Including Area Code

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 communication pursuant to Rule 425 under the Securities Act of 1933 (17 CFR 230.425)

☐

Soliciting material pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 (17 CFR 240.14a-12)

☐

Pre-commencement communication pursuant to Rule 14d-2(b) under the Securities Exchange Act of 1934 (17 CFR 240.14d-2(b))

☐

Pre-commencement communication pursuant to Rule 13e-4(c) under the Securities Exchange Act of 1934 (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934:

Title of Each Class

Trading Symbol(s)

Name of Each Exchange on Which Registered

Class A Common Stock, par value $0.0001 per share

CRGY

The 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 Securities Exchange Act of 1934. ☐

Item 2.02.

Results of Operations and Financial Condition.

Earnings Release

On August 3, 2026, Crescent Energy Company (the “Company”) announced its financial and operating results for the quarter ended June 30, 2026. A copy of the Company’s press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference.

The information contained in this Item 2.02, including the exhibit, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and is not incorporated by reference into any filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act.

Item 7.01. Regulation FD Disclosure.

The information contained in Item 2.02 of this Current Report on Form 8-K is incorporated into this Item 7.01 by reference.

The information contained in this Item 7.01, including the exhibit, shall not be deemed to be “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that section, and is not incorporated by reference into any filing under the Securities Act or the Exchange Act.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit

Description

99.1

Press release of Crescent Energy Company dated as of August 3, 2026.

104

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

SIGNATURE

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.

Date: August 3, 2026

CRESCENT ENERGY COMPANY

By: /s/ Bo Shi

Name: Bo Shi

Title: General Counsel

EX-99.1

Filename: exhibit991q22026earningsre.htm · Sequence: 2

Document

Exhibit 99.1

Crescent Energy Reports Second Quarter 2026 Results

Houston, August 3, 2026 – Crescent Energy Company (NYSE: CRGY) ("Crescent" or the "Company"), today announced financial and operating results for the second quarter of 2026. A supplemental slide deck can be found at www.crescentenergyco.com. The Company plans to host a conference call and webcast at 10 a.m. CT on Tuesday, August 4, 2026. Details can be found in this release.

Second Quarter 2026 Highlights

–Delivered strong financial and operating performance, exceeding expectations across all key metrics

–Generated record Operating Cash Flow of $707 million and record Levered Free Cash Flow(1) of $418 million, supporting deleveraging and shareholder returns

–Produced 335 MBoe/d, including 140 MBo/d of oil, driven by consistent execution across the portfolio

–Achieved operating expense of $13.38/Boe and adjusted operating expense, excluding production and other taxes(1) of $10.95/Boe, approximately 9% below the prior 2026 guidance midpoint

–Enhanced 2026 guidance with higher total and oil production and lower operating costs, reflecting strong first-half performance and confidence in repeatable delivery

–Increased the Permian synergy target to approximately $250 million to $300 million, roughly three times the original target, with approximately $190 million captured to date

–Improved capital efficiency and returns through lower development costs across the Eagle Ford, Permian and Uinta

–Strengthened the balance sheet through debt repayment, including the redemption of the remaining $259 million of senior notes due 2029, while maintaining approximately $2.0 billion of pro forma liquidity and no near-term maturities

–Declared a fixed quarterly dividend of $0.12 per share

“Across the portfolio, consistent execution is translating into higher production, structurally lower costs and stronger free cash flow,” said Crescent CEO David Rockecharlie. “That operating momentum supports an enhanced outlook, both in 2026 and beyond, and gives us a greater opportunity to create value through free cash flow and disciplined capital allocation.”

Second Quarter 2026 Financial and Operating Results

Second quarter production averaged 335 MBoe/d (approximately 42% oil and 64% liquids), with 140 MBo/d of oil production. The Company drilled 43 gross operated wells (26 in the Eagle Ford, 9 in the Permian and 8 in the Uinta), brought online 32 gross operated wells (16 in the Eagle Ford, 12 in the Permian and 4 in the Uinta) and incurred capital expenditures (excluding acquisitions) of $284 million during the second quarter.

Crescent reported $494 million of net income and $263 million of Adjusted Net Income(1) in the second quarter. The Company generated record Adjusted EBITDAX(1) of $798 million, record Operating Cash Flow of $707 million and record Levered Free Cash Flow(1) of $418 million for the period, supported by disciplined capital investment and strong operational execution.

Enhanced 2026 Outlook

Relative to its original 2026 outlook issued in February, the Company increased its total and oil production guidance following stronger-than-expected first-half performance and continued operational execution across the portfolio, while maintaining its development capital outlook. The Company also reduced its adjusted operating expense and production tax guidance to reflect continued efficiency gains and lower costs. The combination of higher expected production and lower operating costs is expected to support incremental free cash flow generation in 2026.

Prior 2026 Outlook Current 2026 Outlook Change in Midpoint

Total Production (MBoe/d)

Oil Production (% of Total)

320 - 335

40% - 42%

327 - 335

40% - 42%

+1%

Adj. Opex(1)(2)

($/Boe)

$11.50 - $12.50 $11.00 - $12.00 (4%)

Production Taxes

(% of Commodity Revenue)

6.0% - 7.0% 5.0% - 6.0% (15%)

Development Capital

($ MM)

$1,325 - $1,425 $1,325 - $1,425 0%

Note: All amounts are approximations based on currently available information and estimates and are subject to change based on events and circumstances after the date hereof. Please see "Cautionary Statement Regarding Forward-Looking Statements."

Permian Optimization

Crescent continued to advance the optimization of the Permian assets during the second quarter. Based on accelerated synergy capture and continued operating improvements, the Company increased its synergy target to approximately $250 million to $300 million, roughly three times its original target, with approximately $190 million captured to date.

Balance Sheet

In July 2026, Crescent redeemed the remaining $259 million of 7.75% senior notes due 2029 at par, reducing cash interest expense and eliminating the Company's nearest maturity. As of June 30, 2026, the Company had approximately $2.2 billion of liquidity and expects to maintain approximately $2.0 billion of liquidity following the redemption.

Shareholder Return

Crescent's long-standing "all-of-the-above" return of capital framework includes a fixed quarterly dividend and an opportunistic share repurchase program. For the second quarter of 2026, the Company's Board of Directors (the "Board") approved a cash dividend of $0.12 per share. The second quarter dividend is payable on August 31, 2026, to shareholders of record as of the close of business on August 17, 2026. Any payment of future dividends is subject to Board approval and other factors.

As of June 30, 2026, our share repurchase program (the "Share Repurchase Program") has approximately $336 million of availability remaining. Repurchases of shares of the Company's common stock under the Share Repurchase Program may be made by the Company from time to time in the open market, in a privately negotiated transaction, through purchases made in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934, as amended, or by such other means as will comply with applicable state and federal securities laws. The timing of any such repurchases will depend on market conditions, contractual limitations

and other considerations. The program may be extended, modified, suspended or discontinued at any time, and does not obligate the Company to repurchase any dollar amount or number of shares.

Conference Call Information

Crescent plans to host a conference call to discuss its second quarter of 2026 financial and operating results at 10 a.m. CT on Tuesday, August 4, 2026. Complete details are below. A webcast replay will be available on the website following the call.

Date: Tuesday, August 4, 2026

Time: 10 a.m. CT (11 a.m. ET)

Conference Dial-In: 833-461-5787 / 585-542-9983 (Domestic / International)

Meeting ID: 743 057 197

Webcast Link: www.crescentenergyco.com

About Crescent Energy Company

Crescent is a differentiated energy company committed to delivering value through a disciplined, returns-driven growth through acquisition strategy and consistent return of capital. Our long-life, balanced portfolio combines significant cash flow from stable production with deep, high-quality development inventory. Our activities are focused in the Eagle Ford, Permian and Uinta Basins, and we own minerals and royalty interests across premier U.S. oil and natural gas basins, primarily operated by large, well-capitalized companies, with a core focus in the Eagle Ford. For additional information, please visit www.crescentenergyco.com.

Cautionary Statement Regarding Forward-Looking Statements

The foregoing contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements, other than statements of historical fact, included in this communication that address activities, events or developments that Crescent expects, believes or anticipates will or may occur in the future are forward-looking statements. Words such as “estimate,” “project,” “predict,” “believe,” “expect,” “anticipate,” “potential,” “create,” “intend,” “could,” “may,” “foresee,” “plan,” “will,” “guidance,” “look,” “outlook,” “goal,” “future,” “assume,” “forecast,” “build,” “focus,” “work,” “continue” or the negative of such terms or other variations thereof and words and terms of similar substance used in connection with any discussion of future plans, actions, or events identify forward-looking statements. However, the absence of these words does not mean that the statements are not forward-looking. These forward-looking statements include, but are not limited to, statements regarding our ability to integrate operations or realize any anticipated operational or corporate synergies and other benefits of our acquisitions, including the acquisition of Vital Energy, Inc. (the “Permian Acquisition”); the risk that the Permian Acquisition may not be accretive, and may be dilutive, to Crescent’s earnings per share, which may negatively affect the market price of Crescent common stock; our ability to identify and select opportunities for additional acquisitions, dispositions and other strategic transactions; federal and state regulations and laws, including the One Big Beautiful Bill Act (the “OBBBA”), the Inflation Reduction Act of 2022 (“IRA 2022”) and any impact thereon by the OBBBA, IRA 2022, taxes, tariffs and international trade, safety and the protection of the environment; general economic conditions, including the impact of inflation, elevated interest rates and associated changes in monetary policy; the impact of central bank policy actions, including any changes in its policy priorities, and disruptions in the banking industry and capital markets; political and economic conditions and events in the U.S. and in foreign oil, natural gas and

natural gas liquids (“NGL”) producing countries, including embargoes, political and regulatory changes implemented by the Trump Administration, continued hostilities in the Middle East, including the Israel-Hamas conflict and the conflict with Iran, and other sustained military campaigns, the armed conflict in Ukraine and associated economic sanctions on Russia, conditions and developments in South America and in China and acts of terrorism or sabotage; our ability to predict and manage the effects of actions of Organization of Petroleum Exporting Countries and its allies and agreements to set and maintain production levels, including compliance with, changes to or departures from such arrangements, the effects of which may be exacerbated by the continued hostilities in the Middle East, including with Iran, and developments in Venezuela and other major oil-producing countries; and the severity and duration of public health crises and any resultant impact on governmental actions, commodity prices, supply and demand considerations, and storage capacity. Consequently, actual future results could differ materially from expectations. The Company assumes no duty to update or revise its respective forward-looking statements based on new information, future events or otherwise.

Financial Presentation

We have evaluated how we are organized and managed and have identified one reportable segment, which is our interests related to the exploration and production of crude oil, natural gas and NGLs from operated and non-operated wells. We consider our gathering, processing and marketing functions as ancillary to our oil and gas producing activities. Substantially all of our operations and assets are located onshore in the United States, and substantially all of our revenues are attributable to United States customers. We present certain operational results for Crescent Royalty Finance LLC ("CRF") separately from the Crescent Energy Finance LLC ("CEF") operational results because we believe that it permits investors to better understand the performance of this aspect of our business.

Crescent Operational Summary

For the three months ended

June 30, 2026 June 30, 2025 March 31, 2026

Total Consolidated

Average daily net sales volumes:

Oil (MBbls/d) 140 108 140

Natural gas (MMcf/d) 715 644 743

NGLs (MBbls/d) 76 48 77

Total (MBoe/d) 335 263 341

Average realized prices, before effects of derivative settlements:

Oil ($/Bbl) $ 96.61 $ 61.47 $ 71.00

Natural gas ($/Mcf) 0.52 2.71 2.37

NGLs ($/Bbl) 18.67 22.59 18.05

Total ($/Boe) 45.63 35.96 38.39

Average realized prices, after effects of derivative settlements:

Oil ($/Bbl) $ 73.33 $ 64.27 $ 63.75

Natural gas ($/Mcf) 1.74 2.60 2.23

NGLs ($/Bbl) 18.67 22.48 18.05

Total ($/Boe)(3)

38.52 36.79 34.93

Expense (per Boe)

Operating expense $ 13.38 $ 16.31 $ 14.00

Depreciation, depletion and amortization 11.75 12.42 11.55

General and administrative expense 2.02 5.21 2.05

Non-GAAP and other expense (per Boe)

Adjusted operating expense, excluding production and other taxes(1)(2)

$ 10.95 $ 12.40 $ 11.98

Production and other taxes 2.27 2.30 1.82

Adjusted Recurring Cash G&A(1)

1.26 1.22 1.04

For the three months ended

June 30, 2026 June 30, 2025 March 31, 2026

Working interest

Average daily net sales volumes:

Oil (MBbls/d) 133 106 136

Natural gas (MMcf/d) 685 626 712

NGLs (MBbls/d) 74 46 75

Total (MBoe/d) 322 257 330

Average realized prices, before effects of derivative settlements:

Oil ($/Bbl) $ 96.78 $ 61.37 $ 70.91

Natural gas ($/Mcf) 0.46 2.71 2.26

NGLs ($/Bbl) 18.41 22.57 17.93

Total ($/Boe) 45.38 35.98 38.18

Average realized prices, after effects of derivative settlements:

Oil ($/Bbl) $ 73.14 $ 64.22 $ 63.72

Natural gas ($/Mcf) 1.69 2.59 2.14

NGLs ($/Bbl) 18.41 22.46 17.92

Total ($/Boe) 38.20 36.84 34.95

Expense (per Boe)

Operating expense $ 13.76 $ 16.58 $ 14.32

For the three months ended

June 30, 2026 June 30, 2025 March 31, 2026

Minerals and royalties

Average daily net sales volumes:

Oil (MBbls/d) 6 2 4

Natural gas (MMcf/d) 30 17 30

NGLs (MBbls/d) 2 1 2

Total (MBoe/d) 13 6 11

Average realized prices, before effects of derivative settlements:

Oil ($/Bbl) $ 92.88 $ 66.51 $ 74.10

Natural gas ($/Mcf) 1.92 2.72 4.89

NGLs ($/Bbl) 27.13 23.25 22.95

Total ($/Boe) 51.45 34.95 44.57

Average realized prices, after effects of derivative settlements:

Oil ($/Bbl) $ 77.45 $ 66.51 $ 65.02

Natural gas ($/Mcf) 2.80 2.72 4.40

NGLs ($/Bbl) 27.06 23.25 22.95

Total ($/Boe) 46.31 34.95 39.90

Expense (per Boe)

Operating expense

$ 4.26 $ 5.40 $ 4.23

Crescent Condensed Consolidated Statements of Operations

(Unaudited)

Three Months Ended June 30, Six Months Ended June 30,

(in thousands, except per share data) 2026 2025 2026 2025

Revenues:

Oil $ 1,226,826 $ 602,488 $ 2,120,146 $ 1,222,147

Natural gas 33,776 159,001 192,141 346,441

Natural gas liquids 129,371 98,142 254,478 205,717

Midstream and other 4,981 38,352 11,019 73,851

Total revenues 1,394,954 897,983 2,577,784 1,848,156

Expenses:

Lease and asset operating expense 207,122 180,465 441,278 372,469

Workover expense 32,905 19,360 63,245 35,381

Gathering, processing and transportation 94,479 106,074 196,554 211,362

Production and other taxes 69,008 55,105 124,707 115,487

Depreciation, depletion and amortization 358,004 297,056 712,129 579,629

Impairment of oil and natural gas properties — 2,985 — 48,632

Exploration expense 366 5,574 6,885 5,880

Midstream and other operating expense 4,158 29,027 10,904 58,843

General and administrative expense 61,494 124,612 124,294 181,382

(Gain) loss on sale of assets (13,568) (1,910) (10,690) (12,772)

Total expenses 813,968 818,348 1,669,306 1,596,293

Income (loss) from operations 580,986 79,635 908,478 251,863

Other income (expense):

Gain (loss) on derivatives 181,883 198,585 (524,708) 107,557

Interest expense (99,823) (75,219) (204,397) (148,400)

Loss from extinguishment of debt — — (17,397) —

Other income (expense) 471 115 144 231

Income (loss) from equity affiliates 107 439 56 831

Total other income (expense) 82,638 123,920 (746,302) (39,781)

Income (loss) before taxes 663,624 203,555 162,176 212,082

Income tax benefit (expense) (169,920) (41,057) (87,648) (43,670)

Net income (loss) 493,704 162,498 74,528 168,412

Less: net (income) loss attributable to noncontrolling interests (939) (1,299) (1,610) (3,288)

Less: net (income) loss attributable to redeemable noncontrolling interests — (7,978) — (14,050)

Net income (loss) attributable to Crescent $ 492,765 $ 153,221 $ 72,918 $ 151,074

Net income (loss) per share:

Class A common stock – basic $ 1.49 $ 0.61 $ 0.22 $ 0.68

Class A common stock – diluted $ 1.30 $ 0.60 $ 0.21 $ 0.67

Class B common stock – basic and diluted $ — $ — $ — $ —

Weighted average shares outstanding:

Class A common stock – basic 330,283 253,174 329,283 222,405

Class A common stock – diluted 381,751 255,447 366,832 225,285

Class B common stock – basic and diluted — 2,077 — 33,494

Crescent Condensed Consolidated Balance Sheets

(Unaudited)

June 30, 2026 December 31, 2025

(in thousands, except share data)

ASSETS

Current assets:

Cash and cash equivalents $ 264,882 $ 10,157

Restricted cash 5,467 725,702

Accounts receivable, net 664,936 738,333

Accounts receivable – affiliates 3,899 4,501

Derivative assets – current 53,759 322,784

Prepaid expenses 49,642 46,309

Other current assets 60,027 13,271

Total current assets 1,102,612 1,861,057

Property, plant and equipment:

Oil and natural gas properties at cost, successful efforts method

Proved 14,132,507 13,264,097

Unproved 567,174 413,444

Oil and natural gas properties at cost, successful efforts method 14,699,681 13,677,541

Field and other property and equipment, at cost 177,134 157,031

Total property, plant and equipment 14,876,815 13,834,572

Less: accumulated depreciation, depletion, amortization and impairment (4,245,505) (3,558,601)

Property, plant and equipment, net 10,631,310 10,275,971

Derivative assets – noncurrent 22,024 2,829

Investments in equity affiliates 9,149 8,146

Deferred tax asset 73,086 143,706

Other assets 170,195 151,498

TOTAL ASSETS $ 12,008,376 $ 12,443,207

Crescent Condensed Consolidated Balance Sheets

(Unaudited)

June 30, 2026 December 31, 2025

(in thousands, except share data)

LIABILITIES AND EQUITY

Current liabilities:

Accounts payable and accrued liabilities $ 977,199 $ 1,121,678

Accounts payable – affiliates 20,814 46,279

Derivative liabilities – current 28,345 —

Financing lease obligations – current 4,225 4,860

Other current liabilities 136,752 86,603

Total current liabilities 1,167,335 1,259,420

Long-term debt 5,166,022 5,524,128

Derivative liabilities – noncurrent 9,854 13,421

Asset retirement obligations 379,933 383,057

Deferred tax liability 15,127 11,671

Financing lease obligations – noncurrent 1,435 3,228

Other liabilities 109,081 82,847

Total liabilities 6,848,787 7,277,772

Commitments and contingencies

Equity:

Class A common stock, $0.0001 par value; 1,000,000,000 shares authorized, 337,536,206 and 334,979,293 shares issued, 330,345,624 and 327,900,272 shares outstanding as of June 30, 2026 and December 31, 2025, respectively.

33 33

Class B common stock, $0.0001 par value; 500,000,000 shares authorized as of June 30, 2026 and December 31, 2025. — —

Preferred stock, $0.0001 par value; 500,000,000 shares authorized and 1,000 Series I preferred shares issued and outstanding as of June 30, 2026 and December 31, 2025. — —

Treasury stock, at cost; 7,190,582 and 7,079,021 shares of Class A common stock as of June 30, 2026 and December 31, 2025, respectively. (72,441) (71,054)

Additional paid-in capital 5,191,073 5,228,928

Retained earnings (accumulated deficit) 33,287 —

Noncontrolling interests 7,637 7,528

Total equity 5,159,589 5,165,435

TOTAL LIABILITIES AND EQUITY $ 12,008,376 $ 12,443,207

Crescent Condensed Consolidated Statements of Cash Flows

(Unaudited)

Six Months Ended June 30,

2026 2025

Cash flows from operating activities:

Net income (loss) $ 74,528 $ 168,412

Adjustments to reconcile net income (loss) to net cash provided by operating activities

Depreciation, depletion and amortization 712,129 579,629

Impairment expense — 48,632

Deferred tax expense (benefit) 86,469 26,184

(Gain) loss on derivatives 524,708 (107,557)

Net cash (paid) received on settlement of derivatives (343,169) 9,195

Non-cash equity-based compensation expense 44,709 119,493

Amortization of debt issuance costs, premium and discount 8,233 7,541

Loss from debt extinguishment 17,397 —

(Gain) loss on sale of oil and natural gas properties (10,690) (12,772)

Settlement of acquired derivative contracts 122,632 34,895

Other (13,410) (15,814)

Changes in operating assets and liabilities

(107,557) (21,758)

Net cash provided by operating activities 1,115,979 836,080

Cash flows from investing activities:

Development of oil and natural gas properties (651,334) (476,052)

Acquisitions of oil and natural gas properties, net of cash acquired (354,423) (884,366)

Proceeds from the sale of oil and natural gas properties 12,756 91,372

Purchases of restricted investment securities – HTM (14,543) (8,969)

Maturities of restricted investment securities – HTM 14,577 8,904

Other (10,683) —

Net cash used in investing activities (1,003,650) (1,269,111)

Cash flows from financing activities:

Proceeds from the issuance of Senior Notes, after premium, discount and underwriting fees 671,025 —

2031 Convertible Notes capped call

(56,649) —

Repurchase of Senior Notes, including extinguishment costs (551,258) —

Revolving Credit Facility borrowings 2,255,500 1,783,000

Revolving Credit Facility repayments (3,028,148) (1,459,500)

CRF Credit Facility borrowings

230,000 —

Proceeds from issuance of CRF Term Loan

135,000 —

Repayments of CRF Term Loan

(89,500) —

Payment of debt issuance costs (9,682) (1,777)

Settlement of Ridgemar contingent earn-out consideration

(18,718) —

Dividends

(78,979) (54,011)

Distributions to redeemable noncontrolling interests

— (16,587)

Repurchase of noncontrolling interest (32,196) —

Noncontrolling interest distributions (1,501) (2,062)

Cash paid for treasury stock acquired for equity-based compensation tax withholding (1,386) —

Repurchases of Class A common stock — (33,828)

Other — (1,855)

Net cash provided by (used in) financing activities (576,492) 213,380

Net change in cash, cash equivalents and restricted cash (464,163) (219,651)

Cash, cash equivalents and restricted cash, beginning of period 753,310 240,908

Cash, cash equivalents and restricted cash, end of period $ 289,147 $ 21,257

Reconciliation of Non-GAAP Measures

This release includes financial measures that have not been calculated in accordance with U.S. generally accepted accounting principles ("GAAP"). These non-GAAP measures include Adjusted EBITDAX, Levered Free Cash Flow, Adjusted Net Income, Adjusted Recurring Cash G&A and Net Leverage. These supplemental non-GAAP performance measures are used by Crescent's management and external users of its financial statements, such as industry analysts, investors, lenders and rating agencies. These non-GAAP measures should be read in conjunction with the information contained in Crescent's audited combined and consolidated financial statements prepared in accordance with GAAP.

Adjusted EBITDAX and Levered Free Cash Flow

We define Adjusted EBITDAX as net income (loss) before interest expense, loss from extinguishment of debt, income tax expense (benefit), depreciation, depletion and amortization, exploration expense, non-cash gain (loss) on derivatives, impairment expense, equity-based compensation, (gain) loss on sale of assets, other (income) expense and transaction and nonrecurring expenses. Additionally, we further subtract certain redeemable noncontrolling interest distributions made by OpCo and settlement of acquired derivative contracts. We included certain redeemable noncontrolling interest distributions made by OpCo to reflect Manager Compensation as if 100% of OpCo were owned and managed by the Company, to reflect consistent earnings and liquidity measures not impacted by the amount of OpCo's ownership under management. After giving effect to the Corporate Simplification, the Company owns 100% of outstanding OpCo Units and no longer makes distributions to the holders of redeemable noncontrolling interests in OpCo.

Adjusted EBITDAX is not a measure of performance as determined by GAAP. We believe Adjusted EBITDAX is a useful performance measure because it allows for an effective evaluation of our operating performance when compared against our peers, without regard to our financing methods, corporate form or capital structure. We exclude the items listed above from net income (loss) in arriving at Adjusted EBITDAX because these amounts can vary substantially within our industry depending upon accounting methods and book values of assets, capital structures and the method by which the assets were acquired. Adjusted EBITDAX should not be considered as an alternative to, or more meaningful than, net income (loss) as determined in accordance with GAAP, of which such measure is the most comparable GAAP measure. Certain items excluded from Adjusted EBITDAX are significant components in understanding and assessing a company’s financial performance, such as a company’s cost of capital and tax burden, as well as the historic costs of depreciable assets, none of which are reflected in Adjusted EBITDAX. Our presentation of Adjusted EBITDAX should not be construed as an inference that our results will be unaffected by unusual or nonrecurring items. Our computations of Adjusted EBITDAX may not be identical to other similarly titled measures of other companies. In addition, our revolving credit facility (the "Revolving Credit Facility") and our outstanding senior notes (collectively, the "Senior Notes") include a calculation of Adjusted EBITDAX for purposes of covenant compliance.

We define Levered Free Cash Flow as Adjusted EBITDAX less interest expense, excluding non-cash amortization of deferred financing costs, discounts and premiums, loss from extinguishment of debt, excluding non-cash write-off of deferred financing costs, discounts and premiums, current income tax benefit (expense), tax-related redeemable noncontrolling interest distributions made by OpCo and development of oil and natural gas properties. Levered Free Cash Flow does not take into account amounts incurred on acquisitions.

Levered Free Cash Flow is not a measure of liquidity as determined by GAAP. Levered Free Cash Flow is a supplemental non-GAAP liquidity measure that is used by our management and external users of our financial

statements, such as industry analysts, investors, lenders and rating agencies. We believe Levered Free Cash Flow is a useful liquidity measure because it allows for an effective evaluation of our operating and financial performance and the ability of our operations to generate cash flow that is available to reduce leverage or distribute to our equity holders. Levered Free Cash Flow should not be considered as an alternative to, or more meaningful than, Net cash flow provided by operating activities as determined in accordance with GAAP, of which such measure is the most comparable GAAP measure, or as an indicator of actual liquidity, operating performance or investing activities. Our computations of Levered Free Cash Flow may not be comparable to other similarly titled measures of other companies.

The following table presents a reconciliation of Adjusted EBITDAX (non-GAAP) and Levered Free Cash Flow (non-GAAP) to net income (loss) and Levered Free Cash Flow (non-GAAP) to Net cash provided by operating activities, the most directly comparable financial measure, respectively, calculated in accordance with GAAP:

Three Months Ended June 30, Six Months Ended June 30,

2026 2025 2026 2025

(in thousands)

Net income (loss) $ 493,704 $ 162,498 $ 74,528 $ 168,412

Adjustments to reconcile to Adjusted EBITDAX:

Interest expense 99,823 75,219 204,397 148,400

Loss from extinguishment of debt — — 17,397 —

Income tax expense (benefit) 169,920 41,057 87,648 43,670

Depreciation, depletion and amortization 358,004 297,056 712,129 579,629

Exploration expense 366 5,574 6,885 5,880

Non-cash (gain) loss on derivatives (419,080) (178,592) 181,539 (98,362)

Impairment expense — 2,985 — 48,632

Non-cash equity-based compensation expense 21,280 93,268 44,709 119,493

(Gain) loss on sale of assets (13,568) (1,910) (10,690) (12,772)

Other (income) expense (471) (115) (144) (231)

Certain RNCI Distributions made by OpCo — — — (4,242)

Transaction and nonrecurring expenses(4)

25,893 (193) 46,641 9,906

Settlement of acquired derivative contracts(5)

62,069 17,007 122,632 34,895

Adjusted EBITDAX (non-GAAP) $ 797,940 $ 513,854 $ 1,487,671 $ 1,043,310

Working interest and other Adjusted EBITDAX

$ 748,524 $ 497,925 $ 1,404,051 $ 1,009,313

Minerals and royalties Adjusted EBITDAX

$ 49,416 $ 15,929 $ 83,620 $ 33,997

Adjustments to reconcile to Levered Free Cash Flow:

Interest expense, excluding non-cash amortization of deferred financing costs, discounts, and premiums (95,576) (71,430) (196,164) (140,859)

Loss from extinguishment of debt, excluding non-cash write-off of deferred financing costs, discounts, and premiums — — (11,963) —

Current income tax benefit (expense) (562) (6,673) (1,179) (17,486)

Tax-related RNCI Distributions made by OpCo

— (165) — (260)

Development of oil and natural gas properties (284,124) (264,711) (668,848) (472,253)

Levered Free Cash Flow (non-GAAP) $ 417,678 $ 170,875 $ 609,517 $ 412,452

Working interest and other Levered Free Cash Flow

$ 373,536 $ 154,891 $ 533,569 $ 378,400

Minerals and royalties Levered Free Cash Flow

$ 44,142 $ 15,984 $ 75,948 $ 34,052

Three Months Ended June 30, Six Months Ended June 30,

2026 2025 2026 2025

(in thousands)

Net cash provided by operating activities $ 706,788 $ 498,966 $ 1,115,979 $ 836,080

Changes in operating assets and liabilities (34,710) (73,544) 107,557 21,758

Certain RNCI Distributions made by OpCo — — — (4,242)

Tax-related RNCI Distributions made by OpCo

— (165) — (260)

Transaction and nonrecurring expenses(4)

25,893 (193) 46,641 9,906

Loss from extinguishment of debt, excluding non-cash write-off of deferred financing costs, discounts, and premiums — — (11,963) —

Exploration expense 366 5,574 6,885 5,880

Other adjustments and operating activities 3,465 4,948 13,266 15,583

Development of oil and natural gas properties (284,124) (264,711) (668,848) (472,253)

Levered Free Cash Flow (non-GAAP) $ 417,678 $ 170,875 $ 609,517 $ 412,452

Adjusted Net Income

Crescent defines Adjusted Net Income as net income (loss), adjusted for certain items. Management believes that Adjusted Net Income is useful to investors in evaluating operational trends of the Company and its performance relative to other oil and gas companies. Adjusted Net Income is not a measure of financial performance under GAAP and should not be considered in isolation or as a substitute for net income as an indicator of financial performance. The GAAP measure most directly comparable to Adjusted Net Income is net income (loss).

The following table presents a reconciliation of Adjusted Net Income (non-GAAP) to net income (loss), the most directly comparable financial measure calculated in accordance with GAAP:

Three Months Ended June 30, Six Months Ended June 30,

2026 2025 2026 2025

(in thousands)

Net income (loss) $ 493,704 $ 162,498 $ 74,528 $ 168,412

Unrealized (gain) loss on derivatives (419,080) (178,592) 181,539 (98,362)

Non-cash equity-based compensation expense 21,280 93,268 44,709 119,493

(Gain) loss on sale of assets (13,568) (1,910) (10,690) (12,772)

Certain RNCI Distributions made by OpCo — (165) — (4,502)

Transaction and nonrecurring expenses 25,893 (193) 46,641 9,906

Settlement of acquired derivative contracts 62,069 17,007 122,632 34,895

Impairment expense — 2,985 — 48,632

Loss from extinguishment of debt — — 17,397 —

Income tax (benefit) expense

169,919 41,056 87,648 43,670

Provision for Income Taxes on Adjusted Net Income(6)

(77,210) (32,483) (125,904) (60,517)

Adjusted Net Income (non-GAAP) $ 263,007 $ 103,471 $ 438,500 $ 248,855

Adjusted EPS $ 0.69 $ 0.40 $ 1.20 $ 0.96

Net Leverage

Crescent defines Net Leverage as the ratio of consolidated total debt to consolidated Adjusted EBITDAX as calculated under the credit agreements (collectively, the "Credit Agreements") governing the Revolving Credit Facility and CRF Credit Facility, as applicable. Management believes Net Leverage is a useful measurement because it takes into account the impact of acquisitions. For purposes of the Credit Agreements, (i) consolidated total debt is calculated as total principal amount of Senior Notes, net of unamortized discount, premium and issuance costs, plus borrowings on our Revolving Credit Facility or CRF Credit Facility, as applicable, and unreimbursed drawings under letters of credit, less cash and cash equivalents and (ii) consolidated Adjusted EBITDAX includes certain adjustments to account for EBITDAX contributions associated with acquisitions the Company has closed within the last twelve months. Adjusted EBITDAX is a non-GAAP financial measure.

June 30, 2026

Total consolidated

Working interest (CEF)

Minerals and royalties (CRF)(9)

(in millions)

Total debt(7)(8)

$ 5,166 $ 4,221 $ 274

Less: cash and cash equivalents

(265) (256) (8)

Net Debt $ 4,901 $ 3,965 $ 266

Adjusted EBITDAX for Leverage Ratio $ 3,137 $ 2,939 $ 198

Net Leverage 1.6x 1.3x 1.3x

Additional Non-GAAP Measures

Adjusted Recurring Cash G&A

Crescent defines Adjusted Recurring Cash G&A as general and administrative expense, excluding equity-based compensation and transaction and nonrecurring expenses, and including cash distributions initiated by Manager Compensation. We included "Certain RNCI distributions made by OpCo" to reflect Manager Compensation as if 100% of OpCo were owned and managed by the Company, to reflect consistent earnings and liquidity measures not impacted by the amount of OpCo's ownership under management. Management believes Adjusted Recurring Cash G&A is a useful performance measure because it excludes transaction and nonrecurring expenses and equity-based compensation and includes Manager Compensation as if 100% of OpCo were owned and managed by the Company to reflect consistent measures not impacted by the amount of OpCo's ownership under management, facilitating the ability for investors to compare Crescent's cash G&A expense against peer companies. After giving effect to the Corporate Simplification, the Company owns 100% of outstanding OpCo Units and no longer makes distributions to the holders of redeemable noncontrolling interests in OpCo. As discussed elsewhere, these adjustments are made to Adjusted EBITDAX and Levered Free Cash Flow for historical periods.

Three Months Ended June 30, Six Months Ended June 30,

2026 2025 2026 2025

(in thousands)

General and administrative expense $ 61,494 $ 124,612 $ 124,294 $ 181,382

Less: Non-cash equity-based compensation expense (21,280) (93,268) (44,709) (119,493)

Less: transaction and nonrecurring expenses (G&A)(10)

(1,867) (1,769) (9,295) (4,089)

Plus: Certain RNCI Distributions made by OpCo — — — 4,242

Adjusted Recurring Cash G&A $ 38,347 $ 29,575 $ 70,290 $ 62,042

Adjusted Dividends Paid

Crescent defines Adjusted Dividends Paid as Dividend to Class A Common Stock plus Cash RNCI Distributions initiated by Class A common stock dividend. Management believes Adjusted Dividends Paid is a useful performance measure because it reflects the full amount of cash distributed for dividends that is otherwise classified as distributions to redeemable noncontrolling interests, facilitating the ability for investors to compare Crescent’s dividends paid against peer companies.

Three Months Ended June 30, Six Months Ended June 30,

2026 2025 2026 2025

(in thousands)

Dividend to Class A common stock $ 39,631 $ 30,554 $ 78,979 $ 54,011

Plus: Cash RNCI Distributions initiated by Class A common stock dividend

— — — 7,560

Adjusted Dividends Paid $ 39,631 $ 30,554 $ 78,979 $ 61,571

(1)Non-GAAP financial measure. Please see "Reconciliation of Non-GAAP Measures" above for discussion and reconciliations of such measures to their most directly comparable financial measures calculated and presented in accordance with GAAP.

(2)Adjusted operating expense, excluding production and other taxes includes lease and asset operating expense, workover expense, gathering, processing and transportation and midstream and other revenue net of expense.

(3)The realized price presented above does not include $62.1 million, $17.0 million and $60.6 million received from the settlement of acquired oil, gas and NGL derivative contracts for the three months ended June 30, 2026, June 30, 2025 and March 31, 2026, respectively. Total average realized prices, after effects of derivatives settlements, would have been $40.56, $37.50 and $36.91/Boe for the three months ended June 30, 2026, June 30, 2025 and March 31, 2026, respectively.

(4)Transaction and nonrecurring expenses of $25.9 million and $46.6 million for the three and six months ended June 30, 2026, were primarily related to earnout payments in connection with the Company's acquisition of certain Eagle Ford assets in January 2025 (the "January 2025 Eagle Ford Acquisition"), the Permian Acquisition transaction costs, capital markets transactions and divestitures and restructuring costs. Transaction and nonrecurring expense credits of $0.2 million and $9.9 million for the three and six months ended June 30, 2025, were primarily related to uncapitalized transaction costs related to the January 2025 Eagle Ford Acquisition and transaction costs related to our divestitures and the Company's acquisition of certain Eagle Ford assets in July 2024 (the "July 2024 Eagle Ford Acquisition"), partially offset by proceeds from a legal settlement.

(5)Represents the settlement of certain oil, gas and NGL commodity derivative contracts acquired in connection with the July 2024 Eagle Ford Acquisition and the Permian Acquisition.

(6)Income taxes on Adjusted Net Income (non-GAAP) represent the amount of income tax expense we would have incurred after giving effect to the items impacting Adjusted Net Income. This tax provision is presented as a separate line item in the calculation of Adjusted Net Income to align the tax expense with the period’s adjusted earnings measure.

(7)Includes $60.3 million, $40.1 million and $1.6 million of unamortized discount, premium and issuance costs for total consolidated, CEF and CRF, respectively.

(8)Total consolidated debt includes CEF, CRF and corporate-level items (including the 2.75% convertible notes due 2031) and does not equal the sum of CEF and CRF.

(9)During the initial covenant periods until December 31, 2026, Net Leverage for CRF Credit Facility is calculated on an annualized basis.

(10)Transaction and nonrecurring expenses (G&A) of $1.9 million and $9.3 million for the three and six months ended June 30, 2026, were primarily related to the Permian Acquisition transaction costs, capital markets transactions and divestitures and restructuring costs. Transaction and nonrecurring expenses of $1.8 million and $4.1 million for the three and six months ended June 30, 2025, were primarily related to uncapitalized transaction costs related to the January 2025 Eagle Ford Acquisition and transaction costs related to the July 2024 Eagle Ford Acquisition.

Company Contact

For additional information, please reach out to IR@crescentenergyco.com.

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